UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
☒Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2016
or
☐Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from to
Commission File Number: 001-09463
RLI Corp.
(Exact name of registrant as specified in its charter)
Illinois |
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37-0889946 |
(State or other jurisdiction of |
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(I.R.S. Employer |
incorporation or organization) |
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Identification Number) |
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9025 North Lindbergh Drive, Peoria, IL |
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61615 |
(Address of principal executive offices) |
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(Zip Code) |
(309) 692-1000
(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 reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒ |
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Accelerated filer ☐ |
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Non-accelerated filer ☐ |
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Smaller reporting company ☐ |
(Do not check if a smaller reporting company) |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
APPLICABLE ONLY TO CORPORATE ISSUERS:
As of July 12, 2016, the number of shares outstanding of the registrant’s Common Stock was 43,794,937.
2
PART I - FINANCIAL INFORMATION
RLI Corp. and Subsidiaries
Condensed Consolidated Statements of Earnings and Comprehensive Earnings
(Unaudited)
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For the Three-Month Periods |
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Ended June 30, |
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(in thousands, except per share data) |
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2016 |
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2015 |
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Net premiums earned |
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$ |
180,226 |
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$ |
172,339 |
Net investment income |
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13,048 |
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13,431 |
Net realized gains |
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2,710 |
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4,802 |
Consolidated revenue |
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$ |
195,984 |
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$ |
190,572 |
Losses and settlement expenses |
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80,277 |
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64,549 |
Policy acquisition costs |
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60,521 |
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59,487 |
Insurance operating expenses |
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13,412 |
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13,467 |
Interest expense on debt |
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1,856 |
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1,857 |
General corporate expenses |
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2,768 |
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2,748 |
Total expenses |
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$ |
158,834 |
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$ |
142,108 |
Equity in earnings of unconsolidated investees |
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5,191 |
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6,186 |
Earnings before income taxes |
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$ |
42,341 |
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$ |
54,650 |
Income tax expense |
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13,264 |
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17,465 |
Net earnings |
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$ |
29,077 |
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$ |
37,185 |
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Other comprehensive earnings (loss), net of tax |
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19,066 |
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(24,932) |
Comprehensive earnings |
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$ |
48,143 |
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$ |
12,253 |
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Earnings per share: |
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Basic: |
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Basic net earnings per share |
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$ |
0.67 |
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$ |
0.86 |
Basic comprehensive earnings per share |
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$ |
1.10 |
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$ |
0.28 |
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Diluted: |
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Diluted net earnings per share |
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$ |
0.65 |
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$ |
0.84 |
Diluted comprehensive earnings per share |
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$ |
1.08 |
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$ |
0.28 |
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Weighted average number of common shares outstanding |
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Basic |
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43,721 |
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43,210 |
Diluted |
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44,423 |
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44,019 |
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Cash dividends paid per common share |
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$ |
0.20 |
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$ |
0.19 |
See accompanying notes to the unaudited condensed consolidated interim financial statements.
3
RLI Corp. and Subsidiaries
Condensed Consolidated Statements of Earnings and Comprehensive Earnings
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For the Six-Month Periods |
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Ended June 30, |
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(in thousands, except per share data) |
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2016 |
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2015 |
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Net premiums earned |
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$ |
357,144 |
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$ |
341,342 |
Net investment income |
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26,418 |
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26,926 |
Net realized gains |
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14,110 |
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18,088 |
Consolidated revenue |
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$ |
397,672 |
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$ |
386,356 |
Losses and settlement expenses |
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161,448 |
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145,410 |
Policy acquisition costs |
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122,764 |
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118,460 |
Insurance operating expenses |
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25,612 |
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24,998 |
Interest expense on debt |
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3,713 |
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3,713 |
General corporate expenses |
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5,143 |
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4,992 |
Total expenses |
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$ |
318,680 |
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$ |
297,573 |
Equity in earnings of unconsolidated investees |
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8,942 |
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10,380 |
Earnings before income taxes |
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$ |
87,934 |
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$ |
99,163 |
Income tax expense |
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27,464 |
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31,380 |
Net earnings |
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$ |
60,470 |
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$ |
67,783 |
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Other comprehensive earnings (loss), net of tax |
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40,829 |
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(32,527) |
Comprehensive earnings |
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$ |
101,299 |
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$ |
35,256 |
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Earnings per share: |
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Basic: |
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Basic net earnings per share |
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$ |
1.39 |
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$ |
1.57 |
Basic comprehensive earnings per share |
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$ |
2.32 |
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$ |
0.82 |
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Diluted: |
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Diluted net earnings per share |
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$ |
1.36 |
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$ |
1.54 |
Diluted comprehensive earnings per share |
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$ |
2.28 |
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$ |
0.80 |
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Weighted average number of common shares outstanding |
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Basic |
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43,659 |
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43,176 |
Diluted |
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44,381 |
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44,008 |
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Cash dividends paid per common share |
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$ |
0.39 |
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$ |
0.37 |
See accompanying notes to the unaudited condensed consolidated interim financial statements.
