10-Q 1 selective10q3q05.htm SELECTIVE 10Q 3Q 2005 UNITED STATES  

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

FORM 10-Q

(Mark One)


[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended: September 30, 2005


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:  0-8641


SELECTIVE INSURANCE GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)


New Jersey

22-2168890

(State or Other Jurisdiction of Incorporation or Organization)

 

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

40 Wantage Avenue

Branchville, New Jersey

07890

(Address of Principal Executive Offices)

(Zip Code)

 

 

(973) 948-3000

(Registrant's Telephone Number, Including Area Code)

 

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 report), and (2) has been subject to such filing requirements for the past 90 days.

Yes [X]         No [  ]


Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act)

Yes [X]         No [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)

Yes [  ]         No [X]


As of September 30, 2005, there were 28,215,763 shares of common stock, par value $2, outstanding.




SELECTIVE INSURANCE GROUP, INC.

Table of Contents

Page No

PART I.    FINANCIAL INFORMATION

   

Item 1.       Financial Statements

   

                   Consolidated Balance Sheets as of September 30, 2005 (Unaudited)

                   and December 31, 2004

1

   

                   Unaudited Consolidated Statements of Income for the Quarter and

                   Nine Months Ended September 30, 2005 and 2004

2

   

                   Unaudited Consolidated Statements of Stockholders' Equity for the

                   Nine Months Ended September 30, 2005 and 2004

3

   

                   Unaudited Consolidated Statements of Cash Flows for the

                   Nine Months Ended September 30, 2005 and 2004

4

   

                   Notes to Interim Unaudited Consolidated Financial Statements

5

   

Item 2.       Management's Discussion and Analysis of Financial Condition

                   and Results of Operations

   

                   Forward - Looking Statements

15

   

                   Introduction

16

   

                   Result of Operations

17

   

                   Financial Condition, Liquidity and Capital Resources

32

   

                   Federal Income Taxes

35

   

                   Critical Accounting Policies and Estimates

35

   

Item 3.       Quantitative and Qualitative Disclosures About Market Risk

38

   

Item 4.       Controls and Procedures

38

   

PART II.  OTHER INFORMATION

   

Item 2.       Unregistered Sales of Equity Securities and Use of Proceeds

39

   

Item 6.       Exhibits

39

 




 

PART 1.  FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

 

 

SELECTIVE INSURANCE GROUP, INC.

 

Unaudited

CONSOLIDATED BALANCE SHEETS

 

September 30,

December 31,

($ in thousands, except per share amounts)

 

2005

2004

ASSETS

 

 

 

 

Investments:

 

 

 

 

Fixed maturity securities, held-to-maturity - at amortized cost

 

 

     (fair value:  $27,957-2005; $42,211-2004)

$

27,309 

40,903 

Fixed maturity securities, available-for-sale - at fair value

     (amortized cost:  $2,476,765-2005; $2,247,253-2004)

2,514,881 

2,325,969 

Equity securities, available-for-sale - at fair value

     (cost of:  $180,277-2005; $172,900-2004)

344,156 

331,931 

Short-term investments - (at cost which approximates fair value)

125,930 

98,657 

Other investments

55,930 

44,083 

Total investments

3,068,206 

2,841,543 

Cash

1,814 

Interest and dividends due or accrued

28,747 

27,947 

Premiums receivable, net of allowance for uncollectible

     accounts of: $3,667-2005; $3,236-2004

509,850 

430,426 

Other trade receivables, net of allowance for uncollectible

     accounts of: $517-2005; $681-2004

21,611 

17,478 

Reinsurance recoverable on paid losses and loss expenses

4,772 

5,841 

Reinsurance recoverable on unpaid losses and loss expenses

223,788 

218,772 

Prepaid reinsurance premiums

68,708 

58,264 

Property and Equipment - at cost, net of accumulated

     depreciation and amortization of: $96,490-2005; $89,213-2004

53,438 

55,144 

Deferred policy acquisition costs

209,332 

186,917 

Goodwill

43,230 

43,230 

Other assets

55,059 

43,838 

     Total assets

$

4,288,555 

3,929,400 

         

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

Liabilities:

Reserve for losses

$

1,760,654 

1,609,788 

Reserve for loss expenses

263,527 

225,429 

Unearned premiums

808,102 

702,111 

Senior convertible notes

115,937 

115,937 

Notes payable

123,383 

147,380 

Current federal income tax payable

1,744 

3,127 

Deferred federal income tax

12,708 

29,803 

Commissions payable

63,593 

66,881 

Accrued salaries and benefits

56,104 

50,071 

Other liabilities

129,431 

96,855 

     Total liabilities

3,335,183 

3,047,382 

         

Stockholders' Equity:

Preferred stock of $0 par value per share:

Authorized shares: 5,000,000; no shares issued or outstanding

Common stock of $2 par value per share:

Authorized shares: 180,000,000

     Issued: 43,179,964-2005; 42,468,099-2004

86,360 

84,936 

Additional paid-in capital

150,539 

142,292 

Retained earnings

812,826 

721,483 

Accumulated other comprehensive income

131,297 

154,536 

Treasury stock - at cost (shares: 14,964,201-2005; 14,529,067-2004)

(227,650)

(206,522)

Unearned stock compensation and notes receivable from stock sales

(14,707)

     Total stockholders' equity

953,372 

882,018 

     Commitments and contingencies

     Total liabilities and stockholders' equity

$

4,288,555 

3,929,400 


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

1



 

SELECTIVE INSURANCE GROUP, INC.

 

 

 

 

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

 

Quarter ended

 

Nine Months ended

 

 

September 30,

 

September 30,

($ in thousands, except per share amounts)

 

2005

 

2004

 

2005

 

2004

Revenues:

 

 

Net premiums written

$

383,402 

356,451 

 

1,149,801 

1,080,963 

      Net increase in unearned premiums and prepaid reinsurance premiums

 

(22,340)

(19,377)

 

(95,547)

(102,597)

Net premiums earned

 

361,062 

337,074 

 

1,054,254 

978,366 

Net investment income earned

 

32,755 

29,146 

 

97,864 

87,268 

Net realized gains

 

4,379 

1,631 

 

9,536 

7,131 

Diversified Insurance Services revenue

 

31,318 

27,648 

 

88,766 

78,274 

Other income

 

1,053 

688 

 

2,811 

2,405 

      Total revenues

 

430,567 

396,187 

 

1,253,231 

1,153,444 

 

 

 

 

 

 

Expenses:

 

 

Losses incurred

 

188,705 

184,587 

 

550,629 

533,759 

Loss expenses incurred

 

42,098 

40,255 

 

124,405 

110,550 

Policy acquisition costs

 

110,967 

105,011 

 

327,287 

304,680 

Dividends to policyholders

 

1,733 

1,186 

 

4,075 

3,239 

Interest expense

 

3,983 

3,611 

 

12,648 

11,534 

Diversified Insurance Services expenses

 

25,127 

22,886 

 

74,024 

67,892 

Other expenses

 

3,747 

2,412 

 

12,915 

7,996 

      Total expenses

 

376,360 

359,948 

 

1,105,983 

1,039,650 

 

 

Income before federal income tax and cumulative effect

 

 

of change in accounting principle

 

54,207 

36,239 

 

147,248 

113,794 

 

 

Federal income tax (benefit) expense:

 

 

Current

 

17,523 

6,843 

 

45,136 

25,779 

Deferred

 

(2,593)

1,068 

 

(4,848)

3,285 

      Total federal income tax expense

 

14,930 

7,911 

 

40,288 

29,064 

 

 

Net income before cumulative effect of change in accounting principle

 

39,277 

28,328 

 

106,960 

84,730 

 

 

 

 

Cumulative effect of change in accounting principle, net of tax

 

 

495 

 

 

 

 

 

Net income

$

39,277 

28,328 

 

107,455 

84,730 

 

 

 

Earnings per share:

 

 

 

      Basic net income before cumulative effect of change in accounting principle

$

1.45 

1.05 

 

3.93 

3.17 

      Basic cumulative effect of change in accounting principle

 

 

0.02 

      Basic net income

$

1.45 

1.05 

 

3.95 

3.17 

 

 

      Diluted net income before cumulative effect of change in accounting principle

$

1.25 

0.90 

 

3.39 

2.70 

      Diluted cumulative effect of change in accounting principle

 

 

0.02 

      Diluted net income

$

1.25 

0.90 

 

3.41 

2.70 

 

 

 

 

Dividends to stockholders

$

0.19 

0.17 

 

0.57 

0.51 


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

2



 

SELECTIVE INSURANCE GROUP, INC.

 

UNAUDITED CONSOLIDATED STATEMENTS OF

 

STOCKHOLDERS' EQUITY

Nine Months ended

 

September 30,

($ in thousands, except per share amounts)

2005

2004

Common stock:

Beginning of year

$

84,936 

83,135 

Dividend reinvestment plan

          (shares: 24,158-2005; 27,891-2004)

48 

56 

Convertible subordinated debentures

          (shares:  35,024-2005; 21,323-2004)

70 

43 

Stock purchase and compensation plans

          (shares: 652,683-2005; 669,016-2004)

1,306 

1,338 

End of period

86,360 

84,572 

                 

Additional paid-in capital:

Beginning of year

142,292 

113,283 

Dividend reinvestment plan

1,080 

944 

Convertible subordinated debentures

178 

110 

Stock purchase and compensation plans

6,989 

21,076 

End of period

150,539 

135,413 

                 

Retained earnings:

Beginning of year

721,483 

612,208 

Net income

107,455 

107,455 

84,730 

84,730 

Cash dividends to stockholders ($0.57 per share-2005;

          $0.51 per share-2004)

(16,112)

(14,078)

End of period

812,826 

682,860 

                 

Accumulated other comprehensive income:

Beginning of year

154,536 

148,452 

Other comprehensive (loss) income, (decrease) increase in net unrealized  

          gains on available-for-sale securities, net of deferred income

          tax effect of: $(12,513)-2005; $2,470-2004

(23,239)

(23,239)

4,588 

4,588 

End of period

131,297 

153,040 

          Comprehensive income

84,216 

89,318 

                 

Treasury stock:

Beginning of year

(206,522)

(197,792)

Acquisition of treasury stock

          (shares: 435,134-2005; 230,194-2004)

(21,128)

(8,125)

End of period

(227,650)

(205,917)

                 

Unearned stock compensation and notes receivable from stock sales:

Beginning of year

(14,707)

(9,502)

Unearned stock compensation

14,641 

(11,543)

Amortization of deferred compensation expense and

          amounts received on notes

66 

5,300 

End of period

(15,745)

Total stockholders' equity

$

953,372 

834,223 

Selective Insurance Group, Inc. also has authorized and unissued, 5 million shares of preferred stock, without par value of which 300,000 shares have been designated as Series A junior preferred stock without par value.

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

3



 

SELECTIVE INSURANCE GROUP, INC.

 

 

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

Nine Months ended

 

 

September 30,

($ in thousands)

 

2005

2004

OPERATING ACTIVITIES

 

 

Net income

$

107,455 

84,730 

Adjustments to reconcile net income to net cash provided by operating activities:

Increase in reserves for losses and loss expenses, net of reinsurance recoverable

     on unpaid losses and loss expenses

183,948 

163,840 

Increase in unearned premiums, net of prepaid reinsurance and advance premiums

95,027 

101,570 

Decrease in net federal income tax payable

(6,231)

(5,786)

Depreciation and amortization

15,694 

12,045 

Stock compensation expense

8,838 

5,245 

Gain on sale of real estate

(183)

Increase in premiums receivable

(79,424)

(74,001)

Increase in other trade receivables

(4,133)

(1,970)

Increase in deferred policy acquisition costs

(22,415)

(22,885)

Decrease in interest and dividends due or accrued

(792)

(556)

Decrease in reinsurance recoverable on paid losses and loss expenses

1,069 

500 

Net realized gains

(9,536)

(7,131)

Cumulative effect of change in accounting principle, net of tax

(495)

Increase in accrued salaries and benefits

6,033 

4,603 

(Decrease) Increase in accrued insurance expenses

(1,958)

2,176 

Other-net

(13,707)

3,972 

Net adjustments

171,918 

181,439 

Net cash provided by operating activities

279,373 

266,169 

         

INVESTING ACTIVITIES

Purchase of fixed maturity securities, available-for-sale

(500,321)

(536,648)

Purchase of equity securities, available-for-sale

(32,710)

(38,165)

Purchase of other investments

(16,056)

(5,969)

Net cash used in acquisitions

(407)

Sale of fixed maturity securities, available-for-sale

131,345 

181,313 

Redemption and maturities of fixed maturity securities, held-to-maturity

13,669 

25,027 

Redemption and maturities of fixed maturity securities, available-for-sale

163,174 

150,022 

Sale of equity securities, available-for-sale

34,651 

33,718 

Distributions from other investments

10,256 

6,013 

Net additions to property and equipment

(6,425)

(7,951)

Net cash used in investing activities

(202,417)

(193,047)

         

FINANCING ACTIVITIES

Dividends to stockholders

(14,370)

(12,603)

Principal payments of notes payable

(24,000)

(24,000)

Acquisition of treasury stock

(21,128)

(8,125)

Net proceeds from stock purchase and compensation plans

8,520 

8,001 

Cash retained for tax deductibility of the increase in value of equity instruments

3,043 

Repayment of notes receivable from stock sales

66 

55 

Net cash used in financing activities

(47,869)

(36,672)

Net increase in short-term investments and cash

29,087 

36,450 

Short-term investments and cash at beginning of year

98,657 

23,055 

Short-term investments and cash at end of period

$

127,744 

59,505 

         

SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION

Cash paid during the period for:

Interest

$

11,892 

11,945 

Federal income tax

43,475 

34,850 

Supplemental schedule of non-cash financing activity:

Conversion of convertible subordinated debentures

248 

153 

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

4



NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS


NOTE
1.         Organization
Selective Insurance Group, Inc., ("Selective") offers property and casualty insurance products and diversified insurance services products through its various subsidiaries.  Selective classifies its businesses into three operating segments:  (i) Insurance Operations; (ii) Investments; and (iii) Diversified Insurance Services.  Selective was incorporated in New Jersey in 1977 and its main offices are located in Branchville, New Jersey.  Selective common stock is publicly traded on the NASDAQ National Market® under the symbol, "SIGI."

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

These interim unaudited consolidated financial statements reflect all adjustments that, in the opinion of management, are normal, recurring and necessary for a fair presentation of Selective's results of operations and financial condition.  These interim unaudited consolidated financial statements cover the third quarters ended September 30, 2005 ("Third Quarter 2005") and September 30, 2004 ("Third Quarter 2004") and the nine-month periods ended September 30, 2005 ("Nine Months 2005") and September 30, 2004 ("Nine Months 2004").  As interim unaudited consolidated financial statements, they do not include all of the information and disclosures required by GAAP and the SEC for complete financial statements.  Results of operations for any interim period are not necessarily indicative of results for a full year.  Consequently, these interim unaudited consolidated financial statements should be read in conjunction with the consolidated financial statements contained in Selective's Annual Report on Form 10-K for the year ended December 31, 2004.

NOTE 3.         Adoption of Accounting Pronouncements
In December 2004, the Financial Accounting Standards Board ("FASB") issued Statement of Financial Accounting Standards No. 123 (revised 2004), "Share-Based Payment" ("FAS 123R"), requiring public companies to record share based (including employee stock options) compensation expense on the income statement at the fair value of the share award on the date of grant for fiscal years beginning after June 15, 2005.  As permitted, Selective early adopted FAS 123R as of January 1, 2005. See Note 5 below for further information regarding the adoption of FAS 123R.

 

5



NOTE 4.         Reinsurance
The following table is a listing of direct, assumed and ceded amounts by income statement caption.  For more information concerning reinsurance, refer to Note 6, "Reinsurance" in Item 8 "Financial Statements and Supplementary Data" in Selective's Annual Report on Form 10-K for the fiscal year ended December 31, 2004.

