Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM 10-Q
(Mark One)
 
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the quarterly period ended: September 30, 2013March 31, 2014
or
 
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from_____________________________to_____________________________
 
Commission File Number: 001-33067
 
SELECTIVE INSURANCE GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
 
New Jersey 22-2168890
(State or Other Jurisdiction of Incorporation or Organization) (I.R.S. Employer Identification No.)
   
40 Wantage Avenue  
Branchville, New Jersey 07890
(Address of Principal Executive Offices) (Zip Code)
 
(973) 948-3000
(Registrant’s Telephone Number, Including Area Code)
 
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
 
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yesx           No o
 
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yesx           No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer x
 
Accelerated filer o
Non-accelerated filer o
 
Smaller reporting company o
(Do not check if a smaller reporting company)
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).                                                              Yeso          Nox
As of September 30, 2013March 31, 2014, there were 55,774,85156,219,199 shares of common stock, par value $2.00 per share, outstanding. 


Table of Contents

 SELECTIVE INSURANCE GROUP, INC. 
 Table of Contents 
  Page No.
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 
   
 Federal Income Taxes
   
 
   
 
   
 
   
 
   
   
   
   
   
   
Item 5.Other Information
   
   


Table of Contents

PART I. FINANCIAL INFORMATION 
ITEM 1. FINANCIAL STATEMENTS 
SELECTIVE INSURANCE GROUP, INC.
CONSOLIDATED BALANCE SHEETS
 Unaudited   Unaudited  
($ in thousands, except share amounts) September 30,
2013
 December 31,
2012
 March 31,
2014
 December 31,
2013
ASSETS  
  
  
  
Investments:  
  
  
  
Fixed maturity securities, held-to-maturity – at carrying value (fair value: $448,529 – 2013; $594,661 – 2012) $421,962
 554,069
Fixed maturity securities, available-for-sale – at fair value (amortized cost: $3,573,751 – 2013;
$3,130,683 – 2012)
 3,633,432
 3,296,013
Equity securities, available-for-sale – at fair value (cost: $158,323 – 2013; $132,441 – 2012) 180,506
 151,382
Fixed income securities, held-to-maturity – at carrying value (fair value: $403,536 – 2014; $416,981 – 2013) $382,056
 392,879
Fixed income securities, available-for-sale – at fair value (amortized cost: $3,748,456 – 2014; $3,675,977 – 2013) 3,815,853
 3,715,536
Equity securities, available-for-sale – at fair value (cost: $162,370 – 2014; $155,350 – 2013) 197,687
 192,771
Short-term investments (at cost which approximates fair value) 172,087
 214,479
 137,733
 174,251
Other investments 108,073
 114,076
 106,720
 107,875
Total investments (Note 5) 4,516,060
 4,330,019
 4,640,049
 4,583,312
Cash 177
 210
 245
 193
Interest and dividends due or accrued 36,044
 35,984
 36,967
 37,382
Premiums receivable, net of allowance for uncollectible accounts of: $4,513 – 2013; $3,906 – 2012 569,214
 484,388
Premiums receivable, net of allowance for uncollectible accounts of: $3,771 – 2014; $4,442 – 2013 553,912
 524,870
Reinsurance recoverables, net 555,579
 1,421,109
 574,621
 550,897
Prepaid reinsurance premiums 149,182
 132,637
 141,603
 143,000
Current federal income tax 1,551
 2,569
 
 512
Deferred federal income tax 131,603
 119,136
 113,061
 122,613
Property and equipment – at cost, net of accumulated depreciation and amortization of:
$176,718 – 2013; $169,428 – 2012
 50,020
 47,131
Property and equipment – at cost, net of accumulated depreciation and amortization of:
$181,959 – 2014; $179,192 – 2013
 53,725
 50,834
Deferred policy acquisition costs 177,211
 155,523
 177,678
 172,981
Goodwill 7,849
 7,849
 7,849
 7,849
Other assets 71,855
 57,661
 70,526
 75,727
Total assets $6,266,345
 6,794,216
 $6,370,236
 6,270,170
        
LIABILITIES AND STOCKHOLDERS’ EQUITY  
  
  
  
Liabilities:  
  
  
  
Reserve for loss and loss expenses $3,316,291
 4,068,941
 $3,432,432
 3,349,770
Unearned premiums 1,111,539
 974,706
 1,078,012
 1,059,155
Notes payable (Note 9) 392,407
 307,387
Notes payable 392,420
 392,414
Current federal income tax 3,249
 
Accrued salaries and benefits 116,682
 152,396
 89,558
 111,427
Other liabilities 205,217
 200,194
 189,034
 203,476
Total liabilities $5,142,136
 5,703,624
 $5,184,705
 5,116,242
        
Stockholders’ Equity:  
  
  
  
Preferred stock of $0 par value per share: $
 
 $
 
Authorized shares 5,000,000; no shares issued or outstanding        
Common stock of $2 par value per share:        
Authorized shares 360,000,000        
Issued: 98,957,182 – 2013; 98,194,224 – 2012 197,914
 196,388
Issued: 99,536,697 – 2014; 99,120,235 – 2013 199,073
 198,240
Additional paid-in capital 284,067
 270,654
 294,365
 288,182
Retained earnings 1,184,084
 1,125,154
 1,212,577
 1,202,015
Accumulated other comprehensive income (Note 11) 17,083
 54,040
Treasury stock – at cost
(shares: 43,182,331 – 2013; 43,030,776 – 2012)
 (558,939) (555,644)
Accumulated other comprehensive income (Note 10) 41,529
 24,851
Treasury stock – at cost
(shares: 43,317,498– 2014; 43,198,622 – 2013)
 (562,013) (559,360)
Total stockholders’ equity 1,124,209
 1,090,592
 1,185,531
 1,153,928
Commitments and contingencies (Note 14) 

 

Commitments and contingencies 

 

Total liabilities and stockholders’ equity $6,266,345
 6,794,216
 $6,370,236
 6,270,170

The accompanying notes are an integral part of these unaudited interim consolidated financial statements.

1

Table of Contents

SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
 Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands, except per share amounts) 2013 2012 2013 2012 2014 2013
Revenues:  
  
      
  
Net premiums earned $437,568
 406,225
 1,284,760
 1,177,266
 $456,495
 420,940
Net investment income earned 32,457
 30,650
 99,330
 97,284
 35,534
 32,870
Net realized gains (losses):  
  
 

 

Net realized gains:  
  
Net realized investment gains 14,111
 1,856
 25,124
 6,907
 8,181
 5,304
Other-than-temporary impairments (680) (921) (3,107) (1,218) (963) (1,919)
Other-than-temporary impairments on fixed maturity securities recognized in other comprehensive income 
 (2,023) (77) (2,241)
Total net realized gains (losses) 13,431
 (1,088) 21,940
 3,448
Other-than-temporary impairments on fixed income securities recognized in other comprehensive income 
 (30)
Total net realized gains 7,218
 3,355
Other income 3,357
 1,085
 9,677
 7,129
 9,824
 2,784
Total revenues 486,813
 436,872
 1,415,707
 1,285,127
 509,071
 459,949
            
Expenses:  
  
      
  
Loss and loss expense incurred 283,317
 272,251
 832,760
 813,060
 320,546
 269,849
Policy acquisition costs 145,314
 131,849
 428,570
 391,026
 149,266
 139,528
Interest expense 5,570
 4,725
 16,971
 14,148
 5,561
 5,831
Other expenses 8,127
 7,733
 27,852
 24,080
 8,614
 15,873
Total expenses 442,328
 416,558
 1,306,153
 1,242,314
 483,987
 431,081
            
Income from continuing operations, before federal income tax 44,485
 20,314
 109,554
 42,813
 25,084
 28,868
     

      
Federal income tax expense (benefit):  
  
 

    
  
Current 6,367
 (5,088) 20,041
 1,590
 6,538
 7,453
Deferred 5,465
 7,128
 7,433
 4,568
 572
 (890)
Total federal income tax expense 11,832
 2,040
 27,474
 6,158
 7,110
 6,563
            
Net income from continuing operations 32,653
 18,274
 82,080
 36,655
 17,974
 22,305
            
Loss on disposal of discontinued operations, net of tax of $(538) 
 
 (997) 
Loss on disposal of discontinued operations, net of tax of $(538) - 2013 
 (997)
            
Net income $32,653
 18,274
 81,083
 36,655
 $17,974
 21,308
     

      
Earnings per share:  
  
      
  
Basic net income from continuing operations $0.59
 0.33
 1.48
 0.67
 $0.32
 0.40
Basic net loss from discontinued operations 
 
 (0.02) 
 
 (0.02)
Basic net income $0.59
 0.33
 1.46
 0.67
 $0.32
 0.38
     

      
Diluted net income from continuing operations $0.57
 0.33
 1.45
 0.66
 $0.31
 0.40
Diluted net loss from discontinued operations 
 
 (0.02) 
 
 (0.02)
Diluted net income $0.57
 0.33
 1.43
 0.66
 $0.31
 0.38
            
Dividends to stockholders $0.13
 0.13
 0.39
 0.39
 $0.13
 0.13
 
The accompanying notes are an integral part of these unaudited interim consolidated financial statements. 
 


2

Table of Contents

SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
Quarter ended
September 30,
 Nine Months ended September 30, 
Quarter ended
March 31,
($ in thousands) 2013 2012 2013 2012 2014 2013
Net income $32,653
 18,274
 81,083
 36,655
 $17,974
 21,308
            
Other comprehensive income, net of tax:  
  
      
  
Unrealized gains (losses) on investment securities:  
  
      
  
Unrealized holding gains (losses) arising during period 6,383
 23,803
 (50,576) 41,777
Unrealized holding gains arising during period 21,426
 2,394
Non-credit portion of other-than-temporary impairments recognized in other comprehensive income 
 1,315
 50
 1,457
 
 20
Amount reclassified into net income:            
Held-to-maturity securities (307) (219) (1,172) (1,236) (296) (466)
Non-credit other-than-temporary impairment 1
 6
 9
 177
Realized (gains) losses on available for sale securities (8,785) 674
 (16,107) (2,243)
Total unrealized (losses) gains on investment securities (2,708) 25,579
 (67,796) 39,932
Non-credit other-than-temporary impairments 
 4
Realized gains on available for sale securities (4,699) (3,884)
Total unrealized gains (losses) on investment securities 16,431
 (1,932)
            
Defined benefit pension and post-retirement plans:  
  
      
  
Net actuarial gain 
 
 28,600
 
 
 28,600
Amounts reclassified into net income:            
Net actuarial loss 513
 904
 2,222
 2,712
 247
 1,196
Prior service cost 
 24
 6
 73
 
 6
Curtailment expense 
 
 11
 
 
 11
Total defined benefit pension and post-retirement plans 513
 928
 30,839
 2,785
 247
 29,813
Other comprehensive (loss) income (2,195) 26,507
 (36,957) 42,717
Other comprehensive income 16,678
 27,881
Comprehensive income $30,458
 44,781
 44,126
 79,372
 $34,652
 49,189
 
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
 


3

Table of Contents

SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
 Nine Months ended September 30, Three Months ended March 31,
($ in thousands) 2013 2012 2014 2013
Common stock:  
  
  
  
Beginning of year $196,388
 194,494
 $198,240
 196,388
Dividend reinvestment plan (shares: 49,964 – 2013; 68,640 – 2012) 100
 137
Stock purchase and compensation plans (shares: 712,994 – 2013; 698,723 – 2012) 1,426
 1,397
Dividend reinvestment plan (shares: 15,283 – 2014; 17,314 – 2013) 31
 35
Stock purchase and compensation plans (shares: 401,179 – 2014; 496,647 – 2013) 802
 993
End of period 197,914
 196,028
 199,073
 197,416
        
Additional paid-in capital:  
  
  
  
Beginning of year 270,654
 257,370
 288,182
 270,654
Dividend reinvestment plan 1,052
 1,064
 320
 349
Stock purchase and compensation plans 12,361
 9,093
 5,863
 5,714
End of period 284,067
 267,527
 294,365
 276,717
        
Retained earnings:  
  
  
  
Beginning of year 1,125,154
 1,116,319
 1,202,015
 1,125,154
Net income 81,083
 36,655
 17,974
 21,308
Dividends to stockholders ($0.39 per share – 2013 and 2012) (22,153) (21,859)
Dividends to stockholders ($0.13 per share – 2014 and 2013) (7,412) (7,351)
End of period 1,184,084
 1,131,115
 1,212,577
 1,139,111
        
Accumulated other comprehensive income:  
  
  
  
Beginning of year 54,040
 42,294
 24,851
 54,040
Other comprehensive (loss) income (36,957) 42,717
Other comprehensive income 16,678
 27,881
End of period 17,083
 85,011
 41,529
 81,921
        
Treasury stock:  
  
  
  
Beginning of year (555,644) (552,149) (559,360) (555,644)
Acquisition of treasury stock (shares: 151,555 – 2013; 176,513 – 2012) (3,295) (3,154)
Acquisition of treasury stock (shares: 118,876 – 2014; 146,436 – 2013) (2,653) (3,176)
End of period (558,939) (555,303) (562,013) (558,820)
Total stockholders’ equity $1,124,209
 1,124,378
 $1,185,531
 1,136,345
 
Selective Insurance Group, Inc. also has authorized, but not issued, 5,000,000 shares of preferred stock, without par value, of which 300,000 shares have been
designated Series A junior preferred stock, without par value.
  
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
 


4

Table of Contents

SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOW
 Nine Months ended September 30, Three Months ended March 31,
($ in thousands) 2013 2012 2014 2013
Operating Activities  
  
  
  
Net income $81,083
 36,655
 $17,974
 21,308
        
Adjustments to reconcile net income to net cash provided by operating activities:  
  
  
  
Depreciation and amortization 32,861
 29,386
 10,578
 13,148
Sale of renewal rights (8,000) 
Loss on disposal of discontinued operations 997
 
 
 997
Stock-based compensation expense 7,428
 6,263
 4,176
 3,692
Undistributed losses of equity method investments 248
 1,090
Undistributed (gains) losses of equity method investments (33) 426
Net realized gains (21,940) (3,448) (7,218) (3,355)
Retirement income plan curtailment expense 16
 
 
 16
        
Changes in assets and liabilities:  
  
  
  
Increase in reserve for loss and loss expenses, net of reinsurance recoverables 112,876
 37,463
 58,938
 38,556
Increase in unearned premiums, net of prepaid reinsurance and advance premiums 120,667
 119,269
 19,875
 30,106
Decrease (increase) in net federal income taxes 8,990
 (1,050)
Decrease in net federal income taxes 4,332
 5,290
Increase in premiums receivable (84,826) (53,659) (29,042) (36,202)
Increase in deferred policy acquisition costs (21,688) (25,744) (4,697) (2,963)
(Decrease) increase in interest and dividends due or accrued (45) 721
Increase in accrued salaries and benefits 8,286
 5,365
Increase in accrued insurance expenses 6,895
 299
Decrease in interest and dividends due or accrued 414
 384
Decrease in accrued salaries and benefits (21,869) (4,528)
Decrease in accrued insurance expenses (26,957) (12,378)
Other-net (13,859) 15,144
 17,293
 (26,357)
Net adjustments 156,906
 131,099
 17,790
 6,832
Net cash provided by operating activities 237,989
 167,754
 35,764
 28,140
        
Investing Activities  
  
  
  
Purchase of fixed maturity securities, available-for-sale (838,634) (676,408)
Purchase of fixed income securities, available-for-sale (182,809) (308,289)
Purchase of equity securities, available-for-sale (112,742) (41,004) (61,360) (2)
Purchase of other investments (7,864) (9,050) (4,615) (2,329)
Purchase of short-term investments (1,619,948) (1,231,519) (398,348) (644,274)
Purchase of subsidiary 
 255
Sale of subsidiary 1,225
 600
 
 225
Sale of fixed maturity securities, available-for-sale 6,851
 92,170
Sale of fixed income securities, available-for-sale 1,302
 6,851
Sale of short-term investments 1,662,340
 1,263,684
 434,865
 695,313
Redemption and maturities of fixed maturity securities, held-to-maturity 87,952
 91,665
Redemption and maturities of fixed maturity securities, available-for-sale 413,722
 297,980
Redemption and maturities of fixed income securities, held-to-maturity 9,396
 28,644
Redemption and maturities of fixed income securities, available-for-sale 104,358
 124,975
Sale of equity securities, available-for-sale 109,399
 58,749
 61,523
 
Distributions from other investments 10,546
 13,910
 5,704
 3,447
Sale of other investments 
 1
Purchase of property and equipment (10,493) (9,382) (5,699) (3,673)
Sale of renewal rights 8,000
 
Net cash used in investing activities (297,646) (148,349) (27,683) (99,112)
        
Financing Activities  
  
  
  
Dividends to stockholders (20,532) (20,188) (6,948) (6,824)
Acquisition of treasury stock (3,295) (3,154) (2,653) (3,176)
Net proceeds from stock purchase and compensation plans 4,305
 2,586
 1,261
 1,164
Proceeds from issuance of notes payable, net of debt issuance costs 178,435
 
 
 178,623
Repayment of notes payable (100,000) 
 
 (100,000)
Excess tax benefits from share-based payment arrangements 1,479
 904
 770
 1,271
Repayments of capital lease obligations (768) 
 (459) 
Net cash provided by (used in) financing activities 59,624
 (19,852)
Net decrease in cash (33) (447)
Net cash (used in) provided by financing activities (8,029) 71,058
Net increase in cash 52
 86
Cash, beginning of year 210
 762
 193
 210
Cash, end of period $177
 315
 $245
 296
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
5

Table of Contents

NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. Organization
Selective Insurance Group, Inc., through its subsidiaries, (collectively referred to as “we,” “us,” or “our”) offers standard and excess and surplus lines (“E&S”) property and casualty insurance products. Selective Insurance Group, Inc. (referred to as the “Parent”) was incorporated in New Jersey in 1977 and its main offices are located in Branchville, New Jersey. The Parent’s common stock is publicly traded on the NASDAQ Global Select Market under the symbol “SIGI.”

We classify our business into three operating segments:
Our Standard Insurance Operations segment, which is comprised of both commercial lines ("Commercial Lines") and personal lines ("Personal Lines") business, sells property and casualty insurance products and services in the standard market, including flood insurance through the National Flood Insurance Program's ("NFIP"NFIPs") write-your-own ("WYO") program;
Our E&S Insurance Operations segment which is comprised ofsells Commercial Lines property and casualty insurance products and services that are unavailableto insureds who have not obtained coverage in the standard market due to market conditions or characteristics of the insured that are caused by the insured's claim history or the characteristics of their business;market; and
Our Investments segment, which invests the premiums collected by our Standard and E&S Insurance Operations as well asand amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.

NOTE 2. Basis of Presentation
These interim unaudited consolidated financial statements (“Financial Statements”) include the accounts of the Parent and its subsidiaries, and have been prepared in conformity with: (i) U.S. generally accepted accounting principles (“GAAP”); and (ii) the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The preparation of the Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported financial statement balances, as well as the disclosure of contingent assets and liabilities. Actual results could differ from those estimates. All significant intercompany accounts and transactions between the Parent and its subsidiaries are eliminated in consolidation.

Certain amounts in our prior years' Financial Statements and related notes have been reclassified to conform to the 20132014 presentation. Such reclassifications had no effect on our net income, stockholders' equity, or cash flows.

These Financial Statements reflect all adjustments that, in our opinion, are normal, recurring, and necessary for a fair presentation of our results of operations and financial condition. The Financial Statements cover the thirdfirst quarters ended September 30, 2013March 31, 2014 (“ThirdFirst Quarter 20132014”) and September 30, 2012March 31, 2013 (“ThirdFirst Quarter 20122013) and the nine-month periods ended September 30, 2013 ("Nine Months 2013") and September 30, 2012 ("Nine Months 2012"). The Financial Statements do not include all of the information and disclosures required by GAAP and the SEC for audited annual financial statements. Results of operations for any interim period are not necessarily indicative of results for a full year. Consequently, the Financial Statements should be read in conjunction with the consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 20122013 (“20122013 Annual Report”). filed with the SEC.
 
NOTE 3. Adoption of Accounting Pronouncements 
In FebruaryIn July 2013, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2013-02, Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income ("ASU 2013-02"), which adds new disclosure requirements for items reclassified out of Accumulated Other Comprehensive Income ("AOCI"). ASU 2013-02 requires entities to disclose additional information about reclassification adjustments, including: (i) changes in AOCI balances by component; and (ii) significant items reclassified out of AOCI. Prospective application of ASU 2013-02 was effective for fiscal years, and interim periods within those years, beginning after December 15, 2012. We have included the disclosures required by ASU 2013-02 in the notes to our Financial Statements, as required.

In July 2013, the FASB issued ASU No. 2013-11, Income Taxes, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (a consensus of the FASB Emerging Issues Task Force) ("ASU 2013-11"). ASU 2013-11 applies to all entities with unrecognized tax benefits that also have tax loss or tax credit carryforwards in the same tax jurisdiction as of the reporting date. An unrecognized tax benefit is the difference between a tax position taken or expected to be taken in a tax return and the benefit that is more likely than not sustainable under examination. Under ASU 2013-11, an entity must net an unrecognized tax benefit, or a portion of an unrecognized tax benefit, against deferred tax assets for a net operating loss ("NOL") carryforward, a similar tax loss, or a tax credit carryforward except when:


6

Table of Contents

An NOL carryforward, a similar tax loss, or a tax credit carryfoward is not available as of the reporting date under the governing tax law to settle taxes that would result from the disallowance of the tax position; or
The entity does not intend to use the deferred tax asset for this purpose.

Ifpurpose.If either of these conditions exists, an entity should present an unrecognized tax benefit in the financial statements as a liability and should not net the unrecognized tax benefit with a deferred tax asset.

ASU 2013-11 iswas effective for fiscal years, and interim periods within those years, beginning after December 15, 2013. The adoption of this guidance willdid not impact our financial condition or results of operation.

6

Table of Contents


Pronouncements to be effective in the future
In January 2014, the FASB issued ASU 2014-01, Accounting for Investments in Qualified Affordable Housing Projects ("ASU 2014-01").  ASU 2014-01 applies to all reporting entities that invest in flow-through limited liability entities that manage or invest in affordable housing projects that qualify for a low-income housing tax credit. ASU 2014-01 permits reporting entities to make an accounting policy election to account for their investments in qualified affordable housing projects using a newly defined "proportional amortization method" if certain conditions are met. Under the proportional amortization method, an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received and recognizes the net investment performance in the income statement as components of income tax expense (benefit).  For those investments in qualified affordable housing projects not accounted for using the proportional amortization method, the investment is required to be accounted for as an equity method investment or a cost method investment.

ASU 2014-01 is effective for public business entities for annual periods and interim periods within those annual periods, beginning after December 15, 2014.  The adoption of this guidance will not have a material impact on our financial condition or results of operations.

NOTE 4. Statements of Cash Flow
Cash paid during Nine Months 2013 and 2012the period for interest and federal income taxes was as follows:
 Nine Months ended September 30, Three Months ended March 31,
($ in thousands) 2013 2012 2014 2013
Cash paid during the period for:  
  
  
  
Interest $13,325
 11,504
 $2,973
 1,964
Federal income tax 17,000
 6,300
 2,000
 
    
Non-cash items:    
Tax-free exchange of fixed income securities, AFS 
 8,470
Tax-free exchange of fixed income securities, HTM 15
 7,168

At September 30, 2013March 31, 2014, included in "Other assets" on the Consolidated Balance Sheets was $7.06.1 million of cash received from the NFIP, which is restricted to pay flood claims under the WYO program.
 
NOTE 5. Investments
(a) The amortized cost, net unrealized gains and losses, carrying value, unrecognized holding gains and losses, and fair value of held-to-maturity (“HTM”) fixed maturityincome securities as of September 30, 2013March 31, 2014 and December 31, 20122013 were as follows:
September 30, 2013            
March 31, 2014            
($ in thousands) Amortized Cost 
Net
 Unrealized Gains
 (Losses)
 
Carrying
Value
 
Unrecognized
 Holding
Gains
 
Unrecognized Holding
 Losses
 
Fair
Value
 
Amortized
Cost
 
Net
 Unrealized Gains
 (Losses)
 
Carrying
Value
 
Unrecognized
 Holding
Gains
 
Unrecognized Holding
 Losses
 
Fair
Value
Foreign government $5,292
 151
 5,443
 122
 
 5,565
 $5,292
 110
 5,402
 150
 
 5,552
Obligations of state and political subdivisions 372,281
 4,065
 376,346
 19,297
 
 395,643
 344,360
 3,475
 347,835
 16,472
 
 364,307
Corporate securities 29,228
 (466) 28,762
 3,015
 
 31,777
 21,903
 (341) 21,562
 2,902
 
 24,464
Asset-backed securities (“ABS”) 5,890
 (755) 5,135
 776
 
 5,911
 3,347
 (621) 2,726
 640
 
 3,366
Commercial mortgage-backed securities (“CMBS”) 7,241
 (965) 6,276
 3,357
 
 9,633
 5,353
 (822) 4,531
 1,316
 
 5,847
Total HTM fixed maturity securities $419,932
 2,030
 421,962
 26,567
 
 448,529
Total HTM fixed income securities $380,255
 1,801
 382,056
 21,480
 
 403,536

7

Table of Contents

December 31, 2012            
December 31, 2013            
($ in thousands) Amortized Cost 
Net
 Unrealized Gains
 (Losses)
 
Carrying
Value
 
Unrecognized
 Holding
Gains
 
Unrecognized Holding
 Losses
 
Fair
Value
 
Amortized
Cost
 
Net
 Unrealized Gains
 (Losses)
 
Carrying
Value
 
Unrecognized
 Holding
Gains
 
Unrecognized Holding
 Losses
 
Fair
Value
Foreign government $5,292
 212
 5,504
 367
 
 5,871
 $5,292
 131
 5,423
 168
 
 5,591
Obligations of state and political subdivisions 491,180
 6,769
 497,949
 28,996
 (23) 526,922
 348,109
 4,013
 352,122
 17,634
 
 369,756
Corporate securities 38,285
 (812) 37,473
 4,648
 
 42,121
 28,174
 (346) 27,828
 2,446
 
 30,274
ABS 6,980
 (1,052) 5,928
 1,170
 
 7,098
 3,413
 (655) 2,758
 657
 
 3,415
CMBS 8,406
 (1,191) 7,215
 5,434
 
 12,649
 5,634
 (886) 4,748
 3,197
 
 7,945
Total HTM fixed maturity securities $550,143
 3,926
 554,069
 40,615
 (23) 594,661
Total HTM fixed income securities $390,622
 2,257
 392,879
 24,102
 
 416,981
 
Unrecognized holding gains and losses of HTM securities are not reflected in the Financial Statements, as they represent fair value fluctuations from the later of: (i) the date a security is designated as HTM; or (ii) the date that an other-than-temporary impairment (“OTTI”) charge is recognized on an HTM security, through the date of the balance sheet. Our HTM securities had an average duration of 2.32.2 years as of September 30, 2013March 31, 2014.


7

Table of Contents

During Nine Months 2013, 16 securities with a carrying value of $39.6 million and a net unrecognized gain position of $1.4 million, were reclassified from an HTM designation to an available-for-sale (“AFS”) designation due to credit rating downgrades by Moody’s Investors Services ("Moody's") and/or Standard and Poor's Financial Services (“S&P”). These unexpected rating downgrades raised concerns about the issuers’ credit worthiness, which changed our intention to hold these securities to maturity.

