UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

FOR THE FISCAL YEAR ENDED December 31, 2017

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM10-K

☒   Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

For the fiscal year ended December 31, 2020.

☐   Transition Report under Section 13 or 15(d) of the Securities Exchange Act of 1934.

For the transition period from: ________ to _________  

Commission File Number: 001-32244

COMMISSION FILE NUMBER 001-32244

 

INDEPENDENCE HOLDING COMPANY

(Exact name of registrant as specified in its charter)

 

DELAWAREDelaware

 

58-1407235

(State or other jurisdiction of Incorporation)

incorporation or organization) 

(I.R.S. Employer Identification No.)

 

96 CUMMINGS POINT ROAD, STAMFORD, CT06902

                                        (Address of principal executive offices)                                          (Zip Code)

Registrant's telephone number, including area code:(203) 358-8000

Securities registered pursuant to Section 12(b) of the Act:

96 CUMMINGS POINT ROAD, STAMFORD, CONNECTICUTTitle of each class

06902Trading Symbol(s)

Name of each exchange on which registered

(Address of Principal Executive Offices)Common Stock, $1.00 par value

(Zip Code)IHC

NYSE

 

(203) 358-8000

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

COMMON STOCK, $1.00 PAR VALUE PER SHARE

NEW YORK STOCK EXCHANGE

(Title of each class)

(Name of each exchange on which registered)

Securities registered pursuant to Section 12(g) of the Act:  NONE

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ___ [  ]   No  X[X]

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ___[  ]   No  X[X]

 

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_[X]  No __  [  ]

 

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 (§232.405(232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).   Yes   X[X]   No ___

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [ X  ]

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company or an emerging growth company. See 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 __ Accelerated filerXNon-accelerated filer

Large Accelerated Filer [   ]

Accelerated Filer  [X]

Non-Accelerated Filer   [   ]

Smaller Reporting Company  ☒

Emerging Growth Company   ☐

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.  [  ]

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting company __ under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.    Yes ☒   No [   ]

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes   ___   No   X[X]

 

The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold,sole, as of June 30, 20172020 was $104,174,000.$146,514,000.

 

14,803,468As of March 5, 2021, there were 14,639,449 shares of common stock were outstanding as of March 9, 2018.Common Stock outstanding.    




FORM 10-K CROSS REFERENCE INDEX

 

 

PART I

 

 

PAGE

 

 

 

 

 

Item 1.   

Business

4

 

Item 1A.

Risk Factors

1415

 

Item 1B.

Unresolved Staff Comments

2829

 

Item 2.

Properties

2829

 

Item 3.

Legal Proceedings

28Legal Proceedings

30

 

Item 4.

Mine Safety Disclosures

2931

 

 

 

 

PART II

 

 

 

 

Item 5.

Market for Registrant's Common Equity, Related Stockholder

2931

 

 

 

Matters and Issuer Purchases of Equity Securities

 

 

Item 6.

Selected Financial Data

32

 

Item 7.   

Management's Discussion and Analysis of Financial Condition

3233

 

 

 

and Results of Operations

 

 

Item 7A.

Quantitative and Qualitative Disclosures about Market Risk

5654

 

Item 8.

Financial Statements and Supplementary Data

5754

 

Item 9.   

Changes in and Disagreements with Accountants on Accounting

5754

 

 

 

and Financial Disclosure

 

 

Item 9A.

Controls and Procedures

5755

 

Item 9B.

Other Information

58Other Information

55

 

 

 

 

PART III

 

 

 

 

Item 10.  

Directors, Executive Officers and Corporate Governance

5855

 

Item 11.

Executive Compensation

58Executive Compensation

56

 

Item 12.

Security Ownership of Certain Beneficial Owners and Management

5956

 

 

 

and Related Stockholder Matters

 

 

Item 13.

Certain Relationships, Related Transactions and Director

5956

 

 

 

Independence

 

 

Item 14.

Principal Accounting Fees and Services

5956

 

 

 

 

PART IV

 

 

 

 

Item 15.

Exhibits and Financial Statement Schedules

5956




Forward-Looking Statements

 

This report on Form 10−K contains certain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are intended to be covered by the safe harbors created by those laws. We have based our forward-looking statements on our current expectations and projections about future events. Our forward-looking statements include information about possible or assumed future results of our operations. All statements, other than statements of historical facts, included or incorporated by reference in this report that address activities, events or developments that we expect or anticipate may occur in the future, including such things as the growth of our business and operations, our business strategy, competitive strengths, goals, plans, future capital expenditures and references to future successes may be considered forward-looking statements. Also, when we use words such as “anticipate,” “believe,” “estimate,” “expect,” “intend,” “plan,” “probably” or similar expressions, we are making forward-looking statements.  

 

Numerous risks and uncertainties may impact the matters addressed by our forward-looking statements, any of which could negatively and materially affect our future financial results and performance.  We describe some of these risks and uncertainties in greater detail in Item 1A-Risk Factors of this report.

 

Although we believe that the assumptions underlying our forward-looking statements are reasonable, any of these assumptions, and, therefore, the forward-looking statements based on these assumptions, could themselves prove to be inaccurate. In light of the significant uncertainties inherent in the forward-looking statements that are included in this report, our inclusion of this information is not a representation by us or any other person that our objectives and plans will be achieved. In light of these risks, uncertainties and assumptions, any forward-looking event discussed in this report may not occur. Our forward-looking statements speak only as of the date made, and we undertake no obligation to update or review any forward-looking statement, whether as a result of new information, future events or other developments, unless the securities laws require us to do so.



PART I

 

ITEM 1.  BUSINESS

 

Business Overview 

 

Independence Holding Company is a Delaware corporation (NYSE: IHC) that was formed in 1980.  We are a holding company principally engaged in the lifehealth, pet and healthlife insurance business with principal executive offices located at 96 Cummings Point Road, Stamford, Connecticut 06902. IHC and its subsidiaries are sometimes collectively referred to as the "Company", or "IHC", or are implicit in the terms "we", "us" and "our".

 

Our website is located at www.ihcgroup.com.  Detailed information about IHC, its corporate affiliates and insurance products and services can be found on our website. In addition, we make our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and all amendments to such reports available, free of charge, through our website, as soon as reasonably practicable after they are filed with or furnished to the Securities and Exchange Commission.  The information on our website, however, is not incorporated by reference in, and does not form part of, this Annual Report on Form 10-K.

 

IHC primarily provides specialized disability and health coverages and related services to commercial customers and individuals.  We focus on niche products and/or narrowly defined distribution channels primarily in the United States.  Our wholly ownedoperates through (i) its insurance company subsidiaries,carriers: Standard Security Life Insurance Company of New York ("Standard Security Life"), Madison National Life Insurance Company, Inc. ("Madison National Life") and Independence American Insurance Company (“Independence American”) market their products through independent and affiliated brokers, producers and agents.  Independence American also distributes to consumers through dedicated controlled distribution companies and through company-owned websites.

Madison National Life, Standard Security Life and Independence American arecollectively sometimes collectively referred to as the "Insurance Group.""IHC Carriers", which underwrite specialty health, pet, group life and short-term and long-term disability products and (ii) our Specialty Benefits division comprised of specialty health and pet divisions.  We have three continuing business segments: Specialty Health segment, Group disability, life, DBL and PFL segment, and corporate. Our individual life, annuities and other segment is in run-off.

The Specialty Health segment is comprised of (i) our traditional distribution through independent agents and national accounts, and (ii) our tech-enabled distribution through our call centers, career advisors, lead generation domains (www.healthinsurance.org, www.medicareresources.org, and www.petplace.com), transactional websites, and our lead generation company, Torchlight Technology Group LLC (“Torchlight”).  The pet division is comprised of: PetPartners, Inc. (“PetPartners”), www.akcpetinsurance.com, www.petplace.com, www.mypetinsurance.com and our independent distribution channels. Independence American Insurance Company takes the risk on the pet insurance and many of the specialty health products sold by these divisions, but our agencies also sell life and health products from other insurance companies for which they earn commissions.  Our proprietary platforms are designed to support multiple carriers and products, and we are recognized by the industry for our speed to market with innovative new products.

Standard Security Life focuses on underwriting and selling its New York short-term disability (“DBL”) and paid family leave rider (“PFL”) products through general agents primarily to small employers. Madison National Life emphasizes underwriting long-term and short-term disability (“LTD” and “STD”) and group life primarily to school districts and municipalities in the Upper Midwest through managing general agents and independent brokers, and a growing worksite marketing division.  Independence American Insurance Company is our primary specialty health and pet underwriter.  In 2020, Independence American Insurance Company began underwriting Medicare Supplement in many states.

The insurance agencies owned by IHC (collectively, the “IHC Agencies”) are as follows: IHC Specialty Benefits, Inc. (“IHCSB”), Independence Brokerage Group, Inc. (“IBG”), My1HR, Inc. (“My1HR”), and a majority interest in PetPartners.  IHCSB is our agency that operates through (i) our owned call centers, which currently has 65 licensed employee sales agents in three locations, (ii) our career advisors, which includes 225 licensed agents operating in 7 regions, and (iii) our direct-to-consumer (“D2C”) transactional websites, www.mypetinsurance.com and www.healthedeals.com. With respect to the



advisors, we typically provide them with leads (which they either “purchase” or “earn” through IHC production), but they are also expected to generate their own leads.  IHC has used this distribution model for over ten years, and we expect to significantly enhance this distribution in 2021.  With respect to the call centers, one of the offices is dedicated to servicing calls from members of USAA, while the others focus primarily on selling Medicare Supplement, Medicare Advantage and ancillary IHC products to the senior market utilizing leads generated organically or purchased.  

IBG is our agency that distributes through independent producers in the following ways: (i) through our regional sales directors who support non-owned general agents and call centers, (ii) through national account relationships, and (iii) through our 12 sales telebrokerage employees who function as company-owned general agents calling upon independent agents who have a book of business with small employers.  My1HR is a technology company that develops quoting and cloud based enrollment platforms for carriers and key distribution partners. My1HR is also a Web Broker which developed and manages INSX Cloud.  This platform enables agents to quote and enroll consumers in Affordable Care Act (“ACA”) plans as well as ancillary health products.  During the 2020 Open Enrollment Period (November 1, 2020 – December 31, 2020), INSX Cloud was utilized by more than 3,000 independent agents who submitted almost 230,000 enrollments covering approximately 300,000 members, which were predominantly ACA compliant plans and also included specialty health products underwritten by the IHC Carriers as well as other carriers.  PetPartners is a distributor and administrator of pet insurance underwritten by Independence American Insurance Company and an unaffiliated insurer.  IHC owns a number of web domains and a lead-generation technology company through its subsidiaries (includingsubsidiary, IHC Domain Holdings, LLC (“Domain Holdings”).  Domain Holdings owns Healthinsurance.org LLC (“HIO”), which is an on-line marketing company that owns www.healthinsurance.org and www.medicareresources.org, which are lead generation sites for Medicare and individual health and life insurance products.  Domain Holdings also owns www.petplace.com, which is a lead generation site for pet insurance that directs those interested in purchasing such insurance to www.petpartners.com.  Together these sites produce organic leads for IHCSB’s controlled agency force.  IHCSB, Domain Holdings and My1HR together provide the Insurance Group)backbone of our insure-tech operations by generating leads, enabling sales of products (both through IHC Carriers and highly rated unaffiliated insurers), and enable independent agents to access ACA (and IHC ancillary) policies through a licensed Web Broker.

The IHC Agencies and IHC Carriers perform underwriting, risk selection and pricing, policy administration and management for the majority of our specialty health business, which totaled $196.1 million of gross individual and group health premiums in 2020.  In addition, the IHC Agencies sell other coverages for multiple insurers, including small group stop-loss, ACA plans and senior products. The IHC Agencies receive commissions and fees for these services and do not bear any of the insurance risk of the companies to which they provide services. While the majority of sales by IHC Carriers have been to individuals and small employers from independent producers, national accounts and affinity relationships, increasingly we have focused on sales from our controlled distribution.  In general, companies that provide insurance through user-centric platforms, or create efficiencies in the insurance industry through technological advances, are sometimes collectively referred to as “insuretech” companies. As further described in Outlook, we are increasingly focused on expanding our “insuretech” footprint by (i) generating leads through Domain Holdings, (ii) sales through IHCSB’s owned call center, career advisors and transactional sites, and (iii) expansion of the "Company"number of agents using INSX Cloud.  Within this segment, the IHC Carriers sell the following products: (i) senior market products, including Medicare Supplement, Medicare Advantage, dental, vision and hospital indemnity (“HIP”), or "IHC", or are implicit(ii) ancillary benefits in the terms "we"under-age-65 market, including dental, vision, short-term medical (“STM”), "us"supplemental products including fixed indemnity limited benefit, critical illness, and "our".HIP; (ii) pet insurance; and (iii) various life insurance and non-insurance Rx and telemedicine services.  The segment includes run-off of a limited amount of discontinued major medical coverage and occupational accident from one producer that was sold in 2017. Several third party administrators, including Ebix Health Administration Exchange, Inc. (“EHAE”), perform claims and other administrative functions. IHC owns a 49% equity interest in Ebix Health Exchange Holdings, LLC (“Ebix Health Exchange”), which owns EHAE.



In 2018,2021, the IHC Carriers will retain the vast majority of the risk that it underwrites,they underwrite, and the IHC Agencies will focus on the following lines of business:

 

·Senior market products, including Medicare Supplement and Medicare Advantage 

·Pet insurance 

·Multiple specialty health lines 

·Group disability, life and New York short-term disability (“DBL”)Sales of ACA plans primarily through INSX Cloud 

·PetSales of stop-loss insurance for self-funded health plans for businesses of 5 to 100 employee lives  

 

Standard Security Life, Madison National Life and Independence American Insurance Company are each rated A- (Excellent) by A.M. Best Company, Inc. ("Best"). Standard Security Life is domiciled in New York and licensed as an insurance company in all 50 states, the District of Columbia, the Virgin Islands and Puerto Rico.  Madison National Life is domiciled in Wisconsin, licensed to sell insurance products in 49 states, the District of Columbia, the Virgin Islands and American Samoa. Independence American Insurance Company is domiciled in Delaware and licensed to sell insurance products in all 50 states and the District of Columbia. We have been informed by Best that a Best rating is assigned after an extensive quantitative and qualitative evaluation of a company's financial condition and operating performance and is also based upon factors relevant to policyholders, agents, and intermediaries, and is not directed toward protection of investors. Best ratings are not recommendations to buy, sell or hold any of our securities.  

 

Our administrative companies underwrite, market, administer and/or price life and health insurance business for our owned and affiliated carriers, and, to a lesser extent, for non-affiliated insurance companies.  They receive fees for these services and do not bear any of the insurance risk of the companies to which they provide services, other than through profit commissions. During 2017, our principal administrative companies were: (i) Specialty Benefits, a technology-driven full-service marketing and distribution



company that focuses on small employer and individual consumer products through general agents, tele-brokerages, advisor centers, private label arrangements, and through the following brands: www.HealtheDeals.com; Health eDeals Advisors; Aspira A Mas; www.PetPartners.com; and www.PetPlace.com; and (ii) IHC Carrier Solutions LLC (“Carrier Solutions”),a program management, actuarial and regulatory compliance company providing product development and valuation services for IHC’s specialty health segment. IHC owns controlling interests in Global Accident Facilities, LLC (“GAF”), Healthinsurance.org LLC (“HIO”) and PetPartners, Inc. (“PetPartners”). GAF is a holding company for an agency that produces injured on duty business. HIO is an online marketing company that owns www.healthinsurance.org, a lead generation site for individual health insurance.  PetPartners is the exclusive provider of pet insurance to the American Kennel Club and the Cat Fanciers Association. Specialty Benefits, GAF, HIO and PetPartners are collectively referred to as our “Agencies.”  Our Agencies earn commissions for selling life and health insurance products underwritten by IHC’s owned and affiliated insurance companies and also by unaffiliated carriers. IHC also owns a significant equity interest in Ebix Health Exchange Holdings, LLC (“Ebix Health Exchange”), an administration exchange for health and pet insurance. Ebix Health Exchange administers various lines of health insurance for IHC and non-affiliated carriers through Ebix Health Administration Exchange, Inc. (“EHAE”).

On March 31, 2016, the Company sold IHC Risk Solutions, LLC (“Risk Solutions”), its managing general underwriter of excess or stop-loss insurance for self-insured employer groups that desire to manage the risk of large medical claims (“Medical Stop-Loss”) to Swiss Re Corporate Solutions, a division of Swiss Re (“Swiss Re”).  In addition, under the purchase and sale agreement, all of the in-force stop-loss business of Standard Security Life and Independence American produced by Risk Solutions was co-insured by Westport Insurance Corporation (“Westport”), Swiss Re’s largest US carrier, as of January 1, 2016.  The aggregate purchase price was $152,500,000 in cash, subject to adjustments and settlements.  Approximately 89% of the purchase price was allocated to American Independence Corp. (“AMIC”). At the time of the transaction, IHC owned approximately 92% of AMIC. The balance of the purchase price was paid to Standard Security Life and other IHC subsidiaries. The aforementioned transaction is collectively referred to as the “Risk Solutions Sale and Coinsurance Transaction”. The Risk Solutions Sale and Coinsurance Transaction resulted in a gain on the sale estimated at approximately $100 million. IHC’s block of Medical Stop-Loss business is in run-off. The sale of Risk Solutions and exit from the medical stop-loss business represents a strategic shift that has had a major effect on the Company’s operations and financial results. The disposal transaction is reported as discontinued operations.

For information pertaining to the Company's business segments, reference is made to Note 1819 of the Notes to Consolidated Financial Statements included in Item 8 of this report.

 

Our Philosophy

 

OurHistorically, our business strategy consists ofhas focused on maximizing underwriting profits through a variety of niche specialty health insurance, pet, and group disability and life products and through distribution channels that enable us to access specialized or underserved markets in which we believe we have a competitive advantage.  Historically, our carriers have focusedIn 2021 and beyond, we will continue to focus on establishing preferred relationships with producers who seek an alternative to larger, more bureaucratic health insurers, and on providing these producers with personalized service, competitive compensation and a broad arraysale of products.  In 2017, larger health insurers marketed a significant amountproducts underwritten by the IHC Carriers, but we will also focus much of our ancillary health products to supplement or in lieu of their major medical products. A growing portionattention on the growth of our business comes frominsuretech division.  We are now at a point that much of the core infrastructure has been built and we are continuing to scale up the operations.  Our focus will be on increasing our pet insurance sales and recruiting experienced advisors and call center agents who are certified to sell Medicare Advantage, Medicare Supplement and Prescription Drug Plans. We will also continue to enhance our lead generation expertise and capacity, and launch additional transactional websites. We have already begun building retention teams and we believe that these teams, combined with improvements to the consumer experience on our direct-to-consumer initiatives.  Whiledomains, will help to improve policy retention and lifetime value. Lastly, as we rapidly expand our management considers a wide range of factorsdata assets, we will introduce artificial intelligence capabilities to our data analytics with the intent to improve both conversion and retention rates.

As further described in its strategic planning and decision-making, underwriting profit is consistently emphasized as the primaryOutlook, our goal in all decisions.

As a result2021 and beyond is to maximize the valuation of IHC through growth of our increased controlvery profitable life and disability lines of distribution through corporate acquisitions, we have strengthened our ability to respond to market cyclesbusiness, while investing in the health insurance sector by deployingexpansion of our insurance underwriting activity across a larger number“insuretech” capabilities to generate sales of business lines.



IHC’s greater emphasis on higher-margin specialty health, pet and Medicare products increased distribution (including as a result of equity investments)directly to consumers through our call centers, career advisors and greater market demand have helped to increase our earnings despite having exited medical stop-loss in 2016 and, prior to that, exiting the individual and small group major medical markets as a result of the Affordable Care Act (“ACA”).websites.

 

 



DISTRIBUTION

 

Specialty Health

 

IHC distributes its specialty health products in a variety of ways. We distribute directly to consumers through our call centers, career advisors and www.heathedeals.com.   In 2020 the core products sold by these agents were IHC’s STM and HIP plans as well as ACA-compliant offerings. In 2021, we plan



to emphasize the sale of Medicare Advantage plans underwritten by other carriers, and to a lesser extent, Medicare Supplement policies from Independence American Insurance Company and other carriers. Consumers often also purchase ancillary products, including dental, accident, telemedicine and Rx discounts plans, with a core plan.  Our career advisors are licensed agents who sell both IHC and non-IHC products.  IHC has used this distribution model for over ten years, but we have significantly enhanced this distribution model in 2020 and expect accelerated growth in 2021. Finally, we sell directly to consumers through www.healthedeals.com. In 2020, Independence American Insurance Company began selling its own Medicare Supplement through our call centers, advisors and select distributors of senior products.  

IBG distributes through independent producers in the following ways: (i) through our regional sales directors who support non-owned general agents, (ii) through national account relationships such as Anthem, United Health as well as single state Blue Cross organizations and regional health plans, and (iii) through our 12 sales telebrokerage employees who function as company-owned general agents calling upon independent agents who  have a book of business (often property & casualty) with small employers.  Our employees earn production bonuses for assisting the agent in placing the health sale with IHC carriers or our carrier partners. The Specialtylead product for the owned general agency is small group stop-loss underwritten by multiple non-affiliated carriers, although they also sell our individual and group ancillary products.  My1HR, through INSX Cloud, was used by over 3,000 agents in 2020 to distribute quote and enroll almost 230,000 ACA and specialty health plans. Regulations allow Health Segment is comprisedReimbursement Account (“HRA”) dollars that employers have contributed on a pre-tax basis to be used by employees to purchase STM as well as ACA plans.   The My1HR platform, which provides an enrollment tool to employees with little to no effort on the part of the following categories: (i) ancillary benefitsemployer, is well-suited for use with HRAs.  In addition to health insurance, IHC’s other products are readily available on INSX Cloud for purchase including dental, vision, short-term medical (“STM”), supplemental products (including fixed indemnity limited benefit, critical illness and hospital indemnity); (ii) pet insurance; and (iii) non-subscriber occupational accident and injured on duty.  The segment had some run-off of discontinued major medical coverage and occupational accident from one producer. Carrier Solutions and our Agencies collectively perform marketing, sales, underwriting and certain administrative functions on the majority of our Specialty Health business. EHAE and other third party administrators perform claims and other administrative functions. Prior to 2017, our pet insurance was marketed and administered by one independent agency, but IHC has expanded its distribution and administration of this product.  In 2016, we reinsured expatriate health business, however, this business is now in run-off. Our non-subscriber occupational accident coverage was largely marketed and administered by a subsidiary of GAF. This subsidiary was sold in 2016 and its business is in run-off.plans.

Pet Insurance

 

We distribute pet insurance in three ways: (i) through PetPartners, where IHC has madedistributes, administers and underwrites the following investments that have increasedrisk of two brands, PetPartners and AKC Pet Insurance, but will also delegate sales and marketing to unaffiliated companies or affinity groups, (ii) through three significant pet administrators where IHC only underwrites the distribution of our specialty health products: (1) 20%risk, and (iii) through leads generated by www.petplace.com.  We own 85% of the equity of American Insurance Agencies Direct Holding, Inc.,PetPartners, which is a call centerpet managing general agent that is one ofhas an exclusive license agreement to use the leading producers of hospital indemnityAmerican Kennel Club (“HIP”AKC”) on Independence American’s paper; (2)  10% of the equity of The iCan Group LLC, which isbrand, and has a call center that is alsoproprietary administrative platform.  In 2020, we generated a significant producerincrease in sales through leads generated from the AKC, and have introduced several initiatives that we expect will increase penetration and conversion of HIP on Independence American’s paper; (3)this exclusive lead source in 2021 and beyond. In addition, PetPartners is seeking other internally controlled sales channels, including through employer and affinity groups.  In 2019, we relaunched www.PetPlace.com, which we acquired in 2016, with significantly improved content curated by a 44% interest in The Abacus Group LLC (“Abacus”),board of veterinarians.  Average daily visitors to the site is over 30,000 which is a managing general underwriter specializing in worksite marketing of voluntary benefits that is producing life and disability business for Madison National Life and began selling group limited medical, STM, Group Gap and other ancillary products for that carrier; (4) the domain name and assets of www.petplace.com (“PetPlace”), which attracted over 15 million visitors in 2017 with more than 10,000 veterinarian-approved articles; and (5) 85% of the stock of PetPartners, a pet insurance marketing and administration company.  

The Specialty Health Segment performs underwriting, risk selection and pricing, policy administration and management ofwill improve lead generation from this domain.  At this time, the majority of our specialty healthIndependence American Insurance Company’s pet business which totaled approximately $187.8 million of gross individualis distributed by three independent pet insurance administrators: MetLife (formerly PetFirst Healthcare, LLC (“PetFirst”), Pets Best Insurance Services, LLC (“Pets Best”) and group health premiumsFIGO Pet Insurance, LLC (“FIGO”).  IHC owns a 4.73% equity stake in 2017.  In addition, our Agencies produce other coverages for multiple insurers including producing small group stop-loss for Westport.  Gross earned premiums produced by our Agencies was approximately $182.4 million in 2017.FIGO.

 

Except for a small number of licensed agents who are employed in IHC's call center, most agents and brokers who produce the Specialty Health business are non-salaried contractors who receive commissions.

 

Disability and Life Products

 

Our disability and life products are primarily distributed by general agents, agents and brokers. The short-term statutory disability benefit product, including the paid family leave benefits, in New York State is marketed primarily through independent general agents who are paid commissions based upon the amount of premiums produced. Madison National Life's disability and group life products are primarily sold in the Upper Midwest to school districts municipalities and hospital employer groupsmunicipalities through a managing general agent that



specializes in these target markets. Independence American Insurance Company also reinsured health products serving the needs of expatriates, third-party nationals and high net-worth local nationals, which is now in run out. The Abacus Group LLC (“Abacus”), specializes in worksite marketing of voluntary benefits and is producing life and disability business for Madison National Life.

 

Medical Stop-Loss

Standard Security Life was the primary carrier for our employer medical stop-loss products although, in 2016, we also wrote business for Madison National Life, Independence American and unaffiliated carriers. IHC’s carriers wrote the vast majority of their medical stop-loss business through Risk Solutions, which was sold on March 31, 2016, and TRU Services, LLC. IHC owned two managing general underwriters (“MGUs”), Majestic Underwriters, LLC and Alliance Underwriters, LLC, which transferred their stop-loss blocks and employees to Risk Solutions as of January 1, 2012 in exchange for fee income based on the business transferred.  These two MGUs were liquidated in 2016 as a result of the Risk Solutions Sale and Coinsurance Transaction. Risk Solutions was responsible for underwriting accounts in accordance with guidelines formulated and approved by its carriers, billing and collecting premiums, paying commissions to agents, third party administrators and/or brokers, and processing claims. With respect to the MGUs with which we did business, we established underwriting guidelines, maintained approved policy forms and oversaw claims for reimbursement, as well as appropriate accounting procedures and reserves. In order to accomplish this, we audited their underwriting, claims and policy issuance practices to assure compliance with our guidelines, provided them with access to our medical management and cost containment expertise, and reviewed cases that required referral based on our underwriting guidelines. MGUs are non-salaried contractors that receive fee income, generally a percentage of gross premiums produced by them on behalf of the insurance carriers they represent, and typically are entitled to additional income based on underwriting results. Standard Security Life and Independence American have now ceased writing medical stop-loss business.

The agents and brokers that produce this business are non-salaried contractors that receive commissions.

PRINCIPAL PRODUCTS UNDERWRITTEN BY IHC CARRIERS

 

Specialty Health Products

 

In 2017,2020, this line of business had the following categories: (i) ancillary benefits, including dental, vision, STM, and supplemental products (including fixed indemnity limited benefit, critical illness and hospital indemnity); (ii) pet insurance; and (iii) non-subscriber occupational accident.  This category also includes reinsured internationalEarned premium is expected to increase in 2021 primarily due to: increased sales of pet insurance, new sales of employer sponsored and voluntary health plans sold to expatriates in 2016. In 2015, IHC exitedand the major medical business as a result of ACA which caused adverse underwriting results in 2013 and 2014. As a result of exiting this line of business, we focused our attention on increasing our specialty health lines of business and significantly improved our bottom line performance. Sales of specialty health products nearly doubled in 2017, and earned premiums (which will typically lag behind sales) increased by 17.8% in 2017. We expect continued growth in the specialty health lines of business in 2018.our owned call centers and advisors.

 

Ancillary Products

 

This category is primarily comprised of dental, vision, STM, and supplemental products (including gap, fixed indemnity limited benefit, critical illness, and hospital indemnity). These are sold through multiple distribution strategies.strategies as described above.

 

IHC sells group and individual dental products in all 50most states. EHAE administers the majority of IHC's dental business and IHC’s own distribution is the primary source of this line of business. The dental portfolio includes indemnity and PPO plans for employer groups of two or more lives and for individuals within affinity groups.individuals. Employer plans are offered on both employer paid and voluntary basis.  As part of the distribution of our individual dental products, we also offer vision benefits. Vision plans will offer a flat reimbursement amount for exams and materials. We expect to see a growth in vision sales primarily due to the dental/launch of an individual vision business to be relatively flatproduct in 2018.the majority of states and new distribution partnerships.

 



IHC sells STM products in the majority of states. STM is designed specifically for people with temporary needs for health coverage. Typically, STM products are written for a defined duration of at least 30 days and less than twelve months although in 20 states we underwrite STM policies that last up to 36 months. STM products with a duration between twelve and 36 months are referred to as Extend STM products. Among the typical purchasers of STM products are people who are in between open enrollment periods or need coverage for a limited duration until their ACA-compliant plan becomes effective, and others who need insurance for a specified period of time.  Our STM plans continuecontain many, but not all, of the essential health benefit (“EHB”)benefits found in ACA-compliant plans.  In addition, our STM plans often have lower deductibles and broader networks than many ACA-compliant policies, and are almost always more affordable for qualified purchasers. IHC’s gross premium increaseddecreased in this line of business in 2017, despite the Obama Administration’s2018 largely as a result of a ruling which limited STM to plans of 90-day duration or less. Effective October 1, 2018, an executive order which was effective April 1, 2017, that limitedfrom the duration of an STM policy to less than 90 days. Prior to the effectiveness of this executive order, the ACA and many states permitted STM to last for up to 364 days. The Trump Administration recently released for comment a rule that would reversereversed the previous executive order and restorerestored the decision on the duration of STM to the states. Comments on this proposed rule are due April 23, 2018 and it would go into effect 60 days after a final rule is issued.  Assuming adoption of a final rule similar to what has been proposed, we anticipate material growthGrowth in this line of business (and other products sold with it) in 2018 and beyond.2021 will be dictated in large part by the approach taken by the Biden Administration.

 

The Company markets supplemental products to individuals and families. These lines of business are generally used as either a supplement or in lieu of an ACA-compliant plan. The main driver for growth in this line is that consumers are moving to higher-cost sharing on their individual major medical plans, and are looking for products to help them offset the additional risk of higher deductibles and out of pocket limits. The product lines included in this supplemental grouping are hospital indemnity plans, fixed indemnity limited benefit plans, critical illness and bundled packages of accident medical coverage, critical illness and life insurance. These products, which are available in most states, are available through multiple distribution sources including Company owned direct-to-consumer websites, call center and career agents, general agents and on-line agencies. In 2017, we introduced a bundled benefit package including STM, HIP, dental and a tele-med and Rx benefit.  This is being sold by Company owned direct-to-consumer websites, call center and career agents, e-Health and Anthem. We anticipate material growth in theseIndependence American Insurance Company’s ancillary lines of business in 2018 as a result of increased distribution2021 from customers who purchase higher deductible ACA plans



on the INSX platform who will desire to also purchase supplemental plans to cover gaps in their ACA coverage, and demand for these products, and additional growth in 2019 duewill have more premium dollars to elimination of the individual mandate.spend since their ACA cost will be reduced.

 

IHC has medical benefitoffers gap plans for employersemployer groups, which help employees manage the financial impact of deductibles on their employer-sponsored plans. We expect that choose to offer non-EHB coverage to their employees. We offer a fixed indemnity limited benefit policy that offers affordable health coverage to hourly, part-time and/or seasonal employees, which is approved in a majority of states. Fixed indemnity limited benefit plans are a low cost alternative to EHB plans that permit employees who do not otherwise have health insurance to begin to participate in the healthcare system.  The Company anticipates meaningful growth in this line of business will be flat in 20182021 based on a change in distribution strategy, but will still be a significant portion of our employer group premium.

Pet Insurance

Independence American Insurance Company has products approved to sell in all 50 states and the District of Columbia. We use four distinct forms (policies) to achieve diversity of premium targeting channels focused on purebred puppies (through AKC), shelter/rescue/animal welfare markets, direct to consumer, and affiliate partnerships. In 2021, we expect to file a first-of-its-kind group pet policy for the worksite market. We are currently in discussions with insurers that distribute in the worksite market and will begin contracting worksite brokers in advance of the 2022 enrollment season. We believe an advantage in our product design is flexibility allowing for consumers to build plans of coverage tailored to their needs and budget by offering an array of deductible and coinsurance options and the availability of unlimited policy “maximum” levels. In our owned distribution product, we embed alternative, holistic and behavioral coverage benefits, two levels of wellness options (many competitors do not cover wellness and preventative), hereditary and congenital conditions coverage, as well as the option to have veterinary exam fees covered as a benefit (one of the leading pet insurance providers today specifically excludes exam fees). In 2021, we anticipate significant growth in our target channels due to increased consumer demandawareness of the product category, new distribution partnerships, as well as improved conversion rates through our AKC and increased distribution channels.  lead generation avenues.

 

PriorPetPartners acquired a mobile app in June 2020, TailTrax, which features a host of high-engagement features to 2016, IHC reinsured its expatriate business which provides employee benefit insurance,help pet parents manage the health and welfare of their pet.  The app is being provided at no additional charge to policyholders and allows access to policy self-service including medical, life,claims submission.  The app is also offered on a subscription basis for non-policyholders, featuring 24/7 access to a vet-help line, discounts on pet services and disability, to expatriate employeesproducts including prescription medications, and many of companies based in the United States.   This line of business is in run out.valuable tools.  

 

Pet InsuranceOccupational Accident

 

In 2017, we acquired 85% of the equity of PetPartners, which is a pet insurance producer that has an exclusive distribution relationship with The American Kennel Club (“AKC”), and has a strong IT platform. Using this as our administrative platform, we are actively seeking new distribution opportunities particularly in the employer, affinity and worksite space because of our ability to deduct pet insurance premiums directly from payroll. We are also exploring opportunities with new distribution partners where Independence American would be the carrier and PetPartners would be the back-end claims payer.  Also in 2017, we rebuilt the website for PetPlace.com, which we acquired in 2016, and we expect to improve lead generation from this domain. PetPlace.com attracted over 15 million visitors in 2017 with more than 10,000



veterinarian-approved articles.  During 2017, we filed a new pet policy for PetPartners and have begun marketing it in states where it has been approved; we believe that this new policy will increase sales.

We entered into an agreement with an independent pet insurance distributor/administrator that has a significant block of premiums. We are in the process of filing a new pet policy for this company and expect to begin to receive approvals in the second quarter of 2018.  Once this company begins writing new business on Independence American’s paper, we expect that we will receive a significant portion of their new and renewal business.

Substantially all of our pet premiums in 2017 were produced by a pet insurance distributor/administrator which was our first pet administrator, and in which we have a small equity position.  

Occupational Accident

In 2017, most of IHC’s occupational accident insurance had been written by Independence American through marketing and administrative companies previously owned by GAF, and other exclusive arrangements with independent entities. This occupational accident product provides accidental death, accident disability and accident medical benefits for occupational injuries to employees of companies that have elected to not participate in the Texas Worker’s Compensation system (non-subscribers). The product also givesThis program is marketed through two competing general agents and only focuses on the employer the option to purchase coverage for employer’s liability, which protects the employer from an action brought by an injured worker. The employer is covered for damages and costs arising from the settlement of such action, subject to the terms and limits of the policy.  In 2016, GAF sold the entity that provided administrative services for occupational accident insurance.  Independence American still offers Injured on Duty coverage through another subsidiary of GAF and IHC continues to write a smaller block of occupational accident coverage through unaffiliated entities. As a result of the aforementioned sale, total premiumsmicro market (under 10 lives). Overall premium levels are expected to continue to decreaseremain relatively constant in 2018.  

Major Medical Health Benefit Coverages

This category is primarily comprised of group major medical insurance and individual major medical policies, both of which are in run-off as we have exited that market. We were not able to earn an acceptable profit margin on ACA-compliant products. The Company will monitor proposals from the Trump Administration regarding association health plans and STM lasting longer than 12 months to see if these would be of interest to us given our continuing expertise in individual major medical business.2021.   

 

Group Disability;Disability, Life, DBL and DBLPFL

 

Group Long-Term and Short-Term Disability

 

The Company sells group long-term disability ("LTD")Madison National Life develops partnerships with distribution entities to develop targeted niche focused products to employers that wishresult in market dominate insurance solutions in both risk management and product design.  Our products are filed to provide thisconsiderable flexibility to meet the needs of our partners and the related niches. 

Our group life and disability products are offered on both an employer paid and a voluntary basis.  They are designed to protect the covered employee’s income when the employee is not able to work due to illness or injury and pay a benefit to their employees. Depending onthe beneficiary(ies) when an employer's requirements, LTD policies (i) cover between 40% and 90%employee dies.  



Madison National Life is the largest writer of insurable salary; (ii) have elimination periods (i.e., the period between the commencement of the disability and the start of benefit payments) of between 30 and 730 days; and (iii) terminate after two, five, or ten years, or extend to age 65 or the employee's Social Security normal retirement date. Benefit payments are reduced by social security, workers compensation, pension benefits and other income replacement payments. Optional benefits are available to employees, including coverage for partial or residual disabilities, survivor benefits and cost of living adjustments. The Company also markets short-term disability ("STD") policies that provide a weekly benefit to disabled employees until the earlier of:  recovery from disability, eligibility for long-term disability benefits or the end of the STD benefit period.k-12 school districts in 8 Midwestern states.  We continue to work with our effortsdistribution partner to expandfocus on product differentiation in the niche through product innovation – most recently having launched in 2020 a one of a kind Active Assailant Rider for school districts.  We also continue to develop affinity relationships with large health carriers to provide our disability programs.

We are expanding our position in the worksite market with new product filings and administration/distribution partners to position us for growth in 20182021 and beyond. We have developed relationships with large health carriers to provide ourThe product lines included in the worksite offering are fixed indemnity limited benefit plans, critical illness, accident as well as life and disability programs.  Weinsurance. These products, which are also negotiating with union-based entities to continue to leverage our strengths, namely overall risk management for



disability programsavailable in a benefit-rich and complex environment.most states, are available through multiple distribution relationships.  The Company anticipates moderate growth in 2018.2021 for these products through expansion of its sales through existing and new distribution relationships.

 

New York Short-Term Disability and Paid Family Leave (“PFL”)

 

Standard Security Life markets DBL.  All companies with more than one employee in New York State are required to provide DBL insurance for their employees. DBL coverage provides temporary cash payments to replace wages lost as a result of disability due to non-occupational injury or illness.  The DBL policy provides for (i) payment of 50% of salary to a maximum of $170 per week; (ii) a maximum of 26 weeks in a consecutive 52 week52-week period; and (iii) benefit commencement on the eighth consecutive day of disability. Policies covering fewer than 50 employees have fixed rates approved by the New York State Insurance Department.Department of Financial Services (“NYSDFS”). Policies covering 50 or more employees are individually underwritten.   

 

StartingAs of January 1, 2018, the DBL policy will bewas amended to include PFL.  The PFL benefit allows for parent bonding with a newborn or an adopted child, caring for a seriously ill family members and willto help military families during times of need.  Beginning January 1, 2018, with incremental changes until 2021, the benefit will be phased in.  The maximum benefit (once completely phased in starting January 1, 2021) will be for 12 weeks at 67% of an employees’ weekly wage up to a maximum benefit of $869 per week. BasedThe PFL premium rate is set by the NYSDFS.  In addition to mandating this benefit, the NYSDFS established a risk adjustment program so that all carriers would share on our current DBL block, we anticipate DBL premiums will increasea pro rata basis in the ultimate profit or loss of the PFL business across three group sizes for the entire industry. The goal of the PFL risk adjustment program is to protect issuers from disproportionate adverse or favorable risks that might arise because PFL premium rates are community rated and not allowed to vary by approximately $50 million in 2018.risk factors.

 

Group Term Life

 

The Company sells group term life products, including group term life (which includes new term to 120 product), accidental death and dismemberment ("AD&D"), supplemental life and supplemental AD&D and dependent life.  As with its group disability business, IHC anticipates modest growth in this line of business through expansion of its sales of these group term life products through existing distribution sources.  

 

Medical Stop-Loss

The Company was a leading writer nationally of excess or stop-loss insurance for self-insured employer groups that desire to manage the risk of large medical claims. Medical Stop-Loss insurance provides coverage to public and private entities that elect to self-insure their employees' medical coverage for losses within specified ranges, which permits such groups to manage the risk of excessive health insurance costs by limiting specific and aggregate losses to predetermined amounts.  This coverage is available on either a specific or a specific and aggregate basis, although the majority of the Insurance Group's policies covered both specific and aggregate claims. Plans were designed to fit the identified needs of the self-insured employer by offering a variety of deductibles (i.e., the level of claims after which the medical stop-loss benefits become payable).

The Risk Solutions Sale and Coinsurance Transaction closed on March 31, 2016 and as a result, this line is in run-off and had substantially reduced premiums in 2017.  



Individual Life, Annuities and Other

 

Madison National Life ceded 100% of its remaining runoff life and annuity policies to National Guardian Life Insurance Company in 2015. In addition, Madison National Life ceased writing anyindividual life orand annuity policies in 2015 and the summer of 2015.remaining policies in runoff are 100% ceded.

 

The following lines of Standard Security Life's in-force business are in runoff: individual accident and health, individual life (of which a significant portion wasis 100% ceded to National Guardian Life Insurance Company in 2015)ceded), single premium immediate annuities, disability income and miscellaneous insurance business.



ADDITIONAL PRODUCTS SOLD BY IHC AGENCIES

Senior Products

Medicare Supplement

The IHC Agencies earn commissions and marketing fees from selling Medicare Supplements(also known as Medigap), which isinsurance sold by private companies which help pay some of the healthcare costs that Medicare does not cover, including copayments, coinsurance and deductibles. The IHC Agencies sell Medicare Supplements manufactured by Insurance Company and a few carefully selected carriers.

Medicare Advantage

The IHC Agencies earn commissions and marketing fees from selling Medicare Advantage (“MA”), which is a type of HMO, PPO or Special Needs Plans sold by private companies, that contract with the federal government through the Centers for Medicare and Medicaid Services, to cover all Medicare Part A and Part B benefits.  Many MA plans also include Medicare Part D (prescription drugs), known as MAPD plans, as well as other supplemental benefits, including dental, eyeglasses, transportation and hearing coverage. The IHC Agencies sell MA plans offered by a select few of the leading carriers in each market.

Other Products

Small Group Self-Funded

The IHC Agencies earn commissions and marketing fees from non-IHC carriers for selling employer group and individual insurance products, including self-funded programs for groups of five to 75 employees in 21 states. The self-funded plans are generally less expensive than ACA qualified group health coverage.  In addition to earning commission overrides on group health sales the IHC Agencies use our proprietary quoting and enrollment tools to offer IHC ancillary plans along with self-funded plans.

Affordable Care Act Plans

The IHC Agencies earn commission overrides by offering ACA plans through 13 ACA carriers in many states.  The majority of these customers are enrolled through My1HR, our wholly owned Web Broker, under the INSX Cloud brand. Independent agents can also use INSX Cloud to enroll their customers in ACA plans for which we earn a transaction fee.

 





ACQUISITIONS OFREINSURANCE AND POLICY BLOCKSRETENTIONS

 

Prior to reinsuring the life and annuity business in 2015 IHC’s acquisition group acquired blocks of existing life insurance, annuity and disability policies from other insurance companies, guaranty associations and liquidators.  Now the acquisition group’s focus is on existing blocks of long-term and short-term disability policies, group life policies, and specialty health policies.



 REINSURANCE AND POLICY RETENTIONS

IHC retained approximately 97%, 94%, and 92%, of gross and assumed Specialty Health exposure in 2017, 2016both 2020 and 2015. The Company's average retention of gross and assumed Medical Stop-Loss exposure was 2% in 2017, 5% in 2016, and 69% in 2015. The reduction in 2016 and 2017 was a result of closing the Risk Solutions Sale and Coinsurance Transaction, pursuant to which all of the in-force stop-loss business of Security Life and Independence American produced by Risk Solutions was co-insured as of January 1, 2016.  2019.

 

The Company purchases quota share reinsurance and excess reinsurance in amounts deemed appropriate by its risk committee. The Company monitors its retention amounts by product line, and has the ability to adjust its retention as appropriate.

 

Reinsurance is used to reduce the potentially adverse financial impact of large individual or group risks, and to reduce the strain on statutory income and surplus related to new business. By using reinsurance, the Insurance Group is able to write policies in amounts larger than it could otherwise accept.  The amount reinsured is the portion of each policy in excess of the retention limit on a particular policy.



 

In 2015, Madison National Life and Standard Security Life together entered into a coinsurance and sale agreement with an unaffiliated reinsurer to cede substantially all of their individual life and annuity policy blocks, which are currently in run-off.

The following reinsurers represent approximately 86%91% of the total ceded premium for the year ended December 31, 2017:2020:

 

RGA Reinsurance Company

 

41%47%

National Guardian Life Insurance Company

 

31%

WestportUnicare Life and Health Insurance CorporationCompany

 

9%7%

GBG Insurance Ltd.Guggenheim Life and Annuity Company

 

5%6%

 

 

 

 

 

86%91%

 

The Insurance Group remains liable with respect to the insurance in-force, which has been reinsured in the unlikely event that the assuming reinsurers are unable to satisfy their obligations. The Insurance Group cedes business (i) to individual reinsurance companies that are rated "A-" or better by Best or (ii) upon provision of adequate security. The ceding of reinsurance does not discharge the primary liability of the original insurer to the insured. At December 31, 20172020 and 2016,2019, the Insurance Group's ceded reinsurancelife insurance in-force was $6.9$4.8 billion and $6.3$6.6 billion, respectively.

 

For further information pertaining to reinsurance, reference is made to Note 910 of Notes to Consolidated Financial Statements included in Item 8.

 

INVESTMENTS AND RESERVES

 

The Company's cash, cash equivalents and securities portfolio are managed by employees of IHC and its affiliates, and ultimate investment authority rests with IHC's in-house investment group. As a result of the nature of IHC's insurance liabilities, IHC endeavors to maintain a significant percentage of its assets in investment grade securities, cash and cash equivalents. At December 31, 2017, 100%2020, 99.5% of the Company’s fixed maturities were investment grade and continue to be rated on average AA. The internal investment group provides a summary of the investment portfolio and the performance thereof at the meetings of the Company's board of directors.

 

As required by insurance laws and regulations, the Insurance Group establishes reserves to meet obligations on policies in-force. These reserves are amounts that, with additions from premiums expected to be received and with interest on such reserves at certain assumed rates, are calculated to be sufficient to meet anticipated future policy obligations.   Premiums and reserves are based upon certain assumptions with respect to mortality, morbidity on health insurance, lapses and interest rates effective at the time the polices are issued. The Insurance Group also establishes appropriate reserves for substandard business, annuities and additional policy benefits, such as waiver of premium and accidental death.  Standard Security Life and Madison National Life are also required by law to have an annual asset adequacy analysis, which, in general, projects the amount and timing of cash flows to the estimated maturity date of liabilities, prepared by the certifying actuary for each insurance company. The Insurance Group invests their respective assets, which support the reserves and other funds in accordance with applicable insurance law, under the supervision of their respective board of directors. The Company manages interest rate risk seeking to maintain a portfolio with a duration and average life that falls within the band of the duration and average life of the applicable liabilities. The Company occasionally utilizes options to modify the duration and average life of the assets.

 

Under Wisconsin insurance law, there are restrictions relating to the percentage of an insurer's admitted assets that may be invested in a specific issuer or in the aggregate in a particular type of investment. With respect to the portion of an insurer's assets equal to its liabilities plus a statutorily-determined security surplus amount, a Wisconsin insurer cannot, for example, invest more than a certain percentage of its assets in non-amortizable evidences of indebtedness, securities of any issuer and its affiliates (other than a subsidiary and the United States government), or common stock of any corporation and its affiliates (other than a subsidiary or mutual funds).



Under New York insurance law, there are restrictions relating to the percentage of an insurer's admitted assets that may be invested in a specific issuer or in the aggregate in a particular type of investment. For example, a New York life insurer cannot invest more than a certain percentage of its admitted assets in common or preferred shares of any one institution, obligations secured by any one property (other than those issued, guaranteed or insured by the United States or any state government or agency thereof), or medium and lower grade obligations. In addition, there are certain qualitative investment restrictions. 

 

Under Delaware insurance law, there are restrictions relating to the percentage of an insurer's admitted assets that may be invested in a specific issuer or in the aggregate in a particular type of investment.  In addition, there are qualitative investment restrictions.



The Company's total pre-tax investment performance for each of the last threetwo years is summarized below, including amounts recognized in net income and unrealized gains and losses recognized in other comprehensive income or loss (in thousands):

 

 

2017

 

2016

 

2015

 

2020

 

2019

 

 

 

 

 

 

 

 

 

 

Consolidated Statements of Income:

 

 

 

 

 

 

 

 

 

 

Net investment income

$

16,276 

$

16,570  

$

17,237  

$

11,777  

$

15,643  

Net realized investment gains

 

2,539 

 

4,502  

 

3,094  

Net investment gains

 

1,346  

 

4,705  

Other-than-temporary impairments

 

- 

 

(1,475) 

 

(228) 

 

- 

 

(646) 

 

 

 

 

 

 

 

 

 

 

Consolidated Statements of Comprehensive Income (Loss):

 

 

 

 

 

 

Net unrealized gains (losses) on available-for-sale securities

 

4,996 

 

(5,424) 

 

(5,475) 

Consolidated Statements of Comprehensive Income:

 

 

 

 

Unrealized gains on available-for-sale securities

 

3,793  

 

12,070  

 

 

 

 

 

 

 

 

 

 

Total pre-tax investment performance

$

23,811 

$

14,173  

$

14,628  

$

16,916  

$

31,772  

 

Net unrealizedUnrealized gains (losses) on available-for-sale securities recognized through other comprehensive income (loss) represents the pre-tax change in unrealized gains and losses on available-for-sale securities arising during the year net of reclassification adjustments and includes the portion attributable to noncontrolling interests. The Company does not have any non-performing fixed maturity investments at December 31, 2017.2020.

 

COMPETITION AND REGULATION

 

We compete with many large mutual and stock insurance companies, small regional health insurers and managed care organizations.  Mutual companies may have certain competitive advantages since profits inure directly to the benefit of the policyholders.

 

The health insurance industry tends to be cyclical, and excess products, such as medical stop-loss, tend to be more volatile than specialty health products.cyclical.  During a “soft” market cycle, a larger number of companies offer insurance on a certain line of business, which causes premiums in that line to trend downward.  In a “hard” market cycle, insurance companies limit their writings in certain lines of business following periods of excessive losses and insurance and reinsurance companies redeploy their capital to lines that they believe will achieve higher margins.

 

IHC is an insurance holding company; and as such, IHC and its subsidiary carriers and administrative companies are subject to regulation and supervision by multiple state insurance regulators, including the New York State Insurance DepartmentNYSDFS (Standard Security Life's domestic regulator), the Wisconsin Office of the Commissioner of Insurance (Madison National Life's domestic regulator) and the Office of the Insurance Commissioner of the State of Delaware (Independence American’sAmerican Insurance Company’s domestic regulator).  Each of Standard Security Life, Madison National Life and Independence American Insurance Company is subject to regulation and supervision in every state in which it is licensed to transact business. These supervisory agencies have broad administrative powers with respect to the granting and revocation of licenses to transact business, the licensing of agents, the approval of policy forms, the approval of commission rates, the form and content of mandatory financial statements, reserve requirements and the



types and maximum amounts of investments which may be made. Such regulation is primarily designed for the benefit of policyholders rather than the stockholders of an insurance company or insurance holding company.

 

Certain transactions within the IHC holding company system are also subject to regulation and supervision by such regulatory agencies.  All such transactions must be fair and equitable.  Notice to or prior approval by the applicable insurance department is required with respect to transactions affecting the ownership or control of an insurer and of certain material transactions, including dividend declarations, between an insurer and any person in its holding company system. Under New York, Wisconsin and Delaware insurance laws, "control" is defined as the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person.  Under New York law, control is



presumed to exist if any person, directly or indirectly, owns, controls or holds, with the power to vote ten percent or more of the voting securities of any other person. In Wisconsin, control is presumed if any person, directly or indirectly, owns, controls or holds with the power to vote more than ten percent of the voting securities of another person. In Delaware, control is presumed if any person, directly or indirectly, owns, controls or holds with the power to vote ten percent or more of the voting securities of any other person. In all three states, the acquisition of control of a domestic insurer needs to be approved in advance by the Commissioner of Insurance. See Note 1718 of Notes to Consolidated Financial Statements included in Item 8 for information as to restrictions on the ability of the Company's insurance subsidiaries to pay dividends.

 

Risk-based capital requirements are imposed on life, accident and health and property and casualty insurance companies. The risk-based capital ratio is determined by dividing an insurance company's total adjusted capital, as defined, by its authorized control level risk-based capital.  Companies that do not meet certain minimum standards require specified corrective action.  The risk-based capital ratios for each of Standard Security Life, Madison National Life and Independence American Insurance Company exceed such minimum ratios.

 

EMPLOYEES

 

We recognize that sustainable human capital complements and contributes to superior longer-term financial performance. We believe that our employees are our greatest assets. Our continued success and growth depends, in large part, upon the efforts of our employees and on our ability to attract and retain highly qualified personnel.

At December 31, 2017,2020, the Company, including its direct and indirect majority or wholly owned subsidiaries, collectively had approximately 350550 employees.



 

ITEM 1A.RISK FACTORS  

 

Investors should carefully considerRisks related to our Business

We continue to face risks related to the risks set forth belowongoing Coronavirus (COVID-19) pandemic that could impact our sales, operating results and all other information contained in this report and other documents we file with the SEC.  Manyfinancial condition.

Sales of the factors that affect our business and operations involve risk and uncertainty. The risks and uncertainties described below are not the only ones that we face, but are those that we have identified as being the most significant factors.  Our business is also subject to general risk and uncertainties that affect many other companies, such as market conditions, geopolitical events, changes in laws or accounting rules, fluctuations in interest rates, terrorism, wars or conflicts, major health concerns, natural disasters or other disruptions of expected economic or business conditions.  Additional risks and uncertainties that we do not know about, or that we deem less significant than those identified below, may also materially and adversely affect our business, financial condition orhealthcare products, results of operations, and the trading priceoverall financial condition of the Company could be adversely affected to the extent that the COVID-19 or any other epidemic or health care emergency harms the economy, our common stock.industry or the Company specifically. The COVID-19 outbreak situation is very fluid and we continue to closely monitor developments related to the COVID-19 pandemic to assess its ongoing impact on our business and operations, specifically:

 

Risks·Many regulators have mandated that insurers cover COVID-19 testing costs, and in some cases costs for related treatment and vaccines, as well as waiving any applicable deductible and coinsurance member payments. These mandates are primarily directed at major medical carriers, but a minority include STM insurance products.  Attempts to extend these mandates beyond STM will likely not impact our supplemental products. Additionally, some states are requiring coverage for telehealth services. Mandated extended coverage of COVID-19 claims may negatively impact the Company’s operating results, cash flows and financial condition as such extended coverage was not contemplated in the initial product pricing.  Even though we have experienced lower overall utilization for non-COVID related expenses within our STM block that is enough to absorb expected cost increases related to our Business

Our investment portfolio is subject to various risks thatCOVID related claims so far, this may result in realized investment losses.  In particular, decreaseschange in the fair valuefuture depending on the further outcome of fixed maturitiesthe virus impacts and other related regulatory actions. 

·Widespread unemployment due to the unprecedented state-mandated shutdowns of businesses could mean that policyholders may greatly reducebe unable to meet their obligations to pay premiums on our health, disability, life and pet policies. An increase in delayed, delinquent or non-collectable payments from customers may lead to cash flow volatility or shortfalls.  Additionally, some regulators have mandated that insurers provide an extended grace period for premium collection and some require payment of claims during the valuegrace period.  Additional legal and regulatory responses include changes to insurance policy conditions such as suspension of cancellations and extensions of proof of loss deadlines. Some states have limited the impact to major medical insurance, while others have applied it to all policies in their states. These mandates may negatively impact the Company’s operating results and cash flows. 

·The hiring and licensing by our investments,marketing companies of sales agents who sell Medicare advantage and Medicare supplement as a result,well as other products may be delayed, as many state regulators have limited licensing services. This may impact any future growth of the Company’s call centers and career agents, and negatively impact expected sales of these products and our financial condition may suffer.results.  

We are subject to credit risk·Changes in our investment portfolio. Defaults by third parties in the payment or performanceutilization of their obligations under these securities could reduce our investment incomemedical facilities and realized investment gains or result in the continued recognition of investment losses. The value of our investments may be materially adversely affected by increases in interest rates, downgrades in the preferred stocks and bonds included in our portfolio and by other factors that may result in the continued recognition of other-than-temporary impairments. Each of these events may cause us to reduce the carrying value of our investment portfolio.  

In particular, at December 31, 2017, fixed maturities represented $441.9 million or 92.7% of our total investments of $476.9 million. The fair value of fixed maturities and the related investment income fluctuates depending on general economic and market conditions. The fair value of these investments generally increases or decreases in an inverse relationship with fluctuations in interest rates, while net investment income realized by us will generally increase or decrease in line with changes in market interest rates. In addition, actual net investment income and/or cash flows from investments that carry prepayment risk, such as mortgage-backedservices, medical expenses and other asset-backed securities, may differ from those anticipated at the



time of investmentcosts as a result of interest rate fluctuations. An investment has prepayment risk when there is a risk that the timing of cash flows that result from the repayment of principal might occur earlier than anticipated because of declining interest rates or later than anticipated because of rising interest rates. The impact of value fluctuations affectsCOVID-19 decrease the predictability of Medicare and Medicaid rates. 

·Slower growth in STM sales as policyholders focus on acquiring coverage under special enrollments for ACA policies may negatively impact our Consolidated Financial Statements. Because allsales of such products and our fixed maturities are classified as available for sale, changes in the fair value of our securities are reflected in our stockholders' equity (accumulated other comprehensive income or loss). No similar adjustment is made for liabilities to reflect a change in interest rates. Therefore, interest rate fluctuations and economic conditionsoperating results. 

·Higher unemployment could adversely affect our stockholders'disability lines of business. 

·Continued mandatory shut down orders may cause smaller companies to go out of business, impacting our DBL and PFL lines. 

·Possible mandated coverages by regulators for other lines of business could adversely increase benefits with no increase in premiums. 

·Having our employees work from home could cause reductions in our operating effectiveness. Most of our employees continue to work remotely in an effort to mitigate the spread of COVID-19, which may impair our ability to manage our business or exacerbate certain risks to our business, including an increased demand for information technology resources, increased risk of phishing and other cybersecurity attacks, and increased risk of unauthorized dissemination of sensitive personal  



information or proprietary or confidential information about us, our members or other third parties.  Further, we will incur additional expenses to allow employees to work remotely and to help expand the safety of our employees.  

·COVID-19 or any similar pandemic could increase mortality in our life products. 

·The COVID-19 pandemic has also contributed to significant volatility in financial markets, including declines in equity total comprehensive income (loss)markets, changes in interest rates and overall reduced liquidity in the investment markets. 

·Our cost of reinsurance for policies many increase and/or cash flows. For mortgage-backed securities, credit risk exists if mortgagees defaultwe may have difficulty in finding reinsurance. Reinsurers may dispute, or seek to reduce or eliminate, coverage on the underlying mortgages. Although, at December 31, 2017, 100%policies as a result of any changes to policies or practices we make as a result of the fixed maturities were investment grade and continue to be rated on average AA, all of our fixed maturities are subject to credit risk. If any of the issuers of our fixed maturities suffer financial setbacks, the ratings on the fixed maturities could fall (with a concurrent fall in fair value) and, in a worst-case scenario, the issuer could default on its financial obligations. If the issuer defaults, we could have realized losses associated with the impairment of the securities.COVID-19 pandemic. 

 

We regularly monitorThe extent of Covid-19’s impact on our investment portfolio to ensure that investments thatbusiness and operations will depend on future developments, which are other-than-temporarily impaired are identified in a timely fashion, properly valuedhighly uncertain and any impairment is charged against earnings in the proper period. Assessment factors include,cannot be predicted at this time, including, but are not limited to, the lengthtransmission rate, duration and spread of time andthe outbreak, its severity, vaccine efficacy, the extent to which the market value has been less than cost, the financial condition and ratingeffectiveness of the issuer, whether any collateral is heldactions taken to contain the spread of the virus and the Company's intentaddress its impacts, and how quickly and to sell, or be required to sell, debt securities before the anticipated recovery of its remaining amortized cost basis. However, the determination that a security has incurred an other-than-temporary decline in value requires the judgment of management. Inherently, there are riskswhat extent normal economic and uncertainties involved in making these judgments. Therefore, changes in facts and circumstances and critical assumptions could result in management’s decision that further impairments have occurred. This could lead to additional losses on investments, particularly those that management has the intent and ability to hold until recovery in value occurs.operating conditions can resume.

 

Our earnings could be materially affected by an impairment of goodwill.

Goodwill represented $50.7 million of our $1.0 billion in total assets as of December 31, 2017. We review our goodwill annually for impairment or more frequently if indicators of impairment exist. We regularly assess whether any indicators of impairment exist, which requires a significant amount of judgment. Such indicators may include: a sustained significant decline in our share price and market capitalization; a decline in our expected future cash flows; a significant adverse change in the business climate; and/or slower growth rates, among others. Any adverse change in one of these factors could have a significant impact on the recoverability of these assets and could have a material impact on our consolidated financial statements.  If we experience a sustained decline in our results of operations and cash flows, or other indicators of impairment exist, we may incur a material non-cash charge to earnings relating to impairment of our goodwill, which could have a material adverse effect on our results.

Our loss reserves are based on an estimate of our future liability, and if actual claims prove to be greater than our reserves, our results of operations and financial condition may be adversely affected.

 

We maintain loss reserves to cover our estimated liability for unpaid losses and loss adjustment expenses, where material, including legal and other fees, and costs not associated with specific claims but related to the claims payment functions for reported and unreported claims incurred as of the end of each accounting period. Because setting reserves is inherently uncertain, we cannot be sure that current reserves will prove adequate. If our reserves are insufficient to cover our actual losses and loss adjustment expenses, we would have to augment our reserves and incur a charge to our earnings, and these charges could be material. Reserves do not represent an exact calculation of liability.  Rather, reserves represent an estimate of what we expect the ultimate settlement and administration of claims will cost. These estimates, which generally involve actuarial projections, are based on our assessment of known facts and circumstances. Many factors could affect these reserves, including economic and social conditions, frequency and severity of claims, medical trends resulting from the influences of underlying cost inflation, changes in utilization



and demand for medical services, and changes in doctrines of legal liability and damage awards in litigation. Many of these items are not directly quantifiable in advance. Additionally, there may be a significant reporting lag between the occurrence of the insured event and the time it is reported to us.  The inherent uncertainties of estimating reserves are greater for certain types of liabilities, particularly those in which the various considerations affecting the type of claim are subject to change and in which long periods of time may elapse before a definitive determination of liability is made. Reserve estimates are continually refined in a regular and ongoing process as experience develops and further claims are reported and settled and are reflected in the results of the periods in which such estimates are changed.

