10-Q 1 ufcs-2017930x10q.htm 10-Q Document

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 001-34257
ufglogo2017a03.jpg
________________________
 UNITED FIRE GROUP, INC.
(Exact name of registrant as specified in its charter)
____________________________
 
 
 
Iowa
 
45-2302834
 
 
 
 
(State of Incorporation)
 
(IRS Employer Identification No.)
 
 

118 Second Avenue, S.E., Cedar Rapids, Iowa 52401
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (319) 399-5700

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, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer 
Accelerated filer  
 
Non-accelerated filer  
 
Smaller reporting company
 
Emerging growth company
 
 
 
 
 
 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES
NO
As of November 6, 2017, 24,877,643 shares of common stock were outstanding.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 



United Fire Group, Inc.
Index to Quarterly Report on Form 10-Q
September 30, 2017
 
Page
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 



FORWARD-LOOKING INFORMATION
This report may contain forward-looking statements about our operations, anticipated performance and other similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor under the Securities Act of 1933 (the "Securities Act") and the Securities Exchange Act of 1934, as amended (the "Exchange Act"), for forward-looking statements. The forward-looking statements are not historical facts and involve risks and uncertainties that could cause actual results to differ from those expected and/or projected. Such forward-looking statements are based on current expectations, estimates, forecasts and projections about United Fire Group, Inc. ("UFG," the "Registrant," the "Company," "we," "us," or "our"), the industry in which we operate, and beliefs and assumptions made by management. Words such as "expect(s)," "anticipate(s)," "intend(s)," "plan(s)," "believe(s)," "continue(s)," "seek(s)," "estimate(s)," "goal(s)," "target(s)," "forecast(s)," "project(s)," "predict(s)," "should," "could," "may," "will continue," "might," "hope," "can" and other words and terms of similar meaning or expression in connection with a discussion of future operations, financial performance or financial condition, are intended to identify forward-looking statements. See Part I, Item 1A "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2016 and Part II, Item 1A "Risk Factors" of this report for more information concerning factors that could cause actual results to differ materially from those in the forward-looking statements.
Risks and uncertainties that may affect the actual financial condition and results of the Company include, but are not limited to, the following:

The frequency and severity of claims, including those related to catastrophe losses and the impact those claims have on our loss reserve adequacy; the occurrence of catastrophic events, including international events, significant severe weather conditions, climate change, acts of terrorism, acts of war and pandemics;
The adequacy of our reserves for property and casualty insurance losses and loss settlement expenses and our life insurance reserve for future policy benefits;
Geographic concentration risk in both property and casualty insurance and life insurance segments;
The potential disruption of our operations and reputation due to unauthorized data access, cyber-attacks or cyber-terrorism and other security breaches;
Developments in general economic conditions, domestic and global financial markets, interest rates and other-than-temporary impairment losses that could affect the performance of our investment portfolio;
Our ability to effectively underwrite and adequately price insured risks;
Changes in industry trends, an increase in competition and significant industry developments;
Litigation or regulatory actions that could require us to pay significant damages, fines or penalties or change the way we do business;
Lowering of one or more of the financial strength ratings of our operating subsidiaries or our issuer credit ratings and the adverse impact such action may have on our premium writings, policy retention, profitability and liquidity;
Governmental actions, policies and regulations, including, but not limited to, domestic health care reform, financial services regulatory reform, corporate governance, new laws or regulations or court decisions interpreting existing laws and regulations or policy provisions; changes in laws, regulations and stock exchange requirements relating to corporate governance and the cost of compliance;
Our relationship with and the financial strength of our reinsurers;
Competitive, legal, regulatory or tax changes that affect the distribution cost or demand for our products through our independent agent/agency distribution network; and
The satisfaction of the conditions precedent to the consummation of the sale of our life insurance subsidiary, including the receipt of regulatory approvals.

These are representative of the risks, uncertainties, and assumptions that could cause actual outcomes and results to differ materially from what is expressed in forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report or as of the date they are made. Except as required under the federal securities laws and the rules and regulations of the Securities and Exchange Commission ("SEC"), we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.



1


PART I — FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS
 

United Fire Group, Inc.
Consolidated Balance Sheets
(In Thousands, Except Share Data)
September 30,
2017
 
December 31,
2016
 
(unaudited)
 
 
ASSETS
 
 
 
Investments
 
 
 
Fixed maturities
 
 
 
Held-to-maturity, at amortized cost (fair value $150 in 2017 and $150 in 2016)
$
150

 
$
150

Available-for-sale, at fair value (amortized cost $1,480,730 in 2017 and $1,458,235 in 2016)
1,498,662

 
1,453,286

Trading securities, at fair value (amortized cost $11,833 in 2017 and $13,054 in 2016)
13,673

 
14,390

Equity securities
 
 
 
Available-for-sale, at fair value (cost $57,387 in 2017 and $59,994 in 2016)
269,341

 
246,370

Trading securities, at fair value (cost $5,888 in 2017 and $5,434 in 2016)
6,330

 
5,644

Other long-term investments
49,966

 
51,769

Short-term investments
175

 
175

 
1,838,297

 
1,771,784

Cash and cash equivalents
98,610

 
89,194

Accrued investment income
14,911

 
13,617

Premiums receivable (net of allowance for doubtful accounts of $1,170 in 2017 and $1,255 in 2016)
351,410

 
306,202

Deferred policy acquisition costs
97,477

 
93,362

Property and equipment (primarily land and buildings, at cost, less accumulated depreciation of $52,081 in 2017 and $50,925 in 2016)
64,520

 
55,524

Reinsurance receivables and recoverables
68,116

 
62,707

Prepaid reinsurance premiums
3,821

 
3,782

Income taxes receivable
21,360

 
14,285

Goodwill and intangible assets
24,163

 
24,740

Other assets
15,302

 
13,943

Assets held for sale
1,592,846

 
1,605,618

TOTAL ASSETS
$
4,190,833

 
$
4,054,758

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Liabilities
 
 
 
Losses and loss settlement expenses
$
1,237,280

 
$
1,123,896

Unearned premiums
490,443

 
443,802

Accrued expenses and other liabilities
130,618

 
147,104

Deferred income taxes
24,707

 
7,849

Liabilities held for sale
1,363,737

 
1,390,223

TOTAL LIABILITIES
$
3,246,785

 
$
3,112,874

Stockholders’ Equity
 
 
 
Common stock, $0.001 par value; authorized 75,000,000 shares; 24,849,889 and 25,429,769 shares issued and outstanding in 2017 and 2016, respectively
$
25

 
$
25

Additional paid-in capital
193,114

 
216,482

Retained earnings
600,988

 
616,322

Accumulated other comprehensive income, net of tax
149,921

 
109,055

TOTAL STOCKHOLDERS’ EQUITY
$
944,048

 
$
941,884

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$
4,190,833

 
$
4,054,758

The Notes to unaudited Consolidated Financial Statements are an integral part of these statements.


2


United Fire Group, Inc.
Consolidated Statements of Income and Comprehensive Income (Unaudited)
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(In Thousands, Except Share Data)
2017
 
2016
 
2017
 
2016
Revenues
 
 
 
 
 
 
 
Net premiums earned
$
255,758

 
$
239,469

 
$
737,424

 
$
691,976

Investment income, net of investment expenses
13,792

 
14,027

 
38,561

 
35,017

Net realized investment gains (includes reclassifications for net unrealized investment gains on available-for-sale securities of $419 and $5,799 in 2017 and $2,320 and $4,666 in 2016; previously included in accumulated other comprehensive income)
67


2,129

 
3,397

 
4,832

Total revenues
$
269,617

 
$
255,625

 
$
779,382

 
$
731,825

Benefits, Losses and Expenses
 
 
 
 
 
 
 
Losses and loss settlement expenses
$
223,208

 
$
169,303

 
$
568,356

 
$
475,568

Amortization of deferred policy acquisition costs
52,986

 
52,240

 
154,845

 
151,216

Other underwriting expenses (includes reclassifications for employee benefit costs of $1,352 and $4,056 in 2017 and $1,371 and $4,113 in 2016; previously included in accumulated other comprehensive income)
25,817

 
20,047

 
69,900

 
61,469

Total benefits, losses and expenses
$
302,011

 
$
241,590

 
$
793,101

 
$
688,253

Income (loss) from continuing operations before income taxes
$
(32,394
)
 
$
14,035

 
$
(13,719
)
 
$
43,572

Federal income tax expense (benefit) (includes reclassifications of $327 and ($610) in 2017 and ($332) and ($194) in 2016; previously included in accumulated other comprehensive income)
(13,312
)
 
2,407

 
(13,330
)
 
6,489

Income (loss) from continuing operations
$
(19,082
)
 
$
11,628

 
$
(389
)
 
$
37,083

Income from discontinued operations, net of taxes
1,218

 
740

 
5,419

 
826

Net income (loss)
$
(17,864
)
 
$
12,368

 
$
5,030

 
$
37,909

Other comprehensive income (loss)
 
 
 
 
 
 
 
Change in net unrealized appreciation on investments
$
18,995

 
$
(9,440
)
 
$
64,614

 
$
83,768

Change in liability for underfunded employee benefit plans

 

 

 

Other comprehensive income , before tax and reclassification adjustments
$
18,995

 
$
(9,440
)
 
$
64,614

 
$
83,768

Income tax effect
(6,648
)
 
3,304

 
(22,615
)
 
(29,320
)
Other comprehensive income, after tax, before reclassification adjustments
$
12,347

 
$
(6,136
)
 
$
41,999

 
$
54,448

Reclassification adjustment for net realized investment gains included in income
$
(419
)
 
$
(2,320
)
 
$
(5,799
)
 
$
(4,666
)
Reclassification adjustment for employee benefit costs included in expense
1,352

 
1,371

 
4,056

 
4,113

Total reclassification adjustments, before tax
$
933

 
$
(949
)
 
$
(1,743
)
 
$
(553
)
Income tax effect
(327
)
 
332

 
610

 
194

Total reclassification adjustments, after tax
$
606

 
$
(617
)
 
$
(1,133
)
 
$
(359
)
Comprehensive income (loss)
$
(4,911
)
 
$
5,615

 
$
45,896

 
$
91,998

 
 
 
 
 
 
 
 
Diluted weighted average common shares outstanding
24,960,086

 
25,815,346

 
25,666,405

 
25,711,014

Earnings per common share from continuing operations:
 
 
 
 
 
 
 
Basic
$
(0.77
)
 
$
0.46

 
$
(0.01
)
 
$
1.47

Diluted
(0.77
)
 
0.45

 
(0.01
)
 
1.44

Earnings per common share:
 
 
 
 
 
 
 
Basic
$
(0.72
)
 
$
0.49

 
$
0.20

 
$
1.50

Diluted
(0.72
)
 
0.48

 
0.20

 
1.47

The Notes to unaudited Consolidated Financial Statements are an integral part of these statements.


3


United Fire Group, Inc.
Consolidated Statement of Stockholders’ Equity (Unaudited)

(In Thousands, Except Share Data)
Nine Months Ended September 30, 2017
 
 
Common stock
 
Balance, beginning of year
$
25

Shares repurchased (701,899 shares)

Shares issued for stock-based awards (131,777 shares)

Balance, end of period
$
25

 
 
Additional paid-in capital
 
Balance, beginning of year
$
216,482

Compensation expense and related tax benefit for stock-based award grants
3,456

Shares repurchased
(29,784
)
Shares issued for stock-based awards
2,960

Balance, end of period
$
193,114

 
 
Retained earnings
 
Balance, beginning of year
$
616,322

Net income
5,030

Dividends on common stock ($0.81 per share)
(20,364
)
Balance, end of period
$
600,988

 
 
Accumulated other comprehensive income, net of tax
 
Balance, beginning of year
$
109,055

Change in net unrealized investment appreciation(1)
38,230

Change in liability for underfunded employee benefit plans(2)
2,636

Balance, end of period
$
149,921

 
 
Summary of changes
 
Balance, beginning of year
$
941,884

Net income
5,030

All other changes in stockholders’ equity accounts
(2,866
)
Balance, end of period
$
944,048

(1)
The change in net unrealized appreciation is net of reclassification adjustments and income taxes.
(2)
The change in liability for underfunded employee benefit plans is net of reclassification adjustments and income taxes.

