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RLI RLI

Filed: 23 Apr 21, 11:32am

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

 

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

 

For the quarterly period ended March 31, 2021

 

or

 

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

 

For the transition period from                 to                

 

Commission File Number:    001-09463

 

RLI Corp.

(Exact name of registrant as specified in its charter)

 

 

 

 

Delaware

 

37-0889946

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification Number)

 

 

 

9025 North Lindbergh Drive, Peoria, IL

 

61615

(Address of principal executive offices)

 

(Zip Code)

 

(309) 692-1000

(Registrant’s telephone number, including area code)

 

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

 

 

 

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock $0.01 par value

RLI

New York Stock Exchange

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes     No

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes     No

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

 

 

 

 

 

 

Large accelerated filer 

Accelerated filer 

Non-accelerated filer 

Smaller reporting company 

 

 

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

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

 

APPLICABLE ONLY TO CORPORATE ISSUERS:

 

As of April 15, 2021, the number of shares outstanding of the registrant’s Common Stock was 45,203,438.

 

 

 


 

 

Table of Contents

 

 

 

 

Page

 

 

 

 

Part I - Financial Information

3

 

 

 

 

 

Item 1.

Financial Statements

3

 

 

 

 

 

 

Condensed Consolidated Statements of Earnings and Comprehensive Earnings for the Three-Month Periods Ended March 31, 2021 and 2020 (unaudited)

3

 

 

 

 

 

 

Condensed Consolidated Balance Sheets as of March 31, 2021 and December 31, 2020 (unaudited)

4

 

 

 

 

 

 

Condensed Consolidated Statements of Shareholders’ Equity for the Three-Month Periods Ended March 31, 2021 and 2020 (unaudited)

5

 

 

 

 

 

 

Condensed Consolidated Statements of Cash Flows for the Three-Month Periods Ended March 31, 2021 and 2020 (unaudited)

6

 

 

 

 

 

 

Notes to Unaudited Condensed Consolidated Interim Financial Statements

7

 

 

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

21

 

 

 

 

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

30

 

 

 

 

 

Item 4.

Controls and Procedures

30

 

 

 

 

Part II - Other Information

31

 

 

 

 

 

Item 1.

Legal Proceedings

31

 

 

 

 

 

Item 1a.

Risk Factors

31

 

 

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

31

 

 

 

 

 

Item 3.

Defaults upon Senior Securities

31

 

 

 

 

 

Item 4.

Mine Safety Disclosures

31

 

 

 

 

 

Item 5.

Other Information

31

 

 

 

 

 

Item 6.

Exhibits

31

 

 

 

 

Signatures

 

32

 


Table of Contents

 

 

PART I - FINANCIAL INFORMATION

 

Item 1.

Financial Statements

 

RLI Corp. and Subsidiaries

Condensed Consolidated Statements of Earnings and Comprehensive Earnings

(Unaudited)

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

(in thousands, except per share data)

 

2021

 

 

2020

 

Net premiums earned

 

$

228,595

 

 

$

215,582

 

Net investment income

 

 

16,424

 

 

 

17,778

 

Net realized gains

 

 

14,150

 

 

 

15,152

 

Net unrealized gains (losses) on equity securities

 

 

28,162

 

 

 

(130,395

)

Consolidated revenue

 

$

287,331

 

 

$

118,117

 

Losses and settlement expenses

 

 

104,892

 

 

 

111,021

 

Policy acquisition costs

 

 

74,990

 

 

 

72,941

 

Insurance operating expenses

 

 

18,796

 

 

 

14,381

 

Interest expense on debt

 

 

1,901

 

 

 

1,897

 

General corporate expenses

 

 

3,342

 

 

 

1,755

 

Total expenses

 

$

203,921

 

 

$

201,995

 

Equity in earnings of unconsolidated investees

 

 

6,424

 

 

 

4,514

 

Earnings (loss) before income taxes

 

$

89,834

 

 

$

(79,364

)

Income tax expense (benefit)

 

 

16,822

 

 

 

(18,097

)

Net earnings (loss)

 

$

73,012

 

 

$

(61,267

)

 

 

 

 

 

 

 

 

 

Other comprehensive earnings (loss), net of tax

 

 

(44,747

)

 

 

(13,031

)

Comprehensive earnings (loss)

 

$

28,265

 

 

$

(74,298

)

 

 

 

 

 

 

 

 

 

Basic net earnings (loss) per share

 

$

1.62

 

 

$

(1.36

)

Diluted net earnings (loss) per share

 

$

1.60

 

 

$

(1.36

)

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

Basic

 

 

45,178

 

 

 

44,920

 

Diluted

 

 

45,674

 

 

 

44,920

 

 

See accompanying notes to the unaudited condensed consolidated interim financial statements.

3


Table of Contents

 

RLI Corp. and Subsidiaries

Condensed Consolidated Balance Sheets

(Unaudited)

 

 

 

March 31,

 

 

December 31,

 

(in thousands, except share and per share data)

 

2021

 

 

2020

 

ASSETS

 

 

 

 

 

 

 

 

Investments and cash:

 

 

 

 

 

 

 

 

Fixed income:

 

 

 

 

 

 

 

 

Available-for-sale, at fair value

 

$

2,175,869

 

 

$

2,196,626

 

(amortized cost of $2,096,852 and allowance for credit losses of $375 at 3/31/21)

 

 

 

 

 

 

 

 

(amortized cost of $2,061,467 and allowance for credit losses of $397 at 12/31/20)

 

 

 

 

 

 

 

 

Equity securities, at fair value (cost - $298,926 at 3/31/21 and $293,190 at 12/31/20)

 

 

555,209

 

 

 

524,006

 

Other invested assets

 

 

50,413

 

 

 

54,232

 

Cash

 

 

94,935

 

 

 

62,217

 

Total investments and cash

 

$

2,876,426

 

 

$

2,837,081

 

Accrued investment income

 

 

16,109

 

 

 

16,126

 

Premiums and reinsurance balances receivable, net of allowances for uncollectible amounts of $18,172 at 3/31/21 and $17,658 at 12/31/20

 

 

149,736

 

 

 

174,628

 

Ceded unearned premium

 

 

111,071

 

 

 

113,488

 

Reinsurance balances recoverable on unpaid losses and settlement expenses, net of allowances for uncollectible amounts of $8,953 at 3/31/21 and $8,634 at 12/31/20

 

 

454,921

 

 

 

443,729

 

Deferred policy acquisition costs

 

 

92,595

 

 

 

88,425

 

Property and equipment, at cost, net of accumulated depreciation of $70,089 at 3/31/21 and $68,682 at 12/31/20

 

 

50,470

 

 

 

51,406

 

Investment in unconsolidated investees

 

 

134,314

 

 

 

128,382

 

Goodwill and intangibles

 

 

53,617

 

 

 

53,719

 

Other assets

 

 

33,181

 

 

 

31,501

 

TOTAL ASSETS

 

$

3,972,440

 

 

$

3,938,485

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Unpaid losses and settlement expenses

 

$

1,795,275

 

 

$

1,750,049

 

Unearned premiums

 

 

590,364

 

 

 

586,386

 

Reinsurance balances payable

 

 

26,560

 

 

 

42,265

 

Funds held

 

 

85,572

 

 

 

81,747

 

Income taxes-deferred

 

 

74,624

 

 

 

80,235

 

Bonds payable, long-term debt

 

 

149,536

 

 

 

149,489

 

Accrued expenses

 

 

45,784

 

 

 

75,925

 

Other liabilities

 

 

49,939

 

 

 

36,411

 

TOTAL LIABILITIES

 

$

2,817,654

 

 

$

2,802,507

 

 

 

 

 

 

 

 

 

 

Shareholders’ Equity

 

 

 

 

 

 

 

 

Common stock ($0.01 par value)

 

 

 

 

 

 

 

 

(Shares authorized - 200,000,000 at 3/31/21 and 12/31/20)

 

 

 

 

 

 

 

 

(68,133,652 shares issued, 45,203,438 shares outstanding at 3/31/21)

 

 

 

 

 

 

 

 

(68,072,794 shares issued, 45,142,580 shares outstanding at 12/31/20)

 

$

681

 

 

$

681

 

Paid-in capital

 

 

336,757

 

 

 

335,365

 

Accumulated other comprehensive earnings

 

 

63,967

 

 

 

108,714

 

Retained earnings

 

 

1,146,380

 

 

 

1,084,217

 

Deferred compensation

 

 

7,926

 

 

 

8,292

 

Less: Treasury shares, at cost

 

 

 

 

 

 

 

 

(22,930,214 shares at 3/31/21 and 12/31/20)

 

 

(400,925

)

 

 

(401,291

)

TOTAL SHAREHOLDERS’ EQUITY

 

$

1,154,786

 

 

$

1,135,978

 

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

$

3,972,440

 

 

$

3,938,485

 

 

See accompanying notes to the unaudited condensed consolidated interim financial statements.

4


Table of Contents

 

RLI Corp. and Subsidiaries

Condensed Consolidated Statements of Shareholders’ Equity

(Unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

Comprehensive

 

 

 

 

 

 

 

 

 

 

Treasury

 

 

 

Common

 

 

Shareholders’

Common

Paid-in

Earnings

 

 

Retained

Deferred

Shares

 

(in thousands, except share and per share data)

 

Shares

 

 

Equity

Stock

Capital

(Loss)

 

 

Earnings

Compensation

at Cost

 

Balance, January 1, 2020

 

 

44,869,015

 

 

$

995,388

 

 

$

678

 

 

$

321,190

 

 

$

52,473

 

 

$

1,014,046

 

 

$

7,980

 

 

$

(400,979

)

Cumulative-effect adjustment from ASU 2016-13

 

 

 

 

 

1,095

 

 

 

 

 

 

 

 

 

22

 

 

 

1,073

 

 

 

 

 

 

 

Net earnings (loss)

 

 

 

 

 

(61,267

)

 

 

 

 

 

 

 

 

 

 

 

(61,267

)

 

 

 

 

 

 

Other comprehensive earnings (loss), net of tax

 

 

 

 

 

(13,031

)

 

 

 

 

 

 

 

 

(13,031

)

 

 

 

 

 

 

 

 

 

Deferred compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1,010

)

 

 

1,010

 

Share-based compensation

 

 

53,641

 

 

 

3,863

 

 

 

1

 

 

 

3,862

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends and dividend equivalents ($0.23 per share)

 

 

 

 

 

(10,343

)

 

 

 

 

 

 

 

 

 

 

 

(10,343

)

 

 

 

 

 

 

Balance, March 31, 2020

 

 

44,922,656

 

 

$

915,705

 

 

$

679

 

 

$

325,052

 

 

$

39,464

 

 

$

943,509

 

 

$

6,970

 

 

$

(399,969

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

Comprehensive

 

 

 

 

 

 

 

 

 

 

Treasury

 

 

 

Common

 

 

Shareholders’

Common

Paid-in

Earnings

 

 

Retained

 

 

Deferred

 

 

Shares

 

(in thousands, except share and per share data)

 

Shares

 

 

Equity

Stock

Capital

(Loss)

 

 

Earnings

 

 

Compensation

 

 

at Cost

 

Balance, January 1, 2021

 

 

45,142,580

 

 

$

1,135,978

 

 

$

681

 

 

$

335,365

 

 

$

108,714

 

 

$

1,084,217

 

 

$

8,292

 

 

$

(401,291

)

Net earnings (loss)

 

 

 

 

 

73,012

 

 

 

 

 

 

 

 

 

 

 

 

73,012

 

 

 

 

 

 

 

Other comprehensive earnings (loss), net of tax

 

 

 

 

 

(44,747

)

 

 

 

 

 

 

 

 

(44,747

)

 

 

 

 

 

 

 

 

 

Deferred compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(366

)

 

 

366

 

Share-based compensation

 

 

60,858

 

 

 

1,392

 

 

 

 

 

 

1,392

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividends and dividend equivalents ($0.24 per share)

 

 

 

 

 

(10,849

)

 

 

 

 

 

 

 

 

 

 

 

(10,849

)

 

 

 

 

 

 

Balance, March 31, 2021

 

 

45,203,438

 

 

$

1,154,786

 

 

$

681

 

 

$

336,757

 

 

$

63,967

 

 

$

1,146,380

 

 

$

7,926

 

 

$

(400,925

)

 

See accompanying notes to the unaudited condensed consolidated interim financial statements.