 

Our inability to assess underwriting risk accurately could reduce our net income.

Our success is dependent on our ability to assess accurately the risks associated with the businesses on which we retain risk. If we fail to assess accurately the risks we retain, we may fail to establish the appropriate premium rates and our reserves may be inadequate to cover our losses, requiring augmentation of the reserves, which in turn would reduce our net income.

Our agreements with our producers that underwrite on our behalf require that each such producer follow underwriting guidelines published by us and amended from time to time.  Failure to follow these guidelines

We may result in termination or modification ofexperience periods with excess underwriting capacity and unfavorable premium rates because the agreement. We perform periodic audits to confirm adherence to the guidelines, but itinsurance and reinsurance business is possible that we would not detect a breach in the guidelines for some time after the infraction,historically cyclical, which could resultcause our results to fluctuate.

The insurance and reinsurance business historically has been a cyclical industry characterized by periods of intense price competition due to excessive underwriting capacity, as well as periods when shortages of capacity permitted an increase in pricing and, thus, more favorable premium levels. An increase in premium levels is often, over time, offset by an increasing supply of insurance and reinsurance



capacity, either by capital provided by new entrants or by the commitment of additional capital by existing insurers or reinsurers, which may cause prices to decrease.  Any of these factors could lead to a significant reduction in premium rates, less favorable policy terms and fewer opportunities to underwrite insurance risks, which could have a material impact on the Net Loss Ratio (defined as insurance benefits, claims and reserves divided by the difference between premiums earned and underwriting expenses) for that producer and could have an adverse impacteffect on our operating results.  results of operations and cash flows.

 

The results of operations of our insurance business will decline if our premium rates are not adequate or if we are unable to increase rates.

 

We set the premium rates on our health insurance policies based on facts and circumstances known at the time we issue the policies and on assumptions about numerous variables, including the actuarial probability of a policyholder incurring a claim, the probable size of the claim, maintenance costs to administer the policies and the interest rate earned on our investment of premiums. In setting premium rates, we consider historical claims information, industry statistics, the rates of our competitors and other factors, but we cannot predict with certainty the future actual claims on our products. If our actual claims experience proves to be less favorable than we assumed andour financial results will be adversely affected. If we are unable to raise our premium rates to the extent necessary to offset the unfavorable claims experience due to the cyclical insurance marked or regulatory restraints, our financial results will be adversely affected.

 

RetentionsFailures elsewhere in variousthe insurance industry could obligate us to pay assessments through guaranty associations.

Virtually all states require insurers licensed to do business in that state to bear a portion of the loss suffered by some insureds as the result of impaired or insolvent insurance companies or to bear a portion of the cost of insurance for high-risk or uninsured individuals. When an insurance company becomes insolvent, state insurance guaranty associations have the right to assess other insurance companies doing business in their state for funds to pay obligations to policyholders of the insolvent company, up to the state-specific limit of coverage. Depending on state law, insurers can be assessed up to 2% of premium written for the relevant line of insurance in that state. The total amount of the assessment is based on the number of insured residents in each state, and each company’s portion is based on its proportionate share of premium volume in the relevant lines of business.

If rating agencies downgrade our insurance companies, our results of operations and competitive position in the industry may suffer.

Ratings are an important factor in establishing the competitive position of insurance companies and are important to maintaining public confidence in our insurance companies and our products, and our ability to market our products. Standard Security Life, Madison National Life and Independence American Insurance Company are all rated “A-” (Excellent) by A.M. Best Company, Inc.  A.M. Best's ratings reflect its opinions of an insurance company's financial strength, operating performance, strategic position, and ability to meet its obligations to policyholders and are not evaluations directed to investors.  The ratings of our carriers are subject to periodic review by A.M. Best, and we cannot assure the continued maintenance of our current ratings.

Our reliance upon third party administrators and other outsourcing arrangements may disrupt or adversely affect our operations.

We depend, and may in the future increase our dependence, on third parties for significant portions of our operations, including claims processing, premium billing, claims management, claims payment and voice communication services, and other systems-related support. This dependence makes our operations vulnerable to the third parties' failure to perform adequately under the contract due to internal or external factors. In the future, this dependence may increase as we may outsource additional areas of our business operations to additional vendors. There can be no assurance that any conversion or transition of business process functions from the Company to a vendor or between vendors will be seamless and these projects could result in significant operational challenges that cause financial difficulties. In addition, if our



relationships with our outsourcing partners are significantly disrupted or terminated for any reason or if the financial terms of such outsourcing partners change materially, we may not be able to find an alternative partner in a timely manner or on acceptable financial terms. A change in service providers, or a move of services from a third party to internal operations, could result in significant operational challenges, a decline in service quality and effectiveness, increased cost or less favorable contract terms.  As a result, we may not be able to meet the demands of our customers and, in turn, our business, cash flows, financial condition and results of operations may be harmed.

Our financial condition and results of operations could be materially adversely affected if our third party administrators, managing general agents, general agents or other producers exceed their authorities, otherwise breach obligations owed to us or commit fraud.

In connection with certain lines of business and insurance programs, we authorize third party administrators, managing general agents, general agents and other producers to write business and/or settle claims on our behalf within underwriting and claims settlement authorities prescribed by us. These parties pay claim amounts to the clients that have purchased insurance from us. If such an intermediary were to fail to pass such a payment through to the claimant or policyholder, we may remain liable for the deficiency because of applicable local laws or contractual obligations. Likewise, when a customer pays its policy premium to an agent or third party administrator for further remittance to us, that premium is generally considered to have been paid and the client is no longer liable for such amount even if we do not actually receive the premium. Consequently, we assume a degree of credit risk associated with the intermediaries we use with respect to our insurance and reinsurance business.  Further, we have less control and supervision over these underwriters and claims staff than our own employees and rely on the controls of our agents to write business within the underwriting authorities and settle claims within guidelines provided by us. Although we monitor our business on an ongoing basis, our monitoring efforts may not be adequate and our agents may exceed their underwriting authorities or otherwise breach their obligations owed to us. To the extent that our agents exceed their authority, otherwise breach their obligations owed to us or commit fraud, this may result in a material adverse effect upon our financial condition and results of operations.

Reinsurers’ failure to perform or adverse developments in the business retained may expose us to potential losses.risks that we had sought to mitigate.

 

We utilize reinsurance to mitigate our risks in various circumstances. Through reinsurance, we have the contractual right to collect the amount reinsured from our reinsurers. Although reinsurance makes the reinsurer liable to us to the extent the risk is transferred or ceded to the reinsurer, reinsurance does not relieve us of our direct liability to our policyholders. Accordingly, we bear credit risk with respect to our reinsurers. If we become liable for risks we have ceded to reinsurers or if our reinsurers cease to meet their obligations to us because they are insolvent or in a weakened financial position as a result of incurred losses or otherwise, our financial position, results of operations and cash flows could be materially adversely affected.

We retain most of the risk for our own account on some business underwritten by our insurance companies. The determination to not purchase reinsurance, or to reduce the amount of reinsurance we purchase, for a particular risk or line of business is based on a variety of factors including market conditions, pricing, availability of reinsurance, the level of our capital and our loss history. Such determinations have the effect of increasing our financial exposure to losses associated with such risks or in such lines of business and, in the event of significant losses associated with such risks or lines of business, could have a material adverse effect on our financial position, results of operations and cash flows.

 

If rating agencies downgradeOur inability to maintain our existing and secure new relationships with strategic partners could harm our revenue and operating results.



Some of our lines of business are dependent on a concentrated number of strategic partners and referral sources from whom we obtain leads to support sales of insurance policies.   The loss of one or more of these strategic partners and lead suppliers could significantly limit our ability to access target markets.

Our dependence on a concentrated number of strategic partners and third-party referral sources for new customers creates a risk that the termination of such relationship will lead to a significant reduction in revenues and revenue growth.

Any inability to secure, maintain or effectively manage relationship with strategic partners could have a material adverse effect on our revenue and operating results.  Further, a material reduction of new referrals from any of our significant referral sources would harm our financial results.

We may be unsuccessful in competing against larger or better-established business rivals.

We compete with a large number of other companies in our selected lines of business.  We face competition from specialty insurance companies, and from diversified financial services companies and insurance companies that are much larger than we are and that have greater financial, technical, marketing and other resources. Some of these competitors also have greater experience, longer operating histories, larger customer bases, and more market recognition than we do in certain lines of business. In addition, some of our competitors may seek to consolidate through mergers and acquisitions or enter into strategic alliances. These consolidated entities and alliances may use their enhanced market power and broader capital base to take business from us or to drive down pricing, which could adversely affect the results of our operations.  Failure to compete effectively against current or future competitors could result in loss of current or potential customers, which could adversely affect pricing, lower revenue, prevent us from maintaining profitability and diminish brand strength.  There can be no assurance that we will maintain our current competitive position in the markets in which we operate, or that we will be able to expand operations into new markets. If we fail to do so, our results of operations and competitive position in the industry may suffer.cash flows could be materially adversely affected.

 

Ratings have become an increasingly important factor in establishing the competitive position of insurance companies and are important to maintaining public confidenceWe may be unsuccessful in our companycontinued efforts to execute on our strategies to diversify sources of income.

We have devoted significant effort and financial resources to build new products, distribution and service capabilities to diversify our products, andproduct portfolio. We aim to continue implementing our strategies while maintaining current positions of strength in our existing businesses, as well as maintaining the strength of our balance sheet. Our success will depend on a number of factors, including our ability to achieve  name recognition, accurately predict market trends, differentiate our product offerings from our competitors’ products, provide excellent customer service, attract and retain skilled employees, maintain comprehensive focus on all company priorities, develop new products in a timely manner and achieve market acceptance, effectively implement new technology and operational platforms, deepen our existing distribution relationships and add new distribution partners, and set appropriate prices for our products. Standard Security Life,If we do not successfully build brand awareness and grow market share, the business could stagnate or be adversely affected, which would harm operating results and financial condition.  

If we fail to effectively manage our growth, our business, operating results and financial condition may suffer.

We have recently experienced, and expect to continue to experience, significant growth, which has stressed operations, infrastructure and financial systems, and may also result in increased costs. If we do not effectively manage growth at any time, our financial condition could be harmed and the quality of our services could suffer.  Furthermore, in order to successfully expand our business, we need to hire, integrate and retain highly skilled and motivated employees and continue to improve our existing systems for operational and financial management. These improvements could require significant capital expenditures



and place increasing demands on our management. If we do not successfully implement improvements in these areas, our business, operating results and financial condition will be harmed.

In connection with the implementation of our corporate strategies, we face risks associated with the acquisition or disposition of businesses, the entry into new lines of business, the integration of acquired businesses and the growth and development of these businesses.

In pursuing our corporate strategy, we may acquire other businesses or dispose of or exit businesses we currently own. The success of this strategy is dependent upon our ability to identify appropriate acquisition and disposition targets, negotiate transactions on favorable terms, complete transactions and, in the case of acquisitions, successfully integrate them into our existing businesses. If a proposed transaction is not consummated, the time and resources spent in researching it could adversely result in missed opportunities to locate and acquire other businesses.  In addition, if we are not able to improve, refine or revise our systems and operational practices to integrate the acquisition, and enlarge the scale and scope of our business, our business may be adversely affected.  Other risks include developing knowledge of and experience in the new business, integrating the acquired business into our systems and culture, recruiting professionals, and developing and capitalizing on new relationships with experienced market participants. If acquisitions are made, there can be no assurance that we will realize the anticipated benefits of such acquisitions, including, but not limited to, revenue growth, operational efficiencies or expected synergies. If we dispose of or otherwise exit certain businesses, there can be no assurance that we will not incur certain disposition related charges, or that we will be able to reduce overhead related to the divested assets.  

The failure to maintain effective and efficient information systems and to safeguard the security of our data could adversely affect our business.

Our business is highly dependent upon the successful and uninterrupted functioning of our computer systems, and we have different information systems for our various businesses. We rely on these systems to perform actuarial and other modeling functions necessary for writing business, to provide insurance quotes, to process our premiums and policies, to administer our products, to process and make claims payments, to establish our loss reserves, and to prepare our management and external financial statements and information. The failure of these systems could interrupt our operation and we could experience adverse consequences, including:  (i) inadequate information on which to base pricing, underwriting and reserving decisions; (ii) inadequate information for accurate financial reporting; (iii) increases in administrative expenses; (iv) the loss of existing customers or key distributors; (v) difficulty in attracting new customers or distributors; (vi) an inability to comply with regulations or customer or vendor expectations, such as failure to meet prompt payment obligations; (vii) customer, provider and agent disputes; and (viii) litigation or regulatory enforcement exposure.  

Our database and systems are also vulnerable to damage or interruption from system outages, disasters such as earthquakes, fires, floods, acts of terrorism, blackouts, power loss, telecommunications failures, and similar events, which would compromise our ability to conduct business. In the event of such failures, we may be unable to perform critical functions in a timely manner, and our systems may not be available to our employees, customers or business partners for an extended period of time. Any such interruptions may reduce our revenues or increase our expenses, and may also have an adverse impact upon our reputation, distribution partnerships, or our customer or vendor relationships. Such an occurrence may also impair our ability to timely and accurately complete our financial reporting and other regulatory obligations and may impact the effectiveness of our internal control over financial reporting. We also utilize and/or rely on computer systems developed and maintained by outsourcing relationships and key vendors. Their systems could experience the same risks, which could result in a material adverse effect on our business results.

We have committed and will continue to commit significant resources to develop, maintain and enhance our existing information systems, transition existing systems to upgraded systems, and develop



new information systems in order to keep pace with continuing changes in information processing technology, evolving industry and regulatory standards, and changing customer preferences. Advances in technology that may render our current information technology systems obsolete will require upgrading and maintenance over time, which may require significant future commitments of resources and capital.  If we upgrade or change systems, we may suffer interruptions in service, loss of data or reduced functionality. Despite any precautions we may take, such problems could result in, among other consequences, interruptions in our services, which could harm our reputation and financial results.

If we fail to comply with applicable privacy and security laws and respond to emerging security threats and potential security incidents, our business, reputation, results of operations, financial positions and cash flows could be materially affected.

Our computer systems have been, and will continue to be, subject to computer viruses or other malicious codes, unauthorized access, acts of vandalism, theft, misuse, cyber-attacks, hackers, corruption and destruction of data maintained online or digitally, and other computer-related penetrations. For instance, cyber-attacks may interfere with our processing of transactions including: (i) the processing of orders from our website; (ii) cause the release and possible destruction of confidential customer or business information; (iii) impede application processing; (iv) subject us and/or our service providers and intermediaries to regulatory fines and financial losses; and/or (v) cause reputational damage.  Such threats require additional layers of security, which may disrupt or impact efficiency of operations.  We commit significant resources to administrative and technical controls to prevent cyber incidents and protect our information technology, but our preventative actions to reduce the risk of cyber threats may be insufficient to prevent physical and electronic break-ins, denial of service and other cyber-attacks or security breaches. Such an event could compromise our confidential information as well as that of our clients and third parties, with whom we interact, impede or interrupt business operations and may result in other negative consequences, including remediation costs, loss of revenue, disruption of our operations, additional regulatory scrutiny, sanctions (such as penalties, fines and loss of license) and litigation, and reputational damage.

Additionally, past or future negligence or misconduct by our employees or employees of our vendors or suppliers could result in misplaced or lost data, programming and/or human errors, violations of laws by us, regulatory sanctions against us and/or serious reputational, legal or financial harm to our business, and the precautions we employ to prevent and detect this activity may not be effective in all cases. Although we employ controls and procedures designed to monitor the business decisions and activities of these individuals to prevent us from engaging in inappropriate activities, excessive risk taking, fraud or security breaches, these individuals may take such risks regardless of such controls and procedures and such controls and procedures may fail to detect all such decisions and activities. We review our compensation policies and procedures as part of our overall risk management program, but it is possible that such compensation policies and practices could inadvertently incentivize excessive or inappropriate risk taking. If these individuals take excessive or inappropriate risks, those risks could harm our reputation and have a material adverse effect on our business, results of operations and financial condition.

The failure to safeguard the security of our data and protect our customers’ confidential information and privacy could adversely affect our business and expose us to substantial liability, reputational harm, loss of revenue and other damages.

In the conduct of our business, we are subject to privacy regulations and to confidentiality obligations. Our business depends on our clients’ and customers’ willingness to entrust us with their sensitive personal information.  The collection, maintenance, protection, use, transmission, disclosure and disposal of sensitive personal information are regulated at the federal, state and industry levels.  For example, the collection and use of patient data in our health insurance operations is regulated by the Health Insurance Portability and Accountability Act of 1996, or HIPAA, and certain other activities we conduct, are subject to the privacy regulations of the Gramm-Leach-Bliley Act. HIPAA also requires business associates as well as covered entities to comply with certain privacy and security requirements.  In addition,



we also have contractual obligations to protect certain confidential information we obtain from our existing vendors, partners and policyholders. These obligations generally include protecting such confidential information in the same manner and to the same extent as we protect our own confidential information, and in some instances may impose indemnity obligations on us relating to unlawful or unauthorized disclosure of any such information.

Despite the implementation of network security measures, our computer systems may be vulnerable to physical and electronic break-ins, computer viruses or malware, programming errors, attacks by third parties, unauthorized access, tampering, cyber-attacks, and other computer-related penetrations and similar disruptive problems.  A breach of cybersecurity could compromise our confidential information, including personal identifiable information of our customers and employees, and information related to third parties with whom we interact. A person who is able to circumvent these security measures and penetrate our and our subsidiaries’ computer systems could access, view, misappropriate, alter, or delete any information in the systems, including personally identifiable customer information and proprietary business information.  There have been large scale cyber-attacks and other cyber-security breaches within the insurance industry. As we increase the amount of personal information that we store and share digitally, our exposure to data security and related cyber-security risks increases, including the risk of undetected attacks, damage, loss or unauthorized access or misappropriation of proprietary or personal information, and the cost of attempting to protect against these risks also increases.  In addition, while we review and assess the cybersecurity controls of our third party providers to whom we outsource certain services, as appropriate, and make changes to our business processes to manage these risks, such third parties and, in turn, their own service providers, may become subject to the same type of security breaches.  If we do not properly comply with privacy regulations and protect confidential information and there is inappropriate access, use, or disclosure of personally identifiable customer information, we could experience adverse consequences, including regulatory sanctions, such as civil and criminal liability, penalties, fines and loss of license, as well as possible litigation.  In addition, an increasing number of states require that customers be notified of unauthorized access, use, or disclosure of their information.  This could also have an adverse impact on our image or customer relationships and, therefore, result in loss of distribution partners, lower sales, lapses of existing business, or increased expenses.   We purchase cyber risk insurance and assess the adequacy of this insurance annually, but this insurance may not be sufficient in scope or amount to cover all of our losses from breaches of our data.  

Our risk management policies and procedures may prove to be ineffective and leave us exposed to unidentified or unanticipated risk, which could adversely affect our businesses or result in losses.

We have developed an enterprise-wide risk management and governance framework to mitigate risk and loss to the Company. We maintain policies, procedures and controls intended to identify, measure, monitor, report and analyze the risks to which we are exposed.  However, our enterprise risk management policies and procedures may not be sufficiently comprehensive and may not identify every risk to which we are exposed.  There are inherent limitations to risk management strategies because there may exist, or develop in the future, risks that we have not appropriately anticipated or identified. We cannot provide assurance that our risk management framework, including the underlying assumptions or strategies, will be accurate and effective.

We have risks from exiting the individual life and annuities business.  

We exited the individual life and annuities business in July 2015 when our subsidiaries, Madison National Life and Independence American areStandard Security Life, closed on an agreement to coinsure substantially all rated “A-” (Excellent) by A.M. Bestof their run-off blocks of individual life and annuities and sold Madison National Life's infrastructure related to those blocks, to National Guardian Life Insurance Company Inc. A.M. Best's ratings reflect(“NGL”). If NGL defaults on its opinions



of an insurance company's financial strength, operating performance, strategic position, andreinsurance commitments and/or its administration commitments, then the policies may come back to us.  Since we have sold our infrastructure, we would not have the ability to meet its obligationsadminister the business because we no longer have the IT systems or staff to policyholderssupport the business.  We may have to incur expenses to rebuild our



capabilities and are not evaluations directed to investors.  The ratings of our carriers are subject to periodic review by A.M. Best,for regulatory and we cannot assure the continued maintenance of our current ratings.  Because these ratings have become an increasingly important factor in establishing the competitive position of insurance companies, a downgrade in our financial strength ratings, or the announced potential for a downgrade,other legal actions, which could have an adverse effect on our financial condition, results of operations and cash flowsflows.

We have risks from the Paid Family Leave Risk Adjustment Program.

Beginning January 1, 2018, a rider was added to all DBL policies adding benefits for PFL. This rider is mandated by the NYSDFS.  The PFL premium rate charged is set by the NYSDFS.  In addition to mandating this benefit, the NYSDFS established a risk adjustment program so that all carriers would share on a pro rata basis in several ways, including: (i) materially increasing the numberultimate profit or loss of the PFL business across three group sizes for the entire industry. The goal of the PFL risk adjustment program is to protect issuers from disproportionate adverse or favorable risks that might arise because PFL premium rates are community rated and not allowed to vary by risk factors.

Since the NYSDFS established a risk adjustment program, the Company is required to record in its financial statements an accrual for a potential payment to, or recovery from, the risk adjustment program depending on how its loss ratio compares to the industry wide loss ratio.  To determine the amount of policy surrenders and withdrawals by contract holders and policyholders, as policyholders might movethis risk adjustment, knowledge of industry wide performance is necessary.  The NYSDFS does not share the industry loss ratio data for the current reporting year until the following year.  However, the Company uses unaudited industry available information to other companies with higher claims-paying and financial strength ratings; (ii) reducing new salesmake its best estimate of insurance products; (iii) increasing our cost of capital; (iv) adversely affecting our relationships with distribution partners; (v) requiring us to reduce prices or increase crediting rates for many of our products and services to remain competitive; and (vi)adversely affecting our ability to obtain reinsurance or obtain reasonable pricing on reinsurance.its potential payment under the risk adjustment program until actual information is available.

 

Changes in accounting and reporting standards issued byWe cannot predict the Financial Accounting Standards Board or other standard-setting bodies and insurance regulators could materially adversely affect our financial condition and resultsfull effect of operations.

Our financial statements are subject to the application of U.S. generally accepted accounting principles (“GAAP”), which is periodically revised and/or expanded. Accordingly, fromrisk adjustment program on the Company at this time, to time, we are required to adopt new or revised accounting standards issued by recognized authoritative bodies, including the Financial Accounting Standards Board. It is possible that future accounting and reporting standards we are required to adopt could change the current accounting treatment that we apply to our financial statements and that such changesbut it could have a material adverse effect on the Company’s results of operations, cash flows and financial condition.

Economic, governmental and competitive factors, and changes in societal attitudes such as work ethic, motivation or stability, can significantly affect the demand for and underwriting results from disability products.

Group life and disability insurance may also be affected by the characteristics of the employees insured, the amount of insurance employees may elect voluntarily, our risk selection process, our ability to retain employer groups with favorable risk characteristics, the geographical concentration of employees, and mortality rates. Claim incidence may also be influenced by unexpected catastrophic events such as terrorist attacks, natural disasters, and pandemic health events, which may also affect the cost of and availability of reinsurance coverage.  Although pricing and renewal actions can be taken in reaction to higher claim rates, these actions take time to implement, and there is a risk that the market will not sustain increased prices. In addition, changes in economic and external conditions may not manifest themselves in claims experience for an extended period of time. It is difficult to predict how the above factors will affect our business, financial condition andor results of operations. In addition,

If we are unable to grow our pet insurance customer base and maintain high retention rates, our growth prospects and revenue will be adversely affected.

Our ability to grow the required adoptionpet insurance business depends on expanding and retaining our customer base.  We are focused primarily on expanding market share, and our primary competitive challenge is to educate pet owners as to the need for pet insurance and what makes our products attractive.  The promotion of future accounting and reporting standards may result in significant costs to implement. For example, current proposals may change the accounting for insurance contracts and financial instruments and could result in increased volatility of net income as well as other comprehensive income. In addition, these proposals couldour brands will require us to make significantsubstantial investments, and we anticipate that, as our market becomes increasingly competitive, the acquisition of leads and policyholders may become increasingly more expensive.  We have made and will to continue to make substantial investments in enrollment functionality of our websites (www.mypetinsurance.com, www.petplace.com, www.petpartners.com and www.AKCpetinsurance.com), our TailTrax app, the education of our sales and service staff, and activities that generate traffic to our web properties, increase customer engagement and enhance the customer experience. If the expenses that we incur in connection with these activities do not result in sufficient growth



in customers to offset the cost, our business, operating results and financial condition will be adversely affected.

Obtaining quality insurance sales leads is important to our pet business, but our ability to convert leads to policy sales is also a key success factor. Many factors impact conversion rate, including lead quality. If lead quality diminishes, conversion rates will be adversely affected.  If competition for customers increases, our conversion rates may decline, even absent a degradation in lead quality. If our conversion rate does not meet expectations, our business may be adversely affected.

Our pet insurance business may be affected by changes in the economic environment as it is deemed by many to systems and use additional resources,be discretionary. Pet owners may reduce or eliminate discretionary spending during an economic downturn, resulting in significant incremental costs to implementan increase in terminations, a material reduction in retention rate, and a reduction in the proposals.number of new policyholders. As a result, our business, operating results and financial condition may be significantly affected by changes in the economic environment.

 

The Trump Administration made substantial changesMarket and Financial Risks

Our investment portfolio is subject to fiscal and tax policiesvarious risks that may result in realized investment losses.  In particular, decreases in the fair value of fixed maturities may greatly reduce the value of our investments, and as a result, our financial condition may suffer.

We are subject to credit risk in our investment portfolio. Further, the value of our investments may be materially adversely affected by increases in interest rates, downgrades in the preferred stocks and bonds included in our portfolio and by other factors that may result in the continued recognition of other-than-temporary impairments. Each of these events may cause us to reduce the carrying value of our investment portfolio.  

In particular, at December 31, 2020, fixed maturities represented $406.6 million or 85.9% of our total investments of $473.6 million. The fair value of fixed maturities and the related investment income fluctuates depending on general economic and market conditions and generally increases or decreases in an inverse relationship with fluctuations in interest rates, while net investment income realized by us will generally increase or decrease in line with changes in market interest rates. In addition, actual net investment income and/or cash flows from investments that carry prepayment risk, such as mortgage-backed and other asset-backed securities, may differ from those anticipated at the time of investment as a result of interest rate fluctuations. An investment has prepayment risk when there is a risk that the timing of cash flows that result from the repayment of principal might occur earlier than anticipated because of declining interest rates or later than anticipated because of rising interest rates. The impact of value fluctuations affects our Consolidated Financial Statements. Because all of our fixed maturities are classified as available for sale, changes in the fair value of our securities are reflected in our stockholders' equity (accumulated other comprehensive income or loss). No similar adjustment is made for liabilities to reflect a change in interest rates. Therefore, interest rate fluctuations and economic conditions could adversely affect our business.stockholders' equity, total comprehensive income (loss) and/or cash flows. For mortgage-backed securities, credit risk exists if mortgagees default on the underlying mortgages. Although, at December 31, 2020, 99.5% of the Company’s fixed maturities were investment grade and continue to be rated on average AA, all of the fixed maturities are subject to credit risk. If any of the issuers of our fixed maturities suffer financial setbacks, the ratings on the fixed maturities could fall (with a concurrent fall in fair value).  In a worst-case scenario, the issuer could default on its payment or performance of its obligations, which could reduce our investment income and realized investment gains or result in the continued recognition of investment losses associated with the impairment of the securities.

 

The Trump AdministrationWe regularly monitor our investment portfolio to ensure that investments that are other-than-temporarily impaired are identified in a timely fashion, properly valued and any impairment is charged against earnings in the proper period. Assessment factors include, but are not limited to, the length of time and the extent to which the market value has called for substantialbeen less than cost, the financial condition and rating of the



issuer, whether any collateral is held and the Company's intent to sell, or be required to sell, debt securities before the anticipated recovery of its remaining amortized cost basis. However, the determination that a security has incurred an other-than-temporary decline in value requires the judgment of management. Inherently, there are risks and uncertainties involved in making these judgments. Therefore, changes in facts and circumstances and critical assumptions could result in management’s decision that further impairments have occurred. This could lead to fiscaladditional losses on investments, particularly those that management has the intent and ability to hold until recovery in value occurs.

Unanticipated changes in our tax policies, which included comprehensive tax reform. On December 22, 2017, President Trump enactedprovisions, the adoption of new tax legislation commonly referredor exposure to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changesadditional tax liabilities could affect our financial performance.

Prior to the U.S. presidential election, President Biden provided some informal guidance on what tax code, including, but not limited to reducinglaw changes he would support. Among other things, President Biden proposed an increase in the FederalU.S. corporate income tax rate from 35%21% to 21%. Notwithstanding28% and a new alternative minimum tax on book income.   If enacted, the reduction in the corporate incomeCompany’s effective tax rate could materially change as well as other significanta result of changes to the U.S.in tax code, the overalllaws.  If President Biden’s proposals are ultimately enacted into law, in whole or in part, they could materially impact of the Tax Act is uncertainour tax provision, cash tax liability and our business and financial condition could be adversely affected. In addition, theeffective tax rate.  The impact of current and future fiscal policy changes are unknown and could likewise, affect our business and financial condition adversely.  condition.

 

Our earnings could be materially affected by an impairment of goodwill.

Goodwill represented $74.9 million of our $1.1 billion in total assets as of December 31, 2020. We review our goodwill annually for impairment or more frequently if indicators of impairment exist. We regularly assess whether any indicators of impairment exist, which requires a significant amount of judgment. Such indicators may include: a sustained significant decline in our share price and market capitalization; a decline in our expected future cash flows; a significant adverse change in the business climate; and/or slower growth rates, among others. Any adverse change in one of these factors could have a significant impact on the recoverability of these assets and could have a material impact on our consolidated financial statements.  If indicators of impairment exist, we may incur a material non-cash charge to earnings relating to impairment of our goodwill, which could have a material adverse effect on our results.

Our operating results will be impacted by factors that impact our estimate of the constrained lifetime value of commissions revenue per approved member.

We recognize revenue for certain non-IHC carrier products policies that we have issued since January 1, 2020 based upon the total expected commissions we expect to receive over the life of the underlying polices, net of a constraint. We recognize commission revenue at the time the application for the policy is issued by the carrier equal to the estimated commissions we expect to collect over the lifetime of the policy. The constrained lifetime value (“LTV”) for each product line is an estimate and is based on a number of assumptions, which include, but are not limited to, estimated product duration related to member cancellation timing, forecasted commission amounts we expect to receive per issued member, carrier mix, the regulatory environment, and cancellations of insurance products offered by our carrier partners with which we have a relationship. These assumptions incorporate management’s judgment.

As we continue to evaluate our LTV estimation models, we may in the future make further changes based on a number of factors and such changes could result in increases or decreases in our revenue.  These assumptions are based on historical trends and require significant judgment by our management in interpreting those trends and in applying the constraints. Changes in our historical trends will result in changes to our constrained LTV estimates in future periods and therefore could adversely affect our revenue and financial results in those future periods. As a result, negative changes in the factors upon which we estimate constrained LTVs, increased health insurance policy termination or a reduction in the lifetime commission amounts we expect to receive for selling the product to a member or other changes could harm our business, operating results and financial condition. In addition, if we ultimately receive commission



payments that are less than the amount we estimated when we recognized commission revenue, we would need to write off the remaining commission receivable balance, which would adversely impact our business, operating results, and financial condition.

The forecasted average product duration is a significant factor in our estimation of constrained LTV. We receive commissions when we place health insurance policies with carriers with whom we are contracted to represent. When the member terminates coverage, or if we otherwise do not remain the agent on the policy, we no longer receive the related commission payment. Our forecasted average product duration and health insurance policy termination rate are calculated based on our historical data by product and distribution type. As a result, our inability to produce accurate forecasted average product and distribution type duration may adversely impact our business, operating results and financial condition.

Commission rates are a part of the significant factors in our estimation of constrained LTVs. The commission rates we receive are impacted by a variety of factors, including the particular health insurance products chosen by our members, the carriers offering those policies, our members’ state of residence, the laws and regulations in those jurisdictions, the average premiums of policies purchased through us and health care reform at the state and federal levels. Our commission revenue per member could decrease in the future as a result of reductions in contractual commission rates, the loss of a major carrier contract, a change in the mix of carriers whose products we sell during a given period, and increased health insurance policy termination rates, all of which are beyond our control and may occur on short notice. To the extent these and other factors cause our commission revenue per member to decline, our revenue may decline and our business, operating results and financial condition would be harmed.

Legal and Regulatory Risks

Changes in regulation, or the application thereof, may reduce our profitability and limit our growth.

Legislation or other regulatory reform that increases the regulatory requirements imposed on us or that changes the way we are able to do business may significantly harm our business or results of operations in the future. Further, state insurance regulators and the National Association of Insurance Commissioners (“NAIC”) regularly re-examine existing laws and regulations applicable to insurance companies and their products. Changes in these laws and regulations or in interpretations or enforcement thereof, enactment of new laws or regulations, or new judicial decisions affecting the insurance industry, are often made for the benefit of the consumer at the expense of the insurer and thus could have an adverse effect on our business.  Such changes to insurance laws or regulations, or new insurance laws and regulations, may be more restrictive than current laws or regulations and could significantly increase our compliance costs.   We cannot predict what impact, if any, the results of these studies or other such proposals, if enacted, may have on our financial condition, results of operations, prospects for growth and cash flows.  If we were unable for any reason to comply with these requirements, it could result in substantial costs to us and may materially adversely affect our results of operations and financial condition.  

We cannot predict the full effect of these or any other regulatory initiatives on the Company at this time, but they could have a material adverse effect on the Company’s results of operations, cash flows and financial condition.

Changes to health insurance laws may adversely affect our business, cash flows, financial condition and results of operations.

Although health insurance is generally regulated at the state level, actions at the federal level have affected and will likely continue to affect our business. Since the ACA became law in March 2010, it has caused sweeping and fundamental changes to the U.S. health care and health insurance industries. We anticipate that the Biden Administration will work to strengthen the ACA.  We will continue to monitor efforts to strengthen the ACA and reassess our business strategies accordingly. We will also monitor the changes proposed by the Biden administration to determine the expected timing of any changes and how



they will impact us.  The nature of the changes that this administration will bring both to the ACA and ancillary markets is not known, so we are unable to predict what additional health insurance requirements, if any, will be implemented at the federal or state level, or the effect that any future legislation or regulation will have on our business or our growth opportunities.  To the extent known, we have made, and are continuing to make, significant changes to our operations, products and strategy to adapt to the new environment.  However, if our plans for operating in the new environment are unsuccessful or are less successful than our competitors, or if there is less demand than we expect for our products in the new environment, our results could be adversely affected.       

The ACA also affects us as an employer because it significantly affects the provision of both health care services and benefits in the United States.  The ACA may impact our cost of providing our employees with health insurance and/or benefits, and may also impact various other aspects of our business. We are continually assessing the impact of this tax reformthe ACA on holders of our common stock is also uncertain and could be adverse. We urge our stockholders to consult with their legal and tax advisors with respect to this legislation and the potential tax consequences of investing in or holding our common stock.health care benefit costs.

 

Increases inStates may adopt new laws for pet insurance claim costs will negatively impact the revenuesthat may adversely affect our operating results and profitability of our insurance business.financial condition.

 

The major component ofNAIC may draft model laws that focuses on insurance cost representsfor pets. States may enact new laws to adopt what the cost of claims, which areNAIC drafts, or a state may enact its own new laws or regulations that could affect our industry. Many states have considered and may continue to consider proposed legislation that could significantly affect our operations, including, for example, our ability to effect rate increases, to cancel or not withinissue existing policies, or how to market our control. While we seekproduct. Implementing changes in order to limit our exposure on any single insured, significant unfavorable claims experience will reduce our revenuescomply with new laws or regulations could also be time-consuming and profitability.  Increases in insurance claim costs will negatively impact the revenues and profitability of our insurance business.costly.



Legal and regulatory investigations and actions are increasingly common in the insurance business and may result in financial losses and harm our reputation.

 

We face a risk of litigation and regulatory investigations and actions in the ordinary course of operating our business, including the risk of class actions, regulatory actions and individual lawsuits relating, among other things, to sales or underwriting practices, payment of contingent or other sales commissions, claims payments and procedures, marketing, product design, disclosure, administration, additional premium charges for premiums paid on a periodic basis, interest crediting practices, denial or delay of benefits and breaches of fiduciary or other duties to customers. Adverse judgments in one or more of such lawsuits could require us to pay significant damage amounts or to change aspects of our operations.  Plaintiffs in class action and other lawsuits against us may seek very large or indeterminate amounts, including punitive and treble damages, which may remain unknown for substantial periods of time.  Further, industry trends, such as increased litigation against the insurance industry and individual insurers, the willingness of courts to expand covered causes of loss and the size of awards, rising jury awards, escalating medical costs, and increasing loss severity may render the loss reserves of our insurance subsidiaries inadequate for current and future losses.  The unpredictability of court decisions in the insurance business could have a material adverse effect on our financial position, results of operation and cash flows.  In addition, the political divisiveness leading, in some cases, to the stalling of the legislative process, may cause judicial activism and result in rulings concerning our products, the way we sell our products, and the profitability of our products, which may result in greater differences in the states being divided in their approach to insurance.regulatory approaches of the states.

 

We are also subject to various regulatory examinations, actions, inquiries and proceedings, such as information requests, subpoenas, market conduct exams and books and record examinations, from state and federal regulators and other authorities which may findin the ordinary course of our business.  Our subsidiaries, Standard Security Life, Madison National Life and Independence American Insurance Company, have been selected for a multistate market conduct exam (“MCE”), related to our STM, limited medical and fixed indemnity health insurance products for the period of January 1, 2014 through September 30, 2017.  In an effort to avoid long‐term litigation and/or administrative proceedings that our policies, procedures, practices or contracts are not compliant with orwould be required to resolve disputes between the three subsidiaries and the states involved in violation of applicable healthcare regulations, which may resultthe MCE, the 5 lead states and the three subsidiaries entered into separate Regulatory Settlement Agreements ("RSAs") on July 14, 2020.  The 37 participating



states have adopted the RSAs. The Company accrued $3,660,000 in fines, recommendations for corrective action, oraccounts payable, accruals and other regulatory actions.  Increasedliabilities on the consolidated balance sheet in the second quarter and processed payment in October. The Company is also implementing a compliance plan.    Furthermore, increased regulatory scrutiny and any resulting new investigations or proceedings could result in new legal actions or precedents and industry-wide regulations or practices that could adversely affect our business.  Even if we ultimately prevail in the litigation, regulatory action or investigation, weany such action or proceeding could suffer significant reputational harm,significantly injure our reputation, cause negative publicity, adversely affect our financial strength ratings, place us at a competitive disadvantage in marketing or administering our products, or impair our ability to sell or retain insurance policies, which could have an adverse effect on our business.

 

Our reliance upon third party administrators and other outsourcing arrangements may disrupt or adversely affect our operations.

We depend, and may in the future increase our dependence, on third parties for significant portions of our operations, including claims processing, premium billing, claims management, claims payment and voice communication services, and other systems-related support. This dependence makes our operations vulnerable to the third parties' failure to perform adequately under the contract due to internal or external factors. In the future, this dependence may increase as we may outsource additional areas of our business operations to additional vendors. There can be no assurance that any conversion or transition of business process functions from the Company to a vendor or between vendors will be seamless and these projects could result in significant operational challenges that cause financial difficulties. In addition, if our relationships with our outsourcing partners are significantly disrupted or terminated for any reason or if the financial terms of such outsourcing partners changes materially, we may not be able to find an alternative partner in a timely manner or on acceptable financial terms. As a result, we may not be able to meet the demands of our customers and, in turn, our business, cash flows, financial condition and results of operations may be harmed.

Our dependence on third parties makes our operations vulnerable to such parties’ failure to perform as agreed. Incorrect information from these entities could cause us to incur additional expense to utilize additional resources to validate, reconcile and correct the information. We have not been able to independently test and verify some of these third party systems and data. Any failure to recommend payment on claims fairly could lead to material litigation, undermine our reputation in the marketplace, impair our image and adversely affect our financial results. There can be no assurance that future third



party data will not disrupt or adversely affect our results of operations. A change in service providers, or a move of services from a third party to internal operations, could result in significant operational challenges, a decline in service quality and effectiveness, increased cost or less favorable contract terms, which could adversely affect our operating results. Some of our outsourced services are being performed offshore. Prevailing economic conditions and other circumstances could prevent our offshore vendors' ability to adequately perform as agreed, which could have a material adverse effect on our results of operations and financial condition

Our financial condition and results of operations could be materially adversely affected if our third party administrators, managing general agents, general agents or other producers exceed their authorities, otherwise breach obligations owed to us or commit fraud.

In connection with certain lines of business and insurance programs, we authorize third party administrators, managing general agents, general agents and other producers to write business and/or settle claims on our behalf within underwriting and claims settlement authorities prescribed by us. We have less control and supervision over these underwriters and claims staff than our own employees and rely on the controls of our agents to write business within the underwriting authorities and settle claims within guidelines provided by us. Although we monitor our business on an ongoing basis, our monitoring efforts may not be adequate and our agents may exceed their underwriting authorities or otherwise breach their obligations owed to us. To the extent that our agents exceed their authorities, otherwise breach their obligations owed to us or commit fraud, this may result in a material adverse effect upon our financial condition and results of operations.

We utilize reinsurance arrangements to help manage our business risks, and failure to perform by the counterparties to our reinsurance arrangements may expose us to risks we had sought to mitigate.

We utilize reinsurance to mitigate our risks in various circumstances. Through reinsurance, we have the contractual right to collect the amount reinsured from our reinsurers. Although reinsurance makes the reinsurer liable to us to the extent the risk is transferred or ceded to the reinsurer, reinsurance does not relieve us of our direct liability to our policyholders. Accordingly, we bear credit risk with respect to our reinsurers.  We cannot assure that our reinsurers will pay all of our reinsurance claims, or that they will pay our claims on a timely basis.  Additionally, catastrophic losses from multiple direct insurers may accumulate within the more concentrated reinsurance market and result in claims that adversely impact the financial condition of such reinsurers and thus their ability to pay such claims. Further, additional adverse developments in the capital markets could affect our reinsurers’ ability to meet their obligations to us. If we become liable for risks we have ceded to reinsurers or if our reinsurers cease to meet their obligations to us because they are insolvent or in a weakened financial position as a result of incurred losses or otherwise, our financial position, results of operations and cash flows could be materially adversely affected.

Our reliance on brokers, program administrators and third-party claims adjusters subjects us to risk.

We transact business through intermediaries, frequently paying insured claims through brokers, program administrators or third-party claims adjustment services, and these parties, in turn, pay these amounts to the clients that have purchased insurance from us. If such an intermediary were to fail to pass such a payment through to the claimant or policyholder, we may remain liable for the deficiency because of applicable local laws or contractual obligations. Likewise, when a customer pays its policy premium to a broker or program administrator for further remittance to us, that premium is generally considered to have been paid and the client is no longer liable for such amount even if we do not actually receive the premium. Consequently, we assume a degree of credit risk associated with the intermediaries we use with respect to our insurance and reinsurance business.



The success of our business strategy depends on the continuing service of key executives, the members of our senior management team and other highly-skilled personnel.

We rely on the continued service of key executives, members of our senior management team and highly skilled personnel throughout all levels of our business. Our business could be harmed if we are unable to retain or motivate key personnel or hire qualified personnel. We believe that our future success depends in substantial part on our ability to recruit, hire, motivate, develop, and retain talented and highly skilled personnel who are knowledgeable about our business. Doing so may be difficult due to many factors, including fluctuations in economic and industry conditions and the effectiveness of our compensation programs and competition. If we do not succeed in retaining and motivating our existing key employees and in attracting new key personnel, our revenue growth and profitability may be materially adversely affected.

We may be unsuccessful in competing against larger or better-established business rivals.

We compete with a large number of other companies in our selected lines of business.  We face competition from specialty insurance companies, and from diversified financial services companies and insurance companies that are much larger than we are and that have far greater financial, marketing and other resources. Some of these competitors also have greater experience and more market recognition than we do in certain lines of business. In addition to competition in the operation of our business, we face competition from a variety of sources in attracting and retaining qualified employees. There can be no assurance that we will maintain our current competitive position in the markets in which we operate, or that we will be able to expand operations into new markets. If we fail to do so, our results of operations and cash flows could be materially adversely affected.

Also, insurance companies may seek to consolidate through mergers and acquisitions. Continued consolidation within the insurance industry will further enhance the already competitive underwriting environment as we would likely experience more robust competition from larger competitors. These consolidated entities may use their enhanced market power and broader capital base to take business from us or to drive down pricing, which could adversely affect the results of our operations.  

We may be unsuccessful in our continued efforts to execute on our strategies to diversify sources of income.

We have devoted significant effort and financial resources to build new products, distribution and service capabilities to diversify our product portfolio. We aim to continue implementing our strategies while maintaining current positions of strength in our existing businesses, as well as maintaining the strength of our balance sheet. Our success will depend on a number of factors, including our ability to achieve customer name recognition, accurately predict market trends, differentiate our product offerings from our competitors’ products, provide excellent customer service, attract and retain skilled employees, maintain comprehensive focus on all company priorities, develop new products in a timely manner and achieve market acceptance, effectively implement new technology and operational platforms, deepen our existing distribution relationships and add new distribution partners, and set appropriate prices for our products. We may incur higher-than-expected costs or fail to generate expected levels of revenue and profitability associated with this strategy. Further, if we fail to accomplish all or a combination of these strategies, our ability to profitably grow our business could be materially and adversely affected.

The failure to maintain effective and efficient information systems and to safeguard the security of our data could adversely affect our business.

Our business is highly dependent upon the successful and uninterrupted functioning of our computer systems, and we have different information systems for our various businesses. We rely on these systems to perform actuarial and other modeling functions necessary for writing business, to provide insurance quotes, to process our premiums and policies, to administer our products, to process and make



claims payments, to establish our loss reserves, and to prepare our management and external financial statements and information. The failure of these systems could interrupt our operation and we could experience adverse consequences, including:  (i) inadequate information on which to base pricing, underwriting and reserving decisions; (ii) inadequate information for accurate financial reporting; (iii) increases in administrative expenses; (iv) the loss of existing customers or key distributors; (v) difficulty in attracting new customers or distributors; (vi) an inability to comply with regulations or customer or vendor expectations, such as failure to meet prompt payment obligations; (vii) customer, provider and agent disputes; and (viii) litigation or regulatory enforcement exposure. We have committed and will continue to commit significant resources to develop, maintain and enhance our existing information systems, transition existing systems to upgraded systems, and develop new information systems in order to keep pace with continuing changes in information processing technology, evolving industry and regulatory standards, and changing customer preferences.  

Moreover, our computer systems have been, and will continue to be, subject to computer viruses or other malicious codes, unauthorized access, acts of vandalism, theft, cyber-attacks, hackers or other computer-related penetrations. Such threats require additional layers of security, which may disrupt or impact efficiency of operations.  To date, we are not aware of a material breach of cyber-security. We commit significant resources to administrative and technical controls to prevent cyber incidents and protect our information technology, but our preventative actions to reduce the risk of cyber threats may be insufficient to prevent physical and electronic break-ins, denial of service and other cyber-attacks or security breaches. Such an event could compromise our confidential information as well as that of our clients and third parties, with whom we interact, impede or interrupt business operations and may result in other negative consequences, including remediation costs, loss of revenue, disruption of our operations, additional regulatory scrutiny, sanctions (such as penalties, fines and loss of license) and litigation, and reputational damage.  

Our database and systems are also vulnerable to damage or interruption from system outages, disasters such as earthquakes, fires, floods, acts of terrorism, blackouts, power loss, telecommunications failures, and similar events, which would compromise our ability to conduct business. In the event of such failures, we may be unable to perform critical functions in a timely manner, and our systems may not be available to our employees, customers or business partners for an extended period of time. Any such interruptions may reduce our revenues or increase our expenses, and may also have an adverse impact upon our reputation, distribution partnerships, or our customer or vendor relationships. Such an occurrence may also impair our ability to timely and accurately complete our financial reporting and other regulatory obligations and may impact the effectiveness of our internal control over financial reporting. We also utilize and/or rely on computer systems developed and maintained by outsourcing relationships and key vendors. Their systems could experience the same risks, which could result in a material adverse effect on our business results.

Our failure to maintain effective and efficient information systems and protect the security of such systems could have a material adverse effect on our financial condition and results of operations.

Additionally, past or future negligence or misconduct by our employees or employees of our vendors or suppliers could result in misplaced or lost data, programming and/or human errors, violations of laws by us, regulatory sanctions against us and/or serious reputational, legal or financial harm to our business, and the precautions we employ to prevent and detect this activity may not be effective in all cases. Although we employ controls and procedures designed to monitor the business decisions and activities of these individuals to prevent us from engaging in inappropriate activities, excessive risk taking, fraud or security breaches, these individuals may take such risks regardless of such controls and procedures and such controls and procedures may fail to detect all such decisions and activities. We review our compensation policies and procedures as part of our overall risk management program, but it is possible that such compensation policies and practices could inadvertently incentivize excessive or inappropriate risk taking. If these individuals take excessive or inappropriate risks, those risks could harm our reputation and have a material adverse effect on our business, results of operations and financial condition.



If we fail to comply with applicable privacy and security laws and emerging security threats and potential security incidents, our business, reputation, results of operations, financial positions and cash flows could be materially affect.

In the conduct of our business, we are subject to privacy regulations and to confidentiality obligations. The collection, maintenance, protection, use, transmission, disclosure and disposal of sensitive personal information are regulated at the federal, state and industry levels and requirements are imposed on us by contracts with customers.  For example, the collection and use of patient data in our health insurance operations is regulated by the Health Insurance Portability and Accountability Act of 1996, or HIPAA, and certain other activities we conduct, are subject to the privacy regulations of the Gramm-Leach-Bliley Act. HIPAA also requires business associates as well as covered entities to comply with certain privacy and security requirements.  In addition, we also have contractual obligations to protect certain confidential information we obtain from our existing vendors, partners and policyholders. These obligations generally include protecting such confidential information in the same manner and to the same extent as we protect our own confidential information. If we do not properly comply with privacy regulations and protect confidential information, we could experience adverse consequences, including regulatory sanctions, such as penalties, fines and loss of license, as well as loss of reputation and possible litigation.

Our business depends on the uninterrupted operation of our information technology systems.

We rely on various information technology systems and computer and telecommunications equipment in the normal course of business.  The maintenance and security of our information systems are important to our operations.  Our ability to effectively run our business depends on the reliability and capacity of our information technology systems, including technology services and systems for which we contract from third parties. Advances in technology may render our current information technology systems obsolete and require upgrading and maintenance over time, which may require significant future commitments of resources and capital.  If we upgrade or change systems, we may suffer interruptions in service, loss of data or reduced functionality. Despite any precautions we may take, such problems could result in, among other consequences, interruptions in our services, which could harm our reputation and financial results.  If there is a material failure in our information technology systems, our business operations and profits could be negatively affected, and our systems may be inadequate to support our future growth strategies.

We may be unable to renew our existing licenses when they expire and may not be able to obtain new licenses on favorable terms.

We may be unable to renew expiring licenses on terms favorable to us or at all, and we may have difficulties obtaining new licenses needed for our business on terms acceptable to us, if at all.  In addition, these licensors could decide to license to our competitors.  Failure to maintain or renew our existing licenses or to obtain additional licenses necessary for our business could harm our operating results and financial condition.

We have risks from exiting the individual life and annuities business.  

We exited the individual life and annuities business in July 2015 when our subsidiaries, Madison National Life and Standard Security Life, closed on an agreement to coinsure substantially all of their run-off blocks of individual life and annuities and sold Madison National Life's infrastructure related to those blocks, to National Guardian Life Insurance Company (“NGL”). If NGL defaults on its reinsurance commitments and/or its administration commitments, then the policies may come back to us.  Since we have sold our infrastructure, we would not have the ability to administer the business because we no longer have the IT systems or staff to support the business.  We may have to incur expenses to rebuild our capabilities and for regulatory and other legal actions, which could have an adverse effect on our financial condition, results of operations and cash flows.



Our risk management policies and procedures may prove to be ineffective and leave us exposed to unidentified or unanticipated risk, which could adversely affect our businesses or result in losses.

We have developed an enterprise-wide risk management and governance framework to mitigate risk and loss to the Company. We maintain policies, procedures and controls intended to identify, measure, monitor, report and analyze the risks to which we are exposed.  However, there are inherent limitations to risk management strategies because there may exist, or develop in the future, risks that we have not appropriately anticipated or identified. If our risk management framework proves ineffective, we may suffer unexpected losses and could be materially adversely affected. As our business changes and the markets in which we operate evolve, our risk management framework may not evolve at the same pace as those changes. As a result, there is a risk that new products or new business strategies may present risks that are not appropriately identified, monitored or managed. In times of market stress, unanticipated market movements or unanticipated claims experience, the effectiveness of our risk management strategies may be limited, resulting in losses to the Company.

Many of our risk management strategies or techniques are based upon historical customer and market behavior and all such strategies and techniques are based to some degree on management’s subjective judgment. We cannot provide assurance that our risk management framework, including the underlying assumptions or strategies, will be accurate and effective.

Risks related to our Industry

Our industry is highly regulated and we are subject to extensive governmental regulation, which may adversely affect our ability to achieve our business objectives.  Also, changes in regulations may affect our businesses and reduce our profitability and limit our growth. Moreover, if we fail to comply with these regulations, we may be subject to penalties, including fines and suspensions, which may adversely affect our financial condition and results of operations.

Our insurance subsidiaries are subject to state insurance laws and regulated by the insurance departments of the various states in which they are domiciled and licensed, which, among other things, conduct periodic examination of insurance companies.  State laws grant insurance regulatory authorities broad administrative powers with respect to various aspects of our insurance businesses, including:

olicensing companies and agents to transact business and regulating their respective conduct in the market;

orestricting agreements with large revenue-producing agents;

oapproving policy forms and premium rates;

ocancelling and non-renewal of policies;

orequiring certain methods of accounting and prescribing the form and content of records of financial condition required to be filed;

ocalculating the value of assets to determine compliance with statutory requirements;

oestablishing statutory capital and reserve requirements, such as for unearned premiums and losses;

oregulating certain premium rates and requiring deposits for the benefit of policyholders;

oestablishing maximum interest rates on insurance policy loans and minimum rates for guaranteed crediting rates on life insurance policies;

oestablishing standards of solvency, including risk-based capital measurements, which are a measure developed by the National Association of Insurance Commissioners (NAIC) and used by state insurance regulators to identify insurance companies that potentially are inadequately capitalized;

omandating certain insurance benefits and restricting the size of risks insurable under a single policy;



oregulating unfair trade and claims practices, including the imposition of restrictions on marketing and sales practices, distribution arrangements and payment of inducements;

orequiring the filing of annual and other reports relating to the financial condition of insurance companies, holding company issues and other matters;

oapproving changes in control of insurance companies;

orestricting transactions between insurance companies and their affiliates, including the payment of dividends to affiliates; and

oregulating the nature or types, concentration or amounts, quality and valuation of investments.

Currently, the U.S. federal government does not directly regulate the business of insurance. However, the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), which was signed into law in July 2010 by President Obama, expanded the U.S. federal government’s presence in insurance oversight, streamlined state-based regulation of reinsurance and non-admitted insurance and established a new Federal Insurance Office with powers over most lines of insurance other than health insurance.  The Federal Insurance Office is authorized to gather data and information to monitor aspects of the insurance industry, identify issues in the regulation of insurers about insurance matters, and preempt state insurance measures under certain circumstances. As the Dodd-Frank Act calls for numerous studies and contemplates further regulation, its future impact on our results of operations or financial position cannot be determined at this time.

In addition, the Dodd-Frank Act, along with the Sarbanes-Oxley Act of 2002, regulates corporate governance, executive compensation and other areas, as well as laws relating to federal trade restrictions, privacy/data security, crop insurance and terrorism risk insurance laws. Additionally, federal legislation and administrative policies in other areas can significantly and adversely affect insurance companies, including general financial services regulation, securities regulation, privacy regulation, tort reform legislation, and taxation.  

We are uncertain as to the impact that this new legislation and regulatory guidance will have on the Company and cannot assure that it will not adversely affect our financial condition and results of operations.  In addition, compliance with applicable laws and regulations is time consuming and personnel-intensive, and changes in these laws and regulations may materially increase our direct and indirect compliance efforts and other expenses of doing business.

Changes in regulation, or the application thereof, may reduce our profitability and limit our growth.

Legislation or other regulatory reform that increases the regulatory requirements imposed on us or that changes the way we are able to do business may significantly harm our business or results of operations in the future. Further, state insurance regulators and the NAIC regularly re-examine existing laws and regulations applicable to insurance companies and their products. Changes in these laws and regulations or in interpretations or enforcement thereof, enactment of new laws or regulations, or new judicial decisions affecting the insurance industry, are often made for the benefit of the consumer at the expense of the insurer and thus could have an adverse effect on our business.  We cannot predict what impact, if any, the results of these studies or other such proposals, if enacted, may have on our financial condition, results of operations and cash flows.  If we were unable for any reason to comply with these requirements, it could result in substantial costs to us and may materially adversely affect our results of operations and financial condition.  

Several proposals have been adopted or are currently pending to amend state insurance holding company laws to increase the scope of insurance holding company regulation. The timing of their adoption and content will vary by state. These proposals include the NAIC “Solvency Modernization Initiative,” which focuses on capital requirements, as well as the Own Risk Solvency Assessment (“ORSA”), which requires large- and medium-sized U.S. insurers and insurance groups to regularly perform an ORSA and



file a confidential ORSA Summary Report of the assessment with the regulator of each insurance company upon request.

We cannot predict the full effect of these or any other regulatory initiatives on the Company at this time, but they could have a material adverse effect on the Company’s results of operations, cash flows and financial condition.

Changes to health insurance laws may adversely affect our business, cash flows, financial condition and results of operations.

Although health insurance is generally regulated at the state level, actions at the federal level have affected and will likely continue to affect our business. Since the ACA became law in March 2010, it has caused sweeping and fundamental changes to the U.S. health care and health insurance industries. The effects on our business include our decisions to exit the major medical business, which is directly affected by the ACA, and to focus on ancillary health insurance products that are only indirectly affected by the ACA.

The ACA also affects us as an employer because it significantly affects the provision of both health care services and benefits in the United States.  The ACA may impact our cost of providing our employees with health insurance and/or benefits, and may also impact various other aspects of our business. We are continually assessing the impact of the ACA on our health care benefit costs.

The Trump Administration has and will undoubtedly continue to have an impact on the ACA.  On October 12, 2017, President Trump signed an Executive Order that ordered the Secretaries of the Treasury, Labor, and Health and Human Services to consider proposing regulations or revising guidance to (i) allow more employers to form association health plans, (ii) expand the availability of short-term limited duration insurance and allow longer coverage periods and (iii) increase the usability of health reimbursement arrangements.  While we are unable to predict what additional legislation or regulation, if any, relating to the health insurance industry may be enacted in the future or what effect such legislation or regulation would have on our business, it is clear that the Trump Administration is taking concrete steps to provided more healthcare options to consumers.  The unsettled nature of reforms, the numerous steps required to implement them, and the potential repeal makes us unable to predict what additional health insurance requirements will be implemented at the federal or state level, or the effect that any future legislation or regulation will have on our business or our growth opportunities.

We will continue to monitor efforts to amend or impact the ACA and reassess our business strategies accordingly.  We have made, and are continuing to make, significant changes to our operations, products and strategy to adapt to the new environment.  However, if our plans for operating in the new environment are unsuccessful or are less successful than our competitors, or if there is less demand than we expect for our products in the new environment, our results could be adversely affected.       

If we fail to comply with extensive state and federal regulations, we will be subject to penalties, which may include fines and suspension and which may adversely affect our results of operations and financial condition.

 

A large portion of our business depends on our compliance with applicable laws and regulations.  Some states have imposed time limits for the payment of uncontested covered claims and require health care and dental service plans to pay interest on uncontested claims not paid promptly within the required time period. Some states have also granted their insurance regulatory agencies additional authority to impose monetary penalties and other sanctions on health and dental plans engaging in certain unfair payment practices. If we were unable, for any reason, to comply with these requirements, it could result in substantial costs to us and could materially adversely affect our results of operations and financial condition.

 

A large portion ofIn addition, our business depends on our compliance with applicable laws and regulations and our ability to maintain valid licenses and approvals for our operations. Regulatory authorities have



broad discretion to grant, renew, revoke or deny licenses and approvals.  In some instances, we follow practices based on our interpretations of regulations, or interpretations that we believe to be generally followed by the industry, which may be different from the requirements or interpretations of regulatory authorities.  If we do not have the requisite licenses and approvals and do not comply with applicable regulatory requirements, the insurance regulatory authorities could preclude or temporarily suspend us from carrying on some or all of our insurance-related activities or otherwise penalize us. That type of action could have a material adverse effect on our business. Also,

We may not receive approval for changes to an existing product, for a proposed new product or for pricing changes, or we may not receive such approvals in a timely manner.

States require licensure and regulatory approval prior to marketing new insurance products or changing premiums for existing products. From time to time, we seek updates to our existing products. We may also introduce new products which make changes that are more extensive to the product approved in a state. We may reevaluate and seek changes to product pricing, subject to the review and approval of the state regulators, who may reduce or disallow pricing changes. Such review has in the levelpast resulted, and may in the future result, in delayed implementation of regulationpricing changes and prevent us from making changes we believe are necessary to achieve targeted profitability, which could adversely affect our operating results and financial condition. A delayed approval may require us to raise rates more quickly than we otherwise may desire. This could tarnish our reputation with new and/or existing customers and reduce retention rates, which could significantly damage our brand, result in the loss of expected revenue and otherwise harm our business, operating results and financial condition.

The failure to comply with rules and regulations regarding the protection of our customers’ confidential information and privacy could expose us to substantial liability.

The NAIC has adopted an Insurance Data Security Model Law, which, if adopted by a state will require insurers, insurance producers and other entities required to be licensed under state insurance laws to comply with certain requirements under state insurance laws, such as developing and maintaining a written information security program, conducting risk assessments and overseeing the data security practices of third-party vendors.  The purpose of the model law is to establish standards for data security



and for the investigation and notification of insurance industry (whether federal, statecommissioners of cybersecurity events involving unauthorized access to, or foreign),the misuse of, certain nonpublic information. Certain states have adopted the model law, and we expect that additional states will begin adopting the model law, although it cannot be predicted whether or changesnot, or in lawswhat form or when, they will do so. We are currently evaluating these regulations themselves or interpretations by regulatory authorities, could have a material adverse effectand their potential impact on our business.