 

 

Unaudited,

 

Unaudited,

 

Quarter ended

 

Nine Months ended

 

September 30,

 

September 30,

($ in thousands)

 

2005

 

2004

 

 

2005

 

2004

Premiums written:

 

 

 

 

 

 

 

 

 

Direct

$

405,095 

 

377,562 

 

$

1,235,356 

 

1,159,702 

Assumed

 

22,596 

 

19,448 

 

 

35,852 

 

32,789 

Ceded

 

(44,289)

 

(40,559)

 

 

(121,407)

 

(111,528)

 

 

 

 

 

 

 

 

 

 

Net

$

383,402 

 

356,451 

 

$

1,149,801 

 

1,080,963 

 

 

 

 

 

 

 

 

 

 

Premiums earned:

 

 

 

 

 

 

 

 

 

Direct

$

385,537 

 

361,670 

 

$

1,132,965 

 

1,056,050 

Assumed

 

12,425 

 

9,440 

 

 

32,252 

 

26,016 

Ceded

 

(36,900)

 

(34,036)

 

 

(110,963)

 

(103,700)

 

 

 

 

 

 

 

 

 

 

Net

$

361,062 

 

337,074 

 

$

1,054,254 

 

978,366 

 

 

 

 

 

 

 

 

 

 

Losses and loss expenses incurred:

 

 

 

 

 

 

 

 

 

Direct

$

263,224 

 

259,563 

 

$

734,291 

 

703,662 

Assumed

 

10,596 

 

8,398 

 

 

27,852 

 

22,654 

Ceded

 

(43,017)

 

(43,119)

 

 

(87,109)

 

(82,007)

 

 

 

 

 

 

 

 

 

 

Net

$

230,803 

 

224,842 

 

$

675,034 

 

644,309 

 

 

 

 

 

 

 

 

 

 

Selective's Flood business is ceded 100% to the National Flood Insurance Program and is included in the above amounts as follows:

 

 

          Unaudited,

 

                         Unaudited,

 

          Quarter ended

 

                         Nine Months ended

 

            September 30,

 

                            September 30,

($ in thousands)

 

2005

 

2004

 

 

2005

 

2004

Ceded premiums written

$

(27,134)

 

(22,816)

$

(71,403)

 

(59,972)

Ceded premiums earned

(21,778)

 

(18,062)

(62,300)

 

(51,906)

Ceded losses and loss expenses incurred

(41,522)

 

(32,442)

(66,772)

 

(43,234)

NOTE 5.         Share-Based Payments
Effective January 1, 2005, Selective adopted FAS 123R, using the modified prospective application method, to account for its share-based compensation plans. Previously, Selective applied Accounting Principles Board ("APB") Opinion No. 25 "Accounting for Stock Issued to Employees," ("APB 25") as was permitted by FASB Statement No. 123 "Accounting for Stock Based Compensation" ("FAS 123").

Selective's adoption of FAS 123R did not have a material effect on (i) income before cumulative effect of change in accounting principle and (ii) basic or diluted earnings per share before cumulative effect of change in accounting principle in Third Quarter 2005 or Nine Months 2005.  At adoption, Selective did recognize a cumulative effect of change in accounting principle resulting in a net income benefit of $0.5 million, which corresponded to the requirement of estimating forfeitures at the date of grant.  FAS 123R also eliminated the presentation of the contra-equity account, "Unearned Stock Compensation," from the face of the Consolidated Balance Sheets resulting in a reclassification of $14.7 million to "Additional Paid-in Capital."

6



The following table shows a pro forma reconciliation of net income reported under APB 25 to pro forma net income and earnings per share under FAS 123 for the Third Quarter and Nine Months ended September 30, 2004:

Unaudited,

Unaudited,

Quarter  ended

Nine Months ended

($ in thousands, except per share amounts)

September 30,2004

 

September 30, 2004

Net income, as reported

$

28,328 

84,730 

Add:  Stock-based compensation reported in net

income, net of related tax effect

1,027 

3,577 

Deduct:  Total stock-based compensation expense

determined under fair value-based method

for all awards, net of related tax effects

(1,181)

(4,382)

Pro forma net income

$

28,174 

83,925 

         

Net income per share:

Basic - as reported

$

1.05 

3.17 

Basic - pro forma

1.05 

3.14 

Diluted - as reported

0.90 

2.70 

Diluted - pro forma

0.89 

2.67 

In determining expense to be recorded for stock options granted under Selective's share-based compensation plans, the fair value of each option award is estimated on the date of grant using the Black Scholes option valuation model ("Black Scholes"). The following are the significant assumptions utilized in applying Black Scholes: (i) risk-free interest rate, which is the implied yield currently available on U.S. Treasury zero-coupon issues with an equal remaining term; (ii) expected term, which is based on historical experience of similar awards; (iii) dividend yield, which is determined by dividing the expected per share dividend during the coming year by the grant date stock price; and (iv) expected volatility, which is based on the volatility of Selective's stock price over a historical period comparable to the expected term. In applying Black Scholes, Selective uses the weighted average assumptions illustrated in the following table:

 

 

Employee Stock Purchase Plan

 

All Other Option Plans

 

2005

 

2004

 

 

 

2005

 

2004

 

 

Risk-free interest rate

 

2.96 

%

1.31 

%

 

 

3.99 

%

3.6 

%

 

Expected term

 

6 months 

 

6 months 

 

 

 

7 years 

 

7 years 

 

 

Dividend yield

 

1.6 

%

2.0 

%

 

 

1.7 

%

1.9 

%

 

Expected volatility

 

27 

%

26 

%

 

 

26 

%

26 

%

 

The expense recorded for restricted stock awards and stock compensation for nonemployee directors, as described below, is determined utilizing the number of awards granted and the grant date fair value.

Under FAS 123R the compensation expense for the share-based compensation plans charged against income before cumulative effect of change in accounting principle before tax was $2.5 million in Third Quarter 2005 and $8.5 million in Nine Months 2005 with a corresponding income tax benefit of $0.7 million in Third Quarter 2005 and $2.6 million in Nine Months 2005.  In accordance with APB 25, Selective had compensation expense that was charged against income before tax of $1.6 million in Third Quarter 2004 and $5.5 million in Nine Months 2004 with a corresponding income tax benefit of $0.6 million for Third Quarter 2004 and $1.9 million in Nine Months 2004.

2005 Omnibus Stock Plan
The Selective Insurance Group, Inc. 2005 Omnibus Stock Plan ("Stock Plan") was adopted and approved by the Board of Directors effective as of April 1, 2005, and approved by stockholders' on April 27, 2005. With the Stock Plan's approval, no further grants are available under the (i) Selective Insurance Stock Option Plan III ("Stock Option Plan III"); (ii) Selective Insurance Group, Inc. Stock Option Plan for Directors ("Stock Option Plan for Directors"); or (iii) Selective Insurance Group, Inc. Stock Compensation Plan for Nonemployee Directors, as Amended (Stock Compensation Plan for Nonemployee Directors"), but awards outstanding under these plans and the Selective Insurance Group, Inc. Stock Option Plan II ("Stock Option Plan II"), under which future grants ceased being available on May 22, 2002, shall continue in effect according to the terms of those plans and any applicable award agreements. 

7



Under the Stock Plan, the Board of Directors' Salary and Employee Benefits Committee ("SEBC") may grant stock options, stock appreciation rights, restricted stock, phantom stock, stock bonuses, and other awards in such amounts and with such terms and conditions as it shall determine, subject to the provisions of the Stock Plan.  The Corporate Governance and Nominating Committee makes such determinations for any grants, other than automatic Director grants, made to nonemployee Directors.  Each award granted under the Stock Plan (except unconditional stock bonuses and the cash component of Director compensation) shall be evidenced by an agreement containing such restrictions as the SEBC or the Corporate Governance and Nominating Committee, as applicable, may in its sole discretion deem necessary or desirable and which are not in conflict with the terms of the Stock Plan.  During Third Quarter 2005 and Nine Months 2005, Selective granted 7,000 restricted shares and granted options to purchase 2,000 shares. As of September 30, 2005, 1,752,028 shares of Selective's common stock remain available for issuance pursuant to outstanding stock options and restricted stock awards granted under the Stock Plan.

Stock Option Plan II
As of September 30, 2005, 435,199 shares of Selective's common stock remain available for issuance pursuant to outstanding stock options and restricted stock awards granted under Stock Option Plan II, under which future grants ceased being available on May 22, 2002. Under this plan, employees were granted qualified and nonqualified stock options, with or without stock appreciation rights ("SARs"), and restricted or unrestricted stock at (i) not less than fair value on the date of grant and (ii) subject to certain vesting periods as determined by the SEBC.  Restricted stock awards also could be subject to the achievement of performance objectives as determined by the SEBC. The maximum exercise period for an option grant under this plan is ten years from the date of the grant.  Selective experienced restricted forfeitures under the plan of 950 shares during Nine Months 2005 and 13,388 shares during Nine Months 2004.

During the vesting period, dividends are earned on the restricted shares and held in escrow subject to the same vesting period and conditions set forth in the award agreement.  Effective September 3, 1996, dividends earned on the restricted shares were reinvested in Selective's common stock at fair value.  Selective issued, net of forfeitures, 2,609 restricted shares from the dividend reinvestment plan reserves during Nine Months 2005 and 5,201 during Nine Months 2004.

Stock Option Plan III
As of September 30, 2005, there were 270,799 shares of Selective's common stock available for issuance pursuant to outstanding stock options and restricted stock awards granted under Stock Option Plan III, under which future grants ceased being available with the approval of the Stock Plan.  Under this plan, employees were granted qualified and nonqualified stock options, with or without SARs, and restricted or unrestricted stock (i) at not less than fair value on the date of grant and (ii) subject to certain vesting restrictions determined by the SEBC.  Restricted stock awards also could be subject to achievement of performance objectives as determined by the SEBC.  The maximum exercise period for an option grant under this plan is ten years from the date of the grant.  Under this plan, Selective granted options to purchase 105,663 shares without SARS during Nine Months 2005 and options to purchase 104,600 shares without SARS during Nine Months 2004.

Selective also granted 313,108 restricted shares during Nine Months 2005 and 328,684 restricted shares during Nine Months 2004 and experienced forfeitures of 3,529 shares during Nine Months 2005 and 24,559 shares during Nine Months 2004.  During the vesting period, dividends earned on restricted shares are reinvested in Selective's common stock at fair value.  Selective issued, net of forfeitures, 10,697 restricted shares from the dividend reinvestment plan reserves during Nine Months 2005 and 7,599 restricted shares during Nine Months 2004. 

Stock Option Plan for Directors
As of September 30, 2005, 291,000 shares of Selective's common stock were available for issuance pursuant to outstanding stock option awards under the Stock Option Plan for Directors, under which future grants ceased being available with the approval of the Stock Plan.  All non-employee directors participated in this plan and automatically received an annual nonqualified option to purchase 3,000 shares of common stock at not less than fair value on the date of grant, which is on March 1.  Options under this plan vest on the first anniversary of the grant and must be exercised by the tenth anniversary of the grant.  Under this plan, Selective granted 33,000 options during Nine Months 2005, and 30,000 options during Nine Months 2004.

8



Stock Compensation Plan for Nonemployee Directors
As of September 30, 2005, there were 47,625 shares of the common stock available for issuance pursuant to outstanding stock option awards under the Stock Compensation Plan for Nonemployee Directors, under which future grants ceased being available with the approval of the Stock Plan.  Under this plan, Directors could elect to receive a portion of their annual compensation in shares of Selective's common stock.  Selective issued 10,919 shares during Nine Months 2005 and 12,624 shares during Nine Months 2004 under this plan.

Employee Stock Purchase Plan
Under Selective's Employee Stock Purchase Plan ("ESPP"), there are 244,231 shares of common stock available for purchase. The ESPP is available to all employees who meet its eligibility requirements.  The ESPP provides for the issuance of options to purchase shares of common stock.  The purchase price is the lower of:  (i) 85% of the closing market price at the time the option is granted or (ii) 85% of the closing price at the time the option is exercised.  Shares are generally issued on June 30 and December 31 of each year.  Under the ESPP, Selective issued 24,051 shares to employees during Nine Months 2005 and 26,043 shares during Nine Months 2004.

The weighted-average fair value of options and stock granted per share for Selective's stock plans, during Nine Months 2005 and Nine Months 2004 is as follows:

 

 

2005

 

2004

Stock options

$

13.14 

 

9.65 

Restricted stock

 

45.12 

 

34.83 

Stock Compensation Plan for Nonemployee Directors

 

46.42 

 

35.63 

Employee Stock Purchase Plan (ESPP):

 

 

 

 

    Six month option

 

3.18 

 

2.27 

    15% of grant date market value

 

7.02 

 

5.37 

Total ESPP

$

10.20 

 

7.64 

A summary of the stock option transactions under Selective's share-based payment plans is as follows:

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

Weighted

 

Average

 

 

 

 

 

 

Average

 

Remaining

 

Aggregate

 

 

Number

 

Exercise

 

contractual

 

Intrinsic Value

 

 

of shares

 

Price

 

Life in years

 

($ in thousands)

Outstanding at January 1, 2005

 

927,276 

$

22.90 

 

Granted 2005

 

140,663 

 

44.65 

 

Exercised 2005

 

(202,993)

 

21.49 

 

Forfeited or expired 2005

 

(2,700)

 

19.44 

 

 

 

 

Outstanding at September 30, 2005

 

862,246 

$

26.79 

5.6 

$

19,061 

Exercisable at September 30, 2005

 

721,583 

$

23.31 

4.9 

$

18,464 

The total intrinsic value of options exercised was $5.4 million during Nine Months 2005 and $4.0 million during Nine Months 2004.

9



A summary of the restricted stock transactions under Selective's share-based payment plans is as follows:

 

 

 

 

Weighted

 

 

 

 

Average

 

 

Number

 

Grant Date

 

 

of shares

 

Fair Value

 

 

 

Restricted Stock Awards at January 1, 2005

 

953,438 

$

26.69 

Granted 2005

 

320,108 

 

45.12 

Vested 2005

 

(198,452)

 

22.98 

Forfeited 2005

 

(4,479)

 

31.86 

 

 

Restricted Stock Awards at September 30, 2005

 

1,070,615 

$

32.87 

As of September 30, 2005, total unrecognized compensation cost related to nonvested share-based compensation arrangements granted under Selective's stock plans was $16.4 million.  That cost is expected to be recognized over a weighted-average period of 1.9 years.  The total fair value of restricted stock vested was $9.5 million for Nine Months 2005 and $5.1 million for Nine Months 2004.  In connection with the restricted stock vestings, the total fair value of the dividend reinvestment plan shares that also vested was $0.9 million during Nine Months 2005 and $0.6 million during Nine Months 2004.

NOTE 6.         Segment Information
Selective classifies its businesses into three operating segments, the disaggregated results of which are used by senior management to manage Selective's operations:

  • Insurance Operations (commercial lines and personal lines), which are evaluated based on GAAP underwriting results (net premiums earned, incurred losses and loss expenses, policyholders dividends, policy acquisition costs and other underwriting expenses) and statutory combined ratios;

  • Investments, which are evaluated based on after-tax net investment income and net realized gains and losses; and

  • Diversified Insurance Services (flood insurance, human resource administration outsourcing and managed care), which, because they are not dependent on insurance underwriting cycles, are evaluated based on several measures including, but not limited to, results of operations in accordance with GAAP.

Selective does not aggregate any of its operating segments.