 

 

5


Table of Contents

 

 

RLI Corp. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(Unaudited)

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Net cash provided by (used in) operating activities

 

$

60,287

 

 

$

(5,767

)

Cash Flows from Investing Activities

 

 

 

 

 

 

 

 

Purchase of:

 

 

 

 

 

 

 

 

Fixed income securities, available-for-sale

 

$

(145,121

)

 

$

(69,233

)

Equity securities

 

 

(31,957

)

 

 

(31,811

)

Property and equipment

 

 

(887

)

 

 

(1,910

)

Other

 

 

(4,323

)

 

 

(2,611

)

Proceeds from sale of:

 

 

 

 

 

 

 

 

Fixed income securities, available-for-sale

 

 

21,300

 

 

 

20,414

 

Equity securities

 

 

47,638

 

 

 

38,042

 

Other

 

 

521

 

 

 

2,267

 

Proceeds from call or maturity of:

 

 

 

 

 

 

 

 

Fixed income securities, available-for-sale

 

 

96,285

 

 

 

54,890

 

Net cash provided by (used in) investing activities

 

$

(16,544

)

 

$

10,048

 

Cash Flows from Financing Activities

 

 

 

 

 

 

 

 

Cash dividends paid

 

$

(10,838

)

 

$

(10,332

)

Proceeds from (payments related to) stock option exercises

 

 

(187

)

 

 

2,549

 

Net cash used in financing activities

 

$

(11,025

)

 

$

(7,783

)

Net increase (decrease) in cash

 

$

32,718

 

 

$

(3,502

)

Cash at the beginning of the period

 

 

62,217

 

 

 

46,203

 

Cash at March 31

 

$

94,935

 

 

$

42,701

 

 

See accompanying notes to the unaudited condensed consolidated interim financial statements.

 

6


Table of Contents

 

 

NOTES TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

 

1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 

A. BASIS OF PRESENTATION

 

The unaudited condensed consolidated interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP) for interim financial reporting and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all the disclosures required by GAAP for complete financial statements. As such, these unaudited condensed consolidated interim financial statements should be read in conjunction with our 2020 Annual Report on Form 10-K. Management believes that the disclosures are adequate to make the information presented not misleading, and all normal and recurring adjustments necessary to present fairly the financial position at March 31, 2021 and the results of operations of RLI Corp. (the Company) and subsidiaries for all periods presented have been made. The results of operations for any interim period are not necessarily indicative of the operating results for a full year. Certain reclassifications were made to 2020 to conform to the classifications used in the current year.

 

The preparation of the unaudited condensed consolidated interim financial statements requires management to make estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated interim financial statements and the reported amounts of revenue and expenses during the period. These estimates are inherently subject to change and actual results could differ significantly from these estimates.

 

B. ADOPTED ACCOUNTING STANDARDS

 

No new accounting standards applicable in 2021 impact our financial statements.

 

C. PROSPECTIVE ACCOUNTING STANDARDS

 

There are no prospective accounting standards which would have a material impact on our financial statements as of March 31, 2021.

 

D. REINSURANCE

 

Ceded unearned premiums and reinsurance balances recoverable on unpaid losses and settlement expenses are reported separately as an asset, rather than being netted with the related liability, since reinsurance does not relieve the Company of our liability to policyholders. Such balances are subject to the credit risk associated with the individual reinsurer. We continually monitor the financial condition of our reinsurers and actively follow up on any past due or disputed amounts. As part of our monitoring efforts, we review their annual financial statements and Securities and Exchange Commission (SEC) filings for those reinsurers that are publicly traded. We also review insurance industry developments that may impact the financial condition of our reinsurers. We analyze the credit risk associated with our reinsurance balances recoverable by monitoring the AM Best and Standard & Poor’s (S&P) ratings of our reinsurers. In addition, we subject our reinsurance recoverables to detailed recoverability tests, including a segment-based analysis using the average default rating percentage by S&P rating, which assists the Company in assessing the sufficiency of the existing allowance. Additionally, we perform an in-depth reinsurer financial condition analysis prior to the renewal of our reinsurance placements.

 

Our policy is to charge to earnings, in the form of an allowance, an estimate of unrecoverable amounts from reinsurers. This allowance is reviewed on an ongoing basis to ensure that the amount makes a reasonable provision for reinsurance balances that we may be unable to recover. Once regulatory action (such as receivership, finding of insolvency, order of conservation or order of liquidation) is taken against a reinsurer, all paid and unpaid balances recoverable for the reinsurer are specifically identified and expensed into our allowance for estimated unrecoverable amounts from reinsurers. We then re-evaluate the remaining allowance and determine whether the balance is sufficient as detailed above and if needed, an additional allowance is recognized and income charged.

 

The allowances for uncollectible amounts on paid and unpaid reinsurance recoverables were $15.9 million and $9.0 million, respectively, at March 31, 2021. At December 31, 2020, the amounts were $15.9 million and $8.6 million, respectively. Changes in the allowances were due to changes in the amount of reinsurance balances outstanding, the composition of reinsurers from whom the balances were recoverable and their associated S&P default ratings. NaN write-offs were applied to the allowances in the first three months of 2021 and less than $0.1 million was recovered. We have 0 receivables with a due date that extends beyond one year that are not included in our allowance for uncollectible amounts.

 

7


Table of Contents

 

 

E. INTANGIBLE ASSETS

 

The composition of goodwill and intangible assets at March 31, 2021 and December 31, 2020 is detailed in the following table:

 

 

 

March 31,

 

 

December 31,

 

(in thousands)

 

2021

 

 

2020

 

Goodwill

 

 

 

 

 

 

 

 

Surety

 

$

40,816

 

 

$

40,816

 

Casualty

 

 

5,246

 

 

 

5,246

 

Total goodwill

 

$

46,062

 

 

$

46,062

 

Intangibles

 

 

 

 

 

 

 

 

Indefinite-lived intangibles - state insurance licenses

 

 

7,500

 

 

 

7,500

 

Definite-lived intangibles, net of accumulated amortization of $3,980 at 3/31/21 and $3,878 at 12/31/20

 

 

55

 

 

 

157

 

Total intangibles

 

$

7,555

 

 

$

7,657

 

Total goodwill and intangibles

 

$

53,617

 

 

$

53,719

 

 

All definite-lived intangible assets are amortized based on their estimated useful lives. Amortization of intangible assets was $0.1 million for the first quarter of 2021 and 2020.

 

Annual impairment assessments were performed on our goodwill and state insurance license indefinite-lived intangible asset during 2020. Based upon these reviews, NaN of the assets were impaired. In addition, there were no triggering events as of March 31, 2021 that would suggest an updated impairment test would be needed for our goodwill and intangible assets.

 

F. EARNINGS PER SHARE

 

Basic earnings per share (EPS) is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the dilution that could occur if securities or other contracts to issue common stock or common stock equivalents were exercised or converted into common stock. When inclusion of these items increases the earnings per share or reduces the loss per share, the effect on earnings is anti-dilutive. Under these circumstances, the diluted net earnings or net loss per share is computed excluding these items. The following represents a reconciliation of the numerator and denominator of the basic and diluted EPS computations contained in the unaudited condensed consolidated interim financial statements:

 

 

 

For the Three Months

 

 

For the Three Months

 

 

 

Ended March 31, 2021

 

 

Ended March 31, 2020

 

 

 

Income

 

 

Shares

 

 

Per Share

 

 

Income

 

 

Shares

 

 

Per Share

 

(in thousands, except per share data)

 

(Numerator)

 

 

(Denominator)

 

 

Amount

 

 

(Numerator)

 

 

(Denominator)

 

 

Amount

 

Basic EPS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) available to common shareholders

 

$

73,012

 

 

 

45,178

 

 

$

1.62

 

 

$

(61,267

)

 

 

44,920

 

 

$

(1.36

)

Effect of Dilutive Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stock options and restricted stock units

 

 

 

 

 

496

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings (loss) available to common shareholders

 

$

73,012

 

 

 

45,674

 

 

$

1.60

 

 

$

(61,267

)

 

 

44,920

 

 

$

(1.36

)

Anti-dilutive options excluded from diluted EPS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

94

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

G. COMPREHENSIVE EARNINGS

 

Our comprehensive earnings include net earnings plus after-tax unrealized gains and losses on our available-for-sale fixed income portfolio. In reporting the components of comprehensive earnings, we used the federal statutory tax rate of 21 percent. Other comprehensive earnings (loss), as shown in the consolidated statements of earnings and comprehensive earnings, is net of tax benefit of $11.9 million and $3.5 million for the first quarter of 2021 and 2020, respectively.

 

Unrealized losses, net of tax, recognized in other comprehensive earnings (loss) were $44.7 million for the first three months of 2021, compared to $13.0 million during the same period last year. The unrealized losses were attributable to increased interest rates in both periods, which decreased the fair value of securities held in the fixed income portfolio.

 

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The following table illustrates the changes in the balance of each component of accumulated other comprehensive earnings for each period presented in the unaudited condensed consolidated interim financial statements:

 

(in thousands)

 

For the Three Months

 

 

 

Ended March 31,

 

Unrealized Gains/Losses on Available-for-Sale Securities

 

2021

 

 

2020

 

Beginning balance

 

$

108,714

 

 

$

52,473

 

Cumulative-effect adjustment of ASU 2016-13

 

 

 

 

 

22

 

Adjusted beginning balance

 

$

108,714

 

 

$

52,495

 

Other comprehensive loss before reclassifications

 

 

(43,795

)

 

 

(11,880

)

Amounts reclassified from accumulated other comprehensive earnings

 

 

(952

)

 

 

(1,151

)

Net current-period other comprehensive loss

 

$

(44,747

)

 

$

(13,031

)

Ending balance

 

$

63,967

 

 

$

39,464

 

Balance of securities for which an allowance for credit losses has been recognized in net earnings

 

$

463

 

 

$

5,727

 

 

Credit losses on or the sale of an available-for-sale security results in amounts being reclassified from accumulated other comprehensive earnings to current period net earnings. The effects of reclassifications out of accumulated other comprehensive earnings by the respective line items of net earnings are presented in the following table:

 

 

 

Amount Reclassified from Accumulated Other

 

(in thousands)

 

Comprehensive Earnings

 

 

 

For the Three Months

 

 

 

Component of Accumulated

 

Ended March 31,

 

 

Affected line item in the

Other Comprehensive Earnings

 

2021

 

 

2020

 

 

Statement of Earnings

Unrealized gains and losses on available-for-sale securities

 

$

1,183

 

 

$

2,306

 

 

Net realized gains

 

 

 

22

 

 

 

(849

)

 

Credit losses presented within net realized gains

 

 

$

1,205

 

 

$

1,457

 

 

Earnings (loss) before income taxes

 

 

 

(253

)

 

 

(306

)

 

Income tax benefit (expense)

 

 

$

952

 

 

$

1,151

 

 

Net earnings (loss)

 

H. FAIR VALUE MEASUREMENTS

 

Fair value is defined as the price in the principal market that would be received for an asset to facilitate an orderly transaction between market participants on the measurement date. We determined the fair value of certain financial instruments based on their underlying characteristics and relevant transactions in the marketplace. We maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

 

The following are the levels of the fair value hierarchy and a brief description of the type of valuation inputs that are used to establish each level. Financial assets are classified based upon the lowest level of significant input that is used to determine fair value.

 

Pricing Level 1 is applied to valuations based on readily available, unadjusted quoted prices in active markets for identical assets.

 

Pricing Level 2 is applied to valuations based upon quoted prices for similar assets in active markets, quoted prices for identical or similar assets in inactive markets; or valuations based on models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates, loss severities) or can be corroborated by observable market data.

 

Pricing Level 3 is applied to valuations that are derived from techniques in which one or more of the significant inputs are unobservable.

 

As a part of management’s process to determine fair value, we utilize widely recognized, third-party pricing sources to determine our fair values. We have obtained an understanding of the third-party pricing sources’ valuation methodologies and inputs. The following is a description of the valuation techniques used for financial assets that are measured at fair value, including the general classification of such assets pursuant to the fair value hierarchy.

 

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Corporate, Agencies, Government and Municipal Bonds: The pricing vendor employs a multi-dimensional model which uses standard inputs including (listed in approximate order of priority for use) benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, market bids/offers and other reference data. The pricing vendor also monitors market indicators, as well as industry and economic events. All bonds valued using these techniques are classified as Level 2. All corporate, agency, government and municipal securities are deemed Level 2.

 

Mortgage-backed Securities (MBS)/Commercial Mortgage-backed Securities (CMBS) and Asset-backed Securities (ABS): The pricing vendor evaluation methodology includes principally interest rate movements and new issue data. Evaluation of the tranches (non-volatile, volatile or credit sensitivity) is based on the pricing vendors’ interpretation of accepted modeling and pricing conventions. This information is then used to determine the cash flows for each tranche, benchmark yields, pre-payment assumptions and to incorporate collateral performance. To evaluate MBS and CMBS volatility, an option adjusted spread model is used in combination with models that simulate interest rate paths to determine market price information. This process allows the pricing vendor to obtain evaluations of a broad universe of securities in a way that reflects changes in yield curve, index rates, implied volatility, mortgage rates and recent trade activity. MBS/CMBS and ABS with corroborated, observable inputs are classified as Level 2. All of our MBS/CMBS and ABS are deemed Level 2.

 

Regulation D Private Placement Securities: All Regulation D privately-placed bonds are classified as corporate securities and deemed Level 3. The pricing vendor evaluation methodology for these securities includes a combination of observable and unobservable inputs. Observable inputs include public corporate spread matrices classified by sector, rating and average life, as well as investment and non-investment grade matrices created from fixed income indices. Unobservable inputs include a liquidity spread premium calculated based on public corporate spread and private corporate spread matrices. The quantitative detail of the liquidity spread premium is neither provided nor reasonably available to the Company. An increase to the credit spread assumptions would result in a lower fair value.