The Notes to unaudited Consolidated Financial Statements are an integral part of these statements.



4


United Fire Group, Inc.
Consolidated Statements of Cash Flows (Unaudited)

Nine Months Ended September 30,
(In Thousands)
2017
 
2016
Cash Flows From Operating Activities
 
 
 
Net income
$
5,030

 
$
37,909

Less net income from discontinued operations, net of taxes
5,419

 
826

Adjustments to reconcile net income to net cash provided by operating activities
 
 
 
Net accretion of bond premium
6,663

 
5,181

Depreciation and amortization
3,501

 
4,879

Stock-based compensation expense
3,456

 
2,731

Net realized investment gains
(3,397
)
 
(4,832
)
Net cash flows from trading investments
816

 
(36
)
Deferred income tax benefit
(4,979
)
 
(3,847
)
Changes in:
 
 
 
Accrued investment income
(1,294
)
 
(831
)
Premiums receivable
(45,208
)
 
(54,725
)
Deferred policy acquisition costs
(4,115
)
 
(10,268
)
Reinsurance receivables
(5,409
)
 
(12,224
)
Prepaid reinsurance premiums
(39
)
 
(212
)
Income taxes receivable
(7,075
)
 
(11,370
)
Other assets
(1,358
)
 
659

Future policy benefits and losses, claims and loss settlement expenses
113,384

 
86,272

Unearned premiums
46,641

 
53,699

Accrued expenses and other liabilities
(12,430
)
 
(6,198
)
Income taxes payable

 
(4,917
)
Deferred income taxes
1,794

 
2,665

Other, net
1,920

 
(1,605
)
Cash from operating activities - continuing operations
92,871

 
45,021

Cash from operating activities - discontinued operations
23,814

 
45,965

Total adjustments
$
116,685

 
$
90,986

Net cash provided by operating activities
$
116,296

 
$
128,069

Cash Flows From Investing Activities
 
 
 
Proceeds from sale of available-for-sale investments
$
3,388

 
$
1,968

Proceeds from call and maturity of available-for-sale investments
134,503

 
260,520

Proceeds from short-term and other investments
4,846

 
1,725

Purchase of available-for-sale investments
(162,121
)
 
(313,060
)
Purchase of short-term and other investments
(4,864
)
 
(2,772
)
Net purchases and sales of property and equipment
(11,630
)
 
(6,090
)
Cash from investing activities - continuing operations
(35,878
)
 
(57,709
)
Cash from investing activities - discontinued operations
31,517

 
37,685

Net cash used in investing activities
$
(4,361
)
 
$
(20,024
)
Cash Flows From Financing Activities
 
 
 
Payment of cash dividends
$
(20,364
)
 
$
(18,246
)
Repurchase of common stock
(29,784
)
 
(2,867
)
Issuance of common stock
2,960

 
7,149

Tax impact from issuance of common stock

 
(482
)
Cash from financing activities - continuing operations
(47,188
)
 
(14,446
)
Cash from financing activities - discontinued operations
(46,239
)
 
(59,104
)
Net cash used in financing activities
$
(93,427
)
 
$
(73,550
)
Net Change in Cash and Cash Equivalents
$
18,508

 
$
34,495

Less: decrease (increase) in cash and cash equivalents - discontinued operations
(9,092
)
 
(24,546
)
Net increase in cash and cash equivalents - continuing operations
9,416

 
9,949

Cash and Cash Equivalents at Beginning of Period - Continuing Operations
89,194

 
89,496

Cash and Cash Equivalents at End of Period - Continuing Operations
$
98,610

 
$
99,445

The Notes to unaudited Consolidated Financial Statements are an integral part of these statements.


5



UNITED FIRE GROUP, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands, except share amounts or as otherwise noted)

NOTE 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION
Nature of Business
United Fire Group, Inc. ("UFG," the "Registrant," the "Company," "we," "us," or "our") and its consolidated subsidiaries and affiliates are engaged in the business of writing property and casualty insurance and life insurance and selling annuities through a network of independent agencies. Our insurance company subsidiaries are licensed as a property and casualty insurer in 46 states and the District of Columbia, and as a life insurer in 37 states.
Discontinued Operations
We have historically reported our operations in two business segments: property and casualty insurance and life insurance. On September 18, 2017, the Company signed a definitive agreement to sell its subsidiary, United Life Insurance Company, to Kuvare US Holdings, Inc. ("Kuvare"). As a result, our life insurance business, previously a separate segment, has been considered held for sale and reported as discontinued operations in the Consolidated Balance Sheets, Consolidated Statements of Income and Comprehensive Income and Consolidated Statements of Cash Flows (collectively, the "Consolidated Financial Statements"). Subsequent to the announcement of this sale, our continuing operations are now reported as one business segment. All current and prior periods reflected in this Form 10-Q have been presented as continuing and discontinued operations, unless otherwise noted. The sale is expected to close in the first half of 2018, subject to customary conditions, including regulatory approval. For more information, refer to Note 11. Discontinued Operations.
Basis of Presentation
The unaudited consolidated interim financial statements have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP") for interim financial reporting and with the instructions to Form 10-Q and Regulation S-X promulgated by the SEC. Certain financial information that is included in our Annual Report on Form 10-K, including certain financial statement footnote disclosures, are not required by the rules and regulations of the SEC for interim financial reporting and have been condensed or omitted.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The financial statement categories that are most dependent on management estimates and assumptions include: investments; deferred policy acquisition costs; reinsurance receivables and recoverables; future policy benefits and losses, claims and loss settlement expenses; and pension and postretirement benefit obligations.
Certain prior year amounts have been reclassified to conform to the current year presentation.
Management of UFG believes the accompanying unaudited Consolidated Financial Statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows for the periods presented. All significant intercompany transactions have been eliminated in consolidation. The results reported for the interim periods are not necessarily indicative of the results of operations that may be expected for the year. The unaudited Consolidated Financial Statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2016. The review report of Ernst & Young LLP as of September 30, 2017 and for the three- and nine-month periods ended September 30, 2017 and 2016 accompanies the unaudited Consolidated Financial Statements included in Part I, Item 1 "Financial Statements."


6


Cash and Cash Equivalents
For purposes of reporting cash flows, cash and cash equivalents include cash, money market accounts, and non-negotiable certificates of deposit with original maturities of three months or less.
For the nine-month periods ended September 30, 2017 and 2016, we made payments for income taxes for continuing operations totaling $7,648 and $24,026, respectively. We received a tax refund of $10,000 during the nine-month period ended September 30, 2017. We did not receive a tax refund during the nine-month period ended September 30, 2016.
For the nine-month periods ended September 30, 2017 and 2016, we made no interest payments (excluding interest credited to policyholders’ accounts).
Deferred Policy Acquisition Costs ("DAC")

Certain costs associated with underwriting new business (primarily commissions, premium taxes and variable underwriting and policy issue expenses associated with successful acquisition efforts) are deferred. The following table is a summary of the components of DAC, including the related amortization recognized for the nine-month period ended September 30, 2017.
 
 
 
 
 
Continuing Operations
 
Discontinued Operations
 
 
 
Property & Casualty Insurance
 
Life Insurance
 
Total
Recorded asset at beginning of period
$
93,362

 
$
70,750

 
$
164,112

Underwriting costs deferred
158,960

 
4,192

 
163,152

Amortization of deferred policy acquisition costs
(154,845
)
 
(5,524
)
 
(160,369
)
Ending unamortized deferred policy acquisition costs
$
97,477

 
$
69,418

 
$
166,895

Impact of unrealized gains and losses on available-for-sale securities

 
(3,582
)
 
(3,582
)
Recorded asset at September 30, 2017
$
97,477

 
$
65,836

 
$
163,313


Property and casualty insurance policy acquisition costs deferred are amortized as premium revenue is recognized. The method followed in computing DAC limits the amount of such deferred costs to their estimated realizable value. This takes into account the premium to be earned, losses and loss settlement expenses expected to be incurred and certain other costs expected to be incurred as the premium is earned.

For traditional life insurance policies, DAC is amortized to income over the premium-paying period in proportion to the ratio of the expected annual premium revenue to the expected total premium revenue. Expected premium revenue and gross profits are based on the same mortality and withdrawal assumptions used in determining future policy benefits. These assumptions are not revised after policy issuance unless the recorded DAC asset is deemed to be unrecoverable from future expected profits.

For non-traditional life insurance policies, DAC is amortized over the anticipated terms in proportion to the ratio of the expected annual gross profits to the total expected gross profits. Changes in the amount or timing of expected gross profits result in adjustments to the cumulative amortization of these costs. The effect on amortization of DAC for revisions to estimated gross profits is reported in earnings in the period the estimated gross profits are revised.

The effect on DAC that results from the assumed realization of unrealized gains (losses) on investments allocated to non-traditional life insurance business is recognized with an offset to net unrealized investment appreciation as of the balance sheet date. The impact of unrealized gains and losses on available-for-sale securities decreased the DAC asset by $9,995 and $6,413 at September 30, 2017 and December 31, 2016, respectively.


7


Income Taxes
Deferred tax assets and liabilities are established based on differences between the financial statement bases of assets and liabilities and the tax bases of those same assets and liabilities, using the currently enacted statutory tax rates. Deferred income tax expense is measured by the year-to-year change in the net deferred tax asset or liability, except for certain changes in deferred tax amounts that affect stockholders' equity and do not impact federal income tax expense.
We reported a federal income tax benefit from continuing and discontinued operations on a consolidated basis of $10,400 and a federal income tax expenses $6,904 for the nine-month periods ended September 30, 2017 and 2016, respectively. Our effective tax rate is different than the federal statutory rate of 35.0 percent due principally to the effect of tax-exempt municipal bond interest income and non-taxable dividend income.
The Company performs a quarterly review of its tax positions and makes a determination of whether it is more likely than not that the tax position will be sustained upon examination. If based on review, it appears not more likely than not that the positions will be sustained, the Company will calculate any unrecognized tax benefits and, if necessary, calculate and accrue any related interest and penalties. We did not recognize any liability for unrecognized tax benefits at September 30, 2017 or December 31, 2016. In addition, we have not accrued for interest and penalties related to unrecognized tax benefits. However, if interest and penalties would need to be accrued related to unrecognized tax benefits, such amounts would be recognized as a component of federal income tax expense.

With regard to the sale of our life insurance subsidiary, federal income taxes will be allocated to continuing and discontinued operations in accordance with the Company’s tax allocation agreement and the terms of the definitive agreement related to the sale.
We file a consolidated federal income tax return. We also file income tax returns in various state jurisdictions. We are no longer subject to federal or state income tax examination for years before 2014. The Internal Revenue Service is conducting routine examinations of our income tax return for the 2015 tax year.

Subsequent Events

In the preparation of the accompanying financial statements, the Company has evaluated all material subsequent events or transactions that occurred after the balance sheet date through the date on which the financial statements were issued for potential recognition or disclosure in the Company's financial statements. The Company concluded there are no material subsequent events or transactions that have occurred after the balance sheet date through the date on which the financial statements were issued.
Recently Issued Accounting Standards
Accounting Standards Adopted in 2017
Share-Based Payments
In March 2016, the Financial Accounting Standards Board ("FASB") issued new guidance on the accounting for share-based payments. The new guidance was issued to simplify the accounting of share-based payments, specifically in the areas of income taxes, classification on the balance sheets as liabilities or equity and classification in the cash flow statement. The new guidance is effective for annual periods beginning after December 15, 2016 and interim periods within those years. The Company adopted the new guidance prospectively as of January 1, 2017. The new guidance resulted in classification changes between the financing and operating section of the Statement of Cash Flow for stock based compensation expense. The adoption also resulted in a tax benefit of $62 and $546 during the three- and nine-months ended September 30, 2017.




