UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED
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:
(Exact Name of Registrant as Specified in Its Charter)
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(I.R.S. Employer Identification Number) |
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(Address of Principal Executive Offices) |
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Registrant’s telephone number, including area code: (
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Name of each exchange on which registered |
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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.
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).
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.
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Accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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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
As of April 19, 2024, there were
TABLE OF CONTENTS
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Item 1 |
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4 |
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Item 2 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 3 |
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Item 4 |
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Item 2 |
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Item 5 |
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Item 6 |
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2
FORWARD-LOOKING STATEMENTS
This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and 21E of the Securities Exchange Act of 1934. You should not place undue reliance on these statements. These forward-looking statements include statements that reflect the current views of our senior management with respect to our financial performance and future events with respect to our business and the insurance industry in general. Statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “forecast,” “estimate,” “may,” “should,” “anticipate” and similar statements of a future or forward-looking nature identify forward-looking statements. Forward-looking statements address matters that involve risks and uncertainties. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. We believe that these factors include, but are not limited to, the following:
The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements in this report, and under the caption “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023. If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate.
3
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements.
AMERISAFE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
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March 31, 2024 |
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December 31, 2023 |
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(unaudited) |
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Assets |
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Investments: |
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Fixed maturity securities—held-to-maturity, at amortized cost net of allowance |
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$ |
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$ |
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Fixed maturity securities—available-for-sale, at fair value |
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Equity securities, at fair value |
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Short-term investments |
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Total investments |
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Cash and cash equivalents |
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Amounts recoverable from reinsurers |
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Premiums receivable |
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Deferred income taxes |
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Accrued interest receivable |
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Property and equipment, net |
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Deferred policy acquisition costs |
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Federal income tax recoverable |
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Other assets |
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Total assets |
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$ |
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$ |
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Liabilities and shareholders’ equity |
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Liabilities: |
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Reserves for loss and loss adjustment expenses |
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$ |
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$ |
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Unearned premiums |
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Amounts held for others |
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Policyholder deposits |
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Insurance-related assessments |
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Federal income tax payable |
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Accounts payable and other liabilities |
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Payable for investments purchased |
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— |
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Total liabilities |
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Shareholders’ equity: |
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Common stock: voting—$ |
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Additional paid-in capital |
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Treasury stock, at cost ( |
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Accumulated earnings |
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Accumulated other comprehensive loss, net |
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( |
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Total shareholders’ equity |
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Total liabilities and shareholders’ equity |
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$ |
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$ |
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See accompanying notes.
4
AMERISAFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except share and per share data)
(unaudited)
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Three Months Ended |
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March 31, |
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2024 |
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2023 |
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Revenues |
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Gross premiums written |
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$ |
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$ |
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Ceded premiums written |
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( |
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Net premiums written |
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$ |
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$ |
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Net premiums earned |
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$ |
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$ |
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Net investment income |
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Net realized gains (losses) on investments |
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Net unrealized gains on equity securities |
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Fee and other income |
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Total revenues |
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Expenses |
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Loss and loss adjustment expenses incurred |
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Underwriting and certain other operating costs |
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Commissions |
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Salaries and benefits |
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Policyholder dividends |
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Provision for investment related credit loss benefit |
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Total expenses |
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Income before income taxes |
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Income tax expense |
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Net income |
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$ |
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$ |
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Earnings per share |
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Basic |
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$ |
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$ |
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Diluted |
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$ |
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$ |
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Shares used in computing earnings per share |
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Basic |
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Diluted |
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Cash dividends declared per common share |
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$ |
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$ |
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See accompanying notes.
5
AMERISAFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands)
(unaudited)
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Three Months Ended |
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March 31, |
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2024 |
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2023 |
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Net income |
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$ |
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$ |
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Other comprehensive income: |
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Unrealized gain (loss) on debt securities, net of tax |
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Comprehensive income |
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$ |
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$ |
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See accompanying notes.