4
RLI Corp. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
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June 30, |
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December 31, |
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(in thousands, except share data) |
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2016 |
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2015 |
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ASSETS |
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Investments |
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Fixed income |
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Available-for-sale, at fair value (amortized cost - $1,564,819 at 6/30/16 and $1,518,156 at12/31/15) |
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$ |
1,631,953 |
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$ |
1,538,110 |
Equity securities available-for-sale, at fair value (cost - $210,622 at 6/30/16 and $202,437 at 12/31/15) |
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398,825 |
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375,424 |
Short-term investments, at cost which approximates fair value |
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13,491 |
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6,262 |
Other invested assets |
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24,891 |
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20,666 |
Cash |
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29,639 |
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11,081 |
Total investments and cash |
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$ |
2,098,799 |
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$ |
1,951,543 |
Accrued investment income |
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14,303 |
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14,878 |
Premiums and reinsurance balances receivable, net of allowances for uncollectible amounts of $15,609 at 6/30/16 and $14,898 at 12/31/15 |
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148,894 |
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143,662 |
Ceded unearned premium |
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52,536 |
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52,833 |
Reinsurance balances recoverable on unpaid losses and settlement expenses, net of allowances for uncollectible amounts of $11,096 at 6/30/16 and $11,885 at 12/31/15 |
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289,856 |
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297,844 |
Deferred policy acquisition costs |
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75,416 |
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69,829 |
Property and equipment, at cost, net of accumulated depreciation of $41,054 at 6/30/16 and $38,447 at 12/31/15 |
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52,605 |
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47,102 |
Investment in unconsolidated investees |
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80,144 |
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70,784 |
Goodwill and intangibles |
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64,785 |
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71,294 |
Other assets |
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14,875 |
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15,696 |
TOTAL ASSETS |
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$ |
2,892,213 |
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$ |
2,735,465 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Liabilities |
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Unpaid losses and settlement expenses |
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$ |
1,123,472 |
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$ |
1,103,785 |
Unearned premiums |
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445,620 |
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422,094 |
Reinsurance balances payable |
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17,679 |
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37,556 |
Funds held |
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72,558 |
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54,254 |
Income taxes-deferred |
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86,930 |
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63,993 |
Bonds payable, long-term debt |
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148,648 |
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148,554 |
Accrued expenses |
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39,352 |
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55,742 |
Other liabilities |
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44,420 |
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26,018 |
TOTAL LIABILITIES |
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$ |
1,978,679 |
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$ |
1,911,996 |
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Shareholders’ Equity |
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Common stock ($1 par value, 100,000,000 shares authorized) |
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(66,704,751 shares issued, 43,774,537 shares outstanding at 6/30/16) |
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(66,474,342 shares issued, 43,544,128 shares outstanding at 12/31/15) |
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$ |
66,705 |
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$ |
66,474 |
Paid-in capital |
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226,913 |
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221,345 |
Accumulated other comprehensive earnings |
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164,603 |
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123,774 |
Retained earnings |
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848,312 |
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804,875 |
Deferred compensation |
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10,467 |
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10,647 |
Less: Treasury shares at cost |
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(22,930,214 shares at 6/30/16 and 12/31/15) |
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(403,466) |
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(403,646) |
TOTAL SHAREHOLDERS’ EQUITY |
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$ |
913,534 |
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$ |
823,469 |
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
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$ |
2,892,213 |
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$ |
2,735,465 |
See accompanying notes to the unaudited condensed consolidated interim financial statements.