 

For all of our fixed income securities classified as Level 2, we periodically conduct a review to assess the reasonableness of the fair values provided by our pricing services. Our review consists of a two-pronged approach. First, we compare prices provided by our pricing services to those provided by an additional source. In some cases, we obtain prices from securities brokers and compare them to the prices provided by our pricing services. If discrepancies are found in our comparisons, we compare our prices to actual reported trade data for like securities. No changes to the fair values supplied by our pricing services have occurred as a result of our reviews. Based on these assessments, we have determined that the fair values of our Level 2 fixed income securities provided by our pricing services are reasonable.

 

Common Stock: As of March 31, 2021, nearly all of our common stock holdings were traded on an exchange. Exchange traded equities have readily observable price levels and are classified as Level 1 (fair value based on quoted market prices). Pricing for the equity securities not traded on an exchange is provided by a third-party pricing source and is classified as Level 2.

 

Due to the relatively short-term nature of cash, short-term investments, accounts receivable and accounts payable, their carrying amounts are reasonable estimates of fair value. Our investments in private funds, classified as other invested assets, are measured using the investments’ net asset value per share and are not categorized within the fair value hierarchy.

 

I. RISKS AND UNCERTAINTIES

 

Certain risks and uncertainties are inherent to our day-to-day operations. Adverse changes in the economy could lower demand for our insurance products or negatively impact our investment results, both of which could have an adverse effect on the revenue and profitability of our operations. The COVID-19 pandemic may continue to result in significant disruptions in economic activity and financial markets. The cumulative effects of any public health outbreak could reduce demand for our insurance policies, result in increased level of losses, settlement expenses or other operating costs, reduce the market value of invested assets held by the Company or negatively impact the fair value of our goodwill.

 

2. INVESTMENTS

 

Our investments are primarily composed of fixed income debt securities and common stock equity securities. We carry our equity securities at fair value and categorize all of our debt securities as available-for-sale, which are carried at fair value.

 

Realized gains and losses on disposition of investments are based on specific identification of the investments sold on the settlement date. The following is a summary of the disposition of fixed income and equity securities for the three-month periods ended March 31, 2021 and 2020:

 

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Sales

 

Proceeds

 

 

Gross Realized

 

 

Net Realized

 

(in thousands)

 

From Sales

 

 

Gains

 

 

Losses

 

 

Gain (Loss)

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale

 

$

21,273

 

 

$

1,003

 

 

$

(27

)

 

$

976

 

Equities

 

 

47,638

 

 

 

14,233

 

 

 

(1,150

)

 

 

13,083

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale

 

$

19,858

 

 

$

2,270

 

 

$

(102

)

 

$

2,168

 

Equities

 

 

38,042

 

 

 

17,792

 

 

 

(2,633

)

 

 

15,159

 

 

Calls/Maturities

 

 

 

 

 

Gross Realized

 

 

Net Realized

 

(in thousands)

 

Proceeds

 

 

Gains

 

 

Losses

 

 

Gain (Loss)

 

2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale

 

$

96,285

 

 

$

255

 

 

$

(48

)

 

$

207

 

2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale

 

$

54,890

 

 

$

145

 

 

$

(7

)

 

$

138

 

 

FAIR VALUE MEASUREMENTS

 

Assets measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020 are summarized below:

 

 

As of March 31, 2021

 

 

Fair Value Measurements Using

 

 

 

Quoted Prices in

 

 

Significant Other

 

 

Significant

 

 

 

 

 

 

 

Active Markets for

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Identical Assets

 

 

Inputs

 

 

Inputs

 

 

 

 

 

(in thousands)

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Total

 

Fixed income securities - available-for-sale

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government

 

$

 

 

$

170,422

 

 

$

 

 

$

170,422

 

U.S. agency

 

 

 

 

 

31,666

 

 

 

 

 

 

31,666

 

Non-U.S. government & agency

 

 

 

 

 

8,555

 

 

 

 

 

 

8,555

 

Agency MBS

 

 

 

 

 

369,212

 

 

 

 

 

 

369,212

 

ABS/CMBS/MBS*

 

 

 

 

 

218,232

 

 

 

 

 

 

218,232

 

Corporate

 

 

 

 

 

810,751

 

 

 

22,452

 

 

 

833,203

 

Municipal

 

 

 

 

 

544,579

 

 

 

 

 

 

544,579

 

Total fixed income securities - available-for-sale

 

$

 

 

$

2,153,417

 

 

$

22,452

 

 

$

2,175,869

 

Equity securities

 

 

555,105

 

 

 

104

 

 

 

 

 

 

555,209

 

Other invested assets

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

555,105

 

 

$

2,153,521

 

 

$

22,452

 

 

$

2,731,078

 

 

*

Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities

 

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As of December 31, 2020

 

 

Fair Value Measurements Using

 

 

 

Quoted Prices in

 

 

Significant Other

 

 

Significant

 

 

 

 

 

 

 

Active Markets for

 

 

Observable

 

 

Unobservable

 

 

 

 

 

 

 

Identical Assets

 

 

Inputs

 

 

Inputs

 

 

 

 

 

(in thousands)

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

Total

 

Fixed income securities - available-for-sale

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government

 

$

 

 

$

183,357

 

 

$

 

 

$

183,357

 

U.S. agency

 

 

 

 

 

32,872

 

 

 

 

 

 

32,872

 

Non-U.S. government & agency

 

 

 

 

 

10,965

 

 

 

 

 

 

10,965

 

Agency MBS

 

 

 

 

 

402,071

 

 

 

 

 

 

402,071

 

ABS/CMBS/MBS*

 

 

 

 

 

218,373

 

 

 

 

 

 

218,373

 

Corporate

 

 

 

 

 

798,794

 

 

 

17,798

 

 

 

816,592

 

Municipal

 

 

 

 

 

532,396

 

 

 

 

 

 

532,396

 

Total fixed income securities - available-for-sale

 

$

 

 

$

2,178,828

 

 

$

17,798

 

 

$

2,196,626

 

Equity securities

 

 

523,923

 

 

 

83

 

 

 

 

 

 

524,006

 

Other invested assets

 

 

6,068

 

 

 

 

 

 

 

 

 

6,068

 

Total

 

$

529,991

 

 

$

2,178,911

 

 

$

17,798

 

 

$

2,726,700

 

 

*

Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities

 

The following table summarizes changes in the balance of Regulation D private placement fixed income securities whose fair value was measured using significant unobservable inputs (Level 3).

 

(in thousands)

 

Level 3 Securities

 

Balance as of January 1, 2021

 

$

17,798

 

Net realized and unrealized gains (losses)

 

 

 

 

Included in net earnings as a part of:

 

 

 

 

Net investment income

 

 

(13

)

Net realized gains

 

 

(192

)

Included in other comprehensive earnings (loss)

 

 

(606

)

Total net realized and unrealized gains (losses)

 

$

(811

)

Purchases

 

 

5,465

 

Balance as of March 31, 2021

 

$

22,452

 

Change in unrealized gains (losses) during the period for Level 3 assets held at period-end - included in net realized gains

 

$

(192

)

Change in unrealized gains (losses) during the period for Level 3 assets held at period-end - included in other comprehensive earnings

 

$

(606

)

 

The amortized cost and fair value of available-for-sale fixed income securities by contractual maturity as of March 31, 2021 were as follows:

 

 

 

March 31, 2021

 

(in thousands)

 

Amortized Cost

 

 

Fair Value

 

Due in one year or less

 

$

105,159

 

 

$

106,340

 

Due after one year through five years

 

 

512,686

 

 

 

539,027

 

Due after five years through 10 years

 

 

522,850

 

 

 

552,085

 

Due after 10 years

 

 

382,756

 

 

 

390,973

 

ABS/CMBS/MBS*

 

 

573,401

 

 

 

587,444

 

Total available-for-sale

 

$

2,096,852

 

 

$

2,175,869

 

 

*

Asset-backed, commercial mortgage-backed and mortgage-backed securities

 

The amortized cost and fair value of available-for-sale securities at March 31, 2021 and December 31, 2020 are presented in the tables below. Amortized cost does not include the $14.9 million of accrued interest receivable as of March 31, 2021 and December 31, 2020.

 

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Table of Contents

 

 

 

 

March 31, 2021

 

 

 

Cost or

 

 

Allowance

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

Amortized

 

 

for Credit

 

 

Unrealized

 

 

Unrealized

 

 

Fair

 

(in thousands)

 

Cost

 

 

Losses

 

 

Gains

 

 

Losses

 

 

Value

 

U.S. government

 

$

161,956

 

 

$

 

 

$

9,539

 

 

$

(1,073

)

 

$

170,422

 

U.S. agency

 

 

28,883

 

 

 

 

 

 

2,783

 

 

 

 

 

 

31,666

 

Non-U.S. government & agency

 

 

8,296

 

 

 

 

 

 

407

 

 

 

(148

)

 

 

8,555

 

Agency MBS

 

 

358,224

 

 

 

 

 

 

14,007

 

 

 

(3,019

)

 

 

369,212

 

ABS/CMBS/MBS*

 

 

215,177

 

 

 

 

 

 

3,713

 

 

 

(658

)

 

 

218,232

 

Corporate

 

 

796,042

 

 

 

(375

)

 

 

42,200

 

 

 

(4,664

)

 

 

833,203

 

Municipal

 

 

528,274

 

 

 

 

 

 

21,781

 

 

 

(5,476

)

 

 

544,579

 

Total Fixed Income

 

$

2,096,852

 

 

$

(375

)

 

$

94,430

 

 

$

(15,038

)

 

$

2,175,869

 

 

 

 

December 31, 2020

 

 

 

Cost or

 

 

Allowance

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

Amortized

 

 

for Credit

 

 

Unrealized

 

 

Unrealized

 

 

Fair

 

(in thousands)

 

Cost

 

 

Losses

 

 

Gains

 

 

Losses

 

 

Value

 

U.S. government

 

$

170,110

 

 

$

 

 

$

13,504

 

 

$

(257

)

 

$

183,357

 

U.S. agency

 

 

28,902

 

 

 

 

 

 

3,970

 

 

 

 

 

 

32,872

 

Non-U.S. government & agency

 

 

10,298

 

 

 

 

 

 

667

 

 

 

 

 

 

10,965

 

Agency MBS

 

 

384,015

 

 

 

 

 

 

18,789

 

 

 

(733

)

 

 

402,071

 

ABS/CMBS/MBS*

 

 

213,223

 

 

 

(17

)

 

 

5,580

 

 

 

(413

)

 

 

218,373

 

Corporate

 

 

753,404

 

 

 

(380

)

 

 

64,501

 

 

 

(933

)

 

 

816,592

 

Municipal

 

 

501,515

 

 

 

 

 

 

31,099

 

 

 

(218

)

 

 

532,396

 

Total Fixed Income

 

$

2,061,467

 

 

$

(397

)

 

$

138,110

 

 

$

(2,554

)

 

$

2,196,626

 

 

*

Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities

 

Allowance for Credit Losses and Unrealized Losses on Fixed Income Securities

 

We adopted ASU 2016-13, Financial Instruments – Credit Losses, on January 1, 2020, which required the recognition of a reversable allowance for credit losses on available-for-sale fixed income securities. Available-for-sale securities in the fixed income portfolio are subjected to several criteria to determine if those securities should be included in the allowance for expected credit loss evaluation, including:

 

 

Changes in technology that may impair the earnings potential of the investment,

 

 

The discontinuance of a segment of business that may affect future earnings potential,

 

 

Reduction of or non-payment of interest and/or principal,

 

 

Specific concerns related to the issuer’s industry or geographic area of operation,

 

 

Significant or recurring operating losses, poor cash flows and/or deteriorating liquidity ratios and

 

 

Downgrades in credit quality by a major rating agency.

 

If changes in interest rates and credit spreads do not reasonably explain the unrealized loss for an available-for-sale security or if any of the criteria above indicate a potential credit loss, the security is subjected to a discounted cash flow analysis. Inputs into the discounted cash flow analysis include prepayment assumptions for structured securities, default rates and recoverability rates based on credit rating. The allowance for any security is limited to the amount that the securities fair value is below amortized cost. As of March 31, 2021, the discounted cash flow analysis resulted in an allowance for credit losses on 16 securities. The following table presents changes in the allowance for expected credit losses on available-for-sale securities:

 

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Three Months Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Beginning balance

 

$

397

 

 

$

0

 

Adoption impact of ASU 2016-13

 

 

-

 

 

 

28

 

Increase to allowance from securities for which credit losses were not previously recorded

 

 

-

 

 

 

624

 

Net increase (decrease) from securities that had an allowance at the beginning of the period

 

 

(22

)

 

 

226

 

Balance as of March 31,

 

$

375

 

 

$

878

 

 

As of March 31, 2021, in addition to the securities included in the allowance for credit losses, the fixed income portfolio contained 320 securities with an unrealized loss position for which an allowance for credit losses had not been recorded. The $15.0 million in associated unrealized losses represents 0.7 percent of the fixed income portfolio’s cost basis and 0.5 percent of total invested assets. Isolated to these securities, unrealized losses increased through the first three months of 2021, as interest rates increased during the period. Of the total 320 securities, 32 have been in an unrealized loss position for 12 consecutive months or longer. The following table illustrates the total value of fixed income securities that were in an unrealized loss position as of March 31, 2021 and December 31, 2020 after factoring in the allowance for credit losses. All fixed income securities continue to pay the expected coupon payments and we believe we will recover the amortized cost basis of available-for-sale securities that remain in an unrealized loss position.