(b) The cost/amortized cost, unrealized gains and losses, and fair value of AFS securities as of September 30, 2013March 31, 2014 and December 31, 20122013 were as follows:
September 30, 2013        
March 31, 2014        
($ in thousands) 
Cost/
Amortized
Cost
 
Unrealized
Gains
 
Unrealized
Losses
 
Fair
Value
 
Cost/
Amortized
Cost
 
Unrealized
Gains
 
Unrealized
Losses
 
Fair
Value
U.S. government and government agencies $169,163
 11,953
 (330) 180,786
 $161,428
 10,007
 (370) 171,065
Foreign government 28,797
 996
 (84) 29,709
 31,538
 912
 (29) 32,421
Obligations of states and political subdivisions 918,403
 27,705
 (16,610) 929,498
 963,237
 26,617
 (10,687) 979,167
Corporate securities 1,629,698
 47,932
 (14,479) 1,663,151
 1,777,186
 48,305
 (9,793) 1,815,698
ABS 150,179
 1,063
 (476) 150,766
 131,386
 908
 (360) 131,934
CMBS1
 152,464
 2,747
 (3,263) 151,948
 172,386
 4,686
 (2,256) 174,816
Residential mortgage-backed
securities (“RMBS”)2
 525,047
 8,932
 (6,405) 527,574
 511,295
 7,210
 (7,753) 510,752
AFS fixed maturity securities 3,573,751
 101,328
 (41,647) 3,633,432
AFS fixed income securities 3,748,456
 98,645
 (31,248) 3,815,853
AFS equity securities 158,323
 24,061
 (1,878) 180,506
 162,370
 35,434
 (117) 197,687
Total AFS securities $3,732,074
 125,389
 (43,525) 3,813,938
 $3,910,826
 134,079
 (31,365) 4,013,540
 
December 31, 2012        
December 31, 2013        
($ in thousands) 
Cost/
Amortized
Cost
 
Unrealized
Gains
 
Unrealized
Losses
 
Fair
Value
 
Cost/
Amortized
Cost
 
Unrealized
Gains
 
Unrealized
Losses
 
Fair
Value
U.S. government and government agencies $241,874
 17,219
 (1) 259,092
 $163,218
 10,661
 (504) 173,375
Foreign government 28,813
 1,540
 (124) 30,229
 29,781
 906
 (72) 30,615
Obligations of states and political subdivisions 773,953
 44,398
 (327) 818,024
 946,455
 25,194
 (20,025) 951,624
Corporate securities 1,368,954
 81,696
 (402) 1,450,248
 1,707,928
 44,004
 (17,049) 1,734,883
ABS 126,330
 2,319
 (9) 128,640
 140,430
 934
 (468) 140,896
CMBS1
 133,763
 4,572
 (1,216) 137,119
 172,288
 2,462
 (3,466) 171,284
RMBS2
 456,996
 15,961
 (296) 472,661
 515,877
 7,273
 (10,291) 512,859
AFS fixed maturity securities 3,130,683
 167,705
 (2,375) 3,296,013
AFS fixed income securities 3,675,977
 91,434
 (51,875) 3,715,536
AFS equity securities 132,441
 19,400
 (459) 151,382
 155,350
 37,517
 (96) 192,771
Total AFS securities $3,263,124
 187,105
 (2,834) 3,447,395
 $3,831,327
 128,951
 (51,971) 3,908,307

1 CMBS includes government guaranteed agency securities with a fair value of $35.524.5 million at September 30, 2013March 31, 2014 and $48.930.0 million at December 31, 20122013.
2 RMBS includes government guaranteed agency securities with a fair value of $61.448.2 million at September 30, 2013March 31, 2014 and $91.055.2 million at December 31, 20122013.
 

8

Table of Contents

Unrealized gains and losses of AFS securities represent fair value fluctuations from the later of: (i) the date a security is designated as AFS; or (ii) the date that an OTTI charge is recognized on an AFS security, through the date of the balance sheet. These unrealized gains and losses are recorded in AOCIAccumulated Other Comprehensive Income ("AOCI") on the Consolidated Balance Sheets.

(c) The following tables summarize, for all securities in a net unrealized/unrecognized loss position at September 30, 2013March 31, 2014 and December 31, 20122013, the fair value and gross pre-tax net unrealized/unrecognized loss by asset class and by length of time those securities have been in a net loss position:

September 30, 2013 Less than 12 months 12 months or longer
($ in thousands) Fair Value 
Unrealized
Losses1
 Fair Value 
Unrealized
Losses1
AFS securities  
  
  
  
U.S. government and government agencies $13,173
 (327) 510
 (3)
Foreign government 1,056
 (12) 2,925
 (72)
Obligations of states and political subdivisions 417,866
 (16,610) 
 
Corporate securities 422,816
 (14,200) 3,837
 (279)
ABS 87,786
 (471) 302
 (5)
CMBS 69,322
 (2,771) 2,030
 (492)
RMBS 202,428
 (6,231) 1,579
 (174)
Total fixed maturity securities 1,214,447
 (40,622) 11,183
 (1,025)
Equity securities 35,275
 (1,878) 
 
Subtotal $1,249,722
 (42,500) 11,183
 (1,025)
 Less than 12 months 12 months or longer
March 31, 2014 Less than 12 months 12 months or longer
($ in thousands) 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
 Fair Value 
Unrealized
Losses1
 Fair Value 
Unrealized
Losses1
HTM securities  
  
  
  
  
  
AFS securities  
  
  
  
U.S. government and government agencies $13,119
 (370) 
 
Foreign government 1,753
 (9) 2,978
 (20)
Obligations of states and political subdivisions $492
 (20) 19
 571
 (24) 17
 373,064
 (9,984) 20,096
 (703)
Corporate securities 464,163
 (8,636) 17,713
 (1,157)
ABS 
 
 
 2,476
 (690) 642
 23,855
 (360) 
 
CMBS 72,437
 (1,962) 7,466
 (294)
RMBS 221,314
 (7,294) 4,823
 (459)
Total fixed income securities 1,169,705
 (28,615) 53,076
 (2,633)
Equity securities 1,938
 (117) 
 
Subtotal $492
 (20) 19
 3,047
 (714) 659
 $1,171,643
 (28,732) 53,076
 (2,633)
Total AFS and HTM $1,250,214
 (42,520) 19
 14,230
 (1,739) 659

December 31, 2012 Less than 12 months 12 months or longer
($ in thousands) 
Fair
Value
 
Unrealized
Losses1
 Fair Value 
Unrealized
Losses1
AFS securities  
  
  
  
U.S. government and government agencies $518
 (1) 
 
Foreign government 
 
 2,871
 (124)
Obligations of states and political subdivisions 32,383
 (327) 
 
Corporate securities 50,880
 (402) 
 
ABS 9,137
 (9) 
 
CMBS 7,637
 (19) 11,830
 (1,197)
RMBS 8,710
 (59) 5,035
 (237)
Total fixed maturity securities 109,265
 (817) 19,736
 (1,558)
Equity securities 15,901
 (459) 
 
Subtotal $125,166
 (1,276) 19,736
 (1,558)
  Less than 12 months 12 months or longer
($ in thousands) 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
HTM securities  
  
  
  
  
  
Obligations of states and political subdivisions $
 
 
 445
 (19) 18
ABS 
 
 
 2,495
 (621) 592
Subtotal $
 
 
 2,940
 (640) 610
Total AFS and HTM $1,171,643
 (28,732) 
 56,016
 (3,273) 610

December 31, 2013 Less than 12 months 12 months or longer
($ in thousands) 
Fair
Value
 
Unrealized
Losses1
 Fair Value 
Unrealized
Losses1
AFS securities  
  
  
  
U.S. government and government agencies $16,955
 (500) 507
 (4)
Foreign government 2,029
 (30) 2,955
 (42)
Obligations of states and political subdivisions 442,531
 (19,120) 13,530
 (905)
Corporate securities 511,100
 (15,911) 14,771
 (1,138)
ABS 68,725
 (468) 
 
CMBS 100,396
 (2,950) 6,298
 (516)
RMBS 268,943
 (10,031) 2,670
 (260)
Total fixed income securities 1,410,679
 (49,010) 40,731
 (2,865)
Equity securities 1,124
 (96) 
 
Subtotal $1,411,803
 (49,106) 40,731
 (2,865)
 

9

Table of Contents


 Less than 12 months 12 months or longer Less than 12 months 12 months or longer
($ in thousands) 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
 
Fair
Value
 
Unrealized
Losses1
 
Unrecognized
Gains2
HTM securities  
  
  
  
  
  
  
  
  
  
  
  
Obligations of states and political subdivisions $1,218
 (33) 29
 1,108
 (47) 38
 $65
 (5) 5
 441
 (20) 14
ABS 
 
 
 2,860
 (840) 753
 
 
 
 2,490
 (655) 621
Subtotal 1,218
 (33) 29
 3,968
 (887) 791
 65
 (5) 5
 2,931
 (675) 635
Total AFS and HTM $126,384
 (1,309) 29
 23,704
 (2,445) 791
 $1,411,868
 (49,111) 5
 43,662
 (3,540) 635
 1 Gross unrealized losses include non-OTTI unrealized amounts and OTTI losses recognized in AOCI.  In addition, this column includes remaining unrealized gain or loss amounts on securities that were transferred to an HTM designation in the first quarter of 2009 for those securities that are in a net unrealized/unrecognized loss position.
2 Unrecognized gains represent fair value fluctuations from the later of:  (i) the date a security is designated as HTM; or (ii) the date that an OTTI charge is recognized on an HTM security.

As evidenced by the table below, our net unrealized/unrecognized loss positions increasedimproved by $40.6$20.6 million as of September 30, 2013March 31, 2014 compared to December 31, 20122013 as follows:

($ in thousands)($ in thousands)  ($ in thousands)  
September 30, 2013 December 31, 2012
March 31, 2014March 31, 2014 December 31, 2013
Number of
Issues
Number of
Issues
% of Market/Book
Unrealized/
Unrecognized Loss
 
Number of
Issues
% of
Market/Book
Unrealized/
Unrecognized
Loss
Number of
Issues
% of Market/Book
Unrealized/
Unrecognized Loss
 
Number of
Issues
% of
Market/Book
Unrealized/
Unrecognized
Loss
501
80% - 99%$43,295
 100
80% - 99%$2,701
466
80% - 99%$31,395
 556
80% - 99%$51,835

60% - 79%
 1
60% - 79%233

60% - 79%
 1
60% - 79%176
1
40% - 59%286
 
40% - 59%

40% - 59%
 
40% - 59%

20% - 39%
 
20% - 39%

20% - 39%
 
20% - 39%

0% - 19%
 
0% - 19%

0% - 19%
 
0% - 19%

 $43,581
  
 $2,934

 $31,395
  
 $52,011
 
We have reviewed the securities in the tables above in accordance with our OTTI policy, as described in Note 2. “Summary of Significant Accounting Policies” in Item 8. “Financial Statements and Supplementary Data.” of our 20122013 Annual Report.
  
At September 30, 2013March 31, 2014, we had 502466 securities in an aggregate unrealized/unrecognized loss position of $43.631.4 million, $1.12.7 million of which have been in a loss position for more than 12 months. At December 31, 20122013, we had 101557 securities in an aggregate unrealized/unrecognized loss position of $2.952.0 million, $1.72.9 million of which had been in a loss position for more than 12 months. During Nine Months 2013,First Quarter 2014, interest rates on the 10-year U.S. Treasury Note rosefell by 8531 basis points. This interest rate movement has negatively impactedhad a positive impact on our fixed maturityincome securities portfolio's valuation, thus increasingdecreasing the number of securities in a loss position and the corresponding dollar amount of unrealized losses. The increase in the unrealized losses does not correspond to any issuer specific credit concerns; however, it does reflect an expected reduction in market value due to higher market interest rates. For a discussion regarding the sensitivity of interest rate movements and the related impacts on the fixed maturityincome securities portfolio, refer to Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" in our 20122013 Annual Report.
  
We do not intend to sell any securities in an unrealized/unrecognized loss position, nor do we believe we will be required to sell these securities, and therefore we have concluded that they are temporarily impaired as of September 30, 2013March 31, 2014. This conclusion reflects our current judgment as to the financial position and future prospects of the entity that issued the investment security and underlying collateral. If our judgment about an individual security changes in the future, we may ultimately record a credit loss after having originally concluded that one did not exist, which could have a material impact on our net income and financial position in future periods.
 

10

Table of Contents

(d) Fixed maturityincome securities at September 30, 2013March 31, 2014, by contractual maturity, are shown below. Mortgage-backed securities ("MBS") are included in the maturity tables using the estimated average life of each security. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations, with or without call or prepayment penalties.
 
Listed below are HTM fixed maturityincome securities at September 30, 2013March 31, 2014:
($ in thousands) Carrying Value Fair Value Carrying Value Fair Value
Due in one year or less $72,099
 74,953
 $80,337
 81,332
Due after one year through five years 312,318
 331,927
 270,608
 287,045
Due after five years through 10 years 34,747
 38,176
 31,111
 35,159
Due after 10 years 2,798
 3,473
Total HTM fixed maturity securities $421,962
 448,529
Total HTM fixed income securities $382,056
 403,536
 
Listed below are AFS fixed maturityincome securities at September 30, 2013March 31, 2014:
($ in thousands) Fair Value Fair Value
Due in one year or less $324,743
 $425,744
Due after one year through five years 1,951,770
 1,991,515
Due after five years through 10 years 1,329,795
 1,345,666
Due after 10 years 27,124
 52,928
Total AFS fixed maturity securities $3,633,432
Total AFS fixed income securities $3,815,853
  
(e) The following table summarizes our other investment portfolio by strategy and the remaining commitment amount associated with each strategy:
Other Investments Carrying Value September 30,
2013
 Carrying Value March 31,
2014
($ in thousands) September 30,
2013
 December 31,
2012
 Remaining Commitment March 31,
2014
 December 31,
2013
 Remaining Commitment
Alternative Investments  
  
  
  
  
  
Secondary private equity $25,954
 28,032
 7,703
 $23,595
 25,618
 6,479
Private equity 18,951
 18,344
 10,502
 21,117
 20,192
 9,959
Energy/power generation 17,049
 18,640
 7,076
 17,978
 17,361
 6,984
Mezzanine financing 12,921
 12,692
 18,796
 13,831
 12,738
 15,038
Distressed debt 10,882
 11,579
 2,971
Real estate 12,385
 11,751
 10,205
 10,728
 11,698
 10,178
Distressed debt 11,911
 12,728
 2,964
Venture capital 7,018
 7,477
 400
 7,019
 7,025
 350
Total alternative investments 106,189
 109,664
 57,646
 105,150
 106,211
 51,959
Other securities 1,884
 4,412
 1,289
 1,570
 1,664
 597
Total other investments $108,073
 114,076
 58,935
 $106,720
 107,875
 52,556
 
For a description of our seven alternative investment strategies, as well as information regarding redemption, restrictions, and fund liquidations, refer to Note 5. “Investments” in Item 8. “Financial Statements and Supplementary Data.” of our 20122013 Annual Report.
 

11

Table of Contents

The following table sets forth aggregatedgross summarized financial information for our other investments portfolio, that isincluding the portion not owned by us. The investments are carried under the equity method of accounting. The last line of the table below reflects our share of the aggregate income, which is the portion included in our Financial Statements. As the majority of these investments reportreports results to us on a quarter lag, the summarized financial statement information for the ninethree-month periods ended June 30December 31 is as follows:

Income Statement Information Quarter ended June 30, Nine Months ended June 30, Quarter ended December 31, 
($ in millions) 2013 2012 2013 2012 2013 2012 
Net investment income $97.8
 80.0
 352.8
 170.1
 $65.1
 204.8
 
Realized gains 162.8
 19.6
 762.5
 1,004.9
 63.3
 593.4
 
Net change in unrealized depreciation 104.8
 (117.1) 85.9
 (551.1)
Net income (loss) $365.4
 (17.5) 1,201.2
 623.9
Net change in unrealized appreciation (depreciation) 505.9
 (417.5) 
Net income $634.3
 380.7
 
Selective’s insurance subsidiaries’ other investments income $2.6
 0.5
 10.1
 5.5
 $5.2
 3.6
 
 
(f) At September 30, 2013March 31, 2014, we had fixed maturityincome securities, with a carrying value of $61.961.8 million, that were pledged as collateral for our outstanding borrowing of $58.058 million with the Federal Home Loan Bank of Indianapolis (“FHLBI”).  This outstanding borrowing is included in “Notes payable” on the Consolidated Balance Sheets.  In accordance with the terms of our agreement with the FHLBI, we retain all rights regarding these securities, which are included in the “U.S. government and government agencies,” “RMBS,” and “CMBS” classifications of our AFS fixed maturityincome securities portfolio.

Also at September 30, 2013March 31, 2014, we had fixed maturityincome securities, with a carrying value of $21.322.3 million, and short-term investments with a carrying value of $1.70.2 million, that collateralize reinsurance obligations related to our 2011 acquisition of our E&S book of business. Similar to the FHLBI collateral discussion above, we retain all rights regarding these investments. These fixed maturityincome securities are included in the "Municipal," "Corporate," "U.S. government and government agencies," "RMBS," and "ABS" classifications of our AFS fixed maturityincome securities portfolio.

In addition, fixed maturityincome securities with a carrying value of $27.026.2 million were on deposit with various state and regulatory agencies to comply with insurance laws. We retain all rights regarding these securities, which are primarily included in the "U.S. government and government agencies" classification of our AFS fixed maturityincome securities portfolio.
 
(g) The components of net investment income earned for the periods indicated were as follows:
  Quarter ended September 30, Nine Months ended September 30,
($ in thousands) 2013 2012 2013 2012
Fixed maturity securities $30,569

30,839
 90,956
 93,948
Equity securities 1,341

1,268
 4,422
 3,785
Short-term investments 21

36
 102
 103
Other investments 2,639

497
 10,110
 5,460
Miscellaneous income 

41
 
 105
Investment expenses (2,113)
(2,031) (6,260) (6,117)
Net investment income earned $32,457
 30,650
 99,330
 97,284

Net investment income before tax increased in both Third Quarter and Nine Months 2013 compared to the same periods last year, primarily due to higher income from our alternative investments. Partially offsetting this increase in Nine Months 2013 is a decrease in fixed maturity securities income due to lower investment yields than in the prior year period.
  Quarter ended March 31, 
($ in thousands) 2014 2013 
Fixed income securities $31,028

30,089
 
Equity securities 1,449

1,207
 
Short-term investments 19

52
 
Other investments 5,218

3,602
 
Investment expenses (2,180)
(2,080) 
Net investment income earned $35,534
 32,870
 

(h) The following tables summarize OTTI by asset type for the periods indicated:
Third Quarter 2013 Gross  
Included in Other
Comprehensive
Income (“OCI”)
 
Recognized in
Earnings
First Quarter 2014 Gross  
Included in Other
Comprehensive
Income (“OCI”)
 
Recognized in
Earnings
($ in thousands)  Gross  
Included in Other
Comprehensive
Income (“OCI”)
 
Recognized in
Earnings
 
AFS securities      
Equity securities $680
 
 680
 $963
 
 963
Total AFS Securities 963
 
 963
OTTI losses $680
 
 680
 $963
 
 963
 

12

Table of Contents

Third Quarter 2012 Gross Included in OCI Recognized in Earnings
($ in thousands)   
AFS fixed maturity securities  
  
  
ABS $36
 
 36
CMBS (1,504) (2,023) 519
Total AFS fixed maturities (1,468) (2,023) 555
Equity securities 2,389
 
 2,389
OTTI losses $921
 (2,023) 2,944
First Quarter 2013 Gross Included in OCI Recognized in Earnings
($ in thousands)   
AFS fixed income securities  
  
  
RMBS $(22) (30) 8
Total AFS fixed income securities (22) (30) 8
Equity securities 217
 
 217
Total AFS securities 195
 (30) 225
Other investments 1,724
 
 1,724
OTTI losses $1,919
 (30) 1,949

Nine Months 2013 Gross  Included in OCI 
Recognized in
Earnings
($ in thousands)    
HTM fixed maturity securities:      
ABS $(44) (47) 3
Total HTM fixed maturity securities (44) (47) 3
AFS fixed maturity securities:  
  
  
RMBS (22) (30) 8
Total AFS fixed maturity securities (22) (30) 8
Equity securities 1,326
 
 1,326
Total AFS securities 1,304
 (30) 1,334
Other investments 1,847
 
 1,847
OTTI losses $3,107
 (77) 3,184

Nine Months 2012 Gross  Included in OCI 
Recognized in
Earnings
($ in thousands)    
AFS fixed maturity securities  
  
  
ABS $98
 
 98
CMBS (1,396) (2,023) 627
RMBS (44) (218) 174
Total AFS fixed maturity securities (1,342) (2,241) 899
Equity securities 2,560
 
 2,560
OTTI losses $1,218
 (2,241) 3,459

The OTTI charges in First Quarter 2014 relate to equity securities for which we have the intent to sell. The majority of the OTTI charges in Nine MonthsFirst Quarter 2013 relate related to an investment in a limited liability company within our other investments portfolio that hashad sustained significant losses for which we dodid not anticipate recovery. In addition, OTTI charges on our equity portfolio include: (i) $0.7 million recorded in Third Quarter 2013 on securities that we did not believe would recover in the near term; and (ii) $0.6 million recorded within the first half of 2013 primarily related to securities for which we had the intent to sell. For a discussion of our evaluation for OTTI of fixed maturityincome securities, short-term investments, equity securities, and other investments, refer to Note 2. "Summary of Significant Accounting Policies" in Item 8. "Financial Statements and Supplementary Data" of our 20122013 Annual Report.


13

Table of Contents

The following tables set forth, for the periods indicated, credit loss impairments on fixed maturityincome securities for which a portion of the OTTI charge was recognized in OCI, and the corresponding changes in such amounts:
  Quarter ended September 30,
($ in thousands) 2013 2012
Balance, beginning of period $7,488
 6,775
Addition for the amount related to credit loss for which an OTTI was not previously recognized 
 
Reductions for securities sold during the period 
 
Reductions for securities for which the amount previously recognized in OCI was recognized in earnings because of intention or potential requirement to sell before recovery of amortized cost 
 
Reductions for securities for which the entire amount previously recognized in OCI was recognized in earnings due to a decrease in cash flows expected 
 
Additional increases to the amount related to credit loss for which an OTTI was previously recognized 
 519
Accretion of credit loss impairments previously recognized due to an increase in cash flows expected to be collected 
 
Balance, end of period $7,488
 7,294

 Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 2014 2013
Balance, beginning of period $7,477
 6,602
 $7,488
 7,477
Addition for the amount related to credit loss for which an OTTI was not previously recognized 
 
 
 
Reductions for securities sold during the period 
 
 
 
Reductions for securities for which the amount previously recognized in OCI was recognized in earnings because of intention or potential requirement to sell before recovery of amortized cost 
 
 
 
Reductions for securities for which the entire amount previously recognized in OCI was recognized in earnings due to a decrease in cash flows expected 
 
 
 
Additional increases to the amount related to credit loss for which an OTTI was previously recognized 11
 692
 
 9
Accretion of credit loss impairments previously recognized due to an increase in cash flows expected to be collected 
 
 
 
Balance, end of period $7,488
 7,294
 $7,488
 7,486

(i) The components of net realized gains, excluding OTTI charges, for the periods indicated were as follows:
 Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 2013 2012 2014 2013
HTM fixed maturity securities        
HTM fixed income securities    
Gains $32
 40
 35
 195
 $
 
Losses (37) (90) (86) (196) (11) (37)
AFS fixed maturity securities  
  
    
AFS fixed income securities  
  
Gains 662
 2,168
 2,580
 2,941
 158
 951
Losses (31) (262) (330) (379) (112) (253)
AFS equity securities  
  
      
  
Gains 13,801
 
 24,272
 4,775
 8,317
 5,671
Losses (236) 
 (407) (428) (171) (168)
Short-term investments  
  
    
Losses 
 
 
 (2)
Other Investments        
Other investments    
Gains 
 
 
 1
 
 
Losses (80)

 (940) 
 

(860)
Total other net realized investment gains 14,111

1,856
 25,124
 6,907
 8,181

5,304
Total OTTI charges recognized in earnings (680)
(2,944) (3,184) (3,459) (963)
(1,949)
Total net realized gains (losses) $13,431

(1,088) 21,940
 3,448
Total net realized gains $7,218

3,355
 

1413

Table of Contents

Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold. Of theThe $14.18.2 million and $25.1$5.3 million in net realized gains in ThirdFirst Quarter 2014 and Nine MonthsFirst Quarter 2013,, $13.5 million and $19.1 million, respectively, were primarily related to the sale of AFS equity securities due to thea rebalancing of our high-dividend yield strategy holdings within our equity portfolio. In addition, $4.7 million in net realized gains in Nine Months 2013 related to the sale of a private equity security. Of the $6.9 million of net realized gains in Nine Months 2012, $4.3 million were related to the sale of AFS equity securities due to the rebalancing of our high dividend yield strategy holdings within our equity portfolio.

Proceeds from the sale of AFS securities were $67.262.8 million in ThirdFirst Quarter 2013 2014 and $116.3$6.9 million in Nine Months 2013, and $55.0 million and $150.9 million in the same periods a year ago.First Quarter 2013.
 
NOTE 6. Fair Value Measurements
The following table presents the carrying amounts and estimated fair values of our financial instruments as of September 30, 2013March 31, 2014 and December 31, 20122013:
 September 30, 2013 December 31, 2012 March 31, 2014 December 31, 2013
($ in thousands) Carrying Amount 
Fair
Value
 Carrying Amount 
Fair
Value
 Carrying Amount 
Fair
Value
 Carrying Amount 
Fair
Value
Financial Assets  
  
  
  
  
  
  
  
Fixed maturity securities:  
  
  
  
Fixed income securities:  
  
  
  
HTM $421,962
 448,529
 554,069
 594,661
 $382,056
 403,536
 392,879
 416,981
AFS 3,633,432
 3,633,432
 3,296,013
 3,296,013
 3,815,853
 3,815,853
 3,715,536
 3,715,536
Equity securities, AFS 180,506
 180,506
 151,382
 151,382
 197,687
 197,687
 192,771
 192,771
Short-term investments 172,087
 172,087
 214,479
 214,479
 137,733
 137,733
 174,251
 174,251
Receivable for proceeds related to sale of Selective HR Solution (“Selective HR”) 
 
 2,705
 2,705
Financial Liabilities  
  
  
  
  
  
  
  
Notes payable:  
  
  
  
  
  
  
  
2.90% borrowings from FHLBI 13,000
 13,392
 13,000
 13,595
 13,000
 13,243
 13,000
 13,319
1.25% borrowings from FHLBI 45,000
 45,171
 45,000
 45,590
 45,000
 45,226
 45,000
 45,259
7.50% Junior Notes 
 
 100,000
 101,480
7.25% Senior Notes 49,917
 53,065
 49,916
 50,887
6.70% Senior Notes 99,492
 100,200
 99,475
 107,707
 99,503
 102,810
 99,498
 98,247
7.25% Senior Notes 49,915
 51,858
 49,912
 52,689
5.875% Senior Notes 185,000
 153,550
 
 
 185,000
 165,316
 185,000
 146,298
Total notes payable $392,407
 364,171
 307,387
 321,061
 $392,420
 379,660
 392,414
 354,010
 
The fair values of our financial assets and liabilities are generated using various valuation techniques and are placed into the fair value hierarchy considering the following: (i) the highest priority is given to quoted prices in active markets for identical assets (Level 1); (ii) the next highest priority is given to quoted prices in markets that are not active or inputs that are observable either directly or indirectly, including quoted prices for similar assets in markets that are not active and other inputs that can be derived principally from, or corroborated by, observable market data for substantially the full term of the assets (Level 2); and (iii) the lowest priority is given to unobservable inputs supported by little or no market activity and that reflect our assumptions about the exit price, including assumptions that market participants would use in pricing the asset (Level 3). An asset or liability's classification within the fair value hierarchy is based on the lowest level of significant input to its valuation. Transfers between levels in the fair value hierarchy are recognized at the end of the reporting period.

For a discussion of the techniques used to value the majority of our financial assets and liabilities, refer to Note 2. "Summary of Significant Accounting Policies" in Item 8. "Financial Statements and Supplementary Data." of our 20122013 Annual Report. The 5.875% Senior Notes were valued based on a quoted market price (Level 1). The fair value at September 30, 2013 of the 6.70% Senior Notes due November 1, 2035 is based on a matrix pricing model prepared by an external pricing service due to the availability and nature of the pricing at the valuation date (Level 2).


1514

Table of Contents

The following tables provide quantitative disclosures of our financial assets that were measured at fair value at September 30, 2013March 31, 2014 and December 31, 20122013:
September 30, 2013   Fair Value Measurements Using
March 31, 2014   Fair Value Measurements Using
($ in thousands) 
Assets
 Measured at
 Fair Value
 at 9/30/13
 
Quoted Prices in
Active Markets for
Identical Assets/
Liabilities (Level 1)1
 
Significant Other
 Observable
Inputs
 (Level 2)1
 
Significant Unobservable
 Inputs
 (Level 3)
 
Assets
 Measured at
 Fair Value
 at 3/31/2014
 
Quoted Prices in
Active Markets for
Identical Assets/
Liabilities (Level 1)1
 
Significant Other
 Observable
Inputs
 (Level 2)1
 
Significant Unobservable
 Inputs
 (Level 3)
Description  
  
  
  
  
  
  
  
Measured on a recurring basis:  
  
  
  
  
  
  
  
AFS:                
U.S. government and government agencies $180,786
 50,871
 129,915
 
 $171,065
 51,796
 119,269
 
Foreign government 29,709
 
 29,709
 
 32,421
 
 32,421
 
Obligations of states and political subdivisions 929,498
 
 929,498
 
 979,167
 
 979,167
 
Corporate securities 1,663,151
 
 1,663,151
 
 1,815,698
 
 1,815,698
 
ABS 150,766
 
 144,804
 5,962
 131,934
 
 131,934
 
CMBS 151,948
 
 150,339
 1,609
 174,816
 
 174,816
 
RMBS 527,574
 
 527,574
 
 510,752
 
 510,752
 
Total AFS fixed maturity securities 3,633,432
 50,871
 3,574,990
 7,571
Total AFS fixed income securities 3,815,853
 51,796
 3,764,057
 
Equity securities 180,506
 177,606
 
 2,900
 197,687
 194,787
 
 2,900
Total AFS Securities 4,013,540
 246,583
 3,764,057
 2,900
Short-term investments 172,087
 172,087
 
 
 137,733
 137,733
 
 
Total assets $3,986,025
 400,564
 3,574,990

10,471
Total assets measured at fair value $4,151,273
 384,316
 3,764,057

2,900
1
There were no transfers of securities between Level 1 and Level 2.