The Insurance Operations and Diversified Insurance Services segments share either complementary (common marketing or distribution system) or vertical (one business uses another's products or services in its own product or supply output) services. Selective's commercial and personal lines property and casualty insurance products, flood insurance, and human resource administration outsourcing products are principally sold through Selective's appointed independent insurance agents.  Selective's managed care business provides services to its property and casualty insurance claims operations and to other insurance carriers.  Selective and its subsidiaries also provide services to each other in the normal course of business.  These transactions totaled $7.5 million for Third Quarter 2005 and $21.6 million for Nine Months 2005 compared with $7.8 million for Third Quarter 2004 and $21.3 million for Nine Months 2004.  These transactions are eliminated in all consolidated statements.

 

10



In computing the results of each segment, Selective does not make adjustments for interest expense, net general corporate expenses or federal income taxes.  Selective does not maintain separate investment portfolios for the segments and, therefore, does not allocate assets to the segments.  The following summaries present revenues (net investment income and net realized gains on investments in the case of the Investments segment) and pre-tax income for the individual segments:

                 Unaudited,

           Unaudited,

Revenue by segment

 

                 Quarter ended

           Nine Months ended

                   September 30,

            September 30,

($ in thousands)

2005

 

2004

 

2005

 

2004

Insurance Operations:

 

 

 

 

     Commercial automobile net premiums earned

$

82,657 

 

78,456 

238,805 

 

225,323 

     Workers' compensation net premiums earned

74,843 

67,003 

217,925 

195,872 

     General liability net premiums earned

93,151 

79,125 

268,160 

227,648 

     Commercial property net premiums earned

42,963 

38,970 

124,345 

113,139 

     Business owners' policy net premiums earned

11,505 

12,534 

34,974 

37,249 

     Bonds net premiums earned

3,972 

3,331 

11,807 

9,549 

     Other net premiums earned

183 

233 

597 

 

681 

     Total commercial lines net premiums earned

309,274 

279,652 

896,613 

809,461 

     Personal automobile net premiums earned

40,386 

47,076 

124,857 

138,926 

     Homeowners' net premiums earned

9,536 

8,700 

27,819 

25,468 

     Other net premiums earned

1,866 

1,646 

4,965 

4,511 

     Total personal lines net premiums earned

51,788 

57,422 

157,641 

168,905 

     Miscellaneous income

1,051 

674 

2,732 

2,163 

     Total insurance operations revenues

362,113 

337,748 

1,056,986 

980,529 

Investments:

     Net investment income

32,755 

29,146 

97,864 

87,268 

     Net realized gain on investments

4,379 

1,631 

9,536 

7,131 

     Total investment revenues

37,134 

30,777 

107,400 

94,399 

Diversified Insurance Services:

 

 

 

     Human resource administration outsourcing

 

15,164 

 

13,448 

45,727 

 

39,809 

     Flood insurance

 

10,690 

 

8,992 

26,059 

 

21,952 

     Managed Care

4,656 

4,536 

14,660 

14,613 

     Other

808 

672 

2,320 

1,900 

     Total diversified insurance services revenues

31,318 

27,648 

88,766 

78,274 

Total all segments

430,565 

396,173 

1,253,152 

1,153,202 

    Other income

14 

79 

242 

                 

Total revenues

$

430,567 

396,187 

1,253,231 

1,153,444 

 

              Unaudited,

             Unaudited,

Income, before federal income tax and cumulative effect

              Quarter ended

            Nine Months ended

of change in accounting by segment

                September 30,

            September 30,

($ in thousands)

2005

 

2004

2005

 

2004

Insurance Operations:

 

 

 

 

     Commercial lines underwriting

$

19,127 

6,365 

52,827 

27,414 

     Personal lines underwriting

(964)

(77)

(4,050)

(267)

     Underwriting income, before federal income tax

18,163 

6,288 

48,777 

27,147 

Investments:

     Net investment income

32,755 

29,146 

97,864 

87,268 

     Net realized gain on investments

4,379 

1,631 

9,536 

7,131 

     Total investment income, before federal income tax

37,134 

30,777 

107,400 

94,399 

Diversified Insurance Services:

 

 

 

 

 

 

 

 

     Income before federal income tax

 

6,191 

4,762 

 

14,742 

10,382 

Total all segments

 

61,488 

41,827 

 

170,919 

131,928 

     Interest expense

 

(3,983)

(3,611)

 

(12,648)

(11,534)

     General corporate expenses

 

(3,298)

(1,977)

(11,023)

(6,600)

Income before federal income tax and cumulative

 

effect of change in accounting principle

$

54,207 

36,239 

147,248 

113,794 

11



NOTE 7.         Retirement Plans
The following tables relate to the costs of the Retirement Income Plan for Selective Insurance Company of America ("Retirement Income Plan") and the retirement life insurance component ("Retirement Life Plan") of the Welfare Benefits Plan for Employees of Selective Insurance Company of America.  For more information concerning these plans, refer to Note 15, "Retirement Plans" in Item 8 "Financial Statements and Supplementary Data" in Selective's Annual Report on Form 10-K for the fiscal year ended December 31, 2004.

 

              Retirement Income Plan

 

          Retirement Life Plan

 

              Unaudited,

 

            Unaudited,

 

         Quarter ended September 30,

 

         Quarter ended September 30,

($ in thousands)

 

2005

 

2004

 

2005

 

2004

Components of Net Periodic Benefit Cost:

 

 

 

     Service cost

$

1,727 

 

1,660 

96 

87 

     Interest cost

 

1,875 

 

1,875 

99 

92 

     Expected return on plan assets

 

(2,323)

 

(1,672)

     Amortization of unrecognized prior service cost

 

38 

 

53 

(9)

(8)

     Amortization of unrecognized net loss

 

301 

 

359 

     Net periodic cost

$

1,618 

 

2,275 

186 

171 

 

 

Weighted-Average Expense Assumptions

 

 

for the years ended December 31:

 

 

     Discount rate

 

5.75 

%

6.25 

5.75 

 

6.25 

     Expected return on plan assets

 

8.00 

%

8.25 

 

     Rate of compensation increase

 

4.00 

%

5.00 

4.00 

 

5.00 

 

 

             Retirement Income Plan

 

     Retirement Life Insurance Plan

 

             Unaudited,

 

           Unaudited,

 

             Nine Months ended

 

              Nine Months ended

 

             September 30,

 

               September 30,

($ in thousands)

 

2005

 

2004

 

2005

 

2004

Components of Net Periodic Benefit Cost:

 

 

 

    Service cost

$

5,323 

 

4,464 

295 

253 

    Interest cost

 

5,583 

 

5,491 

288 

284 

    Expected return on plan assets

 

(6,828)

 

(5,016)

    Amortization of unrecognized prior service cost

 

113 

 

159 

(25)

(24)

    Amortization of unrecognized net loss

 

877 

 

931 

    Net periodic cost

$

5,068 

 

6,029 

558 

513 

 

 

Weighted-Average Expense Assumptions

 

 

for the years ended December 31:

 

 

    Discount rate

 

5.75 

%

6.25 

5.75 

 

6.25 

    Expected return on plan assets

 

8.00 

%

8.25 

 

    Rate of compensation increase

 

4.00 

%

5.00 

4.00 

 

5.00 

Selective disclosed in Note 15 of the Notes to Consolidated Financial Statements, included in Item 8. "Financial Statements and Supplementary Data" of its Annual Report on Form 10-K for the fiscal year ended December 31, 2004, that it expected to contribute $8.0 million to its Retirement Income Plan in 2005.  Such contribution occurred during the first quarter of 2005 and Selective is currently not required to make any further contributions to the Retirement Income Plan during 2005.

 

12



NOTE 8.         Comprehensive Income
The components of comprehensive income, both gross and net of tax, for Third Quarter 2005 and Third Quarter 2004 are as follows:

Third Quarter 2005

 

 

 

 

 

 

($ in thousands)

 

Gross

 

Tax

 

Net

Net income

$

54,207 

14,930 

39,277 

Components of other comprehensive income:

 

 

   Unrealized holding losses during the period

 

(19,501)

 

(6,825)

(12,676)

   Reclassification adjustment

 

(4,375)

 

(1,531)

(2,844)

   Other comprehensive loss

 

(23,876)

 

(8,356)

(15,520)

Comprehensive income

$

30,331 

 

6,574 

23,757 

 

 

Third Quarter 2004

 

 

($ in thousands)

 

 

Net income

$

36,239 

 

7,911 

28,328 

Components of other comprehensive income:

 

 

   Unrealized holding gains during the period

 

50,883 

 

17,809 

33,074 

   Reclassification adjustment

 

(1,519)

 

(532)

(987)

   Other comprehensive income

 

49,364 

 

17,277 

32,087 

Comprehensive income

$

85,603 

 

25,188 

60,415 

 

The components of comprehensive income, both gross and net of tax, for Nine Months 2005 and Nine Months 2004 are as follows:

 

Nine Months 2005

 

 

 

 

 

 

($ in thousands)

 

Gross

 

Tax

 

Net

Net income

$

148,009 

40,554 

107,455 

Components of other comprehensive income:

 

 

   Unrealized holding losses during the period

 

(26,266)

 

(9,193)

(17,073)

   Reclassification adjustment

 

(9,486)

 

(3,320)

(6,166)

   Other comprehensive loss

 

(35,752)

 

(12,513)

(23,239)

Comprehensive income

$

112,257 

 

28,041 

84,216 

 

 

Nine Months 2004

 

 

($ in thousands)

 

Gross

 

Tax

Net

Net income

$

113,794 

 

29,064 

84,730 

Components of other comprehensive income:

 

 

   Unrealized holding gains during the period

 

14,027 

 

4,909 

9,118 

   Reclassification adjustment

 

(6,969)

 

(2,439)

(4,530)

   Other comprehensive income

 

7,058 

 

2,470 

4,588 

Comprehensive income

$

120,852 

 

31,534 

89,318 

 

NOTE 9.         Stockholders' Equity

Effective April 26, 2005, the Board of Directors (i) approved a new plan to repurchase up to 5.0 million shares of Selective common stock through April 26, 2007, and (ii) cancelled the existing stock repurchase program, under which Selective could have repurchased 2.4 million shares through November 30, 2005. Under the new plan, Selective repurchased approximately 265,000 shares at a cost of $13.0 million during Third Quarter 2005 and 335,000 shares at a cost of $16.3 million during Nine Months 2005.

 

13



Note 10.          Commitments and Contingencies
Included in Other Investments are investments in limited partnerships of approximately $55.9 million as of September 30, 2005, and $44.1 million as of December 31, 2004.  At December 31, 2004, Selective had additional investment commitments of up to $47.1 million, of which $10.9 million were paid during Nine Months 2005.  At September 30, 2005, Selective has contractual obligations that expire at various dates through 2016 to further invest up to $52.5 million in these limited partnerships.  There is no certainty that any such additional investment will be required.

Note 11.          Litigation
In the ordinary course of conducting business, Selective and its subsidiaries are named as defendants in various legal proceedings.  Some of these lawsuits attempt to establish liability under insurance contracts issued by our insurance subsidiaries.  Plaintiffs in these lawsuits are seeking money damages that, in some cases, are extra-contractual in nature or they are seeking to have the court direct the activities of Selective's operations in certain ways.  Although the ultimate outcome of these matters is not presently determinable, Selective does not believe that the total amounts that it will ultimately have to pay, if any, in all of these lawsuits in the aggregate will have a material adverse effect on its financial condition, results of operations, or liquidity.

14



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


Forward-Looking Statements

 

In this Quarterly Report on Form 10-Q, Selective and its management discuss and make statements regarding their intentions, beliefs, current expectations, and projections regarding Selective's future operations and performance.  Such statements are "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995.  These forward-looking statements are often identified by words such as "anticipates," "believes," "expects," "will," "should" and "intends" and their negatives. Selective and its management caution prospective investors that such forward-looking statements are not guarantees of future performance.  Risks and uncertainties are inherent in Selective's future performance. Factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, those discussed under "Risk Factors" in Item 7 "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Selective's Annual Report on Form 10-K for the fiscal year ended December 31, 2004 ("Annual Report").  Those portions of the Annual Report are incorporated by reference into this report.  Selective and its management make forward-looking statements based on currently available information and assume no obligation to update these statements due to changes in underlying factors, new information, future developments, or otherwise.

Factors that could cause our actual results to differ materially from those projected, forecasted or estimated by us in forward-looking statements, include, but are not limited to:

  • the frequency and severity of catastrophic events, including, but not limited to, hurricanes, tornadoes, windstorms, earthquakes, hail, severe winter weather, fires, explosions and terrorism;

  • adverse economic, market, regulatory, legal or judicial conditions;

  • the concentration of our business in a number of east coast and midwestern states;

  • the adequacy of our loss reserves;

  • the adequacy of our loss expense reserves;

  • the cost and availability of reinsurance;

  • our ability to collect on reinsurance and the solvency of our reinsurers;

  • uncertainties related to insurance premium rate increases and business retention;

  • changes in insurance regulations that impact our ability to write and/or cease writing insurance policies in one or more states particularly changes in New Jersey automobile insurance laws and regulations;

  • our ability to maintain favorable ratings from rating agencies;

  • fluctuations in interest rates and the performance of the financial markets;

  • our entry into new markets and businesses; and

  • other risks and uncertainties we identify in this report and other filings with the Securities and Exchange Commission.

 

15



Introduction
Selective Insurance Group, Inc., ("Selective") offers property and casualty insurance products and diversified insurance services through its various subsidiaries.  Selective classifies its businesses into three operating segments: (i) Insurance Operations, (ii) Investments, and (iii) Diversified Insurance Services. 

The purpose of the Management's Discussion and Analysis ("MD&A") is to provide an understanding of the consolidated results of operations and financial condition and known trends and uncertainties that may have a material impact in future periods. Consequently, investors should read the MD&A in conjunction with Selective's consolidated financial statements in Selective's Annual Report on Form 10-K for the fiscal year ended December 31, 2004.  For convenience and reading ease, we have written the MD&A in the first person plural.

In the MD&A, we will discuss and analyze the following:

  • Highlights of results for third quarters ended September 30, 2005 ("Third Quarter 2005") and September 30, 2004 ("Third Quarter 2004") and the nine-month periods ended September 30, 2005 ("Nine Months 2005") and September 30, 2004 ("Nine Months 2004"). 

  • Results of Operations and Related Information by Segment

  • Financial Condition, Liquidity, and Capital Resources

  • Federal Income Taxes

  • Critical Accounting Policies and Estimates

  • Adoption of Accounting Pronouncement

  • Off-Balance Sheet Arrangements, Contractual Obligations and Contingent Liabilities and Commitments

Highlights of Third Quarter 2005 and Nine Months 2005 Results

Financial Highlights

 

Unaudited

 

 

 

Unaudited

 

 

Quarter ended

 

 

 

Nine Months ended

 

 

 

September 30,

 

 

 

September 30,

 

 

($ in thousands, except per share amounts)

2005

2004

Change

 

 

2005

2004

Change

 

 

 

Revenues

$

430,567 

396,187 

%

$

1,253,231 

1,153,444 

%

                         

Net income before cumulative effect

     of change in accounting principle

39,277 

28,328 

39 

106,960 

84,730 

26 

Net income

39,277 

28,328 

39 

107,455 

84,730 

27 

Diluted net income before cumulative

  effect of change in accounting principle per share

1.25 

0.90 

39 

3.39 

2.70 

26 

Diluted net income per share

1.25 

0.90 

39 

3.41 

2.70 

26 

Diluted weighted-average outstanding shares

32,131 

32,398 

(1)

%

32,235 

32,340 

%

GAAP combined ratio

95.0 

%

98.1 

(3.1)

pts

95.4 

%

97.2 

(1.8)

pts

Statutory combined ratio

94.3 

%

96.2 

(1.9)

94.2 

%

95.6 

(1.4)

Annualized return on average equity

16.6 

%

14.0 

2.6 

pts

15.6 

%

14.3 

1.3 

pts

  • Revenues increased in Third Quarter 2005 compared to Third Quarter 2004 and in Nine Months 2005 compared to Nine Months 2004, primarily due to net premiums earned ("NPE") growth of 7% in Third Quarter 2005 as compared to Third Quarter 2004 and 8% in Nine Months 2005 compared to Nine Months 2004.  Increases in NPE are attributed to the following:

    • Direct voluntary new business written of $74.3 million in the Third Quarter 2005 compared to $66.6 million in Third Quarter 2004, and $221.7 million in Nine Months 2005 compared to $212.5 million in Nine Months 2004;

    • Commercial Lines renewal retention which remained level in Third Quarter 2005 and Nine Months 2005 compared to Third Quarter 2004 and Nine Months 2004; and

    • Commercial Lines renewal premium price increases, including exposure, that averaged 2% in Third Quarter 2005 and 4% in Nine Months 2005 compared to 9% in Third Quarter 2004 and 10% in Nine Months 2004.