Our resultsoperations.  In addition, certain state insurance regulators are developing or have developed regulations that may fluctuate as a result of factors generally affecting theimpose regulatory requirements relating to cybersecurity on insurance and reinsurance industry.

The results of companies in the(potentially including insurance and reinsurance industry historically have been subject to significant fluctuations and uncertainties. The industry and our financial condition and results of operations may be affected significantly by:

oFluctuations in interest rates, inflationary pressures and other changes in the investment environment, which affect returns on invested capital;

oRising levels of actual costscompanies that are not known by companies at the time they price their products;

oLosses related to epidemics, terrorist activities, random acts of violence or declared or undeclared war;

oDevelopment of judicial interpretations relating to the scope of insurers' liability;  

oThe overall level of economic activity and the competitive environment in the industry;

oGreater than expected use of health care services by members;

oNew mandated benefits or other regulatory changes that change the scope of business or increase our costs; and

oFailure of managing general underwriters, agents, third-party administrators and producers to adhere to the underwriting guidelines, market-conduct practices and other requirements (as applicable) under their agreements with us.

The occurrence of any or a combination of these factors, which is beyond our control, could have a material adverse effect on our results.

We may experience periods with excess underwriting capacity and unfavorable premium rates because the insurance and reinsurance business is historically cyclical, which could cause our results to fluctuate.

The insurance and reinsurance business historically has been a cyclical industry characterized by periods of intense price competition due to excessive underwriting capacity, as well as periods when shortages of capacity permitted an increase in pricing and, thus, more favorable premium levels. An increase in premium levels is often, over time, offset by an increasing supply of insurance and reinsurance capacity, either by capital provided by new entrants or by the commitment of additional capital by existing insurers or reinsurers, which may cause prices to decrease.  Any of these factors could lead to a significant reduction in premium rates, less favorable policy terms and fewer opportunities to underwrite insurance risks, which could have a material adverse effect on our results of operations and cash flows.

Failures elsewhere in the insurance industry could obligate us to pay assessments through guaranty associations.

Virtually all states require insurersdomiciled, but are licensed, to do business in that state to bear a portion of the loss suffered by some insureds as the result of impaired or insolvent insurance companies or to bear a portion of the cost of insurance for high-risk or uninsured individuals. When an insurance company becomes



insolvent, state insurance guaranty associations have the right to assess other insurance companies doing business in their state for funds to pay obligations to policyholders of the insolvent company, up to the state-specific limit of coverage. Depending on state law, insurers can be assessed up to 2% of premium written for the relevant line of insurance in that state. The total amount of the assessment is based on the number of insured residents in each state, and each company’s portion is based on its proportionate share of premium volume in the relevant linesstate).  For example, the New York State Department of business. The future failureFinancial Services has adopted a regulation pertaining to cybersecurity for all banking, insurance entities and other financial services institutions under its jurisdiction, effective as of March 1, 2017, that requires them to establish and maintain a large life, health or annuity insurer could trigger assessmentscybersecurity program “designed to protect consumers and ensure the safety and soundness of New York State's financial services industry.” We have established a cybersecurity program in place outlining our policies and procedures for the protection of our information systems and information stored on those systems that we would be obligatedcomports with the regulation and continue to pay. Further, amounts for historical insolvencies may be assessed over many years,evaluate this regulation and there can be significant uncertainty around the total obligation for a given insolvency. Existing liabilities may not be sufficient to fund the ultimate obligations of a historical insolvency, andits potential impact on our operations, but depending on its implementation, we may be required to increase our liability, which could haveincur significant expense in order to meet its requirements.  We expect cybersecurity risk management, prioritization and reporting to continue to be an adverse effect on our resultsarea of operations.significant focus by governments, regulatory bodies and self-regulatory organizations at all levels.

 

Economic, governmental and competitive factors, and changes in societal attitudes such as work ethic, motivation or stability, can significantly affect the demand for and underwriting results from disability products.

Both economic and societal factors can affect claim incidence and recoveries for disability insurance. Claim incidence and claim recovery rates may be influenced by, among other factors, the rate of unemployment and consumer confidence and the emergence of new infectious diseases or illnesses. Claim durations may be extended by medical improvements that could extend life expectancies. These factors and overall incidence rates affect pricing, underwriting and adjudication of claims.

Group life insurance may be affected by the characteristics of the employees insured, the amount of insurance employees may elect voluntarily, our risk selection process, our ability to retain employer groups with favorable risk characteristics, the geographical concentration of employees, and mortality rates. Claim incidence may also be influenced by unexpected catastrophic events such as terrorist attacks, natural disasters, and pandemic health events, which may also affect the cost of and availability of reinsurance coverage.  Although pricing and renewal actions can be taken in reaction to higher claim rates, these actions take time to implement, and there is a risk that the market will not sustain increased prices. In addition, changes in economic and external conditions may not manifest themselves in claims experience for an extended period of time.  It is difficult to predict how the above factors will affect our business, financial condition or results of operations.



ITEM 1B.UNRESOLVED STAFF COMMENTS  

 

None.

 

ITEM 2. PROPERTIES 

 

IHC

 

IHC has entered into a renewable short-term arrangement with Geneve Corporation, an affiliate, for the use of 6,750 square feet of office space as its corporate headquarters in Stamford, Connecticut.

 

Standard Security Life

 

Standard Security Life leases 13,000 square feet of office space in New York, New York as its corporate headquarters.

 

Madison National Life

 

Madison National Life leases 15,35718,188 square feet of space in Madison, Wisconsin as its corporate headquarters.

 

IHC Carrier SolutionsIndependence American Insurance Company

 

IHC Carrier SolutionsIndependence American Insurance Company leases 11,29712,253 square feet of office space in Phoenix, Arizona asfor its corporate headquarters.actuarial, agency and administrative operations.

 

IHC Specialty BenefitsIHCSB

 

IHC Specialty BenefitsIHCSB leases 6,3918,479 square feet of office space in Minneapolis,St. Louis Park, Minnesota as its corporate headquarters.headquarters; 14,209 square feet of office space in Tampa, Florida and 10,297 square feet in Milwaukee, Wisconsin for call center operations.



PetPartners

 

PetPartners

PetPartners leases 5,9637,006 square feet of office space in Raleigh, North Carolina as its corporate headquarters.

Torchlight

Torchlight leases 4,600 square feet of office space in Philadelphia, Pennsylvania as its corporate headquarters.

 

ITEM 3.LEGAL PROCEEDINGS 

 

We are involved in legal proceedings and claims that arise in the ordinary course of our businesses. We have established reserves that we believe are sufficient given information presently available relating to our outstanding legal proceedings and claims.  We do not anticipate that the result of any pending legal proceeding or claim will have a material adverse effect on our financial condition or cash flows, although there could be such an effect on our results of operations for any particular period.

Third Party Administrator

 

A third party administrator with whom we formerly did business (“Plaintiff” or “TPA”) filed a Complaint datedcommenced an action on May 17, 2017 in the United States District Court, Northern District of Texas, Dallas Division (the “Texas Action”), naming IHC, Madison National Life, Standard Security Life, and Independence Brokerage Group, Inc. (formerly IHC Carrier Solutions, Inc. (collectively referred to) as “Defendants”defendants (“Defendants”).  The Complaint concerns agreements entered intoIn the action, which is currently stayed, the Plaintiff seeks contractual payments allegedly owed by Standard Security Life and Madison National Life with Plaintiff, as well as other allegations made by Plaintiff against the Defendants.  The Complaint seeks injunctive relief and damages in an amount exceeding $50,000,000, profit share payments allegedly owed to Plaintiff under the agreements totaling at least $3,082,000 through 2014, plus additional amounts for 2015 and 2016, and exemplary and punitive damages as allowed by law and fees and costs.  During the stay, two arbitrations involving the same parties proceeded.  The first arbitration resulted in a judicially-confirmed award in favor of Standard Security Life and Madison National Life in the amount of $5,641,000, which the Plaintiff has satisfied.  The Company received payment on September 9, 2020 and recorded it in other income on the Consolidated Statement of Income in the third quarter.  The second arbitration resulted in no monetary obligations owed by any of the parties.  The Defendants believe these claimshave not had to be without merit.  The Defendants movedfile an answer in the Texas Action.  At the point they do have to Compel Arbitrationfile an answer to the Complaint, they will assert a variety of defenses, set-offs and Dismiss or Stay the original Complaint.  The Plaintiff filed an Amended Complaint oncounterclaims.

Multistate Market Conduct Examination (MCE)



August 18, 2017.  The Defendants filed a Motion to Compel Arbitration or Stay the Amended Complaint, which is still pending.

As previously disclosed, our subsidiaries Standard Security Life, Madison National Life and Independence American Insurance Company were selected for MCE related to our STM, limited medical and fixed indemnity limited health insurance products for the period of January 1, 2014 through September 30, 2017. The insurance departments of five jurisdictions (Delaware, Wisconsin, District of Columbia, Kansas and South Dakota) served as lead states, and the District of Columbia Department of Insurance, Securities and Banking and the Delaware Department of Insurance served as the managing lead states of the MCE. In addition to the five lead states, 37 other states participated in the MCE. Each of Standard Security Life, have demanded arbitration against this third party administrator.  In the fourth quarter of 2017, Madison National Life paid finesand Independence American Insurance Company responded to inquiries and document production requests in the stateMCE and proactively communicated and cooperated with the applicable regulatory agencies for the MCE. Each of Texas primarilythese subsidiaries also provided a detailed action plan to regulators that summarized its enhanced compliance and control mechanisms.

In an effort to avoid long‐term litigation and/or administrative proceedings that would be required to resolve disputes between Standard Security Life, Madison National Life and Independence American Insurance Company and the states involved in the MCE, the Lead States and Standard Security Life, Madison National Life and Independence American Insurance Company entered into separate RSAs on



July 14, 2020. The RSAs require the implementation of a compliance plan, impose certain requirements related to specified business practices and monetary payments.  The thirty-seven participating states adopted the claimsRSAs. The Company accrued $3,660,000 in accounts payable, accruals and other liabilities on the Consolidated Balance Sheet in the second quarter and processed payment practicesin October 2020. As set forth in the RSAs, the Company denies any wrongdoing or violation of any applicable laws or regulations, and the Plaintiff.entry into the RSAs is not an admission or acknowledgment by the Company of any wrongdoing or liability.

 

 

ITEM 4.MINE SAFETY DISCLOSURES 

 

Not applicable.

 

PART II

 

ITEM 5.MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED 

STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

 

Market Information

 

The Company's common stock trades under the symbol IHC on the New York Stock Exchange.  The following table shows for the periods indicated the high and low sales prices for IHC's common stock as reported by the New York Stock Exchange.

 

 

 

HIGH

 

LOW

 

 

HIGH

 

LOW

QUARTER ENDED:

QUARTER ENDED:

 

 

 

 

 

QUARTER ENDED:

 

 

 

 

 

December 31, 2017

 

$

30.00

 

$

24.85

December 31, 2020

 

$

43.43

 

$

36.64

September 30, 2017

 

 

25.95

 

 

20.52

September 30, 2020

 

 

41.51

 

 

27.92

June 30, 2017

 

 

20.95

 

 

17.25

June 30, 2020

 

 

32.92

 

 

22.00

March 31, 2017

 

 

20.68

 

 

16.55

March 31, 2020

 

 

43.60

 

 

22.48

 

 

 

 

 

 

 

 

 

 

 

 

QUARTER ENDED:

QUARTER ENDED:

 

 

 

 

 

 

QUARTER ENDED:

 

 

 

 

 

 

December 31, 2016

 

$

21.23

 

$

17.03

December 31, 2019

 

$

42.60

 

$

36.80

September 30, 2016

 

 

19.15

 

 

16.20

September 30, 2019

 

 

39.40

 

 

35.76

June 30, 2016

 

 

17.97

 

 

15.05

June 30, 2019

 

 

39.26

 

 

33.37

March 31, 2016

 

 

16.91

 

 

13.16

March 31, 2019

 

 

41.04

 

 

34.63

 

IHC's stock price closed at $27.45$41.00 on December 31, 2017.2020.

 

Holders of Record

 

At March 09, 2018,05, 2021, the number of record holders of IHC's common stock was 1,598.1,276. The number of record owners was determined from the Company’s stockholder records maintained by the Company’s transfer agent.



Dividends

 

IHC declared a cash dividenddividends of $.06$.22 per share on its common stock on July 5, 2017both March 16, 2020 and declaredDecember 11, 2020, for a cashtotal annual dividend of $.10$.44 per share.



IHC declared cash dividends of $.20 per share on its common stock on both March 18, 2019 and December 20, 2017,10, 2019, for a total annual dividend of $.16$.40 per share.

IHC declared a cash dividend of $.045 per share on its common stock on June 20, 2016 and declared a cash dividend of $.06 per share on its common stock on November 29, 2016, for a total annual dividend of $.105 per share.

IHC declared a cash dividend of $.045 per share on its common stock on each of June 22, 2015 and December 23, 2015 for a total annual dividend of $.09 per share.

 

Tender OfferSecurities Authorized for Issuance Under Equity Compensation Plans

 

In November 2016, the stockholders approved the Independence Holding Company 2016 Stock Incentive Plan and in November 2020 approved amendments to that plan (the”2016 Plan, as amended”).

 

 

 

Number of Securities

 

Number of Securities to

Weighted Average

Remaining Available for

 

Be Issued Upon Exercise

Exercise Price of

Future Issuance Under

Plan Category

of Outstanding Options

Outstanding Options

Compensation Plan

 

 

 

 

Equity Compensation Plan

 

 

 

  Approved by Shareholders

786,380

$32.16

368,599

 

 

 

 

Tender Offer

On May 26, 2017,April 24, 2020, IHC commenced a tender offer to purchase up to 2,000,0001,000,000 shares of its common stock at a price per share of $20.00,$27.00, net, to the seller in cash. On June 26, 2017,May 21, 2020, at the close of business, the offer expired and the Company accepted for purchase 1,385,11836,377 shares of its common stock at $20.00$27.00 per share, for an aggregate purchase price of $27.7 million.$982,000.

 

Share Repurchase Program

 

IHC has a program, initiated in 1991, under which it repurchases shares of its common stock. In August 2016, the Board of Directors increased the number of shares that can be repurchased to 3,000,000 shares of IHC common stock, excluding the shares under the aforementioned tender offer. As of December 31, 2017, 1,991,0582020, 1,538,991 shares were still authorized to be repurchased.

Share repurchases during the fourth quarter of 20172020 are summarized as follows:

 

2017

2020

2020

 

 

Maximum Number

 

 

Maximum Number

 

Average Price

of Shares which

 

Average Price

of Shares which

Month of

Shares

of Repurchased

can be

Shares

of Repurchased

can be

Repurchase

Repurchased

Shares

Repurchased

Repurchased

Shares

Repurchased

 

 

 

 

 

 

October

46,171

$

26.15

2,022,760

7,250

$

38.22

1,544,252

November

25,043

$

27.65

1,997,717

558

$

38.30

1,543,694

December

6,659

$

27.88

1,991,058

4,703

$

38.61

1,538,991



Performance Graph

 

Set forth below is a line graph comparing the five year cumulative total return of IHC’s common stock with that of the Russell 2000 Index and the S & P 500 Life & Health Insurance index. The graph assumes that dividends were reinvested and is based on a $100 investment on December 31, 2012. Indices data was obtained from Research Data Group, Inc.  The performance graph represents past performance and should not be considered to be an indication of future performance.

Picture 2 



ITEM 6. SELECTED FINANCIAL DATA 

 

The following is a summary of selected consolidated financial data of the CompanyNot required for each of the last five years.

 

 

 

 

 

Year Ended December 31,

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

2016

 

2015

 

2014

 

2013

Income Data:

 

 

 

 

 

 

 

 

 

 

 

Total revenues

$

320,494

$

311,004

$

530,495

$

530,348

$

574,445

 

Income from continuing operations

 

42,130

 

22,510

 

27,974

 

15,021

 

15,472

Balance Sheet Data:

 

 

 

 

 

 

 

 

 

 

 

Total investments

 

476,898

 

514,820

 

488,159

 

650,961

 

608,982

 

Total assets

 

1,040,623

 

1,134,464

 

1,197,963

 

1,196,227

 

1,277,545

 

Insurance liabilities

 

544,054

 

603,867

 

711,475

 

728,883

 

837,581

 

Debt and junior subordinated

 

 

 

 

 

 

 

 

 

 

 

    debt securities

 

-

 

-

 

43,335

 

42,146

 

44,146

 

IHC stockholders' equity

 

431,544

 

436,559

 

323,351

 

299,687

 

277,301

Per Share Data:

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per

 

 

 

 

 

 

 

 

 

 

 

    common share

 

.16

 

.105

 

.09

 

.07

 

.07

 

Basic income (loss) per common share

 

 

 

 

 

 

 

 

 

 

 

    from continuing operations

 

2.67

 

1.28

 

1.59

 

.83

 

.79

 

Diluted income (loss) per common

 

 

 

 

 

 

 

 

 

 

 

    share from continuing operations

 

2.63

 

1.27

 

1.58

 

.82

 

.78

 

Book value per common share

 

28.98

 

25.53

 

18.73

 

17.25

 

15.70

 

 

 

 

 

 

 

 

 

 

 

The Selected Financial Data should be read in conjunction with the accompanying Consolidated Financial Statements and Notes thereto included in Item 8 of this report.

smaller reporting companies.

 



ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 

 

 

OVERVIEW

 

Independence Holding Company, a Delaware corporation (NYSE: IHC), is a holding company principally engaged in theunderwriting, administering and/or distributing group and individual specialty benefit products, including disability, supplemental health, pet, and group life and health insurance business through: (i) its insurance companies, Standard Security Life, Insurance Company of New York ("Standard Security Life"),  Madison National Life, Insurance Company, Inc. ("Madison National Life"), and Independence American Insurance Company (“Independence American”);Company; and (ii) its marketing and administrative companies including IHC Specialty Benefits Inc. IHC Carrier Solutions, Inc.consisting of IHCSB, IBG, My1HR and a majority interest in PetPartners Inc. (“PetPartners”(collectively the “IHC Agencies”). IHC also owns a significant equity interest in Ebix Health Exchange Holdings, LLC (“Ebix Health Exchange”), an administration exchange for health insurance. and its lead generation company, Torchlight. Standard Security Life, Madison National Life and Independence American Insurance Company are sometimes collectively referred to as the “Insurance Group”. IHC and its subsidiaries (including the Insurance Group) are sometimes collectively referred to as the "Company", or “IHC”, or are implicit in the terms “we”, “us” and “our”.   

 

IHC’s health insurance products serve niche sectors of the commercial market through multiple classes of business and varied distribution channels.  With regard to those persons in the growing individual market, IHC’s products offer coverage for individuals and families with short-term needs, and fixed indemnity limited benefit and scheduled benefit plans through multiple distribution partners.  We offer pet insurance for dogs and cats in all 50 states through select distributors. Our fixed indemnity limited benefit product is primarily purchased by hourly workers and others who are generally not eligible for coverage



under their employer’s group medical plan. The dental and vision products are marketed to large and small groups as well as individuals. With respect to IHC’s life and disability business, Madison National Life has historically sold almost all of this business through one distribution source specializing in serving school districts and municipalities.

 

Medical stop-loss was marketed to employer groups that self-insure their medical risks. On March 31, 2016, the Company sold IHC Risk Solutions, LLC (“Risk Solutions”), a managing general underwriter that was its principal source of medical stop-loss business. In addition, all of the in-force medical stop-loss business of Standard Security Life and Independence American produced by Risk Solutions was 100% co-insured as of January 1, 2016 and IHC’s block of medical stop-loss business is in run-off.  

On December 22, 2017, President Trump signed tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to reducing the federal corporate income tax rate from 35% to 21%.The Company has completed its accounting for the income tax effects under the Tax Act that are relevant to the Company using best estimates based on reasonable and supportable assumptions and available inputs and underlying information. We believe that our accounting is final relative to the Tax Act. The Consolidated Financial Statements reflect all such adjustments and disclosures related to the Tax Act. Refer to Note 12 of the Consolidated Financial Statements for more information regarding the impacts of the Tax Act.

While management considers a wide range of factors in its strategic planning and decision-making, underwriting profit is consistently emphasized as the primary goal in all decisions as to whether or not to increase our retention in a core line, expand into new products, acquire an entity or a block of business, or otherwise change our business model.  Management's assessment of trends in healthcare and morbidity, with respect to specialty medical,health, disability, DBL and New York short-term disability (“DBL”);PFL, mortality rates with respect to life insurance;insurance, and changes in market conditions in general play a significant role in determining the rates charged, deductibles and attachment points quoted, and the percentage of business retained. IHC also seeks transactions that permit it to leverage its vertically integrated organizational structure by generating fee income from production and administrative operating companies as well as risk income for its carriers.  Management has always focused on managing the costs of its operations.

COVID-19

 

In March 2020, the World Health Organization declared the outbreak of COVID-19, a global health pandemic and the United States declared a national health emergency. COVID-19 has led to large scale disruption in the global economy, market instability and widespread unemployment in the United States.

The COVID-19 outbreak continues to be a fluid situation. The business continuity and emergency response plans we implemented in March 2020 continue to ensure we provide a high level of service to our customers and support our everyday business needs. To help protect the safety and wellbeing of our employees and mitigate the spread of COVID-19, we have limited travel and directed our employees to work remotely whenever possible. As the COVID-19 outbreak continues to evolve, the duration of COVID-19 and its potential effects on our business cannot be certain. Regulatory mandates have affected, and we anticipate will continue to impact, the insurance industry. We currently cannot predict if there will be a material impact to our business, results of operations or financial condition in future reporting periods.For more information, see the risk factor under the heading “We face risks related to health epidemics, like the



Coronavirus (COVID-19) that could impact our sales, operating results and financial condition” in Item 1A. Risk Factors.

The following is a summary of key performance information and events:

 

Results of operations are summarized as follows for the periods indicated (in thousands):

 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

Revenues

$

320,494 

 

$

311,004 

 

$

530,495  

Expenses

 

292,158 

 

 

278,939 

 

 

486,617  

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

28,336 

 

 

32,065 

 

 

43,878  

Income taxes

 

(13,794)

 

 

9,555 

 

 

15,904  

 

 

 

 

 

 

 

 

 

   Income from continuing operations, net of tax

 

42,130 

 

 

22,510 

 

 

27,974  

   Income from discontinued operations, net of tax

 

 

 

110,804 

 

 

2,548  

 

 

 

 

 

 

 

 

 

   Net income

 

42,130 

 

 

133,314 

 

 

30,522  

   Less: Income from noncontrolling interest in subsidiaries

 

(88)

 

 

(10,016)

 

 

(578) 

 

 

 

 

 

 

 

 

 

       Net income attributable to IHC

$

42,042 

 

$

123,298 

 

$

29,944  

 

 

 

 

 

 

 

 

 



 

 

2020

 

 

2019

 

 

 

 

 

 

Revenues

$

443,864 

 

$

374,448 

Expenses

 

414,014 

 

 

349,100 

 

 

 

 

 

 

Income before income taxes

 

29,850 

 

 

25,348 

Income taxes

 

10,732 

 

 

12,659 

 

 

 

 

 

 

   Net income

 

19,118 

 

 

12,689 

   (Income) from noncontrolling interests

 

(237)

 

 

(293)

 

 

 

 

 

 

       Net income attributable to IHC

$

18,881 

 

$

12,396 

 

 

 

 

 

 

·Income from continuing operations of $2.63$1.28 per share, diluted, for the year ended December 31, 20172020 compared to $1.27$.83 per share, diluted, for the same period in 2016. 2019;  

 

oThe Company reduced AMIC’s deferred tax asset valuation allowance by $20.3 million atNet income for the year ended December 31, 2020 includes the recognition of an Arbitration Award with a former TPA (as described in Note 16) amounting to $3.7 million, net of associated legal expenses and income taxes and includes $3.7 million of expenses, net of taxes, for compliance with the MCE related to our STM, limited medical and fixed indemnity limited benefit health insurance products for the period of January 1, 2014 through September 30, 2017, primarily due to an increasealso discussed in projected future income and associated utilization of Federal net operating losses. No such adjustment was recorded forNote 16; 

oFor the years ended December 31, 20162020 and 2019, the Company accrued $25.0 million and $10.7 million, respectively, of estimated amounts that the Company paid or 2015.will potentially pay into the New York State adjustment pool as a result of IHC having significantly better experience with its PFL business than that of the industry as a whole;  

oSelling, general and administrative expenses for the year ended December 31, 2019 include $4.2 million of bad debt expense; 

oIncome taxes for the years ended December 31, 20172020 and 2016,2019 include income tax benefitsincreases of $11.6$4.5 million and $3.9$7.9 million, respectively, on worthless stock deductions representingin the valuation allowance of the Company’s tax basis on its unrecovered investments in those subsidiaries.

oAs a result of the Tax Act, the Company recorded a deferred income tax expense of $9.4 millionwholly-owned subsidiary, AMIC Holdings, Inc. (“AMIC”), due to the re-measurementreduction of deferredestimated tax assets, liabilitiesbenefits from the expected utilization of AMIC’s net operating loss carryforwards that either expired in 2020 or will expire in 2021. Earnings expectations decreased relative to the remaining period that AMIC’s net operating loss carryforwards are available to offset income and relatedtherefore necessitated an increase in the valuation allowance.   

 

·Consolidated investment yields (on an annualized basis) of 3.2%2.3% and 3.0% in 2017compared to 2.7% in 2016;2020 and 2019, respectively;  

 

·Book value of $28.98$32.08 per common share at December 31, 20172020 compared to $25.53$30.92 at December 31, 2016. 2019; and  

 

·Results for 2020 in the Specialty Health segment were impacted by COVID-19 during 2020. We expected that sales of STM might have grown more if not for displaced workers taking advantage of Special Enrollment Periods for ACA coverage, and the subsidies provided through Advanced Premium Tax Credits, as well as employers continuing to offer employer sponsored coverage to  



furloughed workers. Evolving regulatory mandates for testing and treatment coverage, the length and severity of the outbreak, claims activity, and impacts on payment of premiums have not had a significant impact on the 2020 results to date, however, we may incur additional expenses in 2021 relating to possible COVID-19 related claims activity and possible non-payment of premiums as the full effects of the outbreak continue to unfold. To date, we have experienced lower utilization related to the deferral of services which more than offset the extra incurred costs mentioned previously.  It is still unpredictable how this level of deferred utilization will reverse or not in the future but emerging results will continue to be monitored.   Results for the Group disability, life, DBL and PFL segment were not materially impacted by COVID-19 from an aggregate claims standpoint.  Decreases in incidence rates for disability products earlier in the year returned to near historical averages later in the year.  The life incidence rate was not affected by COVID-19 in aggregate. Premiums decreased in the DBL business as a result of higher unemployment and the loss of smaller groups that have gone out of business due to COVID-19.

The following is a summary of key performance information by segment:

 

·The Specialty Health segment reported $13.2$4.3 million of income before taxes for the year ended December 31, 20172020 compared to $7.2$7.8 million for the comparable period in 2016. 2019. The decrease in 2020 when compared to 2019 is primarily due to: (i) $3.7 million of expenses for compliance with the MCE; (ii) shift in product mix in 2020 to higher earned premium from somewhat higher loss ratio products than those impacting 2019; (iii) increased costs related to overall infrastructure improvements in lead generation capabilities and sales automation platforms at IHC Specialty Benefits, Inc. without a meaningful increase in sales yet; partially offset by (iv) other income of $5.6 million for the recognition of an arbitration award received in 2020. 

 

oPremiums earned increased 17.8%7.2% or $27.5$12.8 million for the year ended December 31, 20172020 over the comparable period in 2016. Short term medical2019. Increases in premiums increased $9.7 million,from the pet and fixed indemnity limited benefit premiums increased $36.7 million as a result of the growing demand for these products and new significant distribution relationships. Premium increases in theseSTM lines were partially offset by reduced premium volumedecreases in premiums from fixed indemnity limited benefit, group gap, occupational accident business following the saleand group health modified indemnity lines of Accident Insurance Services, Inc., our primary producer of occupational accident business, in 2016, other lines in run-off, and dental business.business;  

 

oUnderwriting experience, as indicated by its U.S. GAAPgenerally accepted accounting principles (“GAAP”) Combined Ratios, for the Specialty Health segment are as follows for the years indicated (in thousands): 

 

 

2017

 

2016

 

2015

 

2020

 

2019

 

 

 

 

 

 

 

 

 

 

Premiums Earned

 

$

181,851

$

154,397

$

171,912

 

$

190,755

$

177,991

Insurance Benefits, Claims & Reserves

 

 

84,380

 

81,215

 

93,916

 

 

84,219

 

75,539

Expenses

 

 

89,809

 

68,891

 

71,641

 

 

94,738

 

82,666

 

 

 

 

 

 

 

 

 

 

 

 

Loss Ratio

 

 

46.4%

 

52.6%

 

54.6%

 

 

44.2%

 

42.4%

Expense Ratio

 

 

49.4%

 

44.6%

 

41.7%

 

 

49.7%

 

46.4%

Combined Ratio

 

 

95.8%

 

97.2%

 

96.3%

 

 

93.9%

 

88.8%

 

(A)Loss ratio represents insurance benefits claims and reserves divided by premiums earned. 

(B)Expense ratio represents net commissions, administrative fees, premium taxes and other underwriting expenses divided by premiums earned. 

(C)The combined ratio is equal to the sum of the loss ratio and the expenses ratio. 



oAlthough theThe higher loss ratios in 2017 are2020 primarily reflects the broadening of the mix of business, with a higher concentration of product lines with lower thanprofit margins. The higher  



expense ratio in 2020 is primarily due to $3.7 million of expenses for compliance with the comparable periods in 2016, the expense ratios are higher in 2017 because ofMCE as well as changes in the mix of products withinin the Specialty Health segment and as a result of the reallocation of certain fixed costs from the Medical Stop-Loss segment to the Specialty Health segment as the premium volume of one segment shrinks and the other one grows.segment.

 

·Income before taxes from the Group disability, life, DBL and DBLPFL segment increased $0.4$11.4 million in 20172020 compared to the prior year resultsyear.  The increase in 2020 primarily reflects an increase in PFL profitability due to lower claims in the short and long term disability and group term life lines,increased premium rates partially offset by lower income frombenefits recorded for a potential risk adjustment payment amounting to $25.0 million in 2020, as compared to $10.7 million in the international line2019, associated with the Company’s PFL product due to run-offestimated amounts that the Company may have to pay into the New York State adjustment pool as a result of IHC’s experience with PFL being significantly better than that of the industry as a whole. In addition, DBL had favorable premium reserve adjustments offset by higher loss ratios and unfavorable loss development in the Group STD line of business;business and, beginning in third quarter 2020, a decrease in DBL premium volume as a result of higher unemployment due to COVID-19. 

 

·The Individual life, annuities and other segment in run-off reported an insignificant amount of income before income taxes in 2020 compared with losses before income taxes of $0.5$1.1 million in 2017 compared with losses of $2.5 million in 2016.  The losses in 2016 were related to the accelerated amortization of deferred costs in connection with the assumption of certain ceded life and annuity policies for which there are no minimal amounts in 2017;2019; 

 

·The Medical Stop-LossCorporate segment reported incomelosses before taxestax of $2.8$9.0 million for the year ended December 31, 2017 as2020 compared to income before taxes of $16.7$7.1 million for the year ended December 31, 2016. The reduction in income in 2017 in the Medical Stop-loss segment is principally due to the sale of Risk Solutions and exit from the medical stop-loss business. Premiums earned and amounts recorded for benefits, claims and reserves in the Medical Stop-Loss segment represent the activity of the medical stop-loss business in run-off;

Loss before tax from the Corporate segment for the year ended December 31, 2017 decreased $0.7 million over the same period in 20162019. The change is primarily due to changeslower annualized yields on investments in share-based2020 and less income from equity method investments, partially offset by lower compensation consulting, legal and accounting expenses; andexpenses in 2020; 

 

·Premiums by principal product for the years indicated are as follows (in thousands): 

 

Gross Direct and Assumed

 

 

 

 

 

 

 

 

 

 

Earned Premiums:

 

2017

 

2016

 

2015

 

2020

 

2019

 

 

 

 

 

 

 

 

 

 

Specialty Health

 

$

187,793 

 

$

163,810 

 

$

186,716 

 

$

197,111 

 

$

183,772 

Group disability; life and DBL

 

 

129,142 

 

 

123,245 

 

 

116,500 

Group disability, life, DBL and PFL

 

 

232,015 

 

 

189,400 

Individual life, annuities and other

 

 

26,053 

 

 

30,285 

 

 

23,552 

 

 

19,315 

 

 

21,231 

Medical Stop-Loss

 

 

10,848 

 

 

264,101 

 

 

302,709 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

353,836 

 

$

581,441 

 

$

629,477 

 

$

448,441 

 

$

394,403 

 

Net Premiums Earned:

 

2017

 

2016

 

2015

 

2020

 

2019

 

 

 

 

 

 

 

 

 

 

Specialty Health

 

$

181,851 

 

$

154,397 

 

$

171,912 

 

$

190,755 

 

$

177,991 

Group disability; life and DBL

 

 

99,953 

 

 

96,190 

 

 

85,953 

Group disability, life, DBL and PFL

 

 

206,712 

 

 

160,702 

Individual life, annuities and other

 

 

210 

 

 

47 

 

 

11,904 

 

 

63 

 

 

48 

Medical Stop-Loss

 

 

252 

 

 

12,070 

 

 

209,765 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

282,266 

 

$

262,704 

 

$

479,534 

 

$

397,530 

 

$

338,741 

 

Information pertaining to the Company's business segments is provided in Note 1819 of Notes to Consolidated Financial Statements included in Item 8.






CRITICAL ACCOUNTING POLICIES

 

The accounting and reporting policies of the Company conform to U.S. GAAP. The preparation of the Consolidated Financial Statements in conformity with U.S. GAAP requires the Company's management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates. A summary of the Company's significant accounting policies and practices is provided in Note 1 of the Notes to the Consolidated Financial Statements included in Item 8 of this report. Management has identified the accounting policies described below as those that, due to the judgments, estimates and assumptions inherent in those policies, are critical to an understanding of the Company's Consolidated Financial Statements and this Management's Discussion and Analysis.

 

Insurance Premium Revenue Recognition and Policy Charges

 

Premiums for short-duration medical insurance contracts are intended to cover expected claim costs resulting from insured events that occur during a fixed period of short duration. The Company has the ability to not renew the contract or to revise the premium rates at the end of each annual contract period to cover future insured events. Insurance premiums from annual health contracts are collected monthly and are recognized as revenue evenly as insurance protection is provided.

 

Premiums related to long-term and short-term disability contracts are recognized on a pro rata basis over the applicable contract term.

 

Traditional life insurance products consist principally of products with fixed and guaranteed premiums and benefits, primarily term and whole life insurance products. Premiums from these products are recognized as revenue when due.

 

Annuities and interest-sensitive life contracts, such as universal life and interest-sensitive whole life, are contracts whose terms are not fixed and guaranteed. Premiums from these policies are reported as funds on deposit. Policy charges consist of fees assessed against the policyholder for cost of insurance (mortality risk), policy administration and early surrender. These revenues are recognized when assessed against the policyholder account balance.

 

Policies that do not subject the Company to significant risk arising from mortality or morbidity are considered investment contracts. Deposits received from such contracts are reported as other policyholder funds. Policy charges for investment contracts consist of fees assessed against the policyholder account for maintenance, administration and surrender of the policy prior to contractually specified dates, and are recognized when assessed against the policyholder account balance.

Fee Income Revenue Recognition

Fee income includes fees and commissions for various sales, marketing and administrative services provided by the IHC Agencies and lead generation company. Revenue is recognized as these services are performed in an amount that reflects the consideration we expect to be entitled to in exchange for these services.

The Company utilizes the following five-step approach to recognize revenue from contracts with customers:

(1)identification of the contract, or contracts, with a customer; 

(2)identification of the performance obligation in the contract; 

(3)determination of the transaction price; 

(4)allocation of the transaction price to the performance obligations in the contract; and 



(5)recognition of revenue when, or as, we satisfy a performance obligation. 

Commission revenues result from the sales of certain policies by the IHC Agencies on behalf of multiple unaffiliated insurance carriers. The Company has identified the unaffiliated insurance carriers as its customers. A significant portion of our commission revenues are recorded at a point in time based on expected constrained LTV that represent expected commissions to be received over the lifetime of the policies sold. These policies primarily consist of senior products, such as Medicare Advantage, Medicare Part D prescription drug plans and Medicare Supplement plans, as well as ACA plans and small group stop-loss. Commission rates are agreed to in advance with the relevant insurance carrier and vary by carrier and policy type. Other commission revenues are recorded over a period of time commensurate with the performance of certain policy retention and renewal services. In circumstances where the contract is terminable at any time by either party, commission revenues are recorded when consideration is received to the extent it is nonrefundable.

Constrained LTV commissions are recorded at a point in time upon the issuance of a policy by the unaffiliated insurance carrier. It is at this point the performance obligation is considered satisfied. No significant additional performance obligation occurs with renewal of the initial policy. IHC records substantially all of the anticipated revenue from these policies on this date, adjusted for certain expected constraints. Various factors are analyzed to estimate the constrained LTV commissions. These include, but are not limited to, commission rates, carrier mix, contract amendments and terminations, estimated average plan durations, cancellations and non-renewals. After our initial estimate and constraints are made, the Company reassesses its estimates and constraints at the end of each reporting period. We recognize any material impact of changes to commission revenue in the period when the changes are made to the assumptions we use to calculate constrained LTV or previously estimated constrained LTV already recognized as revenue.

Revenues for administrative services, such as premium collections, client services and claims processing, all considered to be a single performance obligation, are recognized over time as these services are performed. One of our agencies administers a block of pet business for an unaffiliated pet insurer that is in run-off and, until its sale in June 2020, another one of our agencies administered occupational accident plans including injured-on-duty accident plans and employer liability plans, and self-funded workers’ compensation plans. The Company has identified the unaffiliated insurance carriers as its customers. Some payments are received monthly or quarterly over the underlying policy period which is shorter than the life of the administrative period. A portion of these payments, in addition to any payments that are received as a lump-sum in advance, are recorded as deferred revenues and recognized in income over the life of the administrative contracts.

Revenues for marketing services, primarily STM, Fixed Indemnity Limited Benefit and other ancillary policies, are recognized over time. The Company has identified the unaffiliated insurance carriers as its customers. The Company receives fees for these marketing services each month based on a flat fee times monthly enrollment figures.

Revenues for the use of our INSX cloud-based enrollment platform are recognized over time. This platform enables brokers and agents to quote and enroll consumers in ACA plans as well as ancillary health products. In this case, the independent brokers and agents are the customers and they are charged a monthly fee for the right to use the hosted cloud software. Amounts received in advance (annually or quarterly) are recorded as deferred revenues and recognized in income over the life of the contract.

Certain IHC subsidiaries earn fees for various lead and referral services. Each service has one performance obligation which is satisfied at a point in time when a lead is transferred to the customer or a referral results in a completed application. The Company has identified the unaffiliated insurance carriers as its customer. All prices are specified in the applicable contract.

IHC Agencies also earn fees from policyholders for: (i) the convenience of paying for pet premiums



in installments or by credit card; and (ii) the submission of online application or enrollment forms for various products. These fees are earned, and simultaneously received, from the policyholder/applicant at the point in time premium payments are made or online applications/enrollments are submitted.

 

Insurance Liabilities

 

Policy Benefits and Claims

 

The Company maintains loss reserves to cover its estimated liability for unpaid losses and loss adjustment expenses, where material, (including legal, other fees, and costs not associated with specific claims but related to the claims payment function) for reported and unreported claims incurred as of the end of each accounting period.  These loss reserves are based on actuarial assumptions and are maintained at levels that are in accordance with U.S. GAAP accounting principles.assumptions.  Many factors could affect these reserves, including economic and social conditions, frequency and severity of claims, medical trend resulting from the influences of underlying cost inflation, changes in utilization and demand for medical services, and changes in doctrines of legal liability and damage awards in litigation. Therefore, the Company’s reserves are necessarily based on estimates, assumptions and analysis of historical experience. The Company’s results depend upon the variation between actual claims experience and the assumptions used in determining reserves and pricing products. Reserve assumptions and estimates require significant judgment and, therefore, are inherently uncertain. The Company cannot determine with precision the ultimate amounts that will be paid for actual claims or the timing of those payments. The Company's estimate of loss represents management's best estimate of the Company's liability at the balance sheet date.

 

Loss reserves differ for short-duration and long-duration insurance policies, including annuities. Reserves are based on approved actuarial methods, but necessarily include assumptions about expenses, mortality, morbidity, lapse rates and future yield on related investments.

All of the Company’s short-duration contracts are generated from its accident, health, term life, disability and pet insurance business, and are accounted for based on actuarial estimates of the amount of loss inherent in that period’s claims, including losses incurred for which claims have not been reported. Short-duration contract loss estimates rely on actuarial observations of ultimate loss experience for similar historical events.

 

The Company believes that its liability for policy benefits and claims is reasonable and adequate to satisfy its ultimate liability.  The Company primarily uses its own loss development experience, but will also supplement that with data from its outside actuaries, reinsurers and industry loss experience as warranted. To illustrate the impact that Loss Ratios have on the Company’s loss reserves and related expenses, each hypothetical 1% change in the Loss Ratio for the health business (i.e., the ratio of insurance benefits, claims and settlement expenses to earned health premiums) for the year ended December 31, 2017,2020, would increase reserves (in the case of a higher ratio) or decrease reserves (in the case of a lower ratio) by approximately $2.6$3.7 million with a corresponding increase or decrease in the pre-tax expense for  insurance benefits, claims and reserves in the Consolidated Statement of Income.  Depending on the circumstances surrounding a change in the Loss Ratio, other pre-tax amounts reported in the Consolidated Statement of Income could also be affected, such as amortization of deferred acquisition costs and commission expense.

 

The gross liability for policy benefits and claims by segment is as follows (in thousands):

 

 

 

December 31, 20172020

 

 

Policy

 

Policy

 

Policy Benefits

 

 

Benefits

 

Claims

 

and Claims

 

 

 

 

 

 

 

Specialty Health

$

53,53139,220 

$

-4,235 

$

53,53143,455 

Group Disabilitydisability, life, DBL and PFL

 

80,78897,881 

 

23,16026,521 

 

103,948124,402 

Individual Accidentlife, annuities and Health

    and Otherother

 

6,4697,968 

 

2,1813,407 

 

8,650

Medical Stop-Loss

2,554

-

2,55411,375 

 

$

143,342145,069 

$

25,34134,163 

$

168,683179,232 



 

 

 

December 31, 20162019

 

 

Policy

 

Policy

 

Policy Benefits

 

 

Benefits

 

Claims

 

and Claims

 

 

 

 

 

 

 

Specialty Health

$

50,23742,173 

$

-55 

$

50,23742,228 

Group Disabilitydisability, life, DBL and PFL

 

83,01787,654 

 

21,41124,969 

 

104,428112,623 

Individual Accidentlife, annuities and Health

    and Otherother

 

6,3917,640 

 

3,2972,311 

 

9,688

Medical Stop-Loss

54,760

-

54,7609,951 

 

$

194,405137,467 

$

24,70827,335 

$

219,113164,802 



Specialty Health

For the Specialty Health business, incurred but not reported (“IBNR”) claims liabilities plus expected development on reported claims are calculated using standard actuarial methods and practices. The “primary” assumption in the determination of Specialty Health reserves is that historical Claim Development Patterns are representative of future Claim Development Patterns. Factors that may affect this assumption include changes in claim payment processing times and procedures, changes in time delay in submission of claims, and the incidence of unusually large claims. Liabilities for policy benefits and claims for specialty health medical and disability coverage are computed using completion factors and expected Net Loss Ratios derived from actual historical premium and claim data.  The reserving analysis includes a review of claim processing statistical measures and large claim early notifications; the potential impacts of any changes in these factors are not material. The Company has business that is serviced by third-party administrators.  From time to time, there are changes in the timing of claims processing due to any number of factors including, but not limited to, system conversions and staffing changes during the year.  These changes are monitored by the Company and the effects of these changes are taken into consideration during the claim reserving process.  Other than these considerations, there have been no significant changes to methodologies and assumptions from the prior year.

 

While these calculations are based on standard methodologies, they are estimates based on historical patterns.  To the extent that actual claim payment patterns differ from historical patterns, such estimated reserves may be redundant or inadequate.  The effects of such deviations are evaluated by considering claim backlog statistics and reviewing the reasonableness of projected claim ratios.  Other factors which may affect the accuracy of policy benefits and claim estimates include the proportion of large claims which may take longer to adjudicate, changes in billing patterns by providers and changes in claim management practices such as hospital bill audits.

 

Since our analysis considered a variety of outcomes related to these factors, the Company does not believe that any reasonably likely change in these factors will have a Material Effect.

 

Disability

 

The Company’s disability business is comprised of group disability and DBL.  The two “primary” assumptions on which disability policy benefits and claims are based are: (i) morbidity levels; and (ii) recovery rates. If morbidity levels increase, for example due to an epidemic or a recessionary environment, the Company would increase reserves because there would be more new claims than expected.  In regard to the assumed recovery rate, if disabled lives recover more quickly than anticipated then the existing claims reserves would be reduced; if less quickly, the existing claims reserves would be increased. Advancements in medical treatments could affect future recovery, termination, and mortality rates.

 

With respect to DBL, the liability for policy benefits and claims for the most recent quarter of earned premium is established using a Net Loss Ratio methodology.  The Net Loss Ratio is determined by applying the completed prior four quarters of historical Net Loss Ratios to the last quarter of earned premium.  Policy benefits and claims associated with the premium earned prior to the last quarter are established using a completion factor methodology. The completion factors are developed using the



historical payment patterns for DBL. The NYSDFS can order the Company to refund a portion of the premium, to each policyholder, to meet the mandated minimum loss ratio requirements.  The Company adjusts this premium refund reserve each year based on its loss ratio in relation to the mandated minimum loss ratio requirements. With respect to PFL, policy benefits and claims associated with the premiums earned are established using a completion factor methodology. As this is the third year of this product, the completion factors used were based on the PFL payment patterns developed during 2018, 2019 and 2020. Since the NYSDFS established a risk adjustment program, the Company is required to record in its financial statements an accrual for a potential payment to, or recovery from, the risk adjustment program depending on how its loss ratio compares to the industry wide loss ratio. To determine the amount of this risk adjustment, knowledge of industry wide performance is necessary. The NYSDFS does not share the industry loss ratio data for the current reporting year until the following year.  However, the Company uses available unaudited industry information to make its best estimate of its potential payment or refund under the risk adjustment program until actual information is available.

 

With respect to group disability, other assumptions are: (i) changes in market interest rates; (ii) changes in offsets; (iii) advancements in medical treatments; and (iv) cost of living.  Changes in market interest rates could change reserve assumptions since the payout period could be as long as 40 years. Changes in offsets such as Social Security benefits, retirement plans and state disability plans also impact reserving. As a result of the forgoing assumptions, it is possible that the historical trend may not be an accurate predictor of the future development of the block. As with most long term insurance reserves that require judgment, the reserving process is subject to uncertainty and volatility and fluctuations may not be indicative of the claim development overall.



While the Company believes that larger variations are possible, the Company does not believe that reasonably likely changes in its “primary” assumptions would have a Material Effect.

 

Medical Stop-Loss

Due to the sale of Risk Solutions, the Medical Stop-Loss segment is in run-off.  The Company has $2.3 million in reserves at December 31, 2017.  Liabilities for policy benefits and claims on medical stop-loss coverage are computed using completion factors and expected Net Loss Ratios derived from actual historical premium and claim data. Policy benefits and claims for medical stop-loss insurance are more volatile in nature than those for specialty health medical insurance.  This is primarily due to the excess nature of medical stop-loss, with very high deductibles applying to specific claims on any individual claimant and in the aggregate for a given group.  The level of these deductibles makes it more difficult to predict the amount and payment pattern of such claims.  Furthermore, these excess claims are highly sensitive to changes in factors such as medical trend, provider contracts and medical treatment protocols, adding to the difficulty in predicting claim values and estimating reserves.  Also, because medical stop-loss is in excess of an underlying benefit plan, there is an additional layer of claim reporting and processing that can affect claim payment patterns.  Finally, changes in the distribution of business by effective month can affect reserve estimates due to the timing of claim occurrences and the time required to accumulate claims against the stop-loss deductible.

Predicting ultimate claims and estimating reserves in Medical Stop-Loss is more complex than specialty health medical and disability business due to the “excess of loss” nature of these products with very high deductibles applying to specific claims on any individual claimant and in the aggregate for a given group.  The level of these deductibles makes it more difficult to predict the amount and payment pattern of such claims.  Fluctuations in results for specific coverage are primarily due to the severity and frequency of individual claims, whereas fluctuations in aggregate coverage are largely attributable to frequency of underlying claims rather than severity. Liabilities for first dollar medical reserves and disability coverages are computed using completion factors and expected Net Loss Ratios derived from actual historical premium and claim data.

Due to the short-term nature of Medical Stop-Loss, redundancies or deficiencies will typically emerge during the course of the following year rather than over a number of years.  For Medical Stop-Loss, as noted above, the Company maintains its reserves based on underlying assumptions until it determines that an adjustment is appropriate based on emerging experience from all of its prior underwriting years. 

Individual Accident and Health and Other

 

This segment is a combination of closed lines of business as well as certain small existing lines.  While the assumptions used in setting reserves vary between these different lines of business, the assumptions would generally relate to the following: (i) the rate of disability; (ii) the morbidity rates on specific diseases; and (iii) accident rates. The reported reserves are based on management’s best estimate for each line within this segment. General uncertainties that surround all insurance reserving methodologies would apply.  However, since the Company has so few policies of this type, volatility may occur due to the small number of claims.

 

Management believes that the Company's methods of estimating the liabilities for policy benefits and claims provided appropriate levels of reserves at December 31, 2017.2020. Changes in the Company's policy benefits and claims estimates are recorded through a charge or credit to its earnings.

 

Future Policy Benefits

 

The liability for future policy benefits consists of the liabilities related to insured events for the Company’s long-duration contracts, primarily its life and annuity products. For traditional life insurance



products, the Company computes the liability for future policy benefits primarily using the net premium method based on anticipated investment yield, mortality, and withdrawals. These methods are widely used in the life insurance industry to estimate the liabilities for insurance reserves. Inherent in these calculations are management and actuarial judgments and estimates that could significantly impact the ending reserve liabilities and, consequently, operating results. Actual results may differ, and these estimates are subject to interpretation and change.

 

Management believes that the Company's methods of estimating the liabilities for future policy benefits provided appropriate levels of reserves at December 31, 20172020 and 2016.2019. Changes in the Company's future policy benefits estimates are recorded through a charge or credit to its earnings.



 

Other Policyholders’ Funds

 

Other policyholders’ funds represent interest-bearing liabilities arising from the sales of products, such as universal life, interest-sensitive life and annuities. Policyholder funds are primarily comprised of deposits received and interest credited to the benefit of the policyholder less surrenders and withdrawals, mortality charges and administrative expenses.

 

Interest credited to policyholder funds represents interest accrued or paid on interest-sensitive life policies and investment policies. These amounts are reported in insurance benefits, claims and reserves on the Consolidated Statements of Income. Credit rates for certain annuities and interest-sensitive life policies are adjusted periodically by the Company to reflect current market conditions, subject to contractually guaranteed minimum rates.

 

Investments

 

The Company has classified all of its investmentsfixed maturities as either available-for-sale or trading securities.available-for-sale. These investments are carried at fair value with unrealized gains and losses reported through other comprehensive income (loss) for. Fixed maturities available-for-sale securities or as unrealized gains or losses in the Consolidated Statements of Income for trading securities. Available-for-sale securities totaled $447.5$406.6 million and $454.8$385.0 million at December 31, 20172020 and 2016,2019, respectively. Premiums and discounts on debt securities purchased at other than par value are amortized and accreted, respectively, to interest income in the Consolidated Statements of Income, using the constant yield method over the period to maturity. Net realizedEquity securities are carried at fair value. Realized gains and losses on investmentsfixed maturities available-for-sale and equity securities are computed using the specific identification method and are reported in the Consolidated Statements of Income on the trade date.

 

Fair value is determined using quoted market prices when available. In some cases, we use quoted market prices for similar instruments in active markets and/or model-derived valuations where inputs are observable in active markets. When there are limited or inactive trading markets, we use industry-standard pricing methodologies, including discounted cash flow models, whose inputs are based on management assumptions and available current market information. Further, we retain independent pricing vendors to assist in valuing certain instruments. Most of the securities in our portfolio are classified in either Level 1 or Level 2 of the Fair Value Hierarchy.

 

The Company periodically reviews and assesses the vendor’s qualifications and the design and appropriateness of its pricing methodologies.  Management will on occasion challenge pricing information on certain individual securities and, through communications with the vendor, obtain information about the assumptions, inputs and methodologies used in pricing those securities, and corroborate it against documented pricing methodologies. Validation procedures are in place to determine completeness and accuracy of pricing information, including, but not limited to: (i) review of exception reports that (a) identify any zero or un-priced securities; (b) identify securities with no price change; and (c) identify securities with significant price changes; (ii) performance of trend analyses; (iii) periodic comparison of pricing to alternative pricing sources; and (iv) comparison of pricing changes to expectations based on rating changes, benchmarks or control groups.  In certain circumstances, pricing is unavailable from the vendor and broker



pricing information is used to determine fair value. In these instances, management will assess the quality of the data sources, the underlying assumptions and the reasonableness of the broker quotes based on the current market information available. To determine if an exception represents an error, management will often have to exercise judgment. Procedures to resolve an exception vary depending on the significance of the security and its related class, the frequency of the exception, the risk of material misstatement, and the availability of information for the security. These procedures include, but are not limited to: (i) a price challenge process with the vendor; (ii) pricing from a different vendor; (iii) a reasonableness review; and (iv) a change in price based on better information, such as an actual market trade, among other things.  Management considers all facts and relevant information obtained during the above procedures to determine the proper classification of each security in the Fair Value Hierarchy.



Declines in value of securitiesfixed maturities available-for-sale that are judged to be other-than-temporary are determined based on the specific identification method. The Company reviews its investment securities regularly and determines whether other-than-temporary impairments have occurred. The factors considered by management in its regular review to identify and recognize other-than-temporary impairment losses on fixed maturities include, but are not limited to:  the length of time and extent to which the fair value has been less than cost; the Company's intent to sell, or be required to sell, the debt security before the anticipated recovery of its remaining amortized cost basis; the financial condition and near-term prospects of the issuer; adverse changes in ratings announced by one or more rating agencies; subordinated credit support; whether the issuer of a debt security has remained current on principal and interest payments; current expected cash flows; whether the decline in fair value appears to be issuer specific or, alternatively, a reflection of general market or industry conditions including the effect of changes in market interest rates. If the Company intends to sell a debt security, or it is more likely than not that it would be required to sell a debt security before the recovery of its amortized cost basis, the entire difference between the security's amortized cost basis and its fair value at the balance sheet date would be recognized by a charge to total other-than-temporary impairment losses in the Consolidated Statement of Income.  If a decline in fair value of a debt security is judged by management to be other-than-temporary and; (i) the Company does not intend to sell the security; and (ii) it is not more likely than not that it will be required to sell the security prior to recovery of the security’s amortized cost, the Company assesses whether the present value of the cash flows to be collected from the security is less than its amortized cost basis. To the extent that the present value of the cash flows generated by a debt security is less than the amortized cost basis, a credit loss exists. For any such security, the impairment is bifurcated into (a) the amount of the total impairment related to the credit loss, and (b) the amount of the total impairment related to all other factors. The amount of the other-than-temporary impairment related to the credit loss is recognized by a charge to total other-than-temporary impairment losses in the Consolidated Statement of Income, establishing a new cost basis for the security. The amount of the other-than-temporary impairment related to all other factors is recognized in other comprehensive income (loss). It is reasonably possible that further declines in estimated fair values of such investments, or changes in assumptions or estimates of anticipated recoveries and/or cash flows, may cause further other-than-temporary impairments in the near term, which could be significant.

 

In assessing corporate debt securities for other-than-temporary impairment, the Company evaluates the ability of the issuer to meet its debt obligations and the value of the company or specific collateral securing the debt position. For mortgage-backed securities where loan level data is not available, the Company uses a cash flow model based on the collateral characteristics. Assumptions about loss severity and defaults used in the model are primarily based on actual losses experienced and defaults in the collateral pool. Prepayment speeds, both actual and estimated, are also considered. The cash flows generated by the collateral securing these securities are then determined with these default, loss severity and prepayment assumptions. These collateral cash flows are then utilized, along with consideration for the issue’s position in the overall structure, to determine the cash flows associated with the mortgage-backed security held by the Company. In addition, the Company evaluates other asset-backed securities for other-than-temporary impairment by examining similar characteristics referenced above for mortgage-backed securities.  The Company evaluates U.S. Treasury securities and obligations of U.S. Government corporations, U.S.



Government agencies, and obligations of states and political subdivisions for other-than-temporary impairment by examining the terms and collateral of the security.

Equity securities may experience other-than-temporary impairment in the future based on the prospects for full recovery in value in a reasonable period of time and the Company’s ability and intent to hold the security to recovery. If a decline in fair value is judged by management to be other-than-temporary or management does not have the intent or ability to hold a security, a loss is recognized by a charge to total other-than-temporary impairment losses in the Consolidated Statement of Income. For the purpose of other-than-temporary impairment evaluations, redeemable preferred stocks are evaluated in a manner similar to debt securities. Declines in the creditworthiness of the issuer of debt securities with both debt and equity-like features are evaluated using the equity model in consideration of other-than-temporary impairment.

 

Goodwill and Other Intangible Assets

 

Goodwill carrying amounts are evaluated for impairment, at least annually, at the reporting unit level that is equivalent to an operating segment.segment or one level below an operating segment, referred to as a component.  Goodwill associated with the Specialty Health operating segment and the Group component of the Group disability, life, DBL and PFL operating segment were tested for impairment at December 31, 2020. If the fair value of a reporting unit is less than its carrying amount, further evaluation is required to determine if a write-down of goodwill is required. In determining the fair value of each reporting unit, we



used an income approach, applying a discounted cash flow method that included a residual value.  Based on historical experience, we make assumptions as to: (i) expected future performance and future economic conditions, (ii) projected operating earnings, (iii) projected new and renewal business as well as profit margins on such business, and (iv) a discount rate that incorporated an appropriate risk level for the reporting unit. Any impairment of goodwill would be charged to expense.

At December 31, 2017, the Company’s market capitalization was less than its book value indicating a potential impairment of goodwill.  As a result, the Company assessed the factors contributing to the performance of IHC stock in 2017, and concluded that the market capitalization does not represent the fair value of the Company.  The Company noted several factors that have led to a difference between the market capitalization and the fair value of the Company, including (i) the Company’s stock is thinly traded and a sale of even a small number of shares can have a large percentage impact on the price of the stock, (ii) Geneve Corporation and insiders own approximately 67% of the outstanding shares, which has had a significant adverse impact on the number of shares available for sale and therefore the trading potential of IHC stock, and (iii) lack of analyst coverage of the Company. If we experience a sustained decline in our results of operations and cash flows, or other indicators of impairment exist, we may incur a material non-cash charge to earnings relating to impairment of our goodwill, which could have a material adverse effect on our results.  No impairment charge for goodwill was required in 2017, 20162020 or 2015.2019.

Other intangible assets are amortized to expense over their estimated useful lives and are subject to impairment testing. Any impairment of other intangible assets would be charged to expense. No impairment charges for intangible assets were required in 2017, 20162020 or 2015.2019.

 

Deferred Income Taxes

 

The provision for deferred income taxes is based on the asset and liability method of accounting for income taxes. Under this method, deferred income taxes are recognized by applying enacted statutory tax rates to temporary differences between amounts reported in the Consolidated Financial Statements and the tax bases of existing assets and liabilities in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is recognized for the portion of deferred tax assets that, in management's judgment, is not likely to be realized.  A liability for uncertain tax positions is recorded when it is more likely than not that a tax position will not be sustained upon examination by taxing authorities. The effect on deferred income taxes of a change in tax rates or laws is recognized in income tax expense in the period that includes the enactment date. 



RESULTS OF OPERATIONS

 

Results of Operations for the Year Ended December 31, 20172020 Compared to the Year Ended December 31, 20162019

 

Information by business segment for the periods indicated is as follows (in thousands):

 

 

 

 

 

Insurance

 

 

 

 

 

 

Benefits,

Selling,

 

 

 

Net

Fee and

Claims

General

 

December 31, 20172020

Premiums

Investment

Other

and

and

 

 

Earned

Income

Income

Reserves

Administrative

Total

 

 

 

 

 

 

 

Specialty Health

$

181,851190,755 

$

5,2992,617 

$

16,66030,729 

$

84,38084,219  

$

106,223135,560 

$

13,2074,322  

Group disability,

 

 

 

 

 

 

 

 

 

 

 

 

   life, DBL and DBLPFL

 

99,953206,712 

 

6,4697,111 

 

505946 

 

52,792123,263  

 

35,85758,350 

 

18,27833,156  

Individual life,

 

 

 

 

 

 

 

 

 

 

 

 

   annuities and other

 

21063 

 

1,536898 

 

3931,450 

 

241735  

 

2,4111,602 

 

(513)

Medical Stop-Loss

252

1,111

1,244

(2,359)

2,127

2,83974  

Corporate

 

- 

 

1,8611,151 

 

61186 

 

- 

 

10,48610,285 

 

(8,014)(9,048) 

Sub total

$

282,266397,530 

$

16,27611,777 

$

19,41333,211 

$

135,054208,217 

$

157,104205,797 

 

25,79728,504  

 

 

 

Net realized investment gains

 

2,5391,346  

Income from continuing operations before income taxes

 

28,33629,850  

Income tax benefitstaxes

 

(13,794)10,732  

Income from continuing operations, net of taxNet income

$

42,13019,118  



 

 

 

 

 

 

Insurance

 

 

 

 

 

 

Benefits,

Selling,

 

 

 

Net

Fee and

Claims

General

 

December 31, 20162019

Premiums

Investment

Other

and

and

 

 

Earned

Income

Income

Reserves

Administrative

Total

 

 

 

 

 

 

 

Specialty Health

$

154,397177,991 

$

3,2724,330 

$

15,47811,502 

$

81,21575,539  

$

84,730110,527  

$

7,2027,757  

Group disability,

 

 

 

 

 

 

 

 

 

 

 

 

   life, DBL and DBLPFL

 

96,190160,702 

 

6,4697,774 

 

876562 

 

52,24597,335  

 

33,38649,894  

 

17,90421,809  

Individual life,

 

 

 

 

 

 

 

 

 

 

 

 

   annuities and other

 

4748 

 

2,2551,300 

 

454327 

 

1,3441,247  

 

3,9521,557  

 

(2,540)

Medical Stop-Loss

12,070

1,700

11,844

10,427

(1,546)

16,733 (1,129) 

Corporate

 

- 

 

2,8742,239 

 

513,614 

 

- 

 

11,65213,001  

 

(8,727)(7,148) 

Sub total

$

262,704338,741 

$

16,57015,643 

$

28,70316,005 

$

145,231174,121 

$

132,174174,979  

 

30,57221,289  

 

 

 

Net realized investment gains

 

4,5024,705  

Net impairment losses recognized in earnings

 

(1,475)

Interest expense on debt

(1,534)(646) 

Income from continuing operations before income taxes

 

32,06525,348  

Income taxes

 

9,55512,659  

Income from continuing operations, net of taxNet income

$

22,51012,689  

 

Premiums Earned

 

In 2017,2020, premiums earned increased $19.6$58.8 million over the comparable period of 2016.in 2019. The increase is primarily due to: (i) an increase of $27.5 million in the Specialty Health segment principally as a result of a $36.7 million increase in the fixed indemnity limited benefit line, a $9.7 million increase in premiums from the short term medical line of business, and a $0.9 million increase in the pet line of business, partially offset by a decrease of $9.9 million in occupational accident business premiums due to the run-off of this line following the sale of our primary producer of this business, in the third quarter of 2016, a decrease of $4.1 million in the dental line of business and a $5.9 million decline in international premiums; (ii) a $3.7$46.0 million increase in earned premiums from the Group disability, life, annuitiesDBL and PFL segment primarily as a result of a $36.0 million increase in PFL premiums due to an increase in rates, a $4.3 million increase in group term life business due to increased retention, a $5.1 million increase in the group STD/LTD lines due to new STD business and increased LTD premium volume, and $2.4 million increase in premiums from other group life business due to a relatively new product (term to 120), partially offset by a $1.8 million decrease in DBL premiums as a result of higher unemployment due to COVID-19; as well as (ii) an increase of $12.8 million in the Specialty Health segment primarily due to increased volumeincreases in earned premiums from the LTD, DBLpet and group term life lines;STM lines of $35.8 million and (iii) an increase$3.9 million, respectively; partially offset by decreases of $0.2$22.3 million in the Individual life, annuitiesfixed indemnity limited benefit line, $2.9 million in group gap, $.9 million in occupational accident business and other segment; partially offset by (iv) a decrease of $11.8$1.0 million in the Medical Stop-Loss segment as a result of the sale of Risk Solutions and exit from the medical stop-loss business, further described in Note 3.  group health modified indemnity line.  