December 31, 2012   Fair Value Measurements Using
December 31, 2013   Fair Value Measurements Using
($ in thousands) 
Assets
 Measured at
Fair Value
at 12/31/12
 
Quoted Prices in
 Active Markets for
Identical Assets/Liabilities
(Level 1)1
 
Significant
Other Observable
Inputs
 (Level 2)1
 
Significant Unobservable
Inputs
 (Level 3)
 
Assets
 Measured at
Fair Value
at 12/31/13
 
Quoted Prices in
 Active Markets for
Identical Assets/Liabilities
(Level 1)1
 
Significant
Other Observable
Inputs
 (Level 2)1
 
Significant Unobservable
Inputs
 (Level 3)
Description  
  
  
  
  
  
  
  
Measured on a recurring basis:  
  
  
  
  
  
  
  
AFS:                
U.S. government and government agencies $259,092
 115,861
 123,442
 19,789
 $173,375
 52,153
 121,222
 
Foreign government 30,229
 
 30,229
 
 30,615
 
 30,615
 
Obligations of states and political subdivisions 818,024
 
 818,024
 
 951,624
 
 951,624
 
Corporate securities 1,450,247
 
 1,447,301
 2,946
 1,734,883
 
 1,734,883
 
ABS 128,640
 
 122,572
 6,068
 140,896
 
 140,896
 
CMBS 137,119
 
 129,957
 7,162
 171,284
 
 171,284
 
RMBS 472,662
 
 472,662
 
 512,859
 
 512,859
 
Total AFS fixed maturity securities 3,296,013
 115,861
 3,144,187
 35,965
Total AFS fixed income securities 3,715,536
 52,153
 3,663,383
 
Equity securities 151,382
 147,775
 
 3,607
 192,771
 189,871
 
 2,900
Total AFS Securities 3,908,307
 242,024
 3,663,383
 2,900
Short-term investments 214,479
 214,479
 
 
 174,251
 174,251
 
 
Receivable for proceeds related to sale of Selective HR 2,705
 
 
 2,705
Total assets $3,664,579
 478,115
 3,144,187
 42,277
Total assets measured at fair value $4,082,558
 416,275
 3,663,383
 2,900
1 
There were no transfers of securities between Level 1 and Level 2.

 

1615

Table of Contents

The following tables provide a summary of theThere have been no changes in the fair value of securities measured using Level 3 inputs and related quantitative information for the periods ended September 30, 2013 and December 31, 2012:

prices during First Quarter 2014. The following table provides a summary of these changes during 2013:
September 30, 2013              
December 31, 2013              
($ in thousands) Government Corporate ABS CMBS Equity Receivable for
Proceeds
Related to Sale
of Selective HR
 Total Government Corporate ABS CMBS Equity 
Receivable for
 Proceeds
Related to Sale
 of Selective HR Solutions ("Selective HR")
 Total
Fair value, December 31, 2012 $19,789
 2,946
 6,068
 7,162
 3,607
 2,705
 42,277
 $19,789
 2,946
 6,068
 7,162
 3,607
 2,705
 42,277
Total net (losses) gains for the period included in:  
  
    
    
    
  
    
    
  
OCI1
 (537) (7) (106) 681
 3,935
 
 3,966
 (537) (7) (74) 772
 3,935
 
 4,089
Net income2,3
 (76) 
 
 354
 
 (1,480) (1,202) (76) 
 
 361
 
 (1,480) (1,195)
Purchases 
 
 
 
 
 
 
 
 
 
 
 
 
 
Sales 
 
 
 
 
 
 
 
 
 
 
 
 
 
Issuances 
 
 
 
 
 
 
 
 
 
 
 
 
 
Settlements (1,847) (168) 
 (1,603) 
 (225) (3,843) (1,847) (168) 
 (2,420) 
 (225) (4,660)
Transfers into Level 3 
 
 
 
 
 
 
 
 
 
 
 
 
 
Transfers out of Level 3 (17,329) (2,771) 
 (4,985) (4,642) (1,000) (30,727) (17,329) (2,771) (5,994) (5,875) (4,642) (1,000) (37,611)
Fair value, September 30, 2013 $
 
 5,962
 1,609
 2,900
 
 10,471
Fair value, December 31, 2013 $
 $
 $
 $
 $2,900
 $
 $2,900
1 Amounts are reported in “Unrealized holding (losses) gains (losses) arising during period” on the Unaudited Consolidated Statements of Comprehensive Income.Income in our 2013 Annual Report.
2 Amounts are reported in “Net realized gains (losses)”gains” for realized gains and losses and “Net investment income earned” for amortization of securities on the Unaudited Consolidated Statements of Income.Income in our 2013 Annual Report.
3 For the receivable related to the sale of Selective HR, amounts in “Loss"Loss on disposal of discontinued operations, net of tax”tax" relate to an impairment charge and amounts in “Other income”"Other income" relate to interest accretion on the Unaudited Consolidated Statements of Income.

December 31, 2012              
($ in thousands) Government Corporate ABS CMBS Equity 
Receivable for
 Proceeds
Related to Sale
 of Selective HR
 Total
Fair value, December 31, 2011 $21,741
 2,603
 
 354
 
 3,212
 27,910
Total net (losses) gains for the period included in:  
  
    
    
  
OCI1
 (22) 185
 68
 858
 
 
 1,089
Net income2,3
 (193) 
 
 (51) 
 244
 
Purchases 
 
 7,300
 5,611
 
 
 12,911
Sales 
 
 
 
 
 
 
Issuances 
 
 
 
 
 
 
Settlements (1,737) (630) 
 (624) 
 (751) (3,742)
Transfers into Level 3 
 788
 
 8,247
 3,607
 
 12,642
Transfers out of Level 3 
 
 (1,300) (7,233) 
 
 (8,533)
Fair value, December 31, 2012 $19,789
 2,946
 6,068
 7,162
 3,607
 2,705
 42,277
1 Amounts are reported in “Unrealized holding gains arising during period” on the Consolidated Statements of Comprehensive Income in our 2012 Annual Report.
2 Amounts are reported in “Net realized gains (losses)” for realized gains and losses and “Net investment income earned” for amortization for the CMBS securities on the Consolidated Statements of Income in our 20122013 Annual Report.
3 Amounts are reported in “Other income” for the receivable related to the sale of Selective HR on the Consolidated Statements of Income in our 2012 Annual Report and are related to interest accretion on the receivable.

As discussed in Note 2. "Summary of Significant Accounting Policies," in Item 8. "Financial Statements and Supplementary Data." in our 20122013 Annual Report, the fair value of our Level 3 fixed maturityincome securities is typically obtained through non-binding broker quotes based on unobservable inputs, which we review for reasonableness. AtThere were no fixed income securities measured using Level 3 inputs at September 30, 2013March 31, 2014 and December 31, 20122013. However, in 2013, fixed maturityincome securities with aggregate fair values of $7.6 million and $36.0 million, respectively, were measured using Level 3 inputs primarily due to the availability and nature of the pricing used at the valuation dates.

During Nine Months 2013, fixed maturity securities with an aggregatea fair value of $25.1$32.0 million were transferred out of Level 3 due to the availability of Level 2 pricing that was not available previously.


17

Table of Contents

In 2012, fixed maturity securities with a fair value of $9.0 million were transferred into Level 3 during the year. These transfers were primarily related to securities that had been previously priced using Level 2 inputs, but due to the availability and nature of the pricing used at the valuation dates, were priced using Level 3 inputs at December 31, 2012. In addition, certain of these transfers related to securities that had previously been classified as HTM, and therefore not measured at fair value, for which available pricing at December 31, 2012 used Level 3 inputs. Securities with a fair value of $8.5 million were transferred out of Level 3year due to the availability of Level 2 pricing at December 31, 20122013 that was not available previously.

Equity securities with fair values of $2.9 million and $3.6 millionwere measured using Level 3 inputs at September 30, 2013March 31, 2014 and December 31, 20122013, respectively. During 2012, two non-publicly traded. An equity securities were transferred into Level 3 due to the naturesecurity with a fair value of the quotes used at the valuation date. One of these securities$4.6 million was transferred out of Level 3 and intoduring 2013 due to the availability of Level 2 pricing at March 31, 2013, as the pricing asdate of that date was based on a quoted price in an inactive market. This security was subsequently sold in the second quarter of 2013 for an amount that approximated the March 31, 2013 value. At each reporting date, we review the fair value of the remaining Level 3 security for reasonableness.

At December 31, 2012,transfer. In addition, the receivable related to the sale of Selective HR was contingent on the purchaser's ability to retain business subsequent to the sale. At that time, the fair value of this receivable was measured using unobservable inputs, the most significant of which was our assumption regarding the retention of business. In the first quarter ofsettled during 2013 we reached an agreement with the purchaser to settle this receivable for an aggregate of $1.0 million, which was paid in two installments. Asand as a result the receivable was also transferred out of Level 3. See Note 12. "Discontinued Operations" of this Form 10-Q for a discussion of the impairment charge that was recorded on this receivable in the first quarter of 2013.


   



1816

Table of Contents

The following tables provide quantitative information regarding our financial assets and liabilities that were disclosed at fair value at September 30, 2013March 31, 2014 and December 31, 20122013:
September 30, 2013   Fair Value Measurements Using
March 31, 2014   Fair Value Measurements Using
($ in thousands) 
Assets/
Liabilities
Disclosed at
Fair Value at 9/30/2013
 
Quoted Prices in
 Active Markets for
 Identical Assets/
Liabilities
(Level 1)
 
Significant Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Assets/
Liabilities
Disclosed at
Fair Value at 3/31/2014
 
Quoted Prices in
 Active Markets for
 Identical Assets/
Liabilities
(Level 1)
 
Significant Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Financial Assets  
  
  
  
  
  
  
  
HTM:  
  
  
  
  
  
  
  
Foreign government $5,565
 
 5,565
 
 $5,552
 
 5,552
 
Obligations of states and political subdivisions 395,643
 
 395,643
 
 364,307
 
 364,307
 
Corporate securities 31,777
 
 31,777
 
 24,464
 
 24,464
 
ABS 5,911
 
 4,854
 1,057
 3,366
 
 3,366
 
CMBS 9,633
 
 9,633
 
 5,847
 
 5,847
 
Total HTM fixed maturity securities $448,529
 
 447,472
 1,057
Total HTM fixed income securities $403,536
 
 403,536
 
Financial Liabilities  
  
  
  
  
  
  
  
Notes payable:  
  
  
  
  
  
  
  
2.90% borrowings from FHLBI $13,392
 
 13,392
 
 $13,243
 
 13,243
 
1.25% borrowings from FHLBI 45,171
 
 45,171
 
 45,226
 
 45,226
 
7.25% Senior Notes 53,065
 
 53,065
 
6.70% Senior Notes 100,200
 
 100,200
 
 102,810
 
 102,810
 
7.25% Senior Notes 51,858
 
 51,858
 
5.875% Senior Notes 153,550
 153,550
 
 
 165,316
 165,316
 
 
Total notes payable $364,171
 153,550
 210,621
 
 $379,660
 165,316
 214,344
 

December 31, 2012   Fair Value Measurements Using
December 31, 2013   Fair Value Measurements Using
($ in thousands) 
Assets/
Liabilities
Disclosed at
Fair Value at 12/31/2012
 
Quoted Prices in
 Active Markets for
 Identical Assets/
Liabilities
(Level 1)
 
Significant Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
 
Assets/
Liabilities
Disclosed at
Fair Value at 12/31/2013
 
Quoted Prices in
 Active Markets for
 Identical Assets/
Liabilities
(Level 1)
 
Significant Other
Observable
Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Financial Assets  
  
  
  
  
  
  
  
HTM:  
  
  
    
  
  
  
Foreign government $5,871
 
 5,871
 
 $5,591
 
 5,591
 
Obligations of states and political subdivisions 526,922
 
 526,922
 
 369,756
 
 369,756
 
Corporate securities 42,121
 
 37,289
 4,832
 30,274
 
 30,274
 
ABS 7,097
 
 5,698
 1,399
 3,415
 
 3,415
 
CMBS 12,650
 
 12,650
 
 7,945
 
 7,945
 
Total HTM fixed maturity securities $594,661
 
 588,430
 6,231
Total HTM fixed income securities $416,981
 
 416,981
 
Financial Liabilities  
        
      
Notes payable:  
        
      
2.90% borrowings from FHLBI $13,595
 
 13,595
 
 $13,319
 
 13,319
 
1.25% borrowings from FHLBI 45,590
 
 45,590
 
 45,259
 
 45,259
 
7.50% Junior Notes 101,480
 101,480
 
 
7.25% Senior Notes 50,887
 
 50,887
 
6.70% Senior Notes 107,707
 107,707
 
 
 98,247
 
 98,247
 
7.25% Senior Notes 52,689
 
 52,689
 
5.875% Senior Notes 146,298
 146,298
 
 
Total notes payable $321,061
 209,187
 111,874
 
 $354,010
 146,298
 207,712
 

1917

Table of Contents


NOTE 7. Reinsurance
The following table contains a listing of direct, assumed, and ceded reinsurance amounts for premiums written, premiums earned, and loss and loss expenses incurred for the periods indicated. For more information concerning reinsurance, refer to Note 8. “Reinsurance” in Item 8. “Financial Statements and Supplementary Data.” of our 20122013 Annual Report.
 Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 2013 2012 2014 2013
Premiums written:  
  
      
  
Direct $570,849
 520,943
 1,650,855
 1,504,429
 $557,891
 528,816
Assumed 22,053
 17,976
 34,913
 44,712
 7,850
 8,482
Ceded (100,154) (88,401) (280,719) (252,888) (88,991) (87,174)
Net $492,748
 450,518
 1,405,049
 1,296,253
 $476,750
 450,124
Premiums earned:  
  
  
  
  
  
Direct $518,307
 474,055
 1,516,454
 1,389,373
 $536,700
 494,066
Assumed 11,066
 18,595
 32,480
 49,683
 10,185
 12,463
Ceded (91,805) (86,425) (264,174) (261,790) (90,390) (85,589)
Net $437,568
 406,225
 1,284,760
 1,177,266
 $456,495
 420,940
Loss and loss expense incurred:  
  
  
  
  
  
Direct $350,648
 327,883
 1,055,248
 881,537
 $358,349
 365,646
Assumed 7,264
 13,970
 22,758
 35,039
 7,479
 9,074
Ceded (74,595) (69,602) (245,246) (103,516) (45,282) (104,871)
Net $283,317
 272,251
 832,760
 813,060
 $320,546
 269,849
 
The growth in direct premium written ("DPW") for our ten insurance subsidiaries ("Insurance Subsidiaries") in both ThirdFirst Quarter and Nine Months 20132014 compared to ThirdFirst Quarter and Nine Months 2012 reflects: (i)2013 reflects pure price increases and retention that we have achieved in our Standard Insurance Operations; and (ii) strong retention in our Standard Insurance Operations.
 
Direct premiums earned increases in ThirdFirst Quarter and Nine Months 20132014 were consistent with the fluctuation in DPW for the twelve-month period ended September 30, 2013March 31, 2014 as compared to the twelve-month period ended September 30, 2012.March 31, 2013.

Assumed premiums written for Nine Months 2013 decreased compared to the same period last year as E&S business, which was previously written through a reinsurance fronting agreement, is now written directly by our Insurance Subsidiaries. Decreases in assumed premiums earned in Third Quarter and Nine Months 2013 compared to Third Quarter and Nine Months 2012 were driven by the E&S premiums.
Direct loss and loss expense incurred in Nine Months 2013 included an increase of approximately $128 million related to flood losses covered under the NFIP for Hurricane Sandy, which occurred in October 2012. Total estimated gross flood losses covered by the Insurance Subsidiaries' WYO policies under the NFIP program for this storm were $1,179 million at September 30, 2013 and $1,052 million at December 31, 2012, of which approximately $1,148 million was paid through September 30, 2013.
As all flood losses are fully ceded under the NFIP, the increase in direct loss and loss expense drives the corresponding increase in our ceded losses.
The ceded premiums and losses related to our participation in the NFIP, under which 100% of our flood premiums, losses, and loss expenses are ceded to the NFIP, are as follows:
NFIP Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 2013 2012 2014 2013
Ceded premiums written $(64,196) (58,923) (183,364) (171,172) $(57,303) (56,707)
Ceded premiums earned (57,920) (53,222) (169,697) (157,895) (58,286) (55,327)
Ceded loss and loss expense incurred (34,879) (32,702) (162,780) (24,534) (7,379) (76,176)

2018

Table of Contents


NOTE 8. Segment Information
The disaggregated results of our three operating segments are used by senior management to manage our operations. These segments are evaluated based on the following:
Our Standard Insurance Operations segment and our E&S Insurance Operations segment are evaluated based on statutory underwriting results (net premiums earned, incurred loss and loss expenses, policyholders dividends, policy acquisition costs, and other underwriting expenses), and statutory combined ratios; and
Our Investments segment is evaluated based on after-tax net investment income and net realized gains and losses.

In computing the results of each segment, we do not make adjustments for interest expense or net general corporate expenses, or federal income taxes.expenses. While we do not fully allocate taxes to all segments, we do allocate taxes to our investments segment as we manage that segment on after-tax results. We do not maintain separate investment portfolios for the segments and therefore, do not allocate assets to the segments.

In First Quarter 2014, we sold the renewal rights to our $38 million self-insured group, or "SIG," book of business within the Standard Insurance Operations segment. We decided to opportunistically sell this very small and specialized book of pooled business as a significant portion of the business was produced outside of our standard lines footprint, and proved difficult to grow. As this was a renewal rights sale, we will continue to service policies that were in force at the date of the sale. We continue to remain active in the municipal and public school marketplace for individual risks that procure traditional insurance programs rather than pooling arrangements. The proceeds from this sale, which amounted to $8 million, are included in "Miscellaneous income" within the table below as a component of the Standard Insurance Operations revenue.

The following summaries present revenues from continuing operations (net investment income and net realized gains on investments in the case of the Investments segment) and pre-tax income from continuing operations for the individual segments:
Revenue by Segment Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 2013 2012 2014 2013
Standard Insurance Operations:  
  
      
  
Net premiums earned:  
  
      
  
Commercial automobile $79,138
 72,758
 230,191
 214,782
 $82,216
 74,347
Workers compensation 66,510
 65,592
 197,449
 198,064
 69,413
 66,084
General liability 100,925
 93,763
 298,394
 276,538
 108,818
 97,703
Commercial property 57,004
 52,197
 165,356
 151,945
 60,186
 53,415
Businessowners’ policies 19,629
 17,749
 56,794
 51,872
 20,869
 18,540
Bonds 4,705
 4,713
 14,244
 14,076
 4,756
 4,764
Other 3,051
 2,921
 9,036
 9,202
 3,183
 2,992
Total standard Commercial Lines 330,962
 309,693
 971,464
 916,479
Total Standard Commercial Lines 349,441
 317,845
Personal automobile 38,513
 38,295
 115,432
 113,648
 38,226
 38,393
Homeowners 32,374
 29,919
 95,211
 86,685
 33,298
 31,135
Other 3,827
 3,591
 10,655
 10,037
 3,294
 3,508
Total standard Personal Lines 74,714
 71,805
 221,298
 210,370
Total Standard Personal Lines 74,818
 73,036
Total Standard Insurance Operations net premiums earned 405,676
 381,498
 1,192,762
 1,126,849
 424,259
 390,881
Miscellaneous income 3,342
 1,009
 9,590
 6,904
 9,819
 2,720
Total Standard Insurance Operations revenue 409,018
 382,507
 1,202,352
 1,133,753
 434,078
 393,601
E&S Insurance Operations:            
Net premiums earned 31,892
 24,727
 91,998
 50,417
 32,236
 30,059
Investments:  
  
  
  
  
  
Net investment income 32,457
 30,650
 99,330
 97,284
 35,534
 32,870
Net realized investment gains (losses) 13,431
 (1,088) 21,940
 3,448
Net realized investment gains 7,218
 3,355
Total investment revenues 45,888
 29,562
 121,270
 100,732
 42,752
 36,225
Total all segments 486,798
 436,796
 1,415,620
 1,284,902
 509,066
 459,885
Other income 15
 76
 87
 225
 5
 64
Total revenues from continuing operations $486,813
 436,872
 1,415,707
 1,285,127
 $509,071
 459,949
 

2119

Table of Contents

Income from Continuing Operations before Federal Income Tax Quarter ended September 30, Nine Months ended September 30,
($ in thousands) 2013 2012 2013 2012
Standard Insurance Operations:  
  
    
Commercial Lines underwriting gain (loss) $8,776
 (651) 24,621
 (14,666)
Personal Lines underwriting gain 1,362
 7,220
 4,360
 2,903
Total Standard Insurance Operations underwriting gain (loss), before federal income tax 10,138
 6,569
 28,981
 (11,763)
GAAP combined ratio 97.5% 98.3
 97.6
 101.0
Statutory combined ratio 96.0% 96.9
 96.6
 100.1
         
E&S Insurance Operations:        
Underwriting gain (loss) 13
 (5,708) (2,186) (15,701)
GAAP combined ratio 100.0% 123.1
 102.4
 131.1
Statutory combined ratio 100.5% 121.6
 101.9
 120.3
         
Investments:  
  
  
  
Net investment income 32,457
 30,650
 99,330
 97,284
Net realized investment gains (losses) 13,431
 (1,088) 21,940
 3,448
Total investment income, before federal income tax 45,888
 29,562
 121,270
 100,732
         
Total all segments 56,039
 30,423
 148,065
 73,268
Interest expense (5,570) (4,725) (16,971) (14,148)
General corporate and other expenses (5,984) (5,384) (21,540) (16,307)
Income from continuing operations before federal income tax $44,485
 20,314
 109,554
 42,813
NOTE 9. Indebtedness
(a) Notes Payable
In the first quarter of 2013, we issued $185 million of 5.875% Senior Notes due 2043. The Senior Notes pay interest on February 15, May 15, August 15, and November 15 of each year, beginning on May 15, 2013, and at maturity. The notes are callable by us on or after February 8, 2018, at a price equal to 100% of their principal outstanding amount, plus accrued and unpaid interest to, but excluding, the date of redemption. A portion of the proceeds from this debt issuance was used to fully redeem the $100 million aggregate principal amount of our 7.5% Junior Subordinated Notes due 2066, which had an associated $3.3 million pre-tax write-off for the remaining capitalized debt issuance costs on these notes. Of the remaining net proceeds, $57.1 million was used to make capital contributions to the Insurance Subsidiaries, while the balance was used for general corporate purposes.

(b) Short-Term Debt
Our line of credit ("Line of Credit") with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company (BB&T), was renewed effective September 26, 2013 with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners. The Line of Credit provides the Parent with an additional source of short-term liquidity. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent’s debt ratings. The Line of Credit expires on September 26, 2017. There have been no balances outstanding under this Line of Credit or the previous credit facility at September 30, 2013 or at any time during Nine Months 2013.

The Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, minimum combined statutory surplus, and maximum ratio of consolidated debt to total capitalization, as well as covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make certain investments and acquisitions; and (v) engage in transactions with affiliates. The Line of Credit permits collateralized borrowings by the two Insurance Subsidiaries domiciled in Indiana ("Indiana Subsidiaries") from the FHLBI so long as the aggregate amount borrowed does not exceed 10% of the respective Indiana Subsidiary’s admitted assets from the preceding calendar year. 

22

Table of Contents

The table below outlines information regarding certain of the covenants in the Line of Credit:

Income from Continuing Operations before Federal Income Tax Quarter ended March 31,
($ in thousands) 2014 2013
Standard Insurance Operations:  
  
Commercial Lines underwriting (loss) gain $(3,630) 6,102
Personal Lines underwriting (loss) gain (2,360) 5,973
Total Standard Insurance Operations underwriting (loss) gain, before federal income tax (5,990) 12,075
GAAP combined ratio 101.4% 96.9%
Statutory combined ratio 101.1% 96.8%
     
E&S Insurance Operations:    
Underwriting gain 975
 86
GAAP combined ratio 97.0% 99.7%
Statutory combined ratio 97.9% 98.2%
     
Investments:  
  
Net investment income 35,534
 32,870
Net realized investment gains 7,218
 3,355
Total investment income, before federal income tax 42,752
 36,225
Tax on investment income 11,575
 9,205
      Total investment income, after federal income tax
31,177

27,020
Required as of
September 30, 2013
Actual as of
September 30, 2013
Consolidated net worth$785 million$1.1 billion
Statutory surplusNot less than $750 million$1.2 billion
Debt-to-capitalization ratio1
Not to exceed 35%26.0%
A.M. Best financial strength ratingMinimum of A-A
1Calculated in accordance with the Line of Credit agreement.

For additional information related to all our outstanding debt, refer to Note 10. "Indebtedness" in Item 8. "Financial Statements and Supplementary Data." of our 2012 Annual Report.
Reconciliation of Segment Results to Income from Continuing Operations,
before Federal Income Tax
 Quarter ended March 31,
($ in thousands) 2014 2013
Standard Insurance Operations underwriting (loss) gain, before federal income tax $(5,990) 12,075
E&S Insurance Operations underwriting gain, before federal income tax 975
 86
Investment income, before federal income tax 42,752
 36,225
Total all segments 37,737
 48,386
Interest expense (5,561) (5,831)
General corporate and other expenses (7,092) (13,687)
Income from continuing operations, before federal income tax $25,084
 28,868

NOTE 10.9. Retirement Plans
The following table shows the net periodic benefit cost related to the Retirement Income Plan for Selective Insurance Company of America (“Retirement Income Plan”) and the Supplemental Excess Retirement Plan (jointly referredlife insurance benefits provided to eligible Selective Insurance Company of America retirees (referred to as the "Retirement IncomeLife Plan") were amended. For more information concerning these plans, refer to Note 15. “Retirement Plans” in the first quarterItem 8.“Financial Statements and Supplementary Data.” of our 2013 to curtail the accrual of additional benefits for all employees eligible to participate in the plans after Annual Report.March 31, 2016. The curtailment of the plans resulted in a net actuarial gain recognized in OCI of $44.0 million on a pre-tax basis.

As a result of the curtailment, the Retirement Income Plan was re-measured as of March 31, 2013. When determining the most appropriate discount rate to be used in the valuation, we considered, among other factors, our expected payout patterns of the Retirement Income Plan's obligations, as well as our investment strategy. We ultimately selected the rate that we believe best represents our estimate of the inherent interest rate at which the Retirement Income Plan's liabilities can be effectively settled. The expected rate of return on plan assets at March 31, 2013 remained at 7.40%, consistent with our December 31, 2012 assumption. For re-measurement, we determined that the most appropriate discount rate was 4.66%, up slightly from 4.42% determined as of December 31, 2012.

