WASHINGTON, D.C. 20549
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 34,160,01532,403,137 shares of common stock, par value $0.01 per share, outstanding on July 29, 2019.
The accompanying notes to condensed consolidated financial statements are an integral part of these statements.
UNIVERSAL INSURANCE HOLDINGS, INC. AND SUBSIDIARIES
The accompanying notes to condensed consolidated financial statements are an integral part of these statements.
UNIVERSAL INSURANCE HOLDINGS, INC. AND SUBSIDIARIES
The accompanying notes to condensed consolidated financial statements are an integral part of these statements.
UNIVERSAL INSURANCE HOLDINGS, INC. AND SUBSIDIARIES
The following table summarizes our cash and cash equivalents and restricted cash and cash equivalents within the Condensed Consolidated Balance Sheets (in thousands):
The accompanying notes to condensed consolidated financial statements are an integral part of these statements.
UNIVERSAL INSURANCE HOLDINGS, INC. AND SUBSIDIARIES
1. Nature of Operations and Basis of Presentation
The Company generates revenues primarily from the collection of premiums and invests funds in excess of those retained and used for claims-paying obligations and insurance operations. Other significant sources of revenue include brokerage commissions collected from reinsurers on certain reinsurance programs placed byon behalf of the Insurance Entities, policy fees collected from policyholders by our wholly-owned managing general agent subsidiary and payment plan fees charged to policyholders who choose to pay their premiums in installments. Our wholly-owned adjusting company receives claims-handling fees from the Insurance Entities. The Insurance Entities are reimbursed for these fees on claims that are subject to recovery under the Insurance Entities’ respective reinsurance programs. These fees, after expenses, are recorded in the Condensed Consolidated Financial Statements as an adjustment to losses and loss adjustment expense.
The Company has prepared the accompanying unaudited Condensed Consolidated Financial Statements (“Financial Statements”) in accordance with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, the Financial Statements do not include all of the information and footnotes required by United States Generally Accepted Accounting Principles (“U.S. GAAP”) for annual financial statements. Therefore, the Financial Statements should be read in conjunction with the audited Consolidated Financial Statements contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018,2019, filed with the SEC on March 1, 2019.2, 2020. The condensed consolidated balance sheet at December 31, 20182019 was derived from audited financial statements, but does not include all disclosures required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included in the Financial Statements. The results for interim periods do not necessarily indicate the results that may be expected for any other interim period or for the full year.
To conform to the current period presentation, certain amounts in the prior periods’ condensed consolidated financial statements and notes have been reclassified. Such reclassifications were of an immaterial amount and had no effect on net income or stockholders’ equity.
The Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All material intercompany balances and transactions have been eliminated in consolidation.
2. Significant Accounting Policies
The Company reported Significant Accounting Policies in its Annual Report on Form 10-K for the year ended December 31, 2018. There2019. The following are no new or revised disclosures or disclosures required on a quarterly basis.
3. Investments
The following table provides the amortized cost and fair value of debt securities available for sale as of the dates presented (in thousands):
The following table provides the credit quality of available-for-sale debt securities with contractual maturities as of the dates presented (dollars in thousands):
The table above includes credit quality ratings by Standard and Poor’s Rating Services, Inc. (“S&P”), Moody’s Investors Service, Inc. and Fitch Ratings, Inc. The Company has presented the highest rating of the three rating agencies for each investment position.
The following table summarizes the amortized cost and fair value of mortgage-backed and asset-backed securities as of the dates presented (in thousands):
The following table presents the amortized cost and fair value of investments with maturities as of the date presented (in thousands):
All securities, except those with perpetual maturities, were categorized in the table above utilizing years to effective maturity. Effective maturity takes into consideration all forms of potential prepayment, such as call features or prepayment schedules, that shorten the lifespan of contractual maturity dates.
The following table provides certain information related to available-for-sale debt securities and equity securities and investment real estate during the periods presented (in thousands):
The following table presents the components of net investment income, comprised primarily of interest and dividends, for the periods presented (in thousands):
The Company’s reinsurance arrangements had the following effect on certain items in the Condensed Consolidated Statements of Income for the periods presented (in thousands):
The following prepaid reinsurance premiums and reinsurance recoverable are reflected in the Condensed Consolidated Balance Sheets as of the dates presented (in thousands):
5. Insurance Operations
The following table presents the beginning and ending balances and the changes in DPAC for the periods presented (in thousands):
The Insurance Entities are subject to regulations and standards of the Florida Office of Insurance Regulation (“FLOIR”). UPCICThe Insurance Entities are also is subject to regulations and standards of regulatory authorities in other states where it isthey are licensed, although as a Florida-domiciled insurer, itsinsurers, their principal regulatory authority is the FLOIR. These standards require the Insurance Entities to maintain specified levels of statutory capital and restrict the timing and amount of dividends and other distributions that may be paid by the Insurance Entities to the parent company. Except in the case of extraordinary dividends, these standards generally permit dividends to be paid from statutory unassigned surplus of the regulated subsidiary and are limited based on the regulated subsidiary’s level of statutory net income and statutory capital and surplus. The maximum dividend that may be paid by UPCIC and APPCICthe Insurance Entities to their immediate parent company, Protection Solutions, Inc. (“PSI”, formerly known as Universal Insurance Holding Company of Florida), without prior regulatory approval is limited by the provisions of the Florida Insurance Code. These dividends are referred to as “ordinary dividends.” However, if the dividend, together with other dividends paid within the preceding twelve months, exceeds this statutory limit or is paid from sources other than earned surplus, the entire dividend is generally considered an “extraordinary dividend” and must receive prior regulatory approval.
In accordance with Florida Insurance Code, and based on the calculations performed by the Company as of December 31, 2018,2019, UPCIC has the capacity to pay ordinary dividends of $14.0$12.1 million during 2019.2020. APPCIC, did not meet thebased on its accumulated earnings or surplus regulatory requirements as of December 31, 20182019, is unable to pay any ordinary dividends during 2019.2020. For the sixthree months ended June 30, 2019, noMarch 31, 2020, 0 dividends were paid from UPCIC or APPCICthe Insurance Entities to PSI.
The Insurance Entities are required by various state laws and regulations to maintain certain assets in depository accounts. The following table represents assets held by insurance regulators as of the dates presented (in thousands):
7. Long-Term Debt
Long-term debt consists of the following as of the dates presented (in thousands):
8. Stockholders’ Equity
9. Income Taxes
Deferred tax assets and liabilities are recorded based on the difference between the financial statement and tax basesbasis of assets and liabilities at the enacted tax rates. We review our deferred tax assets regularly for recoverability. As of June 30, 2019, we determined that we did not need a valuation allowance on our gross deferred tax assets. Although realization of the deferred tax assets is not assured, management believes that it is more likely than not that a portion of the capital loss carryforward will not be realized. In recognition of this risk, the Company provided a valuation allowance of $0.1 million as of March 31, 2020 on the deferred tax asset relating to capital loss carryforwards associated with 2019 capital losses. If management’s assumptions change and we determine the Company will be able to realize these capital losses, the tax benefits related to any reversal of the valuation allowance on deferred tax assets will be realized based on our expectation that we will be able to fully utilize the deductions that are ultimately recognizedaccounted for as a future reduction in income tax purposes.expense and a corresponding increase in equity.
The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. As of June 30, 2019,March 31, 2020, the Company’s 2016 through 2018 tax years are still subject to examination by the Internal Revenue Service and various tax years remain open to examination in certain state jurisdictions.
10. Earnings Per Share
Basic earnings per share (“EPS”) is computed based on the weighted average number of common shares outstanding for the period, excluding any dilutive common share equivalents. Diluted EPS reflects the potential dilution resulting from the exercises of stock options, vesting of performance share units, vesting of restricted stock, vesting of performance sharerestricted stock units, and conversion of preferred stock.
The following table reconciles the numerator (i.e., income) and denominator (i.e., shares) of the basic and diluted EPS computations for the periods presented (in thousands, except per share data):
|
| | | | | | | |
(1) | | Represents the dilutive effect of unvested restrictedunexercised stock options, unvested performance share units, unvested restricted stock units and unexercised stock options.unvested restricted stock. |
11. Other Comprehensive Income (Loss)
The following table provides the components of other comprehensive income (loss) on a pre-tax and after-tax basis for the periods presented (in thousands):
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, |
| 2019 | | 2018 |
| Pre-tax | | Tax | | After-tax | | Pre-tax | | Tax | | After-tax |
Net changes related to available-for-sale securities: | | | | | | | | | | | |
Unrealized holding gains (losses) arising during the period | $ | 15,825 |
| | $ | 3,896 |
| | $ | 11,929 |
| | $ | (2,488 | ) | | $ | (618 | ) | | $ | (1,870 | ) |
Less: Reclassification adjustments for (gains) losses realized in net income | 36 |
| | 10 |
| | 26 |
| | 32 |
| | 11 |
| | 21 |
|
Other comprehensive income (loss) | $ | 15,861 |
| | $ | 3,906 |
| | $ | 11,955 |
| | $ | (2,456 | ) | | $ | (607 | ) | | $ | (1,849 | ) |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, |
| 2019 | | 2018 |
| Pre-tax | | Tax | | After-tax | | Pre-tax | | Tax | | After-tax |
Net changes related to available-for-sale securities: | | | | | | | | | | | |
Unrealized holding gains (losses) arising during the period | $ | 31,870 |
| | $ | 7,849 |
| | $ | 24,021 |
| | $ | (10,522 | ) | | $ | (2,507 | ) | | $ | (8,015 | ) |
Less: Reclassification adjustments for (gains) losses realized in net income | (109 | ) | | (27 | ) | | (82 | ) | | 2,797 |
| | 681 |
| | 2,116 |
|
Other comprehensive income (loss) | $ | 31,761 |
| | $ | 7,822 |
| | $ | 23,939 |
| | $ | (7,725 | ) | | $ | (1,826 | ) | | $ | (5,899 | ) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | | | | | | | | | |
| 2020 | | | | | | 2019 | | | | |
| Pre-tax | | Tax | | After-tax | | Pre-tax | | Tax | | After-tax |
Net changes related to available-for-sale securities: | | | | | | | | | | | |
Unrealized holding gains (losses) arising during the period | $ | (11,226) | | | $ | (2,505) | | | $ | (8,721) | | | $ | 16,045 | | | $ | 3,953 | | | $ | 12,092 | |
Less: Reclassification adjustments for (gains) losses realized in net income | (299) | | | (74) | | | (225) | | | (145) | | | (37) | | | (108) | |
Other comprehensive income (loss) | (11,525) | | | (2,579) | | | (8,946) | | | 15,900 | | | 3,916 | | | 11,984 | |
Reclassification adjustment to retained earnings (1) | 791 | | | 194 | | | 597 | | | — | | | — | | | — | |
Change in accumulated other comprehensive income (loss) | $ | (10,734) | | | $ | (2,385) | | | $ | (8,349) | | | $ | 15,900 | | | $ | 3,916 | | | $ | 11,984 | |
(1)This amount represents reclassifications to retained earnings associated with the allowance for expected credit losses within accumulated other comprehensive income relating to available for sale debt security investments. See “—Note 2 (Significant Accounting Policies—Recently Adopted Accounting Pronouncements)” for more information.
The following table provides the reclassification adjustments for gains (losses) out of accumulated other comprehensive income for the periods presented (in thousands):
|
| | | | | | | | | | | | | | | | | | |
Details about Accumulated Other Comprehensive Income (Loss) Components | | Amount Reclassified from Accumulated Other Comprehensive Income (Loss) | | Affected Line Item in the Statement Where Net Income is Presented |
| Three Months Ended June 30, | | Six Months Ended June 30, | |
| 2019 | | 2018 | | 2019 | | 2018 | |
Unrealized gains (losses) on available-for-sale debt securities | | | | | | | | | | |
| | $ | (36 | ) | | $ | (32 | ) | | $ | 109 |
| | $ | (2,797 | ) | | Net realized gains (losses) on sale of securities |
| | 10 |
| | 11 |
| | (27 | ) | | 681 |
| | Income taxes |
Total reclassification for the period | | $ | (26 | ) | | $ | (21 | ) | | $ | 82 |
| | $ | (2,116 | ) | | Net of tax |
| | | | | | | | | | | | | | | | | | | | | | | | |
Details about Accumulated Other Comprehensive Income (Loss) Components | | Amount Reclassified from Accumulated Other Comprehensive Income (Loss) | | | | | | | | Affected Line Item in the Statement Where Net Income is Presented |
| | Three Months Ended March 31, | | | | | | | | |
| | 2020 | | 2019 | | | | | | |
Unrealized gains (losses) on available-for-sale debt securities | | | | | | | | | | |
| | $ | 299 | | | $ | 145 | | | | | | | Net realized gains (losses) on sale of securities |
| | (74) | | | (37) | | | | | | | Income taxes |
Total reclassification for the period | | $ | 225 | | | $ | 108 | | | | | | | Net of tax |
12. Commitments and Contingencies
Obligations under Multi-Year Reinsurance Contracts
The Company purchases reinsurance coverage to protect its capital and to limit its losses when certain major events occur. ReinsuranceOur reinsurance commitments run from June 1 of the current year to May 31 of the following year. Certain of the Company’sour reinsurance agreements are for periods longer than one year. Amounts payable for coverage during the current June 1st to May 31st contract period are recorded as “Reinsurance Payable” in the financial statements. Multi-year contract commitments for future years will be recorded at the commencement of the coverage period. Amounts payable for future reinsurance contract years that the Company is obligated to pay are: (1) $117.6$118.9 million in 2020 and (2) $83.6$84.3 million in 2021.
Litigation
Lawsuits are filed against the Company from time to time. Many of these lawsuits involve claims under policies that we underwrite and reserve for as an insurer. We are also involved in various other legal proceedings and litigation unrelated to claims under our policies that arise in the ordinary course of business operations. Management believes that any liabilities that may arise as a result of these legal matters will not have a material adverse effect on our financial condition or results of operations. The Company contests liability and/or the amount of damages as appropriate in each pending matter.
In accordance with applicable accounting guidance, the Company establishes an accrued liability for legal matters when those matters present loss contingencies that are both probable and estimable.
Legal proceedings are subject to many uncertain factors that generally cannot be predicted with assurance,certainty, and the Company may be exposed to losses in excess of any amounts accrued. The Company currently estimates that the reasonably possible losses for legal proceedings, whether in excess of a related accrued liability or where there is no accrued liability, and for which the Company is able to estimate a possible loss, are immaterial. This represents management’s estimate of possible loss with respect to these matters and is based on currently available information. These estimates of possible loss do not represent our maximum loss exposure, and actual results may vary significantly from current estimates.
13. Fair Value Measurements
U.S. GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. U.S. GAAP describes three approaches to measuring the fair value of assets and liabilities: the market approach, the income approach and the cost approach. Each approach includes multiple valuation techniques. U.S. GAAP does not prescribe which valuation technique should be used when measuring fair value, but does establish a fair value hierarchy that prioritizes the inputs used in applying the various techniques. Inputs broadly refer to the assumptions that market participants use to make pricing decisions, including assumptions about risk. Level 1 inputs are given the highest priority in the hierarchy while Level 3 inputs are given the lowest priority. Assets and liabilities carried at fair value are classified in one of the following three categories based on the nature of the inputs to the valuation technique used:
•Level 1 — Observable inputs that reflect unadjusted quoted prices for identical assets or liabilities in active markets as of the reporting date. Active markets are those in which transactions for the asset or liability occur in sufficient frequency and volume to provide pricing information on an ongoing basis.
•Level 2 — Observable market-based inputs or unobservable inputs that are corroborated by market data.
•Level 3 — Unobservable inputs that are not corroborated by market data. These inputs reflect management’s best estimate of fair value using its own assumptions about the assumptions a market participant would use in pricing the asset or liability.