5
RLI Corp. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
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For the Six-Month Periods |
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Ended June 30, |
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(in thousands) |
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2016 |
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2015 |
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Net cash provided by operating activities |
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$ |
69,571 |
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$ |
71,121 |
Cash Flows from Investing Activities |
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Investments purchased |
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$ |
(296,684) |
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$ |
(393,382) |
Investments sold |
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195,185 |
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250,602 |
Investments called or matured |
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58,517 |
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81,680 |
Net change in short-term investments |
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12,627 |
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3,866 |
Net property and equipment purchased |
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(8,574) |
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(3,289) |
Investment in equity method investee |
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- |
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(1,711) |
Acquisition of agency |
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(850) |
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- |
Net cash used in investing activities |
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$ |
(39,779) |
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$ |
(62,234) |
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Cash Flows from Financing Activities |
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Cash dividends paid |
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$ |
(17,033) |
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$ |
(15,978) |
Stock plan share issuance |
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|
807 |
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1,779 |
Excess tax benefit from exercise of stock options |
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4,992 |
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|
1,779 |
Net cash used in financing activities |
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$ |
(11,234) |
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$ |
(12,420) |
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Net increase (decrease) in cash |
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$ |
18,558 |
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$ |
(3,533) |
Cash at the beginning of the period |
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$ |
11,081 |
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$ |
30,620 |
Cash at June 30 |
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$ |
29,639 |
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$ |
27,087 |
See accompanying notes to the unaudited condensed consolidated interim financial statements.
6
NOTES TO UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. BASIS OF PRESENTATION
The unaudited condensed consolidated interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP) for interim financial reporting and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. As such, these unaudited condensed consolidated interim financial statements should be read in conjunction with our 2015 Annual Report on Form 10-K. Management believes that the disclosures are adequate to make the information presented not misleading, and all normal and recurring adjustments necessary to present fairly the financial position at June 30, 2016 and the results of operations of RLI Corp. and subsidiaries for all periods presented have been made. The results of operations for any interim period are not necessarily indicative of the operating results for a full year.
The preparation of the unaudited condensed consolidated interim financial statements requires management to make estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated interim financial statements and the reported amounts of revenue and expenses during the period. These estimates are inherently subject to change and actual results could differ significantly from these estimates.
B. ADOPTED ACCOUNTING STANDARDS
ASU 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs
This ASU was issued to simplify the presentation of debt issuance costs by requiring them to be presented in the balance sheet as a direct deduction from the carrying amount of the related recognized debt liability, consistent with debt discounts. We adopted ASU 2015-03 on January 1, 2016 on a retrospective basis. Our adoption of the new standard resulted in a $1.1 million decrease to long-term debt and other assets at December 31, 2015.
C. PROSPECTIVE ACCOUNTING STANDARDS
ASU 2015-09, Financial Services-Insurance (Topic 944): Disclosures about Short-Duration Contracts
This ASU was issued to enhance disclosures about an entity’s insurance liabilities, including the nature, amount, timing and uncertainty of cash flows related to those liabilities. The new guidance requires the following information related to unpaid claims and claim adjustment expenses be disclosed using an appropriate level of disaggregation so as not to obscure useful information:
a. |
Net incurred and paid claims development information by accident year for the number of years for which claims incurred typically remain outstanding, but need not exceed 10 years; |
b. |
A reconciliation of incurred and paid claims development information to the aggregate carrying amount of the liability for unpaid claims and claim adjustment expenses, with separate disclosure of reinsurance recoverable on unpaid claims for each period presented in the statement of financial position; |
c. |
For each accident year presented, the total of incurred-but-not-reported liabilities plus expected development on reported claims included in the liability for unpaid claims and claim adjustment expenses; |
d. |
For each accident year presented, quantitative information about claim frequency accompanied by a qualitative description of methodologies used for determining claim frequency information; and |
e. |
For all claims, the average annual percentage payout of incurred claims by age. |
This ASU is effective for annual reporting periods beginning after December 15, 2015 and for interim periods beginning after December 15, 2016. Early adoption is permitted. We have not early-adopted this ASU and while disclosures will be increased, we do not believe adoption will have a material effect on our financial statements.