Net Investment Income

 

Total net investment income decreased $0.3$3.8 million overprimarily due to the comparable periodcontinued decline in 2016.interest rates. The overall annualized investment yields for the years ended December 31, 2017were 2.3% and 2016 were 3.2%3.0% in 2020 and 2.7%,2019, respectively.  The overall decrease was primarily the result of lower average invested assets in 2017 largely due to the retirement of debt in the fourth quarter of 2016 partially offset by higher returns on partnership investment.

The annualized investment yields on bonds, equities and short-term investments for the years ended December 31, 2017 and 2016 were 3.0% and 2.9%, respectively. IHC has approximately $176.9 million in highly rated shorter duration securities earning on average 1.8%. A portfolio that is shorter in duration enables us, if we deem prudent, the flexibility to reinvest in much higher yielding longer-term securities, which would significantly increase investment income.

 

Net Realized Investment Gains (Losses) and Net Impairment Losses Recognized in Earnings

 

The Company had net realized investment gains of $2.5$1.3 million in 20172020 compared to $4.5$4.7 million in 2016.2019.  These amounts include gains and losses from sales of fixed maturities andavailable-for-sale, equity securities available-for-sale and other investments. Decisions to sell securities are based on management's ongoing evaluation of investment opportunities and economic and market conditions, thus creating fluctuations in gains and losses from period to period.

 

In 2016,2020, the Company did not recognize any other-than-temporary impairment losses on fixed maturities available-for-sale. In 2019, the Company recognized $1.5$.6 million of other-than-temporary impairment losses on certain fixed maturities available-for-sale due to credit losses. Theas the Company determined that it was more likely than not that we would sell the securities would be sold before the recovery of their amortized cost basis.

 

Fee Income and Other Income

 

Fee income increased $.3$10.1 million for the year ended December 31, 2017in 2020 compared to the comparable period in 20162019 primarily due to fee income earnedan increase in the sales of insurance products (primarily senior products, ACA plans and small group stop-loss) by PetPartners, our recently acquired subsidiary, with no comparable amountsthe IHC



Agencies for multiple unaffiliated insurance carriers. The increase in 2016, partially offset by a decreasesales of these particular products began in fee income related to occupational accident business2020 as a result of new contracts with the sale of our primary producer of that business in 2016.unaffiliated carriers and increased distribution channels.

 

Other income increased $7.1 million in 2017 decreased $9.6 million from2020 compared to the same period in 2016 primarily due2019. In 2020, other income includes the recognition of a $5.6 million arbitration award received. In 2019, other income included a $3.6 million pretax gain on the sale of an equity investment and $1.3 million of income from partnership investments offset by a $3.7 million impairment loss on an equity investment in Ebix Health Administration Exchange from its carried value to the run-off of fees received in conjunction with the diminished administration of the Medical Stop-Loss segment.its estimated fair value.

 

Insurance Benefits, Claims and Reserves

 

In 2017,2020, insurance benefits, claims and reserves decreased $10.1increased $34.1 million over the comparable period in 2016.2019. The decreaseincrease is primarilyprincipally attributable to: (i) a decreasean increase of $12.8$26.0 million in benefits, claims and reserves in the Medical Stop-LossGroup disability, life, DBL and PFL segment primarily as a result of a $20.0 million increase in PFL benefits to policyholders due to an increase in PFL premiums as well as a $14.3 million increase in the saleaccrual for a potential risk adjustment payment associated with the NYSDFS risk adjustment program ($25.0 million in 2020 vs. $10.7 million in 2019), a $5.4 million increase in benefits and claims as a result of Risk Solutionsnew STD cases, an increase of $3.3 million in group life business due to increased retentions and exit from the medical stop-loss business, further described in Note 3; (ii) a decrease of $1.1$1.0 million in the Individual life, annuityLTD line, and other segment; partially offset by (iii)$3.7 million in reductions on DBL reserves primarily due to lower premium volume and premium refund reserve adjustments; and (ii) an increase of $3.2$8.7 million in the Specialty Health segment primarily due to an increase of $3.8$18.4 million in the small group major medical line of business due to favorable development of this line in 2016 with no comparable amount in 2017, and increases of $8.6 million, $6.3 million and $1.3 million in the benefits andpet claims of fixed indemnity limited benefit, short term medical and pet lines of business, respectively, due to increases in volume, partially offset by a $9.4 million decrease in benefits, claims and reserves related to the run-off of the occupational accident line of business and decreases of  $4.6 million and $2.6 million in the dental  and international lines, respectively, due to lower premiums; and (iv) an increase of $0.6 million in benefits, claims and reserves in the Group disability, life, annuities and DBL segment, primarily due to growth in this line partially offset by improved experience in the DBL line.



Selling, General and Administrative Expenses

Total selling, general and administrative expenses increased $24.9 million over the comparable period in 2016. The increase is primarily attributable to: (i) a $21.5 million increase in the Specialty Health segment primarily due to administrative and commission expenses associated with the increasedon higher premium volume in the short term medical and fixed indemnity limited benefit lines, and agency expenses from PetPartners with no comparable expenses in the prior year, partially offset by a decrease in administrative expenses in 2017 from Accident Insurance Services, Inc., our primary producer of Occupational Accident line of business, which was sold in the third quarter of 2016; (ii) an increase of $3.6 million in the Medical Stop-Loss segment primarily due to a credit in premium taxes in 2016 with no comparable amount for 2017;  (iii) an increase of $2.5 million in the Group disability, life, annuities and DBL segment due principally to higher general expenses on increased volume; partially offset by (iv) a decrease of $1.5 million in the Individual life, annuity and other segment largely due to lower amortization of deferred costs and general expenses from business in run-off; (v) a decrease of $1.2 million in Corporate due to a decrease in audit and consulting fees.  

Income Taxes

The effective tax (benefit) rate was (48.7)% in 2017 compared to 29.8% for the same period in 2016. The Company has completed its accounting for the impact of the Tax Act as of December 31, 2017 and recorded a deferred income tax expense of $9.4 million due to the re-measurement of deferred tax assets, liabilities and related valuation allowance. Also in 2017, the Company wound down the operations and dissolved a subsidiary recognizing an estimated $11.6 million income tax benefit on a worthless stock deduction of $33.1 million, representing the Company’s tax basis on its unrecovered investment in that subsidiary. In addition, the Company recorded a $20.3 million credit to federal income taxes in 2017 as a result of the reduction in AMIC’s valuation allowance for increased income projections and associated utilization of Federal net operating loss carryforwards.  AMIC’s valuation allowance was due to the probability that AMIC might not be able to fully utilize its prior tax year federal net operating loss carryforwards ("NOLs"). Income taxes for the year ended December 31, 2016, also include an income tax benefitdecreases of $3.9 million in group gap on a worthless stock deduction of $11.2lower loss ratios and favorable prior year loss development, $3.4 million representing the Company’s tax basis in its unrecovered investment in a subsidiary.

Excluding the impact of the Tax Act in 2017, the worthless stock deductions in both 2017 and 2016, and the reduction in the valuation allowance in 2017, the effective rate was significantly lower in 2017 due to: (i) a decrease in non-deductible expenses in 2017; (ii) tax benefits realized in 2017 upon the exercise and vesting of sharebased compensation awards with no comparable amounts in 2016; and (iii) a decrease in state taxes as a percentage of income.



Results of Operations for the Year Ended December 31, 2016 Compared to the Year Ended December 31, 2015

Information by business segment for the periods indicated is as follows (in thousands):

Insurance

Benefits,

Selling,

Net

Fee and

Claims

General

December 31, 2016

Premiums

Investment

Other

and

and

Earned

Income

Income

Reserves

Administrative

Total

Medical Stop-Loss

$

12,070

$

1,700

$

11,844

$

10,427

$

(1,546)

$

16,733 

Specialty Health

154,397

3,272

15,478

81,215

84,730 

7,202 

Group disability,

life and DBL

96,190

6,469

876

52,245

33,386 

17,904 

Individual life,

annuities and other

47

2,255

454

1,344

3,952 

(2,540)

Corporate

-

2,874

51

-

11,652 

(8,727)

Sub total

$

262,704

$

16,570

$

28,703

$

145,231

$

132,174 

30,572 

Net realized investment gains

4,502 

Net impairment losses recognized in earnings

(1,475)

Interest expense on debt

(1,534)

Income from continuing operations before income taxes

32,065 

Income taxes

9,555 

Income from continuing operations

$

22,510 

 

 

 

 

Insurance

 

 

 

 

 

 

Benefits,

Selling,

 

 

 

Net

Fee and

Claims

General

 

December 31, 2015

Premiums

Investment

Other

and

And

 

 

Earned

Income

Income

Reserves

Administrative

Total

 

 

 

 

 

 

 

Medical Stop-Loss

$

209,765 

$

4,374

$

- 

$

153,919 

$

41,392 

$

18,828  

Specialty Health

 

171,912 

 

1,813

 

12,187 

 

93,916 

 

85,506 

 

6,490  

Group disability,

 

 

 

 

 

 

 

 

 

 

 

 

 

life and DBL

 

85,953 

 

3,699

 

662 

 

47,646 

 

26,857 

 

15,811  

Individual life,

 

 

 

 

 

 

 

 

 

 

 

 

 

annuities and other

 

11,904 

 

7,146

 

8,069 

 

11,697 

 

15,544 

 

(122) 

Corporate

 

- 

 

205

 

- 

 

- 

 

8,342 

 

(8,137) 

Sub total

$

479,534 

$

17,237

$

20,918 

$

307,178 

$

177,641 

 

32,870  

 

 

 

Gain on sale of subsidiary to joint venture

 

9,940  

Net realized investment gains

 

3,094  

Net impairment losses recognized in earnings

 

(228) 

Interest expense on debt

 

(1,798) 

Income from continuing operations before income taxes

 

43,878  

Income taxes

 

15,904  

Income from continuing operations

$

27,974  

Premiums Earned

In 2016, premiums earned decreased $216.8 million over the comparable period of 2015. The decrease is primarily due to: (i) a decrease of $197.7 million in the Stop Loss segment as a result of the sale of Risk Solutions and exit from the medical stop-loss business, further described in Note 3; (ii) a decrease of $17.5 million in the Specialty Health segment principally as a result of a $26.8 million decrease in premiums from exiting the Major Medical line, a $11.9 million decrease in the fixed indemnity limited benefit line due to the cancellation of a distribution source,lower premium volume partially offset by higher loss ratios and a $1.4 million unfavorable change in prior year loss development, $.9 million decrease in international medical business premiums due to lower retention, partially offset by premium increases in the short-term medical, pet and occupational accident lines of business of $17.7 million, $4.7 million and $1.6 million, respectively,dental claims assumed as a result of higher volume;COVID-19 and (iii) a decrease of $11.8$1.0 million in the Individual life, annuities and other segment as a result of this business being in run-off; partially offset by (iv) a $10.2 million increase in earned premiums from the Group disability, life, annuities and DBL segment primarily due to increased volume and retention in the LTD and group term life lines and increased volume in DBL business.



Net Investment Income

Total net investment income decreased $0.7 million. The overall annualized investment yields for the year ended December 31, 2016 and 2015 were 2.7% and 2.8%, respectively. The overall decrease was primarily the result of a decrease in investment income on bonds, equities and short-term investments due to cash transferred out in the third quarter of 2015 in connection with a coinsurance and sale transaction, partially offset by cash received in connection with the sale of Risk Solutions in the first quarter of 2016. Additionally, income from partnerships was lower in 2016.

The annualized investment yields on bonds, equities and short-term investments were 2.9% and 2.8% for 2016 and 2015, respectively. IHC has approximately $168.7 million in highly rated shorter duration securities earning on average 1.5%. A portfolio that is shorter in duration enables us, if we deem prudent, the flexibility to reinvest in much higher yielding longer-term securities, which would significantly increase investment income.

Gain on Sale of Subsidiary to Joint Venture

In the third quarter of 2015, the Company finalized a joint venture with Ebix, Inc. in which IHC sold its wholly owned administrative subsidiary, IHC Health Solutions (now known as Ebix Health Administration Exchange, Inc.), in exchange for a 60% ownership interest in Ebix Health Exchange and $6.0 million in cash proceeds. The transaction resulted in a loss of control over the subsidiary (due to a lack of the majority of the voting interest on the Board of Managers) and therefore the subsidiary was deconsolidated from the Company’s financial statements. The Company recognized a net gain of $9.9 million, pre-tax, on the transaction (see Note 7). There was no comparable transaction in 2016.

Net Realized Investment Gains and Net Impairment Losses Recognized in Earnings

The Company had net realized investment gains of $4.5 million in 2016 compared to $3.1 million in 2015. These amounts include gains and losses from sales of fixed maturities and equity securities available-for-sale and other investments. Decisions to sell securities are based on management's ongoing evaluation of investment opportunities and economic and market conditions, thus creating fluctuations in gains and losses from period to period.

The Company recognized $1.5 million of other-than-temporary impairment losses on certain fixed maturities available-for-sale during 2016. The Company determined that it is more likely than not that we will sell the securities before recovery of their amortized cost basis. In 2015, the Company recognized $0.2 million of other-than-temporary impairment losses on equity securities available-for-sale due to the length of time and extent an equity security was below cost.

Fee Income and Other Income

Fee income increased $5.8 million in 2016compared to 2015 primarily due to increased fee income from the Specialty Health segment partially offset by decreased fees due to the partial sale and deconsolidation of a previously wholly owned third party administrator.

Other income increased $2.0 million. Other income in 2016 consists primarily of fees received in connection with the ceding of the Medical Stop Loss business; whereas, 2015 includes a gain recorded in connection with the ceding of individual life and annuity policies and sale of the related infrastructure.



Insurance Benefits, Claims and Reserves

In 2016, insurance benefits, claims and reserves decreased $161.9 million over the comparable period in 2015. The decrease is primarily attributable to: (i) a decrease of $143.5 million in the Medical Stop Loss segment primarily as a result of the sale of Risk Solutions and exit from the medical stop-loss business, further described in Note 3; (ii) a decrease of $12.7 million in the Specialty Health segment, primarily due to a decrease of $23.8 million in benefits, claims and reserves related to the run-off of the Major Medical business, a $3.5 million decrease due to lower volume in the fixedhealth modified indemnity business and a $2.1 million decrease due to lower retentionwhich is in the international line; partially offset by increases of $5.4 million in claims in the occupational accident lines due to higher claim activity and increases of $9.3 million and $2.3 million in the short term medical and pet, respectively, due to the increase in volume of both lines of business; and (iii) a decrease of $10.3 million in the Individual life, annuity and other segment, primarily as a result of business in run-off; partially offset by (iv) an increase of $4.6 million inbenefits, claims and reserves in the group disability, life, annuities and DBL segment, primarily due to increased retention and higher loss ratios on LTD lines.runoff.

 

Selling, General and Administrative Expenses

 

Total selling, general and administrative expenses decreased $45.5increased $30.8 million over the comparable period in 2015.2019. The decreaseincrease is primarily attributableprincipally due to: (i) a decreasean increase of $42.9 million in the Medical Stop Loss segment primarily as a result of the sale of Risk Solutions and exit from the medical stop-loss business, further described in Note 3, (ii) a decrease of $0.8$25.1 million in the Specialty Health segmentline of business primarily due to decreasedincreases in commissions, administrative fees and other general expenses in the STM and pet lines of business from increased premium volume, in addition to increased lead generation expenses for our senior call center, compensation and system development related expenses in our marketing and administrative companies, including the run-off$3.7 million of Major Medicalexpenses paid for compliance with the MCE related to our STM, limited benefit and lower volume of fixed indemnity business,limited benefit products, partially offset by an increasedecreases in commission and administrative expenses duerelated to increaseddecreased volume in the short term medicalfixed indemnity limited benefit line; and (iii) a decrease(ii) an increase of $11.6$8.5 million in the Individual life, annuity and other segment largely due to a decrease in amortization of deferred acquisition costs as a result of ceding life and annuity policies in 2015 and lower general expenses from business in run-off; partially offset by (iv) an increase of $6.5 million in the groupGroup disability, life, annuitiesDBL and DBLPFL segment primarily due to increased commission expenses and other general expenses on PFL, group term life and STD/LTD lines of business on increased premium volume; partially offset by (iii) a decrease of $2.7 million in the LTD line as a result of volume; and (v) an increase of $3.3 million in Corporate principally from increasedsegment primarily due to compensation costs in addition to higher audit and consulting fees in 2016.  related expenses.  

 

Income Taxes

 

The effective tax rate was 29.8%36.0% in 20162020 compared to 36.2% for49.9% in 2019. Differences between the same period in 2015. The lower effectiveFederal statutory income tax rate and the Company’s effective income tax rate for 2020 is primarily duea result of: (i) the reduction of estimated tax benefits of $4.5 million from the expected utilization of AMIC’s net operating loss carryforwards that either expired in 2020 or are expiring in 2021; (ii) certain non-deductible expenses recorded in connection with the RSA on the MCE discussed in Note 16; reduced by (iii) state and local income tax benefits associated with non-insurance operations; and (iv) the benefit of capital losses attributable to the liquidationsale of a subsidiary in 2016 that resulted2020. The difference between the Federal statutory income tax rate and the Company’s effective income tax rate in 2019 is primarily a result of the reduction of estimated tax benefits of approximately $3.9$7.9 million recognizedfrom the reduction in expected utilization of AMIC’s net operating loss carryforwards that were expiring in 2020 and 2021.



In both years, the reduction in estimated tax benefits from the expected utilization of AMIC’s net operating loss carryforwards is largely due to the reorganization of the Specialty Health segment into specialty health and pet divisions, and the expansion of our D2C and tech-enabled operations, which reduced income for IHC’s unrecovered investmenteach of the current years and has caused us to reduce our income expectations over the remaining period that AMIC’s net operating loss carryforwards are available to offset income.  Accordingly, this necessitated an increase in that subsidiary.our valuation allowance in both 2020 and 2019 to reflect our new expectations of reduced tax benefits from AMIC’s net operating loss carryforward.

 

 





LIQUIDITY

 

Insurance Group

 

The Insurance Group normally provides cash flow from: (i) operations; (ii) the receipt of scheduled principal payments on its portfolio of fixed maturities; and (iii) earnings on investments. Such cash flow is partially used to fund liabilities for insurance policy benefits. These liabilities represent long-term and short-term obligations.

 

Corporate

 

Corporate derives its funds principally from: (i) dividends from the Insurance Group; (ii) management fees from its subsidiaries; and (iii) investment income from Corporate liquidity. Regulatory constraints historically have not affected the Company's consolidated liquidity, although state insurance laws have provisions relating to the ability of the parent company to use cash generated by the Insurance Group. The Insurance Group declared and paid $18.0 million, $18.4cash dividends of $23.5 million and $10.6$30.0 million of cash dividends to Corporate in 2017, 20162020 and 2015,2019, respectively.

 

Corporate utilizes cash primarily for the payment of general overhead expenses, common stock dividends, and common stock repurchases.

 

Cash Flows

 

The Company had $26.5$74.8 million and $22.0$24.6 million of cash, and cash equivalents and restricted cash as of December 31, 20172020 and 2016,2019, respectively.

 

OperatingIn 2020, operating activities provided $28.6$51.4 million of cash. Investmentcash, investment activities provided $27.6$13.1 million of cash, primarily the result offor net sales of investment securities partially offset by $12.3net of $13.7 million net cash outflow to acquire PetPartners.utilized for business acquisitions. Financing activities utilized $51.7$14.4 million of cash, of which $46.4$7.5 million was utilized for treasury share purchases.stock purchases and $6.2 million for dividend payments.

 

The Company repurchased 2,289,502On April 24, 2020, IHC commenced a tender offer to purchase up to 1 million shares of its common stock. Of that amount, 703,000stock at a price per share of $27.00, net, to the seller in cash. On May 21, 2020, at the close of business, the offer expired and the Company accepted for purchase 36,377 shares were repurchased in private transactionsof its common stock at $27.00 per share, for an aggregate costpurchase price of $14.0 million; 1,385,118 shares were repurchased for an aggregate cost of $27.7 million pursuant to the terms of a tender offer; and the remaining shares were repurchased in the open market..$1.0 million. The tender offer was fully funded through corporate liquidity.

 

AtThe Company had $377.3 million of liabilities for future policy benefits and policy benefits and claims as of December 31, 2017, the Company had $544.1 million of insurance liabilities2020 that it expects to ultimately pay out of current assets and cash flows from future business. If necessary, the Company could utilize the cash received from maturities and repayments of its fixed maturity investments if the timing of claim payments associated with the Company's insurance resources does not coincide with future cash flows. For the year ended December 31, 2017,In 2020, cash received from the maturities and other repayments of fixed maturities was $28.4$133.7 million.



The Company believes it has sufficient cash to meet its currently anticipated business requirements over the next twelve months including working capital requirements and capital investments.

There were no material negative impacts on the Company’s cash flows or liquidity with regards to COVID-19 during 2020. Depending on the length and severity of the outbreak, it is possible that cash flows may be negatively impacted due to increased claim activity as a result of mandated testing and treatment coverage, as well as delayed policy payments or an increase in cancelled policies due to non- payment in the future.

 

 

BALANCE SHEET

 

The Company had receivables from reinsurers of $380.6$357.2 million at December 31, 20172020 compared to $440.3$363.0 million at December 31, 2016.2019. All of such reinsurance receivables are from highly rated companies or are adequately secured. No allowance for doubtful accounts was necessary at December 31, 2017. 2020.

 

The $5.0$10.1 million decreaseincrease in IHC’s stockholders' equity in 20172020 is primarily due to $46.5 million of treasury stock purchases, $2.4 million in common stock dividends declared and $1.3 million related to share-based compensation, partially offset by $42.0$18.9 million of net income attributable to IHC and $3.2$3.0 million of other comprehensive income attributable to IHC.IHC reduced by $6.5 million of common stock dividends declared and $7.5 million for treasury stock purchases.

 

Asset Quality and Investment Impairments

 

The nature and quality of insurance company investments must comply with all applicable statutes and regulations, which have been promulgated primarily for the protection of policyholders. Although the Company'sThe Company has gross unrealized gains of $8.3 million and gross unrealized losses of $3.0 million on its fixed maturities available-for-sale securities totaled $7.4 million at December 31, 2017, 100%2020. All of the Company’s fixed maturities were investment grade and continue to be rated on average AA. The Company marks all of its fixed maturities available-for-sale securities to fair value through accumulated other comprehensive income or loss. These investments tend to carry less default risk and, therefore, lower interest rates than other types of fixed maturity investments. The Company doesdid not have any non-performing fixed maturity investmentsmaturities at December 31, 2017. 2020.



Certain fixed maturities, primarily municipal obligations, in our investment portfolio are insured by financial guaranty insurance companies. The insurance, however, does not enhance the credit ratings on these securities. The following table summarizes the credit quality of our fixed maturity portfolio, as rated, at December 31, 2017:2020:

 

 

 

Bond Ratings

As Rated

 

 

AAA

12.9%16.5%

AA   

59.1%

A

25.3%20.5%

BBB

2.7%3.4%

 

 

Total Investment Grade

100.0%99.5%

 

 

BB

0.5%

Total Fixed Maturities

100.0%

 

Changes in interest rates, credit spreads, and investment quality ratings may cause the market value of the Company’s investments to fluctuate.  The Company does not have the intent to sell nor is it more



likely than not that the Company will have to sell debt securities in unrealized loss positions that are not other-than-temporarily impaired before recovery.  In the event that the Company’s liquidity needs require the sale of fixed maturity securities in unfavorable interest rate, liquidity or credit spread environments, the Company may realize investment losses.

 

The Company reviews its investments regularly and monitors its investments continually for impairments, as discussed in Note 1(F) (iv)1(G) (v) of the Notes to Consolidated Financial Statements in Item 8 of this report. The Company did not record any other-than-temporary impairment losses in 2017. The2020. In 2019, the Company recognized $1.5$.6 million of other-than-temporary impairment losses on certain fixed maturities available-for-sale during 2016. Theavailable for sale, as the Company determined that it was more likely than not that we willthe company would sell the securities before the recovery of their amortized cost basis. At December 31, 2017, there were no

The following table summarizes the carrying value of securities with fair values less than 80% of their amortized cost.cost at December 31, 2020 by the length of time the fair values of those securities were below 80% of their amortized cost (in thousands):

 

 

 

 

 

Greater than

 

Greater than

 

 

 

 

 

 

 

 

3 months,

 

6 months,

 

 

 

 

 

 

Less than

 

less than

 

less than

 

Greater than

 

 

 

 

3 months

 

6 months

 

12 months

 

12 months

 

Total

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

$

-

$

-

$

1,237

$

-

$

1,237

 

 

 

 

 

 

 

 

 

 

 

The unrealized losses on allfixed maturities available-for-sale securities have beenwere evaluated in accordance with the Company's impairment policy and were determined to be temporary in nature at December 31, 2017.2020. From time to time, as warranted, the Company may employ investment strategies to mitigate interest rate and other market exposures. Further deterioration in credit quality of the companies backing the securities, further deterioration in the condition of the financial services industry, imbalances in liquidity that exist in the marketplace, a worsening of the current economic recession, or declines in real estate values may further affect the fair value of these securities and increase the potential that certain unrealized losses be designated as other-than-temporary in future periods andwhich may cause the Company mayto incur additional write-downs.



Goodwill

 

Goodwill represents the excess of the amount we paid to acquire subsidiaries and other businesses over the fair value of their net assets at the date of acquisition.  The Company tests goodwill for impairment at least annually and between annual tests if an event or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. Goodwill is considered impaired when the carrying amount of goodwill exceeds its implied fair value.

 

All goodwill carrying amounts are evaluated for impairment at the reporting unit level which is equivalent to an operating segment.segment or one level below an operating segment, referred to as a component. Goodwill was allocated to each reporting unit or operating segment at the time of acquisition.  At December 31, 2017,2020, total goodwill was $50.7$74.9 million, all of which $70.7 million was attributable to the Specialty Health segment and $4.2 million was attributable to the Group component of the Group disability, life, DBL and PFL segment.

 

Based upon the goodwill impairment testing performed at December 31, 2017,2020, the fair value of each reporting unit exceeded its carrying value and no impairment charge was required.  Fair valueThe Specialty Health operating segment exceeded carryingfair value by more thanapproximately 5%. The Group Component exceeded fair value by at least 10% in the Specialty Health segment.  .  

 

In determining the fair value of each reporting unit, we used an income approach, applying a discounted cash flow method that included a residual value.  Based on historical experience, we made assumptions as to: (i) expected future performance and future economic conditions, (ii) projected operating



earnings, (iii) projected new and renewal business as well as profit margins on such business, and (iv) a discount rate that incorporated an appropriate risk level for the reporting unit.  

 

Management uses a significant amount of judgment in estimating the fair value of the Company’s reporting units.  The key assumptions underlying the fair value process are subject to uncertainty and change.  The following represent some of the potential risks that could impact these assumptions and the related expected future cash flows: (i) increased competition; (ii) an adverse change in the insurance industry and overall business climate; (iii) changes in state and federal regulations; (iv) rating agency downgrades of our insurance companies; and (v) a sustained and significant decrease in our share price and market capitalization.  Our

At December 31, 2020, our market capitalization as of December 31, 2017 was belowabove the sum of our reporting units’ fair values. As a result,However, if in the Company assessed the factors contributingfuture we were to the performance of IHC stock in 2017, and concluded that the market capitalization does not represent the fair value of the Company.  The Company noted several factors that have led to a difference between the market capitalization and the fair value of the Company, including (i) the Company’s stock is thinly traded and a sale of even a small number of shares can have a large percentage impact on the price of the stock, (ii) Geneve Corporation and insiders own approximately 67% of the outstanding shares, which has had a significant adverse impact on the number of shares available for sale and therefore the trading potential of IHC stock, and (iii) lack of analyst coverage of the Company. If we experience a sustained decline in our results of operations and cash flows, or other indicators of impairment exist,become known, we may incur a material non-cash charge to earnings relating to impairment of our goodwill, which could have a material adverse effect on our results.



Liability for Policy Benefits and Claims

 

The following table summarizes the prior year net favorable amount of policy benefits and claims incurred in 20172020 according to the year in which it relates, together with the opening balances of the corresponding liability for policy benefits and claims (net of reinsurance recoverable) (in thousands):

 

 

Policy Benefits and Claims

 

Prior Year Amount

 

 

at January 1, 20172020

 

 

Incurred in 20172020

 

 

 

 

 

 

20162019

$

71,13680,803 

 

$

(2,691)(13,894) 

20152018

 

20,47512,539 

 

 

(5,930)(571) 

20142017

 

6,9514,601 

 

 

(311)(116) 

20132016 and Prior

 

31,69829,866 

 

 

924 1,849  

 

 

 

 

 

 

    Total

$

130,260127,809 

 

$

(8,008)(12,732) 

 

The following sections describe, for each segment, the unfavorable (favorable) development in the liability for policy benefits and claims experienced in 2017,2020, together with the key assumptions and changes therein affecting the reserve estimates.

 

Specialty Health

 

The Specialty Health segment had a net unfavorablefavorable development of $1.4$4.3 million related to prior years. The Company experienced net unfavorable developmentsyears primarily from: (i) $1.4 million of $2.2 millionfavorable development in STM business due to paid claim activity below anticipated levels as medical investigations were completed and as the STM line andreliability of claim payment patterns at a newer claim administrator emerged; (ii) $1.5 million of favorable development in our occupational accident business. Due to a system conversion there was a claim processing and inventory backlog atwith $.7 million due from the end of 2016 and as that backlog and those processing issues were resolved it revealed a much more favorable dental and vision block of experience than what was expected.  The short-term medical line of business also had a processing and backlog issue, however, as the inventory was paid down the block experienced a worse development than what was expected revealing higher trend levels than expected. Some pricing changes and reserve strengthening has occurred on the STM block prior to this year-end.  The occupational accident  line of business has some low frequencyin run-off and high severity components to it and we had a few rather large claims develop during the year.  Since this is a small product for us that was not performing well, the Company has since sold the principal agency that produced this occupational accident business and discontinued risk exposure$.8 million due to the rather high severity featuresfavorable development within the active block of the product. These developments werebusiness; and (iii) favorable development in other lines of Specialty Health business; partially offset by (iv) $1.3 million of unfavorable development in the Fixed Indemnity Limited Benefit line due to higher than expected claim severity on a small number of older policies.

DBL and PFL

DBL and PFL business has net favorable development of $1.1$3.7 million is primarily due to $2.4 million of favorable adjustments to prior year DBL premium refund reserves, in dental business.addition to better than expected DBL claims experience.



With respect to DBL, the liability for policy benefits and claims for the most recent quarter of earned premium is established using a Net Loss Ratio methodology.  The Net Loss Ratio is determined by applying the pricing assumptions to the last quarter of earned premium.  Policy benefits and claims associated with the premium earned prior to the last quarter are established using a completion factor methodology. The completion factors are developed using the historical payment patterns for DBL.

 

Group Disability

 

The Group Disability segment had a net favorable development of $3.7$1.7 million Favorable development is primarily relateddue to $2.1 milliona reduction in the number of DBL benefits andopen claims and $1.1 milliona reduction in the severity of new claims, specifically, new claims in the LTD benefitsline, partially offset by an increase in the overall frequency and severity of claims experience primarily related toin the 2015 business.STD line.  

Due to the long-term nature of LTD, in establishing the liability for policy benefits and claims, the Company must make estimates for case reserves, IBNR, and reserves for Loss Adjustment Expenses (“LAE”).  Case reserves generally equal the actuarial present value of the liability for future benefits to be paid on claims incurred as of the balance sheet date. The IBNR reserve is established based upon historical trends of existing incurred claims that were reported after the balance sheet date. The LAE reserve is calculated based on an actuarial expense study.  Since the LTD block of policies is relatively small, with the potential for very large claims on individual policies, results can vary from year to year. If a small number of claimants with large claim reserves were to recover or several very large claims were incurred, the results could distort the Company’s policy benefits and claims estimates from year to year. With respect to DBL, the liability for policy benefits and claims for the most recent quarter of earned premium is established using a Net Loss Ratio methodology.  The Net Loss Ratio is determined by applying the completed prior four quarters of historical Net Loss Ratios to the last quarter of earned premium.  Policy



benefits and claims associated with the premium earned prior to the last quarter are established using a completion factor methodology. The completion factors are developed using the historical payment patterns for DBL.  The favorable DBL development is due to lower than anticipated claims, in addition, the Company establishes a reserve for a potential premium refund for better than mandated experience which was not required to be paid in 2017.

Medical Stop-Loss

 

The Company experienced a net favorable development of $2.6 million related to the Medical Stop-Loss segment. Our Medical Stop-Loss business is currently in run-off.

Individual Life, Annuities and Other

 

All other lines, primarily life and other individual health products and including our medical stop-loss business in run-off, experienced favorable development of $3.1$3.3 million. The favorable development in life reserves is partially dueprimarily related to a decrease in Paid Up Life (“PUL”) and additional reserves within the group term life line of business.  The PUL change wasbusiness due to a decreasecontinued improvements in the number of eligible members and a decrease in the number of groups with the PUL benefit.  Additionally, the Ordinary line of business had a pre-reinsurance true-up and released the remaining pre-reinsurance IBNR reserves. experience.

.

CAPITAL RESOURCES

 

Due to its strong capital ratios, broad licensing and excellent asset quality and credit-worthiness, the Insurance Group remains well positioned to increase or diversify its current activities. It is anticipated that future acquisitions or other expansion of operations will be funded internally from existing capital and surplus and parent company liquidity. In the event additional funds are required, it is expected that they would be borrowed or raised in the public or private capital markets to the extent determined to be necessary or desirable. The Company has no long-term debt outstanding at December 31, 20172020 or 2016. See Note 11 of the Notes to Consolidated Financial Statements in Item 8 of this report.2019.

 

IHC enters into a variety of contractual obligations with third parties in the ordinary course of its operations, including liabilities for insurance reserves, funds on deposit, debt and operating lease obligations.  However, IHC does not believe that its cash flow requirements can be fully assessed based solely upon an analysis of these obligations.  Future cash outflows, whether they are contractual obligations or not, also will vary based upon IHC’s future needs.  Although some outflows are fixed, others depend on future events.

The chart below reflects the maturity distribution of IHC’s contractual obligations at December 31, 2017 (in thousands):  

Insurance

Funds

Policy

on

Leases

Benefits

Deposit

Total

2018

$

2,251

$

105,767

$

14,543

$

122,561

2019

1,953

35,031

13,981

50,965

2020

1,929

28,705

13,477

44,111

2021

1,460

26,055

12,993

40,508

2022

1,125

24,224

12,630

37,979

2023 and thereafter

195

138,326

75,913

214,434

Totals

$

8,913

$

358,108

$

143,537

$

510,558



OUTLOOK

 

For 2018,2021, the Company anticipates that it will:

 

·Continue to show significant increases in specialty health premiums (including STM, hospital indemnity, group limited medical and group gap and other supplemental health products, such as accident medical, gap and critical illness (“CI”) products).  Given the extremely high cost and high deductible nature of ACA-compliant plans, IHC has found an increasing demand for its STM and hospital indemnity, accident and critical illness plans as either an alternative to ACA-compliant plans or in order to provide affordable ways for insureds to finance high deductibles and co-pays. We have found that consumers who do not receive significant subsidies for ACA-compliant plans are worried about how they will pay for deductible and co-paysinvest in the event they are hospitalized are attracted to hospital indemnity, accident and CI products.   Consumers who are looking for coverage that also covers out-patient services are typically more interested in purchasing STM plans and often combine it with one or moregrowth of our HIP and/or gap plans.  IHC continuedpet division, which will have underwritten $112 million of premium (approximately 200,000 dogs and cats) as of December 31, 2020, which is a compound annual growth rate of 48% from 2018 to sell record numbers of STM policies in 2017 despite the federal government imposing a restriction on duration of these policies to 90 days.  In February 2018, three federal agencies issued a proposed rule that would reverse such executive order and return to the states the ability to determine the duration of STM in each state.  Assuming the proposed rule is enacted, the Company believes the demand for STM will increase.  The Company further believes that these packages (which combine STM with other benefits such as hospital indemnity, accident and critical illness, telemedicine and dental plans) will also become much more attractive once the duration of our STM products is increased to 364 days, subject to state law. In anticipation of this growth we have begun to make material enhancements to our systems and infrastructure. For all the preceding reasons, we believe that we will continue in 2018 the solid sales growth we experienced in 2017.

Continue to increase IHC’s emphasis on lead generation for its direct-to-consumer and career advisor distribution initiatives, as well as expanding our controlled sales through our call center, career model and transactional websites: HealtheDeals.com, PetPlace.com, akcpetinsurance, AspiraAmas and HealthInsurance.org.

Expand sales of our specialty health products as a result of private-label and white-label distribution arrangements with large national partners and our equity investments in two call center agencies and a worksite marketing company.2020. We expect to continue significant growth in 2021, in particular from our PetPartners distribution channels. The following are highlights of our pet initiatives: 

·PetPartners (through its domain www.akcpetinsurance.com) has expanded its relationship with eHealththe AKC through extension of their multi-year exclusive license and a multi-year marketing agreement with respect to sell packagesmedia outlets owned by the AKC.  This relationship provides PetPartners with unique access to AKC breeders, registrants and consumers of specialty health products.various AKC media channels, with a particular focus on educating new pet registrants as  



to the need for pet insurance.

·Pet insurance has now become a highly requested employee benefit, which has led us to make it available through worksite marketing. Independence American Insurance Company has begun filing the first group pet insurance policy designed for the worksite and employer markets. United Healthcare and MetLife, Inc. (“MetLife”) (both of which currently access Independence American Insurance Company as their underwriter), and Aflac, have all announced that they will be marketing pet insurance in the worksite market. We currently have agreements in place, or are negotiating, with several insurers interested in co-branding the new Independence American Insurance Company pet product for sales to existing groups and through proven affinity distribution relationships. In order to prepare for this potentially material growth, we are making significant investments in our pet operations, technology and infrastructure to handle the expected volume, including enhancing automation of claims and customer services. 

·Independence American Insurance Company will continue to act as underwriter for three well-known companies: MetLife, FIGO and Pets Best.  

·We will also accelerate the generation of non-risk revenue through the pet division’s newest brand asset, TailTrax, an all-inclusive subscription-based app with Tele-Vet and other high-touch engagement features.  This app will be available without charge to insureds of PetPartners.  In addition, we will begin in 2021 to generate advertising and lead revenues from Petplace.com, which is one of the leading sites for veterinarian-curated pet information with one million visitors per month. 

 

·Invest both our capital and efforts in continuing to develop a fully integrated D2C division, which will generate leads, fully service consumers on-line via automated sales platforms, service consumers both by phone and in-person with licensed agents providing products underwritten by IHC’s carriers as well as other nationally recognized insurers, and manage the consumer relationship and journey via retention and customer service teams and technology.  

·Expand in-house capabilities through the “MarTech” acquisition we made in April, which will accelerate proprietary lead generation and direct to consumer growth.  We have rapidly expanded our portfolio of consumer touchpoints across all of our distribution channels, including web domains (www.healthinsurance.org, www.medicareresources.org, www.healthedeals.com, www.marigoldmedicare.com, www.petplace.com, www.petpartners.com, www.akcpetinsurance.com, and www.mypetinsurance.com), call centers, field agents, and social media.  This should improve our cost of sale by: (i) harnessing an in-house marketing team to drive media efficiency and effectiveness, (ii) deploying data science and artificial intelligence to improve lead quality and intent; and (iii) leveraging a proprietary lead marketplace to salvage unused leads and recoup costs. 

·Continue to diversifybuild on the distributionknowledge and administrationexperience we’ve gained in the very large market for senior products by selling Medicare products underwritten by leading national insurance companies. These companies include United Healthcare, Aetna, Humana, Anthem and others. We have invested a considerable amount of capital entering this market, and with an estimated 10,000 people aging into Medicare every day, there is a significant opportunity to build a formidable footprint in this space. We have enhanced our pet insuranceSalesForce customer relations management platform, as well as our producer licensing, and consumer and web-based enrollment systems. We continue to build our MarTech infrastructure by developing new brands, acquiring and developing vast data assets, via automated remarketing efforts, and with advanced data analytics, all intended to allow us to generate a significant volume of high-intent consumer leads. In conjunction with continuously increasing our proficiency in efficiently generating leads, we will continue to train additional senior-focused customer care center agents for future enrollment periods. We currently have 38 licensed agents focused exclusively in the Medicare related product space, and expect this number to see a meaningful increase during enrollment  



periods. As a result of COVID-19, our agents are currently deployed in a work-from-home model, and although we do expect a majority of our agents to return to our physical call centers when possible, we believe that the acquisition of Pet Partners Inc.work-from-home model has proven to be both safe and several new distribution relationships thatreliable, and we expect to beginbe able to hire experienced agents that will work within that model moving forward. This allowed us to recruit talent outside of the geographic confines of our three physical call center locations (Tampa, FL; Milwaukee, WI; St Louis Park, MN), and will help to further accelerate what we believe will be meaningful growth in this line of business.  In addition, Independence American Insurance Company has launched its Medicare Supplement product in twenty-nine states, although we do not anticipate substantial sales in the next Annual Enrollment Period (“AEP”) as agents are primarily focused on selling through in 2018.Medicare Advantage at this time.  

 

·Increasingly emphasize sales by IHC Agencies of policies underwritten by non-affiliated carriers, including small group stop-loss, ACA plans and Medicare Advantage and Medicare Supplement plans; for which, they will receive commissions and fees for selling these products and will not bear any of the insurance risk. When they sell products for these other carriers, the IHC Agencies will record revenue based on estimated constrained LTV representing the expected commissions to be received over the lifetime of the policies sold. As these products generally renew for multiple years, and the IHC Agencies do not have any future performance obligations with regards to the renewal process, they will record revenue at the time of sale based on our expected policy duration.  Therefore, due to the change in focus to sales of unaffiliated carrier products in 2020, particularly during AEP, we experienced an increase in commission revenues in the fourth quarter of 2020 and we expect to continue to focus on sales from unaffiliated carriers in the coming year. When we do sell our products instead of ACA, we are focusing on our “cover me to open enrollment” Short-Term Medical product, which provides coverage from the day of sale to January 1st of the following year.  This allows insureds the option of moving to an ACA plan during an open enrollment period without having to pay for days of coverage they don’t need.  

·Grow the number of agents using our wholly owned Web Broker, INSX Cloud, to do individual ACA enrollments. When agents utilize the INSX Cloud for enrollments we earn fee income and commission. Additionally, we have specialty health plans on the site that can be enrolled at the same time as the ACA plans which earn underwriting profit for IHC carriers and in certain instances a commission override for the agency. 

·Continue to increase our DBL/PFL premiums. Effective January 1, 2018, Standard Security Life began selling a new PFL rider (“Paid Family Leave” or “PFL”) as part of our New York DBL policies in 2018.policies.  This is a result of New York State requiring employers to provide PFL, which would cover job-protected paid leave to care for a new child or sick family member or to assist when someone is called to active military service.  Standard Security Life anticipates thatThe NYSDFS increased the implementation of this coverage will more than double our current $30 million DBL block. The ratesPFL premium rate by 76% for PFL are set by New York State2020, and as this is a new product, with no historical experience, there is no certainty as to the adequacy offurther increased the rate and therefore underwriting profitability.by 89% for 2021. 

 

·ExperienceAchieve increases in both long-term and short-term disability premiums in 2018 generated from new distribution relationships. 

 

·Accomplish increases in life and disability premium by developing additional strategic functional and distribution partnerships, broaden worksite portfolio, and enhance Business to Business and Business to Consumer website functionality. 

·Continue to evaluate strategic transactions. We plan to continue to deploy some of our cash to make additional investments and acquisitions that will continue to bolster existing or new lines of business.  



·Continue to focus on administrative efficiencies. 

 

·Continue to monitor the COVID-19 outbreak as it evolves. The duration of COVID-19 and its potential effects on our business cannot be certain, we currently cannot predict if there will be a material impact  



On March 31, 2016, IHCto our business, results of operations or financial condition in 2021. During these unprecedented times of uncertainty and high unemployment surrounding the COVID-19 pandemic, we have fully transitioned our existing sales teams to work from home. Our customer facing agents have transitioned to a subsidiaryfull-time work at home model, and although we have implemented enhanced technology solutions, sales may be impacted as COVID-19 continues to develop.

We are well positioned for changes to the healthcare market brought by the Biden Administration. It is expected that the administration will work to expand the ACA by increasing the availability of AMIC soldAdvance Premium Tax Credits (a.k.a. subsidies) to more Americans and by lowering the stock of Risk Solutions.  In addition, undercost paid by many consumers by increasing subsidy amounts. The expectation that the purchase and sale agreement, allBiden Administration will be more favorable to the individual ACA market is expected to encourage more issuers to enter the market.

Our agencies, including My1HR, will be able to take advantage of the in-force stop-loss business of Standard Security Lifeexpected growth in this market. The agencies are contracted with many ACA carriers and Independence American produced by Risk Solutions was co-insured by Westportcan quickly scale to add additional issuers. My1HR should see increased revenue as of January 1, 2016.  The aggregate purchase price was $152.5 millionmore agents engage in cash, subject to adjustments and settlements.  This transaction resultedthe ACA market. We also are investing in a gain of $100.8 millionplatform designed to administer Individual Coverage Health Reimbursement Arrangements (“ICHRAs”), a funding mechanism that allows employers to pay for the year ended December 31, 2016, net of taxes and amounts attributable to noncontrolling interests.  their employee’s individual ACA plans with pre-tax dollars.

 

As a result of the sale of Risk Solutions, IHC remains highly liquid with excess capital; however, we have used some of this capital to make equity investments, retire debt and purchase IHC stock.  If the Specialty Health business were to grow exponentially as a result of the turmoil in the major medical markets, IHC may need to contribute additional capital to one or more of its carriers.  While the run-off of the Medical Stop-Loss line of business had a negative impact on future earnings in 2017, the growth in our other lines of business has offset this reduction in earnings.

Subject to making additional repurchases, acquisitions investments and capital contributions to support growth,investments, the Company will remain highly liquid in 2018 as a result of the continuing shorter duration of the investment portfolio. IHC has approximately $176.9 million in highly rated shorter duration securities earning on average 1.8%; our portfolio as a whole is rated, on average, AA. The lowshort duration of our portfolio enables us, if we deem prudent, the flexibility to reinvest in much higher yielding longer-term securities, which would significantly increase investment income in the future. A low duration portfolio such as ours also mitigates the adverse impact of potential inflation.  IHC will continue to monitor the financial markets and invest accordingly.

 

Our results depend on the adequacy of our product pricing, our underwriting, the accuracy of our reserving methodology, returns on our invested assets, and our ability to manage expenses.  We will also need to be diligent with increased rate review scrutiny to effect timely rate changes and will need to stay focused on the management of medical cost drivers asin the event medical trend levels cause margin pressures.  Factors affecting these items, as well as unemployment and global financial markets, may have a material adverse effect on our results of operations and financial condition.



ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT

MARKET RISK 

 

The Company manages interest rate risk by seeking to maintain an investment portfolio with a duration and average life that falls within the band of the duration and average life of the applicable liabilities. Options may be utilized to modify the duration and average life of such assets.Not required for smaller reporting companies.

 

The following summarizes the estimated pre-tax change in fair value (based upon hypothetical parallel shifts in the U.S. Treasury yield curve) of the fixed income portfolio (excluding redeemable preferred stocks) assuming immediate changes in interest rates at specified levels at December 31, 2017:

 

 

Change in Interest Rates

 

 

 

 

 

 

 

 

 

 

 

 

 

200 basis point rise

 

100 basis point rise

 

Base scenario

 

100 basis point decline

 

200 basis point decline

 

 

 

 

 

 

 

 

 

 

 

Corporate securities

$

135,053

$

140,589

$

146,447

$

152,612

$

159,173

CMO’s

 

6,080

 

6,367

 

6,677

 

7,018

 

7,391

U.S. Government obligations

 

82,100

 

83,590

 

85,114

 

86,680

 

88,280

Agency MBSs

 

13

 

13

 

14

 

13

 

13

GSEs

 

8,996

 

9,326

 

9,682

 

10,071

 

10,492

State & Political Subdivisions

 

159,308

 

169,386

 

179,643

 

189,919

 

200,410

Foreign governments

 

3,846

 

3,995

 

4,150

 

4,317

 

4,493

 

 

 

 

 

 

 

 

 

 

 

Total estimated fair value

$

395,396

$

413,266

$

431,727

$

450,630

$

470,252

 

 

 

 

 

 

 

 

 

 

 

Estimated change in value

$

(36,331)

$

(18,461)

 

 

$

18,903

$

38,525

 

 

 

 

 

 

 

 

 

 

 

The Company monitors its investment portfolio on a continuous basis and believes that the liquidity of the Insurance Group will not be adversely affected by its current investments. This monitoring includes the maintenance of an asset-liability model that matches current insurance liability cash flows with current investment cash flows. This is accomplished by first creating an insurance model of the Company's in-force policies using current assumptions on mortality, lapses and expenses. Then, current investments are assigned to specific insurance blocks in the model using appropriate prepayment schedules and future reinvestment patterns.

 

The results of the model specify whether the investments and their related cash flows can support the related current insurance cash flows. Additionally, various scenarios are developed changing interest rates and other related assumptions. These scenarios help evaluate the market risk due to changing interest rates in relation to the business of the Insurance Group.

In the Company's analysis of the asset-liability model, a 100 to 200 basis point change in interest rates on the Insurance Group's liabilities would not be expected to have a material adverse effect on the Company. With respect to its liabilities, if interest rates were to increase, the risk to the Company is that policies would be surrendered and assets would need to be sold. This is not a material exposure to the Company since a large portion of the Insurance Group's interest sensitive policies are burial policies that are not subject to the typical surrender patterns of other interest sensitive policies, and many of the Insurance Group's universal life and annuity policies were acquired from liquidated companies which tend to exhibit lower surrender rates than such policies of continuing companies. Additionally, there are charges to help offset the benefits being surrendered. If interest rates were to decrease substantially, the risk to the Company is that some of its investment assets would be subject to early redemption. This is not a material exposure because the Company would have additional unrealized gains in its investment portfolio to help offset the future reduction of investment income. With respect to its investments, the Company employs (from time to time as warranted) investment strategies to mitigate interest rate and other market exposures.



ITEM  8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 

 

See Index to Consolidated Financial Statements and Schedules on page 61.58.

 

ITEM  9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON  

ACCOUNTING AND FINANCIAL DISCLOSURE

 

On October 6, 2016, the registrant filed a Form 8-K stating that the registrant has engaged RSM US LLP as its principal accountant to replace its former principal accountant KPMG LLP, effective September 13, 2016.  The decision to change accountant was approved by the Audit Committee of the registrant.  Neither of the reports of the former principal accountants on the financial statements for the periods ending December 31, 2015 and December 31, 2014, respectively, and through the subsequent interim periods ending September 13, 2016, contained an adverse opinion nor disclaimer of opinion, nor was either qualified or modified as to uncertainty, audit scope, or accounting principles.  

During the audited period, there were no disagreements with the former principal accountant on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of the former accountant, would have caused the registrant to make reference to the subject matter in connection with this report.None.

 



ITEM 9A.CONTROLS AND PROCEDURES 

 

Management’s Report on Internal Control Over Financial Reporting

 

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting as such term is defined in the Securities Exchange Act of 1934 (“the Exchange Act”) Rule 13a-15(f). The Company’s internal controls are designed to provide reasonable assurance as to the reliability of its financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles.

 

Due to inherent limitations, internal control over financial reporting may not prevent or detect misstatement. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

 

On March 24, 2017, the Company acquired 85% of the stock of PetPartners, Inc. (“PetPartners”). Management excluded from its assessment of internal control over financial reporting PetPartners’ internal control over financial reporting. PetPartners constituted approximately 1.9% of total assets as of December 31, 2017, and approximately 1.4% of total revenues for the year ended December 31, 2017, which are included in the Company’s consolidated financial statements as of and for the year ended December 31, 2017. The Company will incorporate PetPartners into its assessment of internal control over financial reporting in 2018.

With the participation of the Chief Executive Officer (“CEO”) and the Chief Financial Officer (“CFO”), our management conducted an evaluation of the effectiveness of our internal control over financial reporting based on the criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, our management has concluded that our internal control over financial reporting was effective as of December 31, 2017.2020.

 

Remediation of Prior Year Material Weakness

We previously identified and disclosed in our Form 10-K for the years ended December 31, 2015 and 2016, a material weakness in our internal control over financial reporting as we did not maintain



adequate controls over the completeness and accuracy of our financial reporting for income taxes. Throughout fiscal years 2016 and 2017, we implemented changes to our processes to improve our internal control over financial reporting related to the controls over the accounting for income taxes. The following steps have been taken to remediate the conditions leading to the above stated material weakness: (i) strengthened existing tax resources by engaging independent tax consultants, and financial reporting staff attended training related to the design and operation of tax related financial reporting and corresponding internal controls; (ii) implemented enhanced risk assessment processes over accounting for income taxes, with a focus on tax accounting and disclosure for unusual and complex transactions; and (iii) improved existing and established new processes and controls to measure and record transactions related to tax accounting to enhance the effectiveness of the design and operation of those controls.

We will continue to focus on maintaining the system of internal controls that was developed and implemented over the last two years and make enhancements when and where necessary.

Evaluation of Disclosure Controls and Procedures

At the end of the period covered by this Annual Report on Form 10-K, we carried out an evaluation, under the supervision and with the participation of management, including the CEO and the CFO, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act). Based upon that evaluation, our CEO and CFO have concluded that our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act, as amended) were effective.

Changes in Internal Control Over Financial Reporting


Our management identified no change in our internal control over financial reporting that occurred during the fourth quarter ended December 31, 2017,2020, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting other than the remediation of the material weakness in our internal controls over financial reporting for income taxes as noted above.

 

ITEM 9B. OTHER INFORMATION 

 

None. 

 

 





PART III

 

ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE  

GOVERNANCE

 

The information required by this Item is hereby incorporated by reference from our definitive proxy statement relating to IHC’s 20182021 annual meeting of stockholders, which definitive proxy statement will be filed with the Securities and Exchange Commission (“SEC”).

 

Our written Code of Business Ethics and Corporate Code of Conduct may be found on our website, www.ihcgroup.com, under the Corporate Information / Corporate Governance tabs.  Both Codes apply to all of our directors, officers and employees, including our principal executive officer and our senior



financial officers.  Any amendment to or waiver from either of the Codes will be posted to the same location on our website, to the extent such disclosure is legally required.

 

ITEM 11.EXECUTIVE COMPENSATION 

 

The information required by this Item is hereby incorporated by reference from our definitive proxy statement relating to IHC’s 20182021 annual meeting of stockholders, which definitive proxy statement will be filed with the SEC.

 

ITEM 12.SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 

MANAGEMENT AND RELATED STOCKHOLDER MATTERS

 

The information required by this Item is hereby incorporated by reference from our definitive proxy statement relating to IHC’s 20182021 annual meeting of stockholders, which definitive proxy statement will be filed with the SEC.

 

ITEM 13.CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE 

 

The information required by this Item is hereby incorporated by reference from our definitive proxy statement relating to IHC’s 20182021 annual meeting of stockholders, which definitive proxy statement will be filed with the SEC.

 

ITEM 14.PRINCIPAL ACCOUNTING FEES AND SERVICES 

 

The information required by this Item is hereby incorporated by reference from our definitive proxy statement relating to IHC’s 20182021 annual meeting of stockholders, which definitive proxy statement will be filed with the SEC.

 

PART IV

 

ITEM 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES  

 

(a) (1) and (2)   

 

See Index to Consolidated Financial Statements and Schedules on page 61.58.

 

(a) (3) EXHIBITS              

 

See Exhibit Index on page 124.120.




SIGNATURES

 

Pursuant to the requirements of Section 13 or Section 15(d) 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, on March 26, 2017.16, 2021. 

 

INDEPENDENCE HOLDING COMPANY

REGISTRANT

 

By:/s/ Roy T. K. Thung 

Roy T.K. Thung

Chief Executive Officer

(Principal Executive Officer)

 

By:/s/ Teresa A. Herbert 

Teresa A. Herbert

Senior Vice President and Chief Financial Officer

(Principal Financial and Accounting Officer)

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated as of the 26th16th day of March, 2018.2021.

 

 

/s/ Larry R. Graber

/s/ Steven B. Lapin

Larry R. Graber

Steven B. Lapin

Director and Senior Vice President

Vice Chairman of the Board of Directors

 

 

/s/ Allan C. Kirkman

/s/ Ronald I. Simon

Allan C. Kirkman

Ronald I. Simon

Director

Director

 

 

/s/ John L. Lahey

/s/ James G. Tatum

John L. Lahey

James G. Tatum

Director

Director

 

 

/s/ Roy T.K. Thung

/s/ David T. Kettig

Roy T.K. Thung

David T. Kettig

Chairman of the Board of Directors and

Director, President and Chief Operating Officer

   Chief Executive Officer

 

(Principal Executive Officer)

 

 

 

/s/ Teresa A. Herbert

 

Teresa A. Herbert

 

Director, Senior Vice President and

 

   Chief Financial Officer

 

(Principal Financial and Accounting Officer)

 

 

 






INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

 

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES

 

 

 

 

PAGE

 

 

 

 

Reports of Independent Registered Public Accounting FirmsFirm

 

 

6259

 

 

 

 

CONSOLIDATED FINANCIAL STATEMENTS:

 

 

 

 

 

 

 

Consolidated Balance Sheets

 

 

6664

 

 

 

 

Consolidated Statements of Income

 

 

6765

 

 

 

 

Consolidated Statements of Comprehensive Income (Loss)

 

 

6866

 

 

 

 

Consolidated Statements of Changes in Stockholders' Equity

 

 

6967

 

 

 

 

Consolidated Statements of Cash Flows

 

 

7068

 

 

 

 

Notes to Consolidated Financial Statements

 

 

7169

 

 

 

 

SCHEDULES:*

 

 

 

 

 

 

 

Summary of Investments - Other Than Investments in Related Parties (Schedule I)

 

 

118114

 

 

 

 

Condensed Financial Information of Parent Company (Schedule II)

 

 

119115

 

 

 

 

 

Supplementary Insurance Information (Schedule III)

 

 

122118

 

 

 

 

Supplemental Schedule of Reinsurance (Schedule IV)

 

 

123119

 

 

 

 

 

 

*All other schedules have been omitted as they are not applicable or not required, or the information is included in the Consolidated Financial Statements or Notes thereto.










Report of Independent Registered Public Accounting Firm

 

The Board of Directors and Stockholders

Independence Holding Company:

Opinion on the Internal Control Over Financial Reporting

We have audited Independence Holding Company's (the Company) internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, changes in stockholders' equity and cash flows for the years then ended, and the related notes to the consolidated financial statements (collectively, the financial statements) of the Company and our report dated March 26, 2018 expressed an unqualified opinion.

As described inManagement’s Report on Internal Control Over Financial Reporting, management has excluded PetPartners, Inc. from its assessment of internal control over financial reporting as of December 31, 2017, because it was acquired by the Company in a purchase business combination in the first quarter of 2017. We have also excluded PetPartners, Inc. from our audit of internal control over financial reporting. PetPartners, Inc. is a majority owned subsidiary whose total assets and total revenue represent approximately 1.9% percent and 1.4% percent, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2017.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting in the accompanying Management’s Report of Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ RSM US LLP 

Jacksonville, Florida

March 26, 2018



Report of Independent Registered Public Accounting Firm

To the Stockholders and the Board of Directors of Independence Holding Company

 

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of Independence Holding Company and its subsidiaries (the Company) as of December 31, 20172020 and 2016,2019, the related consolidated statements of income, comprehensive income, changes in stockholders' equity and cash flows for the years then ended, and the related notes to the consolidated financial statements and schedules (collectively, the financial statements). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 20172020 and 2016,2019, and the results of its operations and its cash flows for the years then ended, in conformity with accounting principles generally accepted in the United States of America.

 

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, 2017,2020, based on criteria established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013, and our report dated March 26, 201816, 2021 expressed an unqualified opinion on the effectiveness of the Company's internal control over financial reporting.

As discussed in Note 3 to the financial statements, the Company sold Risk Solutions, LLC and accounted for the sale as discontinued operations. We audited the adjustments described in Note 3 that were applied to restate the 2015 financial statements. In our opinion, such adjustments are appropriate and have been properly applied.