Summary of Significant Valuation Techniques for Assets Measured at Fair Value on a Recurring Basis
Level 1
Common stock: Comprise actively traded, exchange-listed U.S. and international equity securities. Valuation is based on unadjusted quoted prices for identical assets in active markets that the Company can access.
Mutual funds: Comprise actively traded funds. Valuation is based on daily quoted net asset values for identical assets in active markets that the Company can access.
Level 2
U.S. government obligations and agencies: Comprise U.S. Treasury Bills or Notes or U.S. Treasury Inflation Protected Securities. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields and credit spreads.
Corporate bonds: Comprise investment-grade fixed income securities. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields and credit spreads.
Mortgage-backed and asset-backed securities: Comprise securities that are collateralized by mortgage obligations and other assets. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields, collateral performance and credit spreads.
Municipal bonds: Comprise fixed income securities issued by a state, municipality or county. The primary inputs to the valuation include quoted prices for identical assets in inactive markets or similar assets in active or inactive markets, contractual cash flows, benchmark yields and credit spreads.
Redeemable preferred stock: Comprise preferred stock securities that are redeemable. The primary inputs to the valuation include quoted prices for identical or similar assets in markets that are not active.
As required by U.S. GAAP, assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and may affect the placement of the asset or liability within the fair value hierarchy levels.
The following tables set forth by level within the fair value hierarchy the Company’s assets measured at fair value on a recurring basis as of the dates presented (in thousands):
|
| | | | | | | | | | | | | | | |
| Fair Value Measurements |
| June 30, 2019 |
| Level 1 | | Level 2 | | Level 3 | | Total |
Available-For-Sale Debt Securities: | |
| | |
| | |
| | |
|
U.S. government obligations and agencies | $ | — |
| | $ | 73,576 |
| | $ | — |
| | $ | 73,576 |
|
Corporate bonds | — |
| | 458,443 |
| | — |
| | 458,443 |
|
Mortgage-backed and asset-backed securities | — |
| | 335,423 |
| | — |
| | 335,423 |
|
Municipal bonds | — |
| | 3,507 |
| | — |
| | 3,507 |
|
Redeemable preferred stock | — |
| | 13,144 |
| | — |
| | 13,144 |
|
Equity securities: | | | | | | | |
Common stock | 2,724 |
| | — |
| | — |
| | 2,724 |
|
Mutual funds | 39,644 |
| | — |
| | — |
| | 39,644 |
|
Total assets accounted for at fair value | $ | 42,368 |
| | $ | 884,093 |
| | $ | — |
| | $ | 926,461 |
|
|
| | | | | | | | | | | | | | | |
| Fair Value Measurements |
| December 31, 2018 |
| Level 1 | | Level 2 | | Level 3 | | Total |
Available-For-Sale Debt Securities: | | | | | | | |
U.S. government obligations and agencies | $ | — |
| | $ | 66,637 |
| | $ | — |
| | $ | 66,637 |
|
Corporate bonds | — |
| | 428,865 |
| | — |
| | 428,865 |
|
Mortgage-backed and asset-backed securities | — |
| | 309,597 |
| | — |
| | 309,597 |
|
Municipal bonds | — |
| | 3,362 |
| | — |
| | 3,362 |
|
Redeemable preferred stock | — |
| | 11,977 |
| | — |
| | 11,977 |
|
Equity securities: | | | | | | | |
Common stock | 15,564 |
| | — |
| | — |
| | 15,564 |
|
Mutual funds | 47,713 |
| | — |
| | — |
| | 47,713 |
|
Total assets accounted for at fair value | $ | 63,277 |
| | $ | 820,438 |
| | $ | — |
| | $ | 883,715 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| Fair Value Measurements | | | | | | |
| March 31, 2020 | | | | | | |
| Level 1 | | Level 2 | | Level 3 | | Total |
Available-For-Sale Debt Securities: | | | | | | | |
U.S. government obligations and agencies | $ | — | | | $ | 62,084 | | | $ | — | | | $ | 62,084 | |
Corporate bonds | — | | | 468,725 | | | — | | | 468,725 | |
Mortgage-backed and asset-backed securities | — | | | 323,382 | | | — | | | 323,382 | |
Municipal bonds | — | | | 3,586 | | | — | | | 3,586 | |
Redeemable preferred stock | — | | | 9,472 | | | — | | | 9,472 | |
Equity Securities: | | | | | | | |
Common stock | 1,904 | | | — | | | — | | | 1,904 | |
Mutual funds | 43,934 | | | — | | | — | | | 43,934 | |
Total assets accounted for at fair value | $ | 45,838 | | | $ | 867,249 | | | $ | — | | | $ | 913,087 | |
| | | | | | | | | | | | | | | | | | | | | | | |
| Fair Value Measurements | | | | | | |
| December 31, 2019 | | | | | | |
| Level 1 | | Level 2 | | Level 3 | | Total |
Available-For-Sale Debt Securities: | | | | | | | |
U.S. government obligations and agencies | $ | — | | | $ | 54,364 | | | $ | — | | | $ | 54,364 | |
Corporate bonds | — | | | 476,218 | | | — | | | 476,218 | |
Mortgage-backed and asset-backed securities | — | | | 311,079 | | | — | | | 311,079 | |
Municipal bonds | — | | | 3,496 | | | — | | | 3,496 | |
Redeemable preferred stock | — | | | 10,127 | | | — | | | 10,127 | |
Equity Securities: | | | | | | | |
Common stock | 2,377 | | | — | | | — | | | 2,377 | |
Mutual funds | 41,340 | | | — | | | — | | | 41,340 | |
| | | | | | | |
Total assets accounted for at fair value | $ | 43,717 | | | $ | 855,284 | | | $ | — | | | $ | 899,001 | |
The Company utilizes third-party independent pricing services that provide a price quote for each available-for-sale debt security and equity security. Management reviews the methodology used by the pricing services. If management believes that the price used by the pricing service does not reflect an orderly transaction between participants, management will use an alternative valuation methodology. There were no adjustments made by the Company to the prices obtained from the independent pricing source for any available-for-sale debt security or equity securitiessecurity included in the tables above.
The following table summarizes the carrying value and estimated fair values of the Company’s financial instruments not carried at fair value as of the dates presented (in thousands):
|
| | | | | | | | | | | | | | | |
| June 30, 2019 | | December 31, 2018 |
| Carrying Value | | (Level 3) Estimated Fair Value | | Carrying Value | | (Level 3) Estimated Fair Value |
Liabilities (debt): | | | | | | | |
Surplus note | $ | 10,662 |
| | $ | 9,768 |
| | $ | 11,397 |
| | $ | 10,125 |
|
| | | | | | | | | | | | | | | | | | | | | | | |
| March 31, 2020 | | | | December 31, 2019 | | |
| Carrying Value | | (Level 3) Estimated Fair Value | | Carrying Value | | (Level 3) Estimated Fair Value |
Liabilities (debt): | | | | | | | |
Surplus note | $ | 9,559 | | | $ | 8,975 | | | $ | 9,926 | | | $ | 9,365 | |
Level 3
Long-term debt: The fair value of the surplus note was determined by management from the expected cash flows discounted using the interest rate quoted by the holder. The SBA is the holder of the surplus note and the quoted interest rate is below prevailing rates quoted by private lending institutions. However, as the Company’s use of funds from the surplus note is limited by the terms of the agreement, the Company has determined the interest rate quoted by the SBA to be appropriate for purposes of establishing the fair value of the note.
14. Subsequent Events
On April 16, 2020, the Company declared a dividend of $0.16 per share on its outstanding common stock payable on May 21, 2020, to shareholders of record on May 14, 2020.
The Company performed an evaluation of subsequent events through the date the Financial Statementsfinancial statements were issued and determined there were no recognized or unrecognized subsequent events that would require an adjustment or additional disclosure in the Financial Statementscondensed consolidated financial statements as of June 30, 2019.March 31, 2020.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Unless the context otherwise requires, all references to “we,” “us,” “our,” and “Company” refer to Universal Insurance Holdings, Inc. and its wholly-owned subsidiaries. You should read the following discussion together with our unaudited condensed consolidated financial statements (“Financial Statements”) and the related notes thereto included in “Part I, Item 1—Financial Statements”, and our audited condensed consolidated financial statements and the related notes thereto included in “Part II, Item 8—Financial Statements and Supplementary Data” in our Annual Report on Form 10-K for the year ended December 31, 2018.2019. Operating results for any one quarter are not necessarily indicative of results to be expected for any other quarter or for the year.
Cautionary Note Regarding Forward-Looking Statements
In addition to historical information, this report may contain “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The forward-looking statements anticipate results based on our estimates, assumptions and plans that are subject to uncertainty. These forward-looking statements may be identified by their use of words like “plans,” “seeks,” “expects,” “will,” “should,” “anticipates,” “estimates,” “intends,” “believes,” “likely,” “targets” and other words with similar meanings. These statements may address, among other things, our strategy for growth, catastrophe exposure and other risk management, product development, investment results, regulatory approvals, market position, expenses, financial results, litigation and reserves. We believe that these statements are based on reasonable estimates, assumptions and plans. However, if the estimates, assumptions or plans underlying the forward-looking statements prove inaccurate or if other risks or uncertainties arise, actual results could differ materially from those communicated in these forward-looking statements as a result of the risks set forth below, which are a summary of those set forth in our Annual Report on Form 10-K for the year ended December 31, 2018.2019. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
Risks and uncertainties that may affect our financial condition and operating results include, but are not limited to, the following:
•Unanticipated increases in the severity or frequency of claims, including those relating to catastrophes, severe weather events and changing climate conditions, which, in some instances, have exceeded, and in the future may exceed our current reserves established for claims;
•Failure of our risk mitigation strategies, including failure to accurately and adequately price the risks we underwrite and to write effective exclusions and other loss limitation methods in our insurance policies;
•Loss of independent insurance agents and inability to attract new independent agents;
•Reliance on models, which are inherently uncertain, as a tool to evaluate risks;
•The continued availability of reinsurance at current levels and prices, and our ability to collect payments from our reinsurers;
•Changes in industry trends, including changes due to the cyclical nature of the industry and increased competition;
•Geographic concentration of our business in Florida and the effectiveness of our growth and diversification strategy in new markets;
•Loss of key personnel and inability to attract and retain talented employees;
•Failure to comply with existing and future guidelines, policies and legal and regulatory standards;
•The ability of our claims professionals to effectively manage claims;
•Litigation or regulatory actions that could result in significant damages, fines or penalties;
•A downgrade in our Financial Stability Rating® and its impact on our competitive position, the marketability of our product offerings, our liquidity and profitability;
•The impact on our business and reputation of data and security breaches due to cyber-attacks or our inability to effectively adapt to changes in technology;
•Our dependence on the returns of our investment portfolio, which are subject to market risk;
•Legal, regulatory or tax changes that increase our operating costs and decrease our profitability, such as limitations on rate changes or requirements to participate in loss sharing;
•Our dependence on dividends and permissible payments from our subsidiaries; and
•The ability of our Insurance Entities to comply with statutory capital and surplus minimums and other regulatory and licensing requirements.requirements; and
•The ongoing impact of the COVID-19 pandemic on our business and the economy in general (see “Part II, Item 1A—Risk Factors”).
OVERVIEW
We are a vertically integrated holding company offering property and casualty (“P&C”) insurance and value-added insurance services. We develop, market and underwrite insurance products for consumers predominantly in the personal residential homeowners line of business and perform substantially all other insurance-related services for our primary insurance entities, including risk management, claims management, and distribution. Our primary insurance entities, Universal Property & Casualty Insurance Company (“UPCIC”) and American Platinum Property and Casualty Insurance Company (“APPCIC” and together with UPCIC, the “Insurance Entities”), offer insurance products through both our appointed independent agent network and our online distribution channels across 18 states (primarily in Florida), with licenses to write insurance in antwo additional twostates. In the second quarter, we surrendered our licensestates and applications submitted and pending in West Virginia, a state in which we have not written premium and have no current plans to do business. Also during the second quarter, we received a Certificate of Authority in Wisconsin, approving UPCIC as a licensed insurance entity in Wisconsin.two additional states. The Insurance Entities seek to produce an underwriting profit over the long term (defined as earned premium less losses, loss adjustment expense (“LAE”), policy acquisition costs and other operating costs); over the long term; maintain a strongconservative balance sheet to prepare for years in which the Insurance Entities are not able to achieve an underwriting profit; and generate investment income on assets exceeding short-term operating needs.assets.
The following Management’s Discussion and Analysis (“MD&A”) is intended to assist in an understanding of our financial condition and results of operations. This MD&A should be read in conjunction with our Financial Statements and accompanying Notes appearing elsewhere in this Report (the “Notes”). In addition, reference should be made to our audited Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements and “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2018.2019. Except for the historical information contained herein, the discussions in this MD&A contain forward-looking statements that involve risks and uncertainties. Our future results could differ materially from those discussed herein. Factors that could cause or contribute to such differences include, but are not limited to, those discussed above under “Cautionary Note Regarding Forward-Looking Statements.”
RESULTS OF OPERATIONS AND ANALYSIS OF FINANCIAL CONDITIONTrends - Impact of COVID-19
Highlights
ResultsThe global COVID-19 pandemic has had a profound worldwide effect on social interactions and on the global, national and local economies. We took early measures in March, in advance of governmental mandates, to help reduce the spread of COVID-19 by directing substantially all employees with the ability to do so to immediately self-quarantine by working at home. In addition to this measure to secure the health and wellness of our employees, we worked to facilitate our personnel being able to continue safely providing services to the Company’s policyholders and independent agents, fulfilling our financial and reporting obligations, including responding to regulatory requirements and guidelines, and generally maintaining business continuity. As a provider of residential homeowners’ insurance offered in hurricane-prone areas and being headquartered in Florida, we had previously developed contingency plans to address catastrophic events and were prepared to maintain operations foras COVID-19 unfolded. As a result of our disaster preparedness, most employees were immediately prepared to work from home while the secondCompany addressed emerging workflow issues to ensure that all employees remained effective in fulfilling their roles. Since the first week of engaging our work from home strategy, nearly all aspects of our business have been, and continue to be, conducted remotely while striving to maintain the quality of our service standards. Through the first quarter of fiscal 2019, in each case compared2020, we have not seen a material impact from COVID-19 on our business, our financial position, our liquidity, or our ability to service our policyholders and maintain critical operations, with the second quarterexception of fiscal 2018 (unless otherwise specified), include:a decrease in fair value of our investment securities. As a provider of services that have been deemed essential under most directives and guidelines, we are confident in our ability to maintain consistent operations and believe we can manage with our remote workforce, as a result of our disaster preparedness planning, with little impact on our business and service levels and our standards of care for both underwriting and claims. Although we have not yet experienced a material impact from COVID-19, the ultimate impact of the pandemic on our business cannot be predicted. Please refer to “Part II, Item 1A—Risk Factors” for more information.
Direct premiums written overall grew by $15.2 million, or 4.4%, to $358.0 million.
In Florida,Our level of direct premiums written grew by $1.6 million, or 0.5%,during March and the first quarter of 2020 was strong and outperformed the same periods in the prior year. We are cautiously optimistic in our otherbelief that our customers and agent force will continue to renew and place business with us, especially as our customers in hurricane-exposed states direct premiums written grew by $13.6 million, or 28.7%.
Net earned premiums grew by $18.1 million, or 9.4%, to $210.4 million.
Total revenues increased by $23.9 million, or 11.4%, to $233.7 million.
Loss ratio was 53.9% as compared to 46.7%.
Diluted earnings per share (“EPS”) of $1.08.
Book value per share increased by $2.15, or 14.9%, to $16.57 at June 30, 2019 from $14.42 at December 31, 2018.
Declared and paid dividends of $0.16 per shareprepare for the upcoming 2020 hurricane season. In the event there is a slow-down in the second quarter in 2019production and/or collection of premiums, we intend to take measures to maintain liquidity while continuing to protect our capital and declared dividends of $0.16 per share payable in the third quarter of 2019.policyholders. See “—Liquidity and Capital Resources” and “Part II, Item 1A—Risk Factors.”