7
ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities
This ASU was issued to improve the recognition and measurement of financial instruments. The new guidance makes targeted improvements to GAAP as follows:
a. |
Requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income; |
b. |
Simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; |
c. |
Eliminates the requirement for public business entities to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet; |
d. |
Requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes; |
e. |
Requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments; |
f. |
Requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or the accompanying notes to the financial statements; and |
g. |
Clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the entity’s other deferred tax assets. |
This ASU is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption is only permitted for provision (e) above. Upon adoption, a cumulative-effect adjustment to the balance sheet will be made as of the beginning of the fiscal year of adoption. We have not yet completed the analysis of how adopting this ASU will affect our financial statements.
ASU 2016-02, Leases (Topic 842)
ASU 2016-02 was issued to improve the financial reporting of leasing transactions. Under current guidance for lessees, leases are only included on the balance sheet if certain criteria, classifying the agreement as a capital lease, are met. This update will require the recognition of a right-of-use asset and a corresponding lease liability, discounted to the present value, for all leases that extend beyond 12 months. For operating leases, the asset and liability will be expensed over the lease term on a straight-line basis, with all cash flows included in the operating section of the statement of cash flows. For finance leases, interest on the lease liability will be recognized separately from the amortization of the right-of-use asset in the statement of comprehensive income and the repayment of the principal portion of the lease liability will be classified as a financing activity while the interest component will be included in the operating section of the statement of cash flows.
This ASU is effective for annual and interim reporting periods beginning after December 15, 2018. Early adoption is permitted. Upon adoption, leases will be recognized and measured at the beginning of the earliest period presented using a modified retrospective approach. We have not yet completed the analysis of how adopting this ASU will affect our financial statements.
ASU 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting
ASU 2016-09 was issued to simplify the accounting for share-based payment awards. The guidance requires that, prospectively, all tax effects related to share-based payments be made through the income statement at the time of settlement as opposed to excess tax benefits being recognized in additional paid-in-capital under the current guidance. The ASU also removes the requirement to delay recognition of a tax benefit until it reduces current taxes payable. This change is required to be applied on a modified retrospective basis, with a cumulative-effect adjustment to opening retained earnings. Additionally, all tax related cash flows resulting from share-based payments are to be reported as operating activities on the statement of cash flows, a change from the current requirement to present tax benefits as an inflow from financing activities and an outflow from operating activities. Finally, entities will be allowed to withhold an amount up to the employees’ maximum individual tax rate (as opposed to the minimum statutory tax rate) in the relevant jurisdiction without resulting in liability classification of the award. The change in withholding requirements will be applied on a modified retrospective approach.
8
This ASU is effective for annual and interim reporting periods beginning after December 15, 2016. Early adoption is permitted with any adjustments reflected as of the beginning of the fiscal year of adoption. We have not yet completed the analysis of how adopting this ASU will affect our financial statements.
ASU 2016-13, Financial Instruments – Credit Losses (Topic 326)
ASU 2016-13 was issued to provide more decision-useful information about the expected credit losses on financial instruments. Current GAAP delays the recognition of credit losses until it is probable a loss has been incurred. The update will require a financial asset measured at amortized cost to be presented at the net amount expected to be collected by means of an allowance for credit losses that runs through net income. Credit losses relating to available-for-sale debt securities will also be recorded through an allowance for credit losses. However, the amendments would limit the amount of the allowance to the amount by which fair value is below amortized cost. The measurement of credit losses on available-for-sale securities is similar under current GAAP, but the update requires the use of the allowance account through which amounts can be reversed, rather than through an irreversible write-down.