8


Income Taxes
In December 2015, the FASB issued guidance on the balance sheet classification of deferred taxes. The new guidance eliminates the requirement to split deferred tax liabilities and assets between current and non-current in a classified balance sheet. The new guidance allows deferred tax liabilities and assets to be included in non-current accounts. The Company adopted the new guidance as of January 1, 2017. The adoption had no impact on the Company's financial position and results of operations since we do not currently report deferred taxes in classified balance sheets.
Pending Adoption of Accounting Standards
Revenue Recognition
In May 2014, the FASB issued comprehensive new guidance on revenue recognition which supersedes nearly all existing revenue recognition guidance under GAAP. The new guidance requires a company to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. The standard creates a five-step model that requires companies to exercise judgment when considering the terms of the contract(s) and all relevant facts and circumstances. Insurance contracts are not within the scope of this new guidance. The new guidance is effective for annual and interim periods beginning after December 15, 2017. The Company will adopt the guidance as of January 1, 2018. The Company has completed its review of revenue streams under this new guidance and concluded that the adoption of the new guidance will have no impact on the Company's reporting and disclosure of net premiums earned from insurance contracts, net investment income or net realized gains and losses, as these items are not within the scope of this new guidance. The Company's primary revenue streams from insurance contracts, investment income and net realized gains and losses, are out of scope under this new guidance. The remaining revenue streams are immaterial and not impacted by the new standard.
Financial Instruments
In January 2016, the FASB issued guidance updating certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The amendments in this update supersede the guidance to classify equity securities with readily determinable fair values into different categories (for example, trading or available-for-sale) and require equity securities to be measured at fair value with changes in the fair value recognized through net income. The new guidance also simplifies the impairment process for equity investments without readily determinable fair values. The new guidance is effective for annual periods beginning after December 15, 2017 and interim periods within those years. The Company will adopt the new guidance as of January 1, 2018. If the new guidance were adopted as of September 30, 2017, there would be a reclassification from accumulated other comprehensive income to retained earnings equal to the amount of net unrealized gains and losses on available-for-sale equity securities at December 31, 2016 disclosed in Note 2 "Summary of Investments," of this section. The impact to net realized gains (losses) would equal the change in net unrealized gains and losses on available-for-sale equity securities between September 30, 2017 and December 31, 2016, in the same tables.
Statement of Cash Flows - Classification of Certain Cash Receipts and Payments
In August 2016, the FASB issued an update that clarifies the classification of certain cash receipts and payments in the Statement of Cash Flows. The update addresses eight existing cash flow issues by clarifying the correct classification to establish uniformity in practice. The updated guidance is effective for annual periods beginning after December 15, 2017 and interim periods within those years. The Company will adopt the new guidance as of January 1, 2018 and is currently reviewing the updates to the eight existing cash flow issues. Currently, management believes that one existing cash flow issue will be impacted by these updates. Management believes the update will have no impact on the Company's financial position and results of operations but may effect the current classification of the cash flow in the Statement of Cash Flows.



9



Defined Benefit Retirement Plan Cost
In March 2017, the FASB issued guidance on the presentation of net periodic benefit costs of defined benefit retirement benefit plans in the Statements of Income. The new guidance requires the service cost component of net periodic benefit cost of defined benefit plans to be presented in the same line in the Statements of Income as other employee compensation expenses. Also, under the new guidance, the service cost component of the net periodic benefit costs will be the only portion of costs subject to be capitalized in assets. The new guidance is effective for annual periods beginning after December 15, 2017 and interim periods within those years. The Company will adopt the new guidance as of January 1, 2018 and is currently evaluating the presentation of net periodic benefit costs in its financial statements and the impact on the Company's financial position and results of operations.
Share-Based Payments
In May 2017, the FASB issued new guidance which clarifies and addresses the diversity in practice when there is a change in the terms of a share-based payment award. The updated guidance clarifies when to use modification accounting when there is a change in the terms of a share-based payment and provides three conditions where modification accounting should not be applied. The new guidance is effective for annual and interim periods beginning after December 15, 2017. The Company will adopt the new guidance as of January 1, 2018 and is currently evaluating the impact on the Company's financial position and results of operations.
Leases
In February 2016, the FASB issued guidance on the accounting for leases. The new guidance requires lessees to place most leases on their balance sheets with expenses recognized on the income statement in a similar manner as previous methods. The new guidance is effective for annual periods beginning after December 15, 2018 and interim periods within those years. The Company will adopt the new guidance as of January 1, 2019. The Company has created an inventory of its leases and has calculated the current minimum future lease payment, which is disclosed in Note 13 "Lease Commitments" of our Annual Report on Form 10-K for the year ended December 31, 2016.
Financial Instruments - Credit Losses
In June 2016, the FASB issued new guidance on the measurement of credit losses for most financial instruments. The new guidance replaces the current incurred loss model for recognizing credit losses with an expected loss model for instruments measured at amortized cost and requires allowances to be recorded for available-for-sale debt securities rather than reduce the carrying amount. These allowances will be remeasured each reporting period. The new guidance is effective for annual periods beginning after December 15, 2020 and interim periods within those years. The Company will adopt the new guidance as of January 1, 2021 and is currently evaluating the impact on the Company's financial position, results of operations and key processes.
Income Taxes - Intra-entity Transfers
In October 2016, the FASB issued new guidance on the income tax treatment of intra-entity transfers. The new guidance replaces the current guidance which prohibits the recognition of current and deferred income taxes of intra-entity transfers until the asset is sold externally. Under the new guidance, the exemption is eliminated and income taxes will be recognized on transfers of intra-entity assets. The new guidance is effective for annual periods beginning after December 15, 2018 and interim periods beginning after December 15, 2019. The Company will adopt the new guidance as of January 1, 2019 and is currently evaluating the impact on the Company's financial position and results of operations.
Goodwill
In January 2017, the FASB issued new guidance which simplifies the test for goodwill impairment. The new guidance eliminates the implied fair value calculation when measuring a goodwill impairment charge. Under the new guidance, impairment charges will be based on the excess of the carrying value over fair value of goodwill. The


10


new guidance is effective for annual and interim periods beginning after December 15, 2019. The Company will adopt the new guidance as of January 1, 2020 and is currently evaluating the impact on the Company's financial position and results of operations.
NOTE 2. SUMMARY OF INVESTMENTS
Fair Value of Investments
A reconciliation of the amortized cost (cost for equity securities) to fair value of investments in held-to-maturity and available-for-sale fixed maturity and equity securities, presented on a consolidated basis, including both continuing and discontinued operations as of September 30, 2017 and December 31, 2016, is as follows:
September 30, 2017
 
Type of Investment
Cost or Amortized Cost
 
Gross Unrealized Appreciation
 
Gross Unrealized Depreciation
 
Fair Value
HELD-TO-MATURITY
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
Corporate bonds - financial services
$
150

 
$

 
$

 
$
150

Mortgage-backed securities
38

 
1

 

 
39

Total Held-to-Maturity Fixed Maturities
$
188

 
$
1

 
$

 
$
189

AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
U.S. Treasury
$
22,032

 
$
40

 
$
91

 
$
21,981

U.S. government agency
98,523

 
1,518

 
516

 
99,525

States, municipalities and political subdivisions
 
 
 
 
 
 
 
General obligations:
 
 
 
 
 
 
 
Midwest
120,549

 
2,388

 
499

 
122,438

Northeast
50,174

 
1,478

 
73

 
51,579

South
142,172

 
2,463

 
1,210

 
143,425

West
113,135

 
2,474

 
963

 
114,646

Special revenue:
 
 
 
 
 
 
 
Midwest
151,634

 
3,646

 
494

 
154,786

Northeast
79,159

 
1,061

 
795

 
79,425

South
261,141

 
4,421

 
2,974

 
262,588

West
157,622

 
2,676

 
1,940

 
158,358

Foreign bonds
54,300

 
1,907

 

 
56,207

Public utilities
201,418

 
4,538

 
200

 
205,756

Corporate bonds

 

 

 

Energy
96,373

 
2,367

 
95

 
98,645

Industrials
209,076

 
5,323

 
109

 
214,290

Consumer goods and services
181,471

 
5,049

 
135

 
186,385

Health care
75,775

 
2,600

 

 
78,375

Technology, media and telecommunications
143,024

 
3,308

 
193

 
146,139

Financial services
252,373

 
6,939

 
303

 
259,009



11


Mortgage-backed securities
14,496

 
169

 
179

 
14,486

Collateralized mortgage obligations
 
 
 
 
 
 
 
Government national mortgage association
153,896

 
2,292

 
1,458

 
154,730

Federal home loan mortgage corporation
191,246

 
2,410

 
3,132

 
190,524

Federal national mortgage association
106,326

 
2,240

 
832

 
107,734

Asset-backed securities
4,280

 
345

 
3

 
4,622

Total Available-for-Sale Fixed Maturities
$
2,880,195

 
$
61,652

 
$
16,194

 
$
2,925,653

Equity securities:

 

 

 

Common stocks

 

 

 

Public utilities
$
6,394

 
$
15,750

 
$
58

 
$
22,086

Energy
6,514

 
7,998

 
106

 
14,406

Industrials
13,117

 
49,890

 
164

 
62,843

Consumer goods and services
10,070

 
14,872

 
154

 
24,788

Health care
7,763

 
29,463

 

 
37,226

Technology, media and telecommunications
6,006

 
10,215

 
136

 
16,085

Financial services
11,630

 
101,813

 
73

 
113,370

Nonredeemable preferred stocks
992

 
161

 

 
1,153

Total Available-for-Sale Equity Securities
$
62,486

 
$
230,162

 
$
691

 
$
291,957

Total Available-for-Sale Securities
$
2,942,681

 
$
291,814

 
$
16,885

 
$
3,217,610

































12



December 31, 2016
 
Type of Investment
Cost or Amortized Cost
 
Gross Unrealized Appreciation
 
Gross Unrealized Depreciation
 
Fair Value
HELD-TO-MATURITY
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
Corporate bonds - financial services
$
150

 
$

 
$

 
$
150

Mortgage-backed securities
48

 
1

 

 
49

Total Held-to-Maturity Fixed Maturities
$
198

 
$
1

 
$

 
$
199

AVAILABLE-FOR-SALE

 

 

 

Fixed maturities:

 

 

 

Bonds

 

 

 

U.S. Treasury
$
23,216

 
$
87

 
$
108

 
$
23,195

U.S. government agency
76,692

 
1,445

 
540

 
77,597

States, municipalities and political subdivisions
 
 
 
 
 
 
 
General obligations:
 
 
 
 
 
 
 
Midwest
143,747

 
1,808

 
1,412

 
144,143

Northeast
57,731

 
909

 
231

 
58,409

South
129,475

 
1,249

 
2,355

 
128,369

West
114,524

 
1,380

 
2,173

 
113,731

Special revenue:
 
 
 
 
 
 
 
Midwest
167,430

 
2,313

 
1,433

 
168,310

Northeast
70,202

 
487

 
2,624

 
68,065

South
244,225

 
1,753

 
6,791

 
239,187

West
134,287

 
1,509

 
4,052

 
131,744

Foreign bonds
62,995

 
2,239

 

 
65,234

Public utilities
212,360

 
3,761

 
447

 
215,674

Corporate bonds

 


 

 