16



  • Net income increased in Third Quarter 2005 compared to Third Quarter 2004 and in Nine Months 2005 compared to Nine Months 2004 primarily due to:

    • Commercial Lines pricing and underwriting improvements;

    • Lower weather-related catastrophe losses, which reduced net income by $0.3 million after tax in the Third Quarter 2005 and $1.1 million after tax in Nine Months 2005, compared to $7.9 million after tax in Third Quarter 2004 and $12.7 million after tax in Nine Months 2004; and

    • After-tax investment income, which increased $3.6 million, or 16%, for Third Quarter 2005 as compared to Third Quarter 2004 and $10.1 million, or 15%, for Nine Months 2005 as compared to Nine Months 2004. These increases were the result of strong operating cash flows of $279.4 million in Nine Months 2005, which increased invested assets to $3.1 billion at September 30, 2005, an increase of 12%, compared to $2.7 billion at September 30, 2004.

    Results of Operations and Related Information by Segment 

    Insurance Operations

    Our Insurance Operations segment writes our property and casualty insurance business in 6 insurance subsidiaries ("Insurance Subsidiaries").  Our Insurance Operations segment sells property and casualty insurance products and services primarily in 20 states in the Eastern and Mid-Western United States through approximately 750 independent insurance agencies, but is authorized to do business in all 50 states.  Our Insurance Operations segment consists of two components:  (i) commercial lines ("Commercial Lines"), which markets primarily to businesses, and represents approximately 86% of net premiums written ("NPW"), and (ii) personal lines ("Personal Lines"), which markets primarily to individuals and represents approximately 14% of NPW.

     

               Underwriting Results

    The Insurance Operations segment derives substantially all of its revenues from NPE, which are the premiums recognized as revenue ratably over the life of the insurance policies.  The Company writes predominantly 12 month policies.  Expenses fall into two categories:  (i) losses from claims and various expenses associated with settling those claims, such as legal fees, adjustors salaries, etc. ("loss expenses"), and (ii) expenses related to the issuance of insurance policies, such as agent commissions, premium taxes, and other underwriting expenses, including employee compensation and benefits.  

     

    Under GAAP, the underwriting performance of insurance companies is measured by four key ratios:

     

  • Loss and loss expense ratio, which is determined by dividing incurred loss and loss expenses by NPE;

  • Underwriting expense ratio, which is determined by dividing all expenses related to the issuance of insurance policies by NPE;

  • Dividend ratio, which is determined by dividing policyholder dividends by NPE; and

  • Combined ratio, which is the sum of the loss and loss expense ratio, the underwriting expense ratio, and the dividend ratio.

    A combined ratio under 100% indicates that an insurance company is generating an underwriting profit and a combined ratio over 100% indicates that an insurance company is generating an underwriting loss. 

     

    17



    As part of the regulation of Selective's Insurance Subsidiaries in the various states, Selective is required to file financial statements with the various states prepared in accordance with accounting practices prescribed by, or permitted by, the subsidiary's state of domicile ("Statutory Accounting Practices" or "SAP"), which have been promulgated by the National Association of Insurance Commissions ("NAIC") and adopted by the various states.  SAP differs from GAAP accounting in many ways, but the most notable underwriting income related differences impacting Selective are as follows:

  • Under SAP, underwriting expenses are recognized when incurred; whereas under GAAP , underwriting expenses are deferred and amortized over the life of the policy. 

  • Under SAP, the underwriting expense ratio is calculated using NPW as the denominator; whereas NPE is used as the denominator under GAAP. 

  • Under SAP, the results of our flood line of business are included in our insurance operations segment, whereas under GAAP, these results are included within our Diversified Insurance Services segment.

    We make extensive use of SAP information in the management of the Insurance Operations.  Many of our rating agencies also use SAP information to evaluate our performance and for industry comparative purposes. 

               Summary of Insurance Operations

    All Lines

    Unaudited

    Quarter ended

    Unaudited

    Nine months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

    GAAP Insurance Operations Results:

      NPW

    $

    383,402 

    356,451 

    %

    1,149,801 

    1,080,963 

    %

      NPE

    361,062 

    337,074 

    1,054,254 

    978,366 

    Less:

      Losses and loss expenses incurred

    230,803 

    224,842 

    675,034 

    644,309 

      Net underwriting expenses incurred

    110,362 

    104,758 

    326,368 

    303,671 

      Dividends to policyholders

    1,733 

    1,186 

    46 

    4,075 

    3,239 

    26 

      Underwriting income

    $

    18,164 

    6,288 

    189 

    %

    48,777 

    27,147 

    80 

    %

    GAAP Ratios:

      Loss and loss expense ratio

    63.9 

    %

    66.7 

    (2.8)

    pts

    64.0 

    %

    65.9 

    (1.9)

    pts

      Underwriting expense ratio

    30.6 

    %

    31.0 

    (0.4)

    31.0 

    %

    31.0 

      Dividends to policyholders ratio

    0.5 

    %

    0.4 

    0.1 

    0.4 

    %

    0.3 

    0.1 

      Combined ratio

    95.0 

    %

    98.1 

    (3.1)

    95.4 

    %

    97.2 

    (1.8)

    Statutory Ratios:

      Loss and loss expense ratio1

     

    63.9 

    %

    66.3 

    (2.4)

    63.9 

    %

    65.6 

    (1.7)

      Underwriting expense ratio1

    29.9 

    %

    29.5 

    0.4 

    29.9 

    %

    29.7 

    0.2 

      Dividends to policyholders ratio

    0.5 

    %

    0.4 

    0.1 

    0.4 

    %

    0.3 

    0.1 

      Combined ratio1

    94.3 

    %

    96.2 

    (1.9)

    pts

    94.2 

    %

    95.6 

    (1.4)

    pts

    1 The statutory ratios include the flood line of business, which is included in the Diversified Insurance Services Segment on a GAAP basis and therefore excluded from the GAAP ratios. The total Statutory Combined Ratio excluding flood is 95.3% for the Third Quarter 2005 and 94.9% for the Nine Months 2005. The total Statutory Combined Ratio excluding flood is 97.1% for the Third Quarter 2004 and 96.2% for the Nine Months 2004.

     

    • NPW increased due to:
      • Direct voluntary new business written of $74.3 million in the Third Quarter 2005 compared to $66.6 million in Third Quarter 2004 and $221.7 million in Nine Months 2005 compared to $212.5 million in Nine Months 2004;
      • Commercial Lines renewal retention which remained level in Third Quarter 2005 and Nine Months 2005 compared to Third Quarter 2004 and Nine Months 2004;
      • Commercial Lines renewal premium price increases that averaged 2% in Third Quarter 2005 and 4% in Nine Months 2005 compared to 9% in Third Quarter 2004 and 10% in Nine Months 2004; and 
      • Increased competition in the New Jersey personal automobile market partially offsets the items above, and resulted in a 13% reduction in the number of cars we insure since September 30, 2004 and an average decrease of 6% in New Jersey personal automobile premium per policy, including exposure changes, over the twelve month period ending September 30, 2005.  However, there has been recent stabilization of this trend as there has only been a 1% reduction in the number of cars in Third Quarter 2005, compared to a 7% reduction in the first six months of 2005.

    18



    • The improvement in Third Quarter 2005 and Nine Months 2005 GAAP loss and loss expense ratio when compared to Third Quarter and Nine Months 2004 was primarily attributable to: (i) a decrease in weather-related catastrophe losses, which accounted for $0.5 million in incurred losses or 0.1 points of the GAAP loss and loss expense ratio for the Third Quarter 2005 and $1.7 million in incurred losses or 0.2 points of the GAAP loss and loss expense ratio for the Nine Months 2005, compared to $12.2 million or 3.6 points for Third Quarter 2004 and $19.5 million in incurred losses or 2.0 points of the GAAP loss and loss expense ratio for the Nine Months 2004; and (ii) increased premium rates and underwriting improvements mainly in our Commercial Lines business. These improvements were partially offset by the personal automobile reserve increase in the second quarter of 2005.  For further discussion regarding this reserve increase see our Personal Lines discussion below.

     

    Insurance Operations Outlook

    Industry loss estimates from Hurricanes Katrina and Rita range from $35 billion to $50 billion.  Due to our lack of exposure to the affected areas, our losses were only $0.3 million.  In addition, Hurricane Wilma, which struck in October 2005, is expected to cause industry losses of $5 billion to $10 billion.  The estimated losses from the hurricanes may offset the underwriting profit generated by the industry for the first six months of 2005.  Year-to-date earnings for reinsurers with large property catastrophe exposure may be impacted materially by the estimated hurricane losses.  These events may result in credit rating actions on reinsurers and will likely have an impact on the pricing and availability of reinsurance.  They may also contribute to stabilization in the primary insurance marketplace, which has seen a downward pricing trend indicating softening of the commercial market and a higher level of competition.  Our expectation is that while there may be some moderation in the downward pricing trends, there will continue to be pricing pressure in both commercial and personal lines.  There are higher levels of competition in the marketplace as companies try to increase market share, but industry fundamentals are conducive to sound pricing.  Those fundamentals include the following: (i) a low interest rate environment, compared to historical levels, (ii) increasing loss cost trends, (iii) higher reinsurance costs than historic levels, (iv) rating agency pressures to maintain operating returns, and (v) greater information availability and transparency in the industry.  As the pricing environment and industry fundamentals continue to change, we must continually balance the competitive pressures to reduce prices with preservation of the franchise and providing returns to stockholders.  Ultimately, we strive to outperform the industry regardless of the market conditions.

     

    In order to generate ongoing profitable organic growth in a competitive property and casualty marketplace, we have adopted several key strategies:

     

  • Market Planning. Through business demographic and geographic analysis,: (i) identifies underserved markets in existing territories; (ii) identifies other areas for potential organic growth that may require additional agent appointments or field underwriter deployment; (iii) enhances our ability to replicate success across different markets;

  • Knowledge Management and Predictive Modeling. We are accumulating and organizing existing underwriting data to enhance underwriting and pricing decisions; and

  • Expense Management. We are focusing on underwriting and claims efficiency measures, encouraging employees to eliminate unnecessary spending and non value-added work.

    In addition, the Terrorism Risk Insurance Act of 2002 ("TRIA") is currently scheduled to expire on December 31, 2005.  The characteristics of terrorism risks make its insurability by the private sector alone very problematic.  Given the demand for terrorism insurance, the cancellation of TRIA without other arrangements for addressing terrorism would significantly impact the insurance market.  Please refer to Selective's Annual Report on Form 10-K for the year ended December 31, 2004 for a discussion of our exposure to, and protection from, terrorist events.

    For the remainder of 2005, barring significant catastrophe losses, we expect continued positive earnings momentum from our Insurance Operations, as compared to 2004.

    19



     

    Review of Underwriting Results by Line of Business

            Commercial Lines Results

    Commercial Lines

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

    GAAP Insurance Operations Results:

         NPW

    $

    330,664 

    297,469 

    11 

    %

    996,321 

    908,298 

    10 

    %

         NPE

    309,274 

    279,652 

    11 

    896,613 

    809,461 

    11 

    Less:

         Losses and loss expenses incurred

    193,057 

    182,957 

    556,276 

    520,476 

         Net underwriting expenses incurred

    95,357 

    89,144 

    283,435 

    258,332 

    10 

         Dividends to policyholders

    1,733 

    1,186 

    46 

    4,075 

    3,239 

    26 

         Underwriting income

    $

    19,127 

    6,365 

    201 

    %

    52,827 

    27,414 

    93 

    %

    GAAP Ratios:

         Loss and loss expense ratio

    62.4 

    %

    65.4 

    (3.0)

    pts

    62.0 

    %

    64.3 

    (2.3)

    pts

         Underwriting expense ratio

    30.8 

    %

    31.9 

    (1.1)

    31.6 

    %

    31.9 

    (0.3)

         Dividends to policyholders ratio

    0.6 

    %

    0.4 

    0.2 

    0.5 

    %

    0.4 

    0.1 

         Combined ratio

    93.8 

    %

    97.7 

    (3.9)

    94.1 

    %

    96.6 

    (2.5)

    Statutory Ratios:

         Loss and loss expense ratio

    62.8 

    %

    65.3 

    (2.5)

    62.2 

    %

    64.2 

    (2.0)

         Underwriting expense ratio

    30.6 

    %

    30.8 

    (0.2)

    30.4 

    %

    30.5 

    (0.1)

         Dividends to policyholders ratio

    0.6 

    %

    0.4 

    0.2 

    0.5 

    %

    0.4 

    0.1 

         Combined ratio

    94.0 

    %

    96.5 

    (2.5)

    pts

    93.1 

    %

    95.1 

    (2.0)

    pts

     

    • The increases in NPW and NPE were the result of:
      • Direct voluntary new business written of $63.1 million for Third Quarter 2005, an 11% increase compared to $57.0 million in direct voluntary new business written in Third Quarter 2004, and $193.5 million in direct voluntary new business written in Nine Months 2005, a 4% increase when compared to $187.0 million in Nine Months 2004;
      • Year-on-year renewal retention remained level for Third Quarter 2005 and Nine Months 2005; and
      • Renewal premium price increases, including exposure that averaged 2% for Third Quarter 2005 and 4% for Nine Months 2005, compared to 9% for Third Quarter 2004 and 10% for Nine Months 2004.

       

    • The improvement in the GAAP loss and loss expense ratio is attributable to:
      • Lower weather-related catastrophe losses, which accounted for only 0.1 points of the GAAP loss and loss expense ratio for Third Quarter 2005 and 0.1 points for Nine Months 2005, compared to 3.9 points for Third Quarter 2004 and 2.1 points for Nine Months 2004; and 
      • Third Quarter loss trends for Commercial Lines that were down 1% versus an increase in premium earned of 4% on a policy basis.  Workers' compensation continues to drive loss costs higher, as loss trends were up 18% over the twelve month period ended September 30, 2005 compared with only a 9% increase in premium earned on a policy basis over the same period.

            Commercial Automobile

     

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

     

    Statutory NPW

    $

    85,942 

    83,622 

    %

    257,858 

    250,431 

    %

    Statutory combined ratio

    79.4 

    %

    80.9 

    (1.5)

    pts

    82.7 

    %

    84.3 

    (1.6)

    pts

    % of total statutory commercial NPW

    26 

    %

    28 

    26 

    %

    28 

    These results reflect the cumulative effect of price increases over the last five years, underwriting improvements, and favorable prior year loss and loss expense development in Nine Months 2005 of approximately $14 million.

    20



            General Liability

     

    Unaudited

    Unaudited

     

     

    Quarter ended

    Nine Months ended

     

     

    September 30,

    September 30,

     

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

     

     

     

    Statutory NPW

    $

    99,892 

    86,855 

    15 

    %

    301,852 

    261,918 

    15 

    %

     

    Statutory combined ratio

    98.3 

    %

    100.7 

    (2.4)

    pts

    96.5 

    %

    96.4 

    0.1 

    pts

    % of total statutory commercial NPW

    30 

    %

    29 

    30 

    %

    29 

     

    Our solid performance in this line reflects ongoing underwriting, pricing and loss control initiatives over the past five years.