Eligible employees impacted by the curtailment of the Retirement Income Plan began receiving, on April 5, 2013, an enhanced company contribution to the Selective Insurance Retirement Savings Plan of 4% of base salary, which is the enhanced company contribution currently provided to all employees not eligible to participate in the Retirement Income Plan.
  Retirement Income Plan
Quarter ended March 31,
 Retirement Life Plan
Quarter ended March 31,
($ in thousands) 2014 2013 2014 2013
Components of Net Periodic Benefit Cost:  
  
  
  
         
Net Periodic Benefit Cost:        
Service cost $1,627
 2,449
 
 
Interest cost 3,254
 3,303
 73
 70
Expected return on plan assets (3,919) (3,848) 
 
Amortization of unrecognized prior service cost 
 10
 
 
Amortization of unrecognized net actuarial loss 367
 1,822
 13
 18
Curtailment expense 
 16
 
 
Total net periodic cost $1,329
 3,752
 86
 88


2320

Table of Contents

The funded status of the Retirement Income Plan recognized in the Consolidated Balance Sheets as of September 30, 2013, the valuation of which was updated as of March 31, 2013 as a result of the first quarter curtailment discussed above, and December 31, 2012, was as follows:
  Retirement Income Plan
($ in thousands) September 30, 2013 December 31, 2012
Change in Benefit Obligation:    
Benefit obligation, beginning of year $302,647
 254,009
Service cost 2,449
 8,091
Interest cost 3,303
 12,981
Actuarial (gain) losses (11,485) 33,596
Benefits paid (1,598) (6,030)
Impact of curtailment (29,603) 
Benefit obligation, end of period $265,713
 302,647
     
Change in Fair Value of Assets:    
Fair value of assets, beginning of year $207,150
 182,614
Actual return on plan assets, net of expenses 6,760
 21,896
Contribution by employer to funded plans 2,650
 8,550
Contribution by employer to unfunded plans 30
 120
Benefits paid (1,598) (6,030)
Fair value of assets, end of period $214,992
 207,150
     
Funded status $(50,721) (95,497)
Amount Recognized in Consolidated Balance Sheet:    
Liabilities $(50,721) (95,497)
Net pension liability, end of period $(50,721) (95,497)
Amount Recognized in AOCI:    
Prior service cost $
 26
Net actuarial loss 57,543
 103,365
Total $57,543
 103,391
Other Information:    
Accumulated benefit obligation $257,412
 265,899
Weighted-Average Liability Assumptions:    
Discount Rate 4.66% 4.42
Rate of compensation increase 4.00% 4.00


24

Table of Contents

The following table shows the cost of the Retirement Income Plan and the life insurance benefit ("Retirement Life Plan") for the quarterly and nine month periods ended September 30, 2013 and September 30, 2012:
  Retirement Income Plan
Quarter ended March 31,
 Retirement Life Plan
Quarter ended March 31,
  2014 2013 2014 2013
Weighted-Average Expense Assumptions:        
Discount rate 5.16% 4.42 4.85% 4.42
Expected return on plan assets 6.92
 7.40 
 
Rate of compensation increase 4.00
 4.00 
 

  Retirement Income Plan
Quarter ended September 30,
 Retirement Life Plan
Quarter ended September 30,
($ in thousands) 2013 2012 2013 2012
Components of Net Periodic Benefit Cost and Other Amounts Recognized in OCI:  
  
  
  
         
Net Periodic Benefit Cost:        
Service cost $1,857
 2,154
 
 
Interest cost 3,053
 3,230
 69
 73
Expected return on plan assets (3,986) (3,547) 
 
Amortization of unrecognized prior service cost 
 38
 
 
Amortization of unrecognized net actuarial loss 772
 1,383
 18
 8
Total net periodic cost $1,696
 3,258
 87
 81
         
Other Changes in Plan Assets and Benefit Obligations Recognized in OCI:        
Reversal of amortization of net actuarial loss $(772) (1,383) (18) (8)
Reversal of amortization of prior service cost 
 (38) 
 
Total recognized in OCI $(772) (1,421) (18) (8)
         
Total recognized in net periodic benefit cost and OCI $924
 1,837
 69
 73

  Retirement Income Plan
Nine Months ended September 30,
 Retirement Life Plan
Nine Months ended September 30,
($ in thousands) 2013 2012 2013 2012
Components of Net Periodic Benefit Cost and Other Amounts Recognized in OCI:  
  
  
  
         
Net Periodic Benefit Cost:        
Service cost $6,163
 6,462
 
 
Interest cost 9,407
 9,690
 208
 221
Expected return on plan assets (11,819) (10,641) 
 
Amortization of unrecognized prior service cost 10
 113
 
 
Amortization of unrecognized net actuarial loss 3,366
 4,149
 53
 23
Curtailment expense 16
 
 
 
Total net periodic cost $7,143
 9,773
 261
 244
         
Other Changes in Plan Assets and Benefit Obligations Recognized in OCI:        
Net actuarial gain due to curtailment $(44,000) 
 
 
Reversal of amortization of net actuarial loss (3,366) (4,149) (53) (23)
Reversal of amortization of prior service cost (10) (113) 
 
Curtailment expense (16) 
 
 
Total recognized in OCI $(47,392) (4,262) (53) (23)
         
Total recognized in net periodic benefit cost and OCI $(40,249) 5,511
 208
 221


The amortization of prior service cost relatedWe presently anticipate contributing $9.8 million to the Retirement Income Plan is determined using a straight-line amortizationin 2014, $2.7 million of the cost over the average remaining service periodwhich has been funded as of employees expected to receive benefits under the Retirement Income Plan.


25

Table of Contents

The estimated net actuarial loss for the Retirement Income Plan that will be amortized from AOCI into net periodic benefit cost during the 2013 fiscal year is $4.1 million.
  Retirement Income Plan
Nine Months ended September 30,
 Retirement Life Plan
Nine Months ended September 30,
  2013 2012 2013 2012
Weighted-Average Expense Assumptions:        
Discount rate 4.66% 5.16 4.42% 5.16
Expected return on plan assets 7.40
 7.75 
 
Rate of compensation increase 4.00
 4.00 
 

The following table presents future benefit payments expected under the Retirement Income Plan:
($ in thousands) Retirement Income Plan
Benefits Expected to be Paid in Future Years  
Fiscal Years:  
2013 $7,586
2014 8,384
2015 9,148
2016 9,942
2017 10,810
2018-2022 67,447

For additional information regarding our retirement plans, refer to Note 15. "Retirement Plans" included in Item 8. "Financial Statements and Supplementary Data." of our 2012 Annual Report.March 31, 2014.

NOTE 11.10. Comprehensive Income
The components of comprehensive income, both gross and net of tax, for ThirdFirst Quarter and Nine Months 20132014 and 20122013 are as follows:
First Quarter 2014      
($ in thousands) Gross Tax Net
Net income $25,084
 7,110
 17,974
Components of OCI:  
  
  
Unrealized gains on investment securities:
  
  
  
Unrealized holding gains during the period 32,964
 11,538
 21,426
Amounts reclassified into net income:      
HTM securities (456) (160) (296)
Realized gains on AFS securities (7,229) (2,530) (4,699)
Net unrealized gains 25,279
 8,848
 16,431
Defined benefit pension and post-retirement plans:  
  
  
Amounts reclassified into net income:  
  
  
Net actuarial loss 380
 133
 247
Prior service cost 
 
 
Defined benefit pension and post-retirement plans 380
 133
 247
Other comprehensive income 25,659
 8,981
 16,678
Comprehensive income $50,743
 16,091
 34,652

Third Quarter 2013      
First Quarter 2013      
($ in thousands) Gross Tax Net Gross Tax Net
Net income $44,485
 11,832
 32,653
 $27,333
 6,025
 21,308
Components of OCI:  
  
  
  
  
  
Unrealized losses on investment securities:
  
  
  
Unrealized gains during the period 9,820
 3,437
 6,383
Unrealized gains on investment securities:
  
  
  
Unrealized holding gains during the period 3,684
 1,290
 2,394
Non-credit OTTI recognized in OCI 30
 10
 20
Amounts reclassified into net income:            
HTM securities (472) (165) (307) (717) (251) (466)
Non-credit OTTI 1
 
 1
 7
 3
 4
Realized gains on AFS securities (13,516) (4,731) (8,785) (5,976) (2,092) (3,884)
Net unrealized losses (4,167) (1,459) (2,708) (2,972) (1,040) (1,932)
Defined benefit pension and post-retirement plans:  
  
  
  
  
  
Net actuarial losses 44,000
 15,400
 28,600
Amounts reclassified into net income:  
  
  
  
  
  
Net actuarial loss 790
 277
 513
 1,840
 644
 1,196
Prior service cost 10
 4
 6
Curtailment expense 16
 5
 11
Defined benefit pension and post-retirement plans 790
 277
 513
 45,866
 16,053
 29,813
Other comprehensive loss (3,377) (1,182) (2,195)
Other comprehensive income 42,894
 15,013
 27,881
Comprehensive income $41,108
 10,650
 30,458
 $70,227
 21,038
 49,189
 

2621

Table of Contents

Third Quarter 2012      
($ in thousands) Gross Tax Net
Net income $20,314
 2,040
 18,274
Components of OCI:  
  
  
Unrealized gains on investment securities:
  
  
  
Unrealized holding gains during the period 36,620
 12,817
 23,803
Non-credit OTTI recognized in OCI 2,023
 708
 1,315
Amounts reclassified into net income:      
HTM securities (336) (117) (219)
Non-credit OTTI 9
 3
 6
Realized losses on AFS securities 1,037
 363
 674
Net unrealized gains 39,353
 13,774
 25,579
Defined benefit pension and post-retirement plans:  
  
  
Amounts reclassified into net income:  
  
  
Net actuarial loss 1,391
 487
 904
Prior service cost 38
 14
 24
Defined benefit pension and post-retirement plans 1,429
 501
 928
Other comprehensive income 40,782
 14,275
 26,507
Comprehensive income $61,096
 16,315
 44,781
Nine Months 2013      
($ in thousands) Gross Tax Net
Net income $108,019
 26,936
 81,083
Components of OCI:  
  
  
Unrealized losses on investment securities:
  
  
  
Unrealized holding losses during the period (77,810) (27,234) (50,576)
Non-credit OTTI recognized in OCI 77
 27
 50
Amounts reclassified into net income:      
HTM securities (1,803) (631) (1,172)
Non-credit OTTI 14
 5
 9
Realized gains on AFS securities (24,780) (8,673) (16,107)
Net unrealized losses (104,302) (36,506) (67,796)
Defined benefit pension and post-retirement plans:  
  
  
Net actuarial gain 44,000
 15,400
 28,600
Amounts reclassified into net income:  
  
  
Net actuarial loss 3,419
 1,197
 2,222
Prior service cost 10
 4
 6
Curtailment expense 16
 5
 11
Defined benefit pension and post-retirement plans 47,445
 16,606
 30,839
Other comprehensive loss (56,857) (19,900) (36,957)
Comprehensive income $51,162
 7,036
 44,126


27

Table of Contents

Nine Months 2012      
($ in thousands) Gross Tax Net
Net income $42,813
 6,158
 36,655
Components of OCI:  
  
  
Unrealized gains on investment securities:
  
  
  
Unrealized holding gains during the period 64,273
 22,496
 41,777
Non-credit OTTI recognized in OCI 2,241
 784
 1,457
Amounts reclassified into net income:      
HTM securities (1,901) (665) (1,236)
Non-credit OTTI 272
 95
 177
Realized gains on AFS securities (3,451) (1,208) (2,243)
Net unrealized gains 61,434
 21,502
 39,932
Defined benefit pension and post-retirement plans:  
  
  
Amounts reclassified into net income:  
  
  
Net actuarial loss 4,172
 1,460
 2,712
Prior service cost 113
 40
 73
Defined benefit pension and post-retirement plans 4,285
 1,500
 2,785
Other comprehensive income 65,719
 23,002
 42,717
Comprehensive income $108,532
 29,160
 79,372

The balances of, and changes in, each component of AOCI (net of taxes) as of September 30, 2013March 31, 2014 are as follows:

September 30, 2013 Net Unrealized (Loss) Gain on Investment Securities    
March 31, 2014 Net Unrealized (Loss) Gain on Investment Securities    
($ in thousands) 
OTTI
Related
 
HTM
Related
 
All
Other
 
Investments
Subtotal
 
Defined Benefit
Pension and Post-Retirement Plans
 Total AOCI 
OTTI
Related
 
HTM
Related
 
All
Other
 
Investments
Subtotal
 
Defined Benefit
Pension and Post-Retirement Plans
 Total AOCI
Balance, December 31, 2012 $(1,658) 2,594
 121,391
 122,327
 (68,287) 54,040
Balance, December 31, 2013 $(1,599) 1,467
 51,635
 51,503
 (26,652) 24,851
OCI before reclassifications 50
 (103) (50,473) (50,526) 28,600
 (21,926) 
 
 21,426
 21,426
 
 21,426
Amounts reclassified from AOCI 9
 (1,172) (16,107) (17,270) 2,239
 (15,031) 
 (296) (4,699) (4,995) 247
 (4,748)
Net current period OCI 59
 (1,275) (66,580) (67,796) 30,839
 (36,957) 
 (296) 16,727
 16,431
 247
 16,678
Balance, September 30, 2013 $(1,599) 1,319
 54,811
 54,531
 (37,448) 17,083
Balance, March 31, 2014 $(1,599) 1,171
 68,362
 67,934
 (26,405) 41,529


28

Table of Contents

The reclassifications out of AOCI for ThirdFirst Quarter and Nine Months 20132014 are as follows:
Amount Reclassified from AOCI Affected Line Item in the Unaudited Consolidated Statement of Income
($ in thousands)Quarter ended September 30, 2013 Nine Months ended September 30, 2013 Quarter ended March 31, 2014 Affected Line Item in the Unaudited Consolidated Statement of Income
OTTI related    
Amortization of non-credit OTTI losses on HTM securities    
$1
 14
 Net investment income earned
1
 14
 Income (loss) from continuing operations, before federal income tax

 (5) Total federal income tax expense (benefit)
1
 9
 Net income
HTM related      
Unrealized gains and losses on HTM disposals(19) (170) Net realized investment gains
Unrealized losses on HTM disposals24
 Net realized gains
Amortization of net unrealized gains on HTM securities(453) (1,633) Net investment income earned(480) Net investment income earned
(472) (1,803) Income (loss) from continuing operations, before federal income tax(456) Income from continuing operations, before federal income tax
165
 631
 Total federal income tax expense (benefit)160
 Total federal income tax expense
(307) (1,172) Net income(296) Net income
Realized gains and losses on AFS      
Realized gains and losses on AFS disposals(13,516) (24,780) Net realized investments gains
Realized gains on AFS disposals and OTTI(7,229) Net realized gains
(13,516) (24,780) Income (loss) from continuing operations, before federal income tax(7,229) Income from continuing operations, before federal income tax
4,731
 8,673
 Total federal income tax expense (benefit)2,530
 Total federal income tax expense
(8,785) (16,107) Net income(4,699) Net income
Defined benefit pension and post-retirement life plans      
Net actuarial loss159
 717
 Loss and loss expense incurred87
 Loss and loss expense incurred
631
 2,702
 Policy acquisition costs293
 Policy acquisition costs
790
 3,419
 Income (loss) from continuing operations, before federal income tax
    
Prior service cost
 7
 Loss and loss expense incurred

 3
 Policy acquisition costs

 10
 Income (loss) from continuing operations, before federal income tax
    
Curtailment expense
 16
 Policy acquisition costs

 16
 Income (loss) from continuing operations, before federal income tax
    
Total defined benefit pension and post-retirement life790
 3,445
 Income (loss) from continuing operations, before federal income tax
Total defined benefit pension and post-retirement life plans380
 Income from continuing operations, before federal income tax
(277) (1,206) Total federal income tax expense (benefit)(133) Total federal income tax expense
513
 2,239
 Net income247
 Net income
      
Total reclassifications for the period$(8,578) $(15,031) Net income$(4,748) Net income

Note 12. Discontinued Operations
In the fourth quarter of 2009, we sold 100% of our interest in Selective HR for proceeds to be received over a 10-year period. These proceeds were based on the ability of the purchaser to retain and generate new worksite lives though the independent agents who distribute the products. We settled the remaining receivable for an aggregate of $1.0 million, which was received in two installments during the second quarter of 2013, in full and final settlement of the contingent purchase price. An impairment of $1.5 million was recorded in the first quarter of 2013 and is included in "Loss on disposal of discontinued operations, net of tax" in the Unaudited Consolidated Statements of Income.


2922

Table of Contents

Note 13.11. Litigation
In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our Insurance Subsidiaries as either: (a)(i) liability insurers defending or providing indemnity for third-party claims brought against insureds; or (b)(ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid loss and loss expense reserves. We expect that the ultimate liability, if any, with respect to such ordinary course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to our consolidated financial condition, results of operations, or cash flows.
 
Our Insurance Subsidiaries are also from time to time involved in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Our Insurance Subsidiaries also are involved from time to time in individual actions in which extra-contractual damages, punitive damages, or penalties are sought, such as claims alleging bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to our consolidated financial condition. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, an adverse outcome in certain matters could, from time to time, have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.

Note 14. Commitments and Contingencies
At September 30, 2013, we had contractual obligations that expire at various dates through 2026 to invest up to an additional $58.9 million in alternative and other investments. There is no certainty that all of such additional investments will be required.

3023

Table of Contents

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements
In this Quarterly Report on Form 10-Q, we discuss and make statements regarding our intentions, beliefs, current expectations, and projections regarding our company’s future operations and performance. Such statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by words such as “anticipates,” “believes,” “expects,” “will,” “should,” and “intends” and their negatives. We caution prospective investors that such forward-looking statements are not guarantees of future performance. Risks and uncertainties are inherent in our future performance. Factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, those discussed under Item 1A. “Risk Factors” below in Part II “Other Information”.Information.” These risk factors may not be exhaustive. We operate in a continually changing business environment and new risk factors emerge from time to time. We can neither predict such new risk factors nor can we assess the impact, if any, of such new risk factors on our businesses or the extent to which any factor or combination of factors may cause actual results to differ materially from those expressed or implied in any forward-looking statements in this report. In light of these risks, uncertainties, and assumptions, the forward-looking events discussed in this report might not occur. We make forward-looking statements based on currently available information and assume no obligation to update these statements due to changes in underlying factors, new information, future developments, or otherwise.
  
Introduction
We classify our business into three operating segments:
Our Standard Insurance Operations -segment, which is comprised of both commercial lines ("Commercial Lines") and personal lines ("Personal Lines") business, sells property and casualty insurance products and services that are sold in the standard marketplace;market, including flood insurance through the National Flood Insurance Program's ("NFIPs") write-your-own ("WYO") program;
Excess and Surplus ("Our E&S")&S Insurance Operations - comprised ofsegment sells Commercial Lines property and casualty insurance products and services that are unavailableto insureds who have not obtained coverage in the standard market due to market conditions or characteristics of the insured that are caused by the insured's claim history or the characteristics of their business;market; and
Our Investments -segment, which invests the premiums collected by our Standard and E&S Insurance Operations as well asand amounts generated through our capital management strategies, which may include the issuance of debt and equity securities.
Our Standard Insurance Operations products and services are sold through nine subsidiaries that write Commercial Lines and Personal Lines business, some of which write flood business through the National Flood Insurance Program's ("NFIP") write-your-own ("WYO")NFIP's WYO program. Two of these subsidiaries, Selective Casualty Insurance Company ("SCIC") and Selective Fire and Casualty Insurance Company ("SFCIC"), were created in 2012. These subsidiaries began writing direct premium in 2013 and have been included in our reinsurance pooling agreement as of July 1, 2012.
Our E&S Insurance Operations products and services are sold through a subsidiary that was acquired in December 2011.one subsidiary. This subsidiary, Mesa Underwriters Specialty Insurance Company ("MUSIC"), provides us with a nationally-authorized non-admitted platform to write commercial and personal E&S lines business. For additional information regarding our E&S acquisitions, refer to Note 12. “Business Combinations” in Item 8. “Financial Statements and Supplementary Data.” contained in our Annual Report on Form 10-K for the year ended December 31, 2012 ("2012 Annual Report").
Our ten insurance subsidiaries are collectively referred to as the "Insurance Subsidiaries".Subsidiaries."
The purpose of Management’s Discussion and Analysis (“MD&A”) is to provide an understanding of the consolidated results of operations and financial condition and known trends and uncertainties that may have a material impact in future periods. Consequently, investors should read the MD&A in conjunction with the consolidated financial statements in our 20122013 Annual Report.Report filed with the U.S. Securities and Exchange Commission ("SEC").
In the MD&A, we will discuss and analyze the following:
Critical Accounting Policies and Estimates;
Financial Highlights of Results for the third quarters ended September 30, 2013 (“ThirdFirst Quarter 2013”)2014 and September 30, 2012 (“ThirdFirst Quarter 2012”) and the nine-month periods ended September 30, 2013 ("Nine Months 2013") and September 30, 2012 ("Nine Months 2012");
2013;
Results of Operations and Related Information by Segment;
Federal Income Taxes;
Financial Condition, Liquidity, Short-term Borrowings, and Capital Resources;
Ratings;
Off-Balance Sheet Arrangements; and
Contractual Obligations, Contingent Liabilities, and Commitments.


3124

Table of Contents



Critical Accounting Policies and Estimates
These unaudited interim consolidated financial statements include amounts based on our informed estimates and judgments for those transactions that are not yet complete. Such estimates and judgments affect the reported amounts in the consolidated financial statements. Those estimates and judgments most critical to the preparation of the consolidated financial statements involve the following: (i) reserves for loss and loss expenses; (ii) deferred policy acquisition costs; (iii) pension and post-retirement benefit plan actuarial assumptions; (iv)(iii) other-than-temporary investment impairments; and (v)(iv) reinsurance. These estimates and judgments require the use of assumptions about matters that are highly uncertain and, therefore, are subject to change as facts and circumstances develop. If different estimates and judgments had been applied, materially different amounts might have been reported in the financial statements. For additional information regarding our critical accounting policies, refer to our 20122013 Annual Report, pages 44 through 53. However, for changes related to actuarial assumptions used in the measurement of the Retirement Income Plan for Selective Insurance Company of America and the Supplemental Excess Retirement Plan (jointly referred to as the "Retirement Income Plan"), see Note 10. "Retirement Plans" of this Form 10-Q.52.
 
Financial Highlights of Results for ThirdFirst Quarter 20132014 and Nine MonthsFirst Quarter 20131 
 Quarter ended September 30, Nine Months ended September 30,  Quarter ended March 31, 
($ and shares in thousands, except per share amounts) 2013 2012 
Change
% or Points
   2013 2012 
Change
% or Points
  2014 2013 
Change
% or Points
  
Generally Accepted Accounting Principles ("GAAP") measures:                       
Revenues $486,813
 436,872
 11
 % 1,415,707
 1,285,127
 10
 % $509,071
 459,949
 11
 %
Pre-tax net investment income 32,457
 30,650
 6
   99,330
 97,284
 2
   35,534
 32,870
 8
  
Pre-tax net income 44,485
 20,314
 119
 108,019
 42,813
 152
  25,084
 27,333
 (8) 
Net income 32,653
 18,274
 79
 81,083
 36,655
 121
  17,974
 21,308
 (16) 
Diluted net income per share 0.57
 0.33
 73
 1.43
 0.66
 117
  0.31
 0.38
 (18) 
Diluted weighted-average outstanding shares 56,900
 55,862
 2
   56,719
 55,717
 2
   57,172
 56,455
 1
  
GAAP combined ratio 97.7% 99.8
 (2.1) pts  97.9
 102.3
 (4.4) pts  101.1% 97.1
 4.0
 pts 
Statutory combined ratio2
 96.3% 98.4
 (2.1)   96.9
 101.2
 (4.3)   100.8% 96.8
 4.0
  
Return on average equity 11.7% 6.6
 5.1
 9.8
 4.5
 5.3
  6.1% 7.7
 (1.6) 
Non-GAAP measures:                        
Operating income3
 $23,922
 18,982
 26
 % $67,819
 34,414
 97
 % $13,283
 20,124
 (34) %
Diluted operating income per share3
 0.42
 0.34
 24
 1.20
 0.62
 94
  0.23
 0.36
 (36) 
Operating return on average equity3
 8.6% 6.9
 1.7
 pts  8.2
 4.2
 4.0
 pts  4.5% 7.2
 (2.7) pts 
1 
Refer to the Glossary of Terms attached to our 20122013 Annual Report as Exhibit 99.1 for definitions of terms used in this Form 10-Q.
2 
Nine MonthsThe statutory combined ratio for First Quarter 2013 includes 0.4included 1.3 points related to the Retirement Income Plan amendments that curtailcurtailed the accrual of additional benefits for all eligible employees participating in the plans after March 31, 2016.
3 
Operating income is used as an important financial measure by us, analysts, and investors, because the realization of investment gains and losses on sales in any given period is largely discretionary as to timing. In addition, these realized investment gains and losses, as well as other-than-temporary impairments (“OTTI”) that are charged to earnings and the results of discontinued operations, could distort the analysis of trends. See below for a reconciliation of operating income to net income in accordance with GAAP. Operating return on average equity is calculated by dividing annualized operating income by average stockholders’ equity.

 The following table reconciles operating income and net income for the periods presented above:
 Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands, except per share amounts) 2013 2012 2013 2012 2014 2013
Operating income $23,922
 18,982
 67,819
 34,414
 $13,283
 20,124
Net realized gains (losses), net of tax 8,731
 (708) 14,261
 2,241
Net realized gains, net of tax 4,691
 2,181
Loss on disposal of discontinued operations, net of tax 
 
 (997) 
 
 (997)
Net income $32,653
 18,274
 81,083
 36,655
 $17,974
 21,308
            
Diluted operating income per share $0.42
 0.34
 1.20
 0.62
 $0.23
 0.36
Diluted net realized gains (losses) per share 0.15
 (0.01) 0.25
 0.04
Diluted net realized gains per share 0.08
 0.04
Diluted net loss from disposal of discontinued operations per share 
 
 (0.02) 
 
 (0.02)
Diluted net income per share $0.57
 0.33
 1.43
 0.66
 $0.31
 0.38


3225

Table of Contents

Over the long term, we target a return on average equity that is three points higher than our historic cost of capital, of approximately 9%or 12%, excluding the impact of realized gains and losses, which is referred to as operating return on average equity. Our operating return on average equity was 8.6%4.5% in ThirdFirst Quarter 20132014 compared to 6.9%7.2% in ThirdFirst Quarter 2012. For Nine Months 2013 and Nine Months 2012, our operating return on average equity was 8.2% and 4.2%, respectively.2013. Our operating return on average equity contribution by component is as follows:

Operating Return on Average Equity Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
 2013 2012 2013 2012 2014 2013
Insurance Operations 2.4 % 0.2
 2.1
 (2.2)
Standard Insurance Operations (1.3)% 2.8 %
E&S Insurance Operations 0.2 % 
Investments 8.8
 8.5
 9.0
 9.0
 9.1 % 8.9 %
Other (2.6) (1.8) (2.9) (2.6) (3.5)% (4.5)%
Total 8.6
 6.9
 8.2
 4.2
 4.5 % 7.2 %

ImprovementsOur operating return on average equity in First Quarter 2014 reflects a higher GAAP combined ratio of 101.1% compared to 97.1% in First Quarter 2013. Extreme winter weather was a significant driver of our First Quarter 2014 results. Information concerning these property losses, as well as other variances are as follows:
Catastrophe losses for First Quarter 2014 were $34 million, or 7.5 points, compared to $1.6 million, or 0.4 points, in First Quarter 2013. The majority of these catastrophe losses were attributed to weather events defined by Insurance Services Office property claims service ("PCS") as CATs 31 and 32 in January, which brought freezing temperatures and snowstorms to our 22-state standard lines footprint.

Non-catastrophe property losses in First Quarter 2014 that were at one of the highest levels that we have experienced in recent years. The impact varied by line but, for both standard lines and E&S, non-catastrophe property losses for First Quarter 2014 were approximately $91 million, or 20 points, on our total combined ratio. This was about 5 points higher than First Quarter 2013 and 6 points higher than the non-catastrophe property loss quarterly average over the last three-year period. These non-catastrophe property losses were primarily the result of roof collapses, frozen pipes, and fires which were often related to the extreme weather experienced throughout our footprint states.

Partially offsetting these losses were:
Renewal pure price increases of 7.6% that we achieved in full-year 2013, which are currently earning in at about 7.3%. This earned rate is above the loss cost trend of approximately 3%. After taking into account the incremental expenses associated with the additional premium, the net benefit to the combined ratio is about 2.5 points.

Favorable prior year casualty development in First Quarter 2014 that was $14 million, or 3.1 points, compared to favorable prior year casualty development of $2 million, or 0.4 points, in First Quarter 2013. We experienced stable workers compensation trends in the quarter with no development either favorable or unfavorable. The level of releases in First Quarter 2014 was driven by improving claim trends within our general liability line of business for the 2009 through 2012 accident years.

$8 million, or 1.8 points, in other income for the March 2014 sale of the renewal rights to our self-insured group, or "SIG," book of pooled public entity business. Although we did not solicit buyers, we decided to sell this very small and specialized book of business when the opportunity presented itself because it had significant production outside of our standard lines footprint, and proved difficult to grow. We, however, have retained our substantial individual risk public entity book of business and we will continue to look for opportunities to grow it.

The remaining fluctuation in our operating return on average equity generated from our Insurance Subsidiaries reflect increases in underwriting profitability of $9.3 million inwas driven by reduced corporate expenses that included the quarter and $54.3 million infollowing: (i) the year-to-date period. These fluctuations were driven primarily by: (i) higher underwriting profitability in our Standard Insurance Operations of $3.6 million and $40.7 million, respectively, reflecting the impact of earning renewal pure price increases, which exceeded loss costs trends over the past year; and (ii) improvements in our E&S Insurance Operations of $5.7 million and $13.5 million, respectively. E&S operations were primarily affected by: (i) earned premiums that now reflect the full operations of this business following the acquisition in 2011; (ii) renewal pure price increases; and (iii) a decrease in initial start-up expenditures.