Repurchased 485,882 shares during the quarter at an aggregate purchase price of $14.1 million.
Reinsurance
Reinsurance enables our Insurance Entities to limit potential exposures to catastrophic events. Reinsurance contracts are typically classified as treaty or facultative contracts. Treaty reinsurance provides coverage for all or a portion of a specified group or class of risks ceded by the primary insurer, while facultative reinsurance provides coverage for specific individual risks. Within each classification, reinsurance can be further classified as quota share or excess of loss. Quota-share reinsurance is where the primary insurer and the reinsurer share proportionally or pro-rata in the direct premiums and losses of the insurer. Excess of lossExcess-of-loss reinsurance indemnifies the direct insurer or reinsurer for all or a portion of the loss in excess of an agreed upon amount or retention.
Developing and implementing our reinsurance strategy to adequately protect our balance sheet and Insurance Entities in the event of one or more catastrophes while maintaining efficient reinsurance costs has been a key strategic priority for us. In order to limit the Insurance Entities’ potential exposure to catastrophic events, we purchase significant reinsurance from third-party reinsurers and the Florida Hurricane Catastrophe Fund (“FHCF”). The Florida Office of Insurance Regulation (“FLOIR”) requires the Insurance Entities, like all residential property insurance companies doing business in Florida, to have a certain amount of capital and reinsurance coverage in order to cover losses upon the occurrence of a single catastrophic event and a series of catastrophic
events occurring in the same hurricane season. The Insurance Entities’ respective 2019-2020 reinsurance programs meet the FLOIR’s requirements, which are based on, among other things, successfully demonstrating a cohesive and comprehensive reinsurance programprograms that protectsprotect the policyholders of our Insurance Entities as well as satisfying a series of stress test catastrophe loss scenarios based on past historical events.
We believe the Insurance Entities’ retentions under their respective reinsurance programs are appropriate and structured to protect policyholders. We test the sufficiency of the reinsurance programs by subjecting the Insurance Entities’ personal residential exposures to statistical testing using a third-party hurricane model, RMS RiskLink v17.0v18.1 (Build 1825)1945). This model combines simulations of the natural occurrence patterns and characteristics of hurricanes, tornadoes, earthquakes and other catastrophes with information on property values, construction types and occupancy classes. The model outputs provide information concerning the potential for large losses before they occur, so companies can prepare for their financial impact. Furthermore, as part of our operational excellence initiatives, we continually look to enable new technology to refine our data intelligence on catastrophe risk modeling.
Effective June 1, 2019, the Insurance Entities entered into multiple reinsurance agreements comprising our 2019-2020 reinsurance program. See “Item 1—Note 4 (Reinsurance).”
UPCIC’s 2019-2020 Reinsurance Program
•First event All States retention of $43 million; First event Non-Florida retention of $10 million.
•All States first event tower expanded to $3.28$3.34 billion, an increase of $134$170 million over the final 2018-2019 program.
•Assuming a first event completely exhausts the $3.28$3.34 billion tower, the second event exhaustion point would be $1.3 billion, an increase of $262 million over the final 2018-2019 program on the same assumptions.
•Full reinstatement available for all private market first event catastrophe layers for guaranteed second event coverage. For all layers purchased below the FHCF, to the extent that all coverage or a portion thereof is exhausted in a catastrophic event and reinstatement premium is due, UPCIC has purchased reinstatement premium protection (“RPP”) to pay the premium necessary for the reinstatement of these coverages.
•Private market reinsurance coverage continues to be structured into layers. This structure utilizes a cascading feature such that any layers above a $111 million attachment point are excess of loss over the immediately preceding layer. If the aggregate limit of the preceding layer is exhausted, the next layer cascades down in its place for future events.
•Specific 3rd3rd and 4th4th event private market catastrophe excess of loss coverage of $76 million in excess of $35 million provides robust frequency protection for a multiple event storm season.
•For the FHCF Reimbursement Contracts effective June 1, 2019, UPCIC has continued the election of the 90% coverage level. The total mandatory FHCF layer is estimated to provide approximately $1.980$2.038 billion of coverage for UPCIC, which inures to the benefit of the open market coverage secured from private reinsurers.
APPCIC’s 2019-2020 Reinsurance Program
•First event All States retention of $2 million.
•All States first event tower of $27.5$30.7 million.
•Full reinstatement available for all private market first event catastrophe layers for guaranteed second event coverage. For the layer purchased below the FHCF, to the extent that all coverage or a portion thereof is exhausted in a catastrophic event and reinstatement premium is due, APPCIC has purchased RPP to pay the premium necessary for the reinstatement of this coverage.
•Private market reinsurance coverage continues to be structured into layers. This structure utilizes a cascading feature such that any layers above the $2 million attachment point are excess of loss over the immediately preceding layer. If the aggregate limit of the preceding layer is exhausted, the next layer cascades down in its place for future events.
•APPCIC also purchases extensive multiple line excess per risk reinsurance with various reinsurers due to the high-value risks it insures in both the personal residential and commercial multiple peril lines of business. Under this multiple line excess per risk contract, APPCIC has coverage of $8.5 million in excess of $500 thousand ultimate net loss for each risk and each property loss, and $1 million in excess of $0.3 million for each casualty loss. A $19.5 million aggregate limit applies to the term of the contract for property-related losses and a $2.0 million aggregate limit applies to the term of the contract for casualty-related losses. This contract also contains a profit-sharing feature if specific performance measures are met.
•For the FHCF Reimbursement Contracts effective June 1, 2019, APPCIC has continued the election of the 90% coverage level. The total mandatory FHCF layer is estimated to provide approximately $11.7$14.8 million of coverage for APPCIC, which inures to the benefit of the open market coverage secured from private reinsurers.
The total cost of the 2019-2020 reinsurance programs for UPCIC and APPCIC is projected to be $417$420 million, representing approximately 33.3%33.5% of estimated direct premium earned for the 12-month treaty period.
RESULTS OF OPERATIONS AND ANALYSIS OF FINANCIAL CONDITION
Highlights
Results of Operations - Three Months Ended June 30, 2019 Compared to Three Months Ended June 30, 2018
Net income was $37.3 millionoperations for the three months ended June 30,first quarter of fiscal 2020, in each case compared with the first quarter of fiscal 2019 (unless otherwise specified), include:
•COVID-19: Maintained operations and quality standards as workforce transitioned to working remotely.
•COVID-19: Currently no material impact to our business, our financial position and our liquidity, other than a decrease in fair value of investment securities.
•Direct premiums written overall grew by $45.3 million, or 15.7%, to $334.6 million.
•Reduction in net unrealized gains in the quarter resulted in an $8.0 million reduction in equity securities, which was recorded in the income statement, and an $11.5 million, before credit losses of $0.8 million, reduction in available-for-sale debt securities net unrealized gains. Ending balance of net unrealized gains was $7.6 million at March 31, 2020 compared to $46.1$27.1 million for the three months ended June 30, 2018, a decrease of $8.8at December 31, 2019.
•In Florida, direct premiums written grew by $36.4 million, or 19.1%15.0%, and in our other states, direct premiums written grew by $9.0 million, or 19.0%. Diluted EPS
•Premiums earned, net, grew by $11.1 million, or 5.3%, to $220.8 million.
•UPCIC filed for the current quartera 12.4% rate hike in Florida on February 7, 2020, which is anticipated to be effective May 25, 2020, pending regulatory review.
•Total revenues decreased by $1.3 million, or 0.6%, to $235.3 million.
•Net loss ratio was $1.0861.2% as compared to $1.29 in 2018, a decrease53.9%, driven by the factors outlined below.
•Diluted earnings per share (“EPS”) of $0.21 or 16.3%. $0.61 compared to $1.14.
•Weighted average diluted common shares outstanding were lower by 2.7%7.0% to 34.632.7 million shares compared to 35.2 million shares.
•Book value per share increased by $0.13, or 0.9%, to $15.26 at March 31, 2020 from 35.6$15.13 at December 31, 2019.
•Paid dividends of $5.2 million, or $0.16 per share, in the first quarter of 2020.
•Repurchased 312,107 shares at June 30, 2018. an average price of $21.11 for an aggregate purchase price of $6.6 million during the quarter.
Results of Operations
A detailed discussion of our results of operations follows the table below (in thousands, except per share data).
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, | | | | Change | | |
| 2020 | | 2019 | | $ | | % |
PREMIUMS EARNED AND OTHER REVENUES | | | | | | | |
Direct premiums written | $ | 334,553 | | | $ | 289,234 | | | $ | 45,319 | | | 15.7 | % |
Change in unearned premium | (8,602) | | | 6,143 | | | (14,745) | | | (240.0) | % |
Direct premium earned | 325,951 | | | 295,377 | | | 30,574 | | | 10.4 | % |
Ceded premium earned | (105,122) | | | (85,650) | | | (19,472) | | | 22.7 | % |
Premiums earned, net | 220,829 | | | 209,727 | | | 11,102 | | | 5.3 | % |
Net investment income | 6,834 | | | 8,142 | | | (1,308) | | | (16.1) | % |
Net realized gains (losses) on investments | 299 | | | (11,525) | | | 11,824 | | | NM | |
Net change in unrealized gains (losses) of equity securities | (8,024) | | | 18,032 | | | (26,056) | | | NM | |
Commission revenue | 7,015 | | | 5,505 | | | 1,510 | | | 27.4 | % |
Policy fees | 5,540 | | | 5,021 | | | 519 | | | 10.3 | % |
Other revenue | 2,782 | | | 1,684 | | | 1,098 | | | 65.2 | % |
Total premiums earned and other revenues | 235,275 | | | 236,586 | | | (1,311) | | | (0.6) | % |
OPERATING COSTS AND EXPENSES | | | | | | | |
Losses and loss adjustment expenses | 135,048 | | | 113,094 | | | 21,954 | | | 19.4 | % |
General and administrative expenses | 72,643 | | | 69,748 | | | 2,895 | | | 4.2 | % |
Total operating costs and expenses | 207,691 | | | 182,842 | | | 24,849 | | | 13.6 | % |
INCOME BEFORE INCOME TAXES | 27,584 | | | 53,744 | | | (26,160) | | | (48.7) | % |
Income tax expense | 7,517 | | | 13,596 | | | (6,079) | | | (44.7) | % |
NET INCOME | $ | 20,067 | | | $ | 40,148 | | | $ | (20,081) | | | (50.0) | % |
Other comprehensive income (loss), net of taxes | (8,946) | | | 11,984 | | | (20,930) | | | NM | |
COMPREHENSIVE INCOME | $ | 11,121 | | | $ | 52,132 | | | $ | (41,011) | | | (78.7) | % |
DILUTED EARNINGS PER SHARE DATA: | | | | | | | |
Diluted earnings per common share | $ | 0.61 | | | $ | 1.14 | | | $ | (0.53) | | | (46.5) | % |
Weighted average diluted common shares outstanding | 32,731 | | | 35,206 | | | (2,475) | | | (7.0) | % |
| | | | | | | |
NM – Not Meaningful | | | | | | | |
Benefiting the quarter were increases in premiums earned, net, earned premium,net realized gains on investments, commission revenue, policy fees and other revenues, offset by a decrease in net investment income, and increases in the net change in unrealized gainslosses of equity securities offset by realized losses from sales on investments and increased operating costs for losses and LAELAE. Direct premium earned and general and administrative costs. Direct andpremiums earned, net earned premium were up 10.6%10.4% and 9.4%5.3%, respectively, due to growth in all states in which we are licensed and writing during the past 12 months. Increases in losses and LAE were the result of several factors including (1) premium growth and change in mix between Florida and other states, (2) increased estimated core losses and LAE for the current year compared to prior year offset by a lower level of unexpected weather events over expectations this year and a lower level of prior year(3) adverse development compared to theon prior year. In the second quarter there was a lower level of benefits recognized from claim adjustment fees, including claims fees ceded to reinsurers, as there is a lower level of hurricane claims compared to the prior year. As discussed further below, certain non-recurring items from 2018 impacted the quarter over quarter comparison such as a $6.5 million benefit associated with a premium tax refund in 2018years’ loss and a greater amount of discrete items in 2018 giving rise to a lower effective rate in 2018.LAE reserves.
A detailed discussion of our results of operations follows the table below (in thousands, except per share data).
|
| | | | | | | | | | | | | | |
| Three Months Ended June 30, | | Change |
| 2019 | | 2018 | | $ | | % |
PREMIUMS EARNED AND OTHER REVENUES | | | | | | | |
Direct premiums written | $ | 357,960 |
| | $ | 342,781 |
| | $ | 15,179 |
| | 4.4 | % |
Change in unearned premium | (54,852 | ) | | (68,754 | ) | | 13,902 |
| | (20.2 | )% |
Direct premium earned | 303,108 |
| | 274,027 |
| | 29,081 |
| | 10.6 | % |
Ceded premium earned | (92,751 | ) | | (81,755 | ) | | (10,996 | ) | | 13.4 | % |
Premiums earned, net | 210,357 |
| | 192,272 |
| | 18,085 |
| | 9.4 | % |
Net investment income | 7,410 |
| | 5,786 |
| | 1,624 |
| | 28.1 | % |
Net realized gains (losses) on investments | (1,605 | ) | | 145 |
| | (1,750 | ) | | NM |
|
Net change in unrealized gains (losses) of equity securities | 3,759 |
| | (1,521 | ) | | 5,280 |
| | NM |
|
Commission revenue | 6,048 |
| | 5,709 |
| | 339 |
| | 5.9 | % |
Policy fees | 5,997 |
| | 5,764 |
| | 233 |
| | 4.0 | % |
Other revenue | 1,756 |
| | 1,633 |
| | 123 |
| | 7.5 | % |
Total premiums earned and other revenues | 233,722 |
| | 209,788 |
| | 23,934 |
| | 11.4 | % |
OPERATING COSTS AND EXPENSES | | | | | |
| | |
|
Losses and loss adjustment expenses | 113,296 |
| | 89,842 |
| | 23,454 |
| | 26.1 | % |
General and administrative expenses | 69,496 |
| | 58,698 |
| | 10,798 |
| | 18.4 | % |
Total operating costs and expenses | 182,792 |
| | 148,540 |
| | 34,252 |
| | 23.1 | % |
INCOME BEFORE INCOME TAXES | 50,930 |
| | 61,248 |
| | (10,318 | ) | | (16.8 | )% |
Income tax expense | 13,637 |
| | 15,164 |
| | (1,527 | ) | | (10.1 | )% |
NET INCOME | $ | 37,293 |
| | $ | 46,084 |
| | $ | (8,791 | ) | | (19.1 | )% |
Other comprehensive income (loss), net of taxes | 11,955 |
| | (1,849 | ) | | 13,804 |
| | NM |
|
COMPREHENSIVE INCOME | $ | 49,248 |
| | $ | 44,235 |
| | $ | 5,013 |
| | 11.3 | % |
DILUTED EARNINGS PER SHARE DATA: | | | | | |
| | |
|
Diluted earnings per common share | $ | 1.08 |
| | $ | 1.29 |
| | $ | (0.21 | ) | | (16.3 | )% |
Weighted average diluted common shares outstanding | 34,612 |
| | 35,589 |
| | (977 | ) | | (2.7 | )% |
| | | | | | | |
NM – Not Meaningful | | | | | | | |
Policy count, premium in force and total insured value increased at June 30, 2019 when compared to June 30, 2018. Direct premiums written increased by $15.2$45.3 million, or 4.4%15.7%, for the quarter ended June 30, 2019,March 31, 2020, driven by growth within our Florida business of $1.6$36.4 million, or 0.5%15.0%, and growth in our other states business of $13.6$9.0 million, or 28.7%19.0%, as compared to the same period of the prior year. Rate increases in Florida and in certain other states wasalong with slightly improved retention also a source ofcontributed to the premium growth. As discussed below in losses and LAE, we implemented new bindingintend to update our underwriting guidelines during the first quarter of 2019 on new business to address emerging loss trends that have impacted the rate of growth in Florida. Premiums in force increasedDirect premiums written in every state in which we are writing increased compared to the prior year. We actively wrote policies in 18 states during 2019 and 2020. In early March 2019, we commenced writing in Illinois, andaddition, we are now actively writingauthorized to do business in Iowa and Wisconsin and are proceeding with product filings in those states. We also have applications submitted and pending to write policies in 17 states outside our home stateConnecticut and Tennessee. Policy count, premium in force and total insured value increased at March 31, 2020 when compared to March 31, 2019. Policies in force are a count of Florida.insurance policies that have been written which are still active as of the reporting date. Premium in force is the amount of the annual premiums previously recorded by the Company for policies which are still active as of the reporting date. Total insured value is the total amount of insurance limits available on a policy for a single loss based on all policies active as of the reporting date. These measures assist management in measuring the level of insured exposure and progress toward meeting revenue goals for the current year and to provide an indication of business available for renewal in the next twelve months. See “Item 7—
Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2019 for a further discussion on total insured value, policies in force and premiums in force.