            Workers' Compensation

     

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

     

    Statutory NPW

    $

    78,955 

    66,785 

    18 

    %

    248,273 

    220,649 

    13 

    %

    Statutory combined ratio

    117.9 

    %

    110.7 

    7.2 

    pts

    114.1 

    %

    107.2 

    6.9 

    pts

    % of total statutory commercial NPW

    24 

    %

    22 

    25 

    %

    24 

    Overall, this line is not profitable, primarily due to adverse prior year loss and loss expense development in Nine Months 2005 of approximately $11 million driven by increasing medical costs.  As noted above, our overall commercial GAAP combined ratio, including workers' compensation, is a profitable 93.8% for the Third Quarter 2005 and 94.1% for the Nine Months 2005.  We write workers' compensation because the commercial marketplace demands that we include it as a part of our product portfolio.  We have implemented corrective actions to restore profitability including a comprehensive workers' compensation strategy that combines basic underwriting execution and our Knowledge Management strategy discussed in the "Insurance Operations Outlook" section above.  Our strategy consists of:  (i) a profitability plan for each of our primary operating states; (ii) defined underwriting appetites and enhanced guidelines within selected classes of those we insure; (iii) on-line tools that enhance risk selection and ease of use; (iv) multi-disciplinary teams to review loss drivers, including claims performance, loss control risk improvement, premium audit automation, and loss leakage; and (v) new information tools, such as predictive modeling, to price risks in a more granular fashion. 

          Commercial Property

     

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

     

    Statutory NPW

    $

    49,862 

    44,540 

    12 

    %

    139,108 

    125,247 

    11 

    %

    Statutory combined ratio

    68.6 

    %

    87.6 

    (19.0)

    pts

    69.3 

    %

    86.8 

    (17.5)

    pts

    % of total statutory commercial NPW

    15 

    %

    15 

    14 

    %

    14 

    The improvement in the statutory combined ratio is primarily attributable to higher prices and underwriting improvements that have been made over the past five years, including better insurance-to-value estimates across our book of business; a shift to risks of better construction quality and newer buildings; and an overall focus on low-to-medium hazard property exposures.  This line also benefited from low weather-related catastrophe losses during Third Quarter 2005 of $0.5 million, or 1.1 points, and $0.8 million, or 0.6 points, for Nine Months 2005 compared to $10.2 million, or 26.2 points, during Third Quarter 2004 and $14.7 million, or 13.0 points, during Nine Months 2004.

    21



          Business Owners' Policy

     

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

     

    Statutory NPW

    $

    11,392 

    11,410 

    %

    34,955 

    37,729 

    (7)

    %

    Statutory combined ratio

    108.4 

    %

    120.6 

    (12.2)

    pts

    101.6 

    %

    111.2 

    (9.6)

    pts

    % of total statutory commercial NPW

    %

    %

    The decrease in premiums in this line is due to the elimination of certain classes of business from our underwriting eligibility guidelines.  The improvement in the statutory combined ratio in this line of business is the result of pricing and underwriting actions that were taken over the past year, including ceasing to underwrite certain classes of business that have been consistently unprofitable and focusing growth on more profitable segments.

            Bonds

     

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

     

    Statutory NPW

    $

    4,602 

    4,246 

    %

    13,409 

    11,522 

    16 

    %

    Statutory combined ratio

    79.9 

    %

    88.6 

    (8.7)

    pts

    76.6 

    %

    117.9 

    (41.3)

    pts

    % of total statutory commercial NPW

    %

    %

    Improvements in our bond line of business during 2005 reflect enhancements to the bond underwriting process over the past several years, including the successful rollout of our automated bond system.  Nine Months 2004 included a charge of approximately $2.0 million, or 20.8 points, which related to salvage and subrogation recoverables for prior accident years.

            Commercial Lines Outlook

    The impact of Hurricanes Katrina, Rita and Wilma may contribute to stabilization in the primary insurance marketplace as discussed in the "Insurance Operations Outlook" section above.  However, there has been a downward pricing trend, which indicates softening of the commercial market and a higher level of competition. We expect this more competitive environment to continue for the foreseeable future.  However, with a 1% market share in our 20 primary states, (based on our Commercial Lines NPW of $1 billion in 2004), we believe there are substantial opportunities for growth in our current operating territories.  To capitalize on these opportunities, we have established certain strategic initiatives including Market Planning, discussed in the "Insurance Operations Outlook" section above, which identify organic growth opportunities in underserved markets and potential growth areas.  We believe our actions should allow us to continue to profitably grow our commercial business.

     

    22



            Personal Lines Results

    Personal Lines

    Unaudited

    Unaudited

     

    Quarter ended

    Nine Months ended

     

    September 30,

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

    2005

     

    2004

    Change

    GAAP Insurance Operations Results:

      NPW

    $

    52,738 

    58,982 

    (11)

    %

    153,480 

    172,665 

    (11)

    %

      NPE

    51,788 

    57,422 

    (10)

    157,641 

    168,905 

    (7)

    Less:

      Losses and loss expenses incurred

    37,746 

    41,885 

    (10)

    118,758 

    123,833 

    (4)

      Net underwriting expenses incurred

    15,005 

    15,614 

    (4)

    42,933 

    45,339 

    (5)

      Underwriting income (loss)

    $

    (963)

    (77)

    (1,151)

    %

    (4,050)

    (267)

    (1,417)

    %

    GAAP Ratios:

      Loss and loss expense ratio

    72.9 

    %

    72.9 

    pts

    75.3 

    %

    73.3 

    2.0 

    pts

      Underwriting expense ratio

    29.0 

    %

    27.2 

    1.8 

    27.2 

    %

    26.8 

    0.4 

      Combined ratio

    101.9 

    %

    100.1 

    1.8 

    102.5 

    %

    100.1 

    2.4 

    Statutory Ratios:

      Loss and loss expense ratio1

    70.6 

    %

    71.1 

    (0.5)

    74.0 

    %

    72.6 

    1.4 

      Underwriting expense ratio1

    25.8 

    %

    23.5 

    2.3 

    26.5 

    %

    24.9 

    1.6 

      Combined ratio1

    96.4 

    %

    94.6 

    1.8 

    pts

    100.5 

    %

    97.5 

    3.0 

    pts

    1 The statutory ratios include the flood line of business, which is included in the Diversified Insurance Services Segment on a GAAP basis and therefore excluded from the GAAP ratios. The total Statutory Combined Ratio excluding flood is 103.1% for the Third Quarter 2005 and 105.0% for the Nine Months 2005. The total Statutory Combined Ratio excluding flood is 99.9% for the Third Quarter 2004 and 101.1% for the Nine Months 2004.

     

  • Personal Lines NPW decreased primarily due to increased competition in New Jersey personal automobile (discussed below).

  • The Personal Lines GAAP loss and loss expense ratio remained flat in Third Quarter 2005 compared to Third Quarter 2004, whereas the ratio increased for the Nine Months 2005 compared Nine Months 2004 primarily due to the judicial ruling described below.  Partially offsetting this increase were improvements in weather-related catastrophe losses, which were only 0.2 points in Nine Months 2005, compared to 1.4 points in Nine Months 2004.

  • The Personal Lines GAAP underwriting expense ratios continue to be pressured by declining premiums, which are outpacing overall reductions in underwriting expenses, thereby negatively impacting the ratios.  The reductions in the overall underwriting expenses are primarily attributable to increases in our ceded NJ Homeowners Quota share program and reductions in our New Jersey and New York limited assignment and distribution ("LAD") charges.

           

    23



     

            Personal Automobile

    Unaudited

     

     

    Unaudited

     

     

     

    Quarter ended

     

     

    Nine Months ended

     

     

    September 30,

     

     

    September 30,

     

     

    ($ in thousands)

    2005

     

    2004

    Change

     

    2005

     

    2004

    Change

     

     

     

     

     

     

     

     

     

     

     

    Statutory NPW

    $

    39,521 

    47,216 

    (16)

    %

    118,671 

    141,225 

    (16)

    %

    Statutory combined ratio

    104.2 

    %

    95.4 

    8.8 

    pts

    107.1 

    %

    97.0 

    10.1 

    pts

    % of total statutory personal NPW

    75 

    %

    80 

    77 

    %

    82 

    The Third Quarter 2005 and Nine Months 2005 statutory combined ratios, compared to Third Quarter 2004 and Nine Months 2004, were negatively impacted by decreases in statutory NPW.  The statutory combined ratio for Nine Months 2005 compared to Nine Months 2004 was also negatively impacted by our increase in New Jersey personal automobile reserves during the second quarter of 2005 to address the New Jersey Supreme Court decision to eliminate the application of the serious life impact standard to personal automobile bodily injury liability cases under the verbal tort threshold of New Jersey's Automobile Insurance Cost Reduction Act ("AICRA").  The reserving action was based on an analysis of our claim files and loss experience pre- and post- AICRA, which resulted in an increase to our New Jersey personal automobile reserves of  $13.0 million for the six months ended June 30, 2005, as well as an increase to our combined ratio of 3.2 points for Third Quarter 2005.  This impact on our combined ratio is expected to continue over the remainder of the year.  The implementation of AICRA, combined with our rating and tiering actions, had enabled us to achieve profitability in the New Jersey personal automobile line of business over the last two years.  However, factoring higher expected claim costs into our New Jersey personal automobile excess profits calculation resulted in the elimination of an excess profits reserve of $5.5 million, or 4.4 points, for Nine Months 2005. During Third Quarter 2005, losses developed in accordance with the expectations that led to the reserve addition.

    The decreases in statutory NPW were primarily due to increased competition in the New Jersey automobile market, which represents approximately 70% of our total personal automobile NPW.  The increase in competition reflects many new market entrants in New Jersey, including well-capitalized national carriers, and fewer regulatory constraints, which has resulted in a 13% reduction in the number of cars we insure since September 30, 2004.  Recently, this trend has stabilized and there was a 9% reduction in cars we insure in Nine Months 2005 and only a 1% reduction in Third Quarter 2005.  As a result of improving performance and as a response to this increased competition, we were able to decrease average premium per policy by 6% including exposure, for New Jersey personal automobile business in 2005.  The aforementioned adverse New Jersey Supreme Court decision last quarter has also contributed to a deterioration in profitability.      

    Given the New Jersey market conditions, we continue to review our position and will take additional actions as necessary.  At present, we are continuing to implement a series of rating and underwriting initiatives targeting the best accounts and are considering the potential withdrawal of certain previously filed New Jersey personal automobile rate decreases.  New Jersey personal automobile now represents only 7% of company-wide premiums. For the balance of 2005, we expect our New Jersey personal automobile business to generate a statutory combined ratio of 101.0%.

     

    24



            Homeowners

    Unaudited

     

     

    Unaudited

     

     

     

    Quarter ended

     

     

    Nine Months ended

     

     

    September 30,

     

     

    September 30,

     

     

    ($ in thousands)

    2005

     

    2004

    Change

     

    2005

     

    2004

    Change

     

     

     

     

     

     

     

     

     

     

     

    Statutory NPW

    $

    11,140 

    9,964 

    12 

    %

    29,603 

    26,736 

    11 

    %

    Statutory combined ratio

    98.6 

    %

    128.5 

    (29.9)

    pts

    97.5 

    %

    117.2 

    (19.7)

    Pts

    % of total statutory personal NPW

    21 

    %

    17 

    19 

    %

    15 

    Our overall performance reflects lower catastrophe losses and premium growth.  Weather-related catastrophe losses were only $0.1 million, or 0.8 points, during Third Quarter 2005 and $0.4 million or 1.4 points, for Nine Months 2005 compared to $0.9 million, or 10.3 points, during Third Quarter 2004 and $2.1 million, or 8.1 points, during Nine Months 2004.  In addition, we added $2.0 million to our homeowners' reserves during Third Quarter 2004.  This action resulted from unfavorable trends in claims related to groundwater contamination from leaking underground heating oil storage tanks in New Jersey that added 23.0 points to the statutory combined ratio for Third Quarter 2004 and 7.9 points for Nine Months 2004.  Increased frequency of claims was triggered, in part, by New Jersey's robust real estate market that led to an increase in home tank inspections. 

            Personal Lines Outlook

    Personal Lines comprise nearly half of all U.S. property & casualty premiums. In our 20-state footprint, independent agents control more than $37 billion in personal automobile and homeowners' premium.  Based on our belief that independent agents will continue to control a meaningful market share, our strategy is designed to differentiate Selective from the other companies that compete in the agency channel through market consistency, breadth of appetite, and ease of doing business.  We believe that building a Personal Lines operation that can deliver consistent profitability will help to mitigate the commercial lines pricing cycles.

    Reinsurance

    On July 1, 2005, we entered into, and settled, a commutation agreement with one of our reinsurers that had no impact on Third Quarter 2005 or the Nine Months 2005.  Additionally, our reinsurance renewal negotiations for our July 1, 2005 excess of loss treaties were completed. Highlights include the following:

     

            Property Excess of Loss

  • Increased treaty capacity $5 million to $25 million, including our $2 million retention.

  • Treaty rate reduced 15%, despite increase in capacity.

  • Estimated premium of $9.1 million, compared to expired of $9.6 million; reflects lower rate offset by higher subject premium.

  • Estimated $0.6 million will be realized in annual facultative cost savings due to the rate reduction of the treaty renewal coupled with increased treaty capacity; total estimated cost reduction of $1.1 million.

  • Savings reflect our favorable loss experience driven by the property underwriting initiatives implemented over the last four years.

  • Terrorism losses covered up to $54 million in the aggregate; excludes nuclear, biological, chemical or radiological events (covered under our terrorism treaty for $45.0 million excess of a $15.0 million retention).

    25



            Casualty Excess of Loss

  • Restructured the casualty treaty to two separate contracts to more efficiently transfer workers' compensation ("WC") risk, while retaining more of the predictable casualty lines.

  • First treaty covers WC losses only; up to $3 million in excess of a $2 million retention per occurrence; provides up to $18 million in aggregate annual limits; WC losses have more reinsurance than under previous contract, which covered 50% for losses of $3 million in excess of a $2 million retention.

  • Second treaty covers all casualty business, including WC, up to $45 million in excess of $5 million per occurrence; all casualty lines except WC will be subject to a retention of $5 million; under the expired program, reinsurance covered 50% for all losses of $3 million in excess of a $2 million retention.

  • First layer ($3 million excess of $2 million) premium reduced $1.2 million or 22%, due to elimination of non-WC coverage.

  • Upper layers ($45 million excess of $5 million) rates reduced 7%; offset by increase in subject premium, producing a modest premium increase of $0.1 million.

  • Overall estimated premium of $13.5 million compared to expired $14.6 million.

  • Estimated additional retained non-WC losses of $2.5 million offset by $1.1 million in premium reduction, yield a total cost increase under new structure of $1.4 million; substantially lower than the cost to renew the expiring casualty reinsurance program.

  • Obtained higher annual aggregate terrorism limits of $115 million for both casualty treaties, compared to $93 million for expired contract; excludes nuclear, biological, chemical or radiological losses (covered under Terrorism treaty for $45.0 million excess of a $15.0 million retention).

     

    Investments

    Our Investments segment preserves capital and generates earnings through the investment of capital from the Insurance Operations and Diversified Insurance Services segments.  Our investment portfolio consists primarily (83%) of fixed maturity investments, but we also hold short-term investments, equity securities, and other investments.  Our investment philosophy is to maximize after-tax returns over extended periods of time while providing liquidity and preserving assets and stockholders' equity. 