6
AMERISAFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
Three Months Ended March 31, 2024 and 2023
(in thousands, except share data)
(unaudited)
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Common Stock |
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Additional |
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Treasury Stock |
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Accumulated |
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Accumulated |
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Shares |
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Amounts |
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Capital |
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Shares |
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Amounts |
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Earnings |
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Loss |
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Total |
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Balance at December 31, 2023 |
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$ |
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$ |
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$ |
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$ |
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$ |
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$ |
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Comprehensive income: |
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Net income |
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— |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive |
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Change in unrealized |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
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( |
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Comprehensive income: |
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Share-based compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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Dividends to shareholders |
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— |
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— |
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— |
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— |
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— |
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( |
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— |
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( |
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Balance at March 31, 2024 |
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$ |
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$ |
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( |
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$ |
( |
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$ |
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$ |
( |
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$ |
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Common Stock |
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Additional |
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Treasury Stock |
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Accumulated |
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Accumulated |
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Shares |
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Amounts |
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Capital |
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Shares |
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Amounts |
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Earnings |
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Loss |
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Total |
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Balance at December 31, 2022 |
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$ |
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$ |
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( |
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$ |
( |
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$ |
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$ |
( |
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$ |
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Comprehensive income: |
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Net income |
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— |
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— |
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— |
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— |
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— |
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— |
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Other comprehensive |
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Change in unrealized |
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— |
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— |
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— |
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— |
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— |
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— |
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Comprehensive income: |
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Common stock issued |
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( |
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— |
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— |
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— |
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— |
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— |
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— |
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— |
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Share-based compensation |
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— |
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— |
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— |
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— |
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— |
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— |
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Dividends to shareholders |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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— |
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( |
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Balance at March 31, 2023 |
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$ |
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$ |
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( |
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$ |
( |
) |
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$ |
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$ |
( |
) |
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$ |
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See accompanying notes.
7
AMERISAFE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)
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Three Months Ended March 31, |
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2024 |
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2023 |
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Operating activities |
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Net income |
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$ |
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$ |
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Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation |
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Net amortization of investments |
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Change in investment related allowance for credit losses |
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( |
) |
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( |
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Deferred income taxes |
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( |
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( |
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Net realized (gains) losses on investments |
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( |
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Net unrealized gains on equity securities |
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( |
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( |
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Share-based compensation |
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Changes in operating assets and liabilities: |
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Premiums receivable, net |
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( |
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( |
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Accrued interest receivable |
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( |
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Deferred policy acquisition costs |
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( |
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( |
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Other assets |
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( |
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Reserves for loss and loss adjustment expenses |
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( |
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( |
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Unearned premiums |
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Reinsurance balances |
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Amounts held for others and policyholder deposits |
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Federal income taxes payable/recoverable |
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Accounts payable and other liabilities |
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( |
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Net cash provided by operating activities |
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Investing activities |
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Purchases of investments held-to-maturity |
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( |
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( |
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Purchases of investments available-for-sale |
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( |
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Purchases of short-term investments |
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( |
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( |
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Proceeds from maturities of investments held-to-maturity |
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Proceeds from sales and maturities of investments available-for-sale |
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Proceeds from sales of equity securities |
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Proceeds from sales and maturities of short-term investments |
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Purchases of property and equipment |
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( |
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( |
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Net cash used in investing activities |
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( |
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( |
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Financing activities |
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Finance lease purchases |
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( |
) |
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( |
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Dividends to shareholders |
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( |
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( |
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Net cash used in financing activities |
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( |
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( |
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Change in cash and cash equivalents |
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( |
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( |
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Cash and cash equivalents at beginning of period |
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Cash and cash equivalents at end of period |
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$ |
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$ |
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See accompanying notes.
8
AMERISAFE, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
Note 1. Basis of Presentation
AMERISAFE, Inc. (the Company) is an insurance holding company incorporated in the state of Texas. The accompanying unaudited consolidated financial statements include the accounts of AMERISAFE and its subsidiaries: American Interstate Insurance Company (AIIC) and its insurance subsidiaries, Silver Oak Casualty, Inc. (SOCI) and American Interstate Insurance Company of Texas (AIICTX), Amerisafe Risk Services, Inc. (RISK) and Amerisafe General Agency, Inc. (AGAI). AIIC and SOCI are property and casualty insurance companies organized under the laws of the state of Nebraska. AIICTX is a property and casualty insurance company organized under the laws of the state of Texas. RISK, a wholly owned subsidiary of the Company, is a claims and safety service company currently servicing only affiliated insurance companies. AGAI, a wholly owned subsidiary of the Company, is a general agent for the Company. AGAI sells insurance, which is underwritten by AIIC, SOCI and AIICTX, as well as by nonaffiliated insurance carriers.