This ASU is effective for annual and interim reporting periods beginning after December 15, 2019. Early adoption is permitted beginning after December 15, 2018. Upon adoption, the update will be applied using the modified-retrospective approach, by which a cumulative-effect adjustment will be made to retained earnings as of the beginning of the first reporting period presented. We have not yet completed the analysis of how adopting this ASU will affect our financial statements.
D. INTANGIBLE ASSETS
In accordance with GAAP guidelines, the amortization of goodwill and indefinite-lived intangible assets is not permitted. Goodwill and indefinite-lived intangible assets remain on the balance sheet and are tested for impairment on an annual basis, or earlier if there is reason to suspect that their values may have been diminished or impaired. Goodwill and intangible assets totaled $64.8 million and $71.3 million at June 30, 2016 and December 31, 2015, respectively, as detailed in the following table.
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Goodwill and Intangible Assets |
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|
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|
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(in thousands) |
|
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June 30, |
|
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December 31, |
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Reporting Unit |
|
|
2016 |
|
|
2015 |
|
Goodwill |
|
|
|
|
|
|
|
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Energy surety |
|
$ |
25,706 |
|
$ |
25,706 |
|
Miscellaneous and contract surety |
|
|
15,110 |
|
|
15,110 |
|
P&C package business |
|
|
5,246 |
|
|
5,246 |
|
Medical professional liability * |
|
|
5,208 |
|
|
12,434 |
Total goodwill |
|
$ |
51,270 |
|
$ |
58,496 | |
|
|
|
|
|
|
|
|
Intangibles |
|
|
|
|
|
|
|
|
State insurance licenses |
|
$ |
7,500 |
|
$ |
7,500 |
|
Definite-lived intangibles, net of accumulated amortization of $5,132 at 6/30/16 and $4,678 at 12/31/15 |
|
|
6,015 |
|
|
5,298 |
Total intangibles |
|
$ |
13,515 |
|
$ |
12,798 | |
|
|
|
|
|
|
|
|
Total goodwill and intangibles |
$ |
64,785 |
$ |
71,294 |
* The June 30, 2016 medical professional liability goodwill balance reflects a $7.2 million non-cash impairment charge recorded in the second quarter of 2016.
All definite-lived intangible assets are amortized against future operating results based on their estimated useful lives. Amortization of intangible assets was $0.2 million for the second quarter of 2016 and $0.5 million for the six-month period ended June 30, 2016, compared to $0.2 million for the second quarter of 2015 and $0.4 million for the six-month period ended June 30, 2015. Definite-lived intangibles increased during 2016 as a result of the asset acquisition from an insurance agency. Separately identifiable assets of the agency totaled $1.2 million and related primarily to acquired software, trade name and agency relationships.
9
Annual impairment testing was performed on our energy surety goodwill, miscellaneous and contract surety goodwill, P&C package business goodwill and state insurance license indefinite-lived intangible asset during the second quarter of 2016. Based upon these reviews, none of the assets were impaired. In addition, as of June 30, 2016, there were no triggering events that occurred on the above mentioned goodwill and intangible assets that would suggest an updated review was necessary.
As disclosed in previous SEC filings, premium declines have decreased the fair value of our medical professional liability business in recent periods. Continuing rate and volume declines coupled with recent adverse loss experience resulted in a triggering event during the second quarter of 2016. A fair value was determined by using a weighted average of a market approach valuation and income approach (or discounted cash flow method) valuation. It was determined that the carrying cost of our medical professional liability goodwill exceeded the fair value. As a result, we recorded a $7.2 million non-cash impairment charge included as a net realized loss in the 2016 consolidated statement of earnings. As an additional consequence of the premium declines and adverse loss experience, the contingent earn-out agreement associated with our acquisition of this medical professional liability business was revalued to $0.7 million, resulting in a $0.8 million reduction to expenses for the quarter.
E. EARNINGS PER SHARE
Basic earnings per share (EPS) excludes dilution and is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the dilution that could occur if securities or other contracts to issue common stock or common stock equivalents were exercised or converted into common stock. When inclusion of common stock equivalents increases the earnings per share or reduces the loss per share, the effect on earnings is anti-dilutive. Under these circumstances, the diluted net earnings or net loss per share is computed excluding the common stock equivalents.