    Unaudited

     

     

     

    Unaudited

     

     

     

    Quarter ended

     

     

     

    Nine Months ended

    September 30,

     

     

     

    September 30,

    ($ in thousands)

    2005

     

    2004

    Change

     

     

    2005

     

    2004

    Change

     

    Net investment income - before tax

    $

    32,755 

    29,146 

    12 

    %

    $

    97,864 

    87,268 

    12 

    %

    Net investment income - after tax

    25,558 

    21,965 

    16 

    75,451 

    65,343 

    15 

    Effective tax rate

    22.0 

    %

    24.6 

    (2.6)

    pts

    22.9 

    %

    25.1 

    (2.2)

    pts

    Annual after-tax yield on investment portfolio

    3.4 

    %

    3.4 

    Growth in net investment income, before tax, of $3.6 million in Third Quarter 2005 compared to Third Quarter 2004 was primarily attributable to: (i) increased invested assets and (ii) increased income of approximately $0.8 million from investments in various limited partnerships.  The value of the investment portfolio reached $3.1 billion at September 30, 2005, an increase of 12% compared to $2.7 billion at September 30, 2004.  The increase in invested assets was due to substantial cash flows from operations of $367.1 million in full year 2004 and $279.4 million in Nine Months 2005. Our debt offering in November 2004 added approximately $50 million in assets.  However, growth in net investment income in 2005 was dampened by lower available reinvestment rates on fixed maturities that matured over the past year.  Although short-term interest rates have risen, investment yields on new money are still lower than the overall portfolio yield, which continues to put pressure on overall investment returns.

    We continue to maintain a conservative, diversified investment portfolio, with fixed maturity investments representing 83% of invested assets.  Sixty-eight percent of our fixed maturities portfolio is rated "AAA," while the portfolio has an average rating of "AA," Standard & Poor's second highest credit quality rating.  High credit quality continues to be a cornerstone of our investment strategy, as evidenced by the fact that almost 100% of the fixed maturities are investment grade.

     

    26



    The following table presents the Moody's and Standard & Poor's ratings of our fixed maturities portfolio:

     

    Unaudited

     

    September 30,

    December 31,

    Rating

    2005

    2004

    Aaa/AAA

    68%

    64%

    Aa/AA

    18%

    21%

    A/A

    10%

    11%

    Baa/BBB

    4%

    4% 

    Total

    100%

    100%

    Our fixed maturity investment strategy is to make security purchases that are attractively priced in relation to perceived credit risks. We manage the interest rate risk associated with holding fixed maturity investments by monitoring and maintaining the average duration of the portfolio with a view toward achieving an adequate after-tax return without subjecting the portfolio to an unreasonable level of interest rate risk.  We invest our fixed maturities portfolio primarily in intermediate-term securities to limit overall interest rate risk of fixed maturity investments. The average duration of the fixed maturity portfolio, excluding short-term investments, was 4.4 years at September 30, 2005 compared with 4.3 years at September 30, 2004.  To provide liquidity, while maintaining consistent performance, fixed maturity investments are "laddered" so that some issues are always approaching maturity and provide a source of predictable cash flow. Managing investment risk by adhering to these strategies is intended to protect the interests of our stockholders, and the policyholders of our Insurance Subsidiaries and, enhance our financial strength and underwriting capacity.

    At September 30, 2005, our investment portfolio included three non-investment grade securities (lower than a BBB- rating) with an amortized cost and fair value of $10.5 million, or 0.4% of the portfolio.  At December 31, 2004, non-investment grade securities in our investment portfolio represented 0.2% of the portfolio, with an amortized cost of $5.0 million, and a fair value of $5.1 million.  The fair value of these securities was determined by independent pricing services or bid prices provided by various broker dealers.  We did not have a material investment in non-traded securities at September 30, 2005 or December 31, 2004.

    We regularly review our entire investment portfolio for declines in value.  If we believe that a decline in the value of a particular investment is temporary, we record the decline as an unrealized loss in accumulated other comprehensive income. If we believe the decline is "other than temporary," we write down the carrying value of the investment and record a realized loss in our Consolidated Statements of Income.  Management's assessment of a decline in value includes current judgment as to the financial position and future prospects of the entity that issued the investment security.  Broad changes in the overall market or interest rate environment generally will not lead to a write-down.  During Nine Months 2005, we wrote-off one investment that we concluded was impaired during the second quarter of 2005 for other than temporary declines in fair value of $1.2 million.  The FASB recently adopted recommendations by its staff to nullify strict interpretations regarding the effects of fluctuations in interest rates on the market value of securities when determining whether an investment is other-than-temporarily impaired.  We believe this solidified our approach in evaluating our portfolio for other-than-temporary impairment.  Our evaluation for other than temporary impairment of fixed maturity securities, includes, but is not limited to, the evaluation of the following factors:

     

  • Whether the decline appears to be issuer or industry specific;

  • The degree to which an issuer is current or in arrears in making principal and interest payments on the fixed maturity securities in question;

  • The issuer's current financial condition and its ability to make future scheduled principal and interest payments on a timely basis;

  • Buy/hold/sell recommendations published by outside investment advisors and analysts; and

  • Relevant rating history, analysis and guidance provided by rating agencies and analysts.

    27



    Our evaluation for other than temporary impairment of equity securities and other investments, includes, but is not limited to, the evaluation of the following factors:

     

  • Whether the decline appears to be issuer or industry specific;

  • The relationship of market prices per share to book value per share at the date of acquisition and date of evaluation;

  • The price-earnings ratio at the time of acquisition and date of evaluation;

  • The financial condition and near-term prospects of the issuer, including any specific events that may influence the issuer's operations;

  • The recent income or loss of the issuer;

  • The independent auditors' report on the issuer's recent financial statements;

  • The dividend policy of the issuer at the date of acquisition and the date of evaluation;

  • Any buy/hold/sell recommendations or price projections published by outside investment advisors; and

  • Any rating agency announcements.

    Realized Gains and Losses
    Realized gains and losses are determined on the basis of the cost of specific investments sold or written-down, and are credited or charged to income.  Our Investments segment included net realized gains before tax of $4.4 million in Third Quarter 2005 compared to $1.6 million of net realized gains in Third Quarter 2004, and $9.5 million in net realized gains in Nine Months 2005 compared to $7.1 million in realized gains in Nine Months 2004.  The majority of the increase in net realized gains reflects the sale of certain long-term equity holdings during Third Quarter 2005.  These realized gains were offset by an impairment charge from one write-down for other than temporary declines in fair value of $1.2 million in the Nine Months 2005.  There were no write-downs in Third Quarter 2005, Third Quarter 2004, or Nine Months 2004.  We maintain a high quality and liquid investment portfolio and the sale of the securities that resulted in net realized gains did not change the overall liquidity of the investment portfolio.  Our philosophy for sales of securities generally is to reduce our exposure to securities and sectors when economic evaluations or the fundamentals for that security or sector have deteriorated and/or for tax planning purposes.  We generally have a long investment time horizon and our turnover is low, which has resulted in many securities accumulating large unrealized gains.  Every purchase or sale is made with the intent of improving future investment returns.

    The following table summarizes our net realized gains by investment type:

     

     

    Unaudited

     

    Unaudited

     

    Unaudited

     

    Unaudited

     

     

    Quarter ended

     

    Quarter  ended

     

    Nine Months ended

     

    Nine Months ended

    ($ in thousands)

     

    September 30, 2005

     

    September 30, 2004

     

    September 30, 2005

     

    September 30, 2004

     Held-to-maturity fixed maturities

     

     

     

     

     

     

     

     

       Gains

    $

     

    112 

     

    50 

     

    162 

       Losses

     

     

     

    Available-for-sale fixed maturities

     

     

     

     

     

     

     

     

       Gains

     

    776 

     

    1,047 

     

    1,152 

     

    4,302 

       Losses

     

    (756)

     

    (428)

     

    (2,699)

     

    (4,898)

    Available-for-sale equity securities

     

     

     

     

     

     

     

     

       Gains

     

    5,638 

     

    1,847 

     

    14,299 

     

    9,213 

       Losses

     

    (1,283)

     

    (947)

     

    (3,266)

     

    (1,648)

    Total net realized gains

    $

    4,379 

     

    1,631 

     

    9,536 

     

    7,131 

    Generally, the Insurance Subsidiaries have a duration mismatch between assets and liabilities. The duration of the fixed maturity portfolio is 4.4 years while the Insurance Subsidiaries liabilities have a duration of approximately 2.6 years.  The current duration of our fixed maturities is within our historical range and is monitored and managed to maximize yield and limit interest rate risk.  The duration mismatch is managed with a laddered maturity structure that avoids liquidation of available-for-sale fixed maturities in the ordinary course of business.  Liquidity is always a consideration when buying or selling securities, but because of the high quality and active market for our investment portfolio, the securities sold have not diminished the overall liquidity of our portfolio.

    28



    We realized gains and losses from the sale of available-for-sale debt and equity securities during Third Quarter and Nine Months 2005 and Third Quarter and Nine Months 2004.  The following tables present the period of time that securities sold at a loss were continuously in an unrealized loss position prior to sale:

    Period of time in an

    Unaudited

    Unaudited

    unrealized loss position

    Quarter ended

    Quarter ended

    ($ in millions)

    September 30, 2005

    September 30, 2004

     

    Fair

    Fair

     

    Value on

    Realized

    Value on

    Realized

    Sale Date

    Loss

    Sale Date

    Loss

    Fixed maturities:

     

     

     

    0 - 6 months

    $

    5.0 

    5.0 

    0.1 

    7 - 12 months

    11.6 

    0.3 

    17.5 

    0.2 

    Greater than 12 months

    9.1 

    0.2 

    Total fixed maturities

    25.7 

    0.5 

    22.5 

    0.3 

    Equity Securities:

    0 - 6 months

    1.5 

    0.2 

    3.2 

    1.0 

    7 - 12 months

    3.7 

    1.0 

    Greater than 12 months

    0.7 

    0.1 

    Total equity securities

    5.9 

    1.3 

    3.2 

    1.0 

    Total

    $

    31.6 

    1.8 

    25.7 

    1.3 

     

    Period of time in an

    Unaudited

    Unaudited

    unrealized loss position

    Nine Months ended

    Nine Months ended

    ($ in millions)

    September 30, 2005

    September 30, 2004

     

    Fair

    Fair

     

    Value on

    Realized

    Value on

    Realized

    Sale Date

    Loss

    Sale Date

    Loss

    Fixed maturities:

     

     

     

    0 - 6 months

    $

    34.8 

    0.5 

    104.7 

    4.6 

    7 - 12 months

    26.5 

    0.5 

    17.5 

    0.2 

    Greater than 12 months

    27.3 

    0.9 

    Total fixed maturities

    88.6 

    1.9 

    122.2 

    4.8 

    Equity Securities:

    0 - 6 months

    4.2 

    1.0 

    10.0 

    1.6 

    7 - 12 months

    3.7 

    1.0 

    Greater than 12 months

    0.7 

    0.1 

    Total equity securities

    8.6 

    2.1 

    10.0 

    1.6 

    Total

    $

    97.2 

    4.0 

    132.2 

    6.4 

    These securities were sold despite the fact that they were in a loss position.  The decision to sell these securities was due to: (i) heightened credit risk during the period of the individual security sold; (ii) the decision to reduce our exposure to certain issuers, industries, or sectors in light of changing economic conditions; or (iii) tax purposes.

    29



    Unrealized Losses
    The following table summarizes the aggregate fair value and gross pre-tax unrealized loss recorded in our accumulated other comprehensive income, by asset class and by length of time, for all available-for-sale securities that have continuously been in an unrealized loss position at September 30, 2005 and December 31, 2004:

    Period of time in an unrealized loss

    Unaudited

    Position

    September 30, 2005

    December 31, 2004

     

     

    Gross

    Gross

    Fair

     

    Unrealized

    Fair

    Unrealized

    ($ in millions)

    Value

     

    Loss

    Value

    Loss

    Fixed maturities:

     

     

     

    0 - 6 months

    $

    759.0 

    5.7 

    349.7 

    2.1 

    7 - 12 months

    217.5 

    4.0 

    60.0 

    1.1 

    Greater than 12 months

    64.5 

    1.5 

    5.8 

    0.1 

    Total fixed maturities

    1,041.0 

    11.2 

    415.5 

    3.3 

    Equities:

    0 - 6 months

    9.1 

    0.3 

    3.1 

    0.2 

    7 - 12 months

    2.0 

    0.1 

    Greater than 12 months

    Total equity securities

    9.1 

    0.3 

    5.1 

    0.3 

    Total

    $

    1,050.1 

    11.5 

    420.6 

    3.6 

    Broad changes in the overall market or interest rate environment generally do not lead to impairment charges.  We believe the fluctuations in the fair value of fixed maturities and the increase in the associated gross unrealized loss since December 31, 2004 were primarily due to higher interest rates.  As of September 30, 2005, there are 295 securities in an unrealized loss position.

    The following table presents information regarding our available-for-sale fixed maturities that were in an unrealized loss position at September 30, 2005 by contractual maturity:

    Contractual Maturities

     

    Amortized

     

    Fair

    ($ in millions)

     

    Cost

     

    Value

    One year or less

    $

    42.7 

    42.0 

    Due after one year through five years

    471.5 

    466.0 

    Due after five years through ten years

    492.1 

    487.5 

    Due after ten years through fifteen years

    45.9 

    45.5 

    Due after fifteen years

    Total

    $

    1,052.2 

    1,041.0 

     

    Investments Outlook

    We believe that pre-tax investment income will continue to grow as a result of strong cash flow from Insurance Operations, and the potential rise in interest rates, in combination with our allocation of new cash flow primarily to fixed income securities.  As the Federal Reserve is not expected to finish its monetary tightening cycle until mid -2006, we expect continued volatility in the fixed income market during the remainder of 2005.  To manage our interest rate risk, we aim to keep portfolio duration stable and to maintain a well-laddered maturity structure for our bond portfolio. With regard to our equity portfolio, we are committed to pursuing opportunities in industries with favorable fundamentals and will continue to reduce exposure to those stocks or sectors with less favorable fundamentals and valuations.

    30



    Diversified Insurance Services Segment

    Our Diversified Insurance Services segment provides fee-based revenues that help mitigate potential volatility in the results of operations of our Insurance Operations segment.  These revenues contribute to earnings and increase operating cash flow.  Our Diversified Insurance Services segment provides:  (i) human resource administration outsourcing ("HR Outsourcing") products and services; (ii) the sale and servicing of federal flood insurance policies written by the Insurance Subsidiaries pursuant to the Write Your Own Program of the National Flood Insurance Program ("NFIP"), which acts as the 100% reinsurer of the program; and (iii) managed care products and services. 

     

     

    Unaudited

     

     

     

     

    Unaudited

     

     

     

     

    Quarter ended

     

     

     

     

    Nine Months ended

     

     

     

     

    September 30,

     

    %

     

     

    September 30,

     

    %

     

    ($ in thousands)

    2005

     

    2004

     

    Change

     

    2005

     

    2004

     

    Change

     

    HR Outsourcing

         Revenue

    $

    15,164 

    13,448 

    13 

    %

    $

    45,727 

    39,809 

    15 

         Pre-tax profit

    1,047 

    624 

    68 

    2,570 

    1,335 

    92 

    Flood Insurance

         Revenue

    10,690 

    8,992 

    19 

    26,059 

    21,952 

    19 

         Pre-tax profit

    3,559 

    3,134 

    14 

    7,040 

    6,242 

    13 

    Managed Care

         Revenue

    4,656 

    4,536 

    14,660 

    14,613 

         Pre-tax profit

    1,128 

    758 

    49 

    3,893 

    2,186 

    78 

    Other

     

     

     

     

     

     

     

     

     

     

     

     

     

     

         Revenue

    808 

    672 

    20 

    2,320 

    1,900 

    22 

         Pre-tax profit

    457 

    246 

    85 

    1,239 

    619 

    101 

    Total

         Revenue

    31,318 

    27,648 

    13 

    88,766 

    78,274 

    13 

         Pre-tax profit

    6,191 

    4,762 

    30 

    14,742 

    10,382 

    42 

         After-tax profit

    4,107 

    3,115 

    32 

    9,743 

    6,833 

    43 

         After-tax return on revenue

    13.1 

    %

    11.3 

    11.0 

    %

    8.7 

           

        HR Outsourcing

  • Profitability improvements in this business are mainly due to operating expense reductions that have been implemented over the past few years and improved workers' compensation margins.