 

 

 

March 31, 2021

 

 

December 31, 2020

 

(in thousands)

 

< 12 Mos.

 

 

12 Mos. &

Greater

 

 

Total

 

 

< 12 Mos.

 

 

12 Mos. &

Greater

 

 

Total

 

U.S. government

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

4,864

 

 

$

 

 

$

4,864

 

 

$

5,680

 

 

$

 

 

$

5,680

 

Amortized cost

 

 

5,937

 

 

 

 

 

 

5,937

 

 

 

5,937

 

 

 

 

 

 

5,937

 

Unrealized loss

 

$

(1,073

)

 

$

 

 

$

(1,073

)

 

$

(257

)

 

$

 

 

$

(257

)

Non-U.S. government

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

2,852

 

 

$

 

 

$

2,852

 

 

$

 

 

$

 

 

$

 

Amortized cost

 

 

3,000

 

 

 

 

 

 

3,000

 

 

 

 

 

 

 

 

 

 

Unrealized Loss

 

$

(148

)

 

$

 

 

$

(148

)

 

$

 

 

$

 

 

$

 

Agency MBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

92,446

 

 

$

 

 

$

92,446

 

 

$

43,999

 

 

$

 

 

$

43,999

 

Amortized cost

 

 

95,465

 

 

 

 

 

 

95,465

 

 

 

44,732

 

 

 

 

 

 

44,732

 

Unrealized loss

 

$

(3,019

)

 

$

 

 

$

(3,019

)

 

$

(733

)

 

$

 

 

$

(733

)

ABS/CMBS/MBS*

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

55,703

 

 

$

7,235

 

 

$

62,938

 

 

$

32,771

 

 

$

16,161

 

 

$

48,932

 

Amortized cost

 

 

56,341

 

 

 

7,255

 

 

 

63,596

 

 

 

33,094

 

 

 

16,251

 

 

 

49,345

 

Unrealized loss

 

$

(638

)

 

$

(20

)

 

$

(658

)

 

$

(323

)

 

$

(90

)

 

$

(413

)

Corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

165,717

 

 

$

14,193

 

 

$

179,910

 

 

$

52,655

 

 

$

6,235

 

 

$

58,890

 

Amortized cost

 

 

170,204

 

 

 

14,370

 

 

 

184,574

 

 

 

53,440

 

 

 

6,383

 

 

 

59,823

 

Unrealized loss

 

$

(4,487

)

 

$

(177

)

 

$

(4,664

)

 

$

(785

)

 

$

(148

)

 

$

(933

)

Municipal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

115,596

 

 

$

 

 

$

115,596

 

 

$

25,676

 

 

$

 

 

$

25,676

 

Amortized cost

 

 

121,072

 

 

 

 

 

 

121,072

 

 

 

25,894

 

 

 

 

 

 

25,894

 

Unrealized loss

 

$

(5,476

)

 

$

 

 

$

(5,476

)

 

$

(218

)

 

$

 

 

$

(218

)

Total fixed income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

437,178

 

 

$

21,428

 

 

$

458,606

 

 

$

160,781

 

 

$

22,396

 

 

$

183,177

 

Amortized cost

 

 

452,019

 

 

 

21,625

 

 

 

473,644

 

 

 

163,097

 

 

 

22,634

 

 

 

185,731

 

Unrealized loss

 

$

(14,841

)

 

$

(197

)

 

$

(15,038

)

 

$

(2,316

)

 

$

(238

)

 

$

(2,554

)

 

*

Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities

 

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The following table shows the composition of the fixed income securities in unrealized loss positions, after factoring in the allowance for credit losses, at March 31, 2021 by the National Association of Insurance Commissioners (NAIC) rating and the generally equivalent Standard & Poor’s (S&P) and Moody’s ratings. The vast majority of the securities are rated by S&P and/or Moody’s.

 

 

 

Equivalent

 

Equivalent

 

(dollars in thousands)

 

 

 

 

 

 

NAIC

 

S&P

 

Moody’s

 

Amortized

 

 

 

 

 

 

Unrealized

 

 

Percent

 

 

Rating

 

Rating

 

Rating

 

Cost

 

 

Fair Value

 

 

Loss

 

 

to Total

 

 

1

 

AAA/AA/A

 

Aaa/Aa/A

 

$

365,229

 

 

$

352,591

 

 

$

(12,638

)

 

 

84.1

 

%

2

 

BBB

 

Baa

 

 

55,575

 

 

 

54,161

 

 

 

(1,414

)

 

 

9.4

 

%

3

 

BB

 

Ba

 

 

23,838

 

 

 

23,455

 

 

 

(383

)

 

 

2.5

 

%

4

 

B

 

B

 

 

26,201

 

 

 

25,616

 

 

 

(585

)

 

 

3.9

 

%

5

 

CCC

 

Caa

 

 

2,801

 

 

 

2,783

 

 

 

(18

)

 

 

0.1

 

%

6

 

CC or lower

 

Ca or lower

 

 

-

 

 

 

-

 

 

 

-

 

 

 

0.0

 

%

 

 

 

 

Total

 

$

473,644

 

 

$

458,606

 

 

$

(15,038

)

 

 

100.0

 

%

 

Unrealized Gains and Losses on Equity Securities

 

Unrealized gains recognized on equity securities still held as of March 31, 2021 were $41.2 million during the first quarter. Comparatively, unrealized losses recognized on equity securities still held as of March 31, 2020 were $115.2 million during the first quarter.

 

Other Invested Assets

 

We had $50.4 million of other invested assets at March 31, 2021, compared to $54.2 million at December 31, 2020. Other invested assets include investments in low income housing tax credit partnerships (LIHTC), membership in the Federal Home Loan Bank of Chicago (FHLBC), and investments in private funds. Our LIHTC investments are carried at amortized cost and our investment in FHLBC stock is carried at cost. Due to the nature of the LIHTC and our membership in the FHLBC, their carrying amounts approximate fair value. The private funds are carried at fair value, using each investment’s net asset value.

 

Our LIHTC interests had a balance of $19.4 million at March 31, 2021, compared to $20.3 million at December 31, 2020 and recognized a total tax benefit of $0.9 million during the first quarters of 2021 and 2020. Our unfunded commitment for our LIHTC investments totaled $2.7 million at March 31, 2021 and will be paid out in installments through 2035.

 

As of March 31, 2021, $10.2 million of investments were pledged as collateral with the FHLBC to ensure timely access to the secured lending facility that ownership of FHLBC stock provides. As of and during the three-month period ended March 31, 2021, there were 0 outstanding borrowings with the FHLBC.

 

Our investments in private funds totaled $27.8 million at March 31, 2021, compared to $32.1 million at December 31, 2020, and we had $6.5 million of associated unfunded commitments at March 31, 2021. Our interest in private funds is generally restricted from being transferred or otherwise redeemed without prior consent by the respective entities and the timed dissolution of the partnerships would trigger redemption. At December 31, 2020, we had a publicly traded common stock with short-term restrictions that limited our ability to sell the security without prior approval. During the first quarter of 2021, our investment in this security became unrestricted and the investment was included in our equity portfolio as of March 31, 2021.

 

Cash

 

Cash consists of uninvested balances in bank accounts. We had a cash balance of $94.9 million at March 31, 2021, compared to $62.2 million at December 31, 2020.

 

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3. HISTORICAL LOSS AND LAE DEVELOPMENT

 

The following table is a reconciliation of our unpaid losses and settlement expenses (LAE) for the first three months of 2021 and 2020:

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Unpaid losses and LAE at beginning of year

 

 

 

 

 

 

 

 

Gross

 

$

1,750,049

 

 

$

1,574,352

 

Ceded

 

 

(443,729

)

 

 

(384,517

)

Net

 

$

1,306,320

 

 

$

1,189,835

 

 

 

 

 

 

 

 

 

 

Adoption impact of ASU 2016-13 on reinsurance balances recoverable

 

$

 

 

$

(1,345

)

 

 

 

 

 

 

 

 

 

Increase (decrease) in incurred losses and LAE

 

 

 

 

 

 

 

 

Current accident year

 

$

142,013

 

 

$

126,194

 

Prior accident years

 

 

(37,121

)

 

 

(15,173

)

Total incurred

 

$

104,892

 

 

$

111,021

 

 

 

 

 

 

 

 

 

 

Loss and LAE payments for claims incurred

 

 

 

 

 

 

 

 

Current accident year

 

$

(5,962

)

 

$

(9,295

)

Prior accident years

 

 

(64,896

)

 

 

(81,897

)

Total paid

 

$

(70,858

)

 

$

(91,192

)

 

 

 

 

 

 

 

 

 

Net unpaid losses and LAE at March 31

 

$

1,340,354

 

 

$

1,208,319

 

 

 

 

 

 

 

 

 

 

Unpaid losses and LAE at March 31

 

 

 

 

 

 

 

 

Gross

 

$

1,795,275

 

 

$

1,574,760

 

Ceded

 

 

(454,921

)

 

 

(366,441

)

Net

 

$

1,340,354

 

 

$

1,208,319

 

 

We adopted ASU 2016-13, Financial Instruments – Credit Losses, on January 1, 2020, which required financial assets, including reinsurance balances recoverable, to be presented at the net amount expected to be collected. We previously maintained an allowance for uncollectible reinsurance balances prior to the adoption of this update. However, in order to comply with the updated requirements, we released $1.3 million of the allowance on uncollectible reinsurance balances upon adoption. The implementation guidance required the cumulative-effect adjustment be made to the beginning balance of retained earnings, rather than through net earnings like historical changes have and ongoing modifications will continue to be recorded.

 

For the first three months of 2021, incurred losses and LAE included $37.1 million of favorable development on prior years’ loss reserves. General liability, transportation, small commercial, professional services, personal umbrella and surety were drivers of the favorable development. No products experienced significant adverse development.

 

For the first three months of 2020, incurred losses and LAE included $15.2 million of favorable development on prior years’ loss reserves. The majority of products experienced modest amounts of favorable development on prior accident years, with notable contributions from transportation, marine, small commercial and surety. No products experienced significant adverse development.

 

Actuarial models base future emergence on historic experience, with adjustments for current trends, and the appropriateness of these assumptions involved more uncertainty as of March 31, 2021. We expect there will be impacts to the timing of loss emergence and ultimate loss ratios for certain coverages we underwrite as a result of the spread of COVID-19 and the related economic shutdown. The industry is experiencing new issues, including the postponement of civil court cases, the extension of various statutes of limitations, changes in settlement trends and a significant reduction in economic activity and insured exposure in some classes. Our recorded reserves include consideration of these factors, but the duration and degree to which these issues persist, along with potential legislative, regulatory or judicial actions, could result in loss reserve deficiencies and reduce earnings in future periods.

 

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4. INCOME TAXES

 

Our effective tax rate for the three months ended March 31, 2021 was 18.7 percent, compared to 22.8 percent for the same period in 2020. Effective rates are dependent upon components of pretax earnings and the related tax effects. The effective rate was lower for the first three months of 2021 as tax-favored adjustments reduced income tax expense, while tax-favored adjustments increased the tax benefit recognized in the first quarter of 2020 as a result of pretax losses.

 

Income tax expense attributable to income from operations for the three-month periods ended March 31, 2021 and 2020 differed from the amounts computed by applying the U.S. federal tax rate of 21 percent to pretax income by the items detailed in the below table. In interim periods, income taxes are adjusted to reflect the effective tax rate we anticipate for the year, with adjustments flowing through the other items, net line.

 

 

 

For the Three Months Ended March 31,

 

 

2021

 

2020

(in thousands)

 

Amount

 

 

%

 

 

 

Amount

 

 

%

 

 

Provision for income taxes at the statutory rate of 21%

 

$

18,865

 

 

 

21.0

 

%

 

$

(16,666

)

 

 

21.0

 

%

Increase (reduction) in taxes resulting from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Excess tax benefit on share-based compensation

 

 

(1,924

)

 

 

(2.1

)

%

 

 

(1,029

)

 

 

1.3

 

%

Tax exempt interest income

 

 

(319

)

 

 

(0.4

)

%

 

 

(313

)

 

 

0.4

 

%

Dividends received deduction

 

 

(236

)

 

 

(0.3

)

%

 

 

(271

)

 

 

0.3

 

%

Investment tax credit

 

 

(801

)

 

 

(0.9

)

%

 

 

(1,321

)

 

 

1.7

 

%

ESOP dividends paid deduction

 

 

(130

)

 

 

(0.1

)

%

 

 

(132

)

 

 

0.2

 

%

Nondeductible expenses

 

 

411

 

 

 

0.5

 

%

 

 

203

 

 

 

(0.3

)

%

Other items, net

 

 

956

 

 

 

1.0

 

%

 

 

1,432

 

 

 

(1.8

)

%

Total tax expense (benefit)

 

$

16,822

 

 

 

18.7

 

%

 

$

(18,097

)

 

 

22.8

 

%

 

5. STOCK BASED COMPENSATION

 

Our RLI Corp. Long-Term Incentive Plan (2010 LTIP) was in place from 2010 to 2015. The 2010 LTIP provided for equity-based compensation, including stock options, up to a maximum of 4,000,000 shares of common stock (subject to adjustment for changes in our capitalization and other events). Between 2010 and 2015, we granted 2,878,000 stock options under the 2010 LTIP. The 2010 LTIP was replaced in 2015.