The following table provides direct premiums written for Florida and Other States for the three months ended June 30,March 31, 2020 and 2019 and 2018 (dollars in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Three Months Ended | | | | | | | | | | |
| March 31, 2020 | | | | March 31, 2019 | | | | Growth year over year | | |
State | Direct Premiums Written | | % | | Direct Premiums Written | | % | | $ | | % |
Florida | $ | 278,511 | | | 83.2 | % | | $ | 242,148 | | | 83.7 | % | | $ | 36,363 | | | 15.0 | % |
Other states | 56,042 | | | 16.8 | % | | 47,086 | | | 16.3 | % | | 8,956 | | | 19.0 | % |
Total | $ | 334,553 | | | 100.0 | % | | $ | 289,234 | | | 100.0 | % | | $ | 45,319 | | | 15.7 | % |
|
| | | | | | | | | | | | | | | | | | | | |
| For the Three Months Ended | | | | |
| June 30, 2019 | | June 30, 2018 | | Growth year over year |
State | Direct Premiums Written | | % | | Direct Premiums Written | | % | | $ | | % |
Florida | $ | 296,896 |
| | 82.9 | % | | $ | 295,337 |
| | 86.2 | % | | $ | 1,559 |
| | 0.5 | % |
Other states | 61,064 |
| | 17.1 | % | | 47,444 |
| | 13.8 | % | | 13,620 |
| | 28.7 | % |
Total | $ | 357,960 |
| | 100.0 | % | | $ | 342,781 |
| | 100.0 | % | | $ | 15,179 |
| | 4.4 | % |
Diversified sources of business are an important objective and premium growth outside Florida is a measure monitored by management toward meeting that objective.Direct premium earned increased by $29.1$30.6 million, or 10.6%10.4%, for the quarter ended June 30, 2019,March 31, 2020, reflecting the earning of premiums written over the past 12 months and changes in rates and policy count during that time.
Reinsurance enables our Insurance Entities to limit potential exposures to catastrophic events and other covered events. Ceded premium represents amounts paid to reinsurers for this protection. Ceded premium earned increased by $11.0was $105.1 million or 13.4%, for the quarter ended June 30,March 31, 2020, compared to $85.7 million during the same period in 2019. Reinsurance costs, as a percentage of direct premium earned, increased from 29.8% to 30.6%, reflecting new pricing29.0% for the costthree months ended March 31, 2019 to 32.3% for the three months ended March 31, 2020. The increase in the ratio is a result of reinsurance as our annualhigher costs for the Company’s 2019-2020 reinsurance program renewscompared to the expired program. Costs associated with each year on June 1. The increase was the result of reinsurance costs to support the growth in our policies in force and increased costs for reinsurance in our 2019-2020 newyear’s reinsurance program effective June 1. The increased costs associated with the 2019-2020 Reinsurance Program will beare earned over the June 1 2019st to May 31 2020st coverage period. See the discussion above for the newInsurance Entities’ 2019-2020 Reinsurance Programreinsurance programs and “Item 1—Note 4 (Reinsurance).”
Premiums earned, net of ceded premium earned, grew by 9.4%5.3%, or $18.1$11.1 million, to $210.4$220.8 million for the three months ended June 30, 2019,March 31, 2020, reflecting an increase in direct premiumspremium earned offset by increased cost for reinsurance.
Net investment income was $7.4$6.8 million for the three months ended June 30, 2019,March 31, 2020, compared to $5.8$8.1 million for the same period in 2018, an increase2019, a decrease of $1.6$1.3 million, or 28.1%16.1%. The increasedecrease is the result of several factors including the growth indriven by lower yields on cash and invested assetsshort term investments during 2020 when compared to the2019. The prior year and an increase in yieldsalso included one-time income benefits from a shiftspecial dividend received and a one-time reduction in asset mix and rising interest rates.investment expenses. Total invested assets were $942.3$928.6 million with an average Standard & Poor’s equivalentas of March 31, 2020 compared to $914.6 million as of December 31, 2019. The credit rating on our fixed income securities was A+ as of March 31, 2020 and December 31, 2019. Credit ratings are a measure of collection risk on invested assets. Credit ratings are provided by third party nationally recognized rating agencies and are periodically updated. Management establishes guidelines for minimum credit rating and overall credit ratings for all investments. The duration of A+ during the three months ended June 30, 2019our fixed income securities was 3.6 years at March 31, 2020 compared to $747.23.8 years at December 31, 2019. Duration is a measure of a bond’s sensitivity to interest rate changes and is used by management to limit the potential impact of longer-term investments. Cash and cash equivalents were $180.8 million with an average Standard & Poor’s equivalent fixed income credit ratingat March 31, 2020 compared to $182.1 million at December 31, 2019, a decrease of AA- for the same period in 2018.0.7%. Cash and cash equivalents are invested short term until needed to settle loss and LAE payments, reinsurance premium payments and operating cash needs. needs or until they are deployed to investment advisors.
Yields from the fixed income portfolio are dependent on future market forces, monetary policy and interest rate policy from the Federal Reserve. The Federal Reserve has broadly been lowering and maintaining lower interest rates, which has impacted effective yields on new fixed income and overnight cash purchases. The impact from this trend over the past year has been somewhat limited as investments mature over many future years based on the effective maturity of the portfolio, subjecting only the current year redemptions to the lower interest rate environment. The Company’s investment strategy is to invest in assets with multi-year effective maturities, locking in book yields for future years which dampers the impact that market fluctuations have on current investment income. The overall trend has been lower interest rates on new purchases over the past year.
We sell securities from our investment portfolio from time to time to meet our investment objectives. During the three months ended March 31, 2020, sales resulted in a net realized gain of $0.3 million. We sold securities and investment real estate during the three months ended June 30,March 31, 2019, generating net realized loss of $1.6 million compared to net$11.5 million. See “Item 1—(Note 3 Investments).”The realized gain during the quarter ended March 31, 2020 resulted primarily from the sale of $0.1 millionavailable-for-sale debt securities, whereas the realized loss for the three monthsquarter ended June 30, 2018. The realized losses this quarterMarch 31, 2019 resulted primarily from the sale of equity securities.
There was a $3.8an $8.0 million favorableunfavorable net unrealized gainloss in equity securities during the three months ended June 30, 2019March 31, 2020 compared to a $1.5an $18.0 million unfavorablefavorable net unrealized lossgain during the three months ended June 30, 2018.March 31, 2019. Unrealized gains or losses are the result of changes in the fair market value of our equity securities during the period for securities still held and the reversal of unrealized gains or losses for securities sold during the period. See “Item 1—(Note 3 Investments).”
The COVID-19 pandemic has negatively impacted the financial markets and most investment assets. We believe the adverse impact to our investment portfolio has been minimized during this COVID-19-induced market dislocation as a result of our conservative investment strategy’s focus on capital preservation and adequate liquidity to pay claims. During March 2020, we saw extreme instability in the fixed-income market, which stabilized as the Federal Reserve provided liquidity to that marketplace in mid-March. Although we had a decline in our unrealized gains in the fixed income portfolio, we ended the quarter with an overall unrealized gain in our fixed income portfolio, which totaled $16.2 million, before credit losses of $0.8 million at March 31, 2020, compared to $26.9 million in unrealized gains at December 31, 2019. Our equity securities were negatively impacted by the decline in valuations in the equity market with $8.0 million of unrealized losses being recorded in the first quarter of 2020. As a precaution, we are building cash in our portfolio as a defensive measure to support our liquidity needs in the event of a business downturn. We believe the credit and duration foundation of our portfolio, as described above, and portfolio diversification will help us weather these difficult market conditions, thereby limiting the impact of future economic financial market downturns on the portfolio. We will continue to monitor the impact of COVID-19 on our portfolio. Significant uncertainties still exist regarding the potential long-term impact of COVID-19 on our investment portfolio, as well as new emerging risks. See “Part II, Item1A—Risk Factors.”
Commission revenue is comprised principally of brokerage commissions we earn from third party reinsurers (excluding the FHCF) on reinsurance placed for the Insurance Entities. Commission revenue is earned pro-rata over the reinsurance policy period which runs from June 1st to May 31st of the following year. For the three months ended June 30, 2019,March 31, 2020, commission revenue was $6.0$7.0 million, compared to $5.7$5.5 million for the three months ended June 30, 2018.March 31, 2019. The increase in commission revenue of $0.3$1.5 million, or 5.9%27.4%, for the three months ended June 30, 2019March 31, 2020 was primarily fromdue to increased commissions from third-party reinsurers earned on increased reinsurance premiums as well as the difference in structure associated with our reinsurance program when compared to the Reinsurance Program.prior year.
Policy fees for the three months ended June 30, 2019March 31, 2020 were $6.0$5.5 million compared to $5.8$5.0 million for the same period in 2018.2019. The increase of $0.2$0.5 million, or 4.0%10.3%, was the result of an increase in the total number of new and renewal policies written during the three months ended June 30, 2019March 31, 2020 compared to the same period in 2018.
2019.
Losses and LAE, net of reinsurance, were $113.3$135.0 million for the three months ended June 30, 2019,March 31, 2020, compared to $89.8$113.1 million during the same period in 20182019 as follows (dollars in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, 2020 | | | | | | | | | | |
| Direct | | Loss Ratio | | Ceded | | Loss Ratio | | Net | | Loss Ratio |
Premiums earned | $ | 325,951 | | | | | $ | 105,122 | | | | | $ | 220,829 | | | |
| | | | | | | | | | | |
Loss and loss adjustment expenses: | | | | | | | | | | | |
Weather events* | $ | 1,000 | | | 0.3 | % | | $ | — | | | — | % | | $ | 1,000 | | | 0.5 | % |
Prior year adverse/(favorable) reserve development | 42,515 | | | 13.0 | % | | 38,174 | | | 36.3 | % | | 4,341 | | | 2.0 | % |
All other losses and loss adjustment expenses | 129,728 | | | 39.8 | % | | 21 | | | — | % | | 129,707 | | | 58.7 | % |
Total losses and loss adjustment expenses | $ | 173,243 | | | 53.2 | % | | $ | 38,195 | | | 36.3 | % | | $ | 135,048 | | | 61.2 | % |
| | | | | | | | | | | |
*Includes only current year weather events beyond those expected. | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, 2019 |
| Direct | | Loss Ratio | | Ceded | | Loss Ratio | | Net | | Loss Ratio |
Premiums earned | $ | 303,108 |
| | |
| | $ | 92,751 |
| | |
| | $ | 210,357 |
| | |
|
| | | | | | | | | | | |
Loss and loss adjustment expenses: | |
| | |
| | |
| | |
| | |
| | |
|
Weather events* | $ | 4,917 |
| | 1.6 | % | | $ | 2,917 |
| | 3.1 | % | | $ | 2,000 |
| | 1.0 | % |
Prior year adverse/(favorable) reserve development | 98,043 |
| | 32.4 | % | | 97,373 |
| | 105.0 | % | | 670 |
| | 0.3 | % |
All other losses and loss adjustment expenses | 110,626 |
| | 36.5 | % | | — |
| | — |
| | 110,626 |
| | 52.6 | % |
Total losses and loss adjustment expenses | $ | 213,586 |
| | 70.5 | % | | $ | 100,290 |
| | 108.1 | % | | $ | 113,296 |
| | 53.9 | % |
| | | | | | | | | | | |
*Includes only current year weather events beyond those expected. |
|
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended June 30, 2018 |
| Direct | | Loss Ratio | | Ceded | | Loss Ratio | | Net | | Loss Ratio |
Premiums earned | $ | 274,027 |
| | |
| | $ | 81,755 |
| | |
| | $ | 192,272 |
| | |
|
| | | | | | | | | | | |
Loss and loss adjustment expenses: | |
| | |
| | |
| | |
| | |
| | |
|
Weather events* | $ | 5,000 |
| | 1.8 | % | | $ | — |
| | — |
| | $ | 5,000 |
| | 2.6 | % |
Prior year adverse/(favorable) reserve development | 161,400 |
| | 58.9 | % | | 159,090 |
| | 194.6 | % | | 2,310 |
| | 1.2 | % |
All other losses and loss adjustment expenses | 80,222 |
| | 29.3 | % | | (2,310 | ) | | (2.8 | )% | | 82,532 |
| | 42.9 | % |
Total losses and loss adjustment expenses | $ | 246,622 |
| | 90.0 | % | | $ | 156,780 |
| | 191.8 | % | | $ | 89,842 |
| | 46.7 | % |
| | | | | | | | | | | |
*Includes only current year weather events beyond those expected. |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended March 31, 2019 | | | | | | | | | | |
| Direct | | Loss Ratio | | Ceded | | Loss Ratio | | Net | | Loss Ratio |
Premiums earned | $ | 295,377 | | | | | $ | 85,650 | | | | | $ | 209,727 | | | |
| | | | | | | | | | | |
Loss and loss adjustment expenses: | | | | | | | | | | | |
Weather events* | $ | 5,000 | | | 1.7 | % | | $ | — | | | — | % | | $ | 5,000 | | | 2.4 | % |
Prior year adverse/(favorable) reserve development | 2,165 | | | 0.7 | % | | 2,350 | | | 2.7 | % | | (185) | | | (0.1) | % |
All other losses and loss adjustment expenses | 108,577 | | | 36.8 | % | | 298 | | | 0.3 | % | | 108,279 | | | 51.6 | % |
Total losses and loss adjustment expenses | $ | 115,742 | | | 39.2 | % | | $ | 2,648 | | | 3.1 | % | | $ | 113,094 | | | 53.9 | % |
| | | | | | | | | | | |
*Includes only current year weather events beyond those expected. | | | | | | | | | | | |
See “Item 1—Note 6 (Liability for Unpaid Losses and Loss Adjustment Expenses)” for change in liability for unpaid losses and LAE.
The increases in losses and LAE, net, were the result of a higher core loss ratio for the second quarter of 2019 were $113.3 million2020 compared to $89.8 million2019 and increased prior year adverse development, offset by a lower level of weather events in the second quarter of 2018, an increase of $23.5 million, or 26.1%. Losses2020. All other losses and LAE increased during the secondfirst quarter ended June 30, 2019March 31, 2020 principally due to threetwo key factors: (1) increased losses in connection with the growth in our underlying business; and (2) increased core loss ratio (as defined below) from 33% in 2018 to 37% in 2019;2019 to 40% in 2020. The increase in the core losses primarily reflects increased losses and (3) reduced level of benefits from claim settlement fees ceded to reinsurers as hurricanesLAE primarily associated with litigated and represented claims conclude. To a lesser extent,in the quarter included net $2.0 million for weather events beyond those expected.Florida market. In the secondfirst quarter of 2019,2020, there was adverse prior year reserve development of $98.0$42.5 million gross, less $97.4$38.2 million ceded, resulting in $0.7$4.3 million net. The reserve development for the quarter ended June 30, 2019 was to increase ultimate direct losses and LAE for Hurricanes Matthew, Florence and Irma, with minimal impact on net losses and LAE. In the quarter ended June 30, 2018 the increase in prior year reserves was principally to increase expected Hurricane Irma claims.