Energy
107,084

 
2,195

 
419

 
108,860

Industrials
225,526

 
5,359

 
982

 
229,903

Consumer goods and services
178,135

 
3,847

 
295

 
181,687

Health care
81,211

 
2,063

 
151

 
83,123

Technology, media and telecommunications
143,402

 
2,029

 
819

 
144,612

Financial services
269,981

 
5,328

 
1,358

 
273,951

Mortgage-backed securities
17,288

 
201

 
241

 
17,248

Collateralized mortgage obligations
 
 
 
 
 
 
 
Government national mortgage association
145,947

 
1,279

 
2,766

 
144,460

Federal home loan mortgage corporation
176,226

 
1,638

 
3,406

 
174,458

Federal national mortgage association
101,414

 
1,816

 
1,334

 
101,896

Asset-backed securities
4,407

 
145

 
282

 
4,270

Total Available-for-Sale Fixed Maturities
$
2,887,505

 
$
44,840

 
$
34,219

 
$
2,898,126



13


Equity securities:

 

 

 

Common stocks

 

 

 

Public utilities
$
6,394

 
$
13,465

 
$
188

 
$
19,671

Energy
6,514

 
8,555

 
22

 
15,047

Industrials
13,252

 
38,715

 
173

 
51,794

Consumer goods and services
10,324

 
13,851

 
58

 
24,117

Health care
7,763

 
19,657

 

 
27,420

Technology, media and telecommunications
5,931

 
9,476

 
38

 
15,369

Financial services
17,289

 
98,728

 
67

 
115,950

Nonredeemable preferred stocks
1,037

 
11

 

 
1,048

Total Available-for-Sale Equity Securities
$
68,504

 
$
202,458

 
$
546

 
$
270,416

Total Available-for-Sale Securities
$
2,956,009

 
$
247,298

 
$
34,765

 
$
3,168,542


The following table is a reconciliation of the amortized cost (cost for equity securities) to fair value of investments in held-to-maturity and available-for-sale fixed maturity and equity securities for continuing and discontinued operations by investment type at September 30, 2017 and December 31, 2016:

September 30, 2017
 
Type of Investment
Cost or Amortized Cost
 
Gross Unrealized Appreciation
 
Gross Unrealized Depreciation
 
Fair Value
HELD-TO-MATURITY
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
150

 
$

 
$

 
$
150

Discontinued operations
38

 
1

 

 
39

Total Held-to-Maturity Fixed Maturities
$
188

 
$
1

 
$

 
189

AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
1,480,730

 
$
28,606

 
$
10,674

 
$
1,498,662

Discontinued operations
1,399,465

 
33,046

 
5,520

 
1,426,991

Total Available-for-Sale Fixed Maturities
$
2,880,195

 
$
61,652

 
$
16,194

 
$
2,925,653

Equity securities:
 
 
 
 
 
 
 
Continuing operations
$
57,387

 
$
212,545

 
$
591

 
$
269,341

Discontinued operations
5,099

 
17,617

 
100

 
22,616

Total Available-for-Sale Equity Securities
$
62,486

 
$
230,162

 
$
691

 
$
291,957

Total Available-for-Sale Securities
$
2,942,681

 
$
291,814

 
$
16,885

 
$
3,217,610





14


December 31, 2016
 
Type of Investment
Cost or Amortized Cost
 
Gross Unrealized Appreciation
 
Gross Unrealized Depreciation
 
Fair Value
HELD-TO-MATURITY
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
150

 
$

 
$

 
$
150

Discontinued operations
48

 
1

 

 
49

Total Held-to-Maturity Fixed Maturities
$
198

 
$
1

 
$

 
$
199

AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
1,458,235

 
$
18,725

 
$
23,674

 
$
1,453,286

Discontinued operations
1,429,270

 
26,115

 
10,545

 
1,444,840

Total Available-for-Sale Fixed Maturities
2,887,505

 
44,840

 
34,219

 
2,898,126

Equity securities:
 
 
 
 
 
 
 
Continuing operations
$
59,994

 
$
186,692

 
$
316

 
$
246,370

Discontinued operations
8,510

 
15,766

 
230

 
24,046

Total Available-for-Sale Equity Securities
68,504

 
202,458

 
546

 
270,416

Total Available-for-Sale Securities
$
2,956,009

 
$
247,298

 
$
34,765

 
$
3,168,542

Maturities
The amortized cost and fair value of held-to-maturity, available-for-sale and trading fixed maturity securities at September 30, 2017, by contractual maturity, are shown in the following tables. The first table includes consolidated investments from both continuing and discontinued operations. The second and third tables separate maturities into continuing and discontinued operations. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Asset-backed securities, mortgage-backed securities and collateralized mortgage obligations may be subject to prepayment risk and are therefore not categorized by contractual maturity.
Maturities - Consolidated:
 
 
 
 
 
 
 
 
 
 
 
 
Held-To-Maturity
 
Available-For-Sale
 
Trading
September 30, 2017
Amortized Cost
 
Fair Value
 
Amortized Cost
 
Fair Value
 
Amortized Cost
 
Fair Value
Due in one year or less
$
150

 
$
150

 
$
128,884

 
$
129,945

 
$
1,401

 
$
1,821

Due after one year through five years

 

 
782,192

 
803,774

 
6,979

 
8,233

Due after five years through 10 years

 

 
751,756

 
771,205

 
1,302

 
1,185

Due after 10 years

 

 
747,119

 
748,633

 
2,151

 
2,434

Asset-backed securities

 

 
4,280

 
4,622

 

 

Mortgage-backed securities
38

 
39

 
14,496

 
14,486

 

 

Collateralized mortgage obligations

 

 
451,468

 
452,988

 

 

 
$
188

 
$
189

 
$
2,880,195

 
$
2,925,653

 
$
11,833

 
$
13,673



15


Maturities - Continuing Operations:
 
 
 
 
 
 
 
 
 
Held-To-Maturity
 
Available-For-Sale
 
Trading
September 30, 2017
Amortized Cost
 
Fair Value
 
Amortized Cost
 
Fair Value
 
Amortized Cost
 
Fair Value
Due in one year or less
$
150

 
$
150

 
$
54,340

 
$
54,762

 
$
1,401

 
$
1,821

Due after one year through five years

 

 
224,804

 
230,986

 
6,979

 
8,233

Due after five years through 10 years

 

 
344,553

 
354,308

 
1,302

 
1,185

Due after 10 years

 

 
675,795

 
676,310

 
2,151

 
2,434

Asset-backed securities

 

 
3,174

 
3,517

 

 

Mortgage-backed securities

 

 
9,664

 
9,783

 

 

Collateralized mortgage obligations

 

 
168,400

 
168,996

 

 

 
$
150

 
$
150

 
$
1,480,730

 
$
1,498,662

 
$
11,833

 
$
13,673


Maturities - Discontinued Operations:
 
 
 
 
 
 
 
 
 
Held-To-Maturity
 
Available-For-Sale
 
Trading
September 30, 2017
Amortized Cost
 
Fair Value
 
Amortized Cost
 
Fair Value
 
Amortized Cost
 
Fair Value
Due in one year or less
$

 
$

 
$
74,544

 
$
75,183

 
$

 
$

Due after one year through five years

 

 
557,388

 
572,788

 

 

Due after five years through 10 years

 

 
407,203

 
416,897

 

 

Due after 10 years

 

 
71,324

 
72,323

 

 

Asset-backed securities

 

 
1,107

 
1,105

 

 

Mortgage-backed securities
38

 
39

 
4,832

 
4,703

 

 

Collateralized mortgage obligations

 

 
283,067

 
283,992

 

 

 
$
38

 
$
39

 
$
1,399,465

 
$
1,426,991

 
$

 
$

















16


Net Realized Investment Gains and Losses
Net realized gains on disposition of investments are computed using the specific identification method and are included in the computation of net income. A summary of the components of net realized investment gains (losses) is as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2017
 
2016
 
2017
 
2016
Net realized investment gains (losses) from continuing operations:
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Available-for-sale
$
118

 
$
484

 
$
645

 
$
898

Trading securities
 
 
 
 
 
 
 
Change in fair value
(43
)
 
148

 
504

 
519

Sales
72

 
107

 
117

 
568

Equity securities:
 
 
 
 
 
 
 
Available-for-sale
3

 
1,375

 
1,553

 
2,359

Trading securities
 
 
 
 
 
 
 
Change in fair value
(124
)
 
(5
)
 
232

 
325

Sales
41

 
20

 
57

 
(6
)
Cash equivalents

 

 

 
169

Real estate

 

 
289

 

Total net realized investment gains from continuing operations
$
67

 
$
2,129

 
$
3,397

 
$
4,832

Total net realized investment gains from discontinued operations
296

 
461

 
3,600

 
1,409

Total net realized investment gains
$
363

 
$
2,590

 
$
6,997

 
$
6,241

The proceeds and gross realized gains on the sale of available-for-sale fixed maturity securities from continuing operations are as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2017
 
2016
 
2017
 
2016
Proceeds from sales
$
2,293

 
$

 
$
3,388

 
$
1,968

Gross realized gains

 

 
1,046

 
921

Gross realized losses

 

 

 

The proceeds and gross realized gains on the sale of available-for-sale fixed maturity securities from discontinued operations are as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2017
 
2016
 
2017
 
2016
Proceeds from sales
$
1,844

 
$
2,007

 
$
5,807

 
$
3,081

Gross realized gains

 
11

 
1,254

 
65

Gross realized losses

 

 
(78
)
 

There were no sales of held-to-maturity securities during the three- and nine-month periods ended September 30, 2017 and 2016.

Our investment portfolio includes trading securities with embedded derivatives. These securities are primarily convertible securities which are recorded at fair value. Income or loss, including the change in the fair value of these trading securities, is recognized currently in earnings as a component of net realized investment gains. Our portfolio of trading securities had a fair value of $20,003 and $20,034 at September 30, 2017 and December 31, 2016, respectively.


17


Funding Commitment

Pursuant to an agreement with one of our limited liability partnership investments, we are contractually committed through December 31, 2023 to make capital contributions upon request of the partnership. Our remaining potential contractual obligation was $3,738 at September 30, 2017.
Unrealized Appreciation
A summary of the changes in net unrealized investment appreciation during the reporting period is as follows:
 
Nine Months Ended September 30,
 
2017
 
2016
Change in net unrealized investment appreciation
 
 
 
Available-for-sale fixed maturities
$
34,837

 
$
83,498

Available-for-sale equity securities
27,559

 
15,459

Deferred policy acquisition costs
(3,582
)
 
(19,857
)
Income tax effect
(20,584
)
 
(27,685
)
Total change in net unrealized investment appreciation, net of tax
$
38,230

 
$
51,415

We continually monitor the difference between our cost basis and the estimated fair value of our investments. Our accounting policy for impairment recognition requires other-than-temporary impairment ("OTTI") charges to be recorded when we determine that it is more likely than not that we will be unable to collect all amounts due according to the contractual terms of the fixed maturity security or that the anticipated recovery in fair value of the equity security will not occur in a reasonable amount of time. Impairment charges on investments are recorded based on the fair value of the investments at the measurement date or based on the value calculated using a discounted cash flow model. Credit-related impairments on fixed maturity securities that we do not plan to sell, and for which we are not more likely than not to be required to sell, are recognized in net income. Any non-credit related impairment is recognized as a component of other comprehensive income. Factors considered in evaluating whether a decline in value is other-than-temporary include: the length of time and the extent to which fair value has been less than cost; the financial condition and near-term prospects of the issuer; our intention to hold the investment; and the likelihood that we will be required to sell the investment.
The tables on the following pages summarize our fixed maturity and equity securities that were in an unrealized loss position on a consolidated basis, including both continuing and discontinued operations at September 30, 2017 and December 31, 2016. The securities are presented by the length of time they have been continuously in an unrealized loss position. It is possible that we could recognize OTTI charges in future periods on securities held at September 30, 2017, if future events or information cause us to determine that a decline in fair value is other-than-temporary.
We have evaluated the near-term prospects of the issuers of our fixed maturity securities in relation to the severity and duration of the unrealized loss and determined that these losses did not warrant the recognition of an OTTI charge at September 30, 2017 or at September 30, 2016. We have no intent to sell, and it is more likely than not that we will not be required to sell, these securities until the fair value recovers to at least equal our cost basis or the securities mature.
We have evaluated the near-term prospects of the issuers of our equity securities in relation to the severity and duration of the unrealized loss and determined that these losses did not warrant the recognition of an OTTI charge at September 30, 2017 or at September 30, 2016. Our largest unrealized loss greater than 12 months on an individual equity security at September 30, 2017 was $152. We have no intention to sell any of these securities prior to a recovery in value, but will continue to monitor the fair value reported for these securities as part of our overall process to evaluate investments for OTTI recognition.