 

In 2015, our shareholders approved the 2015 RLI Corp. Long-Term Incentive Plan (2015 LTIP), which provides for equity-based compensation and replaced the 2010 LTIP. In conjunction with the adoption of the 2015 LTIP, effective May 7, 2015, options were no longer granted under the 2010 LTIP. Awards under the 2015 LTIP may be in the form of restricted stock, restricted stock units, stock options (non-qualified only), stock appreciation rights, performance units as well as other stock-based awards. Eligibility under the 2015 LTIP is limited to employees and directors of the Company or any affiliate. The granting of awards under the 2015 LTIP is solely at the discretion of the board of directors. The maximum number of shares of common stock available for distribution under the 2015 LTIP is 4,000,000 shares (subject to adjustment for changes in our capitalization and other events). Since the plan’s approval in 2015, we have granted 2,667,865 awards under the 2015 LTIP, including 44,496 thus far in 2021.

 

Compensation expense is based on the probable number of awards expected to vest. The total compensation expense related to equity awards was $1.6 million and $1.3 million in the first three months of 2021 and 2020, respectively, and the total income tax benefit was $0.3 million and $0.2 million for each period, respectively. Total unrecognized compensation expense relating to outstanding and unvested awards was $5.4 million, which will be recognized over the weighted average vesting period of 2.56 years.

 

Stock Options

 

Under the 2015 LTIP, as under the 2010 LTIP, we grant stock options for shares with an exercise price equal to the fair market value of the shares at the date of grant (subject to adjustments for changes in our capitalization, special dividends and other events as set forth in such plans). Options generally vest and become exercisable ratably over a five-year period and expire eight years after grant.

 

For most participants, the requisite service period and vesting period will be the same. For participants who are retirement eligible, defined by the plan as those individuals whose age and years of service equals 75, the requisite service period is deemed to be met and options are immediately expensed on the date of grant. For participants who will become retirement eligible during

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the vesting period, the requisite service period over which expense is recognized is the period between the grant date and the attainment of retirement eligibility. Shares issued upon option exercise are newly issued shares.

The following tables summarize option activity for the three-month period ended March 31, 2021:

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Aggregate

 

 

 

 

 

 

 

Weighted

 

 

Average

 

 

Intrinsic

 

 

 

 

 

 

 

Average

 

 

Remaining

 

 

Value

 

 

 

Options

 

 

Exercise Price

 

 

Contractual Life

 

 

(in 000’s)

 

Outstanding options at January 1, 2021

 

 

1,632,334

 

 

$

70.67

 

 

 

 

 

 

 

 

 

Options granted

 

 

44,496

 

 

 

97.64

 

 

 

 

 

 

 

 

 

Options exercised

 

 

(121,645

)

 

 

56.04

 

 

 

 

 

 

 

 

 

Options canceled/forfeited

 

 

(600

)

 

 

93.24

 

 

 

 

 

 

 

 

 

Outstanding options at March 31, 2021

 

 

1,554,585

 

 

$

72.57

 

 

 

5.17

 

 

$

60,622

 

Exercisable options at March 31, 2021

 

 

563,215

 

 

$

61.80

 

 

 

3.75

 

 

$

28,029

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The intrinsic value, which is the difference between the fair value and the exercise price, of options exercised was $6.9 million and $2.5 million during the first quarter of 2021 and 2020, respectively.

 

The fair value of options was estimated using a Black-Scholes based option pricing model with the following weighted average grant-date assumptions and weighted average fair values as of March 31:

 

 

 

2021

 

2020

Weighted-average fair value of grants

 

$

13.82

 

 

 

$

14.48

 

 

Risk-free interest rates

 

 

0.27

 

%

 

 

1.54

 

%

Dividend yield

 

 

2.30

 

%

 

 

2.69

 

%

Expected volatility

 

 

22.67

 

%

 

 

22.68

 

%

Expected option life

 

 

4.96

 

years

 

 

4.99

 

years

 

The risk-free rate was determined based on U.S. treasury yields that most closely approximated the option’s expected life. The dividend yield was determined based on the average annualized quarterly dividends paid during the most recent five-year period and incorporated a consideration for special dividends paid in recent history. The expected volatility was calculated based on the median of the rolling volatilities for the expected life of the options. The expected option life was determined based on historical exercise behavior and the assumption that all outstanding options will be exercised at the midpoint of the current date and remaining contractual term, adjusted for the demographics of the current year’s grant.

 

Restricted Stock Units

 

In addition to stock options, restricted stock units (RSUs) are granted with a value equal to the closing stock price of the Company’s stock on the dates the units are granted. For employees, these units generally have a three-year cliff vesting, but have an accelerated vesting feature for participants who are retirement eligible, defined by the plan as those individuals whose age and years of service equals 75. For directors, these units vest on the earlier of one year from the date of grant or the next annual shareholders meeting. In addition, the RSUs have dividend participation, which accrue as additional units and are settled with granted stock units at the end of the vesting period.

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

 

 

 

 

 

 

Grant Date

 

 

 

RSUs

 

 

Fair Value

 

Nonvested at January 1, 2021

 

 

47,658

 

 

$

81.53

 

Reinvested

 

 

102

 

 

 

112.16

 

Forfeited

 

 

(51

)

 

 

93.42

 

Nonvested at March 31, 2021

 

 

47,709

 

 

$

81.58

 

 

6. OPERATING SEGMENT INFORMATION

 

Selected information by operating segment is presented in the table below. Additionally, the table reconciles segment totals to total earnings and total revenues.

 

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Table of Contents

 

 

 

 

For the Three Months

 

Revenues

 

Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Casualty

 

$

148,770

 

 

$

143,420

 

Property

 

 

51,642

 

 

 

44,348

 

Surety

 

 

28,183

 

 

 

27,814

 

Net premiums earned

 

$

228,595

 

 

$

215,582

 

Net investment income

 

 

16,424

 

 

 

17,778

 

Net realized gains

 

 

14,150

 

 

 

15,152

 

Net unrealized gains (losses) on equity securities

 

 

28,162

 

 

 

(130,395

)

Total consolidated revenue

 

$

287,331

 

 

$

118,117

 

 

 

 

 

 

 

 

 

 

Net Earnings

 

 

 

(in thousands)

 

2021

 

 

2020

 

Casualty

 

$

24,867

 

 

$

(1,323

)

Property

 

 

(1,005

)

 

 

9,908

 

Surety

 

 

6,055

 

 

 

8,654

 

Net underwriting income

 

$

29,917

 

 

$

17,239

 

Net investment income

 

 

16,424

 

 

 

17,778

 

Net realized gains

 

 

14,150

 

 

 

15,152

 

Net unrealized gains (losses) on equity securities

 

 

28,162

 

 

 

(130,395

)

General corporate expense and interest on debt

 

 

(5,243

)

 

 

(3,652

)

Equity in earnings of unconsolidated investees

 

 

6,424

 

 

 

4,514

 

Earnings (loss) before income taxes

 

$

89,834

 

 

$

(79,364

)

Income tax expense (benefit)

 

 

16,822

 

 

 

(18,097

)

Net earnings (loss)

 

$

73,012

 

 

$

(61,267

)

 

The following table further summarizes revenues by major product type within each operating segment:

 

 

 

For the Three Months

 

Net Premiums Earned

 

Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Casualty

 

 

 

 

 

 

 

 

Commercial excess and personal umbrella

 

$

51,554

 

 

$

40,088

 

General liability

 

 

22,407

 

 

 

23,998

 

Professional services

 

 

21,728

 

 

 

20,695

 

Commercial transportation

 

 

16,830

 

 

 

21,185

 

Small commercial

 

 

15,722

 

 

 

15,633

 

Executive products

 

 

5,241

 

 

 

7,331

 

Other casualty

 

 

15,288

 

 

 

14,490

 

Total

 

$

148,770

 

 

$

143,420

 

Property

 

 

 

 

 

 

 

 

Marine

 

$

22,958

 

 

$

19,577

 

Commercial property

 

 

22,712

 

 

 

19,155

 

Specialty personal

 

 

5,034

 

 

 

5,000

 

Other property

 

 

938

 

 

 

616

 

Total

 

$

51,642

 

 

$

44,348

 

Surety

 

 

 

 

 

 

 

 

Commercial

 

$

11,013

 

 

$

10,938

 

Miscellaneous

 

 

10,635

 

 

 

10,516

 

Contract

 

 

6,535

 

 

 

6,360

 

Total

 

$

28,183

 

 

$

27,814

 

Grand Total

 

$

228,595

 

 

$

215,582

 

 

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7. LEASES

 

Right-of-use (ROU) assets are included in the other assets line item and lease liabilities are included in the other liabilities line item of the consolidated balance sheet. We determine if a contract contains a lease at inception and recognize operating lease ROU assets and operating lease liabilities based on the present value of the future minimum lease payments at the commencement date. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. Lease agreements may include options to extend or terminate. The options are exercised at our discretion and are included in operating lease liabilities if it is reasonably certain the option will be exercised. Lease agreements have lease and non-lease components, which are accounted for as a single lease component. Operating lease cost for future minimum lease payments is recognized on a straight-line basis over the lease term. Variable lease cost is expensed in the period in which the obligation is incurred. Sublease income is recognized on a straight-line basis over the sublease term.

 

The Company’s operating lease obligations are for branch office facilities. The components of lease expense and other lease information as of and during the three-month periods ended March 31, 2021 and 2020 are as follows:

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Operating lease cost

 

$

1,351

 

 

$

1,406

 

Variable lease cost

 

 

384

 

 

 

355

 

Sublease income

 

 

(123

)

 

 

 

Total lease cost

 

$

1,612

 

 

$

1,761

 

 

 

 

 

 

 

 

 

 

Cash paid for amounts included in measurement of lease liabilities

 

 

 

 

 

 

 

 

Operating cash outflows from operating leases

 

$

1,488

 

 

$

1,486

 

 

 

 

 

 

 

 

 

 

ROU assets obtained in exchange for new operating lease liabilities

 

$

58

 

 

$

15

 

 

 

 

 

 

 

 

 

 

Reduction to ROU assets resulting from reduction to lease liabilities

 

$

59

 

 

$

 

 

 

 

 

 

 

 

 

 

Other non-cash reductions to ROU assets

 

$

 

 

$

1,192

 

 

(in thousands)

 

March 31, 2021

 

December 31, 2020

Operating lease ROU assets

 

$

14,952

 

 

 

$

16,200

 

 

Operating lease liabilities

 

$

17,676

 

 

 

$

19,072

 

 

Weighted-average remaining lease term - operating leases

 

3.68

 

years

 

3.87

 

years

Weighted-average discount rate - operating leases

 

 

2.33

 

%

 

 

2.32

 

%

 

Future minimum lease payments under non-cancellable leases as of March 31, 2021 were as follows:

 

(in thousands)

 

March 31, 2021

 

2021

 

$

4,466

 

2022

 

 

5,941

 

2023

 

 

4,424

 

2024

 

 

2,334

 

2025

 

 

802

 

2026

 

 

242

 

Thereafter

 

 

321

 

Total future minimum lease payments

 

$

18,530

 

Less imputed interest

 

 

(854

)

Total operating lease liability

 

$

17,676

 

 

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Table of Contents

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Forward looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 appear throughout this report. These statements relate to our current expectations, beliefs, intentions, goals or strategies regarding the future and are based on certain underlying assumptions by the Company. These forward looking statements generally include words such as “expect,” “predict,” “estimate,” “will,” “should,” “anticipate,” “believe” and similar expressions. Such assumptions are, in turn, based on information available and internal estimates and analyses of general economic conditions, competitive factors, conditions specific to the property and casualty insurance and reinsurance industries, claims development and the impact thereof on our loss reserves, the adequacy and financial security of our reinsurance programs, developments in the securities market and the impact on our investment portfolio, regulatory changes and conditions and other factors. These assumptions are subject to various risks, uncertainties and other factors, including, without limitation those set forth in “Item 1A. Risk Factors” within the Annual Report on Form 10-K for the year ended December 31, 2020 and Part II within this report. Actual results could differ materially from those expressed in, or implied by, these forward looking statements. We assume no obligation to update any such statements. You should review the various risks, uncertainties and other factors listed from time to time in our Securities and Exchange Commission filings.

 

OVERVIEW

 

RLI Corp. is a U.S.-based, specialty insurance company that underwrites select property and casualty insurance through major subsidiaries collectively known as RLI Insurance Group (Group). Our focus is on niche markets and developing unique products that are tailored to customers’ needs. We hire underwriters and claim examiners with deep expertise and provide exceptional customer service and support. We maintain a highly diverse product portfolio and underwrite for profit in all market conditions. In 2020, we achieved our 25th consecutive year of underwriting profitability. Over the 25-year period, we averaged an 88.3 combined ratio. This drives our ability to provide shareholder returns in three different ways: the underwriting income itself, net investment income from our investment portfolio and long-term appreciation in our equity portfolio.