10
The following represents a reconciliation of the numerator and denominator of the basic and diluted EPS computations contained in the unaudited condensed consolidated interim financial statements.
|
|
For the Three-Month Period |
|
For the Three-Month Period |
||||||||||||
|
|
Ended June 30, 2016 |
|
Ended June 30, 2015 |
||||||||||||
|
|
Income |
|
Shares |
|
Per Share |
|
Income |
|
Shares |
|
Per Share |
||||
(in thousands, except per share data) |
|
(Numerator) |
|
(Denominator) |
|
Amount |
|
(Numerator) |
|
(Denominator) |
|
Amount |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income available to common shareholders |
|
$ |
29,077 |
|
43,721 |
|
$ |
0.67 |
|
$ |
37,185 |
|
43,210 |
|
$ |
0.86 |
Effect of Dilutive Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock options |
|
|
- |
|
702 |
|
|
|
|
|
- |
|
809 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income available to common shareholders |
|
$ |
29,077 |
|
44,423 |
|
$ |
0.65 |
|
$ |
37,185 |
|
44,019 |
|
$ |
0.84 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Six-Month Period |
|
For the Six-Month Period |
||||||||||||
|
|
Ended June 30, 2016 |
|
Ended June 30, 2015 |
||||||||||||
|
|
Income |
|
Shares |
|
Per Share |
|
Income |
|
Shares |
|
Per Share |
||||
(in thousands, except per share data) |
|
(Numerator) |
|
(Denominator) |
|
Amount |
|
(Numerator) |
|
(Denominator) |
|
Amount |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income available to common shareholders |
|
$ |
60,470 |
|
43,659 |
|
$ |
1.39 |
|
$ |
67,783 |
|
43,176 |
|
$ |
1.57 |
Effect of Dilutive Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stock options |
|
|
- |
|
722 |
|
|
|
|
|
- |
|
832 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted EPS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income available to common shareholders |
|
$ |
60,470 |
|
44,381 |
|
$ |
1.36 |
|
$ |
67,783 |
|
44,008 |
|
$ |
1.54 |
F. COMPREHENSIVE EARNINGS
Our comprehensive earnings include net earnings plus unrealized gains/losses on our available-for-sale investment securities, net of tax. In reporting comprehensive earnings on a net basis in the statement of earnings, we used the federal statutory tax rate of 35 percent.
Unrealized gains, net of tax, for the first six months of 2016 were $40.8 million, compared to unrealized losses, net of tax, of $32.5 million during the same period last year. Unrealized gains in the first six months of 2016 were primarily due to a decline in interest rates, increasing the value of the fixed income portfolio, and were aided by positive pricing movements for equity securities. In 2015, unrealized losses were the result of rising interest rates and an underperforming equity market.
The following table illustrates the changes in the balance of each component of accumulated other comprehensive earnings for each period presented in the unaudited condensed consolidated interim financial statements.
(in thousands) |
|
For the Three-Month Periods |
|
For the Six-Month Periods |
||||||||
|
|
Ended June 30, |
|
Ended June 30, |
||||||||
Unrealized Gains/Losses on Available-for-Sale Securities |
|
2016 |
|
2015 |
|
2016 |
|
2015 |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning balance |
|
$ |
145,537 |
|
$ |
163,788 |
|
$ |
123,774 |
|
$ |
171,383 |
Other comprehensive earnings before reclassifications |
|
|
25,561 |
|
|
(21,760) |
|
|
54,731 |
|
|
(20,764) |
Amounts reclassified from accumulated other comprehensive earnings |
|
|
(6,495) |
|
|
(3,172) |
|
|
(13,902) |
|
|
(11,763) |
Net current-period other comprehensive earnings (loss) |
|
$ |
19,066 |
|
$ |
(24,932) |
|
$ |
40,829 |
|
$ |
(32,527) |
Ending balance |
|
$ |
164,603 |
|
$ |
138,856 |
|
$ |
164,603 |
|
$ |
138,856 |
11
The sale or other-than-temporary impairment of an available-for-sale security results in amounts being reclassified from accumulated other comprehensive earnings to current period net earnings. The effects of reclassifications out of accumulated other comprehensive earnings by the respective line items of net earnings are presented in the following table.