18


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2017
Less than 12 months
 
12 months or longer
 
Total
Type of Investment
Number
of Issues
 
Fair
Value
 
Gross Unrealized
Depreciation
 
Number
of Issues
 
Fair
Value
 
Gross Unrealized Depreciation
 
Fair
Value
 
Gross Unrealized Depreciation
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. Treasury
3

 
$
8,920

 
$
44

 
3

 
$
2,829

 
$
47

 
$
11,749

 
$
91

U.S. government agency
8

 
33,607

 
306

 
3

 
12,789

 
210

 
46,396

 
516

States, municipalities and political subdivisions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Midwest
3

 
4,343

 
46

 
3

 
19,742

 
453

 
24,085

 
499

Northeast

 

 

 
1

 
3,587

 
73

 
3,587

 
73

South
7

 
14,594

 
56

 
11

 
27,919

 
1,154

 
42,513

 
1,210

West
2

 
3,600

 
29

 
8

 
25,333

 
934

 
28,933

 
963

Special revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Midwest
2

 
3,990

 
10

 
7

 
19,034

 
484

 
23,024

 
494

Northeast
6

 
27,751

 
312

 
9

 
15,275

 
483

 
43,026

 
795

South
13

 
32,415

 
433

 
27

 
66,978

 
2,541

 
99,393

 
2,974

West
8

 
20,369

 
135

 
22

 
55,836

 
1,805

 
76,205

 
1,940

Public utilities
2

 
3,201

 
52

 
4

 
7,491

 
148

 
10,692

 
200

Corporate bonds
 
 
 
 
 
 
 
 
 
 
 
 


 


Energy
2

 
6,166

 
13

 
1

 
1,807

 
82

 
7,973

 
95

Industrials

 

 

 
2

 
4,271

 
109

 
4,271

 
109

Consumer goods and services
5

 
7,469

 
62

 
2

 
5,097

 
73

 
12,566

 
135

Technology, media and telecommunications
6

 
15,263

 
88

 
2

 
8,384

 
105

 
23,647

 
193

Financial services
11

 
21,623

 
163

 
1

 
7,243

 
140

 
28,866

 
303

Mortgage-backed securities
11

 
4,411

 
43

 
3

 
4,790

 
136

 
9,201

 
179

Collateralized mortgage obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Government national mortgage association
16

 
40,243

 
439

 
13

 
38,573

 
1,019

 
78,816

 
1,458

Federal home loan mortgage corporation
16

 
64,647

 
1,166

 
12

 
42,472

 
1,966

 
107,119

 
3,132

Federal national mortgage association
13

 
35,709

 
496

 
6

 
10,008

 
336

 
45,717

 
832

Asset-backed securities
1

 
997

 
3

 

 

 

 
997

 
3

Total Available-for-Sale Fixed Maturities
135

 
$
349,318

 
$
3,896

 
140

 
$
379,458

 
$
12,298

 
$
728,776

 
$
16,194

Equity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stocks
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Public utilities

 
$

 
$

 
1

 
$
250

 
$
58

 
$
250

 
$
58

Energy
2

 
546

 
102

 
1

 
182

 
4

 
728

 
106

Industrials
1

 
106

 
6

 
5

 
141

 
158

 
247

 
164

Consumer goods and services

 

 

 
4

 
178

 
154

 
178

 
154

Technology, media and telecommunications
2

 
445

 
115

 
1

 
4

 
21

 
449

 
136

Financial services
1

 
30

 
25

 
2

 
165

 
48

 
195

 
73

Total Available-for-Sale Equity Securities
6

 
$
1,127

 
$
248

 
14

 
$
920

 
$
443

 
$
2,047

 
$
691

Total Available-for-Sale Securities
141

 
$
350,445

 
$
4,144

 
154

 
$
380,378

 
$
12,741

 
$
730,823

 
$
16,885




19


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
Less than 12 months
 
12 months or longer
 
Total
Type of Investment
Number
of Issues
 
Fair
Value
 
Gross Unrealized Depreciation
 
Number
of Issues
 
Fair
Value
 
Gross Unrealized Depreciation
 
Fair
Value
 
Gross Unrealized Depreciation
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. Treasury
9

 
$
10,800

 
$
108

 

 
$

 
$

 
$
10,800

 
$
108

U.S. government agency
10

 
36,593

 
540

 

 

 

 
36,593

 
540

States, municipalities and political subdivisions
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
General obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Midwest
27

 
40,545

 
1,412

 

 

 

 
40,545

 
1,412

Northeast
9

 
9,874

 
231

 

 

 

 
9,874

 
231

South
37

 
53,699

 
2,355

 

 

 

 
53,699

 
2,355

West
30

 
55,265

 
2,173

 

 

 

 
55,265

 
2,173

Special revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Midwest
41

 
62,937

 
1,433

 

 

 

 
62,937

 
1,433

Northeast
22

 
54,993

 
2,624

 

 

 

 
54,993

 
2,624

South
79

 
152,979

 
6,791

 

 

 

 
152,979

 
6,791

West
44

 
81,676

 
4,052

 

 

 

 
81,676

 
4,052

Public utilities
20

 
38,511

 
423

 
2

 
2,122

 
24

 
40,633

 
447

Corporate bonds
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Energy
8

 
15,938

 
313

 
3

 
8,232

 
106

 
24,170

 
419

Industrials
24

 
42,854

 
596

 
3

 
5,641

 
386

 
48,495

 
982

Consumer goods and services
11

 
21,059

 
295

 

 

 

 
21,059

 
295

Health care
9

 
20,918

 
151

 

 

 

 
20,918

 
151

Technology, media and telecommunications
16

 
41,230

 
516

 
3

 
10,241

 
303

 
51,471

 
819

Financial services
37

 
75,286

 
1,358

 

 

 

 
75,286

 
1,358

Mortgage-backed securities
16

 
9,611

 
187

 
5

 
1,198

 
54

 
10,809

 
241

Collateralized mortgage obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Government national mortgage association
36

 
82,430

 
2,261

 
9

 
13,603

 
505

 
96,033

 
2,766

Federal home loan mortgage corporation
41

 
105,775

 
3,165

 
3

 
5,141

 
241

 
110,916

 
3,406

Federal national mortgage association
27

 
46,633

 
1,091

 
4

 
4,341

 
243

 
50,974

 
1,334

Asset-backed securities
1

 
971

 
29

 
1

 
2,559

 
253

 
3,530

 
282

Total Available-for-Sale Fixed Maturities
554

 
$
1,060,577

 
$
32,104

 
33

 
$
53,078

 
$
2,115

 
$
1,113,655

 
$
34,219

Equity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stocks
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Public utilities

 
$

 
$

 
3

 
$
120

 
$
188

 
$
120

 
$
188

Energy

 

 

 
1

 
163

 
22

 
163

 
22

Industrials

 

 

 
6

 
239

 
173

 
239

 
173

Consumer goods and services
3

 
282

 
55

 
2

 
15

 
3

 
297

 
58

Technology, media and telecommunications
7

 
26

 
5

 
8

 
33

 
33

 
59

 
38

Financial services
3

 
53

 
3

 
2

 
150

 
64

 
203

 
67

Total Available-for-Sale Equity Securities
13

 
$
361

 
$
63

 
22

 
$
720

 
$
483

 
$
1,081

 
$
546

Total Available-for-Sale Securities
567

 
$
1,060,938

 
$
32,167

 
55

 
$
53,798

 
$
2,598

 
$
1,114,736

 
$
34,765



20



The tables on the following pages are a reconciliation for continuing and discontinued operations of our total fixed maturity and equity securities that were in an unrealized loss position at September 30, 2017 and December 31, 2016. The securities are presented by the length of time they have been continuously in an unrealized loss position:

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
September 30, 2017
Less than 12 months
 
12 months or longer
 
Total
Type of Investment
Number
of Issues
 
Fair
Value
 
Gross Unrealized
Depreciation
 
Number
of Issues
 
Fair
Value
 
Gross Unrealized Depreciation
 
Fair
Value
 
Gross Unrealized Depreciation
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
85

 
$
206,874

 
$
2,059

 
101

 
$
259,297

 
$
8,615

 
$
466,171

 
$
10,674

Discontinued operations
50

 
142,444

 
1,837

 
39

 
120,161

 
3,683

 
262,605

 
5,520

Total Available-for-Sale Fixed Maturities
135

 
$
349,318

 
$
3,896

 
140

 
$
379,458

 
$
12,298

 
$
728,776

 
$
16,194

Equity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
6

 
$
1,127

 
$
248

 
10

 
$
540

 
$
343

 
$
1,667

 
$
591

Discontinued operations

 

 

 
4

 
380

 
100

 
380

 
100

Total Available-for-Sale Equity Securities
6

 
$
1,127

 
$
248

 
14

 
$
920

 
$
443

 
$
2,047

 
$
691

Total Available-for-Sale Securities
141

 
$
350,445

 
$
4,144

 
154

 
$
380,378

 
$
12,741

 
$
730,823

 
$
16,885


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 31, 2016
Less than 12 months
 
12 months or longer
 
Total
Type of Investment
Number
of Issues
 
Fair
Value
 
Gross Unrealized
Depreciation
 
Number
of Issues
 
Fair
Value
 
Gross Unrealized Depreciation
 
Fair
Value
 
Gross Unrealized Depreciation
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
404

 
$
654,235

 
$
23,359

 
12

 
$
6,288

 
$
315

 
$
660,523

 
$
23,674

Discontinued operations
150

 
406,342

 
8,745

 
21

 
46,790

 
1,800

 
453,132

 
10,545

Total Available-for-Sale Fixed Maturities
554

 
$
1,060,577

 
$
32,104

 
33

 
$
53,078

 
$
2,115

 
$
1,113,655

 
$
34,219

Equity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Continuing operations
12