  • Our average administration fee per worksite employee increased to $640 for Nine Months 2005 compared to $591 for Nine Months 2004. 

  • As of September 30, 2005, our worksite lives were up 8% to 24,493 compared to 22,759 as of September 30, 2004.  Although this product offers an additional potential agency revenue stream for our independent agents, this product is outside of the traditional insurance arena and as a result has been met with some reluctance by our agency distribution force.  This reluctance, coupled with the softening of the insurance market, has led to slower than anticipated growth through our agency distribution sales channel and, consequently, in our overall worksite lives.  We are currently working on ways to position the product which are expected to facilitate greater sales growth.

     

    31



    Flood Insurance

  • The number of in-force policies increased to approximately 203,000 at September 30, 2005 compared to approximately 184,000 policies at September 30, 2004.

  • Flood premium in force was $89.0 million at September 30, 2005, compared to $76.0 million at September 30, 2004.

  • Revenue increases were mainly attributable to: (i) an increase in claims handling fees of $0.3 million in Third Quarter 2005 compared to Third Quarter 2004 and an increase of $0.8 million in Nine Months 2005 compared to Nine Months 2004, which were attributable to an active 2005 hurricane season and (ii) expanded marketing efforts and the competitive advantage provided by our on-line flood system.  This growth was partially tempered by a decrease in the fee paid to us by the NFIP of 0.6 points to 31.2% from 31.8%, which was effective for the fiscal year beginning on October 1, 2004.

  • Pre-tax profit increased as a direct result of the revenue increases discussed above for both Third Quarter 2005 and Nine Months 2005 compared to Third Quarter 2004 and Nine Months 2004, respectively. 

     

    Managed Care

  • Profitability increased mainly due to better expense management and a 10% reduction in the managed care workforce during 2004.

  • CHN Solutions remains the #1 preferred provider organization in New Jersey based on network membership as determined by Business News New Jersey.  

  • During Nine Months 2005, our medical provider network expanded to approximately 101,000 locations from 95,000 locations at December 31, 2004.

     

    Diversified Insurance Services Outlook

    The Diversified Insurance Operations are within markets that we believe offer opportunity for growth.  Our ability to provide flood insurance is a significant component of our Diversified Insurance Services strategy.  Flood insurance is offered through the NFIP, which is covered under the U.S. Department of Homeland Security's Federal Emergency Management Agency ("FEMA").  During the third quarter of 2005, the destruction caused by Hurricanes Katrina and Rita stressed the NFIP with flood losses estimated at $10 billion to $20 billion.  We anticipate that given such losses, the present and future of the NFIP will be critically evaluated with a focus on easing the costs of the program.  The Diversified Insurance Services provided a contribution of  $0.13 per diluted share in Third Quarter 2005 and $0.30 per diluted share in Nine Months 2005 compared to $0.10 per diluted share in Third Quarter 2004 and $0.21 per diluted share in Nine Months 2004.  These contributions continue to provide a level of mitigation to commercial lines pricing cycles and the adverse impact that catastrophe losses have on our Insurance Operations segment.

     

    Financial Condition, Liquidity and Capital Resources

    Capital resources and liquidity represent our overall financial strength and our ability to generate cash flows from business operations, borrow funds at competitive rates and raise new capital to meet operating and growth needs.

    
    	

     

    Liquidity

    Liquidity is a measure of our ability to generate sufficient cash flows to meet the short and long term cash requirements of our business operations.  Our consolidated sources of cash consist of premium collections by our Insurance Subsidiaries, income from our investment portfolio, and fee income from our Diversified Insurance Services segment.  We also generate cash from the sale of our common stock under our stock plans.

    Our Insurance Subsidiaries provide liquidity from premiums that are generally received months or even years before we are obligated to pay losses.  Consequently, we can invest with a longer time horizon than our liability duration and generate greater stockholder returns.  We also generate cash from Diversified Insurance Services segment's fee income and the sale of our common stock under our stock plans.  Historically, cash receipts from operations, consisting of insurance premiums, investment income and fee income, have provided more than sufficient funds to pay losses, operating expenses, and subsidiary dividends.  After satisfying our cash requirements, excess cash flows are used to build the investment portfolio and increase future investment income.  As of September 30, 2005, we had $3.1 billion in investments compared to $2.8 billion at December 31, 2004.  We also have available revolving lines of credit totaling $45.0 million, under which no balances were outstanding as of either September 30, 2005 or December 31, 2004.

    32



    Our cash and short-term investments ("cash equivalent(s)") position at September 30, 2005 was $127.7 million compared to $98.7 million at December 31, 2004.  We are maintaining this increased amount for our authorized share repurchase program discussed below and other operational purposes. The increase in our cash equivalent position was primarily attributable to cash equivalents provided by operating activities of $279.4 million partially offset by cash equivalents used in investing and financing activities of $250.3 million for Nine Months 2005.  Included in the $250.3 million of cash flows used in investing and financing activities was $196.0 million that we reinvested in our investment portfolio, $14.4 million, which we paid in cash dividends to stockholders and $21.1 million, which we used to buy back Selective's common stock.  Notable cash outflows included within cash flows provided by operating activities were: (i) $52.1 million in payments under the annual cash incentive and agent profit-based commission programs, (ii) $43.5 million in federal tax payments (iii) $24.0 million in principal payments on various notes payable and, (iv) $8.0 million in payments made to further fund our retirement income plan.

    Dividends on shares of our common stock are declared and paid at the discretion of our Board of Directors based on our operating results, financial condition, capital requirements, contractual restrictions and other relevant factors.  Our ability to declare dividends is restricted by covenants contained in our notes payable that we issued on May 4, 2000 ("2000 Senior Notes").  For further information regarding our notes payable, see Note 8 of the Notes to Consolidated Financial Statements, entitled, "Indebtedness", included in Item 8.  "Financial Statements and Supplementary Data" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2004.  All such covenants were met during 2004 and 2003.  At September 30, 2005, the amount available for additional dividends to holders of our common stock under such restrictions was $306.7 million for the 2000 Senior Notes.   As a result of our continued strong performance throughout 2005, the Board of Directors increased our quarterly cash dividend to stockholders by 16%, to $0.22 per share.  Our ability to continue to pay dividends to our stockholders is also dependent in large part on the dividend paying ability of our Insurance Subsidiaries and the subsidiaries in our Diversified Insurance Services segment.  Restrictions on the ability of those subsidiaries, particularly the Insurance Subsidiaries, to declare and pay dividends to us could materially affect our ability to pay principal and interest on indebtedness and dividends on common stock.

    Generally, payments from our Insurance Subsidiaries to the holding company are subject to the approval and/or review of the insurance regulators in the respective domiciliary states of the Insurance Subsidiaries under insurance holding company acts, which generally require any transaction between related companies be fair and equitable to the insurance company and its policyholders.  All of the states in which our Insurance Subsidiaries are domiciled regulate the payment of dividends.  Some states, including New Jersey, North Carolina and South Carolina, require advance notice to the state insurance commissioner prior to the Insurance Subsidiaries declaring any dividends and distributions payable to us.  During the notice period, the state insurance commissioner may disallow all or part of the proposed ordinary dividend upon determination that:  (i) the insurer's surplus is not reasonable in relation to its liabilities and adequate to its financial needs and those of the policyholders, or (ii) in the case of New Jersey, the insurer is otherwise in a hazardous financial condition.  In addition, our Insurance Subsidiaries are not permitted to pay extraordinary dividends without the prior approval of the insurance commissions of their domiciliary state.  Insurance regulators may block dividends or other payments to affiliates that would otherwise be permitted without prior approval upon determination that, because of the financial condition of the Insurance Subsidiary or otherwise, payment of a dividend or any other payment to an affiliate would be detrimental to an Insurance Subsidiary's policyholders or creditors. We do not believe that any of these restrictions should limit the ability of the Insurance Subsidiaries to pay dividends to us now or in the foreseeable future.  Dividends are generally payable only from earned surplus as reported in the statutory annual statements of our Insurance Subsidiaries as of the preceding December 31.  Based on the 2004 audited statutory financial statements, the Insurance Subsidiaries should be permitted to pay to us in 2005 ordinary dividends in the aggregate amount of approximately $103 million. 

    The subsidiaries of our Diversified Insurance Services segment (CHN Solutions and Selective HR Solutions) may also declare and pay dividends.  Potential dividends are restricted only by the operating needs of these subsidiaries.  Sources of funds for these subsidiaries primarily consist of fee income.  Such funds are applied primarily to payment of operating expenses as well as dividends and other payments.  These subsidiaries within the Diversified Insurance Services segment generated operating cash flows of $10.2 million in Nine Months 2005, and $7.3 million in Nine Months 2004, resulting in dividends to us of $6.4 million in Nine Months 2005 and $8.4 million in Nine Months 2004.

     

    33



    Our liquidity requirements in the past have been met by operating cash flow from our Insurance Operations and Diversified Insurance Services segments and the issuance of debt and equity securities.  We expect our liquidity requirements in the future to be met by these sources of funds or, if necessary, borrowings from our credit facilities. 

     

    Capital Resources

    Capital resources provide protection for policyholders, furnish the financial strength to support the business of underwriting insurance risks and facilitate continued business growth.  At September 30, 2005, we had stockholders' equity of $953.4 million and total debt of $240.1 million. 

    We continuously monitor the amount of capital resources that we maintain at the holding company and operating subsidiaries. In connection with our long-term capital strategy, we from time-to-time contribute capital to subsidiaries in our Insurance Operations and Diversified Insurance Services segments.  In order to satisfy capital needs as a result of any rating agency capital adequacy or other rating issues, or in the event we were to need additional capital to make strategic investments, we may take a variety of actions, including the issuance of additional debt and/or equity securities.

    Our cash requirements include principal and interest payments on senior convertible notes, various notes payable and convertible subordinated debentures, dividends to stockholders, and payment of claims and other insurance operating expenses, income taxes, the purchase of investments, and other expenses.  We have no remaining contractual obligations in 2005 pursuant to our various notes payable. 

    Our operating obligations and cash outflows include the following: claim settlements; agents' commissions; labor costs; premium taxes; general and administrative expenses; investment purchases; and capital expenditures.  We have additional commitments for limited partnership investments of up to $52.5 million; but there is no certainty that any additional investment will be required.  As part of ongoing asset/liability duration management, we do not generally match securities held to liabilities.  The duration of the fixed maturity portfolio is 4.4 years while the Insurance Subsidiaries' liabilities have a duration of approximately 2.6 years.  The current duration of fixed maturities is within our historical range and is consistent with our investment philosophy.  By using a laddered maturity structure, we do not need to liquidate available-for-sale fixed maturities in the ordinary course of business. 

    On April 26, 2005 our Board of Directors adopted a share repurchase program authorizing us to repurchase up to 5.0 million shares of our common stock.  During Third Quarter 2005 approximately 265,000 shares were repurchased at an average price per share of $48.94 and for the Nine Months 2005 approximately 335,000 shares were repurchased at an average price per share of $48.65.  The repurchase program is scheduled to expire on April 26, 2007.

    Ratings

    We are rated by major rating agencies, which provide opinions of our financial strength, operating performance, strategic position, and ability to meet policyholder obligations.  The principal agencies that issue financial strength ratings for the property and casualty insurance industry are: A.M. Best, Standard & Poor's Rating Services ("S&P"), Moody's Investor Service ("Moody's") and Fitch Ratings ("Fitch").  We believe that our ability to write insurance business is most influenced by our rating from A.M. Best.  Currently, we are rated "A+" (Superior) by A.M. Best, which is their second highest of fifteen ratings.  Our insurance business has been rated "A+" by A.M. Best for 44 consecutive years.  The financial strength reflected by our A.M. Best rating is a competitive advantage in the marketplace and influences where independent insurance agents place their business.  A significant downgrade from A.M. Best, could have a material adverse affect on our insurance business.  We believe that ratings from S&P, Moody's and Fitch, although important, have less of an impact on its business.  A rating downgrade to below "A-" in the A.M. Best or S&P rating would be considered an event of default under the terms of our line of credit agreements.  Ratings are an important factor in establishing our competitive position in the insurance markets.  

    There can be no assurance that our ratings will continue for any given period of time or that they will not be changed.  It is possible that positive or negative ratings actions by one or more of the rating agencies may occur in the future. If our ratings were downgraded, we may incur higher borrowing costs and may have more limited means to access capital.  In addition, reductions in our ratings could adversely affect the competitive position of our Insurance Operations, including a possible reduction in demand for our products in certain markets.  We review our financial debt agreements for any potential rating triggers that could dictate a material change in terms if our credit ratings were to suddenly and drastically change. 

    34



     

    Federal Income Taxes
    Total federal income tax expense increased $7.0 million for Third Quarter 2005 to $14.9 million and $11.2 million for Nine Months 2005 to $40.3 million, compared to Third Quarter 2004 and Nine Months 2004, respectively.  The increase was attributable to increased pre-tax income driven by our Insurance Operations segment.  Our effective tax rate differs from the federal corporate rate of 35% primarily as a result of tax-advantaged investment income.  The effective tax rate for Third Quarter 2005 was 28%, compared with 22% for Third Quarter 2004 and 27% for Nine Months 2005 compared with 26% for Nine Months 2004.  The effective tax rate for Third Quarter 2004 was significantly lower than Third Quarter 2005 as a result of a favorable ruling from the Internal Revenue Service regarding our ability to take interest deductions on debt at the holding company, while also holding municipal bonds at the insurance subsidiary level.  In Third Quarter 2004, this favorable ruling allowed us to reverse $2.3 million of previously accrued income tax expense.

    Critical Accounting Policies and Estimates
    Refer to pages 45 through 48 in our Annual Report on Form 10-K for the fiscal year end December 31, 2004 for a discussion regarding our critical accounting policies and estimates.

    Reserves for Losses and Loss Expenses
    Significant periods of time can elapse between the occurrence of an insured loss, the reporting of the loss to the insurer and the insurer's payment of that loss.  To recognize liabilities for unpaid losses and loss expenses, insurers establish reserves as balance sheet liabilities representing estimates of amounts needed to pay reported and unreported net losses and loss expenses.  As of September 30, 2005, we had accrued $2.0 billion of loss and loss expense reserves compared to $1.8 billion at December 31, 2004.  When a claim is reported to an Insurance Subsidiary, our claims personnel establish a "case reserve" for the estimated amount of the ultimate payment.  The amount of the reserve is primarily based upon a case‑by‑case evaluation of the type of claim involved, the circumstances surrounding each claim and the policy provisions relating to the type of loss.  The estimate reflects the informed judgment of claims personnel based on general insurance reserving practices, as well as the experience and knowledge of the claims person.  Until the claim is resolved, these estimates are revised as deemed necessary by the responsible claims personnel based on subsequent developments and periodic reviews of the cases.