 

We measure the results of our insurance operations by monitoring growth and profitability across three distinct business segments: casualty, property and surety. Growth is measured in terms of gross premiums written, and profitability is analyzed through combined ratios, which are further subdivided into their respective loss and expense components.

 

The property and casualty insurance business is cyclical and influenced by many factors, including price competition, economic conditions, natural or man-made disasters (for example, earthquakes, hurricanes, pandemics and terrorism), interest rates, state regulations, court decisions and changes in the law. One of the unique and challenging features of the property and casualty insurance business is that coverages must be priced before costs have fully developed, because premiums are charged before claims are incurred. This requires that liabilities be estimated and recorded in recognition of future loss and settlement obligations. Due to the inherent uncertainty in estimating these liabilities, there can be no assurance that actual liabilities will not be more or less than recorded amounts; if actual liabilities differ from recorded amounts, there will be an adverse or favorable effect on net earnings.

 

The casualty portion of our business consists largely of commercial excess, personal umbrella, general liability, transportation and executive products coverages, as well as package business and other specialty coverages, such as professional liability and workers’ compensation for office-based professionals. We also assume a limited amount of hard-to-place risks through a quota share reinsurance agreement. The casualty business is subject to the risk of estimating losses and related loss reserves because the ultimate settlement of a casualty claim may take several years to fully develop. The casualty segment is also subject to inflation risk and may be affected by evolving legislation and court decisions that define the extent of coverage and the amount of compensation due for injuries or losses.

 

Our property segment is comprised primarily of commercial fire, earthquake, difference in conditions and marine coverages. We also offer select personal lines policies, including homeowners’ coverages. Property insurance results are subject to the variability introduced by perils such as earthquakes, fires, hurricanes and other storms. Our major catastrophe exposure is to losses caused by earthquakes, primarily on the West Coast. Our second largest catastrophe exposure is to losses caused by wind storms to commercial properties throughout the Gulf and East Coast, as well as to homes we insure in Hawaii. We limit our net aggregate exposure to a catastrophic event by minimizing the total policy limits written in a particular region, purchasing reinsurance and maintaining policy terms and conditions throughout insurance cycles. We also use computer-assisted modeling techniques to provide estimates that help the Company carefully manage the concentration of risks exposed to catastrophic events.

 

The surety segment specializes in writing small to large-sized commercial and contract surety coverages, including payment and performance bonds. We also offer miscellaneous bonds including license and permit, notary and court bonds. Often, our surety coverages involve a statutory requirement for bonds. While these bonds typically maintain a relatively low

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loss ratio, losses may fluctuate due to adverse economic conditions affecting the financial viability of our principals. The contract surety product guarantees the construction work of a commercial contractor for a specific project. Generally, losses occur due to the deterioration of a contractor’s financial condition. This line has historically produced marginally higher loss ratios than other surety lines during economic downturns.

 

The insurance marketplace is intensely competitive across all of our segments. However, we believe that our business model is built to create underwriting income by focusing on sound risk selection and discipline. Our primary focus will continue to be on underwriting profitability, with a secondary focus on premium growth where we believe underwriting profit exists, as opposed to general premium growth or market share measurements.

 

GAAP, non-GAAP and Performance Measures

 

Throughout this quarterly report, we include certain non-generally accepted accounting principles (non-GAAP) financial measures. Management believes that these non-GAAP measures further explain the Company’s results of operations and allow for a more complete understanding of the underlying trends in the Company’s business. These measures should not be viewed as a substitute for those determined in accordance with generally accepted accounting principles in the United States of America (GAAP). In addition, our definitions of these items may not be comparable to the definitions used by other companies.

 

The following is a list of non-GAAP measures found throughout this report with their definitions, relationships to GAAP measures and explanations of their importance to our operations.

 

Underwriting Income

 

Underwriting income or profit represents one measure of the pretax profitability of our insurance operations and is derived by subtracting losses and settlement expenses, policy acquisition costs and insurance operating expenses from net premiums earned, which are all GAAP financial measures. Each of these captions is presented in the statements of earnings but is not subtotaled. However, this information is available in total and by segment in note 6 to the unaudited condensed consolidated interim financial statements in this quarterly report on Form 10-Q, and in note 12 to the consolidated financial statements in our 2020 Annual Report on Form 10-K, regarding operating segment information. The nearest comparable GAAP measure is earnings before income taxes which, in addition to underwriting income, includes net investment income, net realized gains or losses, net unrealized gains or losses on equity securities, general corporate expenses, debt costs and our portion of earnings from unconsolidated investees. A reconciliation of net earnings to underwriting income follows:

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

(in thousands)

 

2021

 

 

2020

 

Net earnings (loss)

 

$

73,012

 

 

$

(61,267

)

Income tax expense (benefit)

 

 

16,822

 

 

 

(18,097

)

Earnings (loss) before income taxes

 

$

89,834

 

 

$

(79,364

)

Equity in earnings of unconsolidated investees

 

 

(6,424

)

 

 

(4,514

)

General corporate expenses

 

 

3,342

 

 

 

1,755

 

Interest expense on debt

 

 

1,901

 

 

 

1,897

 

Net unrealized (gains) losses on equity securities

 

 

(28,162

)

 

 

130,395

 

Net realized gains

 

 

(14,150

)

 

 

(15,152

)

Net investment income

 

 

(16,424

)

 

 

(17,778

)

Net underwriting income

 

$

29,917

 

 

$

17,239

 

 

Combined Ratio

 

The combined ratio, which is derived from components of underwriting income, is a common industry performance measure of profitability for underwriting operations and is calculated in two components. First, the loss ratio is losses and settlement expenses divided by net premiums earned. The second component, the expense ratio, reflects the sum of policy acquisition costs and insurance operating expenses divided by net premiums earned. All items included in these components of the combined ratio are presented in our GAAP consolidated financial statements. The sum of the loss and expense ratios is the combined ratio. The difference between the combined ratio and 100 reflects the per-dollar rate of underwriting income or loss.

 

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Table of Contents

 

 

Critical Accounting Policies

 

In preparing the unaudited condensed consolidated interim financial statements, we are required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosures of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses for the reporting period. Actual results could differ significantly from those estimates.

 

The most critical accounting policies involve significant estimates and include those used in determining the liability for unpaid losses and settlement expenses, investment valuation, recoverability of reinsurance balances, deferred policy acquisition costs and deferred taxes. For a detailed discussion of each of these policies, refer to our 2020 Annual Report on Form 10-K.

 

There have been no significant changes to critical accounting policies during the year.

 

IMPACT OF COVID-19

 

As an employee-owned company, the health and well-being of our customers, partners and associates is our highest priority. While a large percentage of our associates are still working from home, our processes and controls continue to operate effectively and we have been able to maintain the highest service and support levels possible for our customers.

 

It is difficult to predict how and to what extent COVID-19, and its effects on the economy, will impact our revenues in the coming quarters. To date, the product line that has experienced the greatest impact has been public transportation. Many of our passenger transportation customers have been unable to effectively operate under social-distancing protocols and stay-at-home orders. Transportation premium was down from pre-pandemic levels in the first quarter of 2021 and we expect transportation premium may be challenged until the use of public transportation increases, which may not be until after vaccines are more fully distributed or there is a significant reduction in cases. Additionally, slowdowns in the construction industry contributed to premium declines for our general liability, commercial umbrella and contract surety products. A number of our products support the construction industry, and revenues may continue to be impacted as long as this sector experiences disruption. However, our personal lines products, management liability products and property businesses have seen little to no impact on premium from the pandemic.

 

The loss exposure arising out of the spread of COVID-19 and resulting shutdown will take time to resolve. We do not offer event cancellation, travel, trade credit or pandemic-related coverages, which would be more directly impacted by the COVID-19 pandemic. The derivative implications that COVID-19 has on the economy may have negative implications on products that are correlated with the credit cycle, including, but not limited to, some of our executive products and surety offerings. Additionally, the professional services and executive product groups may be affected by claims made against companies who are reopening or returning to work.

 

Actuarial models base future emergence on historic experience, with adjustments for current trends, and the appropriateness of these assumptions involved greater uncertainty as of March 31, 2021. We expect there will be impacts to the timing of loss emergence and ultimate loss ratios for certain coverages. The industry is experiencing new issues, including the postponement of civil court cases, the extension of various statutes of limitations, changes in settlement trends and a significant reduction in economic activity and insured exposure in some classes. Our booked reserves include consideration of these factors, but the duration and degree to which these issues persist, along with potential legislative, regulatory or judicial actions, could result in loss reserve deficiencies and reduce earnings in future periods.

 

Investment yields decreased throughout 2020, which resulted in lower reinvestment rates and, in turn, lower investment income in the first quarter of 2021. Additionally, the fair value of the fixed income portfolio will decline as interest rates rise, as was observed with our $44.7 million of after-tax other comprehensive loss during the first quarter.

 

We produced solid operating results in the first quarter of 2021 and our financial position remains strong. We generated $60.3 million of net operating cash inflows and believe we have sufficient sources of liquidity to meet our anticipated needs over the next 12 to 24 months. Our revolving credit facility provides for a borrowing capacity of $60.0 million, which can be increased to $120.0 million under certain circumstances. Additionally, our membership in the Federal Home Loan Bank system provides a secured lending facility with an aggregate borrowing capacity of approximately $30.0 million.

 

Ultimately, the extent to which COVID-19 will impact our business will be influenced by how long it takes for the economy to recover. We continue to evaluate all aspects of our operations and are making necessary adjustments to manage our business. Our diversified portfolio of products and financial strength have allowed us to remain on solid footing. We believe we have a strong and sustainable underwriting approach that will allow us to weather the economic environment and uncertainty we are currently experiencing.

 

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Table of Contents

 

 

RESULTS OF OPERATIONS

 

Three Months Ended March 31, 2021 Compared to Three Months Ended March 31, 2020

 

Consolidated revenue for the first three months of 2021 increased $169.2 million from the first quarter of 2020. Net premiums earned for the Group increased 6 percent, driven by growth from our property and casualty segments, while performance in the equity portfolio varied significantly between the periods. Positive market performance resulted in $28.2 million of unrealized gains in our equity portfolio in 2021, while overall market declines resulted in $130.4 million of unrealized losses on equity securities in the first quarter of 2020. Investment income was down 8 percent compared to the prior year, as reinvestment rates declined during 2020. Realized gains during the first three months of 2021 were comprised of $13.1 million of realized gains on equity securities from rebalancing our portfolio, $1.2 million of realized gains on the fixed income portfolio and $0.1 million of other realized losses. This compares to $15.2 million of realized gains on the equity portfolio, $2.3 million of realized gains on the fixed income portfolio and $2.3 million of other realized losses for the same period in 2020.

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

Consolidated Revenues (in thousands)

 

2021

 

 

2020

 

Net premiums earned

 

$

228,595

 

 

$

215,582

 

Net investment income

 

 

16,424

 

 

 

17,778

 

Net realized gains

 

 

14,150

 

 

 

15,152

 

Net unrealized gains (losses) on equity securities

 

 

28,162

 

 

 

(130,395

)

Total consolidated revenue

 

$

287,331

 

 

$

118,117

 

 

Net earnings for the first three months of 2021 totaled $73.0 million, compared to $61.3 million of net loss for the same period in 2020. The increase in earnings for the first three months of 2021 was primarily attributed to $22.2 million of net after-tax unrealized gains on equity securities, compared to $103.0 million of after-tax unrealized losses in 2020. Underwriting results for 2021 were impacted by $16.0 million of pretax storm losses, compared to $0.5 million of pretax storm losses in the first quarter of 2020. Results for each period benefited from favorable development on prior years’ loss reserves, which provided additional pretax earnings of $37.1 million in the first three months of 2021, compared to $15.2 million in 2020. Pretax bonus and profit sharing-related expenses associated with the net impact of prior years’ reserve development and catastrophe losses totaled $3.1 million in 2021, compared to $2.2 million in 2020. These performance-related expenses affected policy acquisition, insurance operating and general corporate expenses. Bonus and profit-sharing amounts earned by executives, managers and associates are predominately influenced by corporate performance, including operating earnings, combined ratio and return on capital.

 

Underwriting income was $29.9 million on an 86.9 combined ratio for the three months of 2021, compared to $17.2 million on a 92.0 combined ratio in the same period of 2020. Both periods reflect favorable reserve development on prior accident years. The loss ratio decreased to 45.9 from 51.5, due to improvements in the current accident year loss ratio, a higher level of favorable development in 2021 and the $5.0 million of reserves added in 2020 related to COVID-19 investigative and claim defense costs. The Group’s expense ratio increased to 41.0 from 40.5, as 2021 experienced larger net earnings, which led to larger levels of bonus and profit-sharing expenses.

 

Our equity in earnings of unconsolidated investees primarily relate to our investments in Maui Jim, Inc. (Maui Jim), a manufacturer of high-quality sunglasses, and Prime Holdings Insurance Services, Inc. (Prime), a specialty insurance company. In the first quarter of 2021, $3.7 million of investee earnings were recorded for Maui Jim and $3.7 million of investee earnings were recorded for Prime. Comparatively, the first three months of 2020 reflected investee earnings of $2.6 million and $1.9 million from Maui Jim and Prime, respectively.