Our investment segment's contribution to operating return on equity was relatively consistent both in ThirdFirst Quarter and Nine Months 2013 compared to the same periods last year. Higher income from our alternative investments was partially offset by lower income on our fixed maturity securities portfolio. This portfolio has been negatively impacted by the interest rate environment, which has lowered reinvestment yields when comparing periods.

The operating return on average equity generated by our Insurance Subsidiaries and our Investments segment was partially offset by: (i) long-term compensation to our employees, which increases as our stock price improves; (ii) interest expense on our issued debt; and (iii) the first quarter of 2013 write-off of unamortized debt costs related to the redemption of our 7.5%previously outstanding 7.50% Junior Subordinated Notes.
Notes due 2066, that resulted in capitalized debt issue costs of $3.3 million, pre-tax, being charged to expense; and (ii) reduced long-term employee compensation expense associated with changes in our stock price. These items are captured within the "Other" component in the table above.

3326

Table of Contents

The following table provides a quantitative foundation for analyzing our overall Insurance SubsidiariesSubsidiaries' underwriting results:
All Lines Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 Change % or Points   2013 2012 Change % or Points  2014 2013 Change % or Points  
GAAP Insurance Operations Results:GAAP Insurance Operations Results:             GAAP Insurance Operations Results:      
Net premiums written ("NPW") $492,748
 450,518
 9
 % 1,405,049
 1,296,253
 8
 % $476,750
 450,124
 6
 %
Net premiums earned (“NPE”) 437,568
 406,225
 8
   1,284,760
 1,177,266
 9
   456,495
 420,940
 8
  
Less:    
                
    
Loss and loss expense incurred 283,317
 272,251
 4
   832,760
 813,060
 2
   320,546
 269,849
 19
  
Net underwriting expenses incurred 142,774
 132,428
 8
 421,812
 388,841
 8
  139,726
 137,844
 1
 
Dividends to policyholders 1,326
 685
 94
   3,393
 2,829
 20
   1,238
 1,086
 14
  
Underwriting gain (loss) $10,151
 861
 1,079
 % 26,795
 (27,464) 198
 %
Underwriting (loss) gain $(5,015) 12,161
 (141) %
GAAP Ratios:    
                
    
Loss and loss expense ratio 64.7
%67.0
 (2.3) pts  64.8
 69.1
 (4.3) pts  70.2
%64.1
 6.1
 pts 
Underwriting expense ratio 32.7
 32.6
 0.1
 32.8
 33.0
 (0.2)  30.6
 32.7
 (2.1) 
Dividends to policyholders ratio 0.3
 0.2
 0.1
   0.3
 0.2
 0.1
   0.3
 0.3
 
  
Combined ratio 97.7
 99.8
 (2.1)   97.9
 102.3
 (4.4)   101.1
 97.1
 4.0
  
Statutory Ratios:    
                
    
Loss and loss expense ratio 64.7
 66.9
 (2.2)   64.8
 69.0
 (4.2)  
Underwriting expense ratio 31.3
 31.3
 
 31.8
 32.0
 (0.2) 
Loss and loss expense ratio1
 70.2
 64.1
 6.1
  
Underwriting expense ratio1
 30.3
 32.4
 (2.1) 
Dividends to policyholders ratio 0.3
 0.2
 0.1
   0.3
 0.2
 0.1
   0.3
 0.3
 
  
Combined ratio 96.3
%98.4
 (2.1) pts  96.9
 101.2
 (4.3) pts 
Combined ratio1
 100.8
%96.8
 4.0
 pts 
1 Statutory ratios for First Quarter 2013 included 0.3 points in the loss and loss expense ratio, 1.0 points in the underwriting ratio, and 1.3 points in the combined ratio related to the Retirement Income Plan amendments that curtailed the accrual of additional benefits for all eligible employees participating in the plans after March 31, 2016.

The growth in NPW for our Insurance Subsidiaries in ThirdFirst Quarter 2013 and Nine Months 20132014 compared to the prior year periods reflects the followingFirst Quarter 2013 was primarily driven by renewal pure price increases and strong retention in our Standard Commercial Lines Insurance Operations: (i) renewal pure price increases; (ii) strong retention; and (iii) new business.Operations.

NPE increases in ThirdFirst Quarter 2013 and Nine Months 20132014 were consistent with the fluctuations in NPW for the twelve-month period ended September 30, 2013March 31, 2014 compared to the twelve-month period ended September 30, 2012.March 31, 2013.

The combined ratio improved for both the quarterly and year-to-date periods. This improvement was driven by renewal pure price increases that are exceeding loss trends in our Standard Insurance Operations. In addition, the improvementincrease in the combined ratios in Thirdratio for First Quarter 2013 and Nine Months 20132014 was alsoprimarily driven by property results that were impacted by extreme winter weather. For a discussion on these property losses as well as other variances, see the following in our E&S Insurance Operations: (i) earned premiums that now reflect the full operations of this business; (ii) underwriting improvements, including renewal pure price increases; and (iii) a decrease in initial start-up expenditures and acquisition costs.discussion above.

Outlook
In their 20122013 year-end review, dated February 4, 2014, A.M. Best and Company ("A.M. Best") projected an industry combined ratio of 101.2%99.4% for 2013. However, continued improvements2014. Their report cited: "In looking ahead to 2014, A.M. Best expects premiums to continue growing through price increases, but the pace of these rate changes are expected to slow and temper growth in premium." Underwriting results should improve slightly on the pricing environment, coupled with modest exposure growth from the slowly improving economy, and underwriting actions taken to insulate balance sheets against further impact from the challenging investment environment, produced an underwriting profit for the industry through the first six monthsrate level achieved in recent years, although less favorable development of 2013 withprior years’ loss reserves is anticipated. In addition, a combined ratio of 96.5%.

Reflecting the improved results, Selective now expects to generate a 2013 full year statutory combined ratio of approximately 95.5%, excluding 2.5 pointsmore normal level of catastrophe losses a net improvement of one point from previously issued guidance. This assumes no prior year casualty reserve development incould increase combined ratios by almost 200 basis points, and the fourth quarter. In addition, investment incomeindustry will be approximately $95 - $100 million, after tax, and weighted average shares at year end 2013 are anticipatedcontinue to be approximately 57 million.
In addition, we expect our E&S Insurance Operationschallenged by the relatively low investment yields that are expected to produce a combined ratio between 100% and 102% for 2013, and be at profitability levels similar to our Standard Insurance Operations in 2014. We also expect to achieve an overall statutory combined ratiopersist through 2014, as well as the slow recovery from the recession of 92% by year-end 2014, excluding three points of expected catastrophe losses. Our Insurance Subsidiaries reported a statutory combined ratio, excluding catastrophe losses, of 93.6% for Third Quarter 2013 and 94.3% for Nine Months 2013.2007 through 2009.

A key component of meeting our combined ratio targets is our ability to generate Commercial Lines renewal pure price increases in excess of our predicted loss trends. Although A.M. Best is maintainingcontinuing to maintain its negative outlook for the commercial lines market reflecting "the uncertainty around loss-reserve development and continued low profit margins driven by low investment yields," it does anticipateanticipates a 99.9% statutory combined ratio driven by: (i) a more normal level of catastrophe losses; (ii) less favorable loss-reserve development; and (iii) loss trends that sustainedare partially offset by lower pricing. For personal lines, A.M. Best maintains a stable outlook in the coming year reflecting ongoing stability of the auto line and successful carriers continuing to enhance the granularity of their home pricing momentummodels. Standard & Poor's ("S&P"), while maintaining a stable outlook on the property and casualty industry, believes that "rate increases will continuelose steam and fail to outpace loss cost trends" in 2013. We achieved2014.

In early 2012, we laid out a three-year plan to achieve overall annual renewal pure price increases of 5% to 8%. Our expectation for full-year 2014 is 6% to 7%, and we achieved 6.4% in First Quarter 2014. In addition, we are revising our previously disclosed expectations for our Standard Personal Lines and our E&S Lines as we are currently expecting this business, as well as our Standard Commercial Lines business, to each achieve renewal pure price increases of 6% to 7% for

3427

Table of Contents

full-year 2014. In our Standard Commercial Lines, we have achieved renewal pure price increases for 20 consecutive quarters, including 6.4% for First Quarter 2014, 7.6% for full-year 2013, and 6.3% for full-year 2012. The 7.6% renewal pure price increase in 2013 translated into earned price increases of 7.6% for standard Commercial7.3% in First Quarter 2014 which is above loss cost trends of approximately 3%. The 6% to 7% overall renewal pure price increases that we expect to achieve in 2014 are also above loss cost trends, and will continue to add to profitability in 2015. Furthermore in First Quarter 2014, we achieved renewal pure price increases of 6.8% in our Standard Personal Lines, and 8.0% for standard Personal Lines4.1% in Nine Months 2013. While these increases demonstrate the overall strength of the relationships that we have with our independent retail agents, even in difficult economic and competitive times, we are expecting overall price increases in 2014 will be between 6% and 7.5%.E&S Lines.

Although interest ratesOur First Quarter 2014 statutory combined ratio, excluding catastrophes, was 93.3%, which is in line with our stated full-year 2014 goal of 92%. The catastrophe losses in First Quarter 2014 of $34 million added 7.5 points to our statutory combined ratio, compared to our full-year catastrophe loss expectation of four points. This increased level of catastrophe losses was related to extreme winter weather, primarily driven by weather events defined by PCS as CATs 31 and 32 in January.

The yield on the 10-year U.S. Treasury Note roseNotes fell by 8531 basis points during Nine Months 2013, they are still low by historical standards.in First Quarter 2014. The continued low interest rate environment has several significant impacts on our business, some of which are beneficial and some of which present a challenge to us. The benefits include lower inflation rates that suppress loss trends, as well as reduce our cost of capital. However, the low interest rate environment presents a significant challenge in generating after-tax returnsreturn on our investment portfolio as fixed maturityincome securities mature and money is re-invested at lower rates. Even ifBecause maturing and called bonds generally carry a higher book yield than is available in the current interest rate levels weremarket, we expect the yield on the overall investment portfolio to increase by 50 basiscontinue to decline, albeit at a less significant pace than we have been experiencing.

In 2014, we expect to generate:
A full-year combined ratio of 92% excluding catastrophe losses and assuming no additional prior year casualty reserve development;
Four points per yearof catastrophe losses for the next few years, book yields on our overall portfolio would continue to underperform 2012 book yield levels untilyear;
After-tax investment income of approximately 2017.$100 million; and
Weighted-average shares of approximately 57.4 million.

3528

Table of Contents


Results of Operations and Related Information by Segment

Insurance Operations
 
Standard Insurance Operations
Our Standard Insurance Operations segment, which represents 93% of our combined insurance operations NPW, sells insurance products and services primarily in 22 states in the Eastern and Midwestern U.S. and the District of Columbia, through approximately 1,100 independent retail insurance agencies. This segment consists of two components: (i) Commercial Lines, which markets primarily to businesses and represents approximately 82%83% of the segment's NPW; and (ii) Personal Lines, including our flood business, which markets primarily to individuals and represents approximately 18%17% of the segment's NPW.
 Quarter ended September 30,     Nine Months ended September 30,    Quarter ended March 31,    
($ in thousands) 2013 2012 
Change
% or
Points
   2013 2012 
Change
% or
Points
  2014 2013 
Change
% or
Points
  
GAAP Insurance Operations Results:                       
NPW $457,173
 420,754
 9
 % 1,308,428
 1,212,355
 8
 % $446,688
 421,744
 6
 %
NPE 405,676
 381,498
 6
   1,192,762
 1,126,849
 6
   424,259
 390,881
 9
  
Less:    
        
        
    
Loss and loss expense incurred 262,697
 251,694
 4
   771,948
 772,430
 
   300,666
 250,731
 20
  
Net underwriting expenses incurred 131,515
 122,550
 7
 388,440
 363,353
 7
  128,345
 126,989
 1
 
Dividends to policyholders 1,326
 685
 94
   3,393
 2,829
 20
   1,238
 1,086
 14
  
Underwriting gain (loss) $10,138
 6,569
 54
 % 28,981
 (11,763) 346
 %
Underwriting (loss) gain $(5,990) 12,075
 (150) %
GAAP Ratios:    
        
        
    
Loss and loss expense ratio 64.8
%66.0
 (1.2) pts  64.7
 68.5
 (3.8) pts  70.9
%64.1
 6.8
 pts 
Underwriting expense ratio 32.4
 32.1
 0.3
 32.6
 32.2
 0.4
  30.2
 32.5
 (2.3) 
Dividends to policyholders ratio 0.3
 0.2
 0.1
   0.3
 0.3
 
   0.3
 0.3
 
  
Combined ratio 97.5
 98.3
 (0.8)   97.6
 101.0
 (3.4)   101.4
 96.9
 4.5
  
Statutory Ratios:    
        
        
    
Loss and loss expense ratio1
 64.7
 65.9
 (1.2)   64.7
 68.6
 (3.9)   70.9
 64.2
 6.7
  
Underwriting expense ratio1
 31.0
 30.8
 0.2
 31.6
 31.2
 0.4
  29.9
 32.3
 (2.4) 
Dividends to policyholders ratio 0.3
 0.2
 0.1
   0.3
 0.3
 
   0.3
 0.3
 
  
Combined ratio1
 96.0
%96.9
 (0.9) pts  96.6
 100.1
 (3.5) pts  101.1
%96.8
 4.3
 pts 
1
Nine MonthsStatutory ratios for First Quarter 2013 includes 0.2 included 0.3 points in the loss and loss expense ratio, 0.31.1 points in the underwriting expense ratio, and 0.51.4 points in the combined ratio related to the Retirement Income Plan amendments recorded in the first quarter of 2013 that curtail the accrual of additional benefits for all eligible employees participating in the plans after March 31, 2016.

The improvements in NPW in Third Quarter and Nine Months 2013 compared to Third Quarter and Nine Months 2012 are primarily the result of the following:
  Quarter ended September 30, 2013  Quarter ended September 30, 2012 
($ in millions) Renewal Pure Price Increase Retention  Renewal Pure Price Increase Retention 
Standard Commercial Lines 7.9%83% 6.6 83 
Standard Personal Lines 7.5 86  6.9 87 

  Nine Months ended September 30, 2013  Nine Months ended September 30, 2012 
($ in millions) Renewal Pure Price Increase Retention  Renewal Pure Price Increase Retention 
Standard Commercial Lines 7.6%82% 6.0 82 
Standard Personal Lines 8.0 86  6.1 86 

In addition, new business was up $15.8 million, or 23%, in Third Quarter 2013 and $25.3 million, or 11%, in Nine Months 2013 mainly driven by our standard Commercial Lines operations.


36

Table of Contents

NPE increases in Third Quarter and Nine Months 2013 were consistent with the fluctuations in NPW for the twelve-month period ended September 30, 2013 as compared to the twelve-month period ended September 30, 2012.

The GAAP loss and loss expense ratio improved 1.2 points in Third Quarter 2013 and 3.8 points in Nine Months 2013 compared to the same periods a year ago. The improvement in the ratio reflects the earning of Standard Insurance Operations renewal pure price increases that averaged 6.3% in 2012 and 7.7% in Nine Months 2013, both of which exceed our projected loss trend of 3%. In addition, the following variances are included in the GAAP loss and loss expense ratio:

 Quarter ended September 30, 2013  Quarter ended September 30, 2012  
($ in millions)Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
  Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio
Catastrophe losses$10.9
2.7pts 8.6
2.3pts0.4
Non-catastrophe property losses54.8
13.5  53.3
14.0 (0.5)
Favorable prior year casualty reserve development3.5
0.8  7.0
1.8 1.0

 Nine Months ended September 30, 2013  Nine Months ended September 30, 2012  
($ in millions)Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
  Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio
Catastrophe losses$29.3
2.5pts 45.5
4.0pts(1.5)
Non-catastrophe property losses165.7
13.9  161.8
14.4 (0.5)
Favorable prior year casualty reserve development9.5
0.8  15.0
1.3 0.5

The breakdown of favorable prior year casualty reserve development by line of business for the periods indicated is as follows:
Favorable/(Unfavorable) Prior Year Casualty Reserve Development Quarter ended September 30, Nine Months ended September 30, 
($ in millions) 2013 2012 2013 2012 
General liability $3.0
 
 12.0
 
 
Commercial automobile 
 2.0
 
 4.5
 
Workers compensation (3.5) 
 (14.0) 
 
Businessowners' policies 2.0
 2.5
 8.0
 6.0
 
Homeowners 1.0
 2.0
 2.5
 5.0
 
Personal automobile 1.0
 0.5
 1.0
 (0.5) 
Total favorable prior year casualty reserve development $3.5
 7.0
 9.5
 15.0
 
          
Favorable impact on loss ratio 0.8
pts1.8
pts.0.8
pts.1.3
pts.


37

Table of Contents

Review of Underwriting Results by Line of Business
Standard Commercial Lines              
  Quarter ended September 30,    Nine Months ended September 30,   
($ in thousands) 2013 2012 
Change
% or
Points
  2013 2012 
Change
% or
Points
 
GAAP Insurance Operations Results:  
  
  
        
NPW $376,373
 341,318
 10
% 1,080,213
 990,568
 9
%
NPE 330,962
 309,693
 7
  971,464
 916,479
 6
 
Less:     
  
         
Loss and loss expense incurred 209,771
 206,974
 1
  614,226
 622,102
 (1) 
Net underwriting expenses incurred 111,089
 102,685
 8
  329,224
 306,214
 8
 
Dividends to policyholders 1,326
 685
 94
  3,393
 2,829
 20
 
Underwriting gain (loss) $8,776
 (651) 1,448
% 24,621
 (14,666) 268
%
GAAP Ratios:  
  
  
        
Loss and loss expense ratio 63.4
%66.8
 (3.4)pts 63.2
 67.9
 (4.7)pts
Underwriting expense ratio 33.5
 33.2
 0.3
  34.0
 33.4
 0.6
 
Dividends to policyholders ratio 0.4
 0.2
 0.2
  0.3
 0.3
 
 
Combined ratio 97.3
 100.2
 (2.9)  97.5
 101.6
 (4.1) 
Statutory Ratios:  
  
  
        
Loss and loss expense ratio1
 63.3
 66.7
 (3.4)  63.2
 67.9
 (4.7) 
Underwriting expense ratio1
 31.9
 31.9
 
  32.7
 32.3
 0.4
 
Dividends to policyholders ratio1
 0.4
 0.2
 0.2
  0.3
 0.3
 
 
Combined ratio 95.6
%98.8
 (3.2)pts 96.2
 100.5
 (4.3)pts
1
Nine Months 2013 includes 0.1 points in the loss and loss expense ratio, 0.4 points in the underwriting expense ratio, and 0.5 points in the combined ratio related to the Retirement Income Plan amendments recorded in the first quarter of 2013 that curtailcurtailed the accrual of additional benefits for all eligible employees participating in the plans after March 31, 2016.

The increaseimprovements in NPW in ThirdFirst Quarter and Nine Months 2013 2014 compared to ThirdFirst Quarter and Nine Months 2012 is primarily the result of 2013 include the following:
  Quarter ended September 30, Nine Months ended September 30,
($ in millions) 2013 2012 2013 2012
Retention 83
%83
 82
 82
Renewal pure price increases 7.9
 6.6
 7.6
 6.0
New business $74.9
 56.1
 217.3
 184.6
  Quarter ended March 31, 2014  Quarter ended March 31, 2013 
($ in millions) Renewal Pure Price Increase Retention  Renewal Pure Price Increase Retention 
Standard Commercial Lines 6.4%84% 7.5%83%
Standard Personal Lines 6.8 82  8.5 87 

The decrease in the Standard Personal Lines retention was driven by targeted actions that we have taken to reduce our exposure to certain coverages that have historically been less profitable for us. Excluding the impact of these targeted actions, retention remains strong and comparable to last year.

NPE increases in ThirdFirst Quarter and Nine Months 2013 2014 were consistent with the fluctuations in NPW for the twelve-month period ended September 30, 2013March 31, 2014 as compared to the twelve-month period ended September 30, 2012.March 31, 2013.


29

Table of Contents

The GAAP loss and loss expense ratio improved by 3.4increased 6.8 points in ThirdFirst Quarter 2013 and 4.7 points in Nine Months 20132014 compared to the same periods a year ago.First Quarter 2013. The improvementincrease in thethis ratio reflects the earningwas primarily driven by extreme winter weather, including: (i) an increased level of standard Commercial Linescatastrophe losses; and (ii) higher non-catastrophe property losses. These losses were partially offset by: (i) Standard Insurance Operations renewal pure price increases that averaged 6.2%amounted to 6.5% in 2012First Quarter 2014 and 7.6% in Nine Monthsfull year 2013, boththe earning of which exceedexceeds our 3% projected loss trend of approximately 3%. The following variances also impactedtrend; and (ii) favorable prior year casualty reserve development. Quantitative information regarding the GAAP lossproperty losses and loss expense ratiothe reserve development is as follows:
Third Quarter 2013 Third Quarter 2012   First Quarter 2014 First Quarter 2013  
($ in millions)Losses Incurred
Impact on
Loss Ratio
 
Losses
Incurred
Impact on
 Loss Ratio
 Change in Ratio Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio
Catastrophe losses$2.2
0.7pts 6.8
2.2pts(1.5)pts$34.2
8.1
pts 1.3
0.3
pts7.8
Non-catastrophe property losses34.9
10.5 34.1
11.0 (0.5) 86.2
20.3
 60.7
15.5
 4.8
Favorable prior year casualty reserve development1.5
0.4 4.5
1.6 1.2
 (14.0)(3.3) (2.5)(0.6) (2.7)

The breakdown of favorable prior year casualty reserve development in our Standard Insurance Operations by line of business is as follows:
Favorable/(Unfavorable) Prior Year Casualty Reserve Development Quarter ended March 31, 
($ in millions) 2014 2013 
General liability $11.0
 4.0
 
Commercial automobile 
 
 
Workers compensation 
 (7.5) 
Businessowners' policies 1.0
 3.0
 
Homeowners 
 1.5
 
Personal automobile 2.0
 1.0
 
Other $
 0.5
 
Total favorable prior year casualty reserve development $14.0
 2.5
 
      
Favorable impact on loss ratio 3.3
pts0.6
pts

Favorable prior year casualty reserve development of $14 million in First Quarter 2014 was driven by improving claim trends for the 2009 through 2012 accident years on our general liability line of business. Excluding the impact of the workers compensation line of business prior year development in First Quarter 2013, the remainder of the casualty lines experienced a level of development comparable in First Quarter 2014 to First Quarter 2013.

The improvement in the GAAP underwriting expense ratio of 2.3 points in First Quarter 2014 compared to First Quarter 2013 was primarily driven by income generated from the renewal rights sale of our SIG book of business for $8 million, or 1.9 points. For additional information regarding the sale, see Note 8. “Segment Information” in Item 1. “Financial Statements” of this Form 10-Q.


3830

Table of Contents

Review of Underwriting Results by Line of Business
 Nine Months 2013 Nine Months 2012   
($ in millions)Losses Incurred
Impact on
Loss Ratio
  
Losses
Incurred
Impact on
 Loss Ratio
 Change in Ratio 
Catastrophe losses$12.1
1.2pts 29.1
3.2pts(2.0)pts
Non-catastrophe property losses99.7
10.3  102.5
11.2 (0.9) 
Favorable prior year casualty reserve development6.0
0.6  10.5
1.2 0.6
 
Standard Commercial Lines       
  Quarter ended March 31,   
($ in thousands) 2014 2013 
Change
% or
Points
 
GAAP Insurance Operations Results:  
  
  
 
NPW $379,350
 353,189
 7
%
NPE 349,441
 317,845
 10
 
Less:     
  
 
Loss and loss expense incurred 242,639
 203,139
 19
 
Net underwriting expenses incurred 109,194
 107,518
 2
 
Dividends to policyholders 1,238
 1,086
 14
 
Underwriting (loss) gain $(3,630) 6,102
 159
%
GAAP Ratios:  
  
  
 
Loss and loss expense ratio 69.4
%63.9
 5.5
pts
Underwriting expense ratio 31.2
 33.9
 (2.7) 
Dividends to policyholders ratio 0.4
 0.3
 0.1
 
Combined ratio 101.0
 98.1
 2.9
 
Statutory Ratios:  
  
  
 
Loss and loss expense ratio1
 69.4
 63.9
 5.5
 
Underwriting expense ratio1
 30.5
 33.4
 (2.9) 
Dividends to policyholders ratio 0.4
 0.3
 0.1
 
Combined ratio1
 100.3
%97.6
 2.7
pts
1 Statutory ratios for First Quarter 2013 included 0.4 points in the loss and loss expense ratio, 1.0 points in the underwriting ratio, and 1.4 points in the combined ratio related to the Retirement Income Plan amendments that curtailed the accrual of additional benefits for all employees eligible to participate in the plans after March 31, 2016.

The increase in NPW in First Quarter 2014 compared to First Quarter 2013 is primarily the result of the following:
  Quarter ended March 31,
($ in millions) 2014 2013
Retention 84%83
Renewal pure price increases 6.4 7.5

NPE increases in First Quarter 2014 were consistent with the fluctuations in NPW for the twelve-month period ended March 31, 2014 compared to the twelve-month period ended March 31, 2013.

The GAAP loss and loss expense ratio increased 5.5 points in First Quarter 2014 compared to First Quarter 2013 driven by extreme winter weather, including: (i) an increased level of catastrophe losses; and (ii) higher non-catastrophe property losses. These losses were partially offset by the following: (i) renewal pure price increases that averaged 6.4% in First Quarter 2014 and 7.6% in full-year 2013, the earning of which exceeds our projected loss trend of approximately 3%; and (ii) favorable prior year casualty reserve development. Quantitative information regarding the property losses and the reserve development is as follows:
 First Quarter 2014 First Quarter 2013   
($ in millions)Losses Incurred
Impact on
Loss Ratio
  
Losses
Incurred
Impact on
 Loss Ratio
 Change in Ratio 
Catastrophe losses$25.9
7.4
pts 0.7
0.2
pts7.2
pts
Non-catastrophe property losses58.8
16.8
  37.0
11.6
 5.2
 
Favorable prior year casualty reserve development(12.0)(3.5)  (0.5)(0.1) (3.4) 

The improvement in the GAAP underwriting expense ratio of 2.7 points in First Quarter 2014 compared to First Quarter 2013 was primarily driven by the income generated from the renewal rights sale of our SIG book of business for $8 million, or 2.3 points. For additional information regarding the sale, see Note 8. “Segment Information” in Item 1. “Financial Statements” of this Form 10-Q.

31

Table of Contents


The following is a discussion of our most significant standard Commercial Lines of business:
business and their respective statutory results:
General LiabilityGeneral Liability       General Liability
 Quarter ended September 30,   Nine Months ended September 30,    Quarter ended March 31,   
($ in thousands) 2013 2012 
Change
% or
Points
 2013 2012 
Change
% or
Points
  2014 2013 
Change
% or
Points
 
Statutory NPW $115,866
 106,020
 9
% 335,503
 305,870
 10
% $119,504
 109,405
 9
%
Direct new business 20,169
 16,737
 21
 60,809
 53,050
 15
  19,835
 19,781
 
 
Retention 82
%83
 (1)pts 81
 81
 
pts 84
%83
 1
pts
Renewal pure price increases 9.3
%7.2
 2.1
 8.8
 6.8
 2.0
  7.6
%8.5
 (0.9) 
Statutory NPE 100,925
 93,763
 8
% 298,394
 276,538
 8
% 108,818
 97,703
 11
%
Statutory combined ratio 96.2
%100.4
 (4.2)pts 95.7
 101.0
 (5.3)pts 80.7
%95.9
 (15.2)pts
% of total statutory standard Commercial Lines NPW 31
%31
  
 31
 31
  
  32
%31
  
 
The growth in NPW and NPE for our general liability business in both ThirdFirst Quarter and Nine Months 2013 reflect: (i) 2014 reflects renewal pure price increases; (ii)increases and strong retention; and (iii) higher new business.retention.