The terms “AMERISAFE,” the “Company,” “we,” “us” or “our” refer to AMERISAFE, Inc. and its consolidated subsidiaries, as the context requires.
The Company provides workers’ compensation insurance for small to mid-sized employers engaged in hazardous industries, principally construction, trucking, logging and lumber, agriculture, manufacturing, telecommunications, and maritime. Assets and revenues of AIIC and its subsidiaries represent at least
In the opinion of management of the Company, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal recurring accruals) necessary to present fairly the financial position, the results of operations and cash flows for the periods presented. The unaudited consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q under the Securities Exchange Act of 1934 and therefore do not include all information and footnotes to be in conformity with accounting principles generally accepted in the United States (GAAP). The results for the interim periods are not necessarily indicative of the results of operations that may be expected for the year. The unaudited consolidated financial statements contained herein should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2023.
The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of our assets, liabilities, revenues and expenses and related disclosures. Some of the estimates result from judgments that can be subjective and complex and, consequently, actual results in future periods might differ from these estimates.
Adopted Accounting Guidance
The Company has not adopted any new accounting guidance in 2024.
Prospective Accounting Guidance
All issued but not yet effective accounting and reporting standards as of March 31, 2024 are either not applicable to the Company or are not expected to have a material impact on the Company.
Note 2. Restricted Stock, Restricted Stock Units, and Stock Options
As of March 31, 2024, the Company has
9
During the three months ended March 31, 2024, the Company awarded
The Company had
Note 3. Earnings Per Share
The Company computes earnings per share (EPS) in accordance with FASB Accounting Standards Codification (ASC) Topic 260, Earnings Per Share. The Company has no participating unvested common shares which contain nonforfeitable rights to dividends and applies the treasury stock method in computing basic and diluted earnings per share.
Basic EPS is calculated by dividing net income by the weighted-average number of common shares outstanding during the period.
The diluted EPS calculation includes potential common shares assumed issued under the treasury stock method, which reflects the potential dilution that would occur if any restricted stock or RSUs become vested.
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Three Months Ended |
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March 31, |
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|||||
|
|
2024 |
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2023 |
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||
|
|
(in thousands, except share and per share |
|
|||||
Basic EPS: |
|
|
|
|
|
|
||
Net income |
|
$ |
|
|
$ |
|
||
Basic weighted average common shares |
|
|
|
|
|
|
||
Basic earnings per common share |
|
$ |
|
|
$ |
|
||
Diluted EPS: |
|
|
|
|
|
|
||
Net income |
|
$ |
|
|
$ |
|
||
Diluted weighted average common shares: |
|
|
|
|
|
|
||
Weighted average common shares |
|
|
|
|
|
|
||
Restricted stock and RSUs |
|
|
|
|
|
|
||
Diluted weighted average common shares |
|
|
|
|
|
|
||
Diluted earnings per common share |
|
$ |
|
|
$ |
|
Note 4. Investments
The amortized cost, allowance for credit losses, carrying amount, gross unrecognized gains and losses, and the fair value of those investments classified as held-to-maturity at March 31, 2024 are summarized as follows:
|
|
Amortized |
|
|
Allowance for Credit Losses |
|
|
Carrying |
|
|
Gross |
|
|
Gross |
|
|
Fair |
|
||||||
|
|
(in thousands) |
|
|||||||||||||||||||||
States and political subdivisions |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Corporate bonds |
|
|
|
|
|
( |
) |
|
|
|
|
|
— |
|
|
|
( |
) |
|
|
|
|||
U.S. agency-based mortgage-backed securities |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
U.S. Treasury securities and obligations |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Asset-backed securities |
|
|
|
|
|
( |
) |
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
|||
Totals |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
10
The amortized cost, gross unrealized gains and losses, fair value, and the allowance for credit losses of those investments classified as available-for-sale at March 31, 2024 are summarized as follows:
|
|
Amortized |
|
|
Gross |
|
|
Gross |
|
|
Fair |
|
|
Allowance for |
|
|||||
|
|
(in thousands) |
|
|||||||||||||||||
States and political subdivisions |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
— |
|
|||
Corporate bonds |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
— |
|
|||
U.S. agency-based mortgage-backed securities |
|
|
|
|
|
— |
|
|
|
( |
) |
|
|
|
|
|
— |
|
||
U.S. Treasury securities and obligations |
|
|
|
|
|
— |
|
|
|
( |
) |
|
|
|
|
|
— |
|
||
Totals |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
— |
|
The cost, gross unrealized gains and losses, and the fair value of equity securities at March 31, 2024 are summarized as follows:
|
|
Cost |
|
|
Gross |
|
|
Gross |
|
|
Fair |
|
||||
|
|
(in thousands) |
|
|||||||||||||
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Domestic common stock |
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
|||
Total equity securities |
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
The amortized cost, allowance for credit losses, carrying amount, gross unrecognized gains and losses, and the fair value of those investments classified as held-to-maturity at December 31, 2023 are summarized as follows:
|
|
Amortized |
|
|
Allowance for Credit Losses |
|
|
Carrying |
|
|
Gross |
|
|
Gross |
|
|
Fair |
|
||||||
|
|
(in thousands) |
|
|||||||||||||||||||||
States and political subdivisions |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Corporate bonds |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
U.S. agency-based mortgage-backed securities |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
U.S. Treasury securities and obligations |
|
|
|
|
|
— |
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Asset-backed securities |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Totals |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
The amortized cost, gross unrealized gains and losses, fair value, and the allowance for credit losses of those investments classified as available-for-sale at December 31, 2023 are summarized as follows:
|
|
Amortized |
|
|
Gross |
|
|
Gross |
|
|
Fair |
|
|
Allowance for |
|
|||||
|
|
(in thousands) |
|
|||||||||||||||||
States and political subdivisions |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
— |
|
|||
Corporate bonds |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
— |
|
|||
U.S. agency-based mortgage-backed securities |
|
|
|
|
|
— |
|
|
|
( |
) |
|
|
|
|
|
— |
|
||
U.S. Treasury securities and obligations |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
— |
|
|||
Totals |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
— |
|
11
The cost, gross unrealized gains and losses, and the fair value of equity securities at December 31, 2023 are summarized as follows:
|
|
Cost |
|
|
Gross |
|
|
Gross |
|
|
Fair |
|
||||
|
|
(in thousands) |
|
|||||||||||||
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Domestic common stock |
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
|||
Total equity securities |
|
$ |
|
|
$ |
|
|
$ |
— |
|
|
$ |
|
A summary of the carrying amounts and fair value of investments in fixed maturity securities classified as held-to-maturity, by contractual maturity, is as follows:
|
|
March 31, 2024 |
|
|
December 31, 2023 |
|
||||||||||
|
|
Carrying |
|
|
Fair |
|
|
Carrying |
|
|
Fair |
|
||||
|
|
(in thousands) |
|
|||||||||||||
Maturity: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Within one year |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
After one year through five years |
|
|
|
|
|
|
|
|
|
|
|
|
||||
After five years through ten years |
|
|
|
|
|
|
|
|
|
|
|
|
||||
After ten years |
|
|
|
|
|
|
|
|
|
|
|
|
||||
U.S. agency-based mortgage-backed securities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Asset-backed securities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Totals |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
A summary of the amortized cost and fair value of investments in fixed maturity securities classified as available-for-sale, by contractual maturity, is as follows:
|
|
March 31, 2024 |
|
|
December 31, 2023 |
|
||||||||||
|
|
Amortized |
|
|
Fair |
|
|
Amortized |
|
|
Fair |
|
||||
|
|
(in thousands) |
|
|||||||||||||
Maturity: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Within one year |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
After one year through five years |
|
|
|
|
|
|
|
|
|
|
|
|
||||
After five years through ten years |
|
|
|
|
|
|
|
|
|
|
|
|
||||
After ten years |
|
|
|
|
|
|