 

Comprehensive earnings totaled $28.3 million for the first three months of 2021, compared to $74.3 million of comprehensive loss for the first three months of 2020. Other comprehensive loss primarily included net after-tax unrealized losses from the fixed income portfolio. Other comprehensive loss of $44.7 million in the first quarter of 2021 was attributable to increased interest rates, which decreased the fair value of securities held in the fixed income portfolio. Comparatively, $13.0 million of other comprehensive loss was recognized in 2020 as widening credit spreads more than offset declines in interest rates.

 

Premiums

 

Gross premiums written for the Group increased $49.1 million for the first three months of 2021 when compared to the same period of 2020. Growth was achieved in all three segments, though the increase was driven by products in the casualty

24


Table of Contents

 

and property segments. Net premiums earned increased $13.0 million, also driven by products in our property and casualty segments.

 

 

 

Gross Premiums Written

 

Net Premiums Earned

 

 

For the Three Months Ended March 31,

 

 

 

 

 

 

 

For the Three Months Ended March 31,

 

 

 

 

 

 

(in thousands)

 

2021

 

 

2020

 

 

% Change

 

2021

 

 

2020

 

 

% Change

Casualty

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial excess and personal umbrella

 

$

64,723

 

 

$

55,590

 

 

 

16

 

%

 

$

51,554

 

 

$

40,088

 

 

 

29

 

%

General liability

 

 

23,209

 

 

 

24,691

 

 

 

(6

)

%

 

 

22,407

 

 

 

23,998

 

 

 

(7

)

%

Professional services

 

 

22,407

 

 

 

21,498

 

 

 

4

 

%

 

 

21,728

 

 

 

20,695

 

 

 

5

 

%

Commercial transportation

 

 

16,438

 

 

 

(3,777

)

 

NM

 

 

 

 

16,830

 

 

 

21,185

 

 

 

(21

)

%

Small commercial

 

 

16,378

 

 

 

16,117

 

 

 

2

 

%

 

 

15,722

 

 

 

15,633

 

 

 

1

 

%

Executive products

 

 

22,770

 

 

 

20,947

 

 

 

9

 

%

 

 

5,241

 

 

 

7,331

 

 

 

(29

)

%

Other casualty

 

 

22,971

 

 

 

24,170

 

 

 

(5

)

%

 

 

15,288

 

 

 

14,490

 

 

 

6

 

%

Total

 

$

188,896

 

 

$

159,236

 

 

 

19

 

%

 

$

148,770

 

 

$

143,420

 

 

 

4

 

%

Property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

26,853

 

 

$

21,111

 

 

 

27

 

%

 

$

22,958

 

 

$

19,577

 

 

 

17

 

%

Commercial property

 

 

40,136

 

 

 

29,779

 

 

 

35

 

%

 

 

22,712

 

 

 

19,155

 

 

 

19

 

%

Specialty personal

 

 

5,662

 

 

 

4,872

 

 

 

16

 

%

 

 

5,034

 

 

 

5,000

 

 

 

1

 

%

Other property

 

 

1,886

 

 

 

959

 

 

 

97

 

%

 

 

938

 

 

 

616

 

 

 

52

 

%

Total

 

$

74,537

 

 

$

56,721

 

 

 

31

 

%

 

$

51,642

 

 

$

44,348

 

 

 

16

 

%

Surety

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial

 

$

13,301

 

 

$

11,280

 

 

 

18

 

%

 

$

11,013

 

 

$

10,938

 

 

 

1

 

%

Miscellaneous

 

 

11,974

 

 

 

11,948

 

 

 

0

 

%

 

 

10,635

 

 

 

10,516

 

 

 

1

 

%

Contract

 

 

6,187

 

 

 

6,647

 

 

 

(7

)

%

 

 

6,535

 

 

 

6,360

 

 

 

3

 

%

Total

 

$

31,462

 

 

$

29,875

 

 

 

5

 

%

 

$

28,183

 

 

$

27,814

 

 

 

1

 

%

Grand Total

 

$

294,895

 

 

$

245,832

 

 

 

20

 

%

 

$

228,595

 

 

$

215,582

 

 

 

6

 

%

 

NM = Not Meaningful

 

Casualty

 

Gross premiums written for the casualty segment were up $29.7 million in the first three months of 2021. Gross premiums from commercial excess and personal umbrella increased $9.1 million, due to an expanded distribution base in personal umbrella and rate increases. Rate increases led to a 9 percent increase in premiums for our executive products group.

 

Commercial transportation has been significantly affected by the stay-at-home orders associated with COVID-19. In the first quarter of 2020, we reversed $23.0 million of gross premium written, which resulted in negative premium for the quarter. While still down from pre-pandemic levels, premium increased to $16.4 million in 2021. Additionally, general liability premiums declined as a result of increased competition, as well as decreases in construction related activity and use-based exposures.

 

Property

 

Gross premiums written for the property segment were up $17.8 million in the first three months of 2021. Our commercial property business was up $10.4 million, as rates on wind-prone and earthquake exposures continued to increase. Rate increases and market disruption, which created new business opportunities, led to $5.7 million of growth for our marine product. Other property premium increased as a result of property-exposed GBA business that continues to gain scale.

 

Surety

 

The surety segment recorded gross premiums written of $31.5 million for the first three months of 2021, an increase of $1.6 million from the same period last year. Commercial surety has benefited from growth within existing accounts and writing bonds with new customers, while the economic slowdown and increased competition continued to create headwinds for contract surety.

 

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Underwriting Income

 

 

 

For the Three Months

 

 

 

Ended March 31,

 

 

 

2021

 

 

2020

 

Underwriting Income (Loss) (in thousands)

 

 

 

 

 

 

 

 

Casualty

 

$

24,867

 

 

$

(1,323

)

Property

 

 

(1,005

)

 

 

9,908

 

Surety

 

 

6,055

 

 

 

8,654

 

Total

 

$

29,917

 

 

$

17,239

 

 

 

 

 

 

 

 

 

 

Combined Ratio

 

 

 

 

 

 

 

 

Casualty

 

 

83.3

 

 

100.9

 

Property

 

101.9

 

 

 

77.7

 

Surety

 

78.5

 

 

68.9

 

Total

 

86.9

 

 

 

92.0

 

 

Casualty

 

The casualty segment recorded underwriting earnings of $24.9 million in the first three months of 2021, compared to $1.3 million of underwriting loss for the same period last year. Reserve releases reduced loss and settlement expenses for the casualty segment by $28.3 million, primarily on accident years 2018 through 2020. Favorable development was widespread with notable amounts from general liability, transportation, professional services, small commercial and personal umbrella. Offsetting the favorable development in 2021, winter storm losses on casualty-oriented package policies that include property coverage resulted in $1.1 million of losses. In comparison, $6.4 million of reserves were released in the first quarter of 2020. Transportation, small commercial and general liability drove the favorable development.

 

The combined ratio for the casualty segment was 83.3 in 2021, compared to 100.9 in 2020. The segment’s loss ratio was 47.2 in 2021, down from 65.7 in 2020 as a result of improvements in the current accident year loss ratio, the increased level of favorable development and the addition of $3.0 million of reserves in 2020 related to COVID-19 investigative and defense costs. The expense ratio for the casualty segment was 36.1, up from 35.2 for the same period last year.

 

Property

 

The property segment recorded underwriting loss of $1.0 million for the first three months of 2021, compared to $9.9 million of underwriting income for the same period last year. Underwriting results for 2021 included $6.1 million of favorable development on prior years’ loss and catastrophe reserves across most products and $14.9 million of winter storm losses. Comparatively, the 2020 underwriting results included $4.8 million of favorable development on prior years’ loss and catastrophe reserves, primarily from the marine business, $0.5 million of storm losses and the addition of $2.0 million of reserves related to COVID-19 investigative and defense costs.

 

Underwriting results for the first three months of 2021 translated into a combined ratio of 101.9, compared to 77.7 for the same period last year. The segment’s loss ratio was 61.3 in 2021, up from 36.0 in 2020 due to higher levels of storm losses. The segment’s expense ratio decreased to 40.6 in 2021 from 41.7 in the prior year, as increased levels of earned premium allowed the segment to better leverage expenses.

 

Surety

 

The surety segment recorded underwriting income of $6.1 million for the first three months of 2021, compared to $8.7 million for the same period last year. Both periods reflected positive current accident year underwriting performance and benefited from favorable development on prior years’ loss reserves. Results for 2021 included favorable development on prior accident years’ reserves, which decreased loss and settlement expenses for the segment by $2.8 million. Comparatively, 2020 results included favorable development on prior accident years’ loss reserves, which decreased the segment’s loss and settlement expenses by $4.0 million.

 

The combined ratio for the surety segment totaled 78.5 for the first three months of 2021, compared to 68.9 for the same period in 2020. The segment’s loss ratio was 10.7 in 2021, up from 2.8 in 2020 due to lower reserve releases and modestly higher current accident year losses. The expense ratio was 67.8, up from 66.1 in the prior year.

 

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Investment Income

 

Our investment portfolio generated net investment income of $16.4 million during the first three months of 2021, a decrease of 7.6 percent from that reported for the same period in 2020. The decrease in investment income was largely due to a decline in reinvestment rates during 2020.

 

Yields on our fixed income investments for the first three months of 2021 and 2020 were as follows:

 

 

 

2021

 

 

 

2020

 

 

Pretax Yield

 

 

 

 

 

 

 

 

 

 

Taxable

 

 

2.87

 

%

 

 

3.27

 

%

Tax-Exempt

 

 

2.63

 

%

 

 

2.77

 

%

After-Tax Yield

 

 

 

 

 

 

 

 

 

 

Taxable

 

 

2.27

 

%

 

 

2.58

 

%

Tax-Exempt

 

 

2.49

 

%

 

 

2.62

 

%

 

The following table depicts the composition of our investment portfolio at March 31, 2021 as compared to December 31, 2020:

 

(in thousands)

 

March 31, 2021

 

 

 

December 31, 2020

 

 

Fixed income

 

$

2,175,869

 

 

 

75.6

 

%

 

$

2,196,626

 

 

 

77.4

 

%

Equity securities

 

 

555,209

 

 

 

19.3

 

%

 

 

524,006

 

 

 

18.5

 

%

Other invested assets

 

 

50,413

 

 

 

1.8

 

%

 

 

54,232

 

 

 

1.9

 

%

Cash

 

 

94,935

 

 

 

3.3

 

%

 

 

62,217

 

 

 

2.2

 

%

Total investments and cash

 

$

2,876,426

 

 

 

100.0

 

%

 

$

2,837,081

 

 

 

100.0

 

%

 

We believe our overall asset allocation best meets our strategy to preserve capital for policyholders, provide sufficient income to support insurance operations and effectively grow book value over a long-term investment horizon.

 

The fixed income portfolio decreased by $20.8 million in the first three months of 2021. The decrease was due to the increase in interest rates during the first quarter, decreasing the fair value of securities in the fixed income portfolio. Average fixed income duration was 4.8 years at March 31, 2021, reflecting our current liability structure and sound capital position. The equity portfolio increased by $31.2 million during the first three months of 2021, reflecting strong market returns.

 

Income Taxes

 

Our effective tax rate for the first three months of 2021 was 18.7 percent, compared to 22.8 percent for the same period in 2020. Effective rates are dependent upon components of pretax earnings or losses and the related tax effects. The effective rate was lower for the first three months of 2021 as tax-favored adjustments reduced income tax expense, while tax-favored adjustments increased the tax benefit recognized in the first quarter of 2020 as a result of pretax losses.

 

LIQUIDITY AND CAPITAL RESOURCES

 

We have three primary types of cash flows: (1) cash flows from operating activities, which consist mainly of cash generated by our underwriting operations and income earned on our investment portfolio, (2) cash flows from investing activities related to the purchase, sale and maturity of investments and (3) cash flows from financing activities that impact our capital structure, such as shareholder dividend payments and changes in debt and shares outstanding.

 

The following table summarizes cash flows provided by (used in) our activities for the three-month periods ended March 31, 2021 and 2020:

 

(in thousands)

 

2021

 

 

2020

 

Operating cash flows

 

$

60,287

 

 

$

(5,767

)

Investing cash flows

 

 

(16,544

)

 

 

10,048

 

Financing cash flows

 

 

(11,025

)

 

 

(7,783

)

Total

 

$

32,718

 

 

$

(3,502

)

 

Our largest source of cash is premiums received from customers and our largest cash outflow is claim payments on insured losses. Cash flows from operating activities can vary among periods due to the timing in which these payments are

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made or received. Operating cash flows in the first three months of 2021 benefited from lower levels of loss and settlement expense payments and increase premium receipts relative to the first three months of 2020.

 

We have $149.5 million in debt outstanding. On October 2, 2013, we completed a public debt offering, issuing $150.0 million in senior notes maturing September 15, 2023 (a 10-year maturity), and paying interest semi-annually at the rate of 4.875 percent per annum. The notes were issued at a discount resulting in proceeds, net of discount and commission, of $148.6 million. The estimated fair value for the senior notes at March 31, 2021 was $164.4 million. The fair value of our debt is estimated based on the limited observable prices that reflect thinly traded securities.