We increased our coreCore loss ratio to be in line with recent claim experience, specifically in the Florida market, as we continue to address: (1) the assignment of benefit issue (“AOB”) and increases in the systemic solicitation and representation of claims; and (2) emerging trends impacting the severity and frequency of claims. Claims paid under an AOB often involve unnecessary litigation and as a result cost significantly more than claims settled when an AOB is not involved, with most of the increase going to the attorneys or representatives of policyholders. The increase in the underlying core loss and LAE ratio also reflects continued geographic expansion into states outside of Florida where non-catastrophe loss ratios are generally higher than in Florida. “Core loss ratio” is a common operational metric used in the insurance industry to describe the ratio of current accident year expected losses and LAE to premiums earned. Core loss ratio is an important measure identifying profitability trends of in-force premiums. The direct and net prior year reserve development for the quarter ended March 31, 2020 was principally due to increased ultimate losses and LAE for Hurricane Irma. For the first quarter of 2020, we experienced $1.0 million of losses and LAE for weather events beyond those expected. This compares to $5.0 million of losses and LAE for weather events beyond those expected in the first quarter of 2019. Weather events are an estimate of losses and LAE from weather events occurring during the current accident year that exceed initial estimates of expected weather events when establishing the core loss ratio for each accident year; such a metric informs management of factors impacting overall current year profitability.
On May 23,The net loss ratio for the first quarter ended March 31, 2020 was 61.2% compared to 53.9% in the first quarter of the prior year. The increase of 7.3% loss ratio points was a result of: (1) increased estimated core losses and LAE ratio for the current year (6.9% loss ratio points which includes 2.4% as a result of higher reinsurance costs); (2) increased level of prior year adverse development on prior years’ loss and LAE reserves (2.1% loss ratio points); and (3) reduced financial benefit from the management of claims, including claims fees ceded to reinsurers (0.2% loss ratio points). The increase was partially offset by lower level weather events in excess of plan (1.9% loss ratio points).
The Company continues to experience increased costs for losses and LAE in the Florida market where an industry has developed around the personal residential claims process, resulting in historically high levels of represented claims and inflated claims. Active solicitation of personal residential claims in Florida by policyholder representatives, remediation companies and repair companies has led to a frequency and severity of personal residential claims in the state exceeding historical levels in Florida and levels seen in other jurisdictions.
We have taken steps to implement new claim settlement rules associated with the Florida legislation passed in 2019 designed to reduce the negative effects of claims involving assignments of benefits (“AOB”). An AOB is a document signed by a policyholder that allows a third party to be paid for services performed for an insured homeowner who would normally be reimbursed by the insurance company directly after making a claim. The Company has seen an increase in the use of AOBs involving litigation by Florida Governor Ron DeSantis signed HB 7065: Insurance Assignment Agreements, which aimspolicyholders. Claims paid under an AOB often involve unnecessary litigation, with the Company required to curtailpay both its own defense costs and those of the abuseplaintiff, and, as a result, cost the Company significantly more than claims settled when an AOB is not involved. In 2019, the Florida legislature passed legislation designed to increase consumer protections against AOB abuses and reduce AOB-related litigation. While the Florida legislation addressing abuses associated with AOBs may be beneficial in reducing one aspect of AOB. We are evaluating this billthe concerns affecting the Florida market, the overall impact of the deterioration in claims-related tactics and behaviors thus far has continued to determine its impact on our business.outpace any benefits arising in the early months of the new legislation.
TheseThe market trends in losses and LAE led us to file in February 2020 for an overall 2.6%12.4% rate increase in Florida (effective April 2019May 2020 for new business and May 2019 for renewals), make changes to certain new business binding requirementsguidelines and develop specialized claims and litigation management efforts to address market trends driving up claim costs.
The financial benefit Delayed approval of our rate filing for any reason, potentially including regulatory considerations arising from the management of claims, including claims fees ceded to reinsurers, was $1.3 million for the second quarter of 2019 compared to $8.4 million during the second quarter of 2018. The benefit is reflected in our financial statements as a reduction of direct claim costs. This reduction in the second quarter of 2019 reflects a lower volume of hurricane claim costs ceded to reinsurers.COVID-19 pandemic, may materially impact prospective expected loss ratios. See “Part II, Item 1A—Risk Factors.”
General and administrative expenses were $69.5$72.6 million for the three months ended June 30, 2019,March 31, 2020, compared to $58.7$69.7 million during the same period in 2018,2019, as follows (dollars in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | | | | | | | | | |
| March 31, | | | | | | | | Change | | |
| 2020 | | | | 2019 | | | | $ | | % |
| $ | | Ratio | | $ | | Ratio | | | | |
Premiums earned, net | $ | 220,829 | | | | | $ | 209,727 | | | | | $ | 11,102 | | | 5.3 | % |
General and administrative expenses: | | | | | | | | | | | |
Policy acquisition costs | 46,864 | | | 21.2 | % | | 43,511 | | | 20.7 | % | | 3,353 | | | 7.7 | % |
Other operating costs | 25,779 | | | 11.7 | % | | 26,237 | | | 12.5 | % | | (458) | | | (1.7) | % |
| | | | | | | | | | | |
Total general and administrative expenses | $ | 72,643 | | | 32.9 | % | | $ | 69,748 | | | 33.3 | % | | $ | 2,895 | | | 4.2 | % |
|
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | | | |
| June 30, | | Change |
| 2019 | | 2018 | | $ | | % |
| $ | | Ratio | | $ | | Ratio | | | | |
Premiums earned, net | $ | 210,357 |
| | |
| | $ | 192,272 |
| | |
| | $ | 18,085 |
| | 9.4 | % |
General and administrative expenses: | |
| | |
| | |
| | |
| | |
| | |
|
Policy acquisition costs | 44,221 |
| | 21.0 | % | | 33,545 |
| | 17.4 | % | | 10,676 |
| | 31.8 | % |
Other operating costs | 25,275 |
| | 12.0 | % | | 25,153 |
| | 13.1 | % | | 122 |
| | 0.5 | % |
Total general and administrative expenses | $ | 69,496 |
| | 33.0 | % | | $ | 58,698 |
| | 30.5 | % | | $ | 10,798 |
| | 18.4 | % |
General and administrative costsexpenses increased by $10.8$2.9 million, which was primarily the result of increases in policy acquisition costs of $10.7$3.4 million, and tooffset by a lesser extent due to an increasedecrease in other operating costs of $0.1$0.5 million. AsThe expense ratio (general and administrative expenses as a percentage of premiums earned, net) decreased from 33.3% of premiums general and administrative costs increased from 30.5% of earned, premiumsnet for the three months ended June 30, 2018March 31, 2019 to 33.0%32.9% of premiums earned, premiumsnet for the same period in 2019. The increase in2020. Our underlying policy acquisition costs continued to be driven by increased premium volume and ratio for the quarter ended June 30, 2019 was due to a non-recurring benefit of $6.5 million recorded in 2018 related to a refund of prior year premium taxescontinued geographic expansion into states that typically have higher commission rates as a result of an audit settlement with the Florida Department of Revenue, which reduced the policy acquisition costs ratio by 3.4 percentage points in 2018. Excluding this benefit in the prior year, the overall total general and administrative expense ratio in 2019 would have improved by 0.9 percentage points compared to the same period in 2018 before the impact of the premium tax refund.Florida. Other operating costs for the three months ended June 30, 2019 increased $0.1March 31, 2020 decreased $0.5 million, reflecting lower amounts recorded for executive compensation and temporary employee expenses, partially offset by added costs to support the growth in business. Other operating costs ratio for the three months ended June 30, 2019March 31, 2020 was 12.0% in 201911.7% compared to 13.1%12.5% in 2018,the first quarter of 2019, reflecting lower amounts recorded for executive compensation. The total general and administrative expense ratio is comprised of the policy acquisition cost ratio and the other operating cost ratio, as calculated in the above chart, and is an indicator to management of the Company’s efficiency in acquiring and servicing its business and its impact to overall profitability.
Overall, the expense ratio (general and administrative expenses as a percentage of net earned premiums) benefited from the items mentioned above and economies of scale as general and administrative expenses did not increase at the same rate as net premiums earned.earned, net.
Income tax expense decreased by $1.5$6.1 million, or 10.1%44.7%, for the three months ended June 30, 2019,March 31, 2020, primarily as a result of a 48.7% reduction in income before income taxes, when compared with the three months ended June 30, 2018.March 31, 2019. Our effective tax rate (“ETR”) increased to 26.8%27.3% for the three months ended June 30, 2019,March 31, 2020, as compared to 24.8%25.3% for the three months ended June 30, 2018. Income tax expense decreasedMarch 31, 2019. The ETR increased by 2.0% as a result of a higher ratio of permanent items relative to the amount of income before taxes, principally non-deductible compensation, and a decrease in taxable income partially offset by an increase in the ETR. The ETR increased by 2.0 percentage points from both a change in permanent differences between book and taxable income and a lower amount of net discrete items both of which increase the tax rate.benefits.
Other comprehensive income,loss, net of taxes for the three months ended June 30, 2019,March 31, 2020, was $12.0$8.9 million compared to other comprehensive lossincome of $1.8$12.0 million for the same period in 2018.2019, reflecting changes in fair value of debt securities available for sale. See “Item 1—Note 11 (Other Comprehensive Income (Loss))” for additional information about the amounts comprising other comprehensive income and loss for these periods.
Results of Operations - Six Months Ended June 30, 2019 Compared to Six Months Ended June 30, 2018
Net income was $77.4 million for the six months ended June 30, 2019 compared to $86.1 million for the six months ended June 30, 2018, a decrease of $8.7 million. Diluted EPS for the six months ended June 30, 2019 was $2.22 compared to $2.42 in 2018, a decrease of $0.20 or 8.3%. Weighted average diluted common shares outstanding were lower by 2.1% to 34.9 million shares from 35.6 million shares at June 30, 2018. Benefiting the six months ended June 30, 2019 were increases in net earned premium, net investment income and increases in the net change in unrealized gains of equity securities, offset by realized losses on investments and increased operating costs for losses and LAE and general and administrative costs. Direct and net earned premium were up 11.6% and 12.1%, respectively, due to growth in all states in which we are licensed and writing during the past 12 months. Increases in losses and LAE were the result of premium growth, increased estimated core losses and LAE for the current year compared to prior year and unexpected weather events this year. During 2019, there was a lower level of benefits recognized from claim adjustment fees, including claim fees ceded to reinsurers, as there is a lower level of hurricane claims compared to prior year. As discussed further below, certain non-recurring items from 2018 impacted the period over period comparison such as a $6.5 million benefit associated with a premium tax refund in 2018 and a greater amount of discrete items in 2018 giving rise to a lower effective rate in 2018.
A detailed discussion of our results of operations follows the table below (in thousands, except per share data).
|
| | | | | | | | | | | | | | |
| Six Months Ended June 30, | | Change |
| 2019 | | 2018 | | $ | | % |
PREMIUMS EARNED AND OTHER REVENUES | | | | | | | |
Direct premiums written | $ | 647,194 |
| | $ | 612,765 |
| | $ | 34,429 |
| | 5.6 | % |
Change in unearned premium | (48,709 | ) | | (76,477 | ) | | 27,768 |
| | (36.3 | )% |
Direct premium earned | 598,485 |
| | 536,288 |
| | 62,197 |
| | 11.6 | % |
Ceded premium earned | (178,401 | ) | | (161,439 | ) | | (16,962 | ) | | 10.5 | % |
Premiums earned, net | 420,084 |
| | 374,849 |
| | 45,235 |
| | 12.1 | % |
Net investment income (expense) | 15,552 |
| | 10,571 |
| | 4,981 |
| | 47.1 | % |
Net realized gains (losses) on investments | (13,130 | ) | | (2,496 | ) | | (10,634 | ) | | 426.0 | % |
Net change in unrealized gains (losses) of equity securities | 21,791 |
| | (6,630 | ) | | 28,421 |
| | NM |
|
Commission revenue | 11,553 |
| | 10,980 |
| | 573 |
| | 5.2 | % |
Policy fees | 11,018 |
| | 10,539 |
| | 479 |
| | 4.5 | % |
Other revenue | 3,440 |
| | 3,475 |
| | (35 | ) | | (1.0 | )% |
Total premiums earned and other revenues | 470,308 |
| | 401,288 |
| | 69,020 |
| | 17.2 | % |
OPERATING COSTS AND EXPENSES | | | | | | | |
Losses and loss adjustment expenses | 226,390 |
| | 165,768 |
| | 60,622 |
| | 36.6 | % |
General and administrative expenses | 139,244 |
| | 122,573 |
| | 16,671 |
| | 13.6 | % |
Total operating costs and expenses | 365,634 |
| | 288,341 |
| | 77,293 |
| | 26.8 | % |
INCOME BEFORE INCOME TAXES | 104,674 |
| | 112,947 |
| | (8,273 | ) | | (7.3 | )% |
Income tax expense | 27,233 |
| | 26,808 |
| | 425 |
| | 1.6 | % |
NET INCOME | $ | 77,441 |
| | $ | 86,139 |
| | $ | (8,698 | ) | | (10.1 | )% |
Other comprehensive income (loss), net of taxes | 23,939 |
| | (5,899 | ) | | 29,838 |
| | NM |
|
COMPREHENSIVE INCOME | $ | 101,380 |
| | $ | 80,240 |
| | $ | 21,140 |
| | 26.3 | % |
DILUTED EARNINGS PER SHARE DATA: | | | | | | | |
Diluted earnings per common share | $ | 2.22 |
| | $ | 2.42 |
| | $ | (0.20 | ) | | (8.3 | )% |
Weighted average diluted common shares outstanding | 34,903 |
| | 35,636 |
| | (733 | ) | | (2.1 | )% |
| | | | | | | |
NM – Not Meaningful | | | | | | | |
Policy count, premium in force and total insured value increased at June 30, 2019 when compared to June 30, 2018. Direct premiums written increased by $34.4 million, or 5.6%, for the six months ended June 30, 2019, driven by growth within our Florida business of $9.5 million, or 1.8%, and growth in our other states business of $24.9 million, or 29.9%, as compared to the same period of the prior year. Rate increases in Florida and in other states were also a source of premium growth. We implemented new binding guidelines during the six months ended June 30, 2019 on new business to address emerging loss trends that have impacted the rate of growth in Florida. Premiums in force increased in every state in which we are writing compared to June 30, 2018. In early March 2019, we commenced writing in Illinois, and we are now actively writing policies in 17 states outside our home state of Florida.
The following table provides direct premiums written for Florida and Other States for the six months ended June 30, 2019 and 2018 (dollars in thousands):
|
| | | | | | | | | | | | | | | | | | | | |
| For the Six Months Ended | | | | |
| June 30, 2019 | | June 30, 2018 | | Growth year over year |
State | Direct Premiums Written | | % | | Direct Premiums Written | | % | | $ | | % |
Florida | $ | 539,044 |
| | 83.3 | % | | $ | 529,515 |
| | 86.4 | % | | $ | 9,529 |
| | 1.8 | % |
Other states | 108,150 |
| | 16.7 | % | | 83,250 |
| | 13.6 | % | | 24,900 |
| | 29.9 | % |
Total | $ | 647,194 |
| | 100.0 | % | | $ | 612,765 |
| | 100.0 | % | | $ | 34,429 |
| | 5.6 | % |
| | | | | | | | | | | |
Direct premium earned increased by $62.2 million, or 11.6%, for the six months ended June 30, 2019, reflecting the earning of premiums written over the past 12 months and changes in rates and policy count during that time.