The statutory combined ratio improvement for both ThirdFirst Quarter and Nine Months 2013 2014 was due to: (i) the impact of favorable prior year casualty reserve development of $3.0 million, or 3.0 points, and $12.0 million, or 4.0 points, in Third Quarter and Nine Months 2013, respectively, compared to no prior year casualty reserve development in Third Quarter and Nine Months 2012; and (ii) the impact of earneddriven by renewal pure price increases of 7.6% that have exceededcontinue to outpace loss cost trends. Partially offsetting these items wastrends on this line as well as the impact of the Retirement Income Plan curtailment charge of $1.4 million, which increased the overall combined ratio by 0.4 points for Nine Months 2013.

following:
Commercial Automobile       
  Quarter ended September 30,    Nine Months ended September 30,   
($ in thousands) 2013 2012 
Change
% or
Points
  2013 2012 
Change
% or
Points
 
Statutory NPW $91,715
 80,725
 14
% 257,841
 231,475
 11%
  Direct new business 16,420
 12,040
 36
  47,490
 39,466
 20 
  Retention 83
%84
 (1.0)pts 82
 82
 pts
  Renewal pure price increases 8.0
%5.6
 2.4
  7.4
 4.9
 2.5 
Statutory NPE 79,138
 72,758
 9
% 230,191
 214,782
 7%
Statutory combined ratio 97.1
%95.7
 1.4
pts 96.8
 96.1
 0.7pts
% of total statutory standard Commercial Lines NPW 24
%24
  
  24
 23
   
 First Quarter 2014First Quarter 2013   
($ in millions)(Benefit) ExpenseImpact on
Combined Ratio
  (Benefit) ExpenseImpact on
Combined Ratio
 
Change
Points
 
Favorable prior year casualty reserve development$(11.0)(10.1)pts(4.0)(4.1)pts(6.0)pts
Sale of SIG renewal rights(2.1)(1.8) 

 (1.8) 
Retirement Income Plan curtailment charge

 1.4
1.3
 (1.3) 

Commercial Automobile
  Quarter ended March 31,   
($ in thousands) 2014 2013 
Change
% or
Points
 
Statutory NPW $89,122
 81,872
 9
%
  Direct new business 14,806
 14,904
 (1) 
  Retention 83
%83
 
pts
  Renewal pure price increases 6.2
%7.0
 (0.8) 
Statutory NPE 82,216
 74,347
 11
%
Statutory combined ratio 94.9
%98.0
 (3.1)pts
% of total statutory standard Commercial Lines NPW 23
%23
  
 
The growth in NPW and NPE for our commercial automobile business in both ThirdFirst Quarter and Nine Months 2013 reflect: (i) 2014 reflects renewal pure price increases;increases and strong retention.

The statutory combined ratio improvement for First Quarter 2014 is primarily driven by the following: (i) earned price increases that are outpacing loss costs on this line of business; (ii) strong retention;income of 1.7 points related to the the renewal rights sale of our SIG book of business; and (iii) higher new business.the Retirement Income Plan curtailment charge that increased the overall combined ratio by 1.3 points for First Quarter 2013.

3932

Table of Contents

The
Workers Compensation
  Quarter ended March 31,   
($ in thousands) 2014 2013 
Change
% or
Points
 
Statutory NPW $75,971
 75,405
 1
%
  Direct new business 13,658
 13,879
 (2) 
  Retention 82
%82
 
pts
  Renewal pure price increases 4.9
%8.1
 (3.2) 
Statutory NPE 69,413
 66,084
 5
%
Statutory combined ratio 105.9
%118.9
 (13.0)pts
% of total statutory standard Commercial Lines NPW 20
%21
  
 

First Quarter 2014 NPW remained consistent with First Quarter 2013. NPE increases in First Quarter 2014 were consistent with the fluctuations in NPW for the statutory combined ratios for Third Quarter and Nine Months 2013 were impacted bytwelve-month period ended March 31, 2014 compared to the following:
 Quarter ended September 30, 2013 Quarter ended September 30, 2012 
($ in millions)Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
  Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio
Catastrophe losses$0.1
0.1
pts 0.7
0.9pts(0.8)
Favorable prior year casualty reserve development

  2.0
2.7 2.7
twelve-month period ended March 31, 2013.

 Nine Months ended September 30, 2013  Nine Months ended September 30, 2012  
($ in millions)Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
  Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio
Catastrophe losses$(0.9)(0.4)pts 2.2
1.0pts(1.4)
Favorable prior year casualty reserve development

  4.5
2.1 2.1

In addition, Nine Months 2013 included $1.0 million, or 0.4 points, related to the Retirement Income Plan curtailment charge.

Workers Compensation       
  Quarter ended September 30,    Nine Months ended September 30,   
($ in thousands) 2013 2012 
Change
% or
Points
  2013 2012 Change
% or
Points
 
Statutory NPW $70,461
 66,320
 6
% 214,455
 206,272
 4
%
  Direct new business 14,459
 8,535
 69
  43,151
 33,905
 27
 
  Retention 82
%83
 (1)pts 82
 81
 1
pts
  Renewal pure price increases 7.9
%8.5
 (0.6)  7.8
 8.0
 (0.2) 
Statutory NPE 66,510
 65,592
 1
% 197,449
 198,064
 
%
Statutory combined ratio 118.2
%115.9
 2.3
pts 118.4
 113.1
 5.3
pts
% of total statutory standard Commercial Lines NPW 19
%19
  
  20
 21
   

NPW increased by 6% in Third Quarter and 4% in Nine Months 2013, respectively, compared to Third Quarter and Nine Months 2012, driven by higher renewal pure price increases.

The workers compensation book of business represents 20% of our total statutory standard Commercial Lines net premium written for Nine Months 2013, which is a decrease from 24% at the end of 2008. While we continue to view workers compensation in the context of an overall account, we remain very focused on improving this competitive line of business through underwriting, where we achieved renewal pure price increases of 7.9%4.9% for ThirdFirst Quarter 2013 and 7.8% for Nine Months 2013.2014. We are applying all the underwriting tools we have to move pricing higher and write the best risks. We also have a number of claims initiatives aimed at proactively managing return-to-work programs and higher severity claims.

The improvement in the statutory combined ratio was primarily attributable to the following:
 First Quarter 2014First Quarter 2013   
($ in millions)(Benefit) ExpenseImpact on
Combined Ratio
  (Benefit) ExpenseImpact on
Combined Ratio
 
Change
Points
 
Unfavorable prior year casualty reserve development$

pts$7.4
11.1
pts(11.1)pts
Sale of SIG renewal rights(1.5)(2.0) 

 (2.0) 
Retirement Income Plan curtailment charge

 1.2
1.7
 (1.7) 

The First Quarter 2013 unfavorable prior year casualty reserve development was primarily driven by development on the 2012 accident year and a single large claim prior to 2003.
Commercial Property       
  Quarter ended March 31,   
($ in thousands) 2014 2013 
Change
% or
Points
 
Statutory NPW $64,096
 57,760
 11
%
  Direct new business 14,495
 14,385
 1
 
  Retention 83
%82
 1
pts
  Renewal pure price increases 5.5
%5.6
 (0.1) 
Statutory NPE 60,186
 53,415
 13
%
Statutory combined ratio 131.4
%86.6
 44.8
pts
% of total statutory standard Commercial Lines NPW 17
%16
  
 

NPW and NPE increased in First Quarter 2014 compared to First Quarter 2013 primarily due to renewal pure price increases and strong retention.


4033

Table of Contents

The increase in the statutory combined ratios for both periods was primarily attributable to the impact of prior year casualty reserve development as follows:
Thirdratio in First Quarter 2013 was unfavorable by $3.5 million, or 5.3 points, driven primarily by development in several accident years from 2008 and prior; and $14.0 million, or 7.2 points, unfavorable development in Nine Months 2013 driven primarily by development in several accident years from 2008 and prior and on the 2012 accident year.
Third Quarter and Nine Months 2012 reflect no prior year casualty reserve development.

In addition, the Retirement Income Plan curtailment increased the workers compensation statutory combined ratio by 0.6 points in Nine Months 2013.

Commercial Property              
  Quarter ended September 30,    Nine Months ended September 30,   
($ in thousands) 2013 2012 
Change
% or
Points
  2013 2012 
Change
% or
Points
 
Statutory NPW $69,578
 62,259
 12
% 186,531
 168,481
 11
%
  Direct new business 16,966
 12,577
 35
  45,747
 38,624
 18
 
  Retention 82
%83
 (1)pts 81
 81
 
pts
  Renewal pure price increases 5.8
%4.9
 0.9
  5.6
 4.2
 1.4
 
Statutory NPE 57,004
 52,197
 9
% 165,356
 151,945
 9
%
Statutory combined ratio 67.0
%81.3
 (14.3)pts 77.8
 93.7
 (15.9)pts
% of total statutory standard Commercial Lines NPW 18
%18
  
  17
 17
   

NPW and NPE increased in both Third Quarter and Nine Months 20132014 compared to the same prior year periods primarily due to: (i) improvement in new business; (ii) renewal pure price increases; and (iii) strong retention.

The improvement in the statutory combined ratio in Third Quarter and Nine Months 2013 compared to the same prior year periodsperiod was due to:
Third Quarter 2013 Third Quarter 2012   First Quarter 2014 First Quarter 2013   
($ in millions)Losses Incurred
Impact on
Loss Ratio
 
Losses
Incurred
Impact on
 Loss Ratio
 Change in Ratio (Benefit) ExpenseImpact on
Combined Ratio
 (Benefit) ExpenseImpact on
Combined Ratio
 
Change
% or
Points
 
Catastrophe losses$0.9
1.6pts 2.2
4.2pts(2.6)pts$18.9
31.5
pts 1.8
3.4pts28.1
pts
Non-catastrophe property losses14.8
25.9 19.3
37.0 (11.1) 36.4
60.5
 20.6
38.6 21.9
 
Sale of SIG renewal rights(1.4)(2.2) 
 (2.2) 
Retirement Income Plan curtailment charge

 0.8
1.5 (1.5) 

 Nine Months 2013 Nine Months 2012   
($ in millions)Losses Incurred
Impact on
Loss Ratio
  
Losses
Incurred
Impact on
 Loss Ratio
 Change in Ratio 
Catastrophe losses$10.4
6.3pts 18.0
11.8pts(5.5)pts
Non-catastrophe property losses48.7
29.5  60.2
39.6 (10.1) 
Standard Personal Lines        
  Quarter ended March 31,    
($ in thousands) 2014 2013 
Change
% or
Points
  
GAAP Insurance Operations Results:  
  
  
  
NPW $67,338
 68,555
 (2) %
NPE 74,818
 73,036
 2
  
Less:    
    
Loss and loss expense incurred 58,027
 47,592
 22
  
Net underwriting expenses incurred 19,151
 19,471
 (2)  
Underwriting (loss) gain $(2,360) 5,973
 (140) %
GAAP Ratios:    
    
Loss and loss expense ratio 77.6
%65.2
 12.4
 pts
Underwriting expense ratio 25.6
 26.6
 (1.0)  
Combined ratio 103.2
 91.8
 11.4
  
Statutory Ratios:    
    
Loss and loss expense ratio1
 77.6
 65.3
 12.3
  
Underwriting expense ratio1
 26.9
 27.1
 (0.2)  
Combined ratio1
 104.5
%92.4
 12.1
 pts

Additionally,1 Statutory ratios for First Quarter 2013 included 0.1 points in the statutoryloss and loss expense ratio, 1.2 points in the underwriting ratio, and 1.3 points in the combined ratio was increased by 0.5 points during Nine Months 2013 duerelated to the Retirement Income Plan curtailment charge.



41


Standard Personal Lines               
  Quarter ended September 30,     Nine Months ended September 30,   
($ in thousands) 2013 2012 
Change
% or
Points
   2013 2012 
Change
% or
Points
 
GAAP Insurance Operations Results:  
  
  
         
NPW $80,800
 79,436
 2
 % 228,215
 221,787
 3
%
NPE 74,714
 71,805
 4
   221,298
 210,370
 5
 
Less:    
        
   
Loss and loss expense incurred 52,926
 44,720
 18
   157,722
 150,328
 5
 
Net underwriting expenses incurred 20,426
 19,865
 3
   59,216
 57,139
 4
 
Underwriting gain $1,362
 7,220
 (81) % 4,360
 2,903
 50
%
GAAP Ratios:    
        
   
Loss and loss expense ratio 70.8
%62.3
 8.5
 pts 71.3
 71.5
 (0.2)pts
Underwriting expense ratio 27.4
 27.6
 (0.2)   26.7
 27.1
 (0.4) 
Combined ratio 98.2
 89.9
 8.3
   98.0
 98.6
 (0.6) 
Statutory Ratios:    
        
   
Loss and loss expense ratio1
 70.9
 62.3
 8.6
   71.4
 71.5
 (0.1) 
Underwriting expense ratio1
 26.7
 26.5
 0.2
   26.2
 26.9
 (0.7) 
Combined ratio1
 97.6
%88.8
 8.8
 pts 97.6% 98.4
 (0.8)pts
1
Nine Months 2013 includes 0.1 points in the loss and loss expense ratio, 0.3 points in the underwriting expense ratio, and 0.4 points in the combined ratio related to the Retirement Income Plan amendments recorded in the first quarter of 2013 that curtail the accrual of additional benefits for all eligible employees participatingadditional benefits for all employees eligible to participate in the plans after March 31, 2016.

The improvementsdecrease in NPW areis primarily the resultdriven by a decrease in new business of $1.9 million. Partially offsetting this decrease are the following:
 Quarter ended September 30, Nine Months ended September 30,  Quarter ended March 31,
($ in millions) 2013 2012 2013 2012  2014 2013
Retention 86%87 86 86  82%87
Renewal pure price increase 7.5 6.9 8.0 6.1  6.8 8.5

The decrease in retention was driven by targeted actions that we have taken to reduce our exposure to certain coverages that have historically been less profitable for us. Excluding the impact of these targeted actions, retention remains strong and comparable to last year.

NPE increases in ThirdFirst Quarter 2012 and Nine Months 2013,2014 compared to the same periods last year,First Quarter 2013, are consistent with the fluctuations in NPW for the twelve-month period ended September 30, 2013March 31, 2014 as compared to the twelve-month period ended September 30, 2012.March 31, 2013.


34


The variance in the loss and loss expense ratios was driven by premiums outpacingextreme winter weather, including: (i) an increased level of catastrophe losses; and (ii) higher non-catastrophe property losses. Partially offsetting these losses were renewal pure price increases of 6.8% for First Quarter 2014 and 7.8% for full-year 2013, the earning of which exceeds our projected loss costs in Third Quarter and Nine Months 2013 compared to Third Quarter and Nine Months 2012,cost trend for the casualty component of our Personal Lines. Quantitative information regarding the property losses are as well as the following:follows:
 Third Quarter 2013  Third Quarter 2012   
($ in millions)Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
  
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio 
Catastrophe losses1
$8.7
11.7
pts 1.8
2.6
pts9.1
pts
Non-catastrophe property losses19.9
26.6
  19.2
26.8
 (0.2) 
Flood claims handling fees(1.1)(1.4)  (1.1)(1.5) (0.1) 
Favorable prior year casualty reserve development2.0
2.7
  2.5
3.5
 0.8
 
1
Third Quarter 2013 catastrophe losses include $7.5 million, or 10.0 points, related to severe thunderstorms in the Midwest that occurred in August 2013.


42


Nine Months 2013 Nine Months 2012   First Quarter 2014 First Quarter 2013 
($ in millions)Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 Change in Ratio 
Catastrophe losses$17.1
7.7
pts 16.4
7.8
pts(0.1)pts$8.3
11.1pts 0.5
0.7pts10.4pts
Non-catastrophe property losses66.0
29.8
 59.4
28.2
 1.6
 27.4
36.6 23.8
32.5 4.1 
Flood claims handling fees(3.9)(1.7) (2.0)(1.0) (0.7) 
Favorable prior year casualty reserve development3.5
1.7
 4.5
2.2
 0.5
 

The improvementsimprovement in the GAAP underwriting expense ratios wereratio was driven by higher direct premiums written in our flood business that, coupled with an increase in the flood expense allowance for issuing and servicing these policies, increased our expense allowance earnedwhich results in a larger commission being received from our participation in the NFIP. On a statutory basis, the favorable flood impact was more than offset by higher supplemental commissions to agents in the quarter, and was partially offset by the first quarter of 2013 Retirement Income Plan curtailment expense in the year-to-date period.NFIP year over year.


E&S Insurance Operations
Our E&S Insurance Operations segment, which represents 7% of our combined insurance operations NPW, sells Commercial Lines insurance products and services in all 50 states and the District of Columbia through approximately 10085 wholesale general agents. Insurance policies in this segment typically cover business risks with unique characteristics, such as the nature of the business or its claim history, that are difficult to profitably insurehave not obtained coverage in the standard commercial lines market.marketplace. E&S insurers have more flexibility in coverage terms and rates compared to standard market insurers, generally resulting in policies with higher rates, and terms and conditions that are customized for specific risks.

 Quarter ended September 30,   Nine Months ended September 30,    Quarter ended March 31,   
($ in thousands) 2013 2012 
Change
% or
Points
 2013 2012 
Change
% or
Points
  2014 2013 
Change
% or
Points
 
GAAP Insurance Operations Results:  
  
  
         
  
  
 
NPW $35,575
 29,764
 20
% 96,621
 83,898
 15
% $30,062
 28,380
 6
%
NPE 31,892
 24,727
 29
  91,998
 50,417
 82
  32,236
 30,059
 7
 
Less:  
  
  
   
  
  
   
  
  
 
Loss and loss expense incurred 20,620
 20,557
 
  60,812
 40,630
 50
  19,880
 19,118
 4
 
Net underwriting expenses incurred 11,259
 9,878
 14
  33,372
 25,488
 31
  11,381
 10,855
 5
 
Underwriting gain (loss) $13
 (5,708) 100
% (2,186) (15,701) 86
%
Underwriting gain $975
 86
 1,034
%
GAAP Ratios:  
  
  
   
  
  
   
  
  
 
Loss and loss expense ratio 64.7
%83.1
 (18.4)pts 66.1
 80.6
 (14.5)pts 61.7
%63.6
 (1.9)pts
Underwriting expense ratio 35.3
 40.0
 (4.7) 36.3
 50.5
 (14.2)  35.3
 36.1
 (0.8) 
Combined ratio 100.0
 123.1
 (23.1)  102.4
 131.1
 (28.7)  97.0
 99.7
 (2.7) 
Statutory Ratios:  
  
  
   
  
  
   
  
  
 
Loss and loss expense ratio 64.7
 83.0
 (18.3)  66.2
 79.3
 (13.1)  61.7
 63.6
 (1.9) 
Underwriting expense ratio 35.8
 38.6
 (2.8) 35.7
 41.0
 (5.3)  36.2
 34.6
 1.6
 
Combined ratio 100.5
%121.6
 (21.1)pts 101.9
 120.3
 (18.4)pts 97.9
%98.2
 (0.3)pts

The improvement in the combined ratio in First Quarter 2014 was driven by significant underwriting actions that we have implemented to improve profitability, including achieving new business pricing of 6.4% and renewal pure price increases of 4.1% in First Quarter 2014, partially offset by non-catastrophe property losses that were 6.8 points higher than last year. In addition, on a GAAP basis, the underwriting expense ratio benefited by the impact of a lower than anticipated supplemental commissions payment to wholesale general agents of $1.1 million from First Quarter 2013. While the recognition of this benefit was immediate on a statutory basis, as evident in the lower statutory underwriting expense ratio in First Quarter 2013, the commission adjustment was deferred and amortized as part of policy acquisition costs on a GAAP basis.



4335


Our E&S business is a small operation whose combined ratios are significantly impacted by premium growth as well as volatility in loss and loss expenses and underwriting expenses. The improvement in the combined ratios in Third Quarter 2013 and Nine Months 2013 was driven by a reduction in acquisition and integration costs from 2012 as well as significant underwriting actions to improve profitabilty. Partially offsetting the above was unfavorable prior year casualty reserve development of approximately $2.5 million in Nine Months 2013. There was no prior year casualty reserve development in Third Quarter 2013 or at any time in Nine Months 2012.

Although year-over-year and quarter-to-quarter comparisons of this business are difficult considering the volatility caused by the items discussed above, results are tracking in line with our expectations to achieve between a 100% and 102% combined ratio for 2013.

Reinsurance

We have successfully completed negotiations of our July 1, 2013 Standard Insurance Operations excess of loss treaties with highlights as follows:
Property Excess of Loss
The property excess of loss treaty ("Property Treaty") was renewed with substantially the same terms as the expiring treaty providing for the following per risk coverage of $38.0 million in excess of a $2.0 million retention:
The per occurrence cap on the total program is $84.0 million.
The first layer continues to have unlimited reinstatements. The annual aggregate limit for the second layer, which is $30.0 million in excess of $10.0 million, is consistent with the prior year treaty at $120.0 million.
Consistent with the prior year treaty, the Property Treaty excludes nuclear, biological, chemical, and radiological terrorism losses.

Casualty Excess of Loss
The casualty excess of loss treaty (“Casualty Treaty”) was renewed with substantially the same terms as the expiring treaty providing the following per occurrence coverage:
The first through sixth layers provide coverage for 100% of up to $88.0 million in excess of a $2.0 million retention.
Consistent with the prior year treaty, the Casualty Treaty excludes nuclear, biological, chemical, and radiological terrorism losses.
Annual aggregate terrorism limits remain the same as the prior year treaty at $201.0 million.

Investments
Our investment philosophy includes certain return and risk objectives for the fixed maturity,income, equity, and other investment portfolios. Although yield and income generation remain the key drivers to our investment strategy, our overall philosophy is to invest with a long-term horizon along with predominantly a “buy-and-hold” approach. The primary fixed maturityincome portfolio return objective is to maximize after-tax investment yield and income while balancing risk. A secondary objective is to meet or exceed a weighted-average benchmark of public fixed income indices. Within the equity portfolio, the high dividend yield strategy is designed to generate consistent dividend income while maintaining an expected tracking error to the Standard & Poor's Rating Services ("S&P")&P 500 Index. Additional equity strategies are focused on meeting or exceeding strategy specific benchmarks of public equity indices. The return objective of the other investment portfolio, which includes alternative investments, is to meet or exceed the S&P 500 Index.

Total Invested Assets            
($ in thousands) September 30, 2013 December 31, 2012 Change % March 31, 2014 December 31, 2013 Change %
Total invested assets $4,516,060
 4,330,019
 4 % $4,640,049
 4,583,312
 1%
Unrealized gain – before tax 83,894
 188,197
 (55) 104,515
 79,236
 32
Unrealized gain – after tax 54,531
 122,328
 (55) 67,935
 51,504
 32

44


 
The increase in our investment portfolio compared to year-end 20122013 was driven primarily by:due to: (i) strong operating cash flows provided by operating activities of $238$35.8 million; and (ii) net proceeds from our debt issuancean increase in February 2013. These increases were partially offset by a $104.3 millionpre-tax decrease in unrealized gains primarily from a decreaseof $25.3 million. These gains were driven by increases in the market value of our fixed maturityincome securities portfolio driven by the rise inas interest rates decreased during Nine Months 2013.First Quarter 2014. During Nine Months 2013,First Quarter 2014, interest rates on the 10-year U.S. Treasury Note rosefell by 8531 basis points. The cash generated fromWhile the decrease in interest rates benefited the unrealized gains on our insurance operations segments, as well as net amounts generated fromportfolio, our capital management strategies executed inafter-tax purchase yield was only 1.9% during First Quarter 2014, thereby putting pressure on existing investment income yields within the first quarter of 2013, were used to invest primarily in corporate bonds, structured securities, and municipal bonds within our fixed maturity securities portfolio.

We structure our portfolio conservatively with a focus on: (i) asset diversification; (ii) investment quality; (iii) liquidity, particularly to meet the cash obligations of our insurance operations segments; (iv) consideration of taxes; and (v) preservation of capital. We believe that we have a high quality and liquid investment portfolio. The breakdown of our investment portfolio is as follows:

 September 30, 2013 December 31, 2012  March 31, 2014 December 31, 2013 
U.S. government obligations 4%6  4%4 
Foreign government obligations 1 1  1 1 
State and municipal obligations 29 31  29 28 
Corporate securities 38 34  39 39 
Mortgage-backed securities (“MBS”) 15 14  15 15 
Asset-backed securities (“ABS”) 3 3  3 3 
Total fixed maturity securities 90 89 
Total fixed income securities 91 90 
Equity securities 4 3  4 4 
Short-term investments 4 5  3 4 
Other investments 2 3  2 2 
Total 100%100  100%100 

Fixed MaturityIncome Securities 
The average duration of the fixed maturityincome securities portfolio as of September 30, 2013March 31, 2014 was 3.5 years, including short-term investments, compared to the Insurance Subsidiaries’ liability duration of approximately 3.93.8 years. The current duration of the fixed maturityincome securities portfolio is within our historical range, and is monitored and managed to maximize yield while managing interest rate risk at an acceptable level. We are experiencing continued pressure on the yields within our fixed maturityincome securities portfolio, as higher yielding bonds that are either maturing or have been sold are being replaced with lower yielding bonds that are currently available in the marketplace. We manage liquidity with a laddered maturity structure and an appropriate level of short-term investments to avoid liquidation of available-for-sale ("AFS") fixed maturityincome securities in the ordinary course of business. We typically have a long investment time horizon, and every purchase or sale is made with the intent of maximizing risk adjusted investment returns in the current market environment while balancing capital preservation.


36


Our fixed maturityincome securities portfolio had a weighted average credit rating of “AA-” as of September 30, 2013.March 31, 2014. The following table presents the credit ratings of our fixed maturityincome securities portfolio:
Fixed Maturity Security Rating September 30, 2013 December 31, 2012 
Fixed Income Security Rating March 31, 2014 December 31, 2013 
Aaa/AAA 15%16  16%15 
Aa/AA 45 47  45 45 
A/A 27 25  25 26 
Baa/BBB 12 10  13 13 
Ba/BB or below 1 2  1 1 
Total 100%100  100%100 


4537


The following table summarizes the fair value, unrealized gain (loss) balances, and the weighted average credit qualities of our AFS fixed maturityincome securities at September 30, 2013March 31, 2014 and December 31, 20122013:
 September 30, 2013 December 31, 2012 March 31, 2014 December 31, 2013
($ in millions) 
Fair
Value
 
Unrealized
Gain (Loss)
 
Weighted
Average Credit
Quality
 
Fair
Value
 
Unrealized
Gain (Loss)
 Weighted Average Credit Quality 
Fair
Value
 
Unrealized
Gain (Loss)
 
Weighted
Average Credit
Quality
 
Fair
Value
 
Unrealized
Gain (Loss)
 Weighted Average Credit Quality
AFS Fixed Maturity Portfolio:  
  
    
  
  
AFS Fixed Income Portfolio:  
  
    
  
  
U.S. government obligations $180.8
 11.6
 AA+ 259.1
 17.2
 AA+ $171.1
 9.6
 AA+ 173.4
 10.1
 AA+
Foreign government obligations 29.7
 0.9
 AA- 30.2
 1.4
 AA- 32.4
 0.9
 AA- 30.6
 0.8
 AA-
State and municipal obligations 929.5
 11.1
 AA 818.0
 44.1
 AA 979.2
 15.9
 AA+ 951.6
 5.2
 AA
Corporate securities 1,663.1
 33.5
 A 1,450.3
 81.3
 A 1,815.7
 38.5
 A 1,734.9
 27.0
 A
ABS 131.9
 0.5
 AAA 140.9
 0.5
 AAA
MBS 679.5
 2.0
 AA+ 609.8
 19.0
 AA 685.6
 1.9
 AA+ 684.1
 (4.0) AA+
ABS 150.8
 0.6
 AAA 128.6
 2.3
 AAA
Total AFS fixed maturity portfolio $3,633.4
 59.7
 AA- 3,296.0
 165.3
 AA-
Total AFS fixed income portfolio $3,815.9
 67.3
 AA- 3,715.5
 39.6
 AA-
State and Municipal Obligations:  
  
    
  
    
  
    
  
  
General obligations $438.6
 5.8
 AA+ 352.3
 20.5
 AA+ $478.6
 7.2
 AA+ 472.0
 2.6
 AA+
Special revenue obligations 490.9
 5.3
 AA 465.7
 23.6
 AA 500.6
 8.7
 AA 479.6
 2.6
 AA
Total state and municipal obligations $929.5
 11.1
 AA 818.0
 44.1
 AA $979.2
 15.9
 AA+ 951.6
 5.2
 AA
Corporate Securities:  
  
    
  
    
  
    
  
  
Financial $522.7
 13.0
 A 438.0
 23.2
 A $568.5
 13.2
 A 534.1
 11.7
 A
Industrials 112.2
 4.1
 A- 104.2
 7.4
 A- 135.9
 4.4
 A- 135.1
 3.7
 A-
Utilities 143.5
 1.0
 A- 124.2
 6.6
 BBB+ 155.1
 1.7
 A- 146.5
 (0.3) A-
Consumer discretionary 189.4
 3.6
 A- 134.7
 8.3
 BBB+ 213.9
 5.1
 A- 190.6
 2.7
 A-
Consumer staples 164.2
 4.3
 A 163.6
 8.6
 A 176.4
 3.7
 A 171.9
 3.0
 A
Healthcare 170.8
 4.0
 A 178.2
 11.0
 A+ 174.7
 4.2
 A 168.5
 3.1
 A
Materials 94.9
 1.4
 BBB+ 71.9
 4.6
 A- 104.1
 2.3
 A- 101.2
 1.4
 A-
Energy 88.0
 1.2
 A- 77.4
 4.3
 A- 104.2
 1.7
 A- 93.7
 0.9
 A-
Information technology 105.6
 (0.2) A+ 100.1
 3.2
 A 125.5
 0.7
 A+ 121.2
 (0.6) A+
Telecommunications services 64.3
 0.6
 BBB+ 46.7
 2.8
 BBB+ 50.0
 1.1
 BBB+ 64.7
 1.0
 BBB+
Other 7.5
 0.5
 AA+ 11.3
 1.3
 AA+ 7.4
 0.4
 AA+ 7.4
 0.4
 AA+
Total corporate securities $1,663.1
 33.5
 A 1,450.3
 81.3
 A $1,815.7
 38.5
 A 1,734.9
 27.0
 A
ABS:  
  
    
  
  
ABS $131.5
 0.5
 AAA 140.4
 0.4
 AAA
Sub-prime ABS1
 0.4
 
 D 0.5
 0.1
 D
Total ABS 131.9
 0.5
 AAA 140.9
 0.5
 AAA
MBS:  
  
    
  
    
  
    
  
  
Government guaranteed agency commercial mortgage-backed securities ("CMBS") $35.5
 1.0
 AA+ 48.9
 2.3
 AA+ $24.5
 0.5
 AA+ 30.0
 0.9
 AA+
Other agency CMBS 9.1
 (0.3) AA+ 1.2
 
 AA+ 10.6
 (0.2) AA+ 9.1
 (0.3) AA+
Non-agency CMBS 107.4
 (1.2) AA 87.1
 1.1
 AA- 139.7
 2.1
 AA+ 132.2
 (1.5) AA+
Government guaranteed agency residential MBS ("RMBS") 61.4
 1.8
 AA+ 91.0
 3.3
 AA+ 48.3
 1.3
 AA+ 55.2
 1.4
 AA+
Other agency RMBS 418.9
 0.1
 AA+ 331.3
 11.3
 AA+ 417.6
 (2.3) AA+ 411.5
 (5.1) AA+
Non-agency RMBS 42.0
 0.5
 A- 44.3
 0.9
 A- 40.5
 0.4
 A- 41.4
 0.6
 A-
Alternative-A (“Alt-A”) RMBS 5.2
 0.1
 A+ 6.0
 0.1
 AA- 4.4
 0.1
 A 4.7
 
 A
Total MBS $679.5
 2.0
 AA+ 609.8
 19.0
 AA $685.6
 1.9
 AA+ 684.1
 (4.0) AA+
ABS:  
  
    
  
  
ABS $150.0
 0.5
 AAA 127.2
 2.0
 AAA
Alt-A ABS2
 
 
  0.8
 0.2
 D
Sub-prime ABS1, 2
 0.8
 0.1
 CCC 0.6
 0.1
 D
Total ABS 150.8
 0.6
 AAA 128.6
 2.3
 AAA
1WeSubprime ABS consists of one security whose issuer is currently expected by rating agencies to default on its obligations.We define sub-prime exposure as exposure to direct and indirect investments in non-agency residential mortgages with average FICO® scores below 650. 
2Alt-A ABS and subprime ABS each consist of one security whose issuer is currently expected by rating agencies to default on its obligations.