 

As of March 31, 2021, we had cash and other investments maturing within one year of approximately $201.8 million and an additional $572.0 million maturing between one to five years. Whereas our strategy is to be fully invested at all times, short-term investments in excess of demand deposit balances are considered a component of investment activities, and thus are classified as investments in our consolidated balance sheets.

 

We also maintain a revolving line of credit with Bank of Montreal, Chicago Branch, which permits us to borrow up to an aggregate principal amount of $60.0 million. This facility was entered into during the first quarter of 2020 and replaced the previous $50.0 million facility with JP Morgan Chase Bank N.A., which was set to expire on May 24, 2020. Under certain conditions, the line may be increased up to an aggregate principal amount of $120.0 million. The facility has a three-year term that expires on March 27, 2023. As of and during the three-month period ended March 31, 2021, no amounts were outstanding on either facility.

 

Additionally, two of our insurance companies, RLI Insurance Company (RLI Ins.) and Mt. Hawley Insurance Company, are members of the Federal Home Loan Bank of Chicago (FHLBC). Membership in the Federal Home Loan Bank system provides both companies access to an additional source of liquidity via a secured lending facility. Our membership allows each insurance subsidiary to determine tenor and structure at the time of borrowing. As of and during the three-month period ended March 31, 2021, there were no outstanding borrowing amounts with the FHLBC.

 

We believe that cash generated by operations and investments will provide sufficient sources of liquidity to meet our anticipated needs over the next 12 to 24 months. In the event they are not sufficient, we believe cash available from financing activities and other sources will provide sufficient additional liquidity.

 

We maintain a diversified investment portfolio representing policyholder funds that have not yet been paid out as claims, as well as the capital we hold for our shareholders. Invested assets at March 31, 2021 have increased $39.3 million from December 31, 2020. As of March 31, 2021, our investment portfolio had the following asset allocation breakdown:

 

 

 

Cost or

 

 

Fair

 

 

Unrealized

 

 

% of Total

 

 

 

 

(in thousands)

 

Amortized Cost

 

 

Value

 

 

Gain/(Loss)

 

 

Fair Value

 

 

 

Quality*

U.S. government

 

$

161,956

 

 

$

170,422

 

 

$

8,466

 

 

 

5.9

 

%

 

AAA

U.S. agency

 

 

28,883

 

 

 

31,666

 

 

 

2,783

 

 

 

1.1

 

%

 

AAA

Non-U.S. government & agency

 

 

8,296

 

 

 

8,555

 

 

 

259

 

 

 

0.3

 

%

 

BBB+

Agency MBS

 

 

358,224

 

 

 

369,212

 

 

 

10,988

 

 

 

12.8

 

%

 

AAA

ABS/CMBS/MBS**

 

 

215,177

 

 

 

218,232

 

 

 

3,055

 

 

 

7.6

 

%

 

AA+

Corporate

 

 

796,042

 

 

 

833,203

 

 

 

37,161

 

 

 

29.0

 

%

 

BBB+

Municipal

 

 

528,274

 

 

 

544,579

 

 

 

16,305

 

 

 

18.9

 

%

 

AA

Total fixed income

 

$

2,096,852

 

 

$

2,175,869

 

 

$

79,017

 

 

 

75.6

 

%

 

AA-

Equity

 

 

298,926

 

 

 

555,209

 

 

 

256,283

 

 

 

19.3

 

%

 

 

Other invested assets

 

 

48,451

 

 

 

50,413

 

 

 

1,962

 

 

 

1.8

 

%

 

 

Cash

 

 

94,935

 

 

 

94,935

 

 

 

 

 

 

3.3

 

%

 

 

Total portfolio

 

$

2,539,164

 

 

$

2,876,426

 

 

$

337,262

 

 

 

100.0

 

%

 

 

 

*

Quality ratings provided by Moody’s, S&P and Fitch

**

Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities

 

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Quality is an average of each bond’s credit rating, adjusted for its relative weighting in the portfolio. As of March 31, 2021, our fixed income portfolio had the following rating distribution:

 

AAA

 

 

40.7

 

%

AA

 

 

20.0

 

%

A

 

 

21.8

 

%

BBB

 

 

11.0

 

%

BB

 

 

3.4

 

%

B

 

 

2.8

 

%

CCC

 

 

0.2

 

%

NR

 

 

0.1

 

%

Total

 

 

100.0

 

%

 

As of March 31, 2021, the duration of the fixed income portfolio was 4.8 years. Our fixed income portfolio remained well diversified, with 1,435 individual issues.

 

Our investment portfolio has limited exposure to structured asset-backed securities. As of March 31, 2021, we had $137.8 million in ABS, which are pools of assets collateralized by cash flows from several types of loans, including home equity, credit cards, autos and structured bank loans in the form of collateralized loan obligations (CLOs).

 

As of March 31, 2021, we had $80.4 million in commercial mortgage-backed securities and $369.2 million in mortgage-backed securities backed by government sponsored enterprises (GSEs - Freddie Mac, Fannie Mae and Ginnie Mae). Excluding the GSE-backed MBS, our exposure to ABS and CMBS was 7.6 percent of our investment portfolio at quarter end.

 

We had $833.2 million in corporate fixed income securities as of March 31, 2021, which includes $107.5 million invested in a high-yield credit strategy. This high-yield portfolio consists of floating rate bank loans and bonds that are below investment grade in credit quality and offer incremental yield over our core fixed income portfolio.

 

The municipal portfolio includes approximately 59 percent tax-exempt securities and 41 percent taxable securities. Approximately 87 percent of our municipal bond portfolio maintains an ‘AA’ or better rating, while 99 percent of the municipal bond portfolio is rated ‘A’ or better.

 

The securities within the equity portfolio remain primarily invested in large-cap issues with a focus on dividend income and are a source of liquidity. In the equity portfolio, the strategy remains one of value investing, with security selection taking precedence over market timing.

 

As of March 31, 2021, our equity portfolio had a dividend yield of 2.0 percent, compared to 1.4 percent for the S&P 500 index. Because of the corporate dividend-received-deduction applicable to our dividend income, we pay an effective tax rate of 13.1 percent on dividends, compared to 21.0 percent on taxable interest and 5.3 percent on municipal bond interest income. The equity portfolio is managed in a diversified and granular manner, with 213 individual securities and three ETF positions. No single company exposure in the equity portfolio represents more than 1 percent of invested assets.

 

Other invested assets include investments in low income housing tax credit partnerships, membership in the FHLBC and investments in private funds. As of March 31, 2021, $10.2 million of investments were pledged as collateral with the FHLBC to ensure timely access to the secured lending facility that ownership of FHLBC stock provides. As of and during the three-month period ended March 31, 2021, there were no outstanding borrowings with the FHLBC.

 

Our investment portfolio does not have any exposure to derivatives.

 

Our capital structure is comprised of equity and debt outstanding. As of March 31, 2021, our capital structure consisted of $149.5 million in 10-year maturity senior notes maturing in 2023 (debt) and $1.2 billion of shareholders’ equity. Debt outstanding comprised 11.5 percent of total capital as of March 31, 2021. Interest and fees on debt obligations totaled $1.9 million during each of the first three months of 2021 and 2020. We have incurred interest expense on debt at an average annual interest rate of 4.91 percent for the three-month periods ended March 31, 2021 and 2020.

 

We paid a regular quarterly cash dividend of $0.24 per share on March 19, 2021, the same amount as the prior quarter. We have increased dividends in each of the last 45 years.

 

Our three insurance companies are subsidiaries of RLI Corp, with RLI Ins. as the first-level, or principal, insurance company. At the holding company (RLI Corp.) level, we rely largely on dividends from our insurance subsidiaries to meet our

29


Table of Contents

 

obligations for paying principal and interest on outstanding debt, corporate expenses and dividends to RLI Corp. shareholders. As discussed further below, dividend payments to RLI Corp. from our principal insurance subsidiary are restricted by state insurance laws as to the amount that may be paid without prior approval of the insurance regulatory authorities of Illinois. As a result, we may not be able to receive dividends from such subsidiary at times and in amounts necessary to pay desired dividends to RLI Corp. shareholders. On a GAAP basis, as of March 31, 2021, our holding company had $1.2 billion in equity. This includes amounts related to the equity of our insurance subsidiaries, which is subject to regulatory restrictions under state insurance laws. The unrestricted portion of holding company net assets is comprised primarily of investments and cash, including $70.7 million in liquid assets, which exceeds our normal annual holding company expenditures. Unrestricted funds at the holding company are available to fund debt interest, general corporate obligations and dividend payments to our shareholders. If necessary, the holding company also has other potential sources of liquidity that could provide for additional funding to meet corporate obligations or pay shareholder dividends, which include a revolving line of credit, as well as access to capital markets.

 

Ordinary dividends, which may be paid by our principal insurance subsidiary without prior regulatory approval, are subject to certain limitations based upon statutory income, surplus and earned surplus. The maximum ordinary dividend distribution from our principal insurance subsidiary in a rolling 12-month period is limited by Illinois law to the greater of 10 percent of RLI Ins. policyholder surplus, as of December 31 of the preceding year, or the net income of RLI Ins. for the 12-month period ending December 31 of the preceding year. Ordinary dividends are further restricted by the requirement that they be paid from earned surplus. Any dividend distribution in excess of the ordinary dividend limits is deemed extraordinary and requires prior approval from the Illinois Department of Insurance (IDOI). In the first three months of 2021, RLI Ins. paid $25.0 million in ordinary dividends to RLI Corp. In 2020, our principal insurance subsidiary paid ordinary dividends totaling $110.0 million. As of March 31, 2021, $11.8 million of the net assets of our principal insurance subsidiary were not restricted and could be distributed to RLI Corp. as ordinary dividends without prior approval from the IDOI. Because the limitations are based upon a rolling 12-month period, the amount and impact of these restrictions vary over time. In addition to restrictions from our principal subsidiary’s insurance regulator, we also consider internal models and how capital adequacy is defined by our rating agencies in determining amounts available for distribution.

 

Item 3.

Quantitative and Qualitative Disclosures about Market Risk

 

Market risk is the risk of economic losses due to adverse changes in the estimated fair value of a financial instrument as the result of changes in equity prices, interest rates, foreign currency exchange rates and commodity prices. Historically, our primary market risks have been equity price risk associated with investments in equity securities and interest rate risk associated with investments in fixed maturities. We have limited exposure to both foreign currency risk and commodity risk.

 

Credit risk is the potential loss resulting from adverse changes in an issuer’s ability to repay its debt obligations. We monitor our portfolio to ensure that credit risk does not exceed prudent levels. We have consistently invested in high credit quality, investment grade securities. Our fixed maturity portfolio has an average rating of AA-, with 83 percent rated A or better by at least two nationally recognized rating organizations.

 

On an overall basis, our exposure to market risk has not significantly changed from that reported in our 2020 Annual Report on Form 10-K. The COVID-19 pandemic does present new and emerging uncertainty to the financial markets. See further discussion in Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Quarterly Report on Form 10-Q.

 

Item 4.

Controls and Procedures

 

We maintain a system of controls and procedures designed to provide reasonable assurance as to the reliability of the financial statements and other disclosures included in this report, as well as to safeguard assets from unauthorized use or disposition. An evaluation of the effectiveness of the design and operation of our disclosure controls and procedures was performed, under the supervision and with the participation of management, including our Chief Executive Officer and Chief Financial Officer, as of the end of the period covered by this report. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective, as of the end of the period covered by this report.

 

In designing and evaluating our disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurances of achieving the desired control objective, and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. We believe that our disclosure controls and procedures provide such reasonable assurance.

 

No changes were made to our internal control over financial reporting during the last fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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Table of Contents

 

PART II - OTHER INFORMATION

Item 1.

Item 1A.

Risk Factors – There were no material changes to report.

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds -

Items 2(a) and (b) are not applicable.

In 2010, our Board of Directors implemented a $100 million share repurchase program. We did not repurchase any shares during 2021. We have $87.5 million of remaining capacity from the repurchase program. The repurchase program may be suspended or discontinued at any time without prior notice.

 

Item 3.

Defaults Upon Senior Securities - Not Applicable.

Item 4.

Mine Safety Disclosures - Not Applicable.

Item 5.

Other Information - Not Applicable.

Item 6.

Exhibits

 

Exhibit No.

 

Description of Document

 

Reference

 

 

 

 

 

31.1

 

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

Attached as Exhibit 31.1.

 

 

 

 

 

31.2

 

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

Attached as Exhibit 31.2.

 

 

 

 

 

32.1

 

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Attached as Exhibit 32.1.

 

 

 

 

 

32.2

 

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

Attached as Exhibit 32.2.

 

 

 

 

 

101

 

iXBRL-Related Documents

 

Attached as Exhibit 101.

 

 

 

 

 

104

 

Cover Page Interactive Data File

 

Embedded in Inline XBRL and contained in Exhibit 101.

 

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Table of Contents

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

RLI Corp.

 

 

 

 

 

/s/ Todd W. Bryant

 

 

Todd W. Bryant

 

 

Vice President, Chief Financial Officer

 

 

(Principal Financial and Chief Accounting Officer)

 

 

 

Date: April 23, 2021

 

 

 

32