Reinsurance enables our Insurance Entities to limit potential exposures to catastrophic events. Ceded premium represents amounts paid to reinsurers for this protection. Ceded premium earned increased $17.0 million, or 10.5%, for the six months ended June 30, 2019. Reinsurance costs, as a percentage of direct premium earned, decreased from 30.1% in 2018 to 29.8% in 2019. The lower ratio was a result of the higher base of direct premium earned in 2019 compared to 2018. The increase in reinsurance costs was to support the growth in our policies in force and increased costs for reinsurance in our 2019-2020 new reinsurance program effective June 1. Costs associated with the renewal of our reinsurance program will be earned over the June 1, 2019 to May 31, 2020 coverage period. See the discussion above for the new 2019-2020 Reinsurance Program and “Item 1— (Note 4 Reinsurance).”
Premiums earned, net of ceded premium earned, grew by 12.1%, or $45.2 million, to $420.1 million for the six months ended June 30, 2019, reflecting the increase in direct premiums earned offset by increased costs for reinsurance.
Net investment income was $15.6 million for the six months ended June 30, 2019, compared to $10.6 million for the same period in 2018, an increase of $5.0 million, or 47.1%. The increase is the result of several factors including the growth in cash and invested assets compared to the prior year and an increase in yields from a shift in asset mix and rising interest rates. Total invested assets were $942.3 million with an average Standard & Poor’s equivalent fixed income credit rating of A+ during the six months ended June 30, 2019 compared to $747.2 million with an average Standard & Poor’s equivalent fixed income credit rating of AA- for the same period in 2018. Cash and cash equivalents are invested short term until needed to settle loss and LAE payments, reinsurance premium payments and operating cash needs. Yields from the fixed income portfolio are dependent on future market forces, monetary policy and interest rate policy from the Federal Reserve.
We sell investments from our investment portfolio from time to time to meet our investment objectives. We sold securities and investment real estate during the six months ended June 30, 2019, generating net realized loss of $13.1 million compared to net realized loss of $2.5 million for the six months ended June 30, 2018. The realized losses during the six months ended June 30, 2019 resulted primarily from the sale of equity securities, whereas the realized loss for the six months ended June 30, 2018 resulted primarily from the sale of municipal securities, which were liquidated in light of their diminished after-tax returns following the enactment of the Tax Act. See “Item 1—(Note 3 Investments).”
There was a $21.8 million favorable net unrealized gain in equity securities during the six months ended June 30, 2019 compared to a $6.6 million unfavorable net unrealized loss during the six months ended June 30, 2018. Unrealized gains or losses are the result of changes in the fair market value of our equity securities during the period for securities still held and the reversal of unrealized gains or losses for securities sold during the period. See “Item 1—(Note 3 Investments).”
Commission revenue is comprised principally of brokerage commissions we earn from reinsurers on reinsurance placed for the Insurance Entities. Commission revenue is earned pro-rata over the reinsurance policy period which runs from June 1 to May 31 of the following year. For the six months ended June 30, 2019, commission revenue was $11.6 million, compared to $11.0 million for the six months ended June 30, 2018. The increase in commission revenue of $0.6 million, or 5.2%, for the six months ended June 30, 2019 was primarily from increased commissions earned on reinsurance premiums associated with our Reinsurance Program.
Policy fees for the six months ended June 30, 2019 were $11.0 million compared to $10.5 million for the same period in 2018. The increase of $0.5 million, or 4.5%, was the result of an increase in the total number of new and renewed policies written during the six months ended June 30, 2019 compared to the same period in 2018.
Losses and LAE, net of reinsurance, were $226.4 million for the six months ended June 30, 2019, compared to $165.8 million during the same period in 2018 as follows (dollars in thousands):
|
| | | | | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, 2019 |
| Direct | | Loss Ratio | | Ceded | | Loss Ratio | | Net | | Loss Ratio |
Premiums earned | $ | 598,485 |
| | | | $ | 178,401 |
| | | | $ | 420,084 |
| | |
| | | | | | | | | | | |
Loss and loss adjustment expenses: | | | | | | | | | | | |
Weather events* | $ | 9,917 |
| | 1.7 | % | | $ | 2,917 |
| | 1.6 | % | | $ | 7,000 |
| | 1.7 | % |
Prior year adverse/(favorable) reserve development | 100,208 |
| | 16.7 | % | | 99,723 |
| | 55.9 | % | | 485 |
| | 0.1 | % |
All other losses and loss adjustment expenses | 219,203 |
| | 36.6 | % | | 298 |
| | 0.2 | % | | 218,905 |
| | 52.1 | % |
Total losses and loss adjustment expenses | $ | 329,328 |
| | 55.0 | % | | $ | 102,938 |
| | 57.7 | % | | $ | 226,390 |
| | 53.9 | % |
| | | | | | | | | | | |
*Includes only current year weather events beyond those expected. |
|
| | | | | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, 2018 |
| Direct | | Loss Ratio | | Ceded | | Loss Ratio | | Net | | Loss Ratio |
Premiums earned | $ | 536,288 |
| | | | $ | 161,439 |
| | | | $ | 374,849 |
| | |
| | | | | | | | | | | |
Loss and loss adjustment expenses: | | | | | | | | | | | |
Weather events* | $ | 5,000 |
| | 0.9 | % | | $ | — |
| | — |
| | $ | 5,000 |
| | 1.3 | % |
Prior year adverse/(favorable) reserve development | 162,050 |
| | 30.2 | % | | 159,784 |
| | 99.0 | % | | 2,266 |
| | 0.6 | % |
All other losses and loss adjustment expenses | 156,211 |
| | 29.1 | % | | (2,291 | ) | | (1.4 | )% | | 158,502 |
| | 42.3 | % |
Total losses and loss adjustment expenses | $ | 323,261 |
| | 60.2 | % | | $ | 157,493 |
| | 97.6 | % | | $ | 165,768 |
| | 44.2 | % |
| | | | | | | | | | | |
*Includes only current year weather events beyond those expected. |
See “Item 1—Note 6 (Liability for Unpaid Losses and Loss Adjustment Expenses)” for change in liability for unpaid losses and LAE.
Losses and LAE, net for the six months ended June 30, 2019 were $226.4 million compared to $165.8 million in the same period in 2018, an increase of $60.6 million, or 36.6%. Losses and LAE increased during the six months ended June 30, 2019 principally due to three key factors: (1) increased losses in connection with the growth in our underlying business; (2) increased core loss ratio (as defined below) from 33% in 2018 to 37% in 2019; and (3) reduced level of benefits from claim settlement fees ceded to reinsurers as hurricanes claims conclude. As of June 30, 2019, there was adverse prior year reserve development of $100.2 million gross, less $99.7 million ceded resulting in $0.5 million net. For the six months ended June 30, 2018, there was $162.1 million gross less $159.8 million ceded resulting in $2.3 million net. To a lesser extent, the six months ended June 30, 2019 included net $7.0 million for weather events beyond those expected compared to net $5.0 million in the prior year. The reserve development for 2019 was to increase ultimate direct losses and LAE for Hurricanes Matthew, Florence and Irma, with minimal impact on net losses and LAE. For 2018 the increase in prior year reserves was principally to increase expected Hurricane Irma claims.
We increased our core loss ratio to be in line with recent claim experience, specifically in the Florida market, as we continue to address: (1) the AOB issue and increases in the systemic solicitation and representation of claims; and (2) emerging trends impacting the severity and frequency of claims. Claims paid under an AOB often involve unnecessary litigation and as a result cost significantly more than claims settled when an AOB is not involved, with most of the increase going to the attorneys or representatives of policyholders. The increase in the underlying core loss and LAE ratio also reflects continued geographic expansion into states outside of Florida where non-catastrophe loss ratios are generally higher than in Florida. “Core loss ratio” is a common operational metric used in the insurance industry to describe the ratio of current accident year expected losses to premiums earned.
On May 23, 2019, Florida Governor Ron DeSantis signed HB 7065: Insurance Assignment Agreements which aims to curtail the abuse of AOB. We are evaluating this bill to determine its impact on our business.
These market trends in losses and LAE have led us to file for an overall 2.6% rate increase in Florida (effective April 2019 for new business and May 2019 for renewals), make changes to certain new business binding requirements and develop specialized claims and litigation management efforts to address market trends driving up claim costs.
The financial benefit from the management of claims ceded, including claim fees ceded to reinsurers, was $2.1 million for the six months ended June 30, 2019 compared to $18.9 million during the six months ended June 30, 2018. The benefit is reflected in our financial statements as a reduction of direct claim costs. This reduction in the six months ended June 30, 2019 reflects a lower volume of hurricane claim costs ceded to reinsurers.
General and administrative expenses were $139.2 million for the six months ended June 30, 2019, compared to $122.6 million during the same period in 2018, as follows (dollars in thousands):
|
| | | | | | | | | | | | | | | | | | | | |
| Six Months Ended June 30, | | Change |
| 2019 | | 2018 | | $ | | % |
| $ | | Ratio | | $ | | Ratio | | | | |
Premiums earned, net | $ | 420,084 |
| | | | $ | 374,849 |
| | | | $ | 45,235 |
| | 12.1% |
General and administrative expenses: | | | |
| | | | |
| | |
| | |
|
Policy acquisition costs | 87,732 |
| | 20.9 | % | | 71,588 |
| | 19.1 | % | | 16,144 |
| | 22.6 | % |
Other operating costs | 51,512 |
| | 12.3 | % | | 50,985 |
| | 13.6 | % | | 527 |
| | 1.0 | % |
Total general and administrative expenses | $ | 139,244 |
| | 33.2 | % | | $ | 122,573 |
| | 32.7 | % | | $ | 16,671 |
| | 13.6 | % |
General and administrative costs increased by $16.7 million, which was primarily the result of increases in policy acquisition costs of $16.1 million due to commissions associated with increased premium volume as well as a non-recurring audit settlement related to premium taxes, and to a lesser extent due to an increase in other operating costs of $0.5 million. As a percentage of earned premiums, general and administrative costs increased from 32.7% of earned premiums for the six months ended June 30, 2018 to 33.2% of earned premiums for the same period in 2019. The increase in policy acquisition costs and ratio for the six months ended June 30, 2019 was due to a non-recurring benefit of $6.5 million recorded in 2018 related to a refund of prior year premium taxes as a result of an audit settlement with the Florida Department of Revenue, which reduced the policy acquisition costs ratio by 1.7 percentage points in 2018. Excluding this benefit in the prior year, the overall total general and administrative expense ratio in 2019 would have improved 1.2 percentage points compared to the same period in 2018 before the impact of the premium tax refund. Other operating costs for the six months ended June 30, 2019 increased $0.5 million, reflecting lower amounts recorded for executive compensation and temporary employee expenses offset by added costs to support the growth in business. Other operating costs as a percentage of earned premium reduced from 13.6% of net earned premium for the six months ended June 30, 2018 compared to 12.3% of net earned premium for the same period in 2019. Overall, the expense ratio for 2019 (general and administrative expenses as a percentage of net premiums earned) benefited from reduced executive compensation and economies of scale as general and administrative expenses did not increase at the same rate as revenues when compared to the same period of 2018 excluding the non-recurring premium tax benefit.
Income tax expense increased by $0.4 million, or 1.6%, for the six months ended June 30, 2019, when compared with the six months ended June 30, 2018. Our ETR increased to 26.0% for the six months ended June 30, 2019, as compared to 23.7% for the six months ended June 30, 2018. The increase in income tax expense of $0.4 million was the result of an increase in the ETR mostly offset by a decrease in taxable income. The ETR increased by 2.3 percentage points from both a change in permanent differences between book and tax income and a lower amount of net discrete items both of which increased the tax rate.
Other comprehensive income, net of taxes for the six months ended June 30, 2019, was $23.9 million compared to other comprehensive loss of $5.9 million for the same period in 2018. See “Item 1—Note 11 (Other Comprehensive Income (Loss))” for additional information about the amounts comprising other comprehensive income and loss for these periods.
Analysis of Financial Condition—As of June 30, 2019March 31, 2020 Compared to December 31, 20182019
We believe that cash flows generated from operations will be sufficient to meet our working capital requirements for at least the next twelve months. We invest amounts considered to be in excess of current working capital requirements.
The following table summarizes, by type, the carrying values of investments as of the dates presented (in thousands):
| | | As of | | As of | |
| June 30, |
| December 31, | | March 31, | | December 31, |
Type of Investment | 2019 | | 2018 | Type of Investment | 2020 | | 2019 |
Available-for-sale debt securities | $ | 884,093 |
| | $ | 820,438 |
| Available-for-sale debt securities | $ | 867,249 | | | $ | 855,284 | |
| Equity securities | 42,368 |
| | 63,277 |
| Equity securities | 45,838 | | | 43,717 | |
Investment real estate, net | 15,792 |
| | 24,439 |
| Investment real estate, net | 15,481 | | | 15,585 | |
Total | $ | 942,253 |
| | $ | 908,154 |
| Total | $ | 928,568 | | | $ | 914,586 | |
See “Item 1—Condensed Consolidated Statements of Cash Flows” for explanations of changes in investments and “Item 1—Note 3 (Investments).” Investment real estate, net reduced $8.6 million during 2019 as a result of the sale of two investment properties. The gain on the sale of the two investment properties was $1.2 million.
Prepaid reinsurance premiums represent the portion of unearned ceded written premium that will be earned pro-rata over the coverage period of our reinsurance program, which runs from June 1st to May 31st of the following year. The increasedecrease of $239.2$105.1 million to $382.0$70.1 million as of June 30, 2019March 31, 2020 was due to additionalrecognize the amortization of ceded written premium of $417.6 million recorded this quarter for the reinsurance costs relating to our new 2019-2020 catastrophe reinsurance program beginning June 1, 2019, less amortization of prepaid reinsurance premiums recordedearned during 2019.the period.
Reinsurance recoverable represents the estimated amount of paid and unpaid losses, LAE and other expenses that are expected to be recoverable from reinsurers. The decrease of $87.0$84.7 million during the quarter to $331.6$108.5 million as of June 30, 2019March 31, 2020 was primarily due to the collection of amounts from reinsurers relating to previoussettled claims from hurricanes and stormother events.
Premiums receivable, net, represents amounts receivable from policyholders. The increase in premiums receivable, net, of $6.9$2.7 million to $66.8$66.6 million as of June 30, 2019March 31, 2020 relates to the growth seasonality and consumer payment behavior of our business. The nature of our business tends to be seasonal during the year, reflecting consumer behaviors in connection with the Florida residential real estate market and the hurricane season. The amount of direct premiums written tends to increase just prior to the second quarter and tends to decrease approaching the fourth quarter.
Property and equipment, net, increased $5.5by $3.5 million during 2019to $44.9 million as of March 31, 2020 primarily as the result of the purchase ofexpenditures to build out and outfit a new office building in Fort Lauderdale, Florida, which will be used to meet the staffing needs of the companyCompany as the business continues to expand.
Deferred policy acquisition costs (“DPAC”) increased by $5.8$2.5 million to $90.5$94.4 million as of June 30, 2019,March 31, 2020, which is consistent with the underlying premium growth and the seasonality of our business.growth. See “Item 1—Note 5 (Insurance Operations)” for a roll-forward in the balance of our DPAC.
Income taxes recoverable represents the difference between estimated tax obligations and tax payments made to taxing authorities. At June 30, 2019,As of March 31, 2020, the balance recoverable was $8.9$17.1 million, representing amounts due from taxing authorities at that date, compared to a balance recoverable of $11.2$34.3 million as of December 31, 2018.2019. Income taxes recoverable as of March 31, 2020 will be applied to future periods for federal and state income taxes payable.
Deferred income taxes represent the estimated tax asset or tax liability caused by temporary differences between the tax return basis of certain assets and liabilities and amounts recorded in the financial statements. During the sixthree months ended June 30, 2019,March 31, 2020, deferred tax assets decreasedincreased by $19.7$12.2 million to a deferred tax liability of $5.1 million. The change was$15.6 million primarily due to an increase in unrealized gainslosses on investment prepaid reinsurance premiums and increase in unearned premiums. Deferred income taxes reverse in future years as the temporary differences between book and tax reverse.