 

Basis for Opinion

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

 

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

Policy benefits and claims and Future policy benefits

As described in Notes 1 and 12 to the consolidated financial statements, the Company maintains loss reserves to cover its estimated liability for unpaid losses and loss adjustment expenses for reported and unreported claims and liabilities related to insured events for the Company’s insurance contracts, which totaled $377 million as of December 31, 2020. These loss reserves are based on actuarial assumptions and



take into account many factors, including the economic and social conditions, frequency and severity of claims, medical trend resulting from the influences of underlying cost inflation, changes in utilization and demand for medical services, changes in doctrines of legal liability and damage awards in litigation. The Company primarily uses its own loss development experience, but will also supplement that with data from its outside actuaries, reinsurers and industry loss experience as warranted. For traditional life insurance products, the Company computes the liability for future policy benefits primarily using the net premium method based on anticipated investment yield, mortality, and withdrawals. These methods are widely used in the life insurance industry to estimate the liabilities for insurance reserves. Inherent in these calculations are management and actuarial judgments and estimates that could significantly impact the ending reserve liabilities.

We identified estimation of the reserve for policy benefits and claims and future policy benefits as a critical audit matter because auditing the matter required a high degree of auditor judgment and increased audit effort to evaluate management’s conclusions regarding the reasonableness of the assumptions and factors used in the calculation and presentation of insurance loss reserves.

Our audit procedures related to the estimation and reasonableness of the recorded insurance reserves included the following, among others:

·We obtained an understanding of the relevant controls over the Company’s claims process and the Company’s process for setting reserves for policy benefits and claims and future policy benefits on known reported and unreported claims of insured losses, including the completeness and accuracy of data used in the process, and tested such controls for design and operating effectiveness. 

·With the assistance of an actuarial specialist, we evaluated the reasonableness of the methodology, assumptions and data used in the Company’s estimate by: 

oComparing reserving techniques and processes used to recognized actuarial practices for the industry; 

oEvaluating historical data, including changes and trends in the data and development of prior reserve estimates; and 

oTesting on a sample basis, the completeness and accuracy of the underlying data to supporting documentation and testing the mathematical accuracy of the calculations.  

Goodwill

As described in Notes 1 and 8 to the consolidated financial statements, the Company has goodwill recorded on the balance sheet totaling $75 million as of December 31, 2020, of which $71 million is allocated to the Company’s Specialty Health segment and $4 million is allocated to the Company’s Group disability, life, DBL and PFL segment. Goodwill carrying amounts are evaluated for impairment, at least annually on December 31 each year, at the reporting unit level that is equivalent to an operating segment or one level below an operating segment, referred to as a component. If the fair value of a reporting unit is less than its carrying amount, further evaluation is required to determine if a write-down of goodwill is required. Management’s process for determining the fair value of each reporting unit is based on an income approach, applying a discounted cash flow method that includes a residual value. Based on historical experience, management makes assumptions as to: (i) expected future performance future economic conditions, (ii) projected operating earnings, (iii) projected new and renewal business as well as profit margins on such business, and (iv) a discount rate that incorporates an appropriate risk level for the reporting unit.

We identified the goodwill impairment assessment of the Company as a critical audit matter because auditing the matter required a high degree of auditor judgment and increased audit effort to evaluate management’s conclusions regarding the reasonableness of the assumptions and factors used in the determination of the fair value of the reporting units.



Our audit procedures related to the evaluation of goodwill impairment included the following, among others:

·We obtained an understanding of the relevant controls over the Company’s determination of reporting units and goodwill impairment evaluation process, and tested such controls for design and operating effectiveness. 

·We obtained an understanding of the Company’s process for determining the fair value of the reporting units, including the completeness and accuracy of data used in the process, 

·We evaluated the Company’s inputs and assumptions for accuracy and reasonableness, including the expected future performance, projected operating earnings, and projected new business and related profit margins, including consideration of sales and retention rates of policies sold. 

·We utilized valuation specialists to evaluate the appropriateness of valuation methodologies and inputs, including the discount rate utilized, and the overall reasonableness of the fair value of the reporting units. 

/s/ RSM US LLP

 

We have served as the Company's auditor since 2016.

 

Jacksonville, Florida

March 26, 201816, 2021 




Report of Independent Registered Public Accounting Firm

 

 

TheTo the Stockholders and the Board of Directors and Stockholders

of Independence Holding Company:Company

 

Opinion on the Internal Control Over Financial Reporting

We have audited before the effects of the adjustments to retrospectively reflect discontinued operations discussed in Note 3 to the consolidated financial statements, the consolidated statements of income, comprehensive income (loss), changes in stockholders’ equity, and cash flows of Independence Holding Company and subsidiariesCompany's (the Company) for the year ended December 31, 2015. In connection with our audit of the consolidatedinternal control over financial statements, we also have audited, before the effects of the adjustments to retrospectively reflect the discontinued operations discussed in Note 3 to the consolidated financial statements, the consolidated financial statement  schedules II  to  IV,reporting as of December 31, 2015 and for2020, based on criteria established in Internal Control — Integrated Framework issued by the year endedCommittee of Sponsoring Organizations of the Treadway Commission in 2013. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2015. The 2015 financial statements and schedules before2020, based on criteria established in Internal Control — Integrated Framework issued by the effectsCommittee of these adjustments discussed in Note 3 are not presented herein. The 2015 consolidated financial statements and financial statement schedules are the responsibilitySponsoring Organizations of the Company’s management.  Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedules based on our audit.Treadway Commission in 2013.

 

We conducted our audithave also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States). (PCAOB), the consolidated balance sheets as of December 31, 2020 and 2019, the related consolidated statements of income, comprehensive income, changes in stockholders’ equity and cash flows for the years then ended, and the related notes to the consolidated financial statements and schedules of the Company and our report dated March 16, 2021 expressed an unqualified opinion..

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the financial statements are freerisk that a material weakness exists, and testing and evaluating the design and operating effectiveness of material misstatement. Aninternal control based on the assessed risk. Our audit includes examining, on a test basis, evidence supporting the amounts and disclosuresalso included performing such other procedures as we considered necessary in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.circumstances. We believe that our audit provides a reasonable basis for our opinion.

 

In our opinion,Definition and Limitations of Internal Control Over Financial Reporting

A company's internal control over financial reporting is a process designed to provide reasonable assurance regarding the consolidatedreliability of financial reporting and the preparation of financial statements referred to above, before the effects of the adjustments to retrospectively reflect discontinued operations discussedfor external purposes in Note 3 to the consolidated financial statements, present fairly, in all material respects, the results of operations and cash flows of Independence Holding Company and subsidiaries for the year ended December 31, 2015, in conformityaccordance with U.S. generally accepted accounting principles. Also in our opinion, the relatedA company's internal control over financial statement schedules for 2015, when considered in relationreporting includes those policies and procedures that (1) pertain to the basic consolidatedmaintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements taken asin accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the company's assets that could have a whole, present fairly, in all material respects,effect on the information set forth therein.financial statements.

 



We were

Because of its inherent limitations, internal control over financial reporting may not engagedprevent or detect misstatements. Also, projections of any evaluation of effectiveness to audit, review, or apply any proceduresfuture periods are subject to the adjustments to retrospectively reflect discontinued operations discussedrisk that controls may become inadequate because of changes in Note 3 toconditions, or that the consolidated financial statements, we do not express an opiniondegree of compliance with the policies or any other form of assurance about whether such adjustments are appropriate and have been properly applied. Those adjustments were audited by a successor auditor.

/s/ KPMG LLPprocedures may deteriorate.

 

 

 

New York, New York
June 3, 2016/s/ RSM US LLP 

Jacksonville, FL

March 16, 2021




 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (In thousands, except share data)

DECEMBER 31,

 

 

 

 

2017

 

 

2016

 

 

 

 

 

 

 

ASSETS:

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

Short-term investments

 

$

50  

 

$

6,912 

Securities purchased under agreements to resell

 

 

10,269  

 

 

28,962 

Trading securities

 

 

490  

 

 

592 

Fixed maturities, available-for-sale

 

 

441,912  

 

 

449,487 

Equity securities, available-for-sale

 

 

5,630  

 

 

5,333 

Other investments

 

 

18,547  

 

 

23,534 

Total investments

 

 

476,898  

 

 

514,820 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

26,465  

 

 

22,010 

Due and unpaid premiums

 

 

21,950  

 

 

42,896 

Due from reinsurers

 

 

380,593  

 

 

440,285 

Premium and claim funds

 

 

11,108  

 

 

17,952 

Goodwill

 

 

50,697  

 

 

41,573 

Other assets

 

 

72,912  

 

 

54,928 

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

1,040,623  

 

$

1,134,464 

 

 

 

 

 

 

 

LIABILITIES AND  EQUITY:

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

Policy benefits and claims

 

$

168,683  

 

$

219,113  

Future policy benefits

 

 

214,766  

 

 

219,450  

Funds on deposit

 

 

143,537  

 

 

145,749  

Unearned premiums

 

 

6,666  

 

 

9,786  

Other policyholders' funds

 

 

10,402  

 

 

9,769  

Due to reinsurers

 

 

3,808  

 

 

35,796  

Accounts payable, accruals and other liabilities

 

 

56,453  

 

 

55,477  

Liabilities attributable to discontinued operations

 

 

 

 

 

68  

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

 

604,315  

 

 

695,208  

 

 

 

 

 

 

 

Commitments and contingencies (Note 15)

 

 

 

 

 

 

Redeemable noncontrolling interest

 

 

2,065  

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

Preferred stock $1.00 par value, 100,000 shares authorized;

 

 

 

 

 

 

none issued or outstanding

 

 

 

 

 

 

Common stock $1.00 par value, 23,000,000 shares authorized;

 

 

 

 

 

 

18,625,458 and 18,620,508 shares issued; and 14,890,285 and

 

 

 

 

 

 

17,102,525 shares outstanding

 

 

18,625  

 

 

18,620  

Paid-in capital

 

 

124,538  

 

 

126,468  

Accumulated other comprehensive loss

 

 

(4,598) 

 

 

(6,964) 

Treasury stock, at cost; 3,735,173 and 1,517,983 shares

 

 

(63,404) 

 

 

(17,483) 

Retained earnings

 

 

356,383  

 

 

315,918  

 

 

 

 

 

 

 

TOTAL IHC STOCKHOLDERS’ EQUITY

 

 

431,544  

 

 

436,559  

NONREDEEMABLE NONCONTROLLING INTERESTS

 

 

2,699  

 

 

2,697  

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

434,243  

 

 

439,256  

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

1,040,623  

 

$

1,134,464  

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (In thousands, except share data)

DECEMBER 31,

 

 

 

 

2020

 

 

2019

 

 

 

 

ASSETS:

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

Short-term investments

 

$

2,634  

 

$

50  

Securities purchased under agreements to resell

 

 

49,990  

 

 

107,157  

Fixed maturities, available-for-sale

 

 

406,649  

 

 

384,974  

Equity securities

 

 

6,119  

 

 

3,747  

Other investments

 

 

8,238  

 

 

15,208  

Total investments

 

 

473,630  

 

 

511,136  

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

72,089  

 

 

21,094  

Due and unpaid premiums

 

 

29,182  

 

 

26,244  

Due from reinsurers

 

 

357,205  

 

 

362,969  

Goodwill

 

 

74,900  

 

 

60,165  

Other assets

 

 

76,150  

 

 

72,695  

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

1,083,156  

 

$

1,054,303  

 

 

 

 

 

 

 

LIABILITIES AND  EQUITY:

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

Policy benefits and claims

 

$

179,232  

 

$

164,802  

Future policy benefits

 

 

198,086  

 

 

201,205  

Funds on deposit

 

 

141,376  

 

 

140,951  

Unearned premiums

 

 

12,789  

 

 

7,282  

Other policyholders' funds

 

 

12,001  

 

 

12,049  

Due to reinsurers

 

 

3,872  

 

 

5,016  

Accounts payable, accruals and other liabilities

 

 

63,682  

 

 

61,049  

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

 

611,038  

 

 

592,354  

 

 

 

 

 

 

 

Commitments and contingencies (Note 16)

 

 

 

 

 

 

Redeemable noncontrolling interest

 

 

2,312  

 

 

2,237  

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

Preferred stock $1.00 par value, 100,000 shares authorized;

 

 

 

 

 

 

none issued or outstanding

 

 

 

 

 

 

Common stock $1.00 par value, 23,000,000 shares authorized;

 

 

 

 

 

 

18,625,458 shares issued; and 14,643,047 and

 

 

 

 

 

 

14,864,941 shares outstanding

 

 

18,625  

 

 

18,625  

Paid-in capital

 

 

124,757  

 

 

122,717  

Accumulated other comprehensive income

 

 

4,197  

 

 

1,212  

Treasury stock, at cost; 3,982,411 and 3,760,517 shares

 

 

(77,088) 

 

 

(69,724) 

Retained earnings

 

 

399,273  

 

 

386,864  

 

 

 

 

 

 

 

TOTAL IHC STOCKHOLDERS’ EQUITY

 

 

469,764  

 

 

459,694  

NONREDEEMABLE NONCONTROLLING INTERESTS

 

 

42  

 

 

18  

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

469,806  

 

 

459,712  

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

1,083,156  

 

$

1,054,303  

 

 

See accompanying notes to consolidated financial statements.




INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share data)

YEARS ENDED DECEMBER 31,

 

 

 

 

 

 

 

 

 

 

2017

 

 

2016

 

 

2015

REVENUES:

 

 

 

 

 

 

 

 

Premiums earned

$

282,266  

 

$

262,704  

 

$

479,534  

Net investment income

 

16,276  

 

 

16,570  

 

 

17,237  

Fee income

 

16,765  

 

 

16,446  

 

 

10,651  

Other income

 

2,648  

 

 

12,257  

 

 

10,267  

Gain on sale of subsidiary to joint venture

 

 

 

 

 

 

 

9,940  

Net realized investment gains

 

2,539  

 

 

4,502  

 

 

3,094  

Other-than-temporary impairment losses:

 

 

 

 

 

 

 

 

Total other-than-temporary impairment losses

 

 

 

 

(1,475) 

 

 

(228) 

Portion of losses recognized in other comprehensive income (loss)

 

 

 

 

 

 

 

 

Net impairment losses recognized in earnings

 

 

 

 

(1,475) 

 

 

(228) 

 

 

 

 

 

 

 

 

 

 

 

320,494  

 

 

311,004  

 

 

530,495  

 

 

 

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

 

 

 

Insurance benefits, claims and reserves

 

135,054  

 

 

145,231  

 

 

307,178  

Selling, general and administrative expenses

 

157,104  

 

 

132,174  

 

 

177,641  

Interest expense on debt

 

 

 

 

1,534  

 

 

1,798  

 

 

 

 

 

 

 

 

 

 

 

292,158  

 

 

278,939  

 

 

486,617  

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes

 

28,336  

 

 

32,065  

 

 

43,878  

Income taxes (benefits)

 

(13,794) 

 

 

9,555  

 

 

15,904  

 

 

 

 

 

 

 

 

 

Income from continuing operations, net of tax

 

42,130 

 

 

22,510  

 

 

27,974  

 

 

 

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

 

 

 

 Income from discontinued operations, before income taxes

 

 

 

 

117,617  

 

 

4,310  

 Income taxes on discontinued operations

 

 

 

 

6,813  

 

 

1,762  

 Income from discontinued operations, net of tax

 

 

 

 

110,804  

 

 

2,548  

 

 

 

 

 

 

 

 

 

Net income

 

42,130 

 

 

133,314  

 

 

30,522  

(Income) from nonredeemable noncontrolling interests

 

(27) 

 

 

(10,016) 

 

 

(578) 

(Income) from redeemable noncontrolling interests

 

(61) 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NET INCOME ATTRIBUTABLE TO IHC

$

42,042 

 

$

123,298  

 

$

29,944  

 

 

 

 

 

 

 

 

 

Basic income per common share (Note 2)

 

 

 

 

 

 

 

 

Income from continuing operations

$

2.67 

 

$

1.28  

 

$

1.59  

Income from discontinued operations

 

 

 

 

5.90  

 

 

0.14  

Basic income per common share

$

2.67 

 

$

7.18  

 

$

1.73  

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE SHARES OUTSTANDING

 

15,718  

 

 

17,162  

 

 

17,314  

 

 

 

 

 

 

 

 

 

Diluted income per common share (Note 2)

 

 

 

 

 

 

 

 

Income from continuing operations

$

2.63 

 

$

1.27  

 

$

1.58 

Income from discontinued operations

 

 

 

 

5.82  

 

 

0.13 

Diluted income per common share

$

2.63 

 

$

7.09  

 

$

1.71 

 

 

 

 

 

 

 

 

 

WEIGHTED AVERAGE DILUTED SHARES OUTSTANDING

 

16,008 

 

 

17,379 

 

 

17,484 

 

 

 

 

 

 

 

 

 

 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share data)

YEARS ENDED DECEMBER 31,

 

 

 

 

 

 

2020

 

 

2019

REVENUES:

 

 

 

 

 

Premiums earned

$

397,530  

 

$

338,741  

Net investment income

 

11,777  

 

 

15,643  

Fee income

 

24,137  

 

 

14,003  

Other income

 

9,074  

 

 

2,002  

Net investment gains

 

1,346  

 

 

4,705  

Other-than-temporary impairment losses, available-for-sale securities:

 

 

 

 

 

Total other-than-temporary impairment losses 

 

 

 

 

(646) 

Portion of losses recognized in other comprehensive income (loss) 

 

 

 

 

 

Net impairment losses recognized in earnings 

 

 

 

 

(646) 

 

 

 

 

 

 

 

443,864  

 

 

374,448  

 

 

 

 

 

 

EXPENSES:

 

 

 

 

 

Insurance benefits, claims and reserves

 

208,217  

 

 

174,121  

Selling, general and administrative expenses

 

205,797  

 

 

174,979  

 

 

 

 

 

 

 

414,014  

 

 

349,100  

 

 

 

 

 

 

Income before income taxes

 

29,850  

 

 

25,348  

Income taxes

 

10,732  

 

 

12,659  

 

 

 

 

 

 

Net income

 

19,118  

 

 

12,689  

(Income) from nonredeemable noncontrolling interests

 

(28) 

 

 

(119) 

(Income) from redeemable noncontrolling interests

 

(209) 

 

 

(174) 

 

 

 

 

 

 

NET INCOME ATTRIBUTABLE TO IHC

$

18,881  

 

$

12,396  

 

 

 

 

 

 

Basic income per common share

$

1.28 

 

$

0.83 

 

 

 

 

 

 

WEIGHTED AVERAGE SHARES OUTSTANDING

 

14,733  

 

 

14,903  

 

 

 

 

 

 

Diluted income per common share

$

1.28 

 

$

0.83 

 

 

 

 

 

 

WEIGHTED AVERAGE DILUTED SHARES OUTSTANDING

 

14,791  

 

 

14,976  

 

 

 

 

 

 

 

 

See accompanying notes to consolidated financial statements.



INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (In thousands)

YEARS ENDED DECEMBER 31,

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Net income

$

42,130  

$

133,314  

$

30,522  

Other comprehensive income (loss):

 

 

 

 

 

 

Available-for-sale securities:

 

 

 

 

 

 

Unrealized gains (losses) on available-for-sale securities, pre-tax

 

4,996  

 

(5,424) 

 

(5,475) 

Tax expense (benefit) on unrealized gains (losses) on available-for-sale securities

 

1,815  

 

(1,916) 

 

(2,013) 

Unrealized gains (losses) on available-for-sale securities, net of taxes

 

3,181  

 

(3,508) 

 

(3,462) 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of tax

 

3,181  

 

(3,508)  

 

(3,462) 

 

 

 

 

 

 

 

COMPREHENSIVE INCOME, NET OF TAX

 

45,311  

 

129,806  

 

27,060  

 

 

 

 

 

 

 

Comprehensive (income) loss, net of tax, attributable to noncontrolling interests:

 

 

 

 

 

 

(Income) loss from noncontrolling interests in subsidiaries

 

(88) 

 

(10,016) 

 

(578) 

Other comprehensive (income) loss, net of tax, attributable to noncontrolling interests:

 

 

 

 

 

 

Unrealized (gains) losses on available-for-sale securities, net of tax

 

 

 

(118) 

 

(5) 

 

 

 

 

 

 

 

Other comprehensive (income) loss, net of tax, attributable to noncontrolling interests

 

 

 

(118) 

 

(5) 

 

 

 

 

 

 

 

COMPREHENSIVE (INCOME) LOSS, NET OF TAX,

 

 

 

 

 

 

ATTRIBUTABLE TO NONCONTROLLING INTERESTS

 

(88) 

 

(10,134) 

 

(583) 

 

 

 

 

 

 

 

COMPREHENSIVE INCOME, NET OF TAX,

 

 

 

 

 

 

ATTRIBUTABLE TO IHC

$

45,223  

$

119,672  

$

26,477  


 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME  (In thousands)

YEARS ENDED DECEMBER 31,

 

 

2020

 

 

2019

 

 

 

Net income

$

19,118  

 

$

12,689  

Other comprehensive income:

 

 

 

 

 

Available-for-sale securities:

 

 

 

 

 

Unrealized gains on available-for-sale securities, pre-tax

 

3,793  

 

 

12,070  

Tax expense on unrealized gains on available-for-sale securities

 

808  

 

 

2,548  

Unrealized gains on available-for-sale securities, net of taxes

 

2,985  

 

 

9,522  

 

 

 

 

 

 

Other comprehensive income, net of tax

 

2,985  

 

 

9,522  

 

 

 

 

 

 

COMPREHENSIVE INCOME, NET OF TAX

 

22,103  

 

 

22,211  

 

 

 

 

 

 

Comprehensive (income) loss, net of tax, attributable to noncontrolling interests

 

 

 

 

 

(Income) from noncontrolling interests in subsidiaries

 

(237) 

 

 

(293) 

Other comprehensive income, net of tax, attributable to noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

COMPREHENSIVE (INCOME), NET OF TAX,

 

 

 

 

 

   ATTRIBUTABLE TO NONCONTROLLING INTERESTS

 

(237) 

 

 

(293) 

 

 

 

 

 

 

COMPREHENSIVE INCOME, NET OF TAX,

 

 

 

 

 

   ATTRIBUTABLE TO IHC

$

21,866  

 

$

21,918  

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to consolidated financial statements.




 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (In thousands, except share data)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ACCUMULATED

 

 

 

 

 

 

 

NONREDEEMABLE

 

 

 

 

 

 

 

OTHER

 

 

 

 

 

TOTAL IHC

 

NONCONTROLLING

 

 

 

COMMON STOCK

 

PAID-IN

 

COMPREHENSIVE

 

TREASURY STOCK, AT COST

 

RETAINED

 

STOCKHOLDERS'

 

INTERESTS IN

 

TOTAL

SHARES

 

AMOUNT

 

CAPITAL

 

INCOME (LOSS)

 

SHARES

 

AMOUNT

 

EARNINGS

 

EQUITY

 

SUBSIDIARIES

 

EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCE AT DECEMBER 31, 20142018

18,531,15818,625,458 

$

18,53118,625 

$

127,098124,395  

$

22 (8,310) 

 

(1,160,118)(3,747,210)

$

(12,141)(66,392) 

$

166,177380,431  

$

299,687448,749  

$

9,9252,682  

$

309,612451,431  

Net income

 

 

 

 

 

 

 

 

 

 

 

 

29,94412,396  

 

29,94412,396  

 

578119  

 

30,52212,515  

Other comprehensive loss,income, net of tax

 

 

 

 

 

 

(3,467)9,522  

 

 

 

 

 

 

 

(3,467)9,522  

 

5-  

 

(3,462)9,522  

Repurchases of common stock

 

 

 

 

 

 

 

 

(143,307)(108,646)

 

(1,820)(4,051) 

 

 

 

(1,820)(4,051) 

 

 

 

(1,820)(4,051) 

Acquisition of subsidiaryPurchase noncontrolling interests

(1,033)

(1,033)

(2,380)

(3,413)

Common stock dividends ($0.40 per share)

(5,963)

(5,963)

(5,963)

Share-based compensation

(614)

95,339

719 

105 

105 

Distributions to noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

608 (403) 

 

608 (403) 

Purchases of noncontrolling  interestsOther

 

 

 

 

112 

117 

(1,851)

(1,734)

Common stock dividends ($0.09 per share)

(1,562)

(1,562)

(1,562)

Share-based compensation

38,025

38

408 (31) 

 

 

 

 

 

 

 

 

 

446 (31) 

 

 

 

446 

Other capital transactions

115 

(109)

88 

94 (31) 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCE AT DECEMBER 31, 20152019

18,569,18318,625,458 

$

18,56918,625 

$

127,733122,717  

$

(3,440)1,212  

 

(1,303,425)(3,760,517)

$

(13,961)(69,724) 

$

194,450386,864  

$

323,351459,694  

$

9,35318  

$

332,704459,712  

Net income

 

 

 

 

 

 

 

 

 

 

 

 

123,29818,881  

 

123,29818,881  

 

10,01628  

 

133,31418,909  

Other comprehensive income, net of tax

 

 

 

 

 

 

(3,626)2,985  

 

 

 

 

 

 

 

(3,626)2,985  

 

118-  

 

(3,508)2,985  

Repurchases of common stock

 

 

 

 

 

 

 

 

(214,558)(244,487)

 

(3,522)(7,534) 

 

 

 

(3,522)(7,534) 

 

 

 

(3,522)

Purchases of noncontrolling  interests

(2,302)

102 

(2,200)

(15,911)

(18,111)(7,534) 

Common stock dividends ($0.1050.44 per share)

 

 

 

 

 

 

 

 

 

 

 

 

(1,800)(6,472) 

 

(1,800)(6,472) 

 

 

 

(1,800)(6,472) 

Share-based compensation

51,325

51

727 

 

 

 

 

7782,040 

22,593

170 

2,210  

 

 

 

7782,210  

Distributions to noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(947)(4) 

 

(947)

Other capital transactions

310 

(30)

280 

68 

348 (4) 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

BALANCE AT DECEMBER 31, 2016

18,620,508

$

18,620

$

126,468 

$

(6,964)

(1,517,983)

$

(17,483)

$

315,918 

$

436,559 

$

2,697 

$

439,256 

Net income

42,042 

42,042

27 

42,069 

Other comprehensive income, net of tax

3,181 

3,181 

3,181 

Repurchases of common stock

(2,289,502)

(46,527)

(46,527)

(46,527)

Common stock dividends ($0.16 per share)

(2,392)

(2,392)

(2,392)

Share-based compensation

4,950

5

(1,930)

72,312

606 

(1,319)

(1,319)

Distributions to noncontrolling interests

(25)

(25)

Reclassification of the stranded tax effects

 in accumulated other comprehensive income

(815)

815 

BALANCE AT DECEMBER 31, 20172020

18,625,458 

$

18,625 

$

124,538124,757  

$

(4,598)4,197  

 

(3,735,173)(3,982,411)

$

(63,404)(77,088) 

$

356,383399,273  

$

431,544469,764  

$

2,69942  

$

434,243469,806  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See accompanying notes to consolidated financial statements.




 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)

YEARS ENDED DECEMBER 31,

 

 

2017

 

 

2016

 

 

2015

CASH  FLOWS PROVIDED BY (USED BY) OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net income

$

42,130

 

$

133,314 

 

$

30,522 

Adjustments to reconcile net income to net change in cash from

 

 

 

 

 

 

 

 

operating activities:

 

 

 

 

 

 

 

 

Gain on disposal of discontinued operations, net of tax

 

 

 

(110,337)

 

 

Gain on sale of subsidiary to joint venture

 

 

 

 

 

(9,940)

Gain on disposition of assets

 

 

 

 

 

(5,053)

Amortization of deferred acquisition costs

 

340 

 

 

319 

 

 

3,524 

Net realized investment gains

 

(2,539)

 

 

(4,502)

 

 

(3,094)

Other-than-temporary impairment losses

 

 

 

1,475 

 

 

228 

Equity income from equity method investments

 

(1,846)

 

 

(62)

 

 

(405)

Depreciation and amortization

 

1,920 

 

 

1,831 

 

 

2,313 

Deferred tax expense

 

(9,746)

 

 

4,445 

 

 

614 

Other

 

6,535 

 

 

7,809 

 

 

6,724 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

Net purchases (sales) of trading securities

 

 

 

3,727 

 

 

5,356 

Change in insurance liabilities

 

(90,065)

 

 

(120,064)

 

 

(18,907)

Change in deferred acquisition costs

 

(353)

 

 

(296)

 

 

26,774 

Change in amounts due from reinsurers

 

59,692 

 

 

42,787 

 

 

(202,617)

Change in premium and claim funds

 

6,844 

 

 

3,094 

 

 

(1,891)

Change in current income tax liability

 

(5,979)

 

 

(9,146)

 

 

3,386 

Change in due and unpaid premiums

 

20,946 

 

 

26,179 

 

 

(6,447)

Other operating activities

 

725 

 

 

(11,571)

 

 

4,189 

Net change in cash from operating activities

 

28,604 

 

 

(30,998)

 

 

(164,724)

 

 

 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY) INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Net (purchases) sales and maturities of short-term investments

 

6,849 

 

 

(6,870)

 

 

 

Net (purchases) sales of securities under resale agreements

 

18,693

 

 

(677)

 

 

(11,495)

Sales of equity securities

 

 

 

3,577 

 

 

11,986 

Purchases of equity securities

 

 

 

 

 

(6,601)

Sales of fixed maturities

 

193,930 

 

 

410,983 

 

 

629,376 

Maturities and other repayments of fixed maturities

 

28,355 

 

 

47,285 

 

 

42,630 

Purchases of fixed maturities

 

(210,694)

 

 

(486,398)

 

 

(521,417)

Payments to acquire business, net of cash acquired

 

(12,323) 

 

 

 

 

511 

Proceeds on sales of subsidiaries, net of cash divested

 

 

 

135,736 

 

 

4,518 

Proceeds on sales of assets

 

 

 

 

 

8,000 

Change in policy loans

 

 

 

 

 

10,629 

Sales of and distributions from other investments

 

5,246 

 

 

4,210 

 

 

1,000 

Purchases of other investments

 

(602)

 

 

(4,371)

 

 

Other investing activities

 

(1,854)

 

 

(4,601)

 

 

(809) 

Net change in cash from investing activities

 

27,600 

 

 

98,875 

 

 

168,328 

 

 

 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY) FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Repurchases of common stock

 

(46,401)

 

 

(3,522)

 

 

(1,820)

Cash paid in acquisitions of noncontrolling interests

 

 

 

(18,111)

 

 

(1,734)

(Withdrawals of) proceeds from investment-type insurance contracts

 

(1,736) 

 

 

1,898 

 

 

(2,306)

Repayments of debt

 

 

 

(42,935)

 

 

(2,617)

Dividends paid

 

(1,928)

 

 

(1,553)

 

 

(1,392)

Payments related to tax withholding for sharebased compensation

 

(1,659)

 

 

-

 

 

-

Other financing activities

 

(25)

 

 

(815)

 

 

353 

Net change in cash from financing activities

 

(51,749)

 

 

(65,038)

 

 

(9,516)

 

 

 

 

 

 

 

 

 

Net change in cash and cash equivalents, including discontinued operations

 

4,455 

 

 

2,839 

 

 

(5,912)

Cash and cash equivalents, beginning of year, including discontinued operations

 

22,010 

 

 

19,171 

 

 

25,083 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, end of year, including discontinued operations

$

26,465 

 

$

22,010 

 

$

19,171 

 

 

 

 

 

 

 

 

 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands)

YEARS ENDED DECEMBER 31,

 

2020

 

 

2019

CASH FLOWS PROVIDED BY (USED BY) OPERATING ACTIVITIES:

 

 

 

 

 

Net income

$

19,118  

 

$

12,689  

Adjustments to reconcile net income to net change in cash from

 

 

 

 

 

operating  activities:

 

 

 

 

 

Amortization of deferred acquisition costs

 

1,160  

 

 

1,036  

Net amortization of purchased premium and discount in net investment income

 

4,840  

 

 

3,631  

Net investment (gains) losses

 

(1,346) 

 

 

(4,705) 

Gain on sale of investment

 

 

 

 

(3,589) 

Other than-temporary-impairment losses, debt securities available-for-sale

 

 

 

 

646  

Impairment losses on equity method and other investments

 

 

 

 

3,562  

Provision for losses on notes receivable

 

 

 

 

4,185  

Depreciation and amortization

 

4,621  

 

 

3,198  

Deferred tax expense

 

3,938  

 

 

7,432  

Other

 

4,468  

 

 

3,326  

 Changes in assets and liabilities:

 

 

 

 

 

Change in insurance liabilities

 

16,631  

 

 

2,111  

Change in  amounts due from reinsurers

 

5,764  

 

 

5,762  

Change in claim fund balances

 

1,085  

 

 

1,393  

Change in current income tax liability

 

4,092  

 

 

2,285  

Change in due and unpaid premiums

 

(2,938) 

 

 

(1,832) 

Change in contract assets

 

(7,847) 

 

 

 

Other operating activities

 

(2,164) 

 

 

(1,956) 

 

 

 

 

 

 

Net change in cash from operating activities

 

51,422  

 

 

39,174  

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY) INVESTING ACTIVITIES:

 

 

 

 

 

Net (purchases) sales and maturities of short-term investments

 

(2,570) 

 

 

1,000  

Net (purchases) sales of securities under resale agreements

 

57,167  

 

 

(95,094) 

Sales of equity securities

 

 

 

 

2,018  

Purchases of equity securities

 

(1,786) 

 

 

 

Sales of fixed maturities

 

39,388  

 

 

161,239  

Maturities and other repayments of fixed maturities

 

133,721  

 

 

86,460  

Purchases of fixed maturities

 

(194,314) 

 

 

(168,540) 

Payments to acquire businesses, net of cash acquired

 

(13,707) 

 

 

(7,952) 

Proceeds from sales, distributions and returns of capital from investments

 

87  

 

 

5,223  

Payments to acquire other investments

 

(1,250) 

 

 

(8,000) 

Other investing activities

 

(3,620) 

 

 

(3,491) 

 

 

 

 

 

 

Net change in cash from investing activities

 

13,116  

 

 

(27,137) 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY)  FINANCING ACTIVITIES:

 

 

 

 

 

Repurchases of common stock

 

(7,534) 

 

 

(4,057) 

Withdrawals of investment-type insurance contracts

 

(580) 

 

 

(1,575) 

Dividends paid

 

(6,222) 

 

 

(5,231) 

Purchase of noncontrolling interest

 

 

 

 

(4,700) 

Proceeds from stock options exercised

 

179  

 

 

269  

Payments related to tax withholdings for share-based compensation

 

(81) 

 

 

(2,397) 

Other financing activities

 

(138) 

 

 

(522) 

 

 

 

 

 

 

Net change in cash from financing activities

 

(14,376) 

 

 

(18,213) 

 

 

 

 

 

 

Net change in cash, cash equivalents and restricted cash

 

50,162  

 

 

(6,176) 

Cash, cash equivalents and restricted cash, beginning of year

 

24,631  

 

 

30,807  

 

 

 

 

 

 

Cash, cash equivalents and restricted cash, end of period

$

74,793  

 

$

24,631  

 

 

 

 

 

 

 

 

See accompanying notes to consolidated financial statements.










NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

 

Note 1.  Organization, Consolidation, Basis of Presentation and Accounting Policies 

 

(A)Business and Organization 

 

Independence Holding Company, a Delaware corporation (“IHC”), is a holding company principally engaged in theunderwriting, administering and/or distributing group and individual specialty benefit products, including disability, supplemental health, pet, and group life and health insurance business through: (i) its insurance companies, Standard Security Life, Insurance Company of New York ("Standard Security Life"),  Madison National Life, Insurance Company, Inc. ("Madison National Life"), and Independence American Insurance Company (“Independence American”);Company; and (ii) its marketing and administrative companies, including IHC Specialty Benefits Inc., IHC Carrier Solutions, Inc.consisting of IHCSB, IBG, My1HR, and a majority interest in PetPartners Inc. (“PetPartners”(collectively, the “IHC Agencies”). IHC also owns a significant equity interest in: (i) Ebix Health Exchange Holdings, LLC (“Ebix Health Exchange”), an administration exchange for health insurance. and its lead generation company, Torchlight. Standard Security Life, Madison National Life and Independence American Insurance Company are sometimes collectively referred to as the “Insurance Group”. IHC and its subsidiaries (including the Insurance Group) are sometimes collectively referred to as the "Company", or “IHC”, or are implicit in the terms “we”, “us” and “our”.     

 

Geneve Corporation, a diversified financial holding company, and its affiliated entities, held approximately 61%62% of IHC's outstanding common stock at December 31, 2017.2020.

 

(B)(B)Consolidation 

 

AMIC Holdings,In June 2020, the Company recognized a pre-tax gain of $158,000 on the sale of a wholly owned subsidiary, Cook & Company Insurance Services, Inc., that is included in other income on the Consolidated Statement of Income.

 

AMIC Holdings, Inc., formerly known as American Independence Corp., (“AMIC”) is an insurance holding company engaged in the insurance and reinsurance business. At December 31, 2015, the Company owned approximately 92% of its outstanding common stock. On August 31, 2016,In May 2019, IHC took AMIC private by way of a statutory “short-form" merger. The Company paid $18,111,000 forpurchased the remaining sharesissued and outstanding units of AMIC common stock owned byHIO from noncontrolling interests and asfor total consideration valued at $4,700,000, making HIO a wholly owned subsidiary. The carrying value of the noncontrolling interest on the transaction date was $2,380,000. As a result the Company now owns all of the outstanding common stock of AMIC. In connection with theequity transaction, $2,200,000$1,033,000 was charged to paid-in capital representing: (i)representing the difference between the fair value of the consideration paid for the shares and the carrying amount of noncontrolling interests; plus (ii) specific, direct costsinterest on the transaction date, net of the transaction.a deferred tax benefit.

 

In 2015, IHC purchased shares of AMIC common stock increasing its ownership interest in AMIC from 90% to approximately 92%.

Effects of Ownership Changes in Subsidiaries

The following table summarizes the effects of any changes in the Company’s ownership interests in its less than wholly owned subsidiaries on IHC’s equity for the years indicated (in thousands).

 

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

 

Changes in IHC’s paid-in capital:

 

 

 

 

 

 

 

   Purchases of AMIC shares

 

$

 

$

(2,200) 

$

(199) 

   Purchase remaining IPA Family, LLC interests

 

 

 

 

 

 

311  

 

 

 

 

 

 

 

 

        Net transfers from (to) noncontrolling interests

 

$

- 

$

(2,200) 

$

112  



(C)Basis of Presentation 

 

The Consolidated Financial Statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”)GAAP and include the accounts of IHC and its consolidated subsidiaries. All significant intercompany transactions have been eliminated in consolidation. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect: (i) the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements; and (ii) the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

 

OnIn March 31, 2016,2020, the Company sold Risk Solutions, its managing general underwriterWorld Health Organization declared the outbreak of excess or stop-loss insurance for self-insured employer groups that desireCOVID-19 a global health pandemic and the United States declared a national health emergency. COVID-19 has led to manage the risk of large medical claims (“Medical Stop-Loss”). In addition, under the purchase and sale agreement, all of the in-force stop-loss business of Standard Security Life and Independence American produced by Risk Solutions was 100% co-insured as of January 1, 2016. IHC’s block of medical stop-loss business is in run-off. The sale of Risk Solutions and exit from the medical stop-loss business represents a strategic shift that will have a major effect on the Company’s operations and financial results. The disposal transaction qualified for reporting as discontinued operationsscale disruption in the first quarterglobal economy, market instability and widespread unemployment in the United States. The COVID-19 outbreak is a fluid situation and as it evolves, the duration of 2016 asCOVID-19 and its potential effects on our business cannot be certain. Regulatory mandates have affected, and we anticipate will continue to impact, the insurance industry. We currently cannot predict if there will be a resultmaterial impact to our business, results of operations or financial condition in future reporting periods. Consequently, future changes in market conditions may impact estimates used in the Boardpreparation of Directors commitment to a planour financial statements associated with evaluations of goodwill and other intangible assets for its disposal in January 2016. The assets, liabilities, and related income and expensesimpairment, estimates associated with the disposal group are presented as discontinued operationsdetermination of valuation allowances related to net operating loss carryforwards, and estimates



of certain losses under insurance contracts. These estimates may all be subject to substantial adjustments in future periods.  In addition, volatile market conditions may result in further declines in the accompanyingfair value of our investment portfolio and possible impairments of certain securities.

(D)Reclassifications

Certain amounts in prior year’s consolidated financial statements and Notes thereto for all periods presented. The results of discontinued operations reflect the operations of the disposed managing general underwriters (see Note 3). The run-off of IHC’s remaining block of medical stop-loss business is in continuing operations.

Effective September 1, 2015 (“Deconsolidation Date”), pursuanthave been reclassified to conform to the terms of a contribution agreement, IHC contributed all of its shares in its subsidiary, IHC Health Solutions, Inc. (“IHC Health Solutions”) to Ebix Health Exchange, a newly formed joint venture with Ebix, Inc. (“Ebix”), and, as a result, IHC deconsolidated IHC Health Solutions (see Note 7). In accordance with U.S. GAAP, the accompanying Consolidated Financial Statements include the operating results of IHC Health Solutions prior to the Deconsolidation Date. Subsequent to the Deconsolidation Date, the Company’s equity interest in the joint venture is accounted for under the equity method of accounting.

2020 presentation.

 

(D)(E)Cash, Cash Equivalents and Short-Term Investments 

 

Cash equivalents are carried at cost which approximates fair value, and include principally interest-bearing deposits at brokers, money market instruments and U.S. Treasury securities with original maturities of less than 91 days.  Investments with original maturities of 91 days to one year are considered short-term investments and are carried at cost, which approximates fair value.

 

The following is a reconciliation of cash and cash equivalents as reported in the Consolidated Balance Sheets to the ending cash and cash equivalents, including discontinued operations, as reported in the Consolidated Statements of Cash Flows as of December 31 of each year indicated (in thousands):

 

 

December 31,

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Cash and cash equivalents

$

26,465 

$

22,010 

$

17,500 

Cash and cash equivalents attributable to discontinued operations

 

- 

 

- 

 

1,671 

 

 

 

 

 

 

 

Cash and cash equivalents, including discontinued operations

$

26,465 

$

22,010 

$

19,171 

 

 

 

 

 

 

 



(E) (F)Securities Purchased Under Agreements to Resell  

 

Securities purchased under agreements to resell ("resale agreements") are carried at the amounts at which the securities will be subsequently resold as specified in the agreements. Resale agreements are utilized to invest excess funds on a short-term basis. At December 31, 2017,2020, the Company had $10,269,000$49,990,000 invested in resale agreements, all of which settled on January 24, 20182020 and were subsequently reinvested. The Company maintains control of securities that are purchased under resale agreements in a triparty account. The third-party agent, acting on behalf of the Company, values the collateral on a daily basis (102% is required) and obtains additional collateral, if necessary, to protect the Company in the event of default by the counterparties.

 

(F)(G)Investment Securities 

 

(i) Investments in fixed maturities, redeemable preferred securities and equity securities are accounted for as follows:

(a) Securities that are held for trading purposesEquity securities with readily determinable fair values are carried at estimated fair value ("fair value").  Changes in fair value are credited or charged, as appropriate, to net realized investment gains (losses) in the Consolidated Statements of Income. 

(b) SecuritiesFixed maturities, including redeemable preferred securities, that are not held for trading purposes thatand may or may not be held to maturity ("available-for-sale securities") are carried at fair value. Unrealized gains and losses deemed temporary, net of deferred income taxes, are credited or charged, as appropriate, to other comprehensive income or loss. Premiums and discounts on debt securities purchased at other than par value are amortized and accreted, respectively, to interest income in the Consolidated Statements of Income, using the constant yield method over the period to maturity.  

(ii) Dividend income from investments in equity securities are included in net investment income in the Consolidated Statements of Income. 

(iii) Gains or losses on sales of securities are determined on the basis of specific identification and are recorded in net realized investment gains (losses) in the Consolidated Statements of Income on the trade date.  

(iii)(iv) Fair value is determined using quoted market prices when available. In some cases, we use quoted market prices for similar instruments in active markets and/or model-derived valuations where inputs are observable in active markets. When there are limited or inactive trading markets, we use industry-standard pricing methodologies, including discounted cash flow models, whose inputs are based on management assumptions and available current market information. Further, we retain independent pricing vendors to assist in valuing certain instruments. Most of the securities in our portfolio are classified in either Level 1 or Level 2 of the Fair Value Hierarchy.

The Company periodically reviews and assesses the vendor’s qualifications and the design and appropriateness of its pricing methodologies.  Management will on occasion challenge pricing information on certain individual securities and, through communications with the vendor, obtain information about the



assumptions, inputs and methodologies used in pricing those securities, and corroborate it against documented pricing methodologies. Validation procedures are in place to determine completeness and accuracy of pricing information, including, but not limited to: (i) review of exception reports that (a) identify any zero or un-priced securities; (b) identify securities with no price change; and (c) identify securities with significant price changes; (ii) performance of trend analyses; (iii) periodic comparison of pricing to alternative pricing sources; and (iv) comparison of pricing changes to expectations based on rating changes, benchmarks or control groups.  In certain circumstances, pricing is unavailable from the vendor and broker-pricing information is used to determine fair value. In these instances, management will assess the quality of the data sources, the underlying assumptions and the reasonableness of the broker quotes based on the current market information available. To determine if an exception represents an error, management will often have to exercise judgment. Procedures to resolve an exception vary depending on the significance of the security and its related class, the frequency of the exception, the risk of material misstatement, and the availability of information for the security. These procedures include, but are not limited to; (i) a price challenge process with the vendor; (ii) pricing from a different vendor; (iii) a reasonableness review; and (iv) a change in price based on better information, such as an actual market trade, among other things.  Management considers all facts and relevant information obtained during the above procedures to determine the proper classification of each security in the Fair Value Hierarchy.



(iv)(v) The Company reviews its investment securities regularly and determines whether other-than-temporary impairments have occurred. The factors considered by management in its regular review to identify and recognize other-than-temporary impairment losses on fixed maturities include, but are not limited to:  the length of time and extent to which the fair value has been less than cost; the Company's intent to sell, or be required to sell, the debt security before the anticipated recovery of its remaining amortized cost basis; the financial condition and near-term prospects of the issuer; adverse changes in ratings announced by one or more rating agencies; subordinated credit support; whether the issuer of a debt security has remained current on principal and interest payments; current expected cash flows; whether the decline in fair value appears to be issuer specific or, alternatively, a reflection of general market or industry conditions including the effect of changes in market interest rates. If the Company intends to sell a debt security, or it is more likely than not that it would be required to sell a debt security before the recovery of its amortized cost basis, the entire difference between the security's amortized cost basis and its fair value at the balance sheet date would be recognized by a charge to total other-than-temporary impairment losses in the Consolidated Statement of Income.  If a decline in fair value of a debt security is judged by management to be other-than-temporary and; (i) the Company does not intend to sell the security; and (ii) it is not more likely than not that it will be required to sell the security prior to recovery of the security’s amortized cost, the Company assesses whether the present value of the cash flows to be collected from the security is less than its amortized cost basis. To the extent that the present value of the cash flows generated by a debt security is less than the amortized cost basis, a credit loss exists. For any such security, the impairment is bifurcated into (a) the amount of the total impairment related to the credit loss, and (b) the amount of the total impairment related to all other factors. The amount of the other-than-temporary impairment related to the credit loss is recognized by a charge to total other-than-temporary impairment losses in the Consolidated Statement of Income, establishing a new cost basis for the security. The amount of the other-than-temporary impairment related to all other factors is recognized in other comprehensive income (loss). It is reasonably possible that further declines in estimated fair values of such investments, or changes in assumptions or estimates of anticipated recoveries and/or cash flows, may cause further other-than-temporary impairments in the near term, which could be significant.

In assessing corporate debt securities for other-than-temporary impairment, the Company evaluates the ability of the issuer to meet its debt obligations and the value of the company or specific collateral securing the debt position. For mortgage-backed securities where loan level data is not available, the Company uses a cash flow model based on the collateral characteristics. Assumptions about loss severity and defaults used in the model are primarily based on actual losses experienced and defaults in the collateral pool. Prepayment speeds, both actual and estimated, are also considered. The cash flows generated by the collateral securing these securities are then determined with these default, loss severity and prepayment assumptions. These collateral cash flows are then utilized, along with consideration for the issue’s position in the overall structure, to determine the cash flows associated with the mortgage-backed security held by the Company. In addition, the Company evaluates other asset-backed securities for other-than-temporary



impairment by examining similar characteristics referenced above for mortgage-backed securities.  The Company evaluates U.S. Treasury securities and obligations of U.S. Government corporations, U.S. Government agencies, and obligations of states and political subdivisions for other-than-temporary impairment by examining the terms and collateral of the security.

Equity securities may experience other-than-temporary impairment in the future based on the prospects for full recovery in value in a reasonable period of time and the Company’s ability and intent to hold the security to recovery. If a decline in fair value is judged by management to be other-than-temporary or management does not have the intent or ability to hold a security, a loss is recognized by a charge to total other-than-temporary impairment losses in the Consolidated Statement of Income. For the purpose of other-than-temporary impairment evaluations, redeemable preferred stocks are evaluated in a manner similar to debt securities. Declines in the creditworthiness of the issuer of debt securities with both debt and equity-like features are evaluated using the equity model in consideration of other-than-temporary impairment.

Subsequent increases and decreases, if not an other-than-temporary impairment, in the fair value of fixed maturities available-for-sale securities that were previously impaired, are recorded in other comprehensive income (loss).

In certain circumstances, due to cash flow requirements, market conditions or changes in the condition of a specific security, the Company may deem it prudent to sell a security before the anticipated recovery of its remaining amortized cost basis.

 



(G)(H)Other Investments 

 

Other investments primarily include equity investments without readily determinable fair values which are carried at their cost minus impairment, if any. Impairment indicators the Company may consider in its evaluation of whether an impairment exists include, but are not limited to: (i) significant deterioration in earnings or performance of the investee; (ii) significant adverse changes in market, regulatory or economic conditions; (iii) a bona fide offer to purchase, or an offer by the investee to sell, for an amount less than the carrying amount of the investment; and (iv) factors that raise concerns about the investee’s ability to continue as a going concern. Dividends received from equity investments carried at cost are recognized in earnings.

Other investments also consist of limited partnership interests carried on the equity method, which approximates the Company's equity in the underlying net assets of the partnership. Equity income or loss on partnership interests is credited or charged, as appropriate, to the Consolidated Statements of Income. For costDecreases in investment values are evaluated to determine if factors indicate the decrease is other than temporary. Evidence of a loss in value might include, but is not limited to, the absence of an ability to recover the carrying amount of the investment or the inability of the investee to sustain an earnings capacity that would justify the carrying amount of the investment. Impairment losses on equity method investments dividends received are recognized in earnings to the extent that they were distributed fromConsolidated Statements of Income in the net accumulated earningsperiod when evidence indicates a decrease in the value of the investee. Dividends received in excess of the investee’s net accumulated earnings are considered a return of investment and are recorded as reductions of cost of the investment.

has occurred that is other than temporary.

 

(H)(I)Property and Equipment 

 

Property and equipment of $2,786,000$7,640,000 and $2,029,000$7,582,000 are included in other assets at December 31, 20172020 and 2016,2019, respectively, net of accumulated depreciation and amortization of $4,188,000$9,084,000 and $3,348,000,$6,689,000, respectively.

 

Improvements are capitalized while repair and maintenance costs are charged to operations as incurred. Depreciation of property and equipment has been provided on the straight-line method over the estimated useful lives of the respective assets. Amortization of leasehold improvements has been provided on the straight-line method over the shorter of the lease term or the estimated useful life of the asset.

Any impairment of long-lived assets would be charged to expense. The Company had no impairments of long-lived assets in either 2020 or 2019.

 

(I) (J)Goodwill and Other Intangible Assets 

 

Goodwill carrying amounts are evaluated for impairment, at least annually on December 31 each year, at the reporting unit level that is equivalent to an operating segment.segment or one level below an operating segment, referred to as a component. If the fair value of a reporting unit is less than its carrying amount, further evaluation is required to determine if a write-down of goodwill is required. In determining the fair value of each reporting unit, we used an income approach, applying a discounted cash flow method that included a residual value.  Based on historical experience, we make assumptions as to: (i) expected future



performance and future economic conditions, (ii) projected operating earnings, (iii) projected new and renewal business as well as profit margins on such business, and (iv) a discount rate that incorporated an appropriate risk level for the reporting unit. Any impairment of goodwill would be charged to expense.

 

Other intangible assets are amortized to expense over their estimated useful lives and are subject to impairment testing. Any impairment of other intangible assets would be charged to expense.

 

(J)(K)Insurance Liabilities 

 

Policy Benefits and Claims

 

The Company maintains loss reserves to cover its estimated liability for unpaid losses and loss adjustment expenses, where material, including legal, other fees, and costs not associated with specific claims but related to the claims payment function), for reported and unreported claims incurred as of the end of each accounting period.  These loss reserves are based on actuarial assumptions and are maintained at levels that are in accordance with U.S. GAAP.assumptions.  Many factors could affect these reserves, including economic and social conditions, frequency and severity of claims, medical trend resulting from the influences of underlying cost inflation, changes in utilization and demand for medical services, and changes in doctrines of legal liability and damage awards in litigation. Therefore, the Company’s reserves are necessarily based on estimates, assumptions and analysis of historical experience. The Company’s results depend upon the variation between actual claims experience and the assumptions used in determining reserves and pricing products. Reserve assumptions and estimates require significant judgment and, therefore, are inherently uncertain. The Company cannot determine with precision the ultimate amounts that will be paid for actual claims or the timing of those payments. The Company's estimate of loss represents management's best estimate of the Company's liability at the balance sheet date.



Loss reserves differ for short-duration and long-duration insurance policies, including annuities. Reserves are based on approved actuarial methods, but necessarily include assumptions about expenses, mortality, morbidity, lapse rates and future yield on related investments.

 

All of the Company’s short-duration contracts are generated from its accident, health, disability and pet insurance business, and are accounted for based on actuarial estimates of the amount of loss inherent in that period’s claims, including losses incurred for which claims have not been reported. Short-duration contract loss estimates rely on actuarial observations of ultimate loss experience for similar historical events.

 

Specialty Health

 

For the Specialty Health business, incurred but not reported (“IBNR”)IBNR claims liabilities plus expected development on reported claims are calculated using standard actuarial methods and practices. The “primary” assumption in the determination of Specialty Health reserves is that historical Claim Development Patterns are representative of future Claim Development Patterns. Factors that may affect this assumption include changes in claim payment processing times and procedures, changes in time delay in submission of claims, and the incidence of unusually large claims. Liabilities for policy benefits and claims for specialty health medical and disability coverage are computed using completion factors and expected Net Loss Ratios derived from actual historical premium and claim data.  The reserving analysis includes a review of claim processing statistical measures and large claim early notifications; the potential impacts of any changes in these factors are not material. The Company has business that is serviced by third-party administrators.  From time to time, there are changes in the timing of claims processing due to any number of factors including, but not limited to, system conversions and staffing changes during the year.  These changes are monitored by the Company and the effects of these changes are taken into consideration during the claim reserving process. Other than these considerations, there have been no significant changes to methodologies and assumptions from the prior year.

 

While these calculations are based on standard methodologies, they are estimates based on historical patterns.  To the extent that actual claim payment patterns differ from historical patterns, such estimated reserves may be redundant or inadequate.  The effects of such deviations are evaluated by considering claim backlog statistics and reviewing the reasonableness of projected claim ratios.  Other factors which may affect the accuracy of policy benefits and claim estimates include the proportion of large



claims which may take longer to adjudicate, changes in billing patterns by providers and changes in claim management practices such as hospital bill audits.

 

Disability and Paid Family Leave

 

The Company’s disability business is primarily comprised of New York short-term disability (“DBL”) and group disability.

With respect to DBL, the liability for policy benefits and claims for the most recent quarter of earned premium is established using a Net Loss Ratio methodology.  The Net Loss Ratio is determined by applying the completed prior four quarters of historical Net Loss Ratiospricing assumptions to the last quarter of earned premium.  Policy benefits and claims associated with the premium earned prior to the last quarter are established using a completion factor methodology. The completion factors are developed using the historical payment patterns for DBL. There have been no significant changesWith respect to methodologiesPFL, policy benefits and assumptionsclaims associated with the premiums earned are established using a completion factor methodology. As this is the third year of this product, the completion factors used were based on the PFL payment patterns developed during 2018, 2019 and 2020. Since the NYSDFS established a risk adjustment program, the Company is required to record in its financial statements an accrual for a potential payment to, or recovery from, the priorrisk adjustment program depending on how its loss ratio compares to the industry wide loss ratio. To determine the amount of this risk adjustment, knowledge of industry wide performance is necessary. The NYSDFS does not share the industry loss ratio data for the current reporting year until the following year. However, the Company uses available unaudited industry information to make its best estimate of its potential payment or refund under the risk adjustment program until actual information is available.

 

Policy benefits and claims for the Company’s group disability products are developed using actuarial principles and assumptions that consider, among other things, future offsets and recoveries, elimination periods, interest rates, probability of rehabilitation or mortality, incidence and termination rates based on the Company’s experience.  The liability for policy benefits and claims is made up of case reserves,



IBNR and reopen reserves and Loss Adjustment Expenses (“LAE”).LAE. IBNR and reopen reserves are calculated by a hind-sight study, which takes historical experience and develops the reserve as a percentage of premiums from prior years.  

 

The two “primary” assumptions on which group disability reserves are based are: (i) morbidity levels; and (ii) recovery rates. If morbidity levels increase, for example due to an epidemic or a recessionary environment, the Company would increase reserves because there would be more new claims than expected.  In regard to the assumed recovery rate, if disabled lives recover more quickly than anticipated then the existing claims reserves would be reduced; if less quickly, the existing claims reserves would be increased. Advancements in medical treatments could affect future recovery, termination, and mortality rates.

 

Due to the long-term nature of LTD, in establishing the liability for policy benefits and claims, the Company must make estimates for case reserves, IBNR, and reserves for LAE.  Case reserves generally equal the actuarial present value of the liability for future benefits to be paid on claims incurred as of the balance sheet date. The IBNR reserve is established based upon historical trends of existing incurred claims that were reported after the balance sheet date. The LAE reserve is calculated based on an actuarial expense study. There have been no significant changes to methodologies and assumptions from the prior year.

 

Medical Stop-Loss

Due to the sale of Risk Solutions, the Medical Stop-Loss segment is in run-off.  The Company has $2.3 million in reserves at December 31, 2017.  Liabilities for policy benefits and claims on medical stop-loss coverage are computed using completion factors and expected Net Loss Ratios derived from actual historical premium and claim data. Policy benefits and claims for medical stop-loss insurance are more volatile in nature than those for specialty health medical insurance.  This is primarily due to the excess nature of medical stop-loss, with very high deductibles applying to specific claims on any individual claimant and in the aggregate for a given group.  The level of these deductibles makes it more difficult to predict the amount and payment pattern of such claims.  Furthermore, these excess claims are highly sensitive to changes in factors such as medical trend, provider contracts and medical treatment protocols, adding to the difficulty in predicting claim values and estimating reserves.  Also, because medical stop-loss is in excess of an underlying benefit plan, there is an additional layer of claim reporting and processing that can affect claim payment patterns.  Finally, changes in the distribution of business by effective month can affect reserve estimates due to the timing of claim occurrences and the time required to accumulate claims against the stop-loss deductible.

Predicting ultimate claims and estimating reserves in Medical Stop-Loss is more complex than specialty health medical and disability business due to the “excess of loss” nature of these products with very high deductibles applying to specific claims on any individual claimant and in the aggregate for a given group.  The level of these deductibles makes it more difficult to predict the amount and payment pattern of such claims.  Fluctuations in results for specific coverage are primarily due to the severity and frequency of individual claims, whereas fluctuations in aggregate coverage are largely attributable to frequency of underlying claims rather than severity. Liabilities for first dollar medical reserves and disability coverages are computed using completion factors and expected Net Loss Ratios derived from actual historical premium and claim data.

Due to the short-term nature of Medical Stop-Loss, redundancies or deficiencies will typically emerge during the course of the following year rather than over a number of years.  For Medical Stop-Loss, as noted above, the Company maintains its reserves based on underlying assumptions until it determines that an adjustment is appropriate based on emerging experience from all of its prior underwriting years. 



Management believes that the Company's methods of estimating the liabilities for policy benefits and claims provided appropriate levels of reserves at December 31, 2017. Changes in the Company's policy benefits and claims estimates are generally recorded through a charge or credit to its earnings. There have been no significant changes to methodologies and assumptions from the prior year.

Future Policy Benefits

 

The liability for future policy benefits consists of the liabilities related to insured events for the Company’s long-duration contracts, primarily its life and annuity products. For traditional life insurance products, the Company computes the liability for future policy benefits primarily using the net premium method based on anticipated investment yield, mortality, and withdrawals. These methods are widely used in the life insurance industry to estimate the liabilities for future policy benefits. Inherent in these calculations are management and actuarial judgments and estimates that could significantly impact the



ending reserve liabilities and, consequently, operating results.  Actual results may differ, and these estimates are subject to interpretation and change.

 

Management believes that the Company's methods of estimating the liabilities for future policy benefits provided appropriate levels of reserves at December 31, 2017.2020. Changes in the Company's future policy benefits estimates are recorded through a charge or credit to its earnings.

 

Funds on Deposit

 

Funds received (net of mortality and expense charges) for certain long-duration contracts (principally deferred annuities and universal life policies) are credited directly to a policyholder liability account, funds on deposit. Withdrawals are recorded directly as a reduction of respective policyholders' funds on deposit.

Amounts on deposit were credited at annual rates ranging from 3.0% to 6.0% in 2017, 3.0% to 6.0% in 2016,both 2020 and 3.0% to 7.0% in 2015.

2019.

 

Other Policyholders’ Funds

 

Other policyholders’ funds represent interest-bearing liabilities arising from the sale of products, such as universal life, interest-sensitive life and annuities.  Policyholder funds are primarily comprised of deposits received and interest credited to the benefit of the policyholder less surrenders and withdrawals, mortality charges and administrative expenses.

 

Interest credited to policyholder funds represents interest accrued or paid on interest-sensitive life policies and investment policies.  These amounts are reported in insurance benefits, claims and reserves on the Consolidated Statements of Income.  Credit rates for certain annuities and interest-sensitive life policies are adjusted periodically by the Company to reflect current market conditions, subject to contractually guaranteed minimum rates.

 

(K)(L)Deferred Income Taxes  

 

The provision for deferred income taxes is based on the asset and liability method of accounting for income taxes. Under this method, deferred income taxes are recognized by applying enacted statutory tax rates to temporary differences between amounts reported in the Consolidated Financial Statements and the tax bases of existing assets and liabilities in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is recognized for the portion of deferred tax assets that, in management's judgment, is not likely to be realized.  A liability for uncertain tax positions is recorded when it is more likely than not that a tax position will not be sustained upon examination by taxing authorities. The effect on deferred income taxes of a change in tax rates or laws is recognized in income tax expense in the period that includes the enactment date.

 



The Company uses a portfolio approach to release income tax effects from accumulated other comprehensive income. The portfolio approach involves a strict period-by-period cumulative incremental allocation of income taxes to the change in unrealized gains and losses reflected in other comprehensive income. Under this approach, the net cumulative tax effect is ignored. The net change in unrealized gains or losses recorded in accumulated other comprehensive income under this approach would be eliminated only on the date the entire inventory of available-for-sale securities is sold or otherwise disposed of.   