4638


The following tables provide information regarding our held-to-maturity (“HTM”) fixed maturityincome securities and their credit qualities at September 30, 2013March 31, 2014 and December 31, 20122013:
September 30, 2013           
March 31, 2014           
($ in millions)
 
Fair
Value
 
Carry
Value
 Unrecognized Holding Gain (Loss) Unrealized Gain (Loss) in Accumulated Other Comprehensive Income ("AOCI") Total Unrealized/ Unrecognized Gain (Loss) Weighted Average Credit Quality 
Fair
Value
 
Carry
Value
 Unrecognized Holding Gain (Loss) Unrealized Gain (Loss) in Accumulated Other Comprehensive Income ("AOCI") Total Unrealized/ Unrecognized Gain (Loss) Weighted Average Credit Quality
HTM Fixed Maturity Portfolio:  
  
  
  
  
  
HTM Fixed Income Portfolio:  
  
  
  
  
  
Foreign government obligations $5.6
 5.5
 0.1
 0.2
 0.3
 AA+ $5.6
 5.4
 0.2
 0.1
 0.3
 AA+
State and municipal obligations 395.6
 376.3
 19.3
 4.1
 23.4
 AA 364.3
 347.9
 16.4
 3.4
 19.8
 AA
Corporate securities 31.8
 28.8
 3.0
 (0.5) 2.5
 A 24.5
 21.6
 2.9
 (0.3) 2.6
 A+
ABS 3.3
 2.7
 0.6
 (0.6) 
 AA+
MBS 9.6
 6.3
 3.3
 (1.0) 2.3
 AA 5.8
 4.5
 1.3
 (0.8) 0.5
 AAA
ABS 5.9
 5.1
 0.8
 (0.8) 
 A+
Total HTM fixed maturity portfolio $448.5
 422.0
 26.5
 2.0
 28.5
 AA
Total HTM fixed income portfolio $403.5
 382.1
 21.4
 1.8
 23.2
 AA
State and Municipal Obligations:  
  
  
  
  
   
  
  
  
  
 
General obligations $124.2
 118.7
 5.5
 2.3
 7.8
 AA $117.5
 112.6
 4.9
 1.7
 6.6
 AA
Special revenue obligations 271.4
 257.6
 13.8
 1.8
 15.6
 AA 246.8
 235.3
 11.5
 1.7
 13.2
 AA
Total state and municipal obligations $395.6
 376.3
 19.3
 4.1
 23.4
 AA $364.3
 347.9
 16.4
 3.4
 19.8
 AA
Corporate Securities:  
  
  
  
  
   
  
  
  
  
 
Financial $7.4
 6.8
 0.6
 (0.2) 0.4
 BBB+ $2.3
 1.9
 0.4
 (0.1) 0.3
 A-
Industrials 7.9
 6.8
 1.1
 (0.2) 0.9
 A 7.1
 6.0
 1.1
 (0.2) 0.9
 A+
Utilities 14.6
 13.3
 1.3
 (0.1) 1.2
 A+ 13.6
 12.2
 1.4
 
 1.4
 A+
Consumer discretionary 1.9
 1.9
 
 
 
 AA 1.5
 1.5
 
 
 
 AA
Total corporate securities $31.8
 28.8
 3.0
 (0.5) 2.5
 A $24.5
 21.6
 2.9
 (0.3) 2.6
 A+
MBS:  
  
  
  
  
 
Non-agency CMBS $9.6
 6.3
 3.3
 (1.0) 2.3
 AA
Total MBS $9.6
 6.3
 3.3
 (1.0) 2.3
 AA
ABS:  
  
  
  
  
   
  
  
  
  
  
ABS $3.4
 3.3
 0.1
 (0.1) 
 BBB+ $0.8
 0.8
 
 
 
 AA
Alt-A ABS 2.5
 1.8
 0.7
 (0.7) 
 AAA 2.5
 1.9
 0.6
 (0.6) 
 AAA
Total ABS $5.9
 5.1
 0.8
 (0.8) 
 A+ $3.3
 2.7
 0.6
 (0.6) 
 AA+
MBS:  
  
  
  
  
 
Non-agency CMBS $5.8
 4.5
 1.3
 (0.8) 0.5
 AAA
Total MBS $5.8
 4.5
 1.3
 (0.8) 0.5
 AAA
 



4739


December 31, 2012           
December 31, 2013           

($ in millions)
 
Fair
Value
 
Carry
Value
 Unrecognized Holding Gain (Loss) Unrealized Gain (Loss) in AOCI Total Unrealized/ Unrecognized Gain (Loss) Weighted Average Credit Quality 
Fair
Value
 
Carry
Value
 Unrecognized Holding Gain (Loss) Unrealized Gain (Loss) in AOCI Total Unrealized/ Unrecognized Gain (Loss) Weighted Average Credit Quality
HTM Portfolio:  
  
  
  
  
    
  
  
  
  
  
Foreign government obligations $5.9
 5.5
 0.4
 0.2
 0.6
 AA+ $5.6
 5.4
 0.2
 0.1
 0.3
 AA+
State and municipal obligations 526.9
 498.0
 28.9
 6.8
 35.7
 AA 369.8
 352.2
 17.6
 4.0
 21.6
 AA
Corporate securities 42.1
 37.5
 4.6
 (0.8) 3.8
 A 30.3
 27.8
 2.5
 (0.3) 2.2
 A
ABS 3.4
 2.8
 0.6
 (0.6) 
 AA+
MBS 12.7
 7.2
 5.5
 (1.2) 4.3
 AA- 7.9
 4.7
 3.2
 (0.9) 2.3
 AA-
ABS 7.1
 5.9
 1.2
 (1.1) 0.1
 A
Total HTM portfolio $594.7
 554.1
 40.6
 3.9
 44.5
 AA $417.0
 392.9
 24.1
 2.3
 26.4
 AA
State and Municipal Obligations:  
  
  
  
  
    
  
  
  
  
  
General obligations $174.4
 166.0
 8.4
 3.8
 12.2
 AA $118.5
 113.1
 5.4
 2.0
 7.4
 AA
Special revenue obligations 352.5
 332.0
 20.5
 3.0
 23.5
 AA 251.3
 239.1
 12.2
 2.0
 14.2
 AA
Total state and municipal obligations $526.9
 498.0
 28.9
 6.8
 35.7
 AA $369.8
 352.2
 17.6
 4.0
 21.6
 AA
Corporate Securities:  
  
  
  
  
    
  
  
  
  
  
Financial $9.6
 8.3
 1.3
 (0.7) 0.6
 BBB+ $7.3
 6.8
 0.5
 (0.1) 0.4
 BBB+
Industrials 11.9
 10.4
 1.5
 (0.2) 1.3
 A+ 7.8
 6.8
 1.0
 (0.2) 0.8
 A+
Utilities 15.1
 13.4
 1.7
 
 1.7
 A+ 13.2
 12.2
 1.0
 
 1.0
 A+
Consumer discretionary 3.5
 3.4
 0.1
 0.1
 0.2
 AA 2.0
 2.0
 
 
 
 AA
Materials 2.0
 2.0
 
 
 
 BBB
Total corporate securities $42.1
 37.5
 4.6
 (0.8) 3.8
 A $30.3
 27.8
 2.5
 (0.3) 2.2
 A
MBS:  
  
  
  
  
  
Non-agency CMBS $12.7
 7.2
 5.5
 (1.2) 4.3
 AA-
Total MBS $12.7
 7.2
 5.5
 (1.2) 4.3
 AA-
ABS:  
  
  
  
  
    
  
  
  
  
  
ABS $4.7
 4.2
 0.5
 (0.3) 0.2
 BBB+ $0.9
 0.9
 
 
 
 A
Alt-A ABS 2.4
 1.7
 0.7
 (0.8) (0.1) AAA 2.5
 1.9
 0.6
 (0.6) 
 AAA
Total ABS $7.1
 5.9
 1.2
 (1.1) 0.1
 A $3.4
 2.8
 0.6
 (0.6) 
 AA+
MBS:  
  
  
  
  
  
Non-agency CMBS $7.9
 4.7
 3.2
 (0.9) 2.3
 AA-
Total MBS $7.9
 4.7
 3.2
 (0.9) 2.3
 AA-
 
A portion of our AFS and HTM municipal bonds contain insurance enhancements. The following table provides information regarding these insurance-enhanced securities as of September 30, 2013March 31, 2014:

Insurers of Municipal Bond Securities      
($ in thousands) Fair Value 
Ratings
 with
Insurance
 
Ratings
without
Insurance
 Fair Value 
Ratings
 with
Insurance
 
Ratings
without
Insurance
National Public Finance Guarantee Corporation, a subsidiary of MBIA, Inc. $157,628
 AA- AA- $196,191
 AA- AA-
Assured Guaranty 146,494
 AA AA- 142,463
 AA AA-
Ambac Financial Group, Inc. 70,884
 AA AA 58,800
 AA AA
Other 11,183
 AA A+ 10,631
 AA A+
Total $386,189
 AA- AA- $408,085
 AA AA-




4840


The following table details the top 10 state exposures of the municipal bond portion of our fixed maturityincome securities portfolio at September 30, 2013March 31, 2014:
State Exposures of Municipal Bonds State Exposures of Municipal Bonds        State Exposures of Municipal Bonds        
 General Obligation 
Special
Revenue
 
Fair
Value
 Weighted Average Credit Quality General Obligation 
Special
Revenue
 
Fair
Value
 % of Total Weighted Average Credit Quality
($ in thousands) Local State  Local State 
Texas $69,301
 1,079
 41,701
 112,081
 AA+
Texas1
 $56,190
 1,075
 46,854
 104,119
 8% AA+
Washington 34,877
 6,717
 51,569
 93,163
 AA 35,566
 6,811
 47,510
 89,887
 7% AA
New York 9,735
 
 68,579
 78,314
 AA+ 9,740
 
 79,184
 88,924
 7% AA+
Florida 
 15,139
 52,909
 68,048
 AA- 
 15,267
 49,597
 64,864
 5% AA
Arizona 7,923
 
 53,279
 61,202
 AA 7,850
 
 53,368
 61,218
 4% AA
Colorado 31,824
 
 16,741
 48,565
 AA- 31,624
 
 16,793
 48,417
 4% AA-
Maryland 25,374
 
 19,120
 44,494
 3% AA+
Missouri 16,349
 10,065
 18,846
 45,260
 AA+ 16,089
 10,046
 18,357
 44,492
 3% AA+
North Carolina 13,000
 8,200
 23,076
 44,276
 3% AA
California 3,299
 
 41,168
 44,467
 AA- 8,691
 
 33,177
 41,868
 3% AA
North Carolina 13,133
 5,924
 23,328
 42,385
 AA
Ohio 9,436
 9,440
 19,831
 38,707
 AA
Other 153,772
 123,668
 308,656
 586,096
 AA 151,638
 139,566
 295,449
 586,653
 44% AA
 349,649
 172,032
 696,607
 1,218,288
 AA 355,762
 180,965
 682,485
 1,219,212
 91% AA
Pre-refunded/escrowed to maturity bonds 51,207
 4,250
 51,397
 106,854
 AA+ 53,259
 13,927
 57,076
 124,262
 9% AA+
Total $400,856
 176,282
 748,004
 1,325,142
 AA $409,021
 194,892
 739,561
 1,343,474
 100% AA
         
% of Total Portfolio 30% 15% 55% 100% 
There has been concern regarding the stress on state and local governments emanating from declining revenues, large unfunded liabilities, and entrenched cost structures. We are comfortable with the quality, composition, and diversification of our $1 1.3 billion municipal bond portfolio.  Our municipal bond portfolio is very high quality with an average AA rating and is well laddered with 44% maturing within three years, and another 15% maturing between three and five years. The weightings of the municipal bond portfolio are: (i) 57% of high-quality revenue bonds that have dedicated revenue streams; (ii) 30% of local general obligation bonds; and (iii) 13% of state general obligation bonds. In addition, approximately 8% of the municipal bond portfolio has been pre-refunded, meaning assets have been placed in trust to fund the debt service and maturity of the bonds. Our largest state exposure is to Texas, at 8% excluding the impact of pre-refunded bonds.  Of the $6956 million in local Texas general obligation bonds, $2321 million represents investments in Texas Permanent School Fund bonds, which are considered to have lower risk.risk as a result of the bond guarantee program that supports these bonds.

The sector composition and credit quality of our special revenue bonds did not significantly change from December 31, 20122013. For details regarding our special revenue bond sectors and additional information regarding credit risk associated with our portfolio, see Item 7A. “Quantitative and Qualitative Disclosures About Market Risk.” of our 20122013 Annual Report.

To manage and mitigate exposure on our MBS portfolio, we perform analysis both at the time of purchase and as part of the ongoing portfolio evaluation. This analysis includes review of loan-to-value ratios, geographic spread of the assets securing the bond, delinquencies in payments for the underlying mortgages, gains/losses on sales, evaluations of projected cash flows, as well as other information that aids in determining the health of the underlying assets. We also consider the overall credit environment, economic conditions, total projected return on the investment, and overall asset allocation of the portfolio in our decisions to purchase or sell structured securities.

49


Our top Eurozone exposures as of September 30, 2013 were as follows:
September 30, 2013        
($ in millions) Corporate Securities Foreign Government Securities Equity Securities Total Exposure
Country:  
  
  
  
Netherlands $15.7
 
 
 15.7
Luxembourg 8.4
 
 
 8.4
Germany 
 5.6
 
 5.6
Ireland 

 
 2.2
 2.2
France 2.6
 
 

 2.6
Total $26.7
 5.6
 2.2
 34.5

Uncertainty about the ability of certain sovereign issuers to fully repay their debt triggered significant turbulence in global financial markets in 2012 but has abated in 2013.  The sovereign debt crisis has been particularly concentrated in the Eurozone, and a number of member countries have been repeatedly downgraded by the major ratings agencies.  As of September 30, 2013, we had no direct exposure to issuers domiciled in Italy, Greece, Portugal, or Spain, four of the more economically troubled nations in the Eurozone. We do not own any derivative exposures such as credit default swaps.  Outside of the effect foreign economies have on the underlying investments, we have minimal exposure to Euro depreciation or appreciation.

Equity Securities
Our equity securities portfolio was 4% of invested assets as of both September 30,March 31, 2014 and December 31, 2013,, up while the value of this portfolio increased slightly to $197.7 million from year-end 2012.$192.8 million over the same time period. During Nine Months 2013,First Quarter 2014, we rebalanced our high dividend yield strategy holdings within this portfolio, generating purchases of $109.561.4 million and sales whichof securities that had an original cost of $85.453.3 million. Also contributing to the increase in this portfolio's value were unrealized gains, which increased

Unrealized/Unrecognized Losses
Our net unrealized/unrecognized loss positions improved by $3.220.6 million in, to $31.4 million, as of Nine MonthsMarch 31, 2014 compared to December 31, 2013. The majority of this improvement was in our fixed income securities portfolio, which had a loss position of $31.3 million as of March 31, 2014.

The following table presents amortized cost and fair value information for our AFS fixed income securities that were in an unrealized loss position at March 31, 2014 by contractual maturity:
($ in thousands) 
Amortized
Cost
 
Fair
Value
Unrealized Loss
One year or less $4,002
 3,923
79
Due after one year through five years 456,443
 450,103
6,340
Due after five years through ten years 786,554
 761,899
24,655
Due after ten years 7,030
 6,856
174
Total $1,254,029
 1,222,781
31,248

41


The following table presents amortized cost and fair value information for our HTM fixed income securities that were in an unrealized/unrecognized loss position at March 31, 2014 by contractual maturity:
($ in thousands) 
Amortized
Cost
 
Fair
Value
Unrecognized/Unrealized Loss
One year or less $446
 445
1
Due after one year through five years 2,524
 2,495
29
Total $2,970
 2,940
30

We have reviewed the securities in the table above in accordance with our Other-than-Temporary Impairment ("OTTI") policy, which is discussed in Note 2. “Summary of Significant Accounting Policies” in Item 8. “Financial Statements and Supplementary Data.” of our 2013 Annual Report. We have concluded that these securities were temporarily impaired as of March 31, 2014 and December 31, 2013. For additional information regarding the unrealized/unrecognized losses in our AFS and HTM portfolios, see Note 5. “Investments” in Item 1. “Financial Statements” of this Form 10-Q.

Other Investments
As of September 30, 2013March 31, 2014, other investments of $106.7 million represented 2% of our total invested assets.  The following table outlines a summary of our other investment portfolio by strategy and the remaining commitment amount associated with each strategy:
Other Investments Carrying Value Remaining Commitment
($ in thousands) September 30,
2013
 December 31,
2012
 September 30, 2013
Alternative Investments:  
  
  
  Secondary private equity $25,954
 28,032
 7,703
  Private equity 18,951
 18,344
 10,502
  Energy/power generation 17,049
 18,640
 7,076
  Mezzanine financing 12,921
 12,692
 18,796
  Real estate 12,385
 11,751
 10,205
  Distressed debt 11,911
 12,728
 2,964
  Venture capital 7,018
 7,477
 400
Total alternative investments 106,189
 109,664
 57,646
Other securities 1,884
 4,412
 1,289
Total other investments $108,073
 114,076
 58,935

In addition to the capital that we have already invested to date, we are contractually obligated to invest up to an additional $58.952.6 million in our other investments portfolio through commitments that currently expire at various dates through 2026. During the second quarter of 2013, we contracted for one new alternative investment within the private equity strategy. This investment, which has characteristics consistent with our other private equity strategy investments, has a commitment of $7.0 million, of which $0.9 million has been paid as of September 30, 2013. For a description of our seven alternative investment strategies, outlined above, as well as redemption, restrictions, and fund liquidations, refer to Note 5. "Investments" in Item 1. "Financial Statements" of this Form 10-Q and Note 5. “Investments” in Item 8. “Financial Statements and Supplementary Data.” of our 20122013 Annual Report. In addition, for information on current year activity, refer to Note 5. "Investments" in Item 1. "Financial Statements" of this Form 10-Q.



50


Net Investment Income
The components of net investment income earned for the indicated periods were as follows:
 Quarter ended September 30, Nine Months ended September 30, Quarter ended March 31,
($ in thousands) 2013 2012 2013 2012 2014 2013
Fixed maturity securities $30,569
 30,839
 90,956
 93,948
Fixed income securities $31,028
 30,089
Equity securities 1,341
 1,268
 4,422
 3,785
 1,449
 1,207
Short-term investments 21
 36
 102
 103
 19
 52
Other investments 2,639
 497
 10,110
 5,460
 5,218
 3,602
Miscellaneous income 
 41
 
 105
Investment expenses (2,113) (2,031) (6,260) (6,117) (2,180) (2,080)
Net investment income earned – before tax 32,457
 30,650
 99,330
 97,284
 35,534
 32,870
Net investment income tax expense (7,947) (7,156) (24,281) (23,305) (9,048) (8,031)
Net investment income earned – after tax $24,510
 23,494
 75,049
 73,979
 $26,486
 24,839
Effective tax rate 24.5% 23.3
 24.4
 24.0
 25.5% 24.4
Annual after-tax yield on fixed maturity securities 

 

 2.3
 2.5
Annual after-tax yield on fixed income securities 2.2% 2.3
Annual after-tax yield on investment portfolio 

 

 2.3
 2.3
 2.3% 2.3

Net investment income before tax increased in both ThirdFirst Quarter and Nine Months 20132014 compared to the same periods last yearFirst Quarter 2013 primarily due to higher income from our alternative investments. Partially offsetting thisIn addition, higher income from our fixed income securities was driven by an increase in Nine Months 2013 was a decrease in fixed maturity securities income duethe size of this portfolio, which more than offset the lower yield earned this year compared to lower investment yields than in the prior year period.last.

Realized Gains and Losses
Realized Gains and Losses (excluding OTTI)
Realized gains and losses, by type of security excluding OTTI charges, are determined on the basis of the cost of specific investments sold and are credited or charged to income. The components of net realized gains were as follows:

  Quarter ended September 30, Nine Months ended September 30,
($ in thousands) 2013 2012 2013 2012
HTM fixed maturity securities        
Gains $32
 40
 35
 195
Losses (37) (90) (86) (196)
AFS fixed maturity securities    
    
Gains 662
 2,168
 2,580
 2,941
Losses (31) (262) (330) (379)
AFS equity securities    
    
Gains 13,801
 
 24,272
 4,775
Losses (236) 
 (407) (428)
Short-term investments    
    
Gains 
 
 
 
Losses 
 
 
 (2)
Other Investments        
     Gains 
 
 
 1
     Losses (80) 
 (940) 
Total other net realized investment gains 14,111
 1,856
 25,124
 6,907
Total OTTI charges recognized in earnings (680) (2,944) (3,184) (3,459)
Total net realized gains (losses) $13,431
 (1,088) 21,940
 3,448

Our general philosophy for sales of securities is to reduce our exposure to securities and sectors based on economic evaluations and when the fundamentals for that security or sector have deteriorated, or to opportunistically trade out of securities to other securities with better economic return characteristics. We typically have a long investment time horizon, and every purchase or sale is made with the intent of maximizing risk adjusted investment returns in the current market environment while balancing capital preservation.


51


Certain equity securities were sold at a loss that were in a continuous loss position for less than three months prior to their sale. The fair value of these securities was $3.0 million, with related Total net realized losses of $0.2 million, in Third Quarter 2013 and $6.0 million, with related net realized losses of $0.4 million, in Nine Months 2013. There were no equity securities sold at a loss during Third Quarter 2012. In Nine Months 2012, we sold $8.1 million of equity securities with related net realized losses of $0.4 million.

In addition, we sold one fixed maturity security at a loss during Third Quarter 2012, which was in a continuous unrealized loss position for greater than 12 months, with a fair value as of the sale date of $4.8 million and related net realized loss of $0.2 million.

For additional discussion regarding realized gains and losses see Note 5. “Investments”amounted to $7.2 million in Item 1. “Financial Statements” of this Form 10-Q.

Other-than-Temporary Impairments
The following table provides information regarding ourFirst Quarter 2014 and $3.4 million in First Quarter 2013. These amounts included $1.0 million and $1.9 million in OTTI charges recognized in earnings:
  Quarter ended September 30, Nine Months ended September 30,
($ in thousands) 2013 2012 2013 2012
HTM fixed maturity securities:        
ABS $
 
 3
 
Total HTM fixed maturity securities 
 
 3
 
AFS fixed maturity securities:    
    
ABS 
 36
 
 98
CMBS 
 519
 
 627
RMBS 
 
 8
 174
Total AFS fixed maturity securities 
 555
 8
 899
Equity securities 680
 2,389
 1,326
 2,560
Total AFS securities 680
 2,944
 1,334
 3,459
Other investments 
 
 1,847
 
Total OTTI charges recognized in earnings $680

2,944
 3,184
 3,459
each period, respectively.

We regularly review our entire investment portfolio for declines in fair value. If we believe that a decline in the value of a particular investment is other than temporary, we record it as an OTTI, through realized losses in earnings for the credit-related portion and through unrealized losses in other comprehensive income ("OCI") for the non-credit related portion. If there is a decline in fair value of an equity security that we do not intend to hold, or if we determine that the decline is other than

42


temporary, we write down the cost of the investment to fair value and record the charge through earnings as a component of realized losses.
 
For discussion of our realized gains and losses as well as our OTTI methodology, see Note 2. “Summary of Significant Accounting Policies” in Item 8. “Financial Statements and Supplementary Data.” of our 20122013 Annual Report.

Unrealized/Unrecognized Losses
As reflected in the table below, our net unrealized/unrecognized loss positions increased by $40.6 million as of September 30, 2013 compared to December 31, 2012 as follows:
($ in thousands)  
September 30, 2013 December 31, 2012
Number of Issues% of Market/BookUnrealized/ Unrecognized Loss 
Number of
Issues
% of Market/BookUnrealized/ Unrecognized Loss
50180% - 99%$43,295
 10080% - 99%2,701
60% - 79%
 160% - 79%233
140% - 59%286
 40% - 59%
20% - 39%
 20% - 39%
0% - 19%
 0% - 19%
  $43,581
   2,934


52


We have reviewed the securities in the table above in accordance with, and for qualitative information about our OTTI policy, which is discussed in Note 2. “Summary of Significant Accounting Policies” in Item 8. “Financial Statements and Supplementary Data.” of our 2012 Annual Report. We have concluded that these securities were temporarily impaired as of September 30, 2013 and December 31, 2012. For additional information regarding the unrealized/unrecognized losses in our AFS and HTM portfolios,charges, see Note 5. “Investments”"Investments" in Item 1. “Financial Statements”"Financial Statements" of this
Form 10-Q.