    In accordance with industry practice, we maintain, in addition to case reserves, estimates of reserves for losses and loss expenses incurred but not yet reported ("IBNR").  Using generally accepted actuarial reserving techniques, we project our estimate of ultimate losses and loss expenses at each reporting date.  The difference between:  (i) projected ultimate loss and loss expense reserves and (ii) case loss reserves and loss expense reserves thereon are carried as the IBNR reserve.  A range of reasonably possible IBNR reserves is determined annually and considered in addition to the most recent loss trends and other factors in establishing IBNR for each reporting period.  Loss trends include, but are not limited to, large loss activity, environmental claim activity, large case reserve additions or reductions for prior accident years, and reinsurance recoverable issues.  We also consider factors such as:  (i) per claim information; (ii) industry and our historical loss experience; (iii) legislative enactments, judicial decisions, legal developments in the imposition of damages, and changes in political attitudes; and (iv) trends in general economic conditions, including the effects of inflation.  Based on the consideration of the range of reasonably possible IBNR reserves, recent loss trends and other factors, IBNR is established and the ultimate net liability for losses and loss expenses is determined.  Such an assessment requires considerable judgment given that it is frequently not possible to determine whether a change in the data is an anomaly until some time after the event.  Even if a change is determined to be permanent, it is not always possible to reliably determine the extent of the change until some time later. There is no precise method for subsequently evaluating the impact of any specific factor on the adequacy of reserves because the eventual deficiency or redundancy is affected by many factors. Our internal actuaries review reserves on a quarterly basis. In addition, we use independent actuaries to periodically review reserves and to provide an annual opinion on the adequacy of reserves for our statutory filings.  The changes in these estimates, resulting from the continuous review process and the differences between estimates and ultimate payments, are reflected in the consolidated statements of income for the period in which such estimates are changed.  Any changes in the liability estimate may be material to the results of operations in future periods.

     

    35



    The following tables provide case and IBNR reserves for losses, reserves for loss expenses, and reinsurance recoverable on unpaid losses and loss expenses as of September 30, 2005 and December 31, 2004:

    As of September 30, 2005

     

    Reinsurance

     

     

    recoverable

    Loss Reserves

    Loss

    on unpaid

    Case

     

    IBNR

     Expense

    losses and

         Net

    ($ in thousands)

    Reserves

     

    Reserves

    Total

    Reserves

    loss expenses

    reserves

    Commercial automobile

    $

    95,026 

     

    191,857 

    286,883 

    $

    33,255 

    6,260 

    313,878 

    Workers' compensation

    330,216 

     

    278,053 

    608,269 

    70,346 

    68,390 

    610,225 

    General liability

    139,158 

     

    353,871 

    493,029 

    104,192 

    26,117 

    571,104 

    Commercial property

    16,496 

     

    1,845 

    18,341 

    1,180 

    578 

    18,943 

    Business owners' policy

    21,403 

     

    22,476 

    43,879 

    6,696 

    5,544 

    45,031 

    Bonds

    959 

     

    4,627 

    5,586 

    1,747 

    322 

    7,011 

    Other

    466 

     

    1,704 

    2,170 

    357 

    1,816 

    Total commercial lines

    603,724 

     

    854,433 

    1,458,157 

    217,419 

    107,568 

    1,568,008 

     

     

    Personal automobile

    133,703 

     

    98,310 

    232,013 

    40,271 

    67,955 

    204,329 

    Homeowners

    12,417 

     

    8,622 

    21,039 

    2,480 

    2,701 

    20,818 

    Other

    38,253 

     

    11,192 

    49,445 

    3,357 

    45,564 

    7,238 

    Total personal lines

    184,373 

     

    118,124 

    302,497 

    46,108 

    116,220 

    232,385 

     

    Total

    $

    788,097 

     

    972,557 

    1,760,654 

    $

    263,527 

    223,788 

    1,800,393 

     

    As of December 31, 2004

     

     

    Reinsurance

     

     

     

    recoverable

    Loss Reserves

    Loss

    on unpaid

    Case

     

    IBNR

    Expense

    losses and

    Net

    ($ in thousands)

    Reserves

     

    Reserves

    Total

    reserves

    loss expenses

    reserves

    Commercial automobile

    $

    93,076 

     

    180,766 

    273,842 

    $

    28,541 

    6,098 

    296,285 

    Workers' compensation

    298,803 

     

    245,897 

    544,700 

    53,913 

    68,692 

    529,921 

    General liability

    133,706 

     

    299,666 

    433,372 

    88,946 

    29,403 

    492,915 

    Commercial property

    18,616 

     

    1,890 

    20,506 

    1,200 

    1,048 

    20,658 

    Business owners' policy

    18,549 

     

    22,810 

    41,359 

    5,994 

    5,160 

    42,193 

    Bonds

    1,267 

     

    3,438 

    4,705 

    1,664 

    696 

    5,673 

    Other

    640 

     

    2,649 

    3,289 

    224 

    3,070 

    Total commercial lines

    564,657 

     

    757,116 

    1,321,773 

    180,263 

    111,321 

    1,390,715 

     

    Personal automobile

    131,387 

     

    96,399 

    227,786 

    39,870 

    67,410 

    200,246 

    Homeowners

    11,507 

     

    8,496 

    20,003 

    2,418 

    2,427 

    19,994 

    Other

    31,206 

     

    9,020 

    40,226 

    2,878 

    37,614 

    5,490 

    Total personal lines

    174,100 

     

    113,915 

    288,015 

    45,166 

    107,451 

    225,730 

     

    Total

    $

    738,757 

     

    871,031 

    1,609,788 

    $

    225,429 

    218,772 

    1,616,445 

     

    In light of the many uncertainties associated with establishing the estimates and making the assumptions necessary to establish reserve levels, we review our reserve estimates on a regular basis as described above and make adjustments in the period that the need for such adjustment is determined.  These reviews, from time-to-time, result in our identifying information and trends that cause us to increase some reserves and decrease other reserves for prior periods and could lead to the identification of a need for additional increases in loss and loss expense reserves, which could materially adversely affect our results of operations, equity, business, insurer financial strength and debt ratings.  As of September 30, 2005, we had accrued $1,800.4 million of net loss and loss expense reserves compared to $1,616.4 million as of December 31, 2004 due to normal business growth. We experienced total adverse development in our loss and loss expense reserves of $4.3 million in Nine Months 2005, which included net prior year development of $6.0 million related to an adverse judicial ruling by the New Jersey Supreme Court in the second quarter of 2005, discussed in the "Personal Automobile" section above.  Additionally, we experienced favorable reserve development in our commercial automobile line of business of approximately $14 million during Nine Months 2005, partially offset by increases to our loss reserves in our workers' compensation lines of business of approximately $11 million during Nine Months 2005.  In Nine Months 2004, we experienced adverse development of $4.5 million, which was primarily the result of increases to our loss reserves for doubtful reinsurance recoveries in the general liability and workers' compensation lines of business coupled with reductions in expected bond subrogation recoveries in our bond line of business.

36




As of December 31, 2004, we established a range of reasonably possible reserves for net claims of approximately $1,529 million to $1,695 million.  A low and high reasonable reserve selection was derived primarily by considering the range of indications calculated using generally accepted actuarial techniques. Such techniques assume that past experience, adjusted for the effects of current developments and anticipated trends, are an appropriate basis for predicting future events.  Although this range reflects the most likely scenarios, it is possible that the final outcomes may fall above or below these amounts.  This range does not include a provision for potential increases or decreases associated with environmental reserves, as we believe that it is not meaningful to calculate a range given the uncertainties associated with environmental claims.  Included in our net carried loss and loss expense reserves were net reserves for environmental claims of $38.5 million at September 30, 2005 and $38.5 million at December 31, 2004.  We do not discount to present value that portion of our loss reserves expected to be paid in future periods; however, the loss reserves include anticipated recoveries for salvage and subrogation claims.

Environmental claims, both asbestos and non‑asbestos, are included in the loss and loss expense reserves on the consolidated balance sheets. These claims have arisen primarily under older policies containing exclusions for environmental liability which certain courts, in interpreting such exclusions, have determined do not bar such claims.  The emergence of these claims is slow and highly unpredictable.  Since 1986, policies issued by our Insurance Subsidiaries have contained a more expansive exclusion for losses related to environmental claims.  In addition, a portion of our environmental losses relate to homeowners' claims covering the leakage of certain underground storage tanks.  Our asbestos and non‑asbestos environmental claims have arisen primarily from insured exposures in municipal government, small commercial risks, and homeowners' policies. During 2004, we also experienced adverse development in our homeowners' line of business as a result of unfavorable trends in claims for groundwater contamination caused by leakage of certain underground heating oil storage tanks in New Jersey, as mentioned in the Homeowners section of the Personal Lines Results discussion.

IBNR reserve estimation for environmental claims is often difficult because, in addition to other factors, there are significant uncertainties associated with critical assumptions in the estimation process such as average clean-up costs, third-party costs, potentially responsible party shares, allocation of damages, insurer litigation costs, insurer coverage defenses and potential changes to state and federal statutes.  However, we are not aware of any emerging trends that would result in future reserve adjustments.  Moreover, normal historically-based actuarial approaches are difficult to apply because relevant history is not available. In addition, while models can be applied, such models can produce significantly different results with small changes in assumptions. As a result, management does not calculate a specific environmental loss range, as it believes it would not be meaningful.

Premium Revenue
Net premiums written equal direct premiums written, plus premiums for reinsurance we assume, less premiums ceded to our reinsurers.  All three components of net premiums written are recognized in revenue over the period that coverage is provided. We had net premiums written of $383.4 million for Third Quarter 2005 and $1,149.8 million for Nine Months 2005 compared with $356.5 million for Third Quarter 2004 and $1,081.0 million for Nine Months 2004, respectively. The vast majority of our net premiums written have a coverage period of twelve months.  This means that we record 1/12 of the net premiums written as earned premium each month until the full amount is recognized.  When premium rates increase, the effect of those increases would not immediately affect earned premium.  Rather, those increases will be recognized ratably over the period of coverage.  We earned net premiums of $361.1 million for Third Quarter 2005 and $1,054.3 million for Nine Months 2005 compared with $337.1 million for Third Quarter 2004 and $978.4 million for Nine Months 2004, respectively. Unearned premiums and prepaid reinsurance premiums, which are recorded on the consolidated balance sheets, represent that portion of premiums written that are applicable to the unexpired terms of policies in force.  As of September 30, 2005 we had unearned premiums of $808.1 million and prepaid reinsurance premiums of $68.7 million compared with unearned premiums of $702.1 million and prepaid reinsurance premiums of $58.3 million as of December 31, 2004.

37



Deferred Policy Acquisition Costs
Policy acquisition costs, which include commissions, premium taxes, fees, and certain other costs of underwriting policies, are deferred and amortized over the same period in which the related premiums are earned.  Deferred policy acquisition costs are limited to the estimated amounts recoverable after providing for losses and loss expenses that are expected to be incurred, based upon historical and current experience.  Anticipated investment income is considered in determining whether a premium deficiency exists.  We continually review the methods of making such estimates and establishing the deferred costs, and any adjustments there from are made in the accounting period in which the adjustment arose.  As of September 30, 2005, we had deferred policy acquisition costs of $209.3 million compared with $186.9 million as of December 31, 2004.

Adoption of Accounting Pronouncement
In December 2004, the FASB issued FAS 123R, which requires that compensation expense be measured on the income statement for all share-based payments (including employee stock options) at grant date fair value of the equity instruments. Implementation is required for fiscal years beginning after June 15, 2005, and early adoption is permitted.  We adopted FAS 123R as of January 1, 2005.  For further information on the impact of our adoption of FAS 123R in 2005, see Note 5 to the unaudited interim consolidated financial statements included in Item 1. "Financial Statements" of this Form 10-Q.

Off-Balance Sheet Arrangements, Contractual Obligations and Contingent Liabilities and Commitments
At September 30, 2005 and December 31, 2004, we did not have any relationships with unconsolidated entities or financial partnerships, such as entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or for other contractually narrow or limited purposes.  As such, we are not exposed to any financing, liquidity, market or credit risk that could arise if we had engaged in such relationships.

Our future cash payments associated with loss and loss expense reserves and contractual obligations pursuant to operating leases for office space and equipment, senior convertible notes, convertible subordinated debentures and notes payable have not materially changed since December 31, 2004.  We expect to have the capacity to repay and/or refinance these obligations as they come due.

We currently have available revolving lines of credit amounting to $45.0 million, under which no balances are outstanding as of either September 30, 2005 or December 31, 2004.  At September 30, 2005, we had an additional limited partnership investment commitment of up to $52.5 million; but there is no certainty that any such additional investment will be required. We have issued no guarantees on behalf of others and have no trading activities involving non-exchange traded contracts accounted for at fair value.  We have no material transactions with related parties other than those disclosed in Note 18 of the Notes to Consolidated Financial Statements, included in Item 8. "Financial Statements and Supplementary Data," of our Annual Report on Form 10-K for the fiscal year ended December 31, 2004.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in the information about market risk set forth in our Annual Report on Form 10-K for the fiscal year ended December 31, 2004.

 

ITEM 4.  CONTROLS AND PROCEDURES
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended ("Exchange Act") as of the end of the period covered by this report.  Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, our disclosure controls and procedures are: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that we are required to disclose in the reports that we file or submit under the Exchange Act ); and (ii) effective in ensuring that information that we are required to disclose in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.  No changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) occurred during the Third Quarter 2005 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION


 ITEM 2.        UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table below sets forth information regarding our purchase of our common stock during the periods indicated:

 

 

 

 

Total Number of

 

Maximum Number

Total Number of

 

Average

 

Shares Purchased

 

of Shares that May Yet

Shares

 

Price Paid

 

as Part of Publicly

 

Be Purchased Under the

Period

Purchased1

 

Per Share

 

Announced Program

 

Announced Program2

July 1-31, 2005

21,175 

$

49.32 

21,000 

4,909,236 

August 1-31, 2005

213,623 

49.14 

207,100 

4,702,136 

September 1-30, 2005

38,215 

47.68 

37,400 

4,664,736 

Total

273,013 

$

48.95 

265,500 

 

 

1   

During Third Quarter 2005, 3,079 shares were purchased from employees in connection with the vesting of restricted stock and 4,434 shares were purchased from employees in connection with stock option exercises.  All of these repurchases were made in connection with satisfying tax withholding obligations with respect to those employees.  These shares were not purchased as part of the publicly announced program.  The shares were purchased at the average of the high and low prices of the Company's common stock on the dates of the purchases.

2

On April 26, 2005, the Board of Directors cancelled the existing stock repurchase plan and authorized a stock repurchase program of up to 5.0 million shares, which is scheduled to expire on April 26, 2007. During Third Quarter 2005, 265,500 shares were repurchased, leaving 4,664,736 shares remaining to be purchased under the authorized program.

 

 

ITEM 6.         EXHIBITS


(a)           Exhibits:
The exhibits required by Item 601 of Regulation S-K are listed in the Exhibit Index, which immediately precedes the exhibits filed with this Form 10-Q.

39



SIGNATURES

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

SELECTIVE INSURANCE GROUP, INC.

Registrant

By: /s/ Gregory E. Murphy

October 28, 2005

Gregory E. Murphy
Chairman of the Board, President and Chief Executive Officer

  

By: /s/ Dale A. Thatcher

October 28, 2005

Dale A. Thatcher
Executive Vice President, Chief Financial Officer and Treasurer

40



 

SELECTIVE INSURANCE GROUP, INC.

  

INDEX TO EXHIBITS

Exhibit No.

*    11

Statement Re: Computation of Per Share Earnings.

*    31.1

Rule 13a-14(a) Certification of the Chief Executive Officer of Selective Insurance Group, Inc. (Section 302 of the Sarbanes-Oxley Act of 2002).

*    31.2

Rule 13a-14(a) Certification of the Chief Financial Officer of Selective Insurance Group, Inc. (Section 302 of the Sarbanes-Oxley Act of 2002).

*    32.1

Certification of Chief Executive Officer of Selective Insurance Group, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

*    32.2

Certification of Chief Financial Officer of Selective Insurance Group, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

* Filed herewith

41