 
$
351

 
$
62

 
17

 
$
477

 
$
254

 
$
828

 
$
316

Discontinued operations
1

 
10

 
1

 
5

 
243

 
229

 
253

 
230

Total Available-for-Sale Equity Securities
13

 
$
361

 
$
63

 
22

 
$
720

 
$
483

 
$
1,081

 
$
546

Total Available-for-Sale Securities
567

 
$
1,060,938

 
$
32,167

 
55

 
$
53,798

 
$
2,598

 
$
1,114,736

 
$
34,765




21


NOTE 3. FAIR VALUE OF FINANCIAL INSTRUMENTS

Current accounting guidance on fair value measurements includes the application of a fair value hierarchy that requires us to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Our financial instruments that are recorded at fair value are categorized into a three-level hierarchy, which is based upon the priority of the inputs to the valuation technique. The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets (i.e., Level 1) and the lowest priority to unobservable inputs (i.e., Level 3). If the inputs used to measure fair value fall within different levels of the hierarchy, the category level is based on the lowest priority level input that is significant to the fair value measurement of the financial instrument.
Financial instruments recorded at fair value are categorized in the fair value hierarchy as follows:
Level 1: Valuations are based on unadjusted quoted prices in active markets for identical financial instruments that we have the ability to access.
Level 2: Valuations are based on quoted prices for similar financial instruments, other than quoted prices included in Level 1, in markets that are not active or on inputs that are observable either directly or indirectly for the full term of the financial instrument.
Level 3: Valuations are based on pricing or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement of the financial instrument. Such inputs may reflect management's own assumptions about the assumptions a market participant would use in pricing the financial instrument.
We review our fair value hierarchy categorizations on a quarterly basis at which time the classification of certain financial instruments may change if the input observations have changed. Transfers between levels, if any, are recorded as of the beginning of the reporting period.
To determine the fair value of the majority of our investments, we utilize prices obtained from independent, nationally recognized pricing services. We obtain one price for each security. When the pricing services cannot provide a determination of fair value for a specific security, we obtain non-binding price quotes from broker-dealers with whom we have had several years experience and who have demonstrated knowledge of the subject security. We request and utilize one broker quote per security.
In order to determine the proper classification in the fair value hierarchy for each security where the price is obtained from an independent pricing service, we obtain and evaluate the vendors' pricing procedures and inputs used to price the security, which include unadjusted quoted market prices for identical securities, such as a New York Stock Exchange closing price, and quoted prices for identical securities in markets that are not active. For fixed maturity securities, an evaluation of interest rates and yield curves observable at commonly quoted intervals, volatility, prepayment speeds, credit risks and default rates may also be performed. We have determined that these processes and inputs result in fair values and classifications consistent with the applicable accounting guidance on fair value measurements.
When possible, we use quoted market prices to determine the fair value of fixed maturities, equity securities, trading securities and short-term investments. When quoted market prices do not exist, we base estimates of fair value on market information obtained from independent pricing services and brokers or on valuation techniques that are both unobservable and significant to the overall fair value measurement of the financial instrument. Such inputs may reflect management's own assumptions about the assumptions a market participant would use in pricing the financial instrument. Our valuation techniques are discussed in more detail throughout this section.
The fair value of our mortgage loans is determined by modeling performed by us based on the stated principal and coupon payments provided for in the loan agreements. These cash flows are then discounted using an appropriate risk-adjusted discount rate to determine the security's fair value, which is a Level 3 fair value measurement.


22


The fair value of our policy loans is equivalent to carrying value, which is a reasonable estimate of fair value and is classified as Level 2. We do not make policy loans for amounts in excess of the cash surrender value of the related policy. In all instances, the policy loans are fully collateralized by the related liability for future policy benefits for traditional insurance policies or by the policyholders' account balance for non-traditional policies.
Our other long-term investments consist primarily of our interests in limited liability partnerships that are recorded on the equity method of accounting. The fair value of the partnerships is obtained from the fund managers, which is based on the fair value of the underlying investments held in the partnerships. In management's opinion, these values represent a reasonable estimate of fair value. We have not adjusted the net asset value provided by the fund managers.
For cash and cash equivalents and accrued investment income, carrying value is a reasonable estimate of fair value due to the short-term nature of these financial instruments.

The Company formed a rabbi trust in 2014 to fund obligations under the United Fire & Casualty Company Non-qualified Deferred Compensation Plan and United Fire Group Supplemental Executive Retirement and Deferral Plan (collectively, the "Executive Retirement Plans"). Within the rabbi trust, corporate-owned life insurance ("COLI") policies are utilized as an investment vehicle and source of funding for the Company's Executive Retirement Plans. The COLI policies invest in mutual funds, which are priced daily by independent sources. As of September 30, 2017, the cash surrender value of the COLI policies was $3,759, which is equal to the fair value measured using Level 2 inputs, based on the underlying assets of the COLI policies, and is included in other assets in the Consolidated Balance Sheets.

Policy reserves are developed and recorded for deferred annuities, which is an interest-sensitive product, and income annuities. The fair value of the reserve liability for these annuity products is based upon an estimate of the discounted pretax cash flows that are forecast for the underlying business, which is a Level 3 fair value measurement. We base the discount rate on the current U.S. Treasury spot yield curve, which is then risk-adjusted for nonperformance risk and, for interest-sensitive business and market risk factors. The risk-adjusted discount rate is developed using interest rates that are available in the market and representative of the risks applicable to the underlying business.

























23


A summary of the carrying value and estimated fair value of our financial instruments from continuing operations at September 30, 2017 and December 31, 2016 is as follows:
 
September 30, 2017
 
December 31, 2016
 
Fair Value
 
Carrying Value
 
Fair Value
 
Carrying Value
Assets
 
 
 
 
 
 
 
Investments
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Held-to-maturity securities
$
150

 
$
150

 
$
150

 
$
150

Available-for-sale securities
1,498,662

 
1,498,662

 
1,453,286

 
1,453,286

Trading securities
13,673

 
13,673

 
14,390

 
14,390

Equity securities:
 
 
 
 
 
 
 
Available-for-sale securities
269,341

 
269,341

 
246,370

 
246,370

Trading securities
6,330

 
6,330

 
5,644

 
5,644

Other long-term investments
49,966

 
49,966

 
51,769

 
51,769

Short-term investments
175

 
175

 
175

 
175

Cash and cash equivalents
98,610

 
98,610

 
89,194

 
89,194

Corporate-owned life insurance
3,759

 
3,759

 
2,592

 
2,592


A summary of the carrying value and estimated fair value of our financial instruments from discontinued operations at September 30, 2017 and December 31, 2016 is as follows:
 
September 30, 2017
 
December 31, 2016
 
Fair Value
 
Carrying Value
 
Fair Value
 
Carrying Value
Assets
 
 
 
 
 
 
 
Investments
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Held-to-maturity securities
$
39

 
$
38

 
$
49

 
$
48

Available-for-sale securities
1,426,991

 
1,426,991

 
1,444,840

 
1,444,840

Equity securities:
 
 
 
 
 
 
 
Available-for-sale securities
22,616

 
22,616

 
24,046

 
24,046

Mortgage loans
3,690

 
3,504

 
3,895

 
3,706

Policy loans
5,770

 
5,770

 
5,366

 
5,366

Other long-term investments
16,299

 
16,299

 
15,780

 
15,870

Cash and cash equivalents
30,751

 
30,751

 
21,659

 
21,659

Liabilities
 
 
 
 
 
 
 
Policy reserves
 
 
 
 
 
 
 
Annuity (accumulations) (1)
$
617,819

 
$
620,037

 
$
646,764

 
$
666,711

Annuity (benefit payments)
144,901

 
95,086

 
144,283

 
95,129
















24


The following tables present the categorization for our financial instruments measured at fair value on a recurring basis. The table includes financial instruments from both continuing and discontinued operations at September 30, 2017 and December 31, 2016:
September 30, 2017
 
 
Fair Value Measurements
Description
Total
 
Level 1
 
Level 2
 
Level 3
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
U.S. Treasury
$
21,981

 
$

 
$
21,981

 
$

U.S. government agency
99,525

 

 
99,525

 

States, municipalities and political subdivisions
 
 
 
 
 
 
 
General obligations
 
 
 
 
 
 
 
Midwest
122,438

 

 
122,438

 

Northeast
51,579

 

 
51,579

 

South
143,425

 

 
143,425

 

West
114,646

 

 
114,646

 

Special revenue
 
 
 
 
 
 
 
Midwest
154,786

 

 
154,709

 
77

Northeast
79,425

 

 
79,425

 

South
262,588

 

 
262,588

 

West
158,358

 

 
158,358

 

Foreign bonds
56,207

 

 
56,207

 

Public utilities
205,756

 

 
205,756

 

Corporate bonds
 
 
 
 
 
 
 
Energy
98,645

 

 
98,645

 

Industrials
214,290

 

 
214,290

 

Consumer goods and services
186,385

 

 
185,686

 
699

Health care
78,375

 

 
78,375

 

Technology, media and telecommunications
146,139

 

 
146,139

 

Financial services
259,009

 

 
250,992

 
8,017

Mortgage-backed securities
14,486

 

 
14,486

 

Collateralized mortgage obligations
 
 
 
 
 
 
 
Government national mortgage association
154,730

 

 
154,730

 

Federal home loan mortgage corporation
190,524

 

 
190,524

 

Federal national mortgage association
107,734

 

 
107,734

 

Asset-backed securities
4,622

 

 
3,991

 
631

Total Available-for-Sale Fixed Maturities
$
2,925,653

 
$

 
$
2,916,229

 
$
9,424

Equity securities:
 
 
 
 
 
 
 
Common stocks
 
 
 
 
 
 
 
Public utilities
$
22,086

 
$
22,086

 
$

 
$

Energy
14,406

 
14,406

 

 

Industrials
62,843

 
62,843

 

 

Consumer goods and services
24,788

 
24,788

 

 

Health care
37,226

 
37,226

 

 



25


Technology, media and telecommunications
16,085

 
16,085

 

 

Financial services
113,370

 
113,370

 

 

Nonredeemable preferred stocks
1,153

 
419

 

 
734

Total Available-for-Sale Equity Securities
$
291,957

 
$
291,223

 
$

 
$
734

Total Available-for-Sale Securities
$
3,217,610

 
$
291,223

 
$
2,916,229

 
$
10,158

TRADING
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Corporate bonds


 


 


 


Industrials
$
2,117

 
$

 
$
2,117

 
$

Consumer goods and services
289

 

 
289

 

Health care
3,557

 

 
3,557

 

Technology, media and telecommunications
1,373

 

 
1,373

 

Financial services
4,780

 

 
4,780

 

Redeemable preferred stocks
1,557

 
1,557

 

 

Equity securities:
 
 
 
 
 
 
 
Public utilities
831

 
831

 

 

Energy
206

 
206

 

 

Industrials
900

 
900

 

 

Consumer goods and services
1,209

 
1,209

 

 

Health care
369

 
369

 

 

Financial services
218

 
218

 

 

Nonredeemable preferred stocks
2,597

 
2,597

 

 

Total Trading Securities
$
20,003

 
$
7,887

 
$
12,116

 
$

Short-Term Investments
$
175

 
$
175

 
$

 
$

Money Market Accounts
$
13,897

 
$
13,897

 
$

 
$

Corporate-Owned Life Insurance
$
3,759

 
$

 
$
3,759

 
$

Total Assets Measured at Fair Value
$
3,255,444

 
$
313,182

 
$
2,932,104

 
$
10,158




26


December 31, 2016
 
 
Fair Value Measurements
Description
Total
 
Level 1
 
Level 2
 
Level 3
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
U.S. Treasury
$
23,195

 
$

 
$
23,195

 
$

U.S. government agency
77,597

 

 
77,597

 

States, municipalities and political subdivisions
 
 
 
 
 
 
 
General obligations
 
 
 
 
 
 
 
Midwest
144,143

 

 
144,143

 

Northeast
58,409

 

 
58,409

 

South
128,369

 

 
128,369

 

West
113,731

 

 
113,731

 

Special revenue
 
 
 
 
 
 
 
Midwest
168,310

 

 
168,142

 
168

Northeast
68,065

 

 
68,065

 

South
239,187

 

 
239,187

 

West
131,744

 

 
131,744

 

Foreign bonds
65,234

 

 
65,234

 

Public utilities
215,674

 

 
215,674

 

Corporate bonds
 
 
 
 
 
 
 
Energy
108,860

 

 
108,860

 

Industrials
229,903

 

 
229,903

 

Consumer goods and services
181,687

 

 
180,590

 
1,097

Health care
83,123

 

 
83,123

 

Technology, media and telecommunications
144,612

 

 
144,612

 

Financial services
273,951

 