Contractual Maturities
The following table presents amortized cost and fair value information for our AFS fixed maturity securities that were in an unrealized loss position at September 30, 2013 by contractual maturity:
($ in thousands) 
Amortized
Cost
 
Fair
Value
One year or less $14,576
 14,352
Due after one year through five years 343,058
 337,618
Due after five years through ten years 889,527
 854,503
Due after ten years 20,116
 19,157
Total $1,267,277
 1,225,630
The following table presents amortized cost and fair value information for our HTM fixed maturity securities that were in an unrealized/unrecognized loss position at September 30, 2013 by contractual maturity:
($ in thousands) 
Amortized
Cost
 
Fair
Value
One year or less $739
 731
Due after one year through five years 2,856
 2,808
Total $3,595
 3,539

Federal Income Taxes
The following table provides information regarding federal income taxes from continuing operations:

Quarter ended September 30, Nine Months ended September 30,Quarter ended March 31,
($ in million)2013 2012 2013 20122014 2013
Federal income tax expense from continuing operations$11.8
 2.0
 27.5
 6.2
$7.1
 6.6
Effective tax rate27% 10
 25
 14
28% 23

The increaseDespite lower pre-tax net income in First Quarter 2014 compared to First Quarter 2013, federal income tax expense, as well as the effective tax rate have increased year over year. This increase is driven by our expectation of higher full-year insurance operations results in Third Quarter and Nine Months 2013 compared2014. We are required, through accounting rules, to record each quarter’s taxes at the same prior year periods was primarily due to an improvement in underwriting results as compared to last year. For a discussionexpected annual marginal tax rate regardless of our underwriting results, see the "Resultsrelative magnitude of Operations and Related Information by Segment" section above.

the individual components within any one quarter.
Financial Condition, Liquidity, Short-term Borrowings, and Capital Resources
Capital resources and liquidity reflect our ability to generate cash flows from business operations, borrow funds at competitive rates, and raise new capital to meet operating and growth needs.
 
Liquidity
We manage liquidity with a focus on generating sufficient cash flows to meet the short-term and long-term cash requirements of our business operations. Our cash and short-term investment position of $172$138 million at September 30, 2013March 31, 2014 was comprised of $23$16 million at Selective Insurance Group, Inc. (the “Parent”"Parent") and $149$122 million at the Insurance Subsidiaries. This amount was lower than our aggregate $215 million cash and short-term investment position at December 31, 2012, as we were previously maintaining higher liquid assets to fund claim payments related to Hurricane Sandy. As those payments continue to be made, cash and short-term assets have declined. Short-term investments are generally maintained in "AAA" rated money market funds approved by the National Association of Insurance Commissioners. During Nine Months 2013, theThe Parent continuedcontinues to buildmaintain a fixed maturityincome security investment portfolio containing high-quality, highly-liquid government and corporate fixed maturityincome securities to generate additional yield. This portfolio amounted to $57$55 million at September 30, 2013,March 31, 2014 compared to $41$56 million at December 31, 2012.2013.
 

53

Table of Contents

Sources of cash for the Parent have historically consisted of dividends from the Insurance Subsidiaries, borrowings under lines of credit and loan agreements with certain Insurance Subsidiaries, and the issuance of stock and debt securities. We continue to monitor these sources, giving consideration to our long-term liquidity and capital preservation strategies.

We currently anticipate the Insurance Subsidiaries will pay approximately $32$57.5 million in total dividends to the Parent in 2013.2014. Cash dividends of $25$14.4 million were paid through Nine Months 2013, which included approximately $11 million that were deemed extraordinary under New Jersey insurance regulations. The Insurance Subsidiaries are expected to pay $7 million in ordinary dividends throughout the remainder of 2013.First Quarter 2014. As of December 31, 2012,2013, our allowable ordinary maximum dividend was approximately $106$127 million for 2013.2014.
Any dividends to the Parent are subject to the approval and/or review of the insurance regulators in the respective domiciliary states and are generally payable only from earned surplus as reported in the statutory annual statements of those subsidiaries as of the preceding December 31. Although past dividends have historically been met with regulatory approval, there is no assurance that future dividends that may be declared will be approved. For additional information regarding dividend restrictions, refer to Note 20. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” in Item 8. “Financial Statements and Supplementary Data.” of our 20122013 Annual Report.
In the first quarter of 2013, we issued $185 million of 5.875% Senior Notes due 2043. The Senior Notes pay interest on February 15, May 15, August 15, and November 15 of each year beginning on May 15, 2013, and on the date of maturity. The notes are callable by us on or after February 8, 2018, at a price equal to 100% of their principal amount, plus accrued and unpaid interest. A portion of the proceeds from this debt issuance was used to fully redeem the $100 million aggregate principal amount of our 7.5% Junior Subordinated Notes due 2066. Of the remaining net proceeds, $57.1 million was used to make capital contributions to the Insurance Subsidiaries while the balance was used for general corporate purposes. For additional information related to our outstanding debt, refer to Note 10. "Indebtedness" in Item 8. "Financial Statements and Supplementary Data." of our 2012 Annual Report.

The Parent had no private or public issuances of stock during Nine Months 2013. In ThirdFirst Quarter 2013, the Parent renewed2014 and there were no borrowings under its $30 million line of credit ("Line of Credit"). For additional information regarding the renewal, see the "Short-Term Borrowings" section below and Note 9. "Indebtedness" in Item 1. "Financial Statements" of this Form 10-Q. The Parent had no borrowings under this Line of Credit or the previous credit facility at September 30, 2013March 31, 2014 or at any time during Nine Months 2013.First Quarter 2014.

We have two Insurance Subsidiaries domiciled in Indiana ("Indiana Subsidiaries") that are members of the Federal Home Loan Bank of Indianapolis ("FHLBI"),. These Insurance Subsidiaries are Selective Insurance Company of South Carolina ("SICSC") and Selective Insurance Company of the Southeast ("SICSE"). Membership in the FHLBI provides these subsidiaries with access to additional liquidity. The Indiana Subsidiaries' aggregate investment of $2.9 million provides them with the ability to borrow up to 20 times the total amount of the FHLBI common stock purchased, at comparatively low borrowing rates. All borrowings from the FHLBI are required to be secured by certain investments. For additional information regarding the required collateral, refer to Note 5. "Investments" in Item 1. "Financial Statements" of this Form 10-Q.

43

Table of Contents

  
The Parent's Line of Credit agreement permits collateralized borrowings by the Indiana Subsidiaries from the FHLBI so long as the aggregate amount borrowed does not exceed 10% of the respective Indiana Subsidiary's admitted assets from the preceding calendar year. Admitted assets amounted to $496.7$542.4 million for SICSC and $380.5$414.9 million for SICSE as of December 31, 2012,2013, for a borrowing capacity of approximately $88$96 million. As our outstanding borrowing with the FHLBI is currently $58 million, the Indiana Subsidiaries have the ability to borrow approximately $30$38 million more until the Line of Credit borrowing limit is met, of which $22$30 million could be loaned to the Parent under lending agreements approved by the Indiana Department of Insurance. Similar to the Line of Credit agreement, these lending agreements limit borrowings by the Parent from the Indiana Subsidiaries to 10% of the admitted assets of the respective Indiana Subsidiary. For additional information regarding the Parent's Line of Credit, refer to the section below entitled “Short-term Borrowings.”

The Insurance Subsidiaries also generate liquidity through insurance float, which is created by collecting premiums and earning investment income before losses are paid. The period of the float can extend over many years. Our investment portfolio consists of maturity dates that are laddered to continually provide a source of cash flows for claims payments in the ordinary course of business. The duration of the fixed maturityincome securities portfolio including short-term investments was 3.5 years as of September 30, 2013,March 31, 2014, while the liabilities of the Insurance Subsidiaries have a duration of 3.93.8 years. In addition, the Insurance Subsidiaries purchase reinsurance coverage for protection against any significantly large claims or catastrophes that may occur during the year.
 

54

Table of Contents

The liquidity generated from the sources discussed above is used, among other things, to pay dividends to our shareholders. Dividends on shares of the Parent's common stock are declared and paid at the discretion of the Board of Directors based on our operating results, financial condition, capital requirements, contractual restrictions, and other relevant factors.
 
Our ability to meet our interest and principal repayment obligations on our debt, as well as our ability to continue to pay dividends to our stockholders, is dependent on liquidity at the Parent coupled with the ability of the Insurance Subsidiaries to pay dividends, if necessary, and/or the availability of other sources of liquidity to the Parent. Upcoming principal payments on our debt include $13 million in December 2014 and $45 million in December 2016. Subsequent to 2016, our next principal repayment is due in 2034. Restrictions on the ability of the Insurance Subsidiaries to declare and pay dividends, without alternative liquidity options, could materially affect our ability to service debt and pay dividends on common stock.

Short-term Borrowings
Our Line of Credit with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company (BB&T), was renewed effective September 26, 2013 with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners.

The Line of Credit provides the Parent with an additional source of short-term liquidity. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent’s debt ratings. The Line of Credit expires on September 26, 2017. There were no balances outstanding under thisthe Line of Credit or the previous credit facility at September 30, 2013March 31, 2014 or at any time during Nine Months 2013.First Quarter 2014.
 
The Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, minimum combined statutory surplus, and maximum ratio of consolidated debt to total capitalization, as well as covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make certain investments and acquisitions; and (v) engage in transactions with affiliates. The Line of Credit permits collateralized borrowings by the Indiana Subsidiaries from the FHLBI so long as the aggregate amount borrowed does not exceed 10% of the respective Indiana Subsidiary’s admitted assets from the preceding calendar year. 
 
The table below outlines information regarding certain of the covenants in the Line of Credit:

 Required as of
September 30, 2013March 31, 2014
Actual as of
September 30, 2013March 31, 2014
Consolidated net worth$785813 million$1.11.2 billion
Statutory surplusNot less than $750 million$1.21.3 billion
Debt-to-capitalization ratio1
Not to exceed 35%26.0%25.1%
A.M. Best financial strength ratingMinimum of A-A
1 
Calculated in accordance with the Line of Credit agreement.
 

44

Table of Contents

Capital Resources
Capital resources provide protection for policyholders, furnish the financial strength to support the business of underwriting insurance risks, and facilitate continued business growth. At September 30, 2013,March 31, 2014, we had statutory surplus of $1.2$1.3 billion, GAAP stockholders’ equity of $1.1$1.2 billion, and total debt of $392.4 million, which equates to a debt-to-capital ratio of approximately 26%25%.
 
Our cash requirements include, but are not limited to, principal and interest payments on various notes payable, dividends to stockholders, payment of claims, payment of commitments under limited partnership agreements and capital expenditures, as well as other operating expenses, which include agents’ commissions, labor costs, premium taxes, general and administrative expenses, and income taxes. For further details regarding our cash requirements, refer to the section below entitled, “Contractual Obligations, Contingent Liabilities, and Commitments.”
 
We continually monitor our cash requirements and the amount of capital resources that we maintain at the holding company and operating subsidiary levels. As part of our long-term capital strategy, we strive to maintain capital metrics, relative to the macroeconomic environment, that support our targeted financial strength. Based on our analysis and market conditions, we may take a variety of actions, including, but not limited to, contributing capital to the Insurance Subsidiaries in our insurance operations, issuing additional debt and/or equity securities, repurchasing shares of the Parent’s common stock, and increasing stockholders’ dividends.

55

Table of Contents

 
Our capital management strategy is intended to protect the interests of the policyholders of the Insurance Subsidiaries and our stockholders, while enhancing our financial strength and underwriting capacity.
 
Book value per share increased to $20.16$21.09 as of September 30, 2013,March 31, 2014, from $19.77$20.63 as of December 31, 2012,2013, due to $1.45$0.32 in net income coupled with a $0.55 benefit related to the first quarter of 2013 pension revaluation and curtailment.$0.29 increase in unrealized gains on our investment portfolio. These items were partially offset by a $1.22 decrease in the unrealized gains on our investment portfolio driven by the rising interest rate environment, and $0.39$0.13 in dividends to our shareholders.

Ratings
We are rated by major rating agencies that issue opinions on our financial strength, operating performance, strategic position, and ability to meet policyholder obligations. We believe that our ability to write insurance business is most influenced by our rating from A.M. Best. In the second quarter of 2013, A.M. Best re-affirmedreaffirmed our rating of “A"A (Excellent)," their third highest of 13 financial strength ratings, with a “stable” outlook. The rating reflects our solid risk-adjusted capitalization, disciplined underwriting focus, increasing use of predictive modeling technology, strong independent retail agency relationships, and consistently stable loss reserves. We have been rated “A” or higher by A.M. Best for the past 83 years. A downgrade from A.M. Best to a rating below “A-” is an event of default under our Line of Credit and could affect our ability to write new business with customers and/or agents, some of whom are required (under various third-party agreements) to maintain insurance with a carrier that maintains a specified A.M. Best minimum rating.

Ratings by other major rating agencies are as follows:
Fitch Ratings ("Fitch") - Our “A+” rating was reaffirmed in the second quarter of 2013,First Quarter 2014, citing our improved underwriting results, strong independent agency relationships, solid loss reserve position, and enhanced diversification through continued efforts to reduce our concentration in New Jersey.  Our outlook was revised toremained negative reflectingciting increased levels of statutory and financial leverage, a moderate decline in the National Association of Insurance Commissioners ("NAIC") risk-based capital levels, and diminisheda moderate decline of our operating earnings-based interest coverage, relative to historical performance.although Fitch noted that this measure has shown improvement in 2013.
S&P Ratings Services ("S&P") - On July 11,In the third quarter of 2013, S&P lowered our financial strength rating to “A-” from “A” under their recently revised rating criteria. The rating reflects our strong business risk profile and moderately strong financial risk profile, built on a strong competitive position in the regional small to midsize commercial insurance markets in Mid-Atlantic states and strong capital and earnings. The rating revision reflects S&P's view of our capital and earnings volatility relative to our peers. The outlook for the rating is stable citing the expectation that we will sustain our strong competitive position and business risk profile while maintaining a strong capital and earnings profile.
Moody's Investor Service ("Moody's") - Our "A2" financial strength rating was reaffirmed in the first quarter ofFirst Quarter 2013 by Moody's, which cited our strong regional franchise with established independent agency support, along with solid risk adjusted capitalization and strong invested asset quality. Our outlook was revised to negative, citing that our underwriting results have lagged similarly rated peers. 

45

Table of Contents

Our S&P, Moody's, and Fitch financial strength and associated credit ratings affect our ability to access capital markets.  The interest rate on our Line of Credit varies and is based on, among other factors, the Parent's debt ratings. There can be no assurance that our ratings will continue for any given period of time or that they will not be changed.  It is possible that positive or negative ratings actions by one or more of the rating agencies may occur in the future.

Off-Balance Sheet Arrangements
At September 30, 2013March 31, 2014 and December 31, 20122013, we did not have any material relationships with unconsolidated entities or financial partnerships, such entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or for other contractually narrow or limited purposes. As such, we are not exposed to any material financing, liquidity, market, or credit risk that could arise if we had engaged in such relationships.
 

56

Table of Contents

Contractual Obligations, Contingent Liabilities, and Commitments
Our future cash payments associated withwith: (i) loss and loss expense reserves, as well asreserves; (ii) contractual obligations pursuant to operating leases for office space and equipment,equipment; (iii) notes payable; and (iv) contractual obligations related to our alternative and other investments portfolio have not materially changed since December 31, 20122013. Our future cash payments associated with contractual obligations pursuant to our notes payable as of September 30, 2013 are summarized below:
Contractual ObligationsPayment Due by Period
   Less than 1-3 3-5 More than
($ in millions)Total 1 year Years years 5 years
Notes payable$393.0
 
 13.0
 45.0
 335.0
Interest on debt obligations551.4
 22.1
 43.7
 42.5
 443.1
Total$944.4
 22.1
 56.7
 87.5
 778.1

We expect to have the capacity to repay and/or refinance all of our contractualthese obligations as they come due.

At September 30, 2013, we had contractual obligations that expire at various dates through 2026 that may require us to invest up to an additional $58.9 million in alternative and other investments. There is no certainty that any such additional investment will be required. We have issued no material guarantees on behalf of others and have no trading activities involving non-exchange traded contracts accounted for at fair value. We have no material transactions with related parties other than those disclosed in Note 17. "Related Party Transactions" included in Item 8. "Financial Statements and Supplementary Data." of our 20122013 Annual Report.

ITEM 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in the information about market risk set forth in our 20122013 Annual Report.

ITEM 4.   CONTROLS AND PROCEDURES
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”)), as of the end of the period covered by this report. In performing this evaluation, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control - Integrated Framework in 1992. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, our disclosure controls and procedures are: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that we are required to disclose in the reports that we file or submit under the Exchange Act; and (ii) effective in ensuring that information that we are required to disclose in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. No changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) occurred during ThirdFirst Quarter 20132014 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

In May 2013, the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) released its updated Internal Control - Integrated Framework (“Framework”).  The COSO framework is widely used by public companies to comply with the Sarbanes-Oxley Act of 2002.  The effective date for companies to transition to the new Framework is December 15, 2014 when the original framework will no longer be available.  The Company is currently utilizing the original Framework.


5746

Table of Contents

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our Insurance Subsidiaries as either: (a)(i) liability insurers defending or providing indemnity for third-party claims brought against insureds; or (b)(ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid loss and loss expense reserves. We expect that the ultimate liability, if any, with respect to such ordinary course claims litigation, after consideration of provisions made for potential losses and costs of defense, will not be material to our consolidated financial condition, results of operations, or cash flows.
 
Our Insurance Subsidiaries are also from time to time involved in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Our Insurance Subsidiaries are also involved from time to time in individual actions in which extra-contractual damages, punitive damages, or penalties are sought, such as claims alleging bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that the ultimate liability, if any, with respect to such lawsuits, after consideration of provisions made for estimated losses, will not be material to our consolidated financial condition. Nonetheless, given the large or indeterminate amounts sought in certain of these actions, and the inherent unpredictability of litigation, an adverse outcome in certain matters could, from time to time, have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.

ITEM 1A. RISK FACTORS
Certain risk factors exist that can have a significant impact on our business, liquidity, capital resources, results of operations, financial condition, and debt ratings. The impact of these risk factors could also impact certain actions that we take as part of our long-term capital strategy, including but not limited to, contributing capital to any or all of the Insurance Subsidiaries, issuing additional debt and/or equity securities, repurchasing our equity securities, redeeming our fixed income securities, or increasing or decreasing, stockholders dividends. We operate in a continually changing business environment and new risk factors emerge from time to time. Consequently, we can neither predict such new risk factors nor assess the impact, if any, they might have on our business in the future. There have been no material changes from the risk factors disclosed in Item 1A. “Risk Factors.” in our 20122013 Annual Report other than as discussed below.

A downgrade or a potential downgrade inWe face risks regarding our financial strength or credit ratings could result in a lossflood business because of business and could have a material adverse effect on our financial condition and results of operations.

uncertainties regarding the NFIP.
We are ratedthe fifth largest insurance group participating in the write-your-own ("WYO") arrangement of the NFIP, which is managed by the Mitigation Division of Federal Emergency Management Agency (“FEMA”) in the U.S. Department of Homeland Security. For WYO participation, we receive an expense allowance for policies written and a servicing fee for claims administered. Under the program, all losses are 100% reinsured by the Federal Government. Currently, the expense allowance is 30.7% of premiums written. The servicing fee is the combination of 0.9% of direct written premiums and 1.5% of incurred losses.
The NFIP is funded by Congress. In 2012, after experiencing numerous short-term delays, Congress passed, and the President signed, the Biggert-Waters Flood Insurance Reform Act of 2012 (“Biggert-Waters Act”). The Biggert-Waters Act had two main goals: (i) to extend the NFIP to September 30, 2017; and (ii) to move the program to more market based rates for certain flood policyholders, which would put the program on oura more firm financial strength, primarily our ability to pay claims, by various Nationally Recognized Statistical Rating Organizations (“NRSROs”). Followingstanding while terminating the acquisitionprocess of MUSIC,subsidizing certain rates. FEMA was implementing these rates throughout 2013, which created significant public discontent over the newly-acquired company was included in our Insurance Subsidiaries' intercompany pooling agreement. impact on a variety of homeowners.

As a result of that public pressure, on March 21, 2014, the financial strength ratings from A.M. BestPresident signed into law the Homeowner Flood Insurance Affordability Act of 2014 (“Flood Affordability Act”). The Flood Affordability Act substantially modifies certain provisions of the Biggert-Waters Act, and Fitch include MUSIC, while S&P and Moody's Investor Service have not yet taken any rating action on MUSIC. The financial strength ratings are as follows:makes certain other program changes. Significantly, the Flood Affordability Act substantially modifies many of the Biggert-Waters Act rate increases. Consequently, we will be working with FEMA to implement the new rate structures.
 
NRSROFinancial Strength RatingOutlook
A.M. Best and Company“A”Stable
S&P“A-”Stable
Moody's Investor Service“A2”Negative
Fitch“A+”Negative
As a WYO carrier, we are required to follow certain NFIP procedures when administering flood policies and claims. Some of these requirements may be different from our normal business practices and may present a reputational risk to our brand. Insurance companies are regulated by states; however, NFIP is a federal program and there may be instances where requirements placed on WYO carriers by NFIP are not consistent with the regulations of a particular state. Consequently, we have the risk that our regulators' positions may conflict with NFIP’s position on the same issue.

A significant rating downgrade, particularly from A.M. Best is an event of default under our Line of Credit and could affect our ability to write new business with customers, some of whom are required under various third-party agreements to maintain insurance with a carrier that maintains a specified minimum rating. The Line of Credit requires our Insurance Subsidiaries to maintain an A.M. Best rating of at least “A-” (one level below our current rating) and a default could lead to acceleration of any outstanding principal. Such an event also could trigger default provisions under certain of our other debt instruments and negatively impact our ability to borrow in the future. As a result, any significant downgrade in our financial strength ratings could have a material adverse effect on our results of operations, liquidity, financial condition, financial strength, and debt ratings.

5847

Table of Contents

NRSROs also rate our long-term debt creditworthiness. Credit ratings indicate the ability of debt issuers to meet debt obligations inAs a timely manner and are important factors in our overall funding profile and ability to access certain types of liquidity. Our current credit ratings are as follows:

NRSROCredit RatingLong Term Credit Outlook
A.M. Best and Company“bbb+”Stable
S&P“BBB-”Stable
Moody's Investor Services“Baa2”Negative
Fitch“BBB+”Negative

Downgrades in our credit ratings could have a material adverse effect on our financial condition and results of operations in many ways, including making it more expensive to access capital markets.

Becauseresult of the difficulties experienced by many financial institutions duringpassage of the recent credit crisis, including insurance companies,Biggert-Waters Act and the subsequent substantial modification of many of its provisions, the NFIP remains under scrutiny by policymakers. The uncertainty behind the public criticismpolicy debate and politics of NRSROs, we believeflood insurance funding and reform make it is possible thatdifficult for us to predict the NRSROs:  (i) will heighten their levelfuture of scrutinythe NFIP and the continued financial viability of financial institutions; (ii) will increaseour participation in the frequency and scope of their reviews; and (iii) may adjust upward the capital and other requirements employed in their models for maintaining certain rating levels. We cannot predict possible actions NRSROs may take regarding their ratings that could adversely affect our business or the possible actions we may take in response to any such action.program.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
The following table provides information regarding our purchases of our common stock in ThirdFirst Quarter 20132014:

Period 
Total Number of
Shares Purchased1
 
Average Price
Paid per Share
 
Total Number of
Shares Purchased
as Part of Publicly
Announced Programs
 Maximum Number of
Shares that May Yet
Be Purchased Under the Announced Programs
July 1 – 31, 2013 
 $
 
 
August 1 – 31, 2013 72
 24.45
 
 
September 1 – 30, 2013 370
 23.83
 
 
Total 442
 $23.93
 
 
Period 
Total Number of
Shares Purchased1
 
Average Price
Paid per Share
 
Total Number of
Shares Purchased
as Part of Publicly
Announced Programs
 Maximum Number of
Shares that May Yet
Be Purchased Under the Announced Programs
January 1 – 31, 2014 
 $
 
 
February 1 – 28, 2014 118,009
 22.31
 
 
March 1 – 31, 2014 867
 22.93
 
 
Total 118,876
 $22.31
 
 

1During ThirdFirst Quarter 20132014, 442118,876 shares were purchased from employees in connection with the vesting of restricted stock units. These repurchases were made to satisfy tax withholding obligations with respect to those employees. These shares were not purchased as part of any publicly announced program. The shares that were purchased in connection with the vesting of restricted stock units were purchased at fair market value as defined in the Selective Insurance Group, Inc. 2005 Omnibus Stock Plan As Amended and Restated Effective as of May 1, 2010.

5948

Table of Contents

ITEM 5. OTHER INFORMATION
Our 2014 Annual Meeting of Stockholders was held on April 23, 2014. Voting was conducted in person and by proxy as follows:

(a) Stockholders voted to elect the following eleven nominees for a term of one year as follows:
 ForAgainstAbstain
Paul D. Bauer43,781,3151,266,34227,769
Annabelle G. Bexiga44,062,513986,84526,068
A. David Brown43,748,4831,300,25426,689
John C. Burville44,018,8011,021,14735,478
Joan M. Lamm-Tennant43,776,0431,277,86121,522
Michael J. Morrissey44,093,553956,81825,055
Gregory E. Murphy43,291,1831,758,33025,913
Cynthia S. Nicholson44,029,8551,017,59427,977
Ronald L. O'Kelly44,028,0801,014,84432,502
William M. Rue38,827,1606,226,51621,750
J. Brian Thebault42,785,3342,264,38825,704

There were 4,753,462 broker non-votes for each nominee.

(b) Stockholders voted to approve, on an advisory basis, the compensation of our named executive officers as disclosed in our Proxy Statement for the 2014 Annual Meeting of Stockholders. The votes were as follows: 42,744,633 shares voted for this proposal; 2,264,101 shares voted against it; and 66,692 shares abstained. There were 4,753,462 broker non-votes.

(c) Stockholders voted to approve the Selective Insurance Group, Inc. 2014 Omnibus Stock Plan. The votes were as follows: 42,732,671 shares voted for this proposal; 2,254,643 shares voted against it; and 88,112 shares abstained. There were 4,753,462 broker non-votes.

(d) Stockholders voted to approve the amendment and restatement of the Selective Insurance Group, Inc. 2014 Cash Incentive Plan and approve the performance goals set out under the plan for purposes of Section 162(m) of the Internal Revenue Code. The votes were as follows: 42,795,630 shares voted for this proposal; 2,204,677 shares voted against it; and 75,119 shares abstained. There were 4,753,462 broker non-votes.

(e) Stockholders voted to ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ended December 31, 2014. The votes were as follows: 48,551,749 shares voted for this proposal; 1,191,261 shares voted against it; and 85,878 shares abstained.

49

Table of Contents


Item 6. EXHIBITS

(a) Exhibits:

Exhibit No.    
* 10.110.1+ Credit Agreement among Selective Insurance Group, Inc., the Lenders Named Therein 2014 Omnibus Stock Plan Director Stock Option Agreement.
*10.2+Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Stock Option Agreement.
*10.3+Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Service-Based Restricted Stock Agreement.
*10.4+Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Performance-Based Restricted Stock Agreement.
*10.5+Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Service-Based Restricted Stock Unit Agreement.
*10.6+Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Performance-Based Restricted Stock Unit Agreement.
*10.7+Selective Insurance Group, Inc. 2014 Omnibus Stock Plan Director Restricted Stock Unit Agreement.
*10.8+Selective Insurance Group, Inc. Cash Incentive Plan Service-Based Cash Incentive Unit Award Agreement.
*10.9+Selective Insurance Group, Inc. Cash Incentive Plan Performance-Based Cash Incentive Unit Award Agreement.
*10.10+Selective Insurance Group, Inc. Non-Employee Directors’ Compensation and Wells Fargo Bank, National Association, as Administrative Agent, datedDeferral Plan, As Amended and Restated Effective as of September 26, 2013.May 1, 2014.
* 11 Statement Re: Computation of Per Share Earnings.
* 31.1 Certification of Chief Executive Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
* 31.2 Certification of Chief Financial Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
* 32.1 Certification of Chief Executive Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
* 32.2 Certification of Chief Financial Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
** 101.INS XBRL Instance Document.
** 101.SCH XBRL Taxonomy Extension Schema Document.
** 101.CAL XBRL Taxonomy Extension Calculation Linkbase Document.
** 101.LAB XBRL Taxonomy Extension Label Linkbase Document.
** 101.PRE XBRL Taxonomy Extension Presentation Linkbase Document.
** 101.DEF XBRL Taxonomy Extension Definition Linkbase Document.
 
* Filed herewith.
** Furnished and not filed herewith.
+ Management compensation plan or arrangement


6050

Table of Contents

SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
 
SELECTIVE INSURANCE GROUP, INC.
Registrant 
 
By: /s/ Gregory E. MurphyOctober 31, 2013April 24, 2014
Gregory E. Murphy 
Chairman of the Board and Chief Executive Officer 
  
By: /s/ Dale A. ThatcherOctober 31, 2013April 24, 2014
Dale A. Thatcher 
Executive Vice President and Chief Financial Officer 
(principal accounting officer and principal financial officer) 
 



6151