|
|
Amount Reclassified from Accumulated Other |
|
|
||||||||||
(in thousands) |
|
Comprehensive Earnings |
|
|
||||||||||
|
|
For the Three-Month |
|
For the Six-Month |
|
|
||||||||
Component of Accumulated |
|
Periods Ended June 30, |
|
Periods Ended June 30, |
|
Affected line item in the |
||||||||
Other Comprehensive Earnings |
|
2016 |
|
2015 |
|
2016 |
|
2015 |
|
Statement of Earnings |
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized gains and losses on available-for-sale securities |
|
$ |
9,992 |
|
$ |
4,880 |
|
$ |
21,388 |
|
$ |
18,097 |
|
Net realized investment gains |
|
|
|
- |
|
|
- |
|
|
- |
|
|
- |
|
Other-than-temporary impairment (OTTI) losses on investments |
|
|
$ |
9,992 |
|
$ |
4,880 |
|
$ |
21,388 |
|
$ |
18,097 |
|
Earnings before income taxes |
|
|
|
(3,497) |
|
|
(1,708) |
|
|
(7,486) |
|
|
(6,334) |
|
Income tax expense |
|
|
$ |
6,495 |
|
$ |
3,172 |
|
$ |
13,902 |
|
$ |
11,763 |
|
Net earnings |
2. INVESTMENTS
Our investments are primarily composed of fixed income debt securities and common stock equity securities. As disclosed in our 2015 Annual Report on Form 10-K, we present all of our investments as available-for-sale, which are carried at fair value. When available, we obtain quoted market prices to determine fair value for our investments. If a quoted market price is not available, fair value is estimated using a secondary pricing source or using quoted market prices of similar securities. We have no investment securities for which fair value is determined using Level 3 inputs as defined in note 3 to the unaudited condensed consolidated interim financial statements, “Fair Value Measurements.”
Available-for-Sale Securities
The amortized cost and fair value of available-for-sale securities at June 30, 2016 and December 31, 2015 were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Available-for-sale |
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2016 |
||||||||||
|
|
Cost or |
|
Gross |
|
Gross |
|
|
|
|||
|
|
Amortized |
|
Unrealized |
|
Unrealized |
|
Fair |
||||
Asset Class |
|
Cost |
|
Gains |
|
Losses |
|
Value |
||||
U.S. government |
|
$ |
81,483 |
|
$ |
2,115 |
|
$ |
- |
|
$ |
83,598 |
U.S. agency |
|
|
12,616 |
|
|
860 |
|
|
- |
|
|
13,476 |
Non-U.S. govt. & agency |
|
|
8,999 |
|
|
400 |
|
|
(122) |
|
|
9,277 |
Agency MBS |
|
|
275,770 |
|
|
10,200 |
|
|
(214) |
|
|
285,756 |
ABS/CMBS* |
|
|
98,591 |
|
|
2,491 |
|
|
(184) |
|
|
100,898 |
Corporate |
|
|
561,246 |
|
|
20,961 |
|
|
(6,248) |
|
|
575,959 |
Municipal |
|
|
526,114 |
|
|
36,884 |
|
|
(9) |
|
|
562,989 |
Total Fixed Income |
|
$ |
1,564,819 |
|
$ |
73,911 |
|
$ |
(6,777) |
|
$ |
1,631,953 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
$ |
210,622 |
|
$ |
188,611 |
|
$ |
(408) |
|
$ |
398,825 |
12
Available-for-sale |
|
|
|
|
|
|
|
|
|
|
|
|
(in thousands) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2015 |
||||||||||
|
|
Cost or |
|
Gross |
|
Gross |
|
|
|
|||
|
|
Amortized |
|
Unrealized |
|
Unrealized |
|
Fair |
||||
Asset Class |
|
Cost |
|
Gains |
|
Losses |
|
Value |
||||
U.S. government |
|
$ |
43,597 |
|
$ |
58 |
|
$ |
(112) |
|
$ |
43,543 |
U.S. agency |
|
|
15,481 |
|
|
306 |
|
|
(47) |
|
|
15,740 |
Non-U.S. govt. & agency |
|
|
5,035 |
|
|
- |
|
|
(557) |
|
|
4,478 |
Agency MBS |
|
|
250,060 |
|
|
6,451 |