 

Interest and penalties, if any, are classified as other interest expense and are included in selling, general and administrative expensesincome tax expense in the Consolidated Statements of Income.



(M)Reinsurance

 

(L)Reinsurance

Amounts paid for or recoverable under reinsurance contracts are included in total assets or total liabilities as due from reinsurers or due to reinsurers. The cost of reinsurance related to long-duration contracts is accounted for over the life of the underlying reinsured policies using assumptions consistent with those used to account for the underlying policies.

 

(M)(N)Insurance Premium Revenue Recognition and Policy Charges 

 

Premiums from short-duration medical insurance contracts are intended to cover expected claim costs resulting from insured events that occur during a fixed period of short duration.  The Company has the ability to not renew the contract or to revise the premium rates at the end of each annual contract period to cover future insured events.  Insurance premiums from annual health contracts are collected monthly and are recognized as revenue evenly as insurance protection is provided.

 

Premiums related to long-term and short-term disability contracts are recognized on a pro rata basis over the applicable contract term.

 

Traditional life insurance products consist principally of products with fixed and guaranteed premiums and benefits, primarily term and whole life insurance products.  Revenue from these products are recognized as premium when due.

 

Annuities and interest-sensitive life contracts, such as universal life and interest sensitive whole life, are contracts whose terms are not fixed and guaranteed.  Premiums from these policies are reported as funds on deposit.  Policy charges consist of fees assessed against the policyholder for cost of insurance (mortality risk), policy administration and early surrender.  These revenues are recognized when assessed against the policyholder account balance.

 

Policies that do not subject the Company to significant risk arising from mortality or morbidity are considered investment contracts. Deposits received for such contracts are reported as other policyholder funds.  Policy charges for investment contracts consist of fees assessed against the policyholder account for maintenance, administration and surrender of the policy prior to contractually specified dates, and are recognized when assessed against the policyholder account balance.

 

(N)(O)Fee Income Revenue Recognition

Fee income includes fees and commissions for various sales, marketing and administrative services provided by the IHC Agencies and lead generation company. Revenue is recognized as these services are performed in an amount that reflects the consideration we expect to be entitled to in exchange for these services.

The Company utilizes the following five-step approach to recognize revenue from contracts with customers:

(1)identification of the contract, or contracts, with a customer; 

(2)identification of the performance obligation in the contract; 

(3)determination of the transaction price; 

(4)allocation of the transaction price to the performance obligations in the contract; and 

(5)recognition of revenue when, or as, we satisfy a performance obligation. 

Commission revenues result from the sales of certain policies by the IHC Agencies on behalf of multiple unaffiliated insurance carriers. The Company has identified the unaffiliated insurance carriers as its customers. Increased sales of products to these unaffiliated insurance carriers began in 2020 as a result of new contracts with the carriers and increased distribution channels. A significant portion of our



commission revenues are recorded at a point in time based on expected constrained LTV that represent expected commissions to be received over the lifetime of the policies sold. These policies primarily consist of senior products, such as Medicare Advantage, Medicare Part D prescription drug plans and Medicare Supplement plans, as well as ACA plans and small group stop-loss. Commission rates are agreed to in advance with the relevant insurance carrier and vary by carrier and policy type. Other commission revenues are recorded over a period of time commensurate with the performance of certain policy retention and renewal services.

Constrained LTV commissions are recorded at a point in time upon the issuance of a policy by the unaffiliated insurance carrier. It is at this point the performance obligation is considered satisfied. No significant additional performance obligation occurs with renewal of the initial policy. IHC records substantially all of the anticipated revenue from these policies on this date, adjusted for certain expected constraints. Various factors are analyzed to estimate the constrained LTV commissions. These include, but are not limited to, commission rates, carrier mix, contract amendments and terminations, estimated average plan durations, cancellations and non-renewals. After our initial estimates and constraints are made, the Company reassesses its estimates and constraints at the end of each reporting period. We recognize any material impact of changes to commission revenue in the period when the changes are made to the assumptions we use to calculate constrained LTV or previously estimated constrained LTV already recognized as revenue.

Revenues for administrative services, such as premium collections, client services and claims processing, all considered to be a single performance obligation, are recognized over time as these services are performed. One of our agencies administers a block of pet business for an unaffiliated pet insurer that is in run-off and, until its sale in June 2020, another one of our agencies administered occupational accident plans including injured-on-duty accident plans and employer liability plans, and self-funded workers’ compensation plans. The Company has identified the unaffiliated insurance carriers as its customers. Some payments are received monthly or quarterly over the underlying policy period which is shorter than the life of the administrative period. A portion of these payments, in addition to any payments that are received as a lump-sum in advance, are recorded as deferred revenues and recognized in income over the life of the administrative contracts.

Revenues for marketing services, primarily STM, Fixed Indemnity Limited Benefit and other ancillary policies, are recognized over time. The Company has identified the unaffiliated insurance carriers as its customers. The Company receives fees for these marketing services each month based on a flat fee times monthly enrollment figures.

Revenues for the use of our INSX cloud-based enrollment platform are recognized over time. This platform enables brokers and agents to quote and enroll consumers in ACA plans as well as ancillary health products. In this case, the independent brokers and agents are the customers and they are charged a monthly fee for the right to use the hosted cloud software. Amounts received in advance (annual or quarterly) are recorded as deferred revenues and recognized in income over the life of the contract.

Certain IHC subsidiaries earn fees for various lead and referral services. Each service has one performance obligation which is satisfied at a point in time when a lead is transferred to the customer or a referral results in a completed application. The Company has identified the unaffiliated insurance carriers as its customer. All prices are specified in the applicable contract.

IHC Agencies also earn fees from policyholders for: (i) the convenience of paying for pet premiums in installments or by credit card; and (ii) the submission of online application or enrollment forms for various products. These fees are earned, and simultaneously received, from the policyholder/applicant at the point in time premium payments are made or online applications/enrollments are submitted.



(P)Income Per Common Share  

 

Income per common share is computed using the treasury stock method.

 



(O)(Q)Share-Based Compensation  

 

Compensation costs for equity awards, such as stock options and non-vested restricted stock, are measured based on grant-date fair value and are recognized in the Consolidated Statements of Income over the requisite service period (which is usually the vesting period). For such awards with only service conditions, the Company recognizes the compensation cost on a straight-line basis over the requisite service period for the entire award.

 

Compensation costs for liability-classified awards, such as share appreciation rights (“SARs”), are measured and accrued each reporting period in the Consolidated Statements of Income as the requisite service or performance conditions are met.

 

(P)(R)Recent Accounting Pronouncements 

 

Recently Adopted Accounting Standards

 

In FebruaryOctober 2018, the Financial Accounting Standards Board (“FASB”) issued guidance allowingfor determining whether a decision making fee is a variable interest and requires reporting entities to reclassify, from accumulated other comprehensive income to retained earnings,consider indirect interests held through related parties under common control on a proportional basis rather than as the stranded tax effects resulting from the Tax Cuts and Jobs Act (“Tax Reform”). The amendments in this Update are effective for all entities for fiscal years beginning after December 15, 2018 and interim periods within those fiscal years. Early adoption is permitted. The amendments should be applied in the periodequivalent of adoption or retrospectively to each period in which the effect of the change in the U. S. Federal corporate income tax rate in Tax Reform is recognized. The Company has elected to adopt the amendments in this Update on December 31, 2017. Accordingly, the Company has reclassified the effect of the change in the U. S. Federal corporate income tax rate on its gross deferred tax amounts, and related valuation allowances, remaining in accumulated other comprehensive income at December 31, 2017 to retained earnings.a direct interest. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

 

In October 2016,August 2018, the FASB issued guidance that amendsto improve the consolidation analysis for a reporting entity that iseffectiveness of disclosures in the single decision maker of a variable interest entity. The amendments in this guidance require the decision maker’s evaluation of its interests held through related parties that are under common control on a proportionate basis rather than in their entirety when determining whether it is the primary beneficiary of that variable interest entity.notes to financial statements regarding fair value measurements. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

 

In March 2016,January 2017, the FASB issued guidance thatto simplify several aspectsthe test for goodwill impairment by eliminating Step 2 in the goodwill impairment test. Instead, under the amendments in this guidance, an entity should perform its annual or interim, goodwill impairment test by comparing the fair value of accountinga reporting unit with its carrying amount. An entity should recognize an impairment charge for share-based payment transactions, including the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax consequences, classificationeffects from any tax-deductible goodwill on the carrying amount of awards as either equity or liabilities, and classification in the statement of cash flows. New guidance related toreporting unit when measuring the classifications in the statement of cash flows were applied on a prospective transition basis.goodwill impairment loss, if applicable. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.

 

In March 2016, the FASB issued guidance that eliminates the requirement for retroactive adjustments on the date that a previously held investment qualifies for the equity method of accounting as a result of an increase in ownership interest or degree of influence. The adoption of this guidance did not have a material effect on the Company’s consolidated financial statements.



Recently Issued Accounting Standards Not Yet Adopted

 

In May 2017,October 2020, the FASB issued guidance to provide clarity and reduce both (i) diversity in practice; and (ii) cost and complexityclarify that when accounting for a change indetermining the terms or conditions of a share-based payment award. The amendments in this guidance will be applied prospectively in annual periods beginning after December 15, 2017, including interim periods within those periods.premium amortization period on purchased callable debt securities, an entity should reevaluate callable debt securities that have multiple call dates each reporting period. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements.

 

In March 2017, the FASB issued guidance requiring premium amortization on callable debt securities to be amortized to the earliest call date to more closely align the amortization period with expectations incorporated in market pricing of the underlying securities. The amendments in this guidance should be applied using a modified retrospective approach for annual periods beginning after December 15, 2018, including interim periods within those periods. Additional disclosures are required in the period of adoption. Early adoption is permitted. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements.

In January 2017,2019, the FASB issued guidance to simplify the testaccounting for goodwill impairment by eliminating Step 2income taxes. The guidance eliminates certain exceptions related to the approach for intra-period tax allocation, the methodology for calculating income taxes in an interim period, and the recognition of deferred tax liabilities related to changes in ownership of equity method investments and foreign subsidiaries. The guidance also simplifies aspects of accounting for franchise taxes, the requirement to allocate current and deferred tax expense to legal entities not subject to tax in its separate financial statements, enacted changes in tax laws or rates, and clarifies the accounting for transactions that result in a step-up in the goodwill impairment test. Instead, under the amendments in this Update, an entity should perform its annual or interim, goodwill impairment test by comparing the fair valuetax basis of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss, if applicable.goodwill. The amendments in this guidance are effective for public business entities for annual, or anyfiscal years, and interim goodwill impairment tests in



periods within those fiscal years, beginning after December 15, 2019. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements.

In January 2017, the FASB issued guidance that clarifies the definition of a business to assist entities with evaluating when a set of transferred assets and activities is a business. The amendments in this guidance will be applied prospectively in annual periods beginning after December 15, 2017, including interim periods within those periods,2020, with early adoption permitted. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements.

 

In November 2016,August 2018, the FASB issued guidance requiring entities to show the changes in the total cash, cash equivalents, restricted cashimprove existing measurements, presentation and restricted cash equivalent in the statement of cash flows.disclosure requirements for long-duration contracts issued by insurance entities. The amendments in this guidance will be applied retrospectivelyrequires an entity to (1) review and isupdate assumptions used to measure cash flows at least annually as well as update the discount rate assumption at each reporting date; (2) measure market risk benefits associated with deposit contracts at fair value; (3) disclose liability rollforwards and information about significant inputs, judgements assumptions, and methods used in measurement. Additionally, it simplifies the amortization of deferred acquisition costs and other balances on a constant level basis over the expected term of the related contracts. In 2020, the FASB delayed the effective for public business entitiesdates. For smaller reporting companies, the amendments in this guidance are now effective for fiscal years beginning after December 15, 2017,2024, and for interim periods within those fiscal years. Theyears beginning after December 15, 2025. Upon adoption, of this guidance will not have a material effect on the Company’s consolidated financial statements.

In October 2016, the FASB issued guidance requiring an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. The amendments in this guidance should be applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earningscontracts in-force as of the beginning of the earliest period of adoptionpresented with a cumulative adjustment to beginning retained earnings. Management is evaluating the requirements and are effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within those annual reporting periods. Thepotential impact that the adoption of this guidance is not expected towill have a material effect on the Company’s consolidated financial statements.

 

In August 2016, the FASB issued guidance that changes how certain cash receipts and cash payments are presented and classified in the cash flows statement. The amendments in this Update are effective for annual periods beginning after December 15, 2017, and interim periods within those annual periods. The adoption of this guidance will not have a material effect on the Company’s consolidated financial statements.

In June 2016, the FASB issued guidance requiring financial assets measured at amortized cost basis



to be presented at the net amount expected to be collected. An allowance for credit losses will be deducted from the amortized cost basis to present the net carrying value at the amount expected to be collected with changes in the allowance recorded in earnings. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses rather than the currently applied U.S. GAAP method of taking a permanent impairment of the security, which would be limited to the amount by which fair value is below the amortized cost. Certain existing requirements used to evaluate credit losses have been removed. In 2019, the FASB provided transition relief by providing entities with an option to irrevocably elect the fair value option on an instrument-by-instrument basis for eligible instruments upon adoption and delayed the original effective dates. For public entities that are SEC filers,smaller reporting companies, the amendments in this Updateguidance are now effective for fiscal years beginning after December 15, 2019,2022, including interim periods within those years. Early adoption is permitted for fiscal years beginning after December 15, 2018.permitted. The amendments in this guidance should be applied through a cumulative effect adjustment to retained earnings upon adoption as of the beginning of the first reporting period in which the guidance is effective. Management is evaluating the requirements and potential impact that the adoption of this guidance will have on the Company’s consolidated financial statements.

 

In February 2016, the FASB issued guidance that requires lessees to recognize the assets and liabilities that arise from leases, including operating leases, on the statement of financial position. The amendments in this guidance are effective for fiscal years beginning after December 31, 2018, including interim periods within those fiscal years, using a modified retrospective approach. The adoption of this guidance is not expected to have a material effect on the Company’s consolidated financial statements.

In January 2016, the FASB issued guidance that eliminates the requirement to classify equity securities with readily determinable fair values as trading or available-for-sale. The guidance requires equity securities, other than those that result in consolidation or are accounted for under the equity method, (including other ownership interests, such as partnerships, unincorporated joint ventures, and limited liability companies) to be measured at fair value with changes in the fair value recognized through net income, simplifies the impairment assessment of equity securities without readily determinable fair values and requires changes in disclosure requirements. For public entities, the amendments in this Update are effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The amendments in this Update will be applied by means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption. The amendments related to equity securities without readily determinable fair values (including disclosure requirements) will be applied prospectively to equity investments that exist as of the date of adoption of the guidance. The adoption of this guidance will not have a material effect on the Company’s Consolidated Balance Sheet or IHC’s stockholders’ equity.

In May 2014, the FASB issued revenue recognition guidance for entities that either enter into contracts with customers to transfer goods or services or enter into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards such as insurance contracts or lease contracts. The amendment provides specific steps that an entity should apply in order to achieve its main objective which is recognizing revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In 2016, additional guidance and technical corrections were issued to clarify certain aspects of the implementation guidance and to clarify the identification of performance obligations. In August 2015, the effective date of this guidance was deferred. For public entities, this guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period, and requires one of two specified retrospective methods of application. The Company has substantially completed its process to implement this guidance and as a result, has determined that substantially all of our revenue sources are excluded from the scope of the standard. For those revenue sources within the scope of the standard (included in the Fee income line of the Consolidated Statement of Income), there were no material changes in the timing or measurement of revenues. The adoption of this guidance will not have a material effect on the Company’s consolidated financial condition, results of operations, cash flows or required disclosures. The guidance will be applied retrospectively with a cumulative effect adjustment on the date of initial application.



Note 2.Income Per Common Share 

 

Included in the diluted earnings per share calculation for 2017, 2016the years ended December 31, 2020 and 20152019 are 290,000, 217,00058,000 and 170,00073,000 of incremental common shares, respectively, primarily from the dilutive effect of share-based payment awards.



 

Note 3.Cash, Cash Equivalents and Restricted Cash

The following istable provides a reconciliation of income availablecash, cash equivalents and restricted cash reported within the Consolidated Balance Sheets to common shareholders used to calculate income per sharethe amounts shown in the Consolidated Statements of Cash Flows for the periods indicated (in thousands):

 

 

 

December 31,

 

 

2020

 

2019

 

 

Cash and cash equivalents

$

72,089 

$

21,094 

Restricted cash included in other assets

 

2,704 

 

3,537 

 

 

 

 

 

Total cash, cash equivalents and restricted cash

$

74,793 

$

24,631 

 

 

 

 

 

 

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Income from continuing operations, net of tax

$

42,130 

$

22,510  

$

27,974  

Less:  Income from continuing operations attributable to

 

 

 

 

 

 

     noncontrolling interests

 

(88) 

 

(458) 

 

(405) 

 

 

 

 

 

 

 

   Income from continuing operations attributable to IHC

 

 

 

 

 

 

     common shareholders

$

42,042 

$

22,052  

$

27,569  

 

 

 

 

 

 

 

Income from discontinued operations, net of tax

$

 

$

110,804  

$

2,548  

Less:  Income from discontinued operations attributable to

 

 

 

 

 

 

     noncontrolling interests

 

- 

 

(9,558) 

 

(173) 

 

 

 

 

 

 

 

   Income from discontinued operations attributable to

 

 

 

 

 

 

     IHC common shareholders

$

 

$

101,246  

$

2,375  

 

 

 

 

 

 

 

  Net income attributable to IHC

$

42,042 

$

123,298  

$

29,944  

 

 

 

 

 

 

 

Restricted cash includes insurance premiums collected from insureds that are pending remittance to insurance carriers and/or payment of insurance claims and commissions to third party administrators. These amounts are required to be set aside by contractual agreements with the insurance carriers and are included in other assets on the Consolidated Balance Sheets.

 

Note 3.4.Discontinued OperationsInvestment Securities 

 

On March 31, 2016, IHC and a subsidiary of AMIC sold the stock of Risk Solutions to Swiss Re Corporate Solutions, a division of Swiss Re (“Swiss Re”).  In addition, under the purchase and sale agreement, all of the in-force stop-loss business of Standard Security Life and Independence American produced by Risk Solutions is co-insured by Westport Insurance Corporation (“Westport”), Swiss Re’s largest US carrier, as of January 1, 2016.  The aggregate purchase price was $152,500,000 in cash, subject to adjustments and settlements. Approximately 89% of the purchase price was allocated to AMIC and its subsidiaries, with the balance being paid to Standard Security Life and other IHC subsidiaries. The Company recorded a gain of $100,819,000, net of taxes and amounts attributable to noncontrolling interests, as a result of the transaction. The aforementioned transaction, which includes the sale of Risk Solutions and the corresponding coinsurance agreement, is collectively referred to as the “Risk Solutions Sale and Coinsurance Transaction”.  IHC’s block of Medical Stop-Loss business is in run-off. The sale of Risk Solutions and exit from the medical stop-loss business represents a strategic shift that will have a major effect on the Company’s operations and financial results. The disposal transaction qualified for reporting as discontinued operations in the first quarter of 2016 as a result of the Board of Directors commitment to a plan for its disposal in January 2016. Aside from reinsurance and marketing of Westport small group stop-loss, there will be no further involvement with the discontinued operation.



The following is a reconciliation of the major line items constituting the pretax profit of discontinued operations, including adjustments for amounts previously eliminated in consolidation, for the periods indicated (in thousands):

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Revenue

$

- 

$

6,406 

$

2,373  

Selling, general and administrative expenses

 

- 

 

5,689 

 

(1,937) 

 

 

 

 

 

 

 

Pretax profit of discontinued operations

 

- 

 

717 

 

4,310  

Gain on  disposal of discontinued operations, pretax

 

- 

 

116,900 

 

 

 

 

 

 

 

 

 

Income from discontinued operations before income taxes

 

- 

 

117,617 

 

4,310  

Income taxes on discontinued operations

 

- 

 

6,813 

 

1,762  

 

 

 

 

 

 

 

Income from discontinued operations, net of tax

$

- 

$

110,804 

$

2,548  

 

 

 

 

 

 

 

Liabilities attributable to discontinued operations at December 31, 2017 and 2016 consist of $0 and $68,000, respectively, of accounts payable and accrued liabilities.

Total operating and investing cash flows from discontinued operations were $128,000 and $(132,000), respectively, in 2015. In 2016, the Company elected to classify the proceeds received from the sale of discontinued operations in the investing activities section of the Consolidated Statement of Cash Flows. There were no other operating or investing cash flows from discontinued operations in 2017 or 2016.

In connection with the Risk Solutions Sale and Coinsurance Transaction in March 2016, AMIC utilized a significant amount of its Federal NOL carryforwards and made a corresponding adjustment to its valuation allowance (see Note 12). On a consolidated basis, the Company recorded income taxes on discontinued operations of $6,813,000 for the year ended December 31, 2016, consisting of $3,819,000 of state income taxes and $2,994,000 of Federal taxes. Federal income taxes differ from applying the Federal statutory income tax rate of 35% to pretax income from discontinued operations principally as the result of tax benefits from state income taxes and AMIC’s $38,169,000 decrease in its valuation allowance, net of a tax provision from limits on compensation deductions.



Note 4.Investment Securities

The cost (amortized cost with respect to certain fixed maturities), gross unrealized gains, gross unrealized losses and fair value of investment securitiesfixed maturities available-for-sale are as follows for the periods indicated (in thousands):

 

 

 

December 31, 20172020

 

 

 

 

GROSS 

 

GROSS 

 

 

 

 

AMORTIZED

 

UNREALIZED

 

UNREALIZED

 

FAIR 

 

 

COST 

 

GAINS 

 

LOSSES 

 

VALUE 

 

 

 

 

FIXED MATURITIES

 

 

 

 

 

 

 

 

AVAILABLE-FOR-SALE:

 

 

 

 

 

 

 

 

Corporate securities

$

148,996175,541 

$

2983,735 

$

(2,847)(2,113) 

$

146,447177,163 

CMOs - residential (1)

 

6,8575,215 

 

-242 

 

(180)(2)  

 

6,6775,455 

U.S. Government obligations

 

85,51050,332 

 

-

(396)

85,114

Agency MBS - residential(2)

14

-830 

 

 

 

1451,162 

Agency MBS – residential GSEs(3)(2)

 

9,88739 

 

- 

 

(205)(5) 

 

9,68234

GSEs (3)

5,852

-

(155)

5,697 

States and political subdivisions

 

182,664159,421 

 

5983,230 

 

(3,619)(691) 

 

179,643161,960 

Foreign government obligations

 

4,2274,907 

 

13

(90)

4,150

Redeemable preferred stocks

10,006

179271 

 

- 

 

10,1855,178 

 

 

 

 

 

 

 

 

 

Total fixed maturities

$

448,161401,307 

$

1,0888,308 

$

(7,337)(2,966) 

$

441,912406,649 

 



EQUITY SECURITIES

 

AVAILABLE-FOR-SALE:

Common stocks

$

1,612

$

388

$

-

$

2,000

Nonredeemable preferred stocks

3,588

60

(18)

3,630

Total equity securities

$

5,200

$

448

$

(18)

$

5,630

 

 

 

December 31, 20162019

 

 

 

 

GROSS 

 

GROSS 

 

 

 

 

AMORTIZED

 

UNREALIZED

 

UNREALIZED

 

FAIR 

 

 

COST 

 

GAINS 

 

LOSSES 

 

VALUE 

 

 

 

 

FIXED MATURITIES

 

 

 

 

 

 

 

 

AVAILABLE-FOR-SALE:

 

 

 

 

 

 

 

 

Corporate securities

$

192,976161,369 

$

2091,832 

$

(5,490)(1,178) 

$

187,695162,023 

CMOs - residential (1)

 

6,0215,328 

 

854 

 

(116)- 

 

5,9135,382 

U.S. Government obligations

 

43,41750,340 

 

133257 

 

(441)(48) 

 

43,109

Agency MBS - residential(2)

22

1

2350,549 

GSEs (3)

 

10,3016,230 

 

1- 

 

(422)(107) 

 

9,8806,123 

States and political subdivisions

 

191,146153,439 

 

7801,512 

 

(5,115)(943) 

 

186,811154,008 

Foreign government obligations

 

5,0986,719 

 

13172 

 

(157)(2) 

 

4,954

Redeemable preferred stocks

11,454

96

(448)

11,1026,889 

 

 

 

 

 

 

 

 

 

Total fixed maturities

$

460,435383,425 

$

1,2413,827 

$

(12,189)(2,278) 

$

449,487

EQUITY SECURITIES

AVAILABLE-FOR-SALE:

Common stocks

$

1,612

$

178

$

$

1,790

Nonredeemable preferred stocks

3,588

30

(75)

3,543

Total equity securities

$

5,200

$

208

$

(75)

$

5,333384,974 

 

(1)Collateralized mortgage obligations (“CMOs”). 

(2) Mortgage-backed securities (“MBS”). 

(3)Government-sponsored enterprises (“GSEs”) are private enterprises established and chartered by the Federal Government or its various insurance and lease programs which carry the full faith and credit obligation of the U.S. Government. 

 



The amortized cost and fair value of fixed maturities available-for-sale at December 31, 2017,2020, by contractual maturity, are shown below (in thousands). Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

 

AMORTIZED

 

 

FAIR

 

 

AMORTIZED

 

 

FAIR

 

 

COST

 

 

VALUE

 

 

COST

 

 

VALUE

 

 

 

 

 

 

 

 

 

 

 

 

Due in one year or less

 

$

17,554

 

$

17,492

 

$

46,640

 

$

47,037

Due after one year through five years

 

 

165,260

 

 

163,826

 

 

187,907

 

 

192,758

Due after five years through ten years

 

 

140,361

 

 

138,909

 

 

84,131

 

 

84,900

Due after ten years

 

 

108,228

 

 

105,312

 

 

71,532

 

 

70,768

Fixed maturities with no single maturity date

 

 

16,758

 

 

16,373

 

 

11,097

 

 

11,186

 

 

 

 

 

 

 

 

 

 

 

 

 

$

448,161

 

$

441,912

 

$

401,307

 

$

406,649

 

The following tables summarize, for all fixed maturities available-for-sale securities in an unrealized loss position, the aggregate fair value and gross unrealized loss by length of time those securities that have continuously been in an unrealized loss position for the periods indicated (in thousands):

 

 

 

December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

Less than 12 Months

 

 

12 Months or Longer

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair

 

 

Unrealized

 

 

Fair

 

 

Unrealized

 

 

Fair

 

Unrealized

 

 

Value

 

 

Losses

 

 

Value

 

 

Losses

 

 

Value

 

Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate securities

$

85,642

 

$

1,250 

 

$

44,640

 

$

1,597 

 

$

130,282

$

2,847 

CMOs - residential

 

1,381

 

 

45 

 

 

5,237

 

 

135 

 

 

6,618

 

180 

U.S. Government obligations

 

75,811

 

 

198 

 

 

9,302

 

 

198 

 

 

85,113

 

396 

GSEs

 

-

 

 

- 

 

 

9,669

 

 

205 

 

 

9,669

 

205 

States and political subdivisions

 

83,682

 

 

1,348 

 

 

66,617

 

 

2,271 

 

 

150,299

 

3,619 

Foreign government obligations

 

2,959

 

 

90 

 

 

-

 

 

- 

 

 

2,959

 

90 

  Total fixed maturities

 

249,475

 

 

2,931 

 

 

135,465

 

 

4,406 

 

 

384,940

 

7,337 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonredeemable preferred stocks

 

2,160

 

 

18 

 

 

- 

 

 

- 

 

 

2,160 

 

18 

  Total equity securities

 

2,160

 

 

18 

 

 

- 

 

 

- 

 

 

2,160 

 

18 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Total temporarily impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      securities

$

251,635

 

$

2,949 

 

$

135,465

 

$

4,406 

 

$

387,100

$

7,355 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of securities in an

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unrealized loss position

 

61

 

 

 

 

 

76

 

 

 

 

 

137

 

 

 

 

December 31, 2020

 

 

 

 

 

 

 

 

 

 

 

Less than 12 Months

 

 

12 Months or Longer

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair

 

 

Unrealized

 

 

Fair

 

 

Unrealized

 

 

Fair

 

Unrealized

 

 

Value

 

 

Losses

 

 

Value

 

 

Losses

 

 

Value

 

Losses

 

 

 

 

 

 

 

 

 

 

Corporate securities

$

47,369 

 

$

719 

 

$

12,073 

 

$

1,394 

 

$

59,442

$

2,113 

CMOs-residential

 

748 

 

 

2 

 

 

- 

 

 

- 

 

 

748

 

2 

Agency MBS - residential

 

34 

 

 

5 

 

 

- 

 

 

- 

 

 

34

 

5 

GSEs

 

- 

 

 

- 

 

 

5,693 

 

 

155 

 

 

5,693

 

155 

States and political subdivisions

 

35,555 

 

 

254 

 

 

8,681 

 

 

437 

 

 

44,236

 

691 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Fixed maturities in an

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      unrealized loss position

$

83,706 

 

$

980 

 

$

26,447 

 

$

1,986 

 

$

110,153

$

2,966 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of fixed maturities in an

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unrealized loss position

 

33

 

 

 

 

 

17

 

 

 

 

 

50

 

 

 



 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

Less than 12 Months

 

 

12 Months or Longer

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair

 

 

Unrealized

 

 

Fair

 

 

Unrealized

 

 

Fair

 

Unrealized

 

 

Value

 

 

Losses

 

 

Value

 

 

Losses

 

 

Value

 

Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporate securities

$

145,205

 

$

3,818 

 

$

19,841 

 

$

1,672 

 

$

165,046 

$

5,490 

CMO’s - residential

 

5,038

 

 

116 

 

 

- 

 

 

- 

 

 

5,038 

 

116 

U.S. Government obligations

 

28,406

 

 

441 

 

 

- 

 

 

- 

 

 

28,406 

 

441 

GSEs

 

3,640

 

 

166 

 

 

6,220 

 

 

256 

 

 

9,860 

 

422 

States and political subdivisions

 

144,357

 

 

4,561 

 

 

18,132 

 

 

554 

 

 

162,489 

 

5,115 

Foreign government obligations

 

3,738

 

 

157 

 

 

- 

 

 

- 

 

 

3,738 

 

157 

Redeemable preferred stocks

 

-

 

 

- 

 

 

3,315 

 

 

448 

 

 

3,315 

 

448 

  Total fixed maturities

 

330,384

 

 

9,259 

 

 

47,508 

 

 

2,930 

 

 

377,892 

 

12,189 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonredeemable preferred stocks

 

826

 

 

25 

 

 

1,277 

 

 

50 

 

 

2,103 

 

75 

  Total equity securities

 

826

 

 

25 

 

 

1,277 

 

 

50 

 

 

2,103 

 

75 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Total temporarily impaired

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      securities

$

331,210

 

$

9,284 

 

$

48,785 

 

$

2,980 

 

$

379,995 

$

12,264 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of securities in an

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unrealized loss position

 

156

 

 

 

 

 

23

 

 

 

 

 

179

 

 



 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

Less than 12 Months

 

 

12 Months or Longer

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair

 

 

Unrealized

 

 

Fair

 

 

Unrealized

 

 

Fair

 

Unrealized

 

 

Value

 

 

Losses

 

 

Value

 

 

Losses

 

 

Value

 

Losses

 

 

 

 

 

 

 

 

 

 

Corporate securities

$

18,151

 

$

455 

 

$

32,301

 

$

723 

 

$

50,452

$

1,178 

U.S. Government obligations

 

-

 

 

- 

 

 

7,167

 

 

48 

 

 

7,167

 

48 

GSEs

 

-

 

 

- 

 

 

6,173

 

 

107 

 

 

6,173

 

107 

States and political subdivisions

 

29,872

 

 

114 

 

 

29,462

 

 

829 

 

 

59,334

 

943 

Foreign government obligations

 

-

 

 

- 

 

 

1,603

 

 

2 

 

 

1,603

 

2 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  Fixed maturities in an

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

      unrealized loss position

$

48,023

 

$

569 

 

$

76,706

 

$

1,709 

 

$

124,729

$

2,278 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number of fixed maturities in an

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  unrealized loss position

 

18

 

 

 

 

 

43

 

 

 

 

 

61

 

 

 

Substantially all of the unrealized losses on fixed maturities available-for-sale at December 31, 20172020 and December 31, 20162019 relate to investment grade securities and are attributable to changes in market interest rates. Because the Companysecurities. Management does not intend to sell, norand it is it more likely thanthat management will not that the Company will havebe required to sell such investments before recoverythese securities prior to their anticipated recovery. The unrealized losses on the Company's fixed maturity securities are related to general market changes in interest rates, and/or the levels of their amortized cost bases, which may becredit spreads largely due to current market conditions relating to the COVID-19 pandemic rather than specific concerns with the issuer's ability to pay interest and repay principal. We have evaluated each corporate security’s credit rating as well as industry risk factors associated with the securities. The fair value of these securities is expected to recover as they approach maturity and therefore the Company does not consider these investments to be other-than-temporarily impaired at December 31, 2017.2020.

 

The following table summarizes the Company’s net investment income for the years indicated (in thousands):

 

2020

2019

Fixed maturities

$

11,106 

$

14,128 

Equity securities

146 

386 

Cash, cash equivalents and other short-term investments

465 

1,004 

Other

154 

239 

Investment income, gross

11,871 

15,757 

Investment expenses

(94)

(114)

Net investment income

$

11,777 

$

15,643 



 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

Fixed maturities

$

13,397  

 

$

14,960  

 

$

15,364  

Equity securities

 

613  

 

 

676  

 

 

845  

Cash, cash equivalents and other short-term investments

 

264  

 

 

1,088  

 

 

66  

Equity method investments

 

1,846  

 

 

62  

 

 

405  

Other

 

221  

 

 

(135) 

 

 

661  

 

 

 

 

 

 

 

 

 

Investment income, gross

 

16,341  

 

 

16,651  

 

 

17,341  

Investment expenses

 

(65) 

 

 

(81) 

 

 

(104) 

 

 

 

 

 

 

 

 

 

Net investment income

$

16,276  

 

$

16,570  

 

$

17,237  



The following table summarizes the Company’s net realizedNet investment gains (losses) are as follows for the years indicated (in thousands):

 

 

 

2020

 

 

2019

 

 

 

Realized gains (losses):

 

 

 

 

 

  Fixed maturities available-for-sale

$

742  

 

$

4,105  

  Equity securities

 

 

 

 

(13) 

 

 

 

 

 

 

     Total realized gains (losses) on debt and equity securities

 

742  

 

 

4,092  

Unrealized gains (losses) on equity securities

 

586  

 

 

613  

 

 

 

 

 

 

Gains (losses) on debt and equity securities

 

1,328  

 

 

4,705  

Gains (losses) on other investments

 

18  

 

 

 

 

 

 

 

 

 

Net investment gains (losses)

$

1,346  

 

$

4,705  

 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

Available-for-sale securities:

 

 

 

 

 

 

 

 

  Fixed maturities

$

2,640  

 

$

4,275 

 

$

3,533 

  Common stocks

 

 

 

 

263 

 

 

1,519 

  Nonredeemable preferred stocks

 

 

 

 

 

 

151 

     Total available-for-sale securities

 

2,640  

 

 

4,538 

 

 

5,203 

 

 

 

 

 

 

 

 

 

Trading securities

 

 

 

 

(409)

 

 

(1,653)

     Total realized gains

 

2,640  

 

 

4,129 

 

 

3,550 

 

 

 

 

 

 

 

 

 

Unrealized gains (losses) on trading securities:

 

 

 

 

 

 

 

 

  Change in unrealized gains (losses) on trading securities

 

(102) 

 

 

289

 

 

(452)

     Total unrealized gains (losses) on trading securities

 

(102) 

 

 

289

 

 

(452)

 

 

 

 

 

 

 

 

 

Gains (losses) on other investments

 

 

 

 

84

 

 

 (4)

 

 

 

 

 

 

 

 

 

Net realized investment gains

$

2,539  

 

$

4,502 

 

$

3,094 

For the years ended December 31, 2017, 20162020 and 2015, proceeds from sales of available-for-sale securities, excluding paydowns and maturities, were $193,638,000, $414,997,000 and $640,902,000, respectively, and2019, the companyCompany realized gross gains of $3,746,000, $5,356,000$1,376,000 and $6,412,000,$5,144,000, respectively, and gross losses of $895,000, $480,000$634,000 and $805,000,$1,039,000, respectively, on those sales.from sales, maturities and prepayments of fixed maturities available-for-sale.

 

We recognize other-than-temporary impairment losses on fixed maturities available-for-sale in earnings in the period that we determine: 1) we intend to sell the security; 2) it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis; or 3) the security has a credit loss. Any non-credit portion of the other-than-temporary impairment loss is recognized in other comprehensive income (loss). The Company did not recognize any other-than-temporary impairments on available-for-saleavailable for sale securities in 2017.2020. In 2016,2019, the Company recognized an other-than-temporary impairment losslosses of $1,475,000$646,000 on certain fixed maturities available-for-sale. Theavailable-for-sale as the Company determined that it was more likely than not that we would sell the securities before the recovery of their amortized cost basis. In 2015, the Company recognized $228,000 of other-than-temporary impairment losses in earnings on equity securities available-for-sale due to the length of time and extent an equity security was below cost.

 

Credit losses were recognized on certain fixed maturities for which each security also had an impairment loss recognized in other comprehensive income (loss). The rollforward of these credit losses were as follows for the years indicated (in thousands):

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Balance at beginning of year

$

- 

$

473  

$

473 

Securities sold

 

- 

 

(473) 

 

- 

 

 

 

 

 

 

 

Balance at end of period

$

- 

$

 

$

473 



Note 5.Fair Value Disclosures

 

For all financial and non-financial assets and liabilities accounted for at fair value on a recurring basis, the Company utilizes valuation techniques based upon observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market expectations. These two types of inputs create the following fair value hierarchy:

 

Level 1 - Quoted prices for identical instruments in active markets.

 

Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations whose inputs are observable or whose significant value drivers are observable.

 

Level 3 - Instruments where significant value drivers are unobservable.

 

The following section describes the valuation methodologies we use to measure different assets and liabilities at fair value.

 

Investments in fixedFixed maturities and equity securities:available-for-sale:

 

Available-for-sale securitiesFixed maturities available-for-sale included in Level 12 are equities with quoted market prices. Level 2 is primarily comprised of our portfolio of government securities, agency mortgage-backed securities, corporate fixed income securities, foreign government obligations, collateralized mortgage obligations, municipals and GSEs that were priced with observable market inputs. Level 3 debt securities consist primarily of municipal tax credit strips.  The valuation method used to determine the fair value of municipal tax credit strips is the present value of the remaining



future tax credits (at the original issue discount rate) as presented in the redemption tables in the Municipal Prospectuses.   This original issue discount is accreted into income on a constant yield basis over the term of the debt instrument. Further, we retain independent pricing vendors to assist in valuing certain instruments.

 

TradingEquity securities:

 

TradingEquity securities included in Level 1 are equity securities with quoted market prices.



 

The following tables present our financial assets measured at fair value on a recurring basis for the periods indicated (in thousands):

 

 

 

December 31, 20172020

 

 

Level 1

 

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

FINANCIAL ASSETS:

 

 

 

 

 

 

 

 

 

Fixed maturities available-for-sale:

 

 

 

 

 

 

 

 

 

  Corporate securities

$

- 

 

$

146,447177,163 

$

- 

$

146,447177,163 

  CMOs - residential

 

- 

 

 

6,6775,455 

 

- 

 

6,6775,455 

  US Government obligations

 

- 

 

 

85,11451,162 

 

- 

 

85,11451,162 

  Agency MBS - residential

 

-34 

 

 

14 

-

1434 

  GSEs

 

- 

 

 

9,6825,697 

 

- 

 

9,6825,697 

  States and political subdivisions

 

- 

 

 

177,767160,625 

 

1,8761,335 

 

179,643161,960 

  Foreign government obligations

 

- 

 

 

4,1505,178 

 

- 

 

4,150

  Redeemable preferred stocks

10,185

-

-

10,1855,178 

     Total fixed maturities

 

10,185- 

 

 

429,851405,314 

 

1,8761,335 

 

441,912406,649 

 

 

 

 

 

 

 

 

 

 

Equity securities available-for-sale:securities:

 

 

 

 

 

 

 

 

 

  Common stocks

 

2,0003,411 

 

 

- 

 

- 

 

2,0003,411 

  Nonredeemable preferred stocks

 

3,6302,708 

 

 

- 

 

- 

 

3,6302,708 

     Total equity securities

 

5,6306,119 

 

 

- 

 

- 

 

5,630

Trading securities - equities

490

-

-

490

      Total trading securities

490

-

-

4906,119 

 

 

 

 

 

 

 

 

 

 

Total Financial Assets

$

16,3056,119 

 

$

429,851405,314 

$

1,8761,335 

$

448,032412,768 

 

 

 

December 31, 2016

 

 

Level 1

 

 

Level 2

 

Level 3

 

Total

 

 

 

 

 

 

 

 

 

 

FINANCIAL ASSETS:

 

 

 

 

 

 

 

 

 

Fixed maturities available-for-sale:

 

 

 

 

 

 

 

 

 

  Corporate securities

$

-

 

$

187,695

$

-

$

187,695

  CMOs - residential

 

-

 

 

5,913

 

-

 

5,913

  US Government obligations

 

-

 

 

43,109

 

-

 

43,109

  Agency MBS - residential

 

-

 

 

23

 

-

 

23

  GSEs

 

-

 

 

9,880

 

-

 

9,880

  States and political subdivisions

 

-

 

 

184,778

 

2,033

 

186,811

  Foreign government obligations

 

-

 

 

4,954

 

-

 

4,954

  Redeemable preferred stocks

 

11,102

 

 

-

 

-

 

11,102

     Total fixed maturities

 

11,102

 

 

436,352

 

2,033

 

449,487

 

 

 

 

 

 

 

 

 

 

Equity securities available-for-sale:

 

 

 

 

 

 

 

 

 

  Common stocks

 

1,790

 

 

-

 

-

 

1,790

  Nonredeemable preferred stocks

 

3,543

 

 

-

 

-

 

3,543

     Total equity securities

 

5,333

 

 

-

 

-

 

5,333

 

 

 

 

 

 

 

 

 

 

Trading securities - equities

 

592

 

 

-

 

-

 

592

      Total trading securities

 

592

 

 

-

 

-

 

592

 

 

 

 

 

 

 

 

 

 

Total Financial Assets

$

17,027

 

$

436,352

$

2,033

$

455,412

December 31, 2019

Level 1

Level 2

Level 3

Total

FINANCIAL ASSETS:

Fixed maturities available-for-sale:

  Corporate securities

$

-

$

162,023

$

-

$

162,023

  CMOs - residential

-

5,382

-

5,382

  US Government obligations

-

50,549

-

50,549

  GSEs

-

6,123

-

6,123

  States and political subdivisions

-

152,479

1,529

154,008

  Foreign government obligations

-

6,889

-

6,889

     Total fixed maturities

-

383,445

1,529

384,974

Equity securities:

  Common stocks

2,864

-

-

2,864

  Nonredeemable preferred stocks

883

-

-

883

     Total equity securities

3,747

-

-

3,747

Total Financial Assets

$

3,747

$

383,445

$

1,529

$

388,721



 

It is the Company’s policy to recognize transfers of assets and liabilities between levels of the fair value hierarchy at the end of a reporting period. The Company does not transfer out of Level 3 and into Level 2 until such time as observable inputs become available and reliable or the range of available independent prices narrow. The Company did not transfer any securities between Level 1, Level 2 or Level 3 in 2017 or 2016.



The following table presents the changes in fair value of our Level 3 financial assets for the years indicated (in thousands):

 

 

2017

 

2016

 

2020

 

2019

 

States and

 

Total

 

 

 

States and

 

Total

 

States and

 

Total

 

States and

 

Total

 

Political

 

Level 3

 

CMOs

 

Political

 

Level 3

 

Political

 

Level 3

 

Political

 

Level 3

 

Subdivisions

 

Assets

 

Commercial

 

Subdivisions

 

Assets

 

Subdivisions

 

Assets

 

Subdivisions

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Beginning balance

$

2,033  

$

2,033  

$

1,195  

$

2,179  

$

3,374  

$

1,529  

$

1,529  

$

1,709  

$

1,709  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains (losses) included in earnings:

 

 

 

 

 

 

 

 

 

 

Net realized investment gains

 

 

 

 

 

141  

 

 

 

141  

 

 

 

 

 

 

 

 

 

 

Gains (losses) included in other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net unrealized gains (losses)

 

(35) 

 

(35) 

 

(296) 

 

(40) 

 

(336) 

 

(23) 

 

(23) 

 

(26) 

 

(26) 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Repayments and amortization of

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

fixed maturities

 

(122) 

 

(122) 

 

(74) 

 

(106) 

 

(180) 

 

(171) 

 

(171) 

 

(154) 

 

(154) 

Sales

 

 

 

 

 

(966) 

 

 

 

(966) 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at end of period

$

1,876  

$

1,876  

$

 

$

2,033  

$

2,033  

$

1,335  

$

1,335  

$

1,529  

$

1,529  

During 2016,

Included in unrealized gains (losses) on available-for-sale securities, pre-tax, on the Company had contingent liabilities classified in Level 3Consolidated Statement of the fair value hierarchy. These liabilities were paid out prior to December 31, 2016; there were no comparable amounts for 2017. The following table presents the changes in fair value of our Level 3 financial liabilitiesComprehensive Income for the year indicated (in thousands):ended December 31, 2020, are unrealized gains (losses) of $(19,000) attributable to the change in unrealized gains (losses) related to Level 3 securities held at December 31, 2020.

 

Year Ended December 31, 2016

Total

Contingent

Level 3

Liabilities

Liabilities

Beginning balance

$

1,650 

$

1,650 

Gains (losses) included in earnings:

   Net investment income

(1,038)

(1,038)

   Other income

88 

88 

Payment of contingent liability

(700)

(700)

Balance at end of period

$

$

The following table provides carrying values, fair values and classification in the fair value hierarchy of the Company’s financial instruments, for the periods indicated, that are not carried at fair value but are subject to fair value disclosure requirements, for the periods indicated (in thousands):

 

 

 

December 31, 20172020

 

December 31, 20162019

 

 

Level 1

 

Level 2

 

 

 

Level 1

 

Level 2

 

 

 

 

Fair

 

Fair

 

Carrying

 

Fair

 

Fair

 

Carrying

 

 

Value

 

Value

 

Value

 

Value

 

Value

 

Value

 

 

 

 

 

 

FINANCIAL ASSETS:

 

 

 

 

 

 

 

 

 

 

 

 

  Short-term investments

$

2,634

$

-

$

2,634

$

50 

$

- 

$

50 

  Securities purchased under

     agreements to resell

$

6,91249,990 

$

- 

$

6,91249,990

$

107,157

$

-

$

107,157 

 

 

 

 

 

 

 

 

 

 

 

 

 

FINANCIAL LIABILITIES:

 

 

 

 

 

 

 

 

 

 

 

 

  Funds on deposit

$

- 

$

143,702141,409 

$

143,537141,376 

$

- 

$

146,098141,010 

$

145,749140,951

  Other policyholders’ funds

$

-

$

12,001

$

12,789

$

-

$

12,049

$

12,049 

The following methods and assumptions were used to estimate the fair value of the financial instruments that are not carried at fair value in the Consolidated Financial Statements:



Short-term Investments

 

Securities purchased under agreements to resell

Securities purchased under agreements to resell are carried at the amounts at which the securities will be subsequently resold, which approximates fair value.

Short-term Investments

Investments with original maturities of 91 days to one year are considered short-term investments and are carried at cost, which approximates fair value.



Funds on Deposit

 

Funds on Deposit

The Company has two types of funds on deposit. The first type is credited with a current market interest rate, resulting in a fair value which approximates the carrying amount. The second type carries fixed interest rates which are higher than current market interest rates. The fair value of these deposits was estimated by discounting the payments using current market interest rates. The Company's universal life policies are also credited with current market interest rates, resulting in a fair value which approximates the carrying amount. Both types of funds on deposit are included in Level 2 of the fair value hierarchy.

 

Other Policyholders’ Funds

Other policyholders’ funds are primarily credited with current market interest rates resulting in a fair value which approximates the carrying amount.

 

Note 6.Other Investments, Including Variable Interest Entities 

 

Other investments consist of the following for the periods indicated (in thousands):

 

 

 

 

December 31,

 

 

 

2017

 

 

2016

 

 

 

 

 

 

 

Equity method investments

 

$

15,385

 

$

19,747

Cost method investments

 

 

3,125

 

 

3,750

Other investments and securities, at cost

 

 

37

 

 

37

 

 

 

 

 

 

 

 

 

$

18,547

 

$

23,534

December 31,

2020

2019

Equity method investments

$

1,958

$

10,171

Equity investments carried at cost less impairments

6,250

5,000

Other investments and securities, at cost

30

37

$

8,238

$

15,208

 

Equity Method Investments

Equity income (loss) from equity method investments for the years ended December 31, 2020 and 2019 was $346,000 and $1,304,000, respectively.

In 20172020, the Company acquired the remaining membership units it did not already own in both Abacus and in Torchlight, both of which were previously accounted for under the equity method. See Note 7 for more information about these acquisitions.

In July 2020, the Company received a $5,246,000 cash distribution in the amount of $3,462,000 from an equity method investment representing a final return of capital.on investment.

 

Included in equity method investments above is ourIn the fourth quarter of 2019, the Company determined that, due to recurring losses historically and uncertainty for future profitability, there was sufficient evidence to indicate that the carrying value of the Company’s investment in Ebix Health Exchange. Ebix Health Exchange administers various lineswas no longer recoverable. As a result, the Company recorded an other-than-temporary impairment loss of health insurance$3,712,000 which is included in other income on the Consolidated Statement of Income for IHC’s insurance subsidiaries. Thethe year ended December 31, 2019. At December 31, 2019, the carrying value of the Company’s equity investment in Ebix Health Exchange amounted to $8,188,000is $0 and $8,770,000 atfor the year ended December 31, 2017 and 2016, respectively, and2019, the Company recorded $629,000, $(743,000) and $(271,000), respectively,equity losses of equity income (loss)$2,713,000 from its investment forinvestment. In 2020, the years ended December 31, 2017, 2016 and 2015.Company discontinued applying the equity method with regards to recording any additional equity losses.

 

Effective July 1, 2016, Ebix exercised its right to increase its ownership in Ebix Health Exchange by purchasing an additional 11% of Ebix Health Exchange for $2,000,000. As a resultIn 2019, the Company also: (i) acquired substantially all of the transaction, the Company’s ownership interest in Ebix Health Exchange decreased to 49%. In accordance with the terms of the original saleassets and joint venture agreement, IHC was obligated to fund any negative cash flow through December 31, 2016 in the formliabilities of a loan to the joint venture. A portion of the loan at December 31, 2016sales and customer service call center that was converted to capital. In 2016, the Company reduced the contingent liability, previously recognized on the acquisition date (see Note 7), by $1,038,000,accounted for cash operating losses reported during the period.

At December 31, 2017 and 2016, the Company’s Consolidated Balance Sheets includes $1,859,000 and $570,000, respectively, of notes and other amounts receivable from Ebix Health Exchange, and include $1,139,000 and $938,000, respectively, of administrative fees and other expenses payable to Ebix Health Exchange, which are included in other assets and accounts payable, accruals and other liabilities, respectively.  For the years ended December 31, 2017, 2016 and 2015, the Company’s Consolidated Statements of Income include $0, $366,000 and $80,000, respectively, in fee income from Ebix Health Exchange, and include $10,306,000, $5,937,000 and $1,477,000, respectively, of administrative fee expenses to Ebix Health Exchange, which are included in fee income and selling, general and administrative expenses, respectively.



During 2016, the Company acquired several other investments, includingas an equity method investment and certain cost method investments,(See Note 7 for more information); (ii) paid $3,000,000 for an equity interest in Torchlight that was accounted for as an equity method investment; and (iii) received an aggregate $5,250,000.$1,772,000 of distributions from equity method investments.



Equity Investments Carried at Cost Less Impairments

 

InvestmentsIn February 2020, the Company made an additional $1,250,000 equity investment in certain unconsolidated trust subsidiaries were liquidatedFIGO, a leading insuretech brand company in connection withthe pet insurance space focused on referral partners as well as direct-to-consumer and employer benefit channels. In general, companies that provide insurance through user-centric platforms, or create efficiencies in the insurance industry through technological advances, are referred to as “insuretech” companies. In 2019, the Company paid $5,000,000 for its initial equity interest in FIGO.

In March 2019, the Company’s redemptionequity investment in Pets Best, carried at a cost of its junior subordinated debt$500,000, was acquired by an unaffiliated entity and the Company realized a gain of $3,589,000 on the sale, which is included in 2016 (see Note 11).Other Income in the Consolidated Statement of Income for the year ended December 31, 2019.

 

Variable Interest Entities

 

Other investments at December 31, 20172020 and 20162019, shown in the table above, include $3,993,000$1,958,000 and $8,961,000,$5,075,000, respectively, of noncontrolling interests in certain limited partnerships that we have determined to be Variable Interest Entities (“VIEs”).  The aforementioned VIEs are not required to be consolidated in the Company’s consolidated financial statements as we are not the primary beneficiary since we do not have the power to direct the activities that most significantly impact the VIEs’ economic performance.

 

The Company will periodically reassess whether it is the primary beneficiary in any of these investments. The reassessment process will consider whether it has acquired the power to direct the most significant activities of the VIEs through changes in governing documents or other circumstances. The Company’s maximum loss exposure is limited to the combined $3,993,000$1,958,000 carrying value in these equity investments and the Company has no future funding obligations to them.

Related Party Transactions

 

At December 31, 2020 and 2019, the Company’s Consolidated Balance Sheets include $0 and $5,000, respectively, of notes and other amounts receivable from Ebix Health Exchange, and include $126,000 and $250,000, respectively, of administrative fees and other expenses payable to Ebix Health Exchange, which are included in other assets and accounts payable, accruals and other liabilities, respectively. In 2019, recurring losses reported by Ebix Health Exchange, and uncertainty regarding their future profitability, made the collectability of the outstanding notes receivable from Ebix Health Exchange doubtful and as a result, the Company recorded a provision for losses related to these notes in the amount of $1,773,000, which is included in selling, general and administrative expenses on the Consolidated Statement of Income for the year ended December 31, 2019. For the years ended December 31, 2020 and 2019, the Company’s Consolidated Statements of Income include administrative fee expenses to Ebix Health Exchange, which are included in selling, general and administrative expenses, of $1,652,000 and $2,180,000, respectively.

The Consolidated Statement of Income for the year ended December 31, 2020 includes premiums earned of $14,826,000 and includes selling, general and administrative expenses of $5,641,000 related to pet insurance business produced by FIGO. Selling, general and administrative expense for the year ended December 31, 2020 also includes approximately $1,507,000 of expense related to the purchase of leads from an affiliated lead generation company. The affiliated lead generation company, Torchlight, was acquired in April 2020, see Note 7. Lead costs subsequent to the acquisition are eliminated in consolidation. For the year ended December 31, 2019, the Consolidated Statement of Income includes approximately $6,940,000 of expenses related to the purchase of leads from Torchlight although this entity was not an affiliate of the Company until June 2019.



 

 

Note 7.Acquisitions Sales and Deconsolidations of Subsidiaries 

 

AcquisitionsThe Abacus Group, LLC.

 

A)PetPartners, Inc.

On March 24, 2017January 1, 2020 (the "Acquisition"Abacus Acquisition Date"), the Company acquired 85%the remaining 56% membership units of the stock of PetPartners, a pet insurance marketing and administration company,Abacus for a purchase price of $12,713,000, subject to certain post-closing adjustments.$2,599,000,Abacus is an agency group that writes worksite business for Madison National Life and other carriers and receives commissions and other fees. The Company acquired PetPartners forAbacus to further the purpose of owning additional distribution and administration sourcesCompany’s position in the worksite marketplace. The Company accounted for its pet insurance. Any time after March 24, 2019, shares owned byprior ownership interest using the noncontrolling interest are putable toequity method. Immediately preceding the transaction, the Company atdetermined the fair value of its equity interest to be $1,838,000using a market approach and, are therefore presentedas a result, recorded a loss of $163,000, which is included in other income on the balance sheet as a redeemable noncontrolling interest.Consolidated Statement of Income.

 

Upon the acquisition, the Company consolidated the assets and liabilities of PetPartners.Abacus. The following table presents the identifiable assets acquired and liabilities assumed in the acquisition of PetPartnersAbacus on the Abacus Acquisition Date based on their respective fair values (in thousands):

 

Cash

$

390

Intangible assets

5,880

Other assets

 

$

350 

Deferred tax asset

 

567439  

 

 

 

 

Total identifiable assets

 

 

6,837789  

 

 

 

 

Other liabilities

 

 

174

Deferred tax liability

1,069575  

 

 

 

 

Total liabilities

 

 

1,243575  

 

 

 

 

Net identifiable assets acquired

 

$

5,594214 

 

 

 

 

Redeemable noncontrolling interest

$

2,005



 

In connection with the acquisition, the Company recorded $9,124,000$4,223,000 of goodwill and $5,880,000 of intangible assets (see Note 8). of which $2,725,000 is deductible for income tax purposes.

Goodwill reflectsrepresents the synergies between PetPartnerswith our insurance carriers. Abacus has an existing distribution network and Independence American as PetPartners will provide Independence American withoffers increased distribution sources for its pet insurance businessIHC carriers’ existing products and developing products through its marketing relationship withenrollment platform designed specifically for producers in the American Kennel Club.worksite marketplace. Goodwill was calculated as the excesssum of the sum of: (i) the acquisition date fair value of total cash consideration transferred of $12,713,000; and$2,599,000, (ii) the aggregate acquisition-date fair value of the redeemable noncontrolling interest in PetPartners of $2,005,000 onequity interests immediately before the acquisition date;of $1,838,000, over (iii) the net identifiable assets of $5,594,000$214,000 that were acquired. The enterprise value of PetPartnersAbacus was determined by an independent appraisal using a discounted cash flow model based upon the projected future earningsmarket approach net of PetPartners including aany control premium.  The fair value of the redeemable noncontrolling interest was determined based upon their percentage of the PetPartners enterprise value discounted for a lack of control. Acquisition-related costs, primarily legal and consulting fees, were expensednot material and are included in selling, general and administrative expenses in the Consolidated Statement of Income.

 

ForRevenue and net income from Abacus for the period from the Abacus Acquisition Date to December 31, 2017,2020, is not material as most of their agency fee income is derived from Madison National Life and is now eliminated in consolidation. The amount of fee income earned from other carriers in 2020 is not material and will reduce over time as the Company’s Consolidated Statement of Income includes revenues and net income of $4,468,000 and $691,000, respectively, from PetPartners.business either runs-off or is transitioned to Madison National Life.

 

Pro forma adjustments to present the Company’s consolidated revenues and net income as if the acquisition date was January 1, 20162019 are not material and accordingly are omitted.

B)Global Accident Facilities, LLC

 

Torchlight Technology Group LLC.



On April 30, 201515, 2020 (the "Acquisition"Torchlight Acquisition Date"), throughthe Company acquired the remaining77%membership units of Torchlight for a settlementpurchase price of $11,443,000 in cash. In accordance with athe purchase and sale agreement, the Company will also make future incentive payments to the former owner, AMIC increased its ownership in Global Accident Facilities, LLC (“GAF) from 40% to 80%, in order to obtain control of the business it produced for Independence American. GAFowners and its subsidiaries are principally engaged in the marketing, underwriting and administration of specialty risk insurance, referred to as Occupational Accident and Injury on Duty for Independence American, which are offered exclusively in Texas and Massachusetts, respectively. The consideration transferred in exchange for the additional 40% voting interest consisted of: (i) $325,000 in cash; and (ii) non-monetary consideration, primarily consisting of the settlement of a pre-existing relationship with a former owner, with a fair value of $1,195,000 at the Acquisition Date.  The fair value of the settlement of the pre-exiting relationship wascertain employees based on projectedthe future underwriting results discountedmarket appreciation of IHC. These payments will be accounted for collectability.as compensation for post-combination services. The acquisition resultedCompany purchased Torchlight for its marketing technology (“MarTech”), artificial data intelligence, and consumer lead generation capabilities. In an effort to further expand our InsureTech division (comprised of Torchlight, our call centers, field and career agents, and web domains), the Company wants to be able to internally develop and deliver lead traffic opportunities in AMIC obtaining control of GAF.an affordable and controlled environment. The Company accounted for its prior ownership interest using the equity method. Immediately preceding the transaction, AMIC’s carryingthe Company determined the fair value of its investment in GAF was $1,908,000.equity interest to be $3,432,000

As a result of AMIC obtaining control,using the Company has included GAF’s consolidated assetsincome approach and, liabilities and results of operations, subsequent to the Acquisition Date, in its consolidated financial results as of and for the periods ended December 31, 2015. Accordingly, the individual line items on the Consolidated Statements of Income for 2015 reflect approximately eight months of the operations of GAF.

On the Acquisition Date, the Company recognized a net pre-tax gain of $503,000 as follows: (i) a loss of $692,000 was recognized by AMIC as a result, of re-measuring its equity interest in GAF to its fair value of $1,216,000 immediately before the acquisition; and (ii)recorded a gain of $1,195,000 was recognized by AMIC as a result of settling the pre-existing relationship with the former owner. The net pre-tax gain of $503,000$519,000, which is included in other income on the “Other income” line in theCondensed Consolidated StatementsStatement of Income.

 



Upon the acquisition, of a controlling interest, the Company consolidated the assets and liabilities of GAF.  Accordingly, the Company determined the fair value of the identifiable assets acquired and liabilities assumed from GAF on the Acquisition Date.Torchlight. The following table presents the identifiable assets acquired and liabilities assumed in the acquisition of GAFTorchlight on the Torchlight Acquisition Date based on their respective fair values (in thousands):

 

Cash

 

$

836333 

Intangible assets

2,700

Deferred tax asset

 

 

5,500552 

Other assets

 

 

1,4052,132 

 

 

 

 

Total identifiable assets

 

 

7,7415,717 

 

 

 

 

Other liabilities

 

 

4,369

Deferred tax liability

1,925

Debt

3,8061,354 

 

 

 

 

Total liabilities

 

 

10,1001,354 

 

 

 

 

Net identifiable liabilities assumedassets acquired

 

$

2,3594,363

 

 

Other liabilities assumed included a $1,000,000 contingent liability recorded in connection with an earn-out agreement with a former owner of a subsidiary of GAF. The fair value of the contingent liability was estimated based on projected income.

In connection with the acquisition, the Company recorded $5,703,000$10,512,000 of goodwill, of which $7,976,000 is deductible for income tax purposes, and $5,500,000$2,700,000 of intangible assets (see Note 8). None of the goodwill is deductible for income tax purposes.