 
265,154

 
8,797

Mortgage-backed securities
17,248

 

 
17,248

 

Collateralized mortgage obligations
 
 
 
 
 
 
 
Government national mortgage association
144,460

 

 
144,460

 

Federal home loan mortgage corporation
174,458

 

 
174,458

 

Federal national mortgage association
101,896

 

 
101,896

 

Asset-backed securities
4,270

 

 
3,821

 
449

Total Available-for-Sale Fixed Maturities
$
2,898,126

 
$

 
$
2,887,615

 
$
10,511

Equity securities:
 
 
 
 
 
 
 
Common stocks
 
 
 
 
 
 
 
Public utilities
$
19,671

 
$
19,671

 
$

 
$

Energy
15,047

 
15,047

 

 

Industrials
51,794

 
51,794

 

 

Consumer goods and services
24,117

 
24,117

 

 

Health care
27,420

 
27,420

 

 

Technology, media and telecommunications
15,369

 
15,369

 

 

Financial services
115,950

 
111,958

 

 
3,992



27


Nonredeemable preferred stocks
1,048

 
453

 

 
595

Total Available-for-Sale Equity Securities
$
270,416

 
$
265,829

 
$

 
$
4,587

Total Available-for-Sale Securities
$
3,168,542

 
$
265,829

 
$
2,887,615

 
$
15,098

TRADING
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Bonds
 
 
 
 
 
 
 
Corporate bonds
 
 
 
 
 
 
 
Industrials
$
3,919

 
$

 
$
3,919

 
$

Consumer goods and services
127

 

 
127

 

Health care
3,410

 

 
3,410

 

Technology, media and telecommunications
787

 

 
787

 

Financial services
4,842

 

 
4,842

 

Redeemable preferred stocks
1,305

 
1,305

 

 

Equity securities:
 
 
 
 
 
 
 
Public utilities
613

 
613

 

 

Energy
286

 
286

 

 

Industrials
877

 
877

 

 

Consumer goods and services
1,202

 
1,202

 

 

Health care
339

 
339

 

 

Financial services
206

 
206

 

 

Nonredeemable preferred stocks
2,121

 
2,121

 

 

Total Trading Securities
$
20,034

 
$
6,949

 
$
13,085

 
$

Short-Term Investments
$
175

 
$
175

 
$

 
$

Money Market Accounts
$
16,802

 
$
16,802

 
$

 
$

Corporate-Owned Life Insurance
$
2,592

 
$

 
$
2,592

 
$

Total Assets Measured at Fair Value
$
3,208,145

 
$
289,755

 
$
2,903,292

 
$
15,098





















28


The following tables are a reconciliation for both continuing and discontinued operations of the presentation of the categorization for our financial instruments measured at fair value on a recurring basis at September 30, 2017 and December 31, 2016:
September 30, 2017
 
 
Fair Value Measurements
Description
Total
 
Level 1
 
Level 2
 
Level 3
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
1,498,662

 
$

 
$
1,497,931

 
$
731

Discontinued operations
1,426,991

 

 
1,418,298

 
8,693

Total Available-for-Sale Fixed Maturities
$
2,925,653

 
$

 
$
2,916,229

 
$
9,424

Equity securities:
 
 
 
 
 
 
 
Continuing operations
$
269,341

 
$
268,607

 
$

 
$
734

Discontinued operations
22,616

 
22,616

 

 

Total Available-for-Sale Equity Securities
$
291,957

 
$
291,223

 
$

 
$
734

Total Available-for-Sale Securities
$
3,217,610

 
$
291,223

 
$
2,916,229

 
$
10,158

TRADING
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
13,673

 
$
1,557

 
$
12,116

 
$

Discontinued operations

 

 

 

Equity securities:
 
 
 
 
 
 
 
Continuing operations
6,330

 
6,330

 

 

Discontinued operations

 

 

 

Total Trading Securities
$
20,003

 
$
7,887

 
$
12,116

 
$

SHORT-TERM INVESTMENTS
 
 
 
 
 
 
 
Continuing operations
$
175

 
$
175

 
$

 
$

Discontinued operations

 

 

 
$

Short-Term Investments
$
175

 
$
175

 
$

 
$

MONEY MARKET ACCOUNTS
 
 
 
 
 
 
 
Continuing operations
$
13,203

 
$
13,203

 
$

 
$

Discontinued operations
694

 
694

 

 

Money Market Accounts
$
13,897

 
$
13,897

 
$

 
$

CORPORATE-OWNED LIFE INSURANCE
 
 
 
 
 
 
 
Continuing operations
$
3,759

 
$

 
$
3,759

 
$

Discontinued operations

 

 

 

Corporate-Owned Life Insurance
$
3,759

 
$

 
$
3,759

 
$

Total Assets Measured at Fair Value
$
3,255,444

 
$
313,182

 
$
2,932,104

 
$
10,158



29


December 31, 2016
 
 
Fair Value Measurements
Description
Total
 
Level 1
 
Level 2
 
Level 3
AVAILABLE-FOR-SALE
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
1,453,286

 
$

 
$
1,452,737

 
$
549

Discontinued operations
1,444,840

 

 
1,434,878

 
9,962

Total Available-for-Sale Fixed Maturities
$
2,898,126

 
$

 
$
2,887,615

 
$
10,511

Equity securities:
 
 
 
 
 
 
 
Continuing operations
$
246,370

 
$
243,627

 
$

 
$
2,743

Discontinued operations
24,046

 
22,202

 

 
1,844

Total Available-for-Sale Equity Securities
$
270,416

 
$
265,829

 
$

 
$
4,587

Total Available-for-Sale Securities
$
3,168,542

 
$
265,829

 
$
2,887,615

 
$
15,098

TRADING
 
 
 
 
 
 
 
Fixed maturities:
 
 
 
 
 
 
 
Continuing operations
$
14,390

 
$
1,305

 
$
13,085

 
$

Discontinued operations

 

 

 

Equity securities:
 
 
 
 
 
 
 
Continuing operations
5,644

 
5,644

 

 

Discontinued operations

 

 

 

Total Trading Securities
$
20,034

 
$
6,949

 
$
13,085

 
$

SHORT-TERM INVESTMENTS
 
 
 
 
 
 
 
Continuing operations
$
175

 
$
175

 
$

 
$

Discontinued operations

 

 

 

Short-Term Investments
$
175

 
$
175

 
$

 
$

MONEY MARKET ACCOUNTS
 
 
 
 
 
 
 
Continuing operations
$
4,810

 
$
4,810

 
$

 
$

Discontinued operations
11,992

 
11,992

 

 

Money Market Accounts
$
16,802

 
$
16,802

 
$

 
$

CORPORATE-OWNED LIFE INSURANCE
 
 
 
 
 
 
 
Continuing operations
$
2,592

 
$

 
$
2,592

 
$

Discontinued operations

 

 

 

Corporate-Owned Life Insurance
$
2,592

 
$

 
$
2,592

 
$

Total Assets Measured at Fair Value
$
3,208,145

 
$
289,755

 
$
2,903,292

 
$
15,098

The fair value of securities that are categorized as Level 1 is based on quoted market prices that are readily and regularly available.

We use a market-based approach for valuing all of our Level 2 securities and submit them primarily to a third-party valuation service provider. Any of these securities not valued by this service provider are submitted to another third-party valuation service provider. Both service providers use a market approach to find pricing of similar financial instruments. The market inputs our service providers normally seek to value our securities include the following, listed in approximate order of priority: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including market research publications. The method and inputs for these securities classified as Level 2 are the same regardless of industry category, credit quality, duration, geographical concentration or economic characteristics. For our mortgage-backed securities,


30


collateralized mortgage obligations and asset-backed securities, our service providers use additional market inputs to value these securities, including the following: new issue data, periodic payment information, monthly payment information, collateral performance and real estate analysis from third parties. Our service providers prioritize inputs based on market conditions, and not all inputs listed are available for use in the valuation process for each security on any given day.
At least annually, we review the methodologies and assumptions used by our valuation service providers and verify that they are reasonable and representative of the fair value of the underlying securities held in the investment portfolio. We validate the prices obtained from independent pricing services and brokers prior to their use for reporting purposes by evaluating their reasonableness on a monthly basis. Our validation process includes a review for unusual fluctuations. Unusual fluctuations outside of our expectations are independently corroborated with additional third-party sources that use similar valuation techniques as discussed above. In addition, we also randomly select securities and independently corroborate the valuations obtained from our third-party valuation service providers. In our opinion, the pricing obtained at September 30, 2017 and December 31, 2016 was reasonable.
For the three- and nine-month periods ended September 30, 2017, the change in our available-for-sale securities categorized as Level 1 and Level 2 is the result of investment purchases that were made using funds held in our money market accounts, disposals and the change in unrealized gains on both fixed maturities and equity securities. During the three- and nine-month periods ended September 30, 2017, there were no securities transferred between Level 1 and Level 2.
Securities categorized as Level 3 include holdings in certain private placement fixed maturity and equity securities for which an active market does not currently exist. The fair value of our Level 3 private placement securities is determined by management relying on pricing received from our independent pricing services and brokers consistent with the process to estimate fair value for Level 2 securities. However, securities are categorized as Level 3 if these quotes cannot be corroborated by other market observable data due to the unobservable nature of the brokers’ valuation processes. If pricing cannot be obtained from these sources, which occurs on a limited basis, management will perform a discounted cash flow analysis, using an appropriate risk-adjusted discount rate, on the underlying security to estimate fair value. During the three- and nine-month periods ended September 30, 2017, there were no securities transferred in or out of Level 3.

The following table provides a summary of the changes in fair value of our Level 3 securities, from both continuing and discontinued operations for the three-month period ended September 30, 2017:
 
States, municipalities and political subdivisions
 
Corporate bonds
 
Asset-backed securities
 
Equities
 
Total
Balance at June 30, 2017
$
77

 
$
9,056

 
$
622

 
$
595

 
$
10,350

Net unrealized gains (losses)(1)

 
(7
)
 
9

 
139

 
141

Purchases

 
100

 

 

 
100

Disposals

 
(433
)
 

 

 
(433
)
Balance at September 30, 2017
$
77

 
$
8,716

 
$
631

 
$
734

 
$
10,158

(1) Net unrealized gains (losses) are recorded as a component of comprehensive income.











31


The following table provides a summary of the changes in fair value of our Level 3 securities, from both continuing and discontinued operations for the nine-month period ended September 30, 2017:
 
States, municipalities and political subdivisions
 
Corporate bonds
 
Asset-backed securities
 
Equities
 
Total
Balance at January 1, 2017
$
168

 
$
9,894

 
$
449

 
$
4,587

 
$
15,098

Net unrealized gains (losses)(1)
(6
)
 
(6
)
 
182

 
139

 
309

Purchases

 
100

 

 
145

 
245

Disposals
(85
)
 
(1,272
)
 

 
(4,137
)
 
(5,494
)
Balance at September 30, 2017
$
77

 
$
8,716

 
$
631

 
$
734

 
$
10,158

(1) Net unrealized gains (losses) are recorded as a component of comprehensive income.
The fixed maturities reported as disposals relate to the receipt of principal on calls or sinking fund bonds, in accordance with the indentures.


NOTE 4. RESERVES FOR LOSSES AND LOSS SETTLEMENT EXPENSES
Property insurance indemnifies an insured with an interest in physical property for loss of, or damage to, such property or the loss of its income-producing abilities. Casualty insurance primarily covers liability for damage to property of, or injury to, a person or entity other than the insured. In most cases, casualty insurance also obligates the insurance company to provide a defense for the insured in litigation, arising out of events covered by the policy.