|
|
(1,619) |
|
|
254,892 |
ABS/CMBS* |
|
|
91,559 |
|
|
995 |
|
|
(606) |
|
|
91,948 |
Corporate |
|
|
523,351 |
|
|
8,565 |
|
|
(14,807) |
|
|
517,109 |
Municipal |
|
|
589,073 |
|
|
21,375 |
|
|
(48) |
|
|
610,400 |
Total Fixed Income |
|
$ |
1,518,156 |
|
$ |
37,750 |
|
$ |
(17,796) |
|
$ |
1,538,110 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity |
|
$ |
202,437 |
|
$ |
174,443 |
|
$ |
(1,456) |
|
$ |
375,424 |
*Non-agency asset-backed and commercial mortgage-backed
The following table presents the amortized cost and fair value of available-for-sale debt securities by contractual maturity dates as of June 30, 2016:
|
|
|
|
|
|
|
|
|
June 30, 2016 |
||||
Available-for-sale |
|
Amortized |
|
Fair |
||
(in thousands) |
|
Cost |
|
Value |
||
Due in one year or less |
|
$ |
25,024 |
|
$ |
25,134 |
Due after one year through five years |
|
|
330,491 |
|
|
337,640 |
Due after five years through 10 years |
|
|
537,974 |
|
|
565,733 |
Due after 10 years |
|
|
296,969 |
|
|
316,792 |
Mtge/ABS/CMBS* |
|
|
374,361 |
|
|
386,654 |
Total available-for-sale |
|
$ |
1,564,819 |
|
$ |
1,631,953 |
*Mortgage-backed, asset-backed and commercial mortgage-backed
Unrealized Losses
We conduct and document periodic reviews of all securities with unrealized losses to evaluate whether the impairment is other-than-temporary. The following tables are used as part of our impairment analysis and illustrate the total value of securities that were in an unrealized loss position as of June 30, 2016 and December 31, 2015. The tables segregate the securities based on type, noting the fair value, cost (or amortized cost) and unrealized loss on each category of investment as well as in total. The tables further classify the securities based on the length of time they have been in an unrealized loss position. As of June 30, 2016 unrealized losses, as shown in the following tables, were 0.3 percent of total invested assets. Unrealized losses decreased in 2016, due largely to interest rates declines during the first half of the year, which increased the fair value of securities held in the fixed income portfolio.
13
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2016 |
|
December 31, 2015 |
||||||||||||||
(in thousands) |
|
< 12 Mos. |
|
12 Mos. & |
|
Total |
|
< 12 Mos. |
|
12 Mos. & |
|
Total |
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
36,000 |
|
$ |
— |
|
$ |
36,000 |
Cost or amortized cost |
|
|
— |
|
|
— |
|
|
— |
|
|
36,112 |
|
|
— |
|
|
36,112 |
Unrealized Loss |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
(112) |
|
$ |
— |
|
$ |
(112) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Agency |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
8,070 |
|
$ |
— |
|
$ |
8,070 |
Cost or amortized cost |
|
|
— |
|
|
— |
|
|
— |
|
|
8,117 |
|
|
— |
|
|
8,117 |
Unrealized Loss |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
(47) |
|
$ |
— |
|
$ |
(47) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-U.S. government |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value |
|
$ |
— |
|
$ |
3,925 |
|
$ |
3,925 |
|
$ |
4,478 |
|
$ |
— |
|
$ |
4,478 |
Cost or amortized cost |
|
|
— |
|
|
4,047 |
|
|
4,047 |
|
|
5,035 |
|
|
— |
|
|
5,035 |
Unrealized Loss |
|
$ |
— |
|
$ |
(122) |
|
$ |
(122) |
|
$ |
(557) |
|
$ |
— |
|
$ |
(557) |
|
|
|
|