Goodwill reflectsrepresents the synergies between GAFwith our agencies. With a significant dependence on consumer and Independence Americansmall business opportunities, our agencies require a consistent and predictable flow of lead traffic, and as GAFa result, have meaningful synergies with the functions and deliverables that are developed at Torchlight.Before the acquisition of Torchlight, our agency was the primary writer of Occupational Accidentfully dependent on market traffic, which was both unpredictable in price and Injury on Duty businessavailability. Such restrictions would not allow for Independence American.coordinated or scheduled growth. Goodwill was calculated as the excesssum of the sum of: (i) the acquisition date fair value of total aggregate consideration transferred of $1,520,000;$11,443,000; and (ii) the aggregate acquisition-date fair value of equity interests immediately before the acquisition of $3,432,000; over (iii) the net identifiable assets of $4,363,000 that were acquired. The enterprise value of Torchlight was determined by an independent appraisal using a discounted cash flow model. Acquisition-related costs, primarily legal and consulting fees, were not material and are included in selling, general and administrative expenses in the Consolidated Statement of Income.



Revenue and net loss from Torchlight for the period from the Torchlight Acquisition Date to December 31, 2020 is $9,651,000 and $(2,477,000), respectively. Torchlight’s net loss for the Torchlight Acquisition Date to December 31, 2020 is primarily the result of expenses incurred by the Company to integrate Torchlight’s MarTech, artificial data intelligence and consumer lead generation capabilities with the Company’s other operations and acquisition accounting adjustments.

In 2019, and prior to its acquisition in 2020, Torchlight’s net income was not significant. It is for this reason that pro forma adjustments to present the Company’s consolidated revenues and net income as if the acquisition date fair valuewas January 1, 2019 are not material and accordingly are omitted.

Other Business Acquisitions.

In 2019 the Company made several business acquisitions as follows:

In January 2019, the Company acquired all of the stock of My1HR, a web-based entity with a state-of-the-art insurance quoting and cloud-based enrollment platform, INSX Cloud. In general, companies that provide insurance through user-centric platforms, or create efficiencies in the insurance industry through technological advances, are referred to as “insuretech” companies. The Company acquired My1HR for its quoting and cloud-based enrollment platforms as part of an effort to expand our “insuretech” footprint through our agencies, which generate leads and sell our products through our owned call center and career advisors.

In April 2019, the Company purchased substantially all of the assets and liabilities of a sales and customer service call center. The Company acquired the call center in order to capitalize on technology-driven trends in the purchase of health insurance directly by consumers. Prior to the purchase, the Company owned an equity interest in GAF immediatelythe call center. Immediately preceding the acquisition of $1,216,000; and (iii)transaction, the Company determined the fair value of the noncontrollingits equity interest to be $720,000 using a market approach and, as a result, recorded a loss of $237,000 which is included in GAF of $608,000other income on the Consolidated Statement of Income.

The aggregate fair value of consideration transferred for these acquisitions was $8,534,000 cash. The following table presents the aggregate acquisition-date fair values of the identifiable assets acquired and liabilities assumed in these transactions (in thousands):

Cash

$

582

Intangible assets

1,500

Other assets

1,341

Total identifiable assets

3,423

Other liabilities

3,637

Total liabilities

3,637

Net identifiable assets (liabilities) acquired

$

(214)

In connection with these 2019 acquisitions, the Company recorded $9,468,000 of goodwill and $1,500,000 of intangible assets (see Note 8). The amount of goodwill and certain other intangibles entitled to an amortization deduction for income tax purposes is $10,921,000.

Goodwill reflects the synergies with our insurance carriers. My1HR has an existing distribution network and offers increased distribution sources for IHC carrier products through its quoting and cloud based enrollment platforms designed specifically for producers in the small group employer marketand individual ACA and ancillary market.This new quoting and enrollment system will support group and



individual products for all IHC carriers as well as select group ACA and level funded health coverages from leading national health plans. The acquisition date; over (iv)of the call center is expected to expand our existing call center reach and increase sales of IHC-underwritten health insurance. Goodwill was calculated as the sum of (i) the aggregate acquisition-date fair value of total cash consideration transferred of $8,534,000, (ii) the aggregate acquisition-date fair value of equity interests immediately before the acquisition of $720,000; and (iii) the net identifiable liabilities of $2,359,000 that$214,000 assumed. Enterprise values were assumed. The enterprise value of GAF was determined either by an independent appraisal using a discounted cash flow model based upon the projected future earnings or by a market approach net of GAF including aany control premium.  The fair value of the non-controlling interest was determined based upon their percentage of the GAF enterprise value discounted for a lack of control.premiums.

 

Acquisition-related costs, primarily legal and consulting fees, were not material and are included in selling, general and administrative expenses in the Consolidated Statement of Income.

For the period from the Acquisition Dateacquisition dates to December 31, 2015,2019, the Company’s Consolidated Statement of Income includes revenues and net income of $6,954,000$3,876,000 and $607,000,$(838,000), respectively, from GAF.these acquisitions.  

 

In 2016,Pro forma adjustments to present the Company paid offCompany’s consolidated revenues and net income as if the remaining outstanding balance of the aforementioned contingent liability, amounting to $700,000, in connection with the sale of Accident Insurance Services, Inc. (“AIS”) discussed below.

Deconsolidationsacquisition dates were January 1, 2018 are not material and accordingly are omitted.

 

A)Accident Insurance Services

On September 30, 2016, the Company sold the assets and the stock of its wholly owned subsidiary, AIS, to unrelated parties for an aggregate $9,000,000 of cash. Upon the sale, AIS was deconsolidated from the Company’s financial statements. The Company recognized a loss of $558,000 on the transaction, pre-tax, which is included in Other Income on the Consolidated Statement of Income in 2016. The loss was measured as the difference between the fair value of the consideration received and: (i) the carrying amount of the former subsidiary’s assets and liabilities, including certain intangible assets (see Note 8); (ii) the



divestiture of associated goodwill (see Note 8), and (iii) other expenses directly attributable to the transaction. There will be no further involvement with AIS other than with respect to the run-out of the business it produced for our insurance companies.

B)Ebix Health Administration Exchange, Inc.

Effective September 1, 2015, IHC and Ebix, a non-related party and international supplier of On-Demand software and E-commerce services to the insurance, financial and healthcare industries, entered into a joint venture in which IHC sold its wholly owned administrative subsidiary, IHC Health Solutions (now known as Ebix Health Administration Exchange, Inc.), in exchange for a 60% ownership interest in Ebix Health Exchange and $6,000,000 in cash proceeds. Ebix contributed $6,000,000 of cash and a pet insurance software license, valued by Ebix Health Exchange at $2,000,000, for its 40%. IHC and Ebix have equal voting interest on the Board of Managers of Ebix Health Exchange. The transaction resulted in a loss of control over the subsidiary (due to a lack of the majority of the voting interest on the Board of Managers) and therefore the subsidiary was deconsolidated from the Company’s financial statements.

In 2015, the Company recognized a gain of $9,940,000, pre-tax, on the transaction consisting of: (i) a pre-tax gain on the deconsolidation of $11,441,000, measured as the fair value of the consideration received and the fair value of the retained investment in Ebix Health Exchange less the carrying amount of the former subsidiary’s net assets; partially offset by (ii) a contingent liability of $1,501,000 representing the Company’s estimated obligation to fund future cash operating losses through December 31, 2016 per the terms of the joint venture agreement. The fair value of the contingent liability was estimated based on expected future operating cash shortfalls. Approximately $5,441,000 of the pre-tax gain is attributable to the re-measurement of the retained investment in the former subsidiary to its current value. The fair value of the retained investment was determined by an independent appraisal using a discounted cash flow model based upon the projected future earnings.

See Note 6 for more information about our investment in Ebix Health Exchange subsequent to its deconsolidation in 2015.

C)Innovative Medical Risk Management, Inc.

On December 31, 2015, the Company sold all of the stock of its wholly owned subsidiary, Innovative Medical Risk Management, Inc. (“IMRM”), to an unrelated party for $1,084,000 cash consideration. Upon the sale, IMRM was deconsolidated from the Company’s financial statements. The Company recognized a gain of $679,000 on the transaction, pre-tax, which is included in Other Income on the Consolidated Statement of Income in 2015. The gain was measured as the difference between the fair value of the consideration received and the carrying amount of the former subsidiary’s assets and liabilities. The sale transaction also included an earn-out agreement with the new owners of IMRM. Other than the aforementioned earn-out agreement, there will be no further involvement with IMRM.



Note 8.Goodwill and Other Intangible Assets 

 

Changes in goodwill and goodwill balances by reportable segment are as follows for the periods indicated (in thousands):

 

 

 

Specialty

Specialty

Group disability

 

 

 

 

Health

Health

life, DBL and PFL

 

Total

Balance at December 31, 2018

$

50,697

$

-

$

50,697

   Acquisitions in 2019 (see Note 7)

9,468

-

9,468

 

 

 

 

 

 

Balance at December 31, 20152019

 

$

47,276 60,165 

$

47,276 -

60,165 

   Sale of subsidiary/businessAcquisitions in 2020 (see Note 7)

 

(5,703)10,512 

 

(5,703)4,223

14,735 

 

 

 

 

 

 

Balance at December 31, 20162020

$

41,573 70,677 

$

41,573 

   Acquisition (see Note 7)

9,124 4,223 

$

9,124 74,900 

 

 

 

 

 

 

Balance at December 31, 2017

 

$

50,697 

$

50,697 

 

Intangible Assets

 

The Company has net other intangible assets of $14,669,000$15,146,000 and $10,122,000$13,379,000 at December 31, 20172020 and 2016,2019, respectively, which are included in other assets in the Consolidated Balance Sheets. These intangible assets consist of: (i) finite-lived intangible assets, principally the fair value of acquired agent and broker relationships, which are subject to amortization; and (ii) indefinite-lived intangible assets which consist of the estimated fair value of insurance licenses that are not subject to amortization.

 



The gross carrying amounts of these other intangible assets are as follows for the periods indicated (in thousands):

 

 

 

December 31, 20172020

 

December 31, 20162019

 

 

Gross

 

 

 

Gross

 

 

 

 

Carrying

 

Accumulated

 

Carrying

 

Accumulated

 

 

Amount

 

Amortization

 

Amount

 

Amortization

 

 

 

 

Finite-lived Intangible Assets:

 

 

 

 

 

 

 

 

  Agent and broker relationships

$

17,25312,683 

$

12,1408,273 

$

13,05218,753 

$

11,88214,474 

  Domain

 

1,000 

 

125425 

 

1,000 

 

25325 

  Software systems

2,930

746

 

780 

 

76

-

-332 

      Total finite-lived

$

19,03316,613 

$

12,3419,444 

$

14,05220,533 

$

11,90715,131 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

 

 

 

December 31,

 

 

 

 

 

2017

 

2016

 

 

 

 

 

2020

 

2019

Indefinite-lived Intangible Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Insurance licenses

 

 

 

 

$

7,977 

$

7,977 

 

 

 

 

$

7,977 

$

7,977 

Total indefinite-lived

 

 

 

 

$

7,977 

$

7,977 

 

 

 

 

$

7,977 

$

7,977 

 

Changes in net other intangible assets are as follows for the periods indicated (in thousands):

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Balance at beginning of year

$

10,122  

$

14,598  

$

10,620  

   Intangible assets acquired (see Note 7)

 

5,880  

 

1,000  

 

5,500  

   Sale of subsidiaries/businesses (see Note 7)

 

- 

 

(4,233) 

 

(122) 

   Amortization expense

 

(1,333) 

 

(1,243) 

 

(1,400) 

 

 

 

 

 

 

 

Balance at end of year

$

14,669  

$

10,122  

$

14,598  



As discussed in Note 7, inIn connection with the acquisition of PetPartnersTorchlight in 2017,2020, as discussed in Note 7, the Company recorded $9,124,000 of goodwill and $5,880,000$2,700,000 of intangible assets associated with the Specialty Health segment. Nonesegment, of the goodwill is deductible for income tax purposes. The intangible assets primarily representwhich $1,200,000 represents the fair value of customer relationships and are being amortized over a weighted average period of 9.610 years, and $1,500,000 represents software technology being amortized over a weighted average period of 8 years.

 

In June 2020, the Company acquired TailTrax, which is an Android and IOS app that contains features valued by pet parents for $650,000 and is being amortized over a weighted average period of 3 years.

In 2019, the Company recorded $1,500,000 of intangible assets in connection with business acquisitions discussed in Note 7 that are associated with the Specialty Health segment.

Amortization expense was $1,496,000 and $1,284,000 for the years ended December 31, 2020 and 2019, respectively. Estimated amortization expense for each of the next five years is as follows (in thousands):

 

 

Amortization

 

Amortization

Year

 

Expense

 

Expense

 

 

 

 

 

 

2018

 

$

1,506

2019

 

1,138

2020

 

862

2021

 

667

 

$

1,556

2022

 

  579

 

1,380

2023

 

1,079

2024

 

805

2025

 

 676

Note 9. Leases

Certain subsidiaries of the Company are obligated under operating lease agreements for office space and office equipment.

At December 31, 2020 and 2019, right-of-use assets related to the Company’s operating leases amounted to $9,454,000 and $6,672,000, respectively, which are included in other assets on the Consolidated Balance Sheets. Corresponding lease liabilities at December 31, 2020 and 2019, which are



included in other liabilities on the Consolidated Balance Sheets, amounted to $9,992,000 and $7,243,000, respectively. Weighted average discount rates used to measure lease liabilities was 5.99% and 6.70% at December 31, 2020 and 2019, respectively. The leases have remaining lease terms of 1 to 8 years, some of which include options to extend the leases for up to 5 years. The weighted average remaining lease term at December 31, 2020 is 5 years. Variable lease costs consist primarily of the Company’s proportionate share of real estate taxes and operating expenses related to leased premises.

The following table summarizes information pertaining to our lease obligations for the periods indicated (in thousands):

 

 

 

2020

 

 

2019

 

 

 

 

Operating lease costs

 

$

2,614  

 

$

2,277  

Short-term lease costs

 

 

208  

 

 

194  

Variable lease costs

 

 

489  

 

 

456  

 

 

 

 

 

 

 

  Total lease costs

 

$

3,311  

 

$

2,927  

 

 

 

 

 

 

 

Other information:

 

 

 

 

 

 

 Operating cash flows from operating leases

 

$

(2,647) 

 

$

(2,392) 

 Right-of-use assets obtained for operating leases

 

$

4,868  

 

$

1,688  

 

 

 

 

 

 

 

 

Maturities of operating lease liabilities at December 31, 2020 were as follows:

Due in the next year

$

2,624 

Due in two years

2,603 

Due in three years

1,721 

Due in four years

1,448 

Due in five years

1,227 

Due in remaining years

2,002 

   Total payments due

11,625 

Present value discount

(1,633)

    Operating lease liability

$

9,992 

 

Note 9.10.Reinsurance 

 

The Insurance Group reinsures portions of certain business in order to limit the assumption of disproportionate risks. Amounts not retained are ceded to other companies on an automatic or facultative basis.  In addition, the Insurance Group participates in various coinsurance treaties on a quota share or excess basis. The Company is contingently liable with respect to reinsurance in the unlikely event that the assuming reinsurers are unable to meet their obligations.  The ceding of reinsurance does not discharge the primary liability of the original insurer to the insured.

 




The effects of reinsurance on premiums earned and insurance benefits, claims and reserves are shown below for the periods indicated (in thousands).

 

 

 

 

 

ASSUMED

 

CEDED

 

 

 

 

GROSS

 

FROM OTHER

 

TO OTHER

 

NET

 

 

AMOUNT

 

COMPANIES

 

COMPANIES

 

AMOUNT

 

 

 

 

Premiums Earned:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 20172020

 

 

 

 

 

 

 

 

  Accident and health

$

249,134305,032 

$

7,5747  

$

32,29023,741 

$

224,418281,298 

  Life and annuity

 

56,19455,771 

 

795756  

 

38,89927,163 

 

18,09029,364 

  Property and liability

 

40,13986,876 

 

 

 

3818 

 

39,75886,868 

$

345,467447,679 

$

8,369763  

$

71,57050,912 

$

282,266397,530 

 

 

 

 

 

 

 

 

 

December 31, 20162019

 

 

 

 

 

 

 

 

  Accident and health

$

461,467287,529 

$

19,7445  

$

276,39222,538 

$

204,819264,996 

  Life and annuity

 

57,93854,825 

 

1,595998  

 

42,07833,061 

 

17,45522,762 

  Property and liability

 

40,69751,046 

 

 

 

26763 

 

40,43050,983 

$

560,102393,400 

$

21,3391,003  

$

318,73755,662 

$

262,704

December 31, 2015

  Accident and health

$

513,814

$

28,822 

$

126,613

$

416,023

  Life and annuity

46,699

4,330 

23,078

27,951

  Property and liability

35,812

252

35,560

$

596,325

$

33,152 

$

149,943

$

479,534338,741 

 

 

 

 

 

 

 

 

 

Insurance benefits, claims and reserves:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 20172020

$

199,063242,399 

$

5,9652,307  

$

69,97436,489 

$

135,054208,217 

December 31, 20162019

$

335,968215,477 

$

(5,512)2,681  

$

185,22544,037 

$

145,231174,121 

Note 11.Fee Income

Substantially all of the fee income recorded by the IHC Agencies and lead generation company relate to our Specialty Health segment. The following table presents fee income disaggregated by type for the years indicated (in thousands).

 

 

2020

 

 

2019

 

 

 

Commissions

$

13,432 

 

$

1,964 

Administrative Fees

 

2,349 

 

 

4,805 

Marketing Fees

 

1,229 

 

 

2,699 

Enrollment Platform Fees

 

2,020 

 

 

1,890 

Lead and Referral Fees

 

3,665 

 

 

1,420 

Payment Plan, Application and Other Fees

 

1,442 

 

 

1,225 

 

 

 

 

 

 

Total Fee Income

$

24,137 

 

$

14,003 

Commission Revenues

Commission revenues result from the sales of certain policies by the IHC Agencies on behalf of multiple unaffiliated insurance carriers. Increased sales of products to these unaffiliated insurance carriers began in 2020 as a result of new contracts with the carriers and increased distribution channels. These policies primarily consist of senior products, such as Medicare Advantage, Medicare Part D prescription drug plans and Medicare Supplement plans, as well as ACA plans and small group stop-loss. A significant portion of our commission revenues are recorded at a point in time upon the issuance of a policy by the unaffiliated insurance carrier based on expected constrained LTV. Constrained LTV represents expected commissions to be received over the lifetime of the policies sold. The Company analyzes various factors, such as commission rates, carrier mix, contract amendments and terminations, estimated average plan durations, cancellations and non-renewals, to estimate the LTV. Constraints are applied to help ensure that the total estimated lifetime commissions expected to be collected are recognized as revenue only to the



extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur.

We evaluate the appropriateness of our constraints on a quarterly basis and update the LTV assumptions if we observe evidence that suggests a change in the underlying long-term expectations. In doing this, we apply significant judgement in assessing historical cash collections and changes in circumstances that would impact future cash collections such as, but not limited to, commission rates, carrier mix, plan durations, plan cancellations and non-renewals. Changes in LTV result in an increase or decrease to fee income revenue and a corresponding increase or decrease to contract assets. Any significant impact due to changes in the LTV assumptions are recognized in revenue (i) in the period of the change; and (ii) to the extent we do not believe a significant reversal is probable.

Costs to Fulfill a Contract

Costs to fulfill a contract include commissions owed to independent licensed agents or affinity partners that are contracted by the IHC Agencies. Upon the submission of a completed insurance application, the sales and marketing performance obligation is complete and the resultant estimated lifetime commission costs incurred are expensed and a corresponding commissions liability is recorded on the Consolidated Balance Sheet. As policyholders continue their policy and remit monthly premium payments, the Company receives its commissions from the insurance carrier. Commissions owed to the agent or affinity partner are then paid and the corresponding liability is reduced. Judgement is required to estimate total expected lifetime commissions based on policy duration assumptions. At December 31, 2020, the aforementioned commission liability is $2,362,000 and is included in accounts payable, accruals and other liabilities on the Consolidated Balance Sheet. The balance at December 31, 2019 was immaterial.

Contract Assets

Contract assets primarily relate to our commission revenues for the sales of senior products, such as Medicare Advantage and Medicare Supplement plans, ACA plans and small group stop-loss, which began in 2020. When commission revenue for the sales of these products is recognized, a corresponding contract asset is recorded in other assets on the Consolidated Balance Sheet. The timing of revenue differs from the collection of commissions. As policyholders continue their policy and remit monthly premium payments, the Company receives its commissions from the insurance carrier and the contract asset is reduced.

The following table summarizes the contract asset activity for the current year (in thousands). Prior year activity was immaterial.

December 31, 2015

2020

Beginning balance

$

365,634255  

Commissions recognized during the period

13,432 

Cash receipts

(5,840)

Ending balance

$

24,956 

$

83,412

$

307,1787,847  

 

Effective January 1, 2016, all of the in-force stop-loss business of Standard Security Life and Independence American produced by Risk Solutions was co-insuredRemaining Performance Obligations

Deferred revenues are recorded in connection with certain terminable contracts, the Risk Solutions Saleright to use our INSX enrollment platform and Coinsurance Transaction (see Note 3).administrative contracts for a block of pet insurance that is in run-off. At December 31, 2020, deferred revenues are immaterial and expected to be fully recognized within the next 12 months.



 

On July 31, 2015, Madison National Life and Standard Security Life together entered into a coinsurance and sale agreement with an unaffiliated reinsurer, National Guardian Life Insurance Company, to: (i) cede substantially all of their individual life and annuity policy blocks currently in run-off; and (ii) sell the related infrastructure associated with the administration of such policies. In 2016, a large block of assumed policies were novated, thereby relieving the Company of its liability with regards to those policies.



Note 10.12.Policy Benefits and Claims 

 

Policy benefits and claims is the liability for unpaid loss and loss adjustment expenses. It is comprised of unpaid claims and estimated IBNR reserves.reserves related to the Company’s short-duration contracts. Summarized below are the changes in the total liability for policy benefits and claims for the periodsyears indicated (in thousands). Amounts incurred below do not include expenses for policy benefits and costs incurred for the Company’s life, annuity and other long-duration contracts. In addition, certain loss adjustment expenses related to short-duration contracts that are included in amounts incurred below are classified as selling general and administrative expenses on the Consolidated Statements of Income.

2020

Specialty

DBL and

Group

All Other

Health

PFL

Disability

Lines

Total

Balance at beginning of year

$

42,228 

$

23,438 

$

80,079 

$

19,057 

$

164,802 

Less: reinsurance recoverable

1,717 

664 

23,322 

11,290 

36,993 

Net balance at beginning of year

40,511 

22,774 

56,757 

7,767 

127,809 

Amount incurred, related to:

  Current year

89,379 

78,443 

34,109 

18,189 

220,120 

  Prior years

(4,283)

(3,478)

(1,689)

(3,284)

(12,734)

  Total incurred

85,096 

74,965 

32,420 

14,905 

207,386 

Amount paid, related to:

  Current year

57,262 

43,949 

12,355 

12,174 

125,740 

  Prior years

26,666 

18,971 

18,318 

2,394 

66,349 

  Total paid

83,928 

62,920 

30,673 

14,568 

192,089 

Net balance at end of period

41,679 

34,819 

58,504 

8,104 

143,106 

Plus:  reinsurance recoverable

1,776 

430 

22,472 

11,448 

36,126 

Balance at end of period

$

43,455 

$

35,249 

$

80,976 

$

19,552 

$

179,232 



 

 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

Balance at beginning of year

$

219,113 

 

$

245,443 

 

$

236,803  

Less: reinsurance recoverable

 

88,853 

 

 

65,362 

 

 

78,531  

Net balance at beginning of year

 

130,260 

 

 

180,081 

 

 

158,272 

 

 

 

 

 

 

 

 

 

Amount assumed

 

- 

 

 

- 

 

 

10,343 

 

 

 

 

 

 

 

 

 

Amount incurred, related to:

 

 

 

 

 

 

 

 

  Current year

 

147,603 

 

 

155,044 

 

 

294,390 

  Prior years

 

(8,008) 

 

 

(5,496) 

 

 

(8,488) 

 

 

 

 

 

 

 

 

 

  Total incurred

 

139,595 

 

 

149,548 

 

 

285,902  

 

 

 

 

 

 

 

 

 

Amount paid, related to:

 

 

 

 

 

 

 

 

  Current year

 

80,839 

 

 

78,159 

 

 

169,488  

  Prior years

 

62,469 

 

 

121,210 

 

 

104,948  

 

 

 

 

 

 

 

 

 

  Total paid

 

143,308 

 

 

199,369 

 

 

274,436  

 

 

 

 

 

 

 

 

 

Net balance at end of year

 

126,547 

 

 

130,260 

 

 

180,081  

Plus:  reinsurance recoverable

 

42,136 

 

 

88,853 

 

 

65,362  

Balance at end of year

$

168,683 

 

$

219,113 

 

$

245,443  

2019

Specialty

DBL and

Group

All Other

Health

PFL

Disability

Lines

Total

Balance at beginning of year

$

38,363 

$

21,080 

$

82,222 

$

18,450 

$

160,115 

Less: reinsurance recoverable

1,335 

719 

24,712 

11,356 

38,122 

Net balance at beginning of year

37,028 

20,361 

57,510 

7,094 

121,993 

Amount incurred, related to:

  Current year

82,678 

65,452 

31,463 

16,531 

196,124 

  Prior years

(5,879)

(6,489)

(5,192)

(2,734)

(20,294)

  Total incurred

76,799 

58,963 

26,271 

13,797 

175,830 

Amount paid, related to:

  Current year

49,669 

42,803 

11,794 

11,053 

115,319 

  Prior years

23,647 

13,747 

15,230 

2,071 

54,695 

  Total paid

73,316 

56,550 

27,024 

13,124 

170,014 

Net balance at end of period

40,511 

22,774 

56,757 

7,767 

127,809 

Plus:  reinsurance recoverable

1,717 

664 

23,322 

11,290 

36,993 

Balance at end of period

$

42,228 

$

23,438 

$

80,079 

$

19,057 

$

164,802 

 

Since unpaid loss and loss adjustment expenses are estimates, actual losses incurred may be more or less than the Company’s previously developed estimates and is referred to as either unfavorable or favorable development, respectively. The overall

Net favorable (unfavorable) development in the Specialty Health segment, as depicted in the tables above, is comprised of the following lines of business for the years indicated (in thousands):

Specialty Health segment:

 

2020

 

2019

Short-term Medical

$

1,425  

$

1,850 

Occupational Accident

 

1,460  

 

2,054 

Fixed Indemnity Limited Benefit

 

(1,280) 

 

166 

Limited Medical

 

407  

 

474 

Critical Illness

 

434  

 

325 

Group Gap

 

616  

 

132 

Pet

 

618  

 

128 

All other specialty health lines

 

603  

 

750 

 

 

 

 

 

    Total Specialty Health segment

$

4,283  

$

5,879 

In 2020, net favorable development in the various lines of $8,008,000the Specialty Health segment shown above is primarily due to better than expected claim development. Unfavorable development in 2017 relatedthe Fixed Indemnity Limited Benefit line in 2020 is primarily due to higher than expected claim severity on a small number of older policies. In 2019, favorable development in short-term medical business was due to paid claim activity that was below anticipated levels as medical investigations were completed and the reliability of claim payment patterns at a newer claim administrator emerged. Additionally, favorable development occurred in the occupational accident line, in run-off, mainly due to some claims settling for amounts less than anticipated and due to a lower level of employer liability claims than anticipated in relation to historical levels, and favorable development in other various lines of Specialty Health business is primarily due to better than expected claim development.



The net favorable development in the DBL and PFL business of $3,478,000 and $6,489,000 in 2020 and 2019, respectively, is primarily due to both favorable adjustments to prior years consistsyear DBL premium refund reserves and better than expected DBL claims experience.

In 2020, favorable development of favorable developments of $3,742,000$1,689,000 in the group disability reserves, $3,084,000business is primarily due to a reduction in the other individual life, annuitiesnumber of open claims and other reserves, and $2,607,000a reduction in Medical Stop-Loss reserves,the severity of new claims, specifically, new claims in the LTD line, partially offset by an unfavorable development of $1,425,000increase in the Specialty Health reserves. The overall netfrequency and severity of claims in the STD line. In 2019, favorable development of $5,496,000 in 2016 related to prior years consists of favorable developments of $1,392,000 in the Specialty Health reserves, $2,728,000$5,192,000 in the group disability reservesbusiness is primarily due to better than expected claim development in terms of duration and $1,728,000net payments in the LTD business.

All other lines, primarily life and other individual life, annuitieshealth products and other reserves, partially offset by an unfavorable development of $352,000including our medical stop-loss business in Medical Stop-Loss reserves. The overall netrun-off, experienced favorable development of $8,488,000 in 20152020 and 2019 that is primarily related to prior years consists of favorable developments of $7,977,000 in the Specialty Health reserves and $4,464,000 in the group disability reserves, partially offset by an unfavorable development of $3,628,000term life business due to continued improvements in Medical Stop-Loss reserves and $325,000 in other individual accident and health reserves.experience.

 



Specialty Health Segment

 

The following tables provide undiscounted information about net incurred and paid claims development by accident year for significant short-duration contract liabilities for policy benefits and claims in our Specialty Health segment. All amounts are shown net of reinsurance. In addition, the tables present the total IBNR plus expected development on reported claims by accident year and the cumulative number of reported claims (in thousands, except number of reported claims). Refer to Note 1 for information on the methods we use to estimate IBNR plus expected development, as well as changes to those methodologies and assumptions. Five years of claims development data is presented for lines that are included in our Specialty Health segment since a majority of the claims are fully developed in that time. Certain information about incurred and paid claims is presented as supplementary information and unaudited where indicated.

Specialty Health Segment –Claims Development

 

 

 

 

December 31, 2020

 

 

Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance

 

Incurred But

Cumulative

 

 

For the years ended December 31,

 

Not Reported

Number of

Accident

 

2016

2017

2018

2019

 

 

 

Plus Expected

Reported

Year

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

 

2020

 

Development

Claims

 

 

 

(Actual)

2016

$

85,426 

86,466 

86,244 

85,399 

$

85,759 

$

798 

538,115 

2017

 

 

87,070 

77,214 

77,194 

 

77,379 

 

611 

631,101 

2018

 

 

 

74,652 

69,206 

 

71,394 

 

3,105 

673,634 

2019

 

 

 

 

82,926 

 

76,032 

 

4,512 

652,408 

2020

 

 

 

 

 

 

89,379 

 

32,117 

602,536 

Total

$

399,943 

 

 

 

 

 

 

 

 

 



 

 

Specialty Health Segment –Claims Development

Specialty Health Segment –Claims Development

Specialty Health Segment –Claims Development

 

 

 

December 31, 2017

 

 

 

Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance

 

Incurred But

Cumulative

 

Cumulative Paid Claims and Claim Adjustment Expenses, Net of Reinsurance

 

For the years ended December 31,

 

Not Reported

Number of

 

For the years ended December 31,

Accident

 

2013

2014

2015

2016

 

 

 

Plus Expected

Reported

 

 

 

2016

2017

2018

2019

 

 

Year

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

 

2017

 

Development

Claims

 

 

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

 

2020

 

 

 

 

 

 

 

 

 

(Actual)

 

 

 

 

2013

$

180,649 

181,454 

180,595 

181,114 

$

181,113 

$

660 

447,248 

2014

 

 

146,060 

140,139 

141,869 

 

142,110 

 

1,739 

405,798 

2015

 

 

 

104,497 

100,988 

 

101,241 

 

3,638 

392,846 

2016

 

 

 

 

85,426 

 

86,446 

 

7,835 

441,619 

 

 

$

45,454 

78,611 

82,983 

84,238 

$

84,961 

2017

 

 

 

 

 

 

87,070 

 

37,781 

436,623 

 

 

 

 

49,289 

73,667 

75,918 

 

76,768 

2018

 

 

 

 

 

46,574 

64,947 

 

68,289 

2019

 

 

 

 

 

 

49,670 

 

71,521 

2020

 

 

 

 

 

 

 

 

57,262 

 

 

Total

Total

$

597,980 

 

 

 

Total

$

358,801 

 

 

 

 

 

 

 

Outstanding policy benefits and claims payable before 2016, net of reinsurance

Outstanding policy benefits and claims payable before 2016, net of reinsurance

 

537 

 

 

Total policy benefits and claims, net of reinsurance

Total policy benefits and claims, net of reinsurance

$

41,679 

 

 

 

Specialty Health Segment –Claims Development

 

 

 

 

 

Cumulative Paid Claims and Claim Adjustment Expenses, Net of Reinsurance

 

 

For the years ended December 31,

Accident

 

 

 

2013

2014

2015

2016

 

 

Year

 

 

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

 

2017

 

 

 

 

 

 

 

 

 

 

2013

 

 

$

131,801 

179,023 

179,750 

180,520 

$

180,453 

2014

 

 

 

 

103,064 

134,557 

139,162 

 

140,371 

2015

 

 

 

 

 

70,090 

94,757 

 

97,603 

2016

 

 

 

 

 

 

45,454 

 

78,611 

2017

 

 

 

 

 

 

 

 

49,289 

 

 

 

Total

$

546,327 

 

 

 

Outstanding policy benefits and claims payable before 2013, net of reinsurance

 

57 

 

 

 

Total policy benefits and claims, net of reinsurance

$

51,710 

 

 

 

The claim frequency information consists of the count of claims submitted. Each claim was counted as one claim whether or not multiple claim lines were submitted with that claim, and each claim was counted whether or not it resulted in a liability.  For those portions of business that did not have claim records readily available, a reasonable count assumption was made based on a comparison to the known records of a similar business type. Cumulative claim count information is not a precise tool for calculating claim severity. Factors, such as changes in provider billing practices, the mix of services, benefit designs or processing systems could impact this type of analysis. The Company does not necessarily use the cumulative number of reported claims disclosed above in its claims analysis but has provided this information to comply with accounting standards.



The following is supplementary information about the average historical policy claims duration for the Specialty Health segment as of December 31, 2017:2020:

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)

 

 

 

 

 

 

 

Year 1

Year 2

Year 3

Year 4

Year 5

Specialty Health Segment

62.3%

31.2%

4.2%

1.3%

0.8%

 

 

 

 

 

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)

 

 

 

 

 

 

 

Year 1

Year 2

Year 3

Year 4

Year 5

Specialty Health Segment

64.7%

27.7%

2.2%

0.6%

0.0%

 

 

 

 

 

 



 

TheIncluded in the preceding rollforwards of the Company’s liability for policy benefits and claims are the policy benefits and claims activity associated with the Company’s health insurance lineslines. These are embedded within the Specialty Health segment. The table below summarizes the components of the change in the liability for policy benefits and claims that are specific to the health insurance claims that are included in our Specialty Health segment for the periodsyears indicated (in thousands).

 

 

 

Specialty Health Segment

 

 

Health Insurance Claims

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

Balance at beginning of year

$

27,183  

 

$

23,425  

 

$

35,620  

Less: reinsurance recoverable

 

1,179  

 

 

1,362  

 

 

3,584  

Net balance at beginning of year

 

26,004  

 

 

22,063  

 

 

32,036  

 

 

 

 

 

 

 

 

 

Amount incurred, related to:

 

 

 

 

 

 

 

 

  Current year

 

54,333  

 

 

44,243  

 

 

63,122  

  Prior years

 

158  

 

 

(4,702) 

 

 

(8,410) 

 

 

 

 

 

 

 

 

 

  Total incurred

 

54,491  

 

 

39,541  

 

 

54,712  

 

 

 

 

 

 

 

 

 

Amount paid, related to:

 

 

 

 

 

 

 

 

  Current year

 

24,370  

 

 

19,371  

 

 

42,419  

  Prior years

 

23,983  

 

 

16,229  

 

 

22,266  

 

 

 

 

 

 

 

 

 

  Total paid

 

48,353  

 

 

35,600  

 

 

64,685  

 

 

 

 

 

 

 

 

 

Net balance at end of year

 

32,142  

 

 

26,004  

 

 

22,063  

Plus:  reinsurance recoverable

 

762  

 

 

1,179  

 

 

1,362  

Balance at end of year

$

32,904  

 

$

27,183  

 

$

23,425  

 

 

Specialty Health Segment

 

 

Health Insurance Claims

 

 

2020

 

 

2019

 

 

 

Balance at beginning of year

$

31,259  

 

$

26,068  

Less: reinsurance recoverable

 

1,113  

 

 

851  

Net balance at beginning of year

 

30,146  

 

 

25,217  

 

 

 

 

 

 

Amount incurred, related to:

 

 

 

 

 

  Current year

 

38,602  

 

 

51,479  

  Prior years

 

(2,208) 

 

 

(3,517) 

 

 

 

 

 

 

  Total incurred

 

36,394  

 

 

47,962  

 

 

 

 

 

 

Amount paid, related to:

 

 

 

 

 

  Current year

 

20,659  

 

 

25,738  

  Prior years

 

19,352  

 

 

17,295  

 

 

 

 

 

 

  Total paid

 

40,011  

 

 

43,033  

 

 

 

 

 

 

Net balance at end of period

 

26,529  

 

 

30,146  

Plus:  reinsurance recoverable

 

1,766  

 

 

1,113  

Balance at end of period

$

28,295  

 

$

31,259  

 

The $26,529,000 net balance of the Company’s health insurance claims liability forat December 31, 2020 shown in the table above is all IBNR plus expected development on reported claims associated with the Company’s health insurance claims was $32,142,000 at December 31, 2017.claims.



Group Disability;Disability, Life, DBL and DBLPFL Segment

 

The following tables provide undiscounted information about net incurred and paid claims development by accident year for significant short-duration contract liabilities for policy benefits and claims related to our DBL, PFL and group disability policy claims (in thousands).  All amounts are shown net of reinsurance. Refer to Note 1 for information on the methods we use to estimate IBNR plus expected development, as well as changes to those methodologies.

 

One year of claims development data is presented below for our DBL and PFL claim liabilities sinceas substantially all of the claims are developed in less than six months. Theunder one year. At December 31, 2020, the liability for IBNR plus expected development related to our DBL and PFL business was $6,579,000$34,819,000 and:  (i) relates to the current accident year; and (ii) includes an accrued liability at December 31, 2017. 2020 for a potential risk adjustment payment of $24,000,000 associated with the PFL rider due to expected better than industry claims experience. Prior year favorable incurred development of $3,478,000, and amounts paid related to prior years of $18,971,000, were recognized during 2020 year on DBL and PFL business. While most of this is recognized in the first few months of the year, some of it is recognized during the remainder of the year due to the ability of claimants to take intermittent leave under the PFL benefits.



The cumulative number of reported claims was approximately 11,00018,000 at December 31, 20172020 and consists of the number of claims either paid or accrued.

 

Group disability;disability, life, DBL and DBLPFL Segment – DBLDBL/PFL Claims Development

Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance

For the year ended December 31,

 

 

 

 

 

Accident

 

 

 

 

Year

 

 

 

20172020

 

 

 

 

 

20172020

 

Total

$

20,42878,443 

 

 

 

 

 

 

 

Group disability;disability, life, DBL and DBLPFL Segment – DBLDBL/PFL Claims Development

Cumulative Paid Claims and Claim Adjustment Expenses, Net of Reinsurance

For the year ended December 31,

 

 

 

 

 

Accident

 

 

 

 

Year

 

 

 

20172020

 

 

 

 

 

20172020

 

Total

$

13,84943,949 

 

 

 

 

 

 

 

Outstanding policy benefits and claims payable before 2020

325

Total policy benefits and claims, net of reinsurance

$

6,57934,819 

 

 

 

 

 

 

EightTen years of undiscounted claims development data is presented for our group disability contract liabilities (in thousands) and we will add one year going forward for each subsequent year until we reach ten years of disclosure.. In addition, total IBNR plus expected development on reported claims by accident year is presented with the cumulative number of reported claims (in thousands, except number of reported claims). Certain information about incurred and paid claims is presented as supplementary information and unaudited where indicated.




Group disability. Life, DBL and PFL Segment – Group Disability Claims Development

 

 

 

 

December 31, 2020

 

 

Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance

 

Incurred But

Cumulative

 

 

For the years ended December 31,

 

Not Reported

Number of

Accident

 

2011

2012

2013

2014

2015

2016

2017

2018

2019

 

 

 

Plus Expected

Reported

Year

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

 

2020

 

Development

Claims

 

 

 

(Actual)

2011

$

18,558 

16,948 

16,166 

15,271 

15,730 

16,672 

16,712 

16,516 

16,546 

$

16,538 

$

- 

2,338 

2012

 

 

15,356 

13,708 

12,187 

12,177 

12,585 

12,472 

12,161 

11,883 

 

12,083 

 

- 

2,263 

2013

 

 

 

32,952 

30,832 

29,893 

32,070 

31,664 

31,378 

31,545 

 

31,058 

 

- 

2,629 

2014

 

 

 

 

16,314 

13,322 

14,792 

14,414 

14,311 

14,488 

 

14,670 

 

456 

2,783 

2015

 

 

 

 

 

25,335 

19,247 

16,630 

14,705 

14,552 

 

15,175 

 

172 

3,254 

2016

 

 

 

 

 

 

28,450 

28,568 

27,359 

25,988 

 

26,336 

 

244 

3,500 

2017

 

 

 

 

 

 

 

29,897 

26,021 

22,851 

 

22,358 

 

481 

3,783 

2018

 

 

 

 

 

 

 

 

29,766 

26,610 

 

23,219 

 

432 

4,022 

2019

 

 

 

 

 

 

 

 

 

34,518 

 

33,535 

 

1,786 

4,303 

2020

 

 

 

 

 

 

 

 

 

 

 

36,723 

 

13,120 

2,991 

Total  

$

231,695 

 

 

 

 

 

 

 

 

 

 

 

Group disability; life and DBL Segment – Group Disability Claims Development

 

 

 

 

December 31, 2017

 

 

Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance

 

Incurred But

Cumulative

 

 

For the years ended December 31,

 

Not Reported

Number of

Accident

 

2010

2011

2012

2013

2014

2015

 

 

 

 

Plus Expected

Reported

Year

 

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

(unaudited)

2016

 

2017

 

Development

Claims

 

 

 

 

 

 

 

 

 

 

 

 

 

(Actual)

2010

$

12,329 

11,218 

7,142 

5,222 

5,049 

4,220 

7,925 

$

8,658 

$

- 

2,311 

2011

 

 

18,669 

17,301 

16,569 

15,699 

16,179 

17,157 

 

17,224 

 

60 

2,337 

2012

 

 

 

15,510 

13,999 

12,522 

12,535 

12,965 

 

12,876 

 

172 

2,263 

2013

 

 

 

 

33,143 

31,323 

30,546 

32,888 

 

32,575 

 

241 

2,629 

2014

 

 

 

 

 

16,469 

13,678 

15,228 

 

14,881 

 

314 

2,781 

2015

 

 

 

 

 

 

25,621 

19,929 

 

17,427 

 

579 

3,246 

2016

 

 

 

 

 

 

 

28,907 

 

29,382 

 

1,407 

3,475 

2017

 

 

 

 

 

 

 

 

 

30,273 

 

11,151 

2,944 

Total

$

163,296 

 

 

 

 

 

 

 

 

 

Group disability; life and DBL Segment – Group Disability Claims Development

Group disability, life, DBL and PFL Segment – Group Disability Claims Development

Group disability, life, DBL and PFL Segment – Group Disability Claims Development

 

 

 

 

 

Cumulative Paid Claims and Claim Adjustment Expenses, Net of Reinsurance

 

Cumulative Paid Claims and Claim Adjustment Expenses, Net of Reinsurance

 

For the years ended December 31,

 

For the years ended December 31,

Accident

Accident

 

2010

2011

2012

2013

2014

2015

 

 

 

 

2011

2012

2013

2014

2015

2016

2017

2018

2019

 

 

Year

Year

 

(unaudited)

(unaudited)

2016

 

2017

 

(unaudited)

 

2020

 

 

 

 

 

 

 

 

2010

$

3,288 

8,456 

10,135 

10,700 

11,135 

11,678 

12,219 

$

12,641 

2011

2011

 

 

3,463 

8,544 

10,025 

10,613 

11,186 

11,847 

 

12,505 

$

3,252 

8,191 

9,622 

10,186 

10,737 

11,363 

11,993 

12,522 

12,979 

$

13,388 

2012

2012

 

 

 

3,222 

7,294 

8,367 

8,949 

9,377 

 

9,912 

 

 

3,069 

7,003 

8,003 

8,591 

8,997 

9,509 

9,924 

10,177 

 

10,421 

2013

2013

 

 

 

5,645 

13,032 

17,077 

20,246 

 

22,448 

 

 

5,454 

12,541 

16,424 

19,428 

21,536 

23,460 

25,029 

 

26,245 

2014

2014

 

 

 

3,818 

8,823 

10,355 

 

11,090 

 

 

3,663 

8,466 

9,919 

10,623 

11,142 

11,661 

 

12,089 

2015

2015

 

 

 

7,111 

14,715 

 

17,430 

 

 

6,825 

14,034 

16,634 

17,203 

17,623 

 

18,117 

2016

2016

 

 

 

8,790 

 

17,193 

 

 

8,333 

16,379 

19,269 

20,261 

 

21,080 

2017

2017

 

 

 

 

8,834 

 

 

8,459 

16,139 

17,901 

 

18,339 

2018

 

 

8,417 

16,109 

 

18,034 

2019

 

 

11,794 

 

22,755 

2020

 

 

 

12,355 

 

 

 

 

Total

Total

$

112,053 

Total

$

172,823 

 

 

 

 

Outstanding policy benefits and claims payable before 2010, net of reinsurance

 

21,189 

Outstanding policy benefits and claims payable before 2011, net of reinsurance

Outstanding policy benefits and claims payable before 2011, net of reinsurance

 

9,412 

 

 

 

 

Total policy benefits and claims, net of reinsurance

Total policy benefits and claims, net of reinsurance

$

72,432 

Total policy benefits and claims, net of reinsurance

$

68,284 

 

 

 

 




The incurred claims and claim adjustment expenses, net, for the 2013 accident year include the acquisition of $15,384,000 of disability policy benefits and claims liabilities from a Receivership.

 

Claim frequency information consists of the count of unique claims where a benefit has been paid, whether that benefit was paid for one month or multiple months.  Any claims where a benefit has not been paid are not in the count. Cumulative claim count information is not a precise tool for calculating claim severity. Changes in reinsurance and other factors, such as those described in Note 1, could impact this type of analysis with regards to our group disability business. The Company does not necessarily use the cumulative number of reported claims disclosed above in its claims analysis but has provided this information to comply with accounting standards.

 

Unpaid claim liabilities related to our group disability policies is presented at present value. The following is additional information on unpaid claims liabilities presented at present value (in thousands):

 

 

 

Carrying Value of

 

 

Aggregate Amount

 

 

Unpaid Claim Liabilities

 

 

of Discount

 

 

December 31,

 

 

December 31

 

 

2017

 

2016

 

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

Group disability

$

60,724 

$

60,194 

 

$

11,707 

$

11,475 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying Value of

 

 

Aggregate Amount

 

 

Unpaid Claim Liabilities

 

 

of Discount

 

 

December 31,

 

 

December 31

 

 

2020

 

2019

 

 

2020

 

2019

 

 

 

 

 

Group disability

$

58,504 

$

56,756 

 

$

9,780 

$

10,382 

 

 

 

 

 

 

 

 

 

 

 

Discount rates for each of the years ended December 31, 20172020 and 20162019 ranged from 3%2.5% to 6%6.0%. Insurance benefits, claims and reserves on the Consolidated Statements of Income for the years ended December 31, 2017, 20162020 and 2015,2019 include the accretion of interest amounting to $1,706,000, $1,571,000$1,448,000 and $1,451,000,$1,524,000, respectively.

 

The following is supplementary information about the average historical claims duration for our group disability business as of December 31, 2017:

2020:

 

Group Disability

Group Disability

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance (unaudited)

 

 

 

 

 

 

 

 

 

 

Year 1

Year 2

Year 3

Year 4

Year 5

Year 6

Year 7

Year 8

Group disability

18.3%

22.5%

7.4%

3.5%

2.4%

1.4%

1.0%

0.4%

Year 1

Year 2

Year 3

Year 4

Year 5

Year 6

Year 7

Year 8

Year 9

Year 10

16.7%

18.1%

5.8%

2.7%

2.0%

1.8%

1.4%

0.9%

0.6%

0.4%

 



 



The following table reconciles the above disclosures of undiscounted net incurred and paid claims development for significant short-duration contract liabilities to the liability for policy benefits and claims on the consolidated balance sheet (in thousands).

 

 

 

December 31, 20172020

 

Net outstanding balances:

 

 

   Specialty Health Segment

$

51,71041,679  

   DBLDBL/PFL

 

6,57934,819  

   Group disability

 

72,43268,284  

   Other short-duration insurance lines

 

7,4107,827  

 

 

 

   Policy benefits and claims, net of reinsurance

 

138,131152,609  

 

 

 

Reinsurance recoverable on unpaid claims:

 

 

   Specialty Health Segment

 

1,8211,776  

   DBLDBL/PFL

 

1,124430  

   Group disability

 

26,84922,472  

   Other short-duration insurance lines

 

6,16811,448  

 

 

 

   Reinsurance recoverable on unpaid claims

 

35,96236,126  

 

 

 

Insurance lines other than short-duration

 

6,297277  

Aggregate discount

 

(11,707)(9,780) 

 

 

 

Total policy benefit and claims

$

168,683179,232  

 

 

 

 

Note 11.13.Debt and Junior Subordinated Debt Securities

The Company has no long term debt outstanding at December 31, 2017 or 2016. In 2016, the Company made aggregate cash payments of $38,146,000 to redeem all of its outstanding junior subordinated debt securities at the redemption price of 100%. During the years ended December 31, 2016 and 2015, the Company also made aggregate cash payments of $4,789,000 and $2,617,000, respectively, for the repayment of other debt.

Aggregate cash payments for interest on debt and junior subordinated debt securities totaled $0, $1,865,000 and $1,738,000 for the years ended December 31, 2017, 2016 and 2015, respectively.

Note 12.Income Taxes 

 

IHC and its subsidiaries file a consolidated Federal income tax return on a June 30 fiscal year.



 

The provision for income tax expense (benefit) attributable to income from continuing operations, as shown in the Consolidated Statements of Income, is as follows for the years indicated (in thousands):

 

 

 

2020

 

 

2019

 

 

 

CURRENT:

 

 

 

 

 

  U.S. Federal

$

 6,544 

 

$

 4,498 

  State and Local

 

 250 

 

 

 729 

 

 6,794 

 

 

 5,227 

 

 

 

 

 

 

DEFERRED:

 

 

 

 

 

  U.S. Federal

 

 5,052 

 

 

 8,334 

  State and Local

 

 (1,114)

 

 

 (902)

 

 3,938 

 

 

 7,432 

 

 

 

 

 

 

$

 10,732 

 

$

 12,659 



 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

CURRENT:

 

 

 

 

 

 

 

 

  U.S. Federal

$

(4,077) 

 

$

4,637 

 

$

14,278  

  State and Local

 

29 

 

 

473 

 

 

1,012  

 

 

(4,048) 

 

 

5,110 

 

 

15,290  

 

 

 

 

 

 

 

 

 

DEFERRED:

 

 

 

 

 

 

 

 

  U.S. Federal

 

(9,780) 

 

 

4,390 

 

 

673  

  State and Local

 

34 

 

 

55 

 

 

(59) 

 

 

(9,746) 

 

 

4,445 

 

 

614  

 

 

 

 

 

 

 

 

 

 

$

(13,794) 

 

$

9,555 

 

$

15,904  

Taxes computed at the Federal statutory rate of 35%,21% attributable to pretax income for the years ended December 31, 2020 and 2019, respectively, are reconciled to the Company's actual income tax expense (benefit) as follows for the years indicated (in thousands):

 

 

2020

 

 

2019

 

 

 

Tax computed at the statutory rate

$

6,269  

 

$

5,323  

Dividends received deduction and tax exempt interest

 

(132) 

 

 

(128) 

State and local income taxes, net of Federal effect

 

(683) 

 

 

(132) 

Executive compensation limit

 

456  

 

 

583  

Multistate RSAs

 

776  

 

 

 

AMIC valuation allowance adjustment

 

4,492  

 

 

7,900  

Share-based compensation

 

(75) 

 

 

(993) 

Other, net

 

(371) 

 

 

106  

 

 

 

 

 

 

Income tax expense (benefit)

$

10,732  

 

$

12,659  

In 2020 and 2019, the Company increased AMIC’s valuation allowance by $4,492,000 and $7,900,000, respectively, to reflect decreases in projected income and associated utilization of Federal net operating losses. This is largely due to the reorganization of the Specialty Health segment into specialty health and pet divisions, and the expansion of our D2C and tech-enabled operations, which reduced expected income over the remaining period that AMIC’s net operating loss carryforwards are available to offset income.

 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

Tax computed at the statutory rate

$

9,918 

 

$

11,223  

 

$

15,357  

Dividends received deduction and tax

 

 

 

 

 

 

 

 

  exempt interest

 

(423)

 

 

(641) 

 

 

(796) 

State and local income taxes, net of Federal effect

 

42 

 

 

331  

 

 

619  

Subsidiary stock basis write-off

 

(11,589)

 

 

(3,903) 

 

 

 

Health insurance excise tax

 

 

 

146  

 

 

526  

Health insurer compensation limit

 

192 

 

 

594  

 

 

379  

Impact of enacted tax reform

 

9,402 

 

 

 

 

 

 

AMIC valuation allowance adjustment

 

(20,261)

 

 

 

 

 

 

Sharebased compensation

 

(867)

 

 

 

 

 

 

Other, net

 

(208)

 

 

1,805  

 

 

(181) 

 

 

 

 

 

 

 

 

 

Income tax expense

$

(13,794)

 

$

9,555  

 

$

15,904  

As a result of the winding down of operations and dissolution of IHC Administrative Services, Inc. (“IHC AS”), a subsidiary of IHC, in 2017, the Company recognized an estimated $11,589,000 income tax benefit on a worthless stock deduction of $33,110,000 representing the Company’s tax basis in its unrecovered investment in IHC AS. In 2016, as a result of the dissolution of Health Plan Administrators, Inc. (“HPA”), a subsidiary of IHC, income tax benefits of approximately $3,903,000 were also recognized on a worthless stock deduction of $11,150,000 representing the Company’s tax basis in its unrecovered investment in HPA.

On December 22, 2017, President Trump enacted tax legislation commonly referred to as the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act makes broad and complex changes to the U.S. tax code, including, but not limited to reducing the Federal corporate income tax rate from 35% to 21%. We are required to recognize the income tax effect of a change in tax rates in the period the tax rate change was enacted. As the result of IHC’s June 30 fiscal tax year, the Tax Act subjects IHC to a blended tax rate of 28% for its fiscal tax year ended June 30, 2018. Due to IHC’s NOL carryforward position at December 31, 2017, there was no impact of the Tax Act’s blended tax rate on current income tax expense for the year ended December 31, 2017. The Company recorded a one-time, non-cash charge to deferred income tax expense of $9,402,000 for the year ended December 31, 2017.



Temporary differences between the Consolidated Financial Statement carrying amounts and tax bases of assets and liabilities that give rise to the deferred tax assets and liabilities at December 31, 20172020 and 20162019 are summarized below (in thousands). The net deferred tax asset or liability is included in Other Assets or Other Liabilities, as appropriate, in the Consolidated Balance Sheets.

2020

2019

DEFERRED TAX ASSETS:

  Investment write-downs

$

48 

$

48 

  Loss carryforwards

9,361 

23,612 

  Capital loss carryforward

677 

  Other

5,984 

3,323 

     Total gross deferred tax assets

16,070 

26,983 

     Less AMIC valuation allowance

(8,281)

(17,212)

  Net deferred tax assets

7,789 

9,771 

DEFERRED TAX LIABILITIES:

  Insurance reserves

(2,309)

(2,459)

  Goodwill and intangible assets

(2,324)

(2,341)

  Unrealized gains on investment securities

(1,145)

(338)

  Other

(2,015)

(688)

  Total gross deferred tax liabilities

(7,793)

(5,826)

  Net deferred tax asset (liability)

$

(4) 

$

3,945 

At December 31, 2020, AMIC and its subsidiaries have available Federal net operating loss carryforwards of approximately $46,669,000 that primarily expire in 2021 and are limited in their utilization to future taxable income earned on a separate company basis. At December 31, 2019, AMIC and its



subsidiaries had Federal net operating loss carryforwards of approximately $114,531,000, a significant portion of which expired in 2020, and were limited in their utilization to future taxable income earned on a separate company basis.

AMIC’s valuation allowance at December 31, 2020 and 2019 is related to net operating loss carryforwards that, in the judgment of management, were not considered realizable. IHC and its subsidiaries, excluding AMIC and its subsidiaries, considered the reversal of deferred tax liabilities and projected future taxable income in determining that a valuation allowance was not necessary on their deferred tax assets at December 31, 20172020 or 2016. The net deferred tax asset relative to AMIC and its subsidiaries included in other assets on IHC’s Consolidated Balance Sheets at December 31, 2017 and 2016 was $18,602,000 and $15,427,000, respectively.2019.

 

 

 

 

2017

 

 

2016

DEFERRED TAX ASSETS:

 

 

 

 

 

 

  Unrealized losses on investment securities

 

$

1,222  

 

$

3,851  

  Investment write-downs

 

 

48  

 

 

596  

  Loss carryforwards

 

 

30,928  

 

 

50,735  

  Other

 

 

1,938  

 

 

4,322  

     Total gross deferred tax assets

 

 

34,136  

 

 

59,504  

     Less AMIC valuation allowance

 

 

(9,394) 

 

 

(35,918) 

 

 

 

 

 

 

 

  Net deferred tax assets

 

 

24,742  

 

 

23,586  

 

 

 

 

 

 

 

DEFERRED TAX LIABILITIES:

 

 

 

 

 

 

  Deferred insurance policy acquisition costs

 

 

(105) 

 

 

(114) 

  Insurance reserves

 

 

(3,252) 

 

 

(4,947) 

  Goodwill and intangible assets

 

 

(4,115) 

 

 

(5,274) 

  Other

 

 

(1,625) 

 

 

(4,097) 

 

 

 

 

 

 

 

  Total gross deferred tax liabilities

 

 

(9,097) 

 

 

(14,432) 

 

 

 

 

 

 

 

  Net deferred tax asset

 

$

15,645  

 

$

9,154  

As of December 31, 2017, IHC, excluding AMIC and its subsidiaries, had a Federal NOL carryforward of approximately $338,000 at December 31, 2017, which expires in 2037.

At December 31, 2017, AMIC and its subsidiaries had Federal SRLY NOL carryforwards of approximately $144,830,000, which expire in varying amounts through the year 2034, with a significant portion expiring in 2020. As a result of the Risk Solutions Sale and Coinsurance Transaction (see Note 3), AMIC utilized approximately $109,055,000 of its operating loss carryforwards in 2016.

In 2017, the Company decreased AMIC’s valuation allowance by $20,261,000 for an increase in projected income and associated utilization of Federal net operating losses allocated to operations and by $6,263,000 as a result of the change in enacted tax rates. AMIC’s valuation allowance at December 31, 2017 and 2016 was primarily related to net operating loss carryforwards that, in the judgment of management, were not considered realizable.

In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the period in which those temporary differences become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. Management believes that it is more likely than not that IHC and its subsidiaries, including AMIC and its subsidiaries, will realize the benefits of these net deferred tax assets recorded at December 31, 2017.2020. As of December 31, 2017,2020, IHC and its subsidiaries, and AMIC and its subsidiaries, believe there were no material uncertain tax positions that would require disclosure under U.S. GAAP.



 

Interest expense and penalties for the years ended December 31, 2017, 20162020 and 20152019 are insignificant. Tax years ending June 30, 20142017 and forward are subject to examination by the Internal Revenue Service. The Company’s 2015 consolidatedand 2016 income tax return was selected for examinationreturns are currently under audit by the Internal Revenue Service.New York State Department of Taxation and Finance.

 

Net cash payments (receipts) for income taxes were $397,000, $12,585,000$505,000 and $10,974,000$966,000 in 2017, 20162020 and 2015,2019, respectively.

 

On March 27, 2020, as part of the business stimulus package in response to the COVID-19 pandemic, the U.S. government enacted the Coronavirus Aid, Relief, and Economic Security ("CARES") Act.  The CARES Act established new tax provisions including, but not limited to: (1) five-year carryback of net operating losses generated in 2018, 2019 and 2020; (2) accelerated refund of alternative minimum tax (AMT) credit carryforwards; and (3) retroactive changes to allow accelerated depreciation for certain depreciable property. At this time, the legislation does not have a material impact on the Company due to the lack of taxable losses in the stated carryback eligible tax years and the fact that the Company was already expecting to receive a cash benefit for the remaining AMT credits in the fiscal 2018 tax year return.

 

Note 13.14.Stockholders’ Equity 

 

Treasury Stock

 

In 1991, IHC initiatedmaintains a program of repurchasing shares of its common stock.stock when the Company deems feasible. In August 2016, the Board of Directors increased the number of shares that can be repurchased to 3,000,000 shares of IHC common stock. At December 31, 2017,2020, there were 1,991,0581,538,991 shares still authorized to be repurchased under the plan authorized by the Board of Directors.

 

In 2017,2020, the Company repurchased 2,289,502244,487 shares of its common stock for an aggregate cost of $46,527,000. Of$7,534,000 and of that amount, 703,00036,377 shares were repurchased in private transactions for an aggregate cost of $13,975,000; 1,385,118 shares were repurchased for an aggregate cost of $27,702,000 pursuant to the terms of a tender offer; andoffer for an aggregate cost of $982,000. In 2019, the remainingCompany repurchased 108,646 shares were repurchased in the open market.of its common stock for an aggregate cost of $4,051,000.

 

In 2017, theThe Company reissued 72,312issued 22,593 and 95,339 shares previously heldfrom treasury stock in treasury. Of that amount, 69,012 shares were reissued to satisfy net-share settlements2020 and 2019, respectively, as a result of option exercises and the vesting of restricted stock units during the period.

 



Accumulated Other Comprehensive Income (Loss)

 

The components of otherOther comprehensive income (loss) includeincludes the after-tax net unrealized gains and losses on investment securitiesfixed maturities available-for-sale, including the subsequent increases and decreases in fair value of fixed maturities available-for-sale securities previously impaired and the non-credit related component of other-than-temporary impairments of fixed maturities.