See “Item 1—Note 6 (Liability for Unpaid Losses and Loss Adjustment Expenses)” for a roll-forward in the balance of our unpaid losses and LAE. Unpaid losses and LAE decreased by $184.5$71.8 million to $288.3$196.0 million as of June 30, 2019.March 31, 2020. The reduction in unpaid losses and LAE was principally due to the settlement of claims from previous hurricane and storm events, as more claims from those events concluded during the sixthree months ended June 30, 2019.March 31, 2020. Overall unpaid losses and LAE decreased, as claim settlements exceeded new emerging claims. Unpaid losses and LAE are net of estimated subrogation recoveries.
Unearned premiums represent the portion of direct premiums written that will be earned pro-ratapro rata in the future. The increase of $48.7$8.6 million from December 31, 20182019 to $650.4$669.9 million as of June 30, 2019March 31, 2020 reflects both organic growth and the seasonality of our business, which is the variability of premiums written by month.
Advance premium represents premium payments made by policyholders ahead of the effective date of the policies. The increase of $13.2$24.8 million to $39.5$55.8 million as of June 30, 2019March 31, 2020 reflects customer payment behavior, and the organic growth and the seasonality of our business.rate increases.
Book overdraftsWe exclude any net negative cash balances from cash and cash equivalents that we have with any single financial institution. These amounts represent outstanding checks or drafts in excess of cash on deposit with banking institutionsnot yet presented to the financial institution and are examinedreclassified to determine if a legal right of offset exists for accounts within the same banking institutionliabilities and presented as book overdraft in our Condensed Consolidated Balance Sheets at each balance sheet date. We maintain a short-term cash investment sweep to maximize investment returns on cash balances. Due to sweep activities, certain outstanding items are recorded as book overdrafts which totaled $25.6 million as of June 30, 2019, compared to $102.8totaling $90.4 million as of December 31, 2018. The decrease of $77.2 million is the result of fewer outstanding items2019. There were no book overdrafts as of June 30, 2019 compared to DecemberMarch 31, 2018, as outstanding claims payments for hurricane and storm events are settled and are no longer outstanding.2020.
Reinsurance payable, net, represents the unpaid reinsurance premium installments owed to reinsurers, unpaid reinstatement premiums due to reinsurers and cash advances received from reinsurers.reinsurers, if any. On June 1st1st of each year, we renew our catastrophe reinsurance program and record the estimated annual cost of our reinsurance program. The annual cost initially increases reinsurance payable, which is then reduced as installment payments are made over the policy period of the reinsurance, which runs from June 1st1st to May 31st.31st. The balance increaseddecreased by $330.9$58.1 million to $424.2$64.5 million as of June 30, 2019March 31, 2020 as a result of the timing of the above items.
Dividend payableOther liabilities and accrued expenses increased $5.5by $11.5 million to $52.5 million as of March 31, 2020, primarily driven by an increase in other liabilities due to timing of payments and primarily represents a 16 cents per share dividend declared on June 5, 2019 and payablepayables relating to shareholders on July 17, 2019.portfolio investment purchases settled after March 31, 2020.
Capital resources, net, increased by $63.7 million duringheld steady for the sixthree months ended June 30, 2019, reflecting increases in stockholders’ equity offset by a reduction in long-term debt.March 31, 2020. The increasesnominal increase in stockholders’ equity was principally the result of our 20192020 net income and share-based compensation, offset by declines in after-tax changes in fair value of our debt securities available for sale held in our investment portfolio, unrealized gains in 2019 offset by treasury stock repurchases and dividends to shareholders. See “Item 1—Condensed Consolidated Statements of Stockholders’ Equity” and “Item 1—Note 8 (Stockholders’ Equity).” for explanation of changes in treasury stock.
The reduction in long-term debt of $0.7$0.4 million was the result of principal payments on debt during 2019.2020. See “—Liquidity and Capital Resources.”Resources” for more information.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity
Liquidity is a measure of a company’s ability to generate sufficient cash flows to meet its shortshort- and long-term obligations. Funds generated from operations have been sufficient to meet our liquidity requirements and we expect that, in the future, funds from operationsrequirements. We will continue to meet such requirements.monitor liquidity as the economic consequences of COVID-19 continue to unfold (see “Part II, Item 1A— Risk Factors” and discussion below regarding COVID-19). Also see the discussion above under “Overview—Trends—Impact of COVID-19” regarding our response to COVID-19, the financial impact to us in the first quarter of 2020, our general outlook and plans to monitor the economic consequences of COVID-19.
The balance of cash and cash equivalents as of June 30, 2019March 31, 2020 was $181.6$180.8 million compared to $166.4$182.1 million at December 31, 2018.2019. See “Item 1—Condensed Consolidated Statements of Cash Flows” for a reconciliation of the balance of cash and cash equivalents between June 30, 2019March 31, 2020 and December 31, 2018.2019. The increasedecrease in cash and cash equivalents was driven by cash flows generated from operatingused in investing and financing activities in excess of those used for investing and financingnet cash provided by operating activities. We maintain a short-term investment cash sweep to maximize investment returns on cash balances. Due to these sweep activities, certain outstanding items are routinely recorded as “Book overdraft”book overdraft in the Condensed Consolidated Financial Statements. Cash and cash equivalents balances
are available to settle book overdrafts, and to pay reinsurance premiums, expenses and claims. Reinsurance premiums are paid in installments during the reinsurance policy period, which runs from June 1st to May 31st of the following year. The Florida Hurricane Catastrophe Fund (“FHCF”) isFHCF reimbursement premiums are paid in three installments on August 1st, October 1st, and December 1st, and third-party reinsurance is paid in four installments on July 1st, October 1st, January 1st and April 1st, resulting in significant payments at those times. See “Item 1—Note 12 (Commitments and Contingencies)” and “—Contractual Obligations” for more information.
The balance of restricted cash and cash equivalents as of June 30, 2019March 31, 2020 and December 31, 20182019 represents cash equivalents on deposit with certain regulatory agencies in the various states in which our Insurance Entities do business.
Liquidity is required at the holding company for us to cover the payment of general operating expenses and contingencies, dividends to shareholders (if and when authorized and declared by our Board of Directors), payment for the possible repurchase of our common stock (if and when authorized by our Board of Directors), payment of income taxes, net of amounts received from affiliates, capital contributions to subsidiaries, if needed, and interest and principal payments on outstanding debt obligations, if any. The declaration and payment of future dividends to our shareholders, and any future repurchases of our common stock, will be at the discretion of our Board of Directors and will depend upon many factors, including our operating results, financial condition, debt covenants and any regulatory constraints. Principal sources of liquidity for usthe holding company include revenuesdividends paid by our service entities generated from income earned on fees paid by the Insurance Entities to affiliated companies for general agency, inspections and claims adjusting services. Additional sources of liquidity includeDividends are also paid from income earned from brokerage commissions earned on reinsurance contracts placed by our wholly-owned subsidiary, Blue Atlantic Reinsurance Company, and policy fees and remittances from the Insurance Entities for their respective share of income taxes.fees. We also maintain high quality investments which arein our portfolio as a source of liquidity along with ongoing interest and dividend income and would generate funds upon sale.
Therefrom those investments. As discussed in “Item 1—Note 5 (Insurance Operations),” there are limitations on the dividends the Insurance Entities may pay to their immediate parent company, Protection Solutions, Inc. (“PSI”, formerly known as Universal Insurance Holding Company of Florida).
The maximum amount of dividends that can be paid by Florida insurance companies without prior approval of the FLOIR is subject to restrictions as referenced below and in “Item 1—Note 5 (Insurance Operations).” The maximum dividend that may be paid by the Insurance Entities to PSI without prior approval is limited to the lesser of statutory net income from operations of the preceding calendar year or statutory unassigned surplus as of the preceding year end. During the sixthree months ended June 30, 2019March 31, 2020 and the year ended December 31, 2018,2019, the Insurance Entities did not pay dividends to PSI.
Liquidity for the Insurance Entities is primarily required to cover payments for reinsurance premiums, claims payments including potential payments of catastrophe losses (offset by recovery of any reimbursement amounts under our reinsurance agreements), fees paid to affiliates for managing general agency services, inspections and claims adjusting services, agent commissions, premium and income taxes, regulatory assessments, general operating expenses, and interest and principal payments on debt obligations. The principal source of liquidity for the Insurance Entities consists of the revenue generated from the collection of premiums earned, net, premiums, interest and dividend income from the investment portfolio, the collection of reinsurance recoverable and financing fees.
Our insurance operations provide liquidity as premiums are generally received months or even years before losses are paid under the policies written. In the event of catastrophic events, many of our reinsurance agreements provide for “cash advance” whereby reinsurers advance or prepay amounts to us, thereby providing liquidity, which we utilize in the claim settlement process. In addition, the Insurance Entities maintain substantial investments in highly liquid, marketable securities, which would generate funds upon sale.
The Insurance Entities are responsible for losses related to catastrophic events in excess of coverage provided by the Insurance Entities’ reinsurance programs or retentions before our reinsurance protection commences. Also, the Insurance Entities are responsible for all other losses that otherwise may not be covered by the reinsurance programs and any amounts arising in the event of a reinsurer default. Losses or a default by reinsurers may have a material adverse effect on either of the Insurance Entities oron our business, financial condition, results of operations and liquidity.
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. The following table provides our stockholders’ equity, total long-term debt, total capital resources, debt-to-total capital ratio and debt-to-equity ratio for the periods presented (dollars in thousands):
| | | | | | | | | | | |
| As of | | |
| March 31, | | December 31, |
| 2020 | | 2019 |
Stockholders’ equity | $ | 494,288 | | | $ | 493,901 | |
Total long-term debt | 9,559 | | | 9,926 | |
Total capital resources | $ | 503,847 | | | $ | 503,827 | |
| | | |
Debt-to-total capital ratio | 1.9 | % | | 2.0 | % |
Debt-to-equity ratio | 1.9 | % | | 2.0 | % |
|
| | | | | | | |
| As of |
| June 30, | | December 31, |
| 2019 | | 2018 |
Stockholders’ equity | $ | 566,066 |
| | $ | 501,633 |
|
Total long-term debt | 10,662 |
| | 11,397 |
|
Total capital resources | $ | 576,728 |
| | $ | 513,030 |
|
| | | |
Debt-to-total capital ratio | 1.8 | % | | 2.2 | % |
Debt-to-equity ratio | 1.9 | % | | 2.3 | % |
The debt-to-total capital ratio is total long-term debt divided by total capital resources, whereas debt-to-equity ratio is total long-term debt divided by stockholders’ equity. These ratios help management measure the amount of financing leverage in place in relation to equity and future leverage capacity.As described in our Annual Report on Form 10-K for the year ended December 31, 2018,2019, UPCIC entered into a surplus note with the State Board of Administration of Florida under Florida’s Insurance Capital Build-Up Incentive Program on November 9, 2006. The surplus note has a twenty-year term, with quarterly payments of principal and interest that accrue per the terms of the note agreement. At June 30, 2019,March 31, 2020, UPCIC was in compliance with the terms of the surplus note. Total adjusted capital surplus, which includes the surplus note, was in excess of regulatory requirements for both UPCIC and APPCIC.
In addition to the liquidity generally provided from operations, we maintain a conservative, well-diversified investment portfolio, predominantly comprised of fixed-income securities with an average credit rating of A+, that focuses on capital preservation and providing an adequate source of liquidity for potential claim payments and other cash needs. The portfolio’s secondary investment objective is to provide a total rate of return with emphasis on investment income. Historically, we have consistently generated funds from operations, allowing our cash and invested assets to grow. We have not had to liquidate investment holdings to fund either operations or financing activities. During March, we saw extreme instability and dysfunction in the fixed income market, which settled down as the Federal Reserve provided liquidity to that marketplace in the latter part of March. Despite the turbulent and declining market values during the first quarter of 2020, the overall performance of our portfolio was in accordance with our primary objectives of capital preservation and liquidity. Although we had a decline in our unrealized gains in the fixed income portfolio during the three months ended March 31, 2020, we maintained an overall net unrealized gain in our fixed income portfolio, which totaled $16.2 million, before credit losses of $0.8 million, at March 31, 2020, compared to a net unrealized gain of $26.9 million at December 31, 2019. Our equity securities were also negatively impacted by the severe decline in valuations in the equity market with $8.0 million of net change in unrealized losses being recorded in the income statement during the quarter and a resulting balance of net unrealized loss of $7.8 million as of March 31, 2020 compared to $0.2 million net unrealized gain as of December 31, 2019.
Impact of COVID-19 Pandemic
Although volatility in the markets remains a key risk as the world continues to navigate the consequences of the COVID-19 pandemic, there has been significant recovery in values since the low point on or about March 23, 2020 and again since March 31, 2020. As a precautionary measure, we have instructed our investment advisors to accumulate cash upon maturity or paydowns of fixed income securities rather than reinvest into the market and have ceased any purchases of equity securities. We remain in regular contact with our advisors to monitor credit actions taken to issuers of our securities and discuss appropriate responses to those actions. We believe these measures, when combined with the inherent liquidity generated by our business model and in our investment portfolio, will allow us to continue to meet our short and long-term obligations.
We have implemented certain premium payment grace periods in Florida and other states to assist policyholders affected by COVID-19. In addition, we have waived late payment fees that otherwise would apply to those policyholders. To date we have not seen significant use of these grace periods. However, the effects of stay-at-home orders are still unfolding and some affected policyholders might not have yet had their next premium payments come due. We are not able at this time to estimate the number of policyholders who might avail themselves of an extended grace period. Generally, a significant number of our policies are subject to payment by mortgage companies, which are likely to continue remitting payments as scheduled. Our collection experience in March 2020 was consistent with our average experience. As a further indicator of our positive cash flow, at March 31, 2020, we had $1.3 billion of in-force premiums and only $66.6 million, or 5%, was uncollected. This reflects on the nature of homeowners’ insurance and the priority that mortgage companies and policyholders place on maintaining coverage for insured properties. We will monitor this as the impact of COVID-19 and its economic consequences are felt by our policyholders.
Looking Forward
We continue to monitor a range of financial metrics related to our business. Although we have not yet experienced material adverse impacts on our business, conditions are subject to change depending on the duration of governmental stay-at-home directives, the extent of the economic downturn, and the pace and extent of an economic recovery. Significant uncertainties exist with the potential long-term impact of COVID-19, including unforeseen newly emerging risks that could affect us. We will continue to monitor the broader economic impacts of COVID-19 and its impact on our operations and financial condition including liquidity and capital resources.
Common Stock Repurchases
On November 6, 2019, we announced that our Board of Directors authorized a share repurchase program under which we may repurchase shares in the open market up to $40 million of our outstanding shares of our common stock through December 31, 2021. We may repurchase shares from time to time at our discretion, based on ongoing assessments of our capital needs, the market price of our common stock and general market conditions. We will fund the share repurchase program with cash from operations. During the six months ended June 30, 2019, there were two authorized repurchase plans in effect:
On December 12, 2018, we announced that our Board of Directors authorized a share repurchase program under which we were authorized to repurchase shares in the open market up to $20 million of outstanding shares of our common stock through May 31, 2020 (the “May 2020 Share Repurchase Program”), pursuant to which we repurchased 606,342 shares of our common stock at an average price of $32.98 per share on the open market. We completed the May 2020 Share Repurchase Program in May 2019.
On May 6, 2019, we announced that our Board of Directors authorized a share repurchase program under which we may repurchase in the open market up to $40 million of outstanding shares of our common stock through December 31, 2020 (the “December 2020 Share Repurchase Program”). Under the December 2020 Share Repurchase Program, we repurchased 338,274 shares of our common stock at an average price of $28.71 during the six months ended June 30, 2019 at an aggregate cost of approximately $9.7 million.