 

Changes in the balances for each component of accumulated other comprehensive income (loss), shown net of taxes, for the years indicated were as follows (in thousands):

 

 

 

2020

 

2019

 

 

Beginning balance

$

1,212  

$

(8,310) 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

  Other comprehensive income (loss) before reclassifications

 

3,572  

 

12,246  

  Less amounts reclassified from accumulated OCI

 

(587) 

 

(2,724) 

     Net other comprehensive income (loss)

 

2,985  

 

9,522  

 

 

 

 

 

Ending balance

$

4,197  

$

1,212  

 

 

 

 

 

 

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Beginning balance

$

(6,964) 

$

(3,440) 

$

22  

 

 

 

 

 

 

 

Other comprehensive income (loss) before reclassifications

 

4,892  

 

(1,582) 

 

(256) 

Amounts reclassified from accumulated OCI

 

(1,711) 

 

(1,926) 

 

(3,206) 

   Net other comprehensive income (loss)

 

3,181 

 

(3,508) 

 

(3,462) 

 

 

 

 

 

 

 

Less: Other comprehensive loss attributable

 

 

 

 

 

 

   to noncontrolling interests

 

 

 

(118) 

 

(5) 

Acquired from noncontrolling interests

 

 

 

102  

 

 

Reclassification of the stranded tax effects in accumulated

 

 

 

 

 

 

   other comprehensive income

 

(815) 

 

 

 

 

 

 

 

 

 

 

 

Ending balance

$

(4,598) 

$

(6,964) 

$

(3,440) 



Presented below are the amounts reclassified out of accumulated other comprehensive income (loss) and recognized in earnings for each of the years indicated (in thousands):

 

 

 

2020

 

2019

 

 

Unrealized gains (losses) on available-for-sale securities

 

 

 

 

  reclassified during the period to the following income

 

 

 

 

  statement line items:

 

 

 

 

     Net investment gains (losses)

$

742  

$

4,105  

     Net impairment losses recognized in earnings

 

 

 

(646) 

 

 

 

 

 

     Income (loss) before income tax

 

742  

 

3,459  

     Tax effect

 

155  

 

735  

 

 

 

 

 

     Net income (loss)

$

587  

$

2,724  

 

 

2017

 

2016

 

2015

 

 

 

 

 

 

 

Unrealized gains (losses) on available-for-sale securities

 

 

 

 

 

 

  reclassified during the period to the following income

 

 

 

 

 

 

  statement line items:

 

 

 

 

 

 

     Net realized investment gains

$

2,640  

$

4,538  

$

5,202  

     Net impairment losses recognized in earnings

 

- 

 

(1,475) 

 

(228) 

 

 

 

 

 

 

 

     Income before income tax

 

2,640  

 

3,063  

 

4,974  

     Tax effect

 

929  

 

1,137  

 

1,768  

 

 

 

 

 

 

 

     Net income

$

1,711  

$

1,926  

$

3,206  

 

Note 14.15.Share-Based Compensation  

 

IHC and AMIC each have a share-based compensation plan. The following is a summary of the activity pertaining to each of these plans.

(A)IHC Share-Based Compensation Plan

In November 2016, the stockholders approved the Independence Holding Company 2016 Stock Incentive Plan (the “2016 Plan"and in November 2020 approved amendments to that plan (the”2016 Plan, as amended”). The 2016 Plan, as amended, permits grants of options, SARs, restricted shares, restricted share units, unrestricted shares, deferred share units and performance awards. Under the terms of the 2016 Plan:Plan, as amended: (i) the exercise price of an option may not be less than the fair market value of an IHC share on the grant date and the terms of an option may not exceed 10 years from the grant date; and (ii) the exercise price of a SAR may not be less than the fair market value of an IHC share on the grant date and SAR terms may not exceed 10 years from the date of grant.

 

The fair value of an option award is estimated on the date of grant using the Black-Scholes option valuation model. In general, the vesting period for an option grant is 3

years. Restricted share units are valued at the quoted market price of the shares at the date of grant and generally vest over 3 years. Compensation costs for options and restricted share units are recognized over the stated vesting periods on a straight-line basis. The fair value of a SAR is calculated using the Black-Scholes valuation model at the grant date and each subsequent reporting period until settlement. Compensation cost is based on the proportionate amount of the requisite service that has been rendered to date. Once fully vested, changes in



the fair value of a SAR continue to be recognized as compensation expense in the period of the change until settlement. The Company accounts for forfeitures of share-based compensation awards in the period that they occur.

 



At December 31, 2017,2020, there were 859,300368,599 shares available for future stock-based compensation grants under the 2016 Plan.Plan, as amended. The following table summarizes share-based compensation expense, which is included in selling, general and administrative expenses on the Consolidated Statements of Income, applicable to the IHC plans (by award type) for each of the years indicated (in thousands):

 

 

 

2017

 

2016

 

2015

 

 

2020

 

2019

IHC’s Share-based Compensation Plan:

 

 

 

 

 

 

 

 

 

 

 

 

Stock options

 

$

224  

$

181  

$

55  

 

$

1,754 

$

1,940 

Restricted stock units

 

 

116  

 

83  

 

89  

 

 

358 

 

292 

SARs

 

 

454  

 

435  

 

13  

 

 

262 

 

442 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense, pre-tax

 

 

794  

 

699  

 

157  

 

 

2,374 

 

2,674 

Tax benefits

 

 

316  

 

279  

 

63  

 

 

639 

 

720 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense, net

 

$

478  

$

420  

$

94  

 

$

1,735 

$

1,954 

 

Stock Options

 

The Company’s stock option activity during 20172020 was as follows:

 

 

 

Shares

 

Weighted- Average

 

 

Under Option

 

Exercise Price

 

 

 

 

 

 

December 31, 20162019

 

697,180785,047  

 

$

11.7531.54 

Granted

 

199,00025,000  

 

 

26.7240.20 

Exercised

 

(203,800)(23,667) 

 

 

9.8220.20

 

December 31, 20172020

 

692,380786,380  

 

$

16.6232.16 

 

The weighted average grant-date fair-values of options granted during the years ended December 31, 20172020 and 20162019 were $8.66$9.31 and $2.65,$8.31, respectively.No options were granted in 2015. The assumptions set forth in the table below were used to value the stock options granted during the periods indicated:

 

2017

 

2016

2020

 

2019

 

 

 

 

Weighted-average risk-free interest rate

2.02% 

 

1.87% 

0.24% 

 

2.32% 

Expected annual dividend rate per share

0.58% 

 

0.60% 

1.32% 

 

1.22% 

Expected volatility factor of the Company's common stock

37.44% 

 

12.95% 

34.17% 

 

28.97% 

Weighted-average expected term of options

4.5 years

 

4.5 years

3.5 years

 

3.5 years

 

In 2017,2020, IHC received no cash from the exercise of stock options, as option exercises were net settled in IHC shares. As part of the net-share settlements in 2017, cash outflows to satisfy employees’ income tax withholding obligations amounted to $1,659,000. Stock options exercised in 2017 had an aggregate intrinsic value of $3,535,000 and IHC realized $834,000 of tax benefits. In 2016, option agreements affecting 13 employees were modified to extend the expirations of their terms from 2017 to 2019 and as a result, the Company recorded incremental compensation costs of $170,000. In 2016, IHC received $399,000$179,000 in cash from the exercise of stock options with an aggregate intrinsic value of $416,000$374,000 and realized $104,000recognized $63,000 of tax benefits. Cash outflows in 2020 to satisfy employees’ income tax withholding obligations amounted to $81,000 for option exercises that were net settled in IHC shares. In 2015,2019, IHC received $278,000$269,000 in cash from the exercise of stock options with an aggregate intrinsic value of $132,000$5,207,000 and realized $22,000recognized $970,000 of tax benefits. Cash outflows in 2019 to satisfy employees’ income tax withholding obligations amounted to $2,397,000 for option exercises that were net settled in IHC shares.

 




The following table summarizes information regarding options outstanding and exercisable:

 

 

December 31, 2017

 

December 31, 2020

 

Outstanding

 

Exercisable

 

Outstanding

 

Exercisable

 

 

 

 

 

 

 

 

Number of options

 

692,380

 

388,713

 

786,380

 

469,130

Weighted average exercise price per share

$

16.62

$

10.55

$

32.16

$

28.55

Aggregate intrinsic value for all options (in thousands)

$

7,499

$

6,568

$

6,952

$

5,839

Weighted average contractual term remaining

 

2.8 years

 

1.4 years

 

1.6 years

 

1.5 years

 

At December 31, 2017,2020, the total unrecognized compensation cost related to IHC’s non-vested stock options was $1,904,000$1,441,000 and it is expected to be recognized as compensation expense over a weighted average period of 2.41.1 years.

 

Restricted Stock

 

The following table summarizes IHC’sCompany’s restricted stock activity for the year ended December 31, 2016:

during 2020 was as follows:

 

 

No. of

 

Weighted-Average

 

No. of

 

Weighted-Average

 

Non-vested

 

  Grant-Date

 

Non-vested

 

  Grant-Date

 

Shares

 

Fair Value

 

Shares

 

Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

17,325  

 

$

16.20

 

December 31, 2019

 

19,800  

 

$

37.54

 

Granted

 

9,900  

 

 

28.20

 

 

9,900  

 

 

42.62

 

Vested

 

(8,250) 

 

 

15.18

 

 

(9,900) 

 

 

35.57

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017

 

18,975  

 

$

22.91

 

December 31, 2020

 

19,800  

 

$

41.06

 

 

IHC granted 9,900 9,900 and 7,425 of restricted stock units during each of the years ended December 31, 2017, 20162020 and 2015, respectively,2019 with weighted-average grant-date fair values of $28.20, $19.15$42.62 and $11.78$40.01 per share, respectively. The total fair value of restricted stock units that vested in 2017, 20162020 and 20152019 was $187,000, $120,000$352,000 and $89,000,$389,000, respectively.

 

At December 31, 2017,2020, the total unrecognized compensation cost related to non-vested restricted stock unit awards was $398,000$763,000 which is expected to be recognized as compensation expense over a weighted average period of 2.2 years.

 

SARs and Share-Based Performance Awards

 

IHC had 64,900 and 71,500 SAR awards outstanding at both December 31, 20172020 and 2016, respectively. In 2017, 64,900 shares2019. No SAR awards were granted; and 71,500 shares weregranted or exercised with an aggregate intrinsic value of $1,309,000. In 2016, 54,350 SARs were exercised with an aggregate intrinsic value of $449,000. In 2015, 11,000 SARs were exercised with an aggregate intrinsic value of $61,000.in either 2020 or 2019. Included in Other Liabilities in the Company’s Consolidated Balance Sheets at December 31, 20172020 and December 31, 20162019 are liabilities of $22,000$979,000 and $876,000,$717,000, respectively, pertaining to SARs.

 

(B)AMIC Share-Based Compensation Plans

As a result of a short-form merger discussed in Note 1 (B), AMIC’s 2009 Stock Incentive Plan (“AMIC 2009 Plan”) was terminated in 2016. Under the terms of the AMIC 2009 Plan, prior to its termination, option exercise prices were equal to the quoted market price of the shares at the date of grant; option terms were a maximum of ten years; and vesting periods generally ranged from three to four years. The fair value of an option award was estimated on the date of grant using the Black-Scholes option valuation model.



For the years ended December 31, 2016 and 2015, AMIC recorded $14,000 and $28,000 of share-based compensation expense, respectively, net of tax benefits of $7,000, and $15,000, respectively.

In 2016, AMIC received $262,000 in cash from the exercise of stock options with an aggregate intrinsic value of $212,000. In connection with the short-form merger transaction discussed in Note 1 (B), option agreements affecting 7 employees and directors were cancelled and as a result, the Company recorded incremental compensation costs of $646,000. These costs were accounted for as part of the equity transaction to take AMIC private. In 2015, AMIC received $52,000 in cash from the exercise of stock options with an aggregate intrinsic value of $37,000.

Note 15.16.Commitments and Contingencies 

 

Certain subsidiaries of the Company are obligated under non-cancelable operating lease agreements for office space. Total rental expense for the years 2017, 2016 and 2015 for operating leases was $2,117,000, $2,316,000 and $3,088,000, respectively.

The approximate minimum annual rental payments under operating leases that have remaining non-cancelable lease terms in excess of one year at December 31, 2017 are as follows (in thousands):

2018

$

2,251

2019

1,953

2020

1,929

2021

1,460

2022

1,125

2023 and thereafter

195

Total

$

8,913

We are involved in legal proceedings and claims that arise in the ordinary course of our businesses. We have established reserves that we believe are sufficient given information presently available relating to our outstanding legal proceedings and claims.  We do not anticipate that the result of any pending legal proceeding or claim will have a material adverse effect on our financial condition or cash flows, although there could be such an effect on our results of operations for any particular period.

 

Third Party Administrator

A third party administrator with whom we formerly did business (“Plaintiff” or “TPA”) filed a Complaint datedcommenced an action on May 17, 2017 in the United States District Court, Northern District of Texas,



Dallas Division (the “Texas Action”), naming IHC, Madison National Life, Standard Security Life, and Independence Brokerage Group, Inc. (formerly IHC Carrier Solutions, Inc. (collectively referred to) as “Defendants”defendants (“Defendants”). The Complaint concerns agreements entered intoIn the action, which is currently stayed, the Plaintiff seeks contractual payments allegedly owed by Standard Security Life and Madison National Life with Plaintiff, as well as other allegations made by Plaintiff against the Defendants.  The Complaint seeks injunctive relief and damages in an amount exceeding $50,000,000, profit share payments allegedly owed to Plaintiff under the agreements totaling at least $3,082,000 through 2014, plus additional amounts for 2015 and 2016, and exemplary and punitive damages as allowed by law and fees and costs.  During the stay, two arbitrations involving the same parties proceeded.  The first arbitration resulted in a judicially-confirmed award in favor of Standard Security Life and Madison National Life in the amount of $5,641,000, which the Plaintiff has satisfied.  The Company received payment on September 9, 2020 and recorded it in other income on the Consolidated Statement of Income in the third quarter.  The second arbitration resulted in no monetary obligations owed by any of the parties.  The Defendants believe these claimshave not had to be without merit.  The Defendants movedfile an answer in the Texas Action.  At the point they do have to Compel Arbitrationfile an answer to the Complaint, they will assert a variety of defenses, set-offs and Dismiss or Stay the original Complaint.  The Plaintiff filed an Amended Complaint on August 18, 2017.  The Defendants filed a Motion to Compel Arbitration or Stay the Amended Complaint, which is still pending.counterclaims.

Multistate Market Conduct Examination (MCE)

As previously disclosed, our subsidiaries Standard Security Life, Madison National Life and Independence American Insurance Company were selected for MCE related to our STM, limited medical and fixed indemnity limited health insurance products for the period of January 1, 2014 through September 30, 2017. The insurance departments of five jurisdictions (Delaware, Wisconsin, District of Columbia, Kansas and South Dakota) served as lead states, and the District of Columbia Department of Insurance, Securities and Banking and the Delaware Department of Insurance served as the managing lead states of the MCE. In addition to the five lead states, 37 other states participated in the MCE. Each of Standard Security Life, have demanded arbitration against this third party administrator.  In the fourth quarter of 2017, Madison National Life paid finesand Independence American Insurance Company responded to inquiries and document production requests in the stateMCE and proactively communicated and cooperated with the applicable regulatory agencies for the MCE. Each of Texas primarilythese subsidiaries also provided a detailed action plan to regulators that summarized its enhanced compliance and control mechanisms.

In an effort to avoid long‐term litigation and/or administrative proceedings that would be required to resolve disputes between Standard Security Life, Madison National Life and Independence American Insurance Company and the states involved in the MCE, the Lead States and Standard Security Life, Madison National Life and Independence American Insurance Company entered into separate RSAs on July 14, 2020. The RSAs require the implementation of a compliance plan, impose certain requirements related to specified business practices and monetary payments.  The thirty-seven participating states adopted the claimsRSAs. The Company accrued $3,660,000 in accounts payable, accruals and other liabilities on the Consolidated Balance Sheet in the second quarter and processed payment practicesin October 2020. As set forth in the RSAs, the Company denies any wrongdoing or violation of any applicable laws or regulations, and the Plaintiff.entry into the RSAs is not an admission or acknowledgment by the Company of any wrongdoing or liability.



 

Note 16.17.Concentration of Credit Risk 

 

At December 31, 2017,2020, the Company had no investment securities of any one issuer or in any one industry which exceeded 10% of stockholders' equity, except for investments in obligations of the U.S. Government and its agencies and mortgage-backed securities issued by GSEs, as summarized in Note 4.

 

Fixed maturities with carrying values of $12,819,000$13,763,000 and $12,577,000$13,359,000 were on deposit with various state insurance departments at December 31, 20172020 and 2016,2019, respectively.

 



At December 31, 2017,2020, the Company had reinsurance recoverable from the following reinsurers that individually exceed 10% of stockholders’ equity (in thousands):

 

 

AM Best

 

Due from

 

AM Best

 

Due from

Reinsurer

 

Rating

 

Reinsurer

 

Rating

 

Reinsurer

 

 

 

 

 

 

 

National Guardian Life Insurance Company

 

A-  

$

223,402

 

A-  

$

214,687

Guggenheim Life and Annuity Company

 

B++

 

96,664

 

B++

 

91,819

 

 

 

 

 

 

 

 

 

The Company believes that these receivables are fully collectible.

 

Note 17.18.Dividend Payment Restrictions and Statutory Information 

 

Our insurance subsidiaries are restricted by state laws and regulations as to the amount of dividends they may pay to their parent without regulatory approval in any year. Any dividends in excess of limits are deemed “extraordinary” and require approval. Based on statutory results as of December 31, 2017,2020, in accordance with applicable dividend restrictions, our insurance subsidiaries could pay dividends of approximately $23,606,000$27,872,000 in 20182021 without obtaining regulatory approval. There are no regulatory restrictions on the ability of our holding company, IHC, to pay dividends. Under Delaware law, IHC is permitted to pay dividends from surplus or net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. Dividends to shareholders are paid from funds available at the corporate holding company level.

 

Non-“extraordinary” dividend payments were as follows:  (i) Madison National Life declared and paid cash dividends of $11,000,000, $5,290,000$8,300,000 and $4,600,000$0 to its parent in 2017, 20162020 and 2015,2019, respectively; (ii) Standard Security Life declared and paid dividends of $7,000,000, $12,500,000$5,200,000 and $6,000,000$0 to its parent in 2017, 20162020 and 2015,2019, respectively; and (iii) Independence American Insurance Company declared and paid $0 dividends of  $10,000,000 and $18,000,000 to its parent in 2017, 2016 or 2015.2020 and 2019, respectively. IHC declared cash dividends of $2,392,000$0.44 per share or $6,472,000 in 2017, $1,800,0002020 and $0.40 per share or $5,963,000 in 2016 and $1,562,000 in 2015.2019.

 

In December 2016,2019, upon receiving regulatory approvals, were received for the following “extraordinary” dividend payments: (i) Madison National Lifeour insurance subsidiaries declared and paid an “extraordinary” dividendextraordinary statutory dividends aggregating $165,472,000 to their parent company. The extraordinary dividends consisted of cash and the common and preferred shares issued by their affiliate, Madison Investors Corp., a wholly owned subsidiary of the Company. There were no such extraordinary statutory dividends declared or paid by our insurance subsidiaries in the amount of $10,546,000 to its parent; and (ii) Standard Security Life declared and paid an “extraordinary” dividend in the amount of $60,000,000 to its parent.2020

 

The Company’s insurance subsidiaries are required to prepare statutory financial statements in accordance with statutory accounting practices prescribed or permitted by the insurance department of their state of domicile. Statutory accounting practices differ from U.S. GAAP in several respects causing differences in reported net income and stockholder’s equity. The Company’s insurance subsidiaries have no permitted accounting practices, which encompass all accounting practices not so prescribed that have been specifically allowed by the state insurance authorities.



 

The statutory net income and statutory capital and surplus for each of the Company’s insurance subsidiaries are as follows for the periods indicated (in thousands):

 

 

Years Ended December 31,

 

Years Ended December 31,

 

2017

 

2016

 

2015

 

2020

 

2019

 

 

 

 

 

 

 

 

Statutory net income:

 

 

 

 

 

 

 

 

 

 

Madison National Life

$

12,794 

$

(1,615) 

$

20,326 

$

14,360 

$

16,460 

Standard Security Life

 

3,555 

 

(10,480) 

 

13,198 

 

12,902 

 

5,246 

Independence American

 

8,728 

 

4,048  

 

2,960 

Independence American Insurance Company

 

13,354 

 

19,030 

 



 

December 31,

 

December 31,

 

2017

 

2016

 

2020

 

2019

 

 

 

 

 

 

Statutory capital and surplus:

 

 

 

 

 

 

 

 

Madison National Life

$

179,648 

$

178,978 

$

86,105 

$

83,256 

Standard Security Life

 

65,600 

 

70,620 

 

64,604 

 

57,069 

Independence American

 

72,083 

 

66,812 

Independence American Insurance Company

 

88,204 

 

84,533 

 

The insurance subsidiaries are also required to maintain certain minimum amounts of statutory surplus to satisfy their various state insurance departments of domicile. Risk-based capital (“RBC”) requirements are designed to assess capital adequacy and to raise the level of protection that statutory surplus provides for policyholders. At December 31, 20172020 and 2016,2019, the statutory capital of our insurance subsidiaries is significantly in excess of their regulatory RBC requirements.

 

Note 18.19.Segment Reporting 

 

The Insurance Group principally engages in the lifehealth, pet and healthlife insurance business. Interest expense, taxes, and general expenses associated with parent company activities are included in Corporate. Identifiable assets by segment are those assets that are utilized in each segment and are allocated based upon the mean reserves and liabilities of each such segment. Corporate assets are composed principally of cash equivalents, resale agreements, fixed maturities, equity securities, partnership interests and certain other investments.

 



Information by business segment is presented below for the years indicated (in thousands).

 

 

 

 

2017

 

 

2016

 

 

2015

Revenues:

 

 

 

 

 

 

 

 

 

Specialty Health

 

$

203,810 

 

$

173,147  

 

$

185,912 

Group disability; life and DBL

 

 

106,927 

 

 

103,535  

 

 

90,314 

Individual life, annuities and other (A)

 

 

2,139 

 

 

2,756  

 

 

27,119 

Medical Stop-Loss (A)

 

 

2,607 

 

 

25,614  

 

 

214,139 

Corporate

 

 

2,472 

 

 

2,925  

 

 

205 

 

 

 

317,955 

 

 

307,977  

 

 

517,689 

Gain on sale of subsidiary to joint venture

 

 

- 

 

 

 

 

 

9,940 

Net realized investment gains

 

 

2,539 

 

 

4,502  

 

 

3,094 

Net impairment losses recognized in earnings

 

 

- 

 

 

(1,475) 

 

 

(228)

 

 

 

 

 

 

 

 

 

 

   Total revenues

 

$

320,494 

 

$

311,004  

 

$

530,495 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income taxes:

 

 

 

 

 

 

 

 

 

Specialty Health (B)

 

$

13,207  

 

$

7,202  

 

$

6,490 

Group disability; life and DBL

 

 

18,278  

 

 

17,904  

 

 

15,811 

Individual life, annuities and other (A) (C)

 

 

(513) 

 

 

(2,540) 

 

 

(122)

Medical Stop-Loss (A)

 

 

2,839  

 

 

16,733  

 

 

18,828 

Corporate

 

 

(8,014) 

 

 

(8,727) 

 

 

(8,137)

 

 

 

25,797  

 

 

30,572  

 

 

32,870 

Gain on sale of subsidiary to joint venture

 

 

 

 

 

 

 

 

9,940 

Net realized investment gains

 

 

2,539  

 

 

4,502  

 

 

3,094 

Net impairment losses recognized in earnings

 

 

 

 

 

(1,475) 

 

 

(228)

Interest expense

 

 

 

 

 

(1,534) 

 

 

(1,798)

 

 

 

 

 

 

 

 

 

 

   Income from continuing operations before income taxes

 

$

28,336  

 

$

32,065  

 

$

43,878 

 

 

2020

 

 

2019

Revenues:

 

 

 

 

 

 

Specialty Health (A)

 

$

224,101 

 

$

193,823  

Group disability, life, DBL and PFL

 

 

214,769 

 

 

169,038  

Individual life, annuities and other (B)

 

 

2,411 

 

 

1,675  

Corporate

 

 

1,237 

 

 

5,853  

 

 

442,518 

 

 

370,389  

Net investment gains (losses)

 

 

1,346 

 

 

4,705  

Net impairment losses recognized in earnings

 

 

- 

 

 

(646) 

 

 

 

 

 

 

 

   Total revenues

 

$

443,864 

 

$

374,448  

 

 

 

 

 

 

 

Income before income taxes

 

 

 

 

 

 

Specialty Health (A) (C) (D)

 

$

4,322  

 

$

7,757  

Group disability, life, DBL and PFL

 

 

33,156  

 

 

21,809  

Individual life, annuities and other  (B) (E)

 

 

74  

 

 

(1,129) 

Corporate

 

 

(9,048) 

 

 

(7,148) 

 

 

28,504  

 

 

21,289  

Net investment gains (losses)

 

 

1,346  

 

 

4,705  

Net impairment losses recognized in earnings

 

 

 

 

 

(646) 

 

 

 

 

 

 

 

   Income before income taxes

 

$

29,850  

 

$

25,348  

 

(A)For the year ended December 31, 2020, the Specialty Health segment includes $5,641,000 of pretax income recognized upon the receipt of an arbitration award with a former TPA discussed in Note 16. 



(B)Substantially all of the business in the segment is coinsured. Activity in this segment primarily reflects income or expenses related to the coinsurance and the run-off of any remaining blocks that were not coinsured. 

 

(B)(C)TheIn 2020, the Specialty Health segment includes amortizationa charge of intangible assets recorded as a result of purchase accounting for previous acquisitions. Total amortization expense was $1,333,000, $1,243,000 and $1,488,000 for the years ended December 31, 2017, 2016 and 2015, respectively. There is no amortization expense attributable$3,660,000 related to the other segments.MCE described in Note 16.  

 

(C)(D)In 2019, the Specialty Health segment includes: (i) an other-than-temporary impairment loss of $3,712,000, a provision for losses on a note receivable of $1,773,000, and equity losses of $2,713,000, all in connection with the Company’s equity investment in Ebix Health Exchange (see Note 6 for more information); (ii) a provision for losses of $2,412,000 on other notes and receivables (primarily a note receivable from an unaffiliated lead generation company); and (iii) in both 2020 and 2019, significant costs associated with hiring, training and licensing a significant number of new agents, as well as costs for system development in our marketing and administrative companies. 

(E)The Individual life, annuities and other segment includes amortization of deferred charges in connection with the assumptions of certain ceded life and annuity policies amounting to $1,196,000, $2,340,000$720,000 and $1,323,000$788,000 for the years ended December 31, 2017, 20162020 and 2015,2019, respectively.

 

 

 

December 31,

 

 

 

2017

 

 

2016

IDENTIFIABLE ASSETS AT YEAR END

 

 

 

 

 

 

Specialty Health

 

$

223,896

 

$

172,275

Group disability; life and DBL

 

 

246,877

 

 

243,421

Individual life, annuities and other

 

 

363,693

 

 

363,119

Medical Stop-Loss

 

 

78,234

 

 

200,026

Corporate

 

 

127,923

 

 

155,623

 

 

 

 

 

 

 

 

 

$

1,040,623

 

$

1,134,464



Note 19.Quarterly Data   (Unaudited)

The quarterly results of operations for the years indicated are summarized below (in thousands, except per share data): 

 

 

 

 

 

December 31,

 

 

2020

 

 

2019

IDENTIFIABLE ASSETS AT YEAR END

 

 

 

 

 

 

Specialty Health

 

$

235,925 

 

$

223,679 

Group disability, life, DBL and PFL

 

 

349,263 

 

 

324,139 

Individual life, annuities and other

 

 

340,494 

 

 

361,466 

Corporate

 

 

157,474 

 

 

145,019 

 

 

 

 

 

 

 

 

$

1,083,156 

 

$

1,054,303 



 

FIRST

SECOND

THIRD

FOURTH

QUARTER

QUARTER

QUARTER

QUARTER

2017

Total revenues

$

71,840 

$

82,237 

$

83,752 

$

82,665 

Income from continuing operations, net of tax

$

5,009 

$

14,307 

$

5,213 

$

17,601 

Income from discontinued operations, net of tax

Net income

5,009 

14,307 

5,213 

17,601 

(Income) loss from  nonredeemable noncontrolling interests

(62)

26 

32 

(23)

(Income) from  redeemable noncontrolling interests

(11)

(2)

(16)

(32)

Net income attributable to IHC

$

4,936 

$

14,331 

$

5,229 

$

17,546 

Basic income per common share:

 Income from continuing operations

$

0.30 

$

0.88 

$

0.35 

$

1.18 

 Income from discontinued operations

       Basic income per common share

$

0.30 

$

0.88 

$

0.35 

$

1.18 

Diluted income per share:

 Income from continuing operations

$

0.29 

$

0.86 

$

0.34 

$

1.16 

 Income from discontinued operations

       Diluted income per common share

$

0.29 

$

0.86 

$

0.34 

$

1.16 

 

 

FIRST

SECOND

THIRD

FOURTH

QUARTER

QUARTER

QUARTER

QUARTER

2016

Total revenues

$

75,895 

$

77,696 

$

78,542 

$

78,871 

Income from continuing operations, net of tax

$

5,896 

$

4,495 

$

4,366 

$

7,753 

Income from discontinued operations, net of tax

109,770 

142 

892 

Net income

115,666 

4,637 

4,366 

8,645 

Less income from  noncontrolling interests

   in subsidiaries

(9,656)

(201)

(43)

(116)

Net income attributable to IHC

$

106,010 

$

4,436 

$

4,323 

$

8,529 

Basic income per common share:

 Income from continuing operations

$

0.34 

$

0.25 

$

0.25 

$

0.45 

 Income from discontinued operations

5.81 

0.01 

0.00 

0.05 

       Basic income per common share

$

6.15 

$

0.26 

$

0.25 

$

0.50 

Diluted income per share:

 Income from continuing operations

$

0.33 

$

0.25 

$

0.25 

$

0.44 

 Income from discontinued operations

5.75 

0.01 

0.00 

0.05 

       Diluted income per common share

$

6.08 

$

0.26 

$

0.25 

$

0.49 

SCHEDULE I

 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

SUMMARY OF INVESTMENTS – OTHER THAN INVESTMENTS IN RELATED PARTIES

DECEMBER 31, 2020

(In thousands)

 

 

 

 

 

 

AMOUNT

 

 

 

 

 

 

SHOWN IN

 

 

 

 

 

 

BALANCE

TYPE OF INVESTMENT

 

COST

 

VALUE

 

SHEET

 

 

 

FIXED MATURITIES - AVAILABLE-FOR-SALE:

 

 

 

 

 

 

Bonds:

 

 

 

 

 

 

  United States Government and Government

 

 

 

 

 

 

     agencies and authorities

$

56,223

$

56,893

$

56,893

   States, municipalities and political subdivisions

 

159,421

 

161,960

 

161,960

   Foreign governments

 

4,907

 

5,178

 

5,178

   Public utilities

 

28,008

 

28,967

 

28,967

   All other corporate bonds

 

152,748

 

153,651

 

153,651

 

 

 

 

 

 

 

TOTAL FIXED MATURITIES

 

401,307

 

406,649

 

406,649

 

 

 

 

 

 

 

EQUITY SECURITIES:

 

 

 

 

 

 

Common stocks:

 

 

 

 

 

 

  Industrial, miscellaneous and all other

 

2,612

 

3,411

 

3,411

Non-redeemable preferred stocks

 

2,637

 

2,708

 

2,708

 

 

 

 

 

 

 

TOTAL EQUITY SECURITIES

 

5,249

 

6,119

 

6,119

 

 

 

 

 

 

 

Short-term investments and resale agreements

 

52,624

 

52,624

 

52,624

Other long-term investments

 

10,707

 

8,238

 

8,238

 

 

 

 

 

 

 

TOTAL INVESTMENTS

$

469,887

$

473,630

$

473,630




SCHEDULE I

 

INDEPENDENCE HOLDING COMPANY AND SUBSIDIARIES

SUMMARY OF INVESTMENTS – OTHER THAN INVESTMENTS IN RELATED PARTIES

DECEMBER 31, 2017

(In thousands)

 

 

 

 

 

 

AMOUNT

 

 

 

 

 

 

SHOWN IN

 

 

 

 

 

 

BALANCE

TYPE OF INVESTMENT

 

COST

 

VALUE

 

SHEET

 

 

 

 

 

 

 

FIXED MATURITIES - AVAILABLE-FOR-SALE:

 

 

 

 

 

 

Bonds:

 

 

 

 

 

 

  United States Government and Government

 

 

 

 

 

 

     agencies and authorities

$

95,411

$

94,810

$

94,810

   States, municipalities and political subdivisions

 

182,664

 

179,643

 

179,643

   Foreign governments

 

4,227

 

4,150

 

4,150

   Public utilities

 

15,865

 

15,717

 

15,717

   All other corporate bonds

 

139,988

 

137,407

 

137,407

Redeemable preferred stock

 

10,006

 

10,185

 

10,185

 

 

 

 

 

 

 

TOTAL FIXED MATURITIES

 

448,161

 

441,912

 

441,912

 

 

 

 

 

 

 

EQUITY SECURITIES - AVAILABLE-FOR-SALE

 

 

 

 

 

 

   AND TRADING:

 

 

 

 

 

 

Common stocks:

 

 

 

 

 

 

  Industrial, miscellaneous and all other

 

2,612

 

2,490

 

2,490

Non-redeemable preferred stocks

 

3,588

 

3,630

 

3,630

 

 

 

 

 

 

 

TOTAL EQUITY SECURITIES

 

6,200

 

6,120

 

6,120

 

 

 

 

 

 

 

Short-term investments and resale agreements

 

10,319

 

10,319

 

10,319

Other long-term investments

 

18,547

 

18,547

 

18,547

 

 

 

 

 

 

 

TOTAL INVESTMENTS

$

483,227

$

476,898

$

476,898

SCHEDULE II

 

INDEPENDENCE HOLDING COMPANY

CONDENSED BALANCE SHEETS (In thousands, except share data)

(PARENT COMPANY ONLY)

 

 

 

 

DECEMBER 31,

 

 

 

2020

 

 

2019

 

 

 

 

ASSETS:

 

 

 

 

 

 

Cash and cash equivalents

 

$

10,852 

 

$

895 

Securities purchased under agreements to resell

 

 

14,780 

 

 

39,438 

Fixed maturities, available-for-sale

 

 

20,324 

 

 

3,260 

Investments in consolidated subsidiaries

 

 

435,376 

 

 

428,014 

Income tax receivable

 

 

11,389 

 

 

9,307 

Deferred tax asset, net

 

 

1,157 

 

 

1,517 

Other assets

 

 

821 

 

 

461 

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

494,699 

 

$

482,892 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

Accounts payable and other liabilities

 

$

12,684  

 

$

11,491  

Amounts due to consolidated subsidiaries, net

 

 

6,596  

 

 

6,449  

Dividends payable

 

 

3,301  

 

 

3,003  

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

 

22,581  

 

 

20,943  

 

 

 

 

 

 

 

Redeemable noncontrolling interest

 

 

2,312  

 

 

2,237  

 

 

 

 

 

 

 

STOCKHOLDERS' EQUITY:

 

 

 

 

 

 

Preferred stock (none issued)(A)

 

 

 

 

 

 

Common stock (B)

 

 

18,625  

 

 

18,625  

Paid-in capital

 

 

124,757  

 

 

122,717  

Accumulated other comprehensive loss

 

 

4,197  

 

 

1,212  

Treasury stock, at cost (C)

 

 

(77,088) 

 

 

(69,724) 

Retained earnings

 

 

399,273  

 

 

386,864  

 

 

 

 

 

 

 

TOTAL IHC’S STOCKHOLDERS' EQUITY

 

 

469,764  

 

 

459,694  

NONREDEEMABLE NONCONTROLLING INTERESTS

 

 

42  

 

 

18  

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

469,806  

 

 

459,712  

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

494,699  

 

$

482,892  



SCHEDULE II

 

INDEPENDENCE HOLDING COMPANY

CONDENSED BALANCE SHEETS (In thousands, except share data)

(PARENT COMPANY ONLY)

 

 

 

 

DECEMBER 31,

 

 

 

2017

 

 

2016

 

 

 

 

 

 

 

ASSETS:

 

 

 

 

 

 

Cash and cash equivalents

 

$

2,304 

 

$

3,667 

Short-term investments

 

 

- 

 

 

3,500 

Fixed maturities, available-for-sale

 

 

27,270 

 

 

48,819 

Investments in consolidated subsidiaries

 

 

445,697 

 

 

425,677 

Other assets

 

 

235 

 

 

408 

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

475,506 

 

$

482,071 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

Accounts payable and other liabilities

 

$

8,886  

 

$

8,732  

Amounts due to consolidated subsidiaries, net

 

 

25,318  

 

 

28,697  

Income taxes payable

 

 

3,411  

 

 

4,236  

Dividends payable

 

 

1,583  

 

 

1,082  

Liabilities attributable to discontinued operations

 

 

 

 

 

68  

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

 

39,198  

 

 

42,815  

 

 

 

 

 

 

 

Redeemable noncontrolling interest

 

 

2,065  

 

 

 

 

 

 

 

 

 

 

STOCKHOLDERS' EQUITY:

 

 

 

 

 

 

Preferred stock (none issued)(A)

 

 

 

 

 

 

Common stock (B)

 

 

18,625  

 

 

18,620  

Paid-in capital

 

 

124,538  

 

 

126,468  

Accumulated other comprehensive loss

 

 

(4,598) 

 

 

(6,964) 

Treasury stock, at cost (C)

 

 

(63,404) 

 

 

(17,483) 

Retained earnings

 

 

356,383  

 

 

315,918  

 

 

 

 

 

 

 

TOTAL IHC’S STOCKHOLDERS' EQUITY

 

 

431,544  

 

 

436,559  

NONREDEEMABLE NONCONTROLLING INTERESTS

 

 

2,699  

 

 

2,697  

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

434,243  

 

 

439,256  

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

475,506  

 

$

482,071  

 

(A)Preferred stock $1.00 par value, 100,000 shares authorized; none issued or outstanding. 

(B)Common stock $1.00 par value, 23,000,000 shares authorized; 18,625,458 and 18,620,508 shares issued respectively, 14,890,28514,643,047 and 17,102,52514,864,941 shares outstanding, respectively. 

(C)Treasury stock, at cost; 3,735,1733,982,411 and 1,517,9833,760,517 shares, respectively, outstanding.  

 

The financial information of Independence Holding Company (Parent Company Only) should be read in conjunction with the Consolidated Financial Statements and Notes thereto.



 



 

 

SCHEDULE II

SCHEDULE II

SCHEDULE II

(Continued)

(Continued)

(Continued)

INDEPENDENCE HOLDING COMPANY

INDEPENDENCE HOLDING COMPANY

INDEPENDENCE HOLDING COMPANY

CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (In thousands)

CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (In thousands)

CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME (In thousands)

(PARENT COMPANY ONLY)

(PARENT COMPANY ONLY)

(PARENT COMPANY ONLY)

 

2017

 

2016

 

2015

 

2020

 

2019

REVENUES:

 

 

 

 

 

 

 

 

 

 

Net investment income

$

576  

 

$

146  

 

$

112  

$

459  

 

$

738  

Net realized investment gains (losses)

 

189  

 

 

(121) 

 

 

(506) 

Other income

 

1,533  

 

 

1,619  

 

 

1,800  

Net investment gains (losses)

 

(19) 

 

 

130  

Other income (loss)

 

(150) 

 

 

1,461  

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,298  

 

 

1,644  

 

 

1,406  

 

290  

 

 

2,329  

EXPENSES:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense on debt

 

 

 

 

1,443  

 

 

1,567  

General and administrative expenses

 

7,675  

 

 

8,837  

 

 

5,506  

 

8,694  

 

 

9,352  

 

 

 

 

 

 

 

 

 

 

 

 

 

7,675  

 

 

10,280  

 

7,073  

 

8,694  

 

 

9,352  

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss from continuing operations before income tax benefits and

 

 

 

 

 

 

 

 

equity in net income from continuing operations of subsidiaries

 

(5,377) 

 

 

(8,636) 

 

 

(5,667) 

Loss before income tax benefits and equity in net income of subsidiaries

 

(8,404) 

 

 

(7,023) 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity in net income from continuing operations of subsidiaries

 

44,854  

 

 

28,843  

 

 

32,118  

Equity in net income of subsidiaries

 

26,138  

 

 

19,061  

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from continuing operations before income tax benefits

 

39,477  

 

 

20,207  

 

 

26,451  

Income before income tax benefits

 

17,734  

 

 

12,038  

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax (benefits)

 

(2,653) 

 

 

(2,303) 

 

 

(1,523) 

 

(1,384) 

 

 

(651) 

 

 

 

 

 

 

 

 

Income from continuing operations, net of tax

 

42,130  

 

 

22,510  

 

 

27,974  

 

 

 

 

 

 

 

 

Discontinued operations (Note 3):

 

 

 

 

 

 

 

 

Income from discontinued operations, before income taxes

 

 

 

 

117,617  

 

 

4,310  

Income taxes on discontinued operations

 

 

 

 

6,813  

 

 

1,762  

Income from discontinued operations, net of tax

 

 

 

 

110,804  

 

 

2,548  

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

42,130  

 

 

133,314  

 

 

30,522  

 

19,118  

 

 

12,689  

 

 

 

 

 

 

 

 

 

 

 

 

 

Less income from noncontrolling interests in subsidiaries

 

(88) 

 

 

(10,016) 

 

 

(578) 

 

(237) 

 

 

(293) 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to IHC

 

42,042  

 

 

123,298  

 

 

29,944  

$

18,881  

 

$

12,396  

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

42,130  

 

 

133,314  

 

 

30,522  

$

19,118  

 

$

12,689  

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gains (losses) on available-for-sale securities

 

73  

 

 

114  

 

 

(51) 

 

(80) 

 

 

164  

Equity in unrealized gains (losses) on available-for-sale

 

 

 

 

 

 

 

 

 

 

 

 

 

securities of subsidiaries

 

3,108  

 

 

(3,622) 

 

 

(3,411) 

 

3,065  

 

 

9,358  

Other comprehensive income (loss), net of tax

 

3,181  

 

 

(3,508) 

 

 

(3,462) 

 

2,985  

 

 

9,522  

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income, net of tax

 

45,311  

 

 

129,806  

 

 

27,060  

 

22,103  

 

 

22,211  

Less: comprehensive income attributable to noncontrolling interests

 

(88) 

 

 

(10,134) 

 

 

(583) 

 

(237) 

 

 

(293) 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income, net of tax, attributable to IHC

$

45,223  

 

$

119,672  

 

$

26,477  

$

21,866  

 

$

21,918  

The financial information of Independence Holding Company (Parent Company Only) should be read in conjunction with the Consolidated Financial Statements and Notes thereto.



SCHEDULE II

(Continued)

 

INDEPENDENCE HOLDING COMPANY

CONDENSED STATEMENTS OF CASH FLOWS (In thousands)

(PARENT COMPANY ONLY)

 

 

 

2017

 

 

2016

 

 

2015

 

 

 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY)

 

 

 

 

 

 

 

 

    OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net income

$

42,130  

 

$

133,314  

 

$

30,522  

Adjustments to net income:

 

 

 

 

 

 

 

 

  Gain on disposal of discontinued operations, net of tax

 

 

 

 

(110,337) 

 

 

 

  Equity in net income of subsidiaries, including discontinued operations

 

(44,854) 

 

 

(28,843) 

 

 

(34,698) 

  Other

 

2,521  

 

 

3,396  

 

 

9,204  

Changes in other assets and liabilities

 

(3,121)  

 

 

(1,939) 

 

 

550  

 

 

 

 

 

 

 

 

 

Net change in cash from operating activities

 

(3,324) 

 

 

(4,409) 

 

 

5,578  

 

 

 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY)

 

 

 

 

 

 

 

 

    INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Change in investments in and advances to subsidiaries (A)

 

26,847  

 

 

81,762  

 

 

12,398  

Net (purchases) sales and maturities of short-term investments

 

3,499  

 

 

(3,501) 

 

 

 

Purchases of fixed maturities

 

(46,605) 

 

 

(94,850) 

 

 

(20,857) 

Sales of fixed maturities

 

63,568  

 

 

70,745  

 

 

5,915  

Maturities and other repayments of fixed maturities

 

4,640  

 

 

 

 

 

 

Other investing activities

 

 

 

 

(2,995) 

 

 

 

 

 

 

 

 

 

 

 

 

Net change in cash  from investing activities

 

51,949  

 

 

51,161  

 

 

(2,544) 

 

 

 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY)

 

 

 

 

 

 

 

 

    FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Repurchases of common stock

 

(46,401) 

 

 

(3,925) 

 

 

(1,820) 

Cash paid in acquisitions of noncontrolling interests

 

 

 

 

(486) 

 

 

 

Repayments of debt

 

 

 

 

(38,146) 

 

 

 

Dividends paid

 

(1,928) 

 

 

(1,553) 

 

 

(1,392) 

Payments related to tax withholding for sharebased compensation

 

(1,659) 

 

 

 

 

 

 

Other financing activities

 

 

 

 

513  

 

 

301  

 

 

 

 

 

 

 

 

 

Net change in cash from financing activities

 

(49,988) 

 

 

(43,597) 

 

 

(2,911) 

 

 

 

 

 

 

 

 

 

Net change in cash and cash equivalents

 

(1,363) 

 

 

3,155  

 

 

123  

Cash and cash equivalents, beginning of year

 

3,667  

 

 

512  

 

 

389  

 

 

 

 

 

 

 

 

 

Cash and cash equivalents, end of year

$

2,304  

 

$

3,667  

 

$

512  

 

 

 

 

 

 

 

 

 

(A)Includes $12,100,000, $29,800,000 and $0 of cash dividends paid to parent company by consolidated subsidiaries for the years ended December 31, 2017, 2016 and 2015, respectively. 

 

The financial information of Independence Holding Company (Parent Company Only) should be read in conjunction with the Consolidated Financial Statements and Notes thereto.

 




 

 

SCHEDULE II

(Continued)

 

INDEPENDENCE HOLDING COMPANY

CONDENSED STATEMENTS OF CASH FLOWS (In thousands)

(PARENT COMPANY ONLY)

 

 

 

2020

 

 

2019

 

 

 

CASH FLOWS PROVIDED BY (USED BY)

 

 

 

 

 

    OPERATING ACTIVITIES:

 

 

 

 

 

Net income

$

19,118  

 

$

12,689  

Adjustments to net income:

 

 

 

 

 

  Equity in net income of subsidiaries

 

(26,138) 

 

 

(19,061) 

  Other

 

4,105  

 

 

3,247  

Change in current income tax liability(A)

 

(2,082) 

 

 

(17,793) 

Changes in other assets and liabilities

 

(503) 

 

 

(48) 

 

 

 

 

 

 

Net change in cash from operating activities

 

(5,500) 

 

 

(20,966) 

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY)

 

 

 

 

 

    INVESTING ACTIVITIES:

 

 

 

 

 

Change in investments in and advances to subsidiaries (B)

 

21,848  

 

 

34,544  

Net purchases of securities under agreements to resell

 

24,658  

 

 

(39,438) 

Purchases of fixed maturities

 

(28,693) 

 

 

(1,154) 

Sales of fixed maturities

 

 

 

 

8,432  

Maturities and other repayments of fixed maturities

 

11,284  

 

 

28,193  

Other

 

18  

 

 

 

 

 

 

 

 

 

Net change in cash  from investing activities

 

29,115  

 

 

30,577  

 

 

 

 

 

 

CASH FLOWS PROVIDED BY (USED BY)

 

 

 

 

 

    FINANCING ACTIVITIES:

 

 

 

 

 

Repurchases of common stock

 

(7,534) 

 

 

(4,057) 

Dividends paid

 

(6,222) 

 

 

(5,231) 

Proceeds from stock options exercised

 

179  

 

 

269  

Payments related to tax withholdings for share-based compensation

 

(81) 

 

 

(2,397) 

 

 

 

 

 

 

Net change in cash from financing activities

 

(13,658) 

 

 

(11,416) 

 

 

 

 

 

 

Net change in cash and cash equivalents

 

9,957  

 

 

(1,805) 

Cash and cash equivalents, beginning of year(C)

 

895  

 

 

2,700  

 

 

 

 

 

 

Cash and cash equivalents, end of year(C)

$

10,852  

 

$

895  

 

 

 

 

 

 

(A)Includes net (payments) receipts for income taxes of $0 and $(17,086,000) to and from consolidated subsidiaries in accordance with tax sharing agreements during the years ended December 31, 2020 and 2019, respectively. 

(B)Includes $21,702,000 and $53,129,000 of cash dividends paid to parent company by consolidated subsidiaries for the years ended December 31, 2020 and 2019, respectively. 

(C)The parent company has no restricted cash at December 31, 2020 and 2019.  

The financial information of Independence Holding Company (Parent Company Only) should be read in conjunction with the Consolidated Financial Statements and Notes thereto.



 

SCHEDULE III

 

INDEPENDENCE HOLDING COMPANY

 

SUPPLEMENTARY INSURANCE INFORMATION

 

(in thousands)

 

 



 

 

 

FUTURE

 

 

 

 

 

 

 

 

 

 

 

POLICY

 

 

 

INSURANCE

AMORTIZATION

SELLING

 

 

 

 

DEFERRED

BENEFITS,

 

NET

NET

BENEFITS,

OF DEFERRED

GENERAL &

 

NET

 

 

ACQUISITION

LOSSES &

UNEARNED

PREMIUMS

INVESTMENT

CLAIMS &

ACQUISTION

ADMINISTRATIVE

 

PREMIUMS

 

 

COSTS (1)

CLAIMS

PREMIUMS

EARNED

INCOME (2)(2)

RESERVES

COSTS (1)

EXPENSES (3)(3)

 

WRITTEN

December 31, 20172020

 

 

 

 

 

 

 

 

 

 

 

Specialty Health

$

- 

53,85943,632 

3,2926,063 

181,851190,755 

5,2992,617 

84,380 84,219 

- 

106,223135,560 

$

179,164193,710 

Group disability;disability, life,

 

 

 

 

 

 

 

 

 

 

 

   DBL and DBLPFL

 

- 

137,765160,245 

3,1936,553 

99,953206,712 

6,4697,111 

52,792 123,263 

- 

35,85758,350 

 

99,495209,246 

Individual life, annuities

 

 

 

 

 

 

 

 

 

 

 

  and other

 

- 

333,105314,817 

181173 

21063 

1,536898 

241 735 

- 

2,4111,602 

 

209

Medical Stop-Loss

-

2,257

-

252

1,111

(2,359)

-

2,127

25363 

Corporate

 

- 

- 

- 

- 

1,861

1,151 

- 

10,486-

10,285 

 

- 

 

$

- 

526,986518,694 

6,66612,789 

282,266397,530 

16,27611,777 

135,054 208,217 

- 

157,104205,797 

$

279,121403,019 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 20162019

 

 

 

 

 

 

 

 

 

 

 

Specialty Health

$

- 

50,94342,495 

6,3203,110 

154,397177,991 

3,2724,330 

81,21575,539 

- 

84,730 110,527 

$

154,333177,438 

Group disability;disability, life,

 

 

 

 

 

 

 

 

 

 

 

  DBL and DBLPFL

 

- 

137,428146,080 

3,3054,000 

96,190160,702 

6,4697,774 

52,24597,335 

- 

33,386 49,894 

 

96,454162,972 

Individual life, annuities

 

 

 

 

 

 

 

 

 

 

 

  and other

 

- 

341,181318,383 

161172 

4748 

2,2551,300 

1,3441,247 

- 

3,952 1,557 

 

46

Medical Stop-Loss

-

54,760

-

12,070

1,700

10,427

-

(1,546)

12,07048 

Corporate

 

- 

- 

- 

- 

2,8742,239 

- 

- 

11,652 13,001 

 

- 

 

$

- 

584,312506,958 

9,7867,282 

262,704338,741 

16,57015,643 

145,231174,121 

- 

132,174 174,979 

$

262,903

December 31, 2015

Specialty Health

$

-

42,165

7,005

171,912

1,813

93,916

-

85,506 

$

171,731

Group disability; life

  and DBL

-

141,837

3,060

85,953

3,699

47,646

-

26,857 

86,304

Individual life, annuities

  and other

-

405,327

171

11,904

7,146

11,697

-

15,544 

11,901

Medical Stop-Loss

-

100,088

-

209,765

4,374

153,919

-

41,392 

209,765

Corporate

-

-

-

-

205

-

-

8,342 

-

$

-

689,417

10,236

479,534

17,237

307,178

-

177,641 

$

479,701340,458 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1)In 2015, the Company ceded substantially all of its individual life and annuity policy blocks in run-off and as a result, the remaining balance of deferred acquisition costs is insignificantnot material at December 31, 20172020 and 20162019 and is included in other assets on the accompanying Consolidated Balance Sheets. Amortization of deferred acquisition costs was $340,000, $319,000$1,160,000 and $3,524,000$1,036,000 for the years ended December 31, 2017, 20162020 and 2015,2019, respectively, and is included in selling, general and administrative expenses on the Consolidated Statements of Income for those periods. 

(2)Net investment income is allocated between product lines based on the mean reserve method. 

(3)Where possible, direct operating expenses are specifically identified and charged to product lines. Indirect expenses are allocated based on time studies; however, other acceptable methods of allocation might produce different results.  




 

SCHEDULE IV

INDEPENDENCE HOLDING COMPANY

REINSURANCE

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PERCENTAGE

 

 

 

 

ASSUMED

 

CEDED

 

 

 

OF AMOUNT

 

 

GROSS

 

FROM OTHER

 

TO OTHER

 

NET

 

ASSUMED

 

 

AMOUNT

 

COMPANIES

 

COMPANIES

 

AMOUNT

 

TO NET

 

 

 

 

 

 

 

 

 

 

 

Life Insurance In-Force:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017

$

 13,770,999

$

 7,054

$

 6,878,689

$

 6,899,364

 

0.1%

December 31, 2016

$

 12,466,127

$

 7,848

$

 6,303,742

$

 6,170,233

 

0.1%

December 31, 2015

$

 12,063,911

$

 129,231

$

 6,365,993

$

 5,827,149

 

2.2%

 

 

 

 

 

 

 

 

 

 

 

Premiums Earned:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

 

 

 

 

  Accident and health

$

 249,134

$

 7,574

$

 32,290

$

 224,418

 

3.4%

  Life and annuity

 

 56,194

 

 795

 

 38,899

 

 18,090

 

4.4%

  Property and liability (1)

 

 40,139

 

-

 

 381

 

 39,758

 

0.0%

 

$

 345,467

$

 8,369

$

 71,570

$

 282,266

 

3.0%

 

 

 

 

 

 

 

 

 

 

 

December 31, 2016

 

 

 

 

 

 

 

 

 

 

  Accident and health

$

 461,467

$

 19,744

$

 276,392

$

 204,819

 

9.6%

  Life and annuity

 

 57,938

 

 1,595

 

 42,078

 

 17,455

 

9.1%

  Property and liability (1)

 

 40,697

 

-

 

 267

 

 40,430

 

0.0%

 

$

 560,102

$

 21,339

$

 318,737

$

 262,704

 

8.1%

 

 

 

 

 

 

 

 

 

 

 

December 31, 2015

 

 

 

 

 

 

 

 

 

 

  Accident and health

$

 513,814

$

 28,822

$

 126,613

$

 416,023

 

6.9%

  Life and annuity

 

 46,699

 

 4,330

 

 23,078

 

 27,951

 

15.5%

  Property and liability (1)

 

 35,812

 

-

 

 252

 

 35,560

 

0.0%

 

$

 596,325

$

 33,152

$

 149,943

$

 479,534

 

6.9%

 

 

 

 

 

 

 

 

 

 

 

SCHEDULE IV

INDEPENDENCE HOLDING COMPANY

REINSURANCE

(In thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PERCENTAGE

 

 

 

 

ASSUMED

 

CEDED

 

 

 

OF AMOUNT

 

 

GROSS

 

FROM OTHER

 

TO OTHER

 

NET

 

ASSUMED

 

 

AMOUNT

 

COMPANIES

 

COMPANIES

 

AMOUNT

 

TO NET

 

 

 

 

 

 

 

 

 

 

 

Life Insurance In-Force:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2020

$

 15,534,807

$

 6,003

$

 4,842,171

$

 10,698,639

 

0.1%

December 31, 2019

$

 14,935,361

$

 6,298

$

 6,553,251

$

 8,388,408

 

0.1%

 

 

 

 

 

 

 

 

 

 

 

Premiums Earned:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2020

 

 

 

 

 

 

 

 

 

 

  Accident and health

$

 305,032

$

 7

$

 23,741

$

 281,298

 

0.0%

  Life and annuity

 

 55,771

 

 756

 

 27,163

 

 29,364

 

2.6%

  Property and liability (1)

 

 86,876

 

-

 

 8

 

 86,868

 

0.0%

 

$

 447,679

$

 763

$

 50,912

$

 397,530

 

0.2%

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

  Accident and health

$

 287,529

$

 5

$

 22,538

$

 264,996

 

0.0%

  Life and annuity

 

 54,825

 

 998

 

 33,061

 

 22,762

 

4.4%

  Property and liability (1)

 

 51,046

 

-

 

 63

 

 50,983

 

0.0%

 

$

 393,400

$

 1,003

$

 55,662

$

 338,741

 

0.3%

 

 

 

 

 

 

 

 

 

 

 

 

(1)Property and liability products consist primarily of our pet and liability portion of our occupational accident insurance lines. 



 



EXHIBITINDEX

 

Exhibit Number

3.1   Restated Certificate of Incorporation of Independence Holding Company (Filed as Exhibit 3(i) to our Quarterly Report on Form 10-Q for the quarter ended June 30, 1996 and incorporated herein by reference). 

3.2   Certificate of Amendment of Restated Certificate of Incorporation of Independence Holding Company (Filed as Exhibit 3.1 to our Current Report on Form 8-K filed with the SEC on July 29, 2004 and incorporated herein by reference). 

3.3   By-Laws of Independence Holding Company (Filed as Exhibit 3.3 to our Annual Report on Form 10-K for the year ended December 31, 2006 and incorporated herein by reference), as amended by Amendment to By-Laws of Independence Holding Company (Filed as Exhibit 3.2 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2013 and incorporated herein by reference). 

4.1   Description of the registrant’s securities registered pursuant to Section 12 of the Securities and Exchange Act of 1934, as amended.

10.1  Officer Employment Agreement, made as of April 18, 2011, by and among Independence Holding Company, Standard Security Life Insurance Company of New York and Mr. David T. Kettig (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on April 22, 2011 and incorporated herein by reference). 

10.2  Officer Employment Agreement, made as of April 18, 2011, by and among Independence Holding Company, Madison National Life Insurance Company, Inc. and Mr. Larry R. Graber (Filed as Exhibit 10.2 to our Current Report on Form 8-K filed with the SEC on April 22, 2011 and incorporated herein by reference). 

10.3  Officer Employment Agreement, made as of April 18, 2011, by and between Independence Holding Company and Ms. Teresa A. Herbert (Filed as Exhibit 10.5 to our Current Report on Form 8-K filed with the SEC on April 22, 2011 and incorporated herein by reference). 

10.4  Officer Employment Agreement, made as of May 11, 2011, by and between Independence Holding Company and Mr. Roy T.K. Thung (Filed as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the period ended March 31, 2011 that was filed with the SEC on May 12, 2011, and incorporated herein by reference). 

10.5Officer Employment Agreement, by and among Independence Holding Company, IHC Risk Solutions, LLC and Mr. Michael A. Kemp, dated as of May 22, 2012 (Filed as Exhibit 10.3 to our Current Report on Form 8-K filed with the SEC on May 29, 2012, and incorporated herein by reference).

10.6 Retirement Benefit Agreement, dated as of September 30, 1991, between Independence Holding Company and Mr. Roy T.K. Thung, as amended. (Filed as an Exhibit to our Annual Report on Form 10-K for the year ended December 31, 1993 and incorporated herein by reference; Amendment No. 1 filed as Exhibit 10(iii)(A)(4a) to our Annual Report on Form 10-K for the year ended December 31, 2003 and incorporated herein by reference; Amendment No. 2 filed as Exhibit 10(iii)(4)(b) to our Current Report on Form 8-K filed with the SEC on June 22, 2005 and incorporated herein by reference; Amendment No. 3 filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on January 7, 2009 and incorporated herein by reference.) 

10.6  10.7  

Purchase Agreement, made and entered into on June 15, 2015, by and among Madison National Life Insurance Company, Inc., Standard Security Life Insurance Company of New York and



National Guardian Life Insurance Company (Filed as Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on June 16, 2015, and incorporated herein by reference).



10.7  10.8  Sale Bonus Agreement, dated November 7, 2016, by and between Independence American Holdings Corp. and David T. Kettig (Filed as Exhibit 10.8 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2016 and incorporated herein by reference). 

10.8  10.9  Officer Employment Agreement, made as of May 25, 2011, by and among Independence Holding Company, Standard Security Life and Mr. Gary J. Balzofiore (Filed as Exhibit 10.9 to our Annual Report on Form 10-K for the year ended December 31, 2016 and incorporated herein by reference).  

10.9Officer Employment Agreement, made as of June 22, 2015, by and among Independence Holding Company, Standard Security Life and Mr. Vincent Furfaro, as amended by the Assignment and Assumption with Novation and Amendment of Officer Employment Agreement dated January 1, 2017 by and among Standard Security Life, AMIC Holdings, Inc. and Mr. Vincent Furfaro (Filed as Exhibit 10.9 to our Annual Report on Form 10-K for the year ended December 31, 20162018 and incorporated herein by reference).

10.10Amended and Restated Officer Employment Agreement, dated as of March 24, 2020, by and between AMIC Holdings, Inc. and Vincent Furfaro (filed as Exhibit 10.1 to our Current Report on Form 8-K/A filed with the SEC on April 9, 2020 and incorporated herein by reference).

10.11Sale Bonus Agreement, dated July 25, 2018, by and between Independence American Holdings Corp. and Vincent Furfaro (Filed as Exhibit 10.10 to our Annual Report on Form 10-K for the year ended December 31, 2018 and incorporated herein by reference).  

2110.12Assignment and Assumption with Novation and Amendment of Officer Employment Agreement dated January 1, 2017 by and among Standard Security Life, AMIC Holdings, Inc. and Mr. David T. Kettig (Filed as Exhibit 10.11 to our Annual Report on Form 10-K for the year ended December 31, 2018 and incorporated herein by reference).

10.13Sale Bonus Agreement, dated October 15, 2019, by and between Independence American Holdings Corp. and Gary J. Balzofiore (Filed as Exhibit 10.12 to our Annual Report on Form 10-K for the year ended December 31, 2019 and incorporated herein by reference).

21Subsidiaries of Independence Holding Company, as of December 31, 2017.2019.

2323.1Consent of RSM US LLP, independent registered public accounting firm.

31.1 23.2Consent of KPMG LLP, independent registered public accounting firm.*

31.1Certification of the Chief Executive Officer and President Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *

 

31.2 31.2Certification of the Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. *

 

32.1 32.1Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. *

 

32.2 32.2Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

101.INSXBRL Instance Document. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. 

101.SCHXBRL Taxonomy Extension Schema Document. * 

101.CALXBRL Taxonomy Extension Calculation Linkbase Document. * 

101.LABXBRL Taxonomy Extension Label Linkbase Document. * 

101.PREXBRL Taxonomy Extension Presentation Linkbase Document. * 



101.DEFXBRL Taxonomy Extension Definition Linkbase Document. * 

 

104Cover page formatted as inline XBRL and contained in Exhibit 101. 

 

* Filed herewith.


122