During the sixthree months ended June 30, 2019,March 31, 2020, we repurchased an aggregate of 806,382312,107 shares of our common stock in the open market at an aggregate purchase price of $24.2$6.6 million. Also, see “Part II, Item 2—Unregistered Sales of Equity Securities and Use of Proceeds” for share repurchase activity during the three months ended June 30, 2019.March 31, 2020.
Cash Dividends
The following table summarizes the dividends declared by us:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
2020 | | Dividend Declared Date | | Shareholders Record Date | | Dividend Payable Date | | Cash Dividend Per Share Amount |
First Quarter | | February 11, 2020 | | March 12, 2020 | | March 19, 2020 | | $ | 0.16 | |
Second Quarter | | April 16, 2020 | | May 14, 2020 | | May 21, 2020 | | $ | 0.16 | |
| | | | | | | | |
| | | | | | | | |
|
| | | | | | | | | | |
2019 | | Dividend Declared Date | | Shareholders Record Date | | Dividend Payable Date | | Cash Dividend Per Share Amount |
First Quarter | | January 31, 2019 | | March 11, 2019 | | March 25, 2019 | | $ | 0.16 |
|
Second Quarter | | April 10, 2019 | | May 3, 2019 | | May 10, 2019 | | $ | 0.16 |
|
Third Quarter | | June 5, 2019 | | July 3, 2019 | | July 17, 2019 | | $ | 0.16 |
|
CONTRACTUAL OBLIGATIONS
The following table represents our contractual obligations for which cash flows are fixed or determinable as of June 30, 2019March 31, 2020 (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | Less than 1 year | | 1-3 years | | 3-5 years | | Over 5 years |
Reinsurance payable and multi-year commitments (1) | $ | 267,622 | | | $ | 64,460 | | | $ | 203,162 | | | $ | — | | | $ | — | |
Unpaid losses and LAE, direct (2) | 195,978 | | | 119,743 | | | 57,030 | | | 14,110 | | | 5,095 | |
Long-term debt | 10,172 | | | 1,234 | | | 4,778 | | | 3,046 | | | 1,114 | |
Total contractual obligations | $ | 473,772 | | | $ | 185,437 | | | $ | 264,970 | | | $ | 17,156 | | | $ | 6,209 | |
|
| | | | | | | | | | | | | | | | | | | |
| Total | | Less than 1 year | | 1-3 years | | 3-5 years | | Over 5 years |
Reinsurance payable and multi-year commitments (1) | $ | 625,346 |
| | $ | 424,187 |
| | $ | 201,159 |
| | $ | — |
| | $ | — |
|
Unpaid losses and LAE, direct (2) | 288,296 |
| | 178,455 |
| | 80,435 |
| | 22,199 |
| | 7,207 |
|
Long-term debt | 11,617 |
| | 1,287 |
| | 4,952 |
| | 3,126 |
| | 2,252 |
|
Total contractual obligations | $ | 925,259 |
| | $ | 603,929 |
| | $ | 286,546 |
| | $ | 25,325 |
| | $ | 9,459 |
|
| |
(1) | The 1-3 years amount represents the payment of reinsurance premiums payable under multi-year commitments. See “Item 1—–Note 12 (Commitments and Contingencies).” |
| |
(2) | There are generally no notional or stated amounts related to unpaid losses and LAE. Both the amounts and timing of future loss and LAE payments are estimates and subject to the inherent variability of legal and market conditions affecting the obligations and make the timing of cash outflows uncertain. The ultimate amount and timing of unpaid losses and LAE could differ materially from the amounts in the table above. Further, the unpaid losses and LAE do not represent all the obligations that will arise under the contracts, but rather only the estimated liability incurred through June 30, 2019. Unpaid losses and LAE are net of estimated subrogation recoveries. In addition, these balances exclude amounts recoverable from the Company’s reinsurance program. See “Item 1—Note 4 (Reinsurance).” |
(1)The 1-3 years amount represents the payment of reinsurance premiums payable under multi-year commitments. See “Item 1—–Note 12 (Commitments and Contingencies).”
(2)There are generally no notional or stated amounts related to unpaid losses and LAE. Both the amounts and timing of future loss and LAE payments are estimates and subject to the inherent variability of legal and market conditions affecting the obligations and make the timing of cash outflows uncertain. The ultimate amount and timing of unpaid losses and LAE could differ materially from the amounts in the table above. Further, the unpaid losses and LAE do not represent all the obligations that will arise under the contracts, but rather only the estimated liability incurred through March 31, 2020. Unpaid losses and LAE are net of estimated subrogation recoveries. In addition, these balances exclude amounts recoverable from the Company’s reinsurance program. See “Item 1—Note 4 (Reinsurance).”
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
There have been no material changes during the period covered by this Quarterly Report on Form 10-Q to Critical Accounting Policies and Estimates previously disclosed in “Part II, Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on Form 10-K for the year ended December 31, 2018.2019.
Recent Accounting Pronouncements Not Yet Adopted
In June 2016,December 2019, the Financial Accounting Standards Board (“FASB”) revised U.S. GAAP with the issuance of Accounting Standards Update (“ASU”) 2016-13,2019-12, Financial Instruments-Credit LossesIncome Taxes (Topic 326)740), that introduces a new process. The amendments in this ASU simplify the accounting for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. The new ASU will apply to: (1) loans, accounts receivable, trade receivables,income taxes by removing certain exceptions and other financial assets measured at amortized cost, (2) loan commitmentsclarifying certain requirements regarding franchise taxes, goodwill, consolidated tax expenses and certain other off-balance sheet credit exposures, (3) debt securities and other financial assets measured at fair value through other comprehensive income and (4) beneficial interests in securitized financial assets. The ASU changes the current practice of recording a permanent write down (other than temporary impairment) for probable credit losses, which is more restrictive than the new ASU requirement that would estimate credit losses, then recorded through a temporary allowance account that can be re-measured as estimated credit losses change. The ASU further limited estimated credit losses relating to available-for-sale securities to the amount which fair value is below amortized cost.annual effective tax rate calculations. The ASU is effective for fiscal yearsinterim and annual periods beginning after December 15, 2019, including interim periods within those fiscal years. We are2020, with early adoption permitted. The Company is currently evaluatingassessing the impact thatof this standard will have on our consolidated financial statements.
In August 2018, the FASB revised U.S. GAAP with the issuance of ASU 2018-13, Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement. The ASU removes, modifies and adds certain disclosure requirements associated with fair value measurements. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019. Early adoption is permitted. The removed and modified disclosures will be adopted on a retrospective basis and the new disclosures will be adopted on a prospective basis. We are currently evaluating our timeline for the adoption of this ASU, which only affects the presentation of certain disclosures and is not expected to impact our results of operations, financial position or liquidity.
See “Item 1—Note 2 (Significant Accounting Policies)” for more information about recently adopted accounting pronouncements. Item 3. Quantitative and Qualitative Disclosures about Market Risk
Market risk is the potential for economic losses due to adverse changes in fair market value of available-for-sale debt securities, equity securities (“Financial Instruments”) and investment real estate. We carry all of our Financial Instruments at fair market value and investment real estate at net book value in our statement of financial condition. Our investment portfolio as of June 30, 2019March 31, 2020 is
comprised of available-for-sale debt securities and equity securities, carried at fair market value, which expose us to changing market conditions, specifically interest rates and equity price changes.
The primary objectives of the investment portfolio are the preservation of capital and providing adequate liquidity for potential claims payments and other cash needs. The portfolio’s secondary investment objective is to provide a total rate of return with an emphasis on investment income. None of our investments in risk-sensitive Financial Instruments were entered into for trading purposes.
See “Item 1—Note 3 (Investments)” for more information about our Financial Instruments.
Interest Rate Risk
Interest rate risk is the sensitivity of the fair market value of a fixed-rate Financial Instrument to changes in interest rates. Generally, when interest rates rise, the fair value of our fixed-rate Financial Instruments declines over the remaining term of the agreement.
The following tables provide information about our fixed income Financial Instruments as of June 30, 2019March 31, 2020 compared to December 31, 2018,2019, which are sensitive to changes in interest rates. The tables present the expected cash flows of Financial Instruments based on years to effective maturity using amortized cost compared to fair market value and the related book yield compared to coupon yield (dollars in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| March 31, 2020 | | | | | | | | | | | | | | |
| 2020 | | 2021 | | 2022 | | 2023 | | 2024 | | Thereafter | | Other | | Total |
Amortized cost | $ | 127,107 | | | $ | 66,102 | | | $ | 91,631 | | | $ | 144,876 | | | $ | 121,277 | | | $ | 299,130 | | | $ | 1,703 | | | $ | 851,826 | |
Fair market value | $ | 127,033 | | | $ | 66,340 | | | $ | 93,090 | | | $ | 149,553 | | | $ | 124,649 | | | $ | 304,892 | | | $ | 1,692 | | | $ | 867,249 | |
Coupon rate | 2.28 | % | | 2.80 | % | | 3.12 | % | | 3.55 | % | | 3.52 | % | | 3.52 | % | | 5.66 | % | | 3.25 | % |
Book yield | 2.29 | % | | 2.63 | % | | 2.81 | % | | 3.26 | % | | 3.48 | % | | 3.48 | % | | 5.77 | % | | 3.06 | % |
* Years to effective maturity - 4.9 years | | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| June 30, 2019 |
| 2019 | | 2020 | | 2021 | | 2022 | | 2023 | | Thereafter | | Other | | Total |
Amortized cost | $ | 125,392 |
| | $ | 143,713 |
| | $ | 59,128 |
| | $ | 108,872 |
| | $ | 118,934 |
| | $ | 305,829 |
| | $ | 1,153 |
| | $ | 863,021 |
|
Fair market value | $ | 125,260 |
| | $ | 144,053 |
| | $ | 59,747 |
| | $ | 110,603 |
| | $ | 122,604 |
| | $ | 320,614 |
| | $ | 1,212 |
| | $ | 884,093 |
|
Coupon rate | 2.32 | % | | 2.44 | % | | 3.12 | % | | 3.32 | % | | 3.47 | % | | 3.82 | % | | 5.79 | % | | 3.23 | % |
Book yield | 2.10 | % | | 2.36 | % | | 2.80 | % | | 3.04 | % | | 3.16 | % | | 3.64 | % | | 5.81 | % | | 3.01 | % |
* Years to effective maturity - 3.3 years | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2019 | | | | | | | | | | | | | | |
| 2019 | | 2020 | | 2021 | | 2022 | | 2023 | | Thereafter | | Other | | Total |
Amortized cost | $ | 106,961 | | | $ | 107,705 | | | $ | 59,350 | | | $ | 124,596 | | | $ | 98,477 | | | $ | 331,082 | | | $ | 165 | | | $ | 828,336 | |
Fair market value | $ | 107,259 | | | $ | 108,516 | | | $ | 60,105 | | | $ | 128,599 | | | $ | 101,345 | | | $ | 349,259 | | | $ | 201 | | | $ | 855,284 | |
Coupon rate | 2.46 | % | | 2.58 | % | | 3.06 | % | | 3.52 | % | | 3.50 | % | | 3.64 | % | | 7.50 | % | | 3.28 | % |
Book yield | 2.46 | % | | 2.44 | % | | 2.77 | % | | 3.27 | % | | 3.03 | % | | 3.47 | % | | 6.31 | % | | 3.08 | % |
* Years to effective maturity - 4.7 years | | | | | | | | | | | | | | | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2018 |
| 2019 | | 2020 | | 2021 | | 2022 | | 2023 | | Thereafter | | Other | | Total |
Amortized cost | $ | 123,110 |
| | $ | 109,690 |
| | $ | 114,580 |
| | $ | 55,542 |
| | $ | 121,363 |
| | $ | 301,454 |
| | $ | 5,388 |
| | $ | 831,127 |
|
Fair market value | $ | 122,333 |
| | $ | 108,564 |
| | $ | 112,917 |
| | $ | 54,309 |
| | $ | 119,945 |
| | $ | 297,214 |
| | $ | 5,156 |
| | $ | 820,438 |
|
Coupon rate | 2.04 | % | | 2.35 | % | | 2.63 | % | | 2.99 | % | | 3.32 | % | | 3.90 | % | | 6.15 | % | | 3.11 | % |
Book yield | 1.88 | % | | 2.24 | % | | 2.43 | % | | 2.83 | % | | 3.18 | % | | 3.68 | % | | 5.96 | % | | 2.94 | % |
* Years to effective maturity - 3.5 years | | | | | | | | | | | | |
All securities, except those with perpetual maturities, were categorized in the tables above utilizing years to effective maturity. Effective maturity takes into consideration all forms of potential prepayment, such as call features or prepayment schedules, that shorten the lifespan of contractual maturity dates.
Equity Price Risk
Equity price risk is the potential for loss in fair value of Financial Instruments in common stock and mutual funds from adverse changes in the prices of those Financial Instruments.
The following table provides information about the Financial Instruments in our investment portfolio subject to price risk as of the dates presented (in thousands):
| | | June 30, 2019 | | December 31, 2018 | | March 31, 2020 | | | December 31, 2019 | |
| Fair Value | | Percent | | Fair Value | | Percent | | Fair Value | | Percent | | Fair Value | | Percent |
Equity Securities: | | | |
| | |
| | |
| Equity Securities: | | | | | | | |
Common stock | $ | 2,724 |
| | 6.4 | % | | $ | 15,564 |
| | 24.6 | % | Common stock | $ | 1,904 | | | 4.2 | % | | $ | 2,377 | | | 5.4 | % |
Mutual funds | 39,644 |
| | 93.6 | % | | 47,713 |
| | 75.4 | % | Mutual funds | 43,934 | | | 95.8 | % | | 41,340 | | | 94.6 | % |
Total equity securities | $ | 42,368 |
| | 100.0 | % | | $ | 63,277 |
| | 100.0 | % | Total equity securities | $ | 45,838 | | | 100.0 | % | | $ | 43,717 | | | 100.0 | % |
A hypothetical decrease of 20% in the market prices of each of the equity securities held at June 30, 2019March 31, 2020 and December 31, 20182019 would have resulted in a decrease of $8.5$9.2 million and $12.7$8.7 million, respectively, in the fair value of those securities.
Item 4. Controls and Procedures
The Company carried out an evaluation under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that disclosure controls and procedures were effective as of June 30, 2019,March 31, 2020, to ensure that information required to be disclosed by the Company in its reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and that information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers as appropriate, to allow timely decisions regarding required disclosure.
There was no change in the Company’s internal controls over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
Item 1. Legal Proceedings
Lawsuits are filed against the Company from time to time. Many of these lawsuits involve claims under policies that we underwrite and reserve for as an insurer. We are also involved in various other legal proceedings and litigation unrelated to claims under our policies that arise in the ordinary course of business operations. Management believes that any liabilities that may arise as a result of these legal matters will not have a material adverse effect on our financial condition or results of operations. The Company contests liability and/or the amount of damages as appropriate in each pending matter.
In accordance with applicable accounting guidance, the Company establishes an accrued liability for legal matters when those matters present loss contingencies that are both probable and estimable.
Legal proceedings are subject to many uncertain factors that generally cannot be predicted with assurance, and the Company may be exposed to losses in excess of any amounts accrued. The Company currently estimates that the reasonably possible losses for legal proceedings, whether in excess of a related accrued liability or where there is no accrued liability, and for which the Company is able to estimate a possible loss, are immaterial. This represents management’s estimate of possible loss with respect to these matters and is based on currently available information. These estimates of possible loss do not represent our maximum loss exposure, and actual results may vary significantly from current estimates.
Item 1A. Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The table below presents purchases of our common stock during the three months ended June 30, 2019.March 31, 2020.
We may repurchase shares from time to time at our discretion, based on ongoing assessments of our capital needs, the market price of our common stock and general market conditions. We will fund the share repurchase program with cash from operations. During the six months ended June 30, 2019, there were two authorized repurchase plans in effect:
Item 6. Exhibits
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.