Liabilities for losses and loss settlement expenses reflect management's best estimates at a given point in time of what we expect to pay for claims that have been reported and those that have been incurred but not reported ("IBNR"), based on known facts, circumstances, and historical trends. Because property and casualty insurance reserves are estimates of the unpaid portions of incurred losses that have been reported to us, as well as losses that have been incurred but not reported, the establishment of appropriate reserves, including reserves for catastrophes, is an inherently uncertain and complex process. The ultimate cost of losses and related loss settlement expenses may vary materially from recorded amounts. We regularly update our reserve estimates as new information becomes available and as events unfold that may affect the resolution of unsettled claims. Changes in prior year reserve estimates, which may be material, are reported as a component of losses and loss settlement expenses incurred in the period such changes are determined.

The determination of reserves (particularly those relating to liability lines of insurance that have relatively longer lag in claim reporting) requires significant work to reasonably project expected future claim reporting and payment patterns. If, during the course of our regular monitoring of reserves, we determine that coverages previously written are incurring higher than expected losses, we will take action that may include, among other things, increasing the related reserves. Any adjustments we make to reserves are reflected in operating results in the year in which we make those adjustments. We engage an independent actuary, Regnier Consulting Group, Inc., to render an opinion as to the reasonableness of our statutory reserves annually. The actuarial opinion is filed in those states where we are licensed.

On a quarterly basis, UFG's internal actuary performs a detailed actuarial review of IBNR reserves. This review includes a comparison of results from the most recent analysis of reserves completed by both our internal and external actuaries. Senior management meets with our internal actuary to review, on a regular and quarterly basis, the adequacy of carried reserves based on results from this actuarial analysis. There are two fundamental types or sources of IBNR reserves. We record IBNR reserves for "normal" types of claims and also specific IBNR reserves related to unique circumstances or events. A major hurricane is an example of an event that might necessitate establishing specific IBNR reserves because an analysis of existing historical data would not provide an appropriate estimate.

We do not discount loss reserves based on the time value of money. 


32



The following table provides an analysis of changes in our property and casualty losses and loss settlement expense reserves at September 30, 2017 and December 31, 2016 (net of reinsurance amounts):
 
 
 
 
 
September 30, 2017
 
December 31, 2016
Gross liability for losses and loss settlement expenses
at beginning of year
$
1,123,896

 
$
1,003,895

Ceded losses and loss settlement expenses
(59,794
)
 
(54,653
)
Net liability for losses and loss settlement expenses
at beginning of year
$
1,064,102

 
$
949,242

Losses and loss settlement expenses incurred
for claims occurring during
 
 
 
   Current year
$
606,344

 
$
683,662

   Prior years
(37,988
)
 
(31,229
)
Total incurred
$
568,356

 
$
652,433

Losses and loss settlement expense payments
for claims occurring during
 
 
 
   Current year
$
212,591

 
$
277,053

   Prior years
247,608

 
260,520

Total paid
$
460,199

 
$
537,573

Net liability for losses and loss settlement expenses
at end of year
$
1,172,259

 
$
1,064,102

Ceded loss and loss settlement expenses
65,021

 
59,794

Gross liability for losses and loss settlement expenses
at end of period
$
1,237,280

 
$
1,123,896


There are a multitude of factors that can impact loss reserve development. Those factors include, but are not limited to: historical data, the potential impact of various loss reserve development factors and trends including historical loss experience, legislative enactments, judicial decisions, legal developments in imposition of damages, experience with alternative dispute resolution, results of our medical bill review process, the potential impact of salvage and subrogation and changes and trends in general economic conditions, including the effects of inflation. All of these factors influence our estimates of required reserves and for long tail lines these factors can change over the course of the settlement of the claim. However, there is no precise method for evaluating the specific dollar impact of any individual factor on the development of reserves.

The significant drivers of the favorable reserve development in 2017 came from two lines, commercial liability and workers compensation, partially offset by unfavorable development from commercial fire and allied lines, assumed reinsurance and commercial automobile. Much of the favorable long-tail liability development continues to come from loss adjustment expense and is attributed to our continued litigation management efforts. There was also a reduction in reserves for incurred but not reported claims because our long tail liability has experienced fewer late reported claims than what was initially anticipated. The majority of the favorable workers compensation development is due to reductions in reserves for reported claims which were greater than what was necessary to offset claim payments. Assumed reinsurance was adversely affected by increases in reserves for reported claims while commercial fire adverse development is attributable to loss payments which were greater than reductions in reported loss reserves and reserves for claims incurred but not reported. The majority of adverse commercial fire development resulted from claim payments that exceeded reductions in reserves for reported claims.

The significant drivers of the favorable reserve development in 2016 were our commercial liability and workers compensation. Much of the favorable commercial liability development came from loss adjustment expense and is attributed to our continued litigation management efforts. Workers compensation favorable development was due to the combined effects of decreases in claim reserves along with favorable changes affecting loss adjustment expense. Loss adjustment expense, closely tied to loss, generally decreases when loss decreases. Commercial property, commercial automobile and assumed reinsurance exhibited adverse development which provided a partial offset to the favorable development previously noted. The adverse development for all three lines is due to paid loss which was greater than reductions in reported loss reserves and reserves for claims incurred but not reported. No other single line of business contributed a significant portion of the total development.


33



Generally, we base reserves for each claim on the estimated ultimate exposure for that claim. We believe that it is appropriate and reasonable to establish a best estimate for reserves within a range of reasonable estimates, especially when we are reserving for claims for bodily injury, disabilities and similar claims, for which settlements and verdicts can vary widely. Our reserving philosophy may result in favorable reserve development in future years that will decrease losses and loss settlement expenses for prior year claims in the year of adjustment. We realize that this philosophy, coupled with what we believe to be aggressive and successful claims management and loss settlement practices, has resulted in year-to-year redundancies in reserves. We believe our approach produces recorded reserves that are reasonably consistent as to their relative position within a range of reasonable reserves from year-to-year. However, conditions and trends that have affected the reserve development for a given year do change. Therefore, such development cannot be used to project future reserve redundancies or deficiencies.
We are not aware of any significant contingent liabilities related to environmental issues. Because of the type of property coverage we write, we have potential exposure to environmental pollution, mold and asbestos claims. Our underwriters are aware of these exposures and use riders or endorsements to limit exposure.

NOTE 5. EMPLOYEE BENEFITS

Net Periodic Benefit Cost

The components of the net periodic benefit cost for our pension and postretirement benefit plans are as follows:
 
Pension Plan
 
Postretirement Benefit Plan
Three Months Ended September 30,
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Net periodic benefit cost
 
 
 
 
 
 
 
Service cost
$
1,714

 
$
1,623

 
$
505

 
$
932

Interest cost
1,765

 
1,663

 
482

 
754

Expected return on plan assets
(2,413
)
 
(1,988
)
 

 

Amortization of prior service credit

 

 
(1,352
)
 

Amortization of net loss
891

 
992

 
462

 
379

Net periodic benefit cost
$
1,957

 
$
2,290

 
$
97

 
$
2,065


 
Pension Plan
 
Postretirement Benefit Plan
Nine Months Ended September 30,
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Net periodic benefit cost
 
 
 
 
 
 
 
Service cost
$
5,141

 
$
4,869

 
$
1,515

 
$
2,796

Interest cost
5,295

 
4,989

 
1,446

 
2,262

Expected return on plan assets
(7,237
)
 
(5,964
)
 

 

Amortization of prior service credit

 

 
(4,056
)
 

Amortization of net loss
2,673

 
2,976

 
1,384

 
1,137

Net periodic benefit cost
$
5,872

 
$
6,870

 
$
289

 
$
6,195


Employer Contributions

We previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2016 that we expected to contribute $6,400 to the pension plan in 2017. For the nine-month period ended September 30, 2017, we contributed $11,396 to the pension plan. In September 2017, the Company contributed an additional $5,000 to the pension plan for tax advantages and to reduce future obligations.

NOTE 6. STOCK-BASED COMPENSATION

Non-qualified Employee Stock Award Plan
The United Fire Group, Inc. 2008 Stock Plan (the "2008 Stock Plan") authorized the issuance of restricted and unrestricted stock awards, restricted stock units, stock appreciation rights, incentive stock options, and non-qualified


34


stock options for up to 1,900,000 shares of UFG common stock to employees. In May 2014, the Registrant's shareholders approved an additional 1,500,000 shares of UFG common stock issuable at any time and from time to time pursuant to the 2008 Stock Plan, among other amendments, and renamed such plan as the United Fire Group, Inc. Stock Plan (as amended, the "Stock Plan"). At September 30, 2017, there were 996,839 authorized shares remaining available for future issuance. The Stock Plan is administered by the Board of Directors, which determines those employees who will receive awards, when awards will be granted, and the terms and conditions of the awards. The Board of Directors may also take any action it deems necessary and appropriate for the administration of the Stock Plan. Pursuant to the Stock Plan, the Board of Directors may, at its sole discretion, grant awards to our employees who are in positions of substantial responsibility with UFG.
Options granted pursuant to the Stock Plan are granted to buy shares of UFG's common stock at the market value of the stock on the date of grant. All outstanding option awards have graded vesting over 3 years or 5 years from the grant date, unless the Board of Directors authorizes acceleration of vesting. Performance stock units cliff-vest after 3 years and the certification of performance results by UFG’s Compensation Committee. To the extent not exercised, vested option awards accumulate and are exercisable by the awardee, in whole or in part, in any subsequent year included in the option period, but not later than 10 years from the grant date. Restricted and unrestricted stock awards granted pursuant to the Stock Plan are granted at the market value of UFG's common stock on the date of the grant. Restricted stock units fully vest after 3 years or 5 years from the date of issuance, unless accelerated upon the approval of the Board of Directors, at which time UFG common stock will be issued to the awardee.
The activity in the Stock Plan is displayed in the following table:
Authorized Shares Available for Future Award Grants
Nine Months Ended September 30, 2017
 
From Inception to September 30, 2017
Beginning balance
1,248,651

 
1,900,000

Additional shares authorized

 
1,500,000

Number of awards granted
(255,040
)
 
(2,867,606
)
Number of awards forfeited or expired
3,228

 
464,445

Ending balance
996,839

 
996,839

Number of option awards exercised
101,189

 
1,050,257

Number of unrestricted stock awards granted
1,145

 
8,470

Number of restricted stock awards vested

 
36,970


Non-qualified Non-employee Director Stock Option and Restricted Stock Plan
The United Fire Group, Inc. 2005 Non-qualified Non-employee Director Stock Option and Restricted Stock Plan (the "Director Plan") authorizes the issuance of restricted stock awards and non-qualified stock options to purchase shares of UFG's common stock to non-employee directors. At September 30, 2017, we had 61,813 authorized shares available for future issuance.
The Board of Directors has the authority to determine which non-employee directors receive awards, when options and restricted stock shall be granted, the option price, the option expiration date, the date of grant, the vesting schedule of options or whether the options shall be immediately vested, the terms and conditions of options and restricted stock (other than those terms and conditions set forth in the plan) and the number of shares of common stock to be issued pursuant to an option agreement or restricted stock agreement (subject to limits set forth in the plan). The Board of Directors may also take any action it deems necessary and appropriate for the administration of the Director Plan.










35


The activity in the Director Plan is displayed in the following table:
Authorized Shares Available for Future Award Grants
Nine Months Ended September 30, 2017
 
From Inception to June 30, 2017
Beginning balance
74,771

 
300,000

Number of awards granted
(12,958
)
 
(262,190
)
Number of awards forfeited or expired

 
24,003

Ending balance
61,813

 
61,813

Number of option awards exercised
6,727

 
59,200

Number of restricted stock awards vested
22,716

 
54,272


Stock-Based Compensation Expense

For the three-month periods ended September 30, 2017 and 2016, we recognized stock-based compensation expense of $1,202 and $865, respectively. For the nine-month periods ended September 30, 2017 and 2016, we recognized stock-based compensation expense of $3,456 and $2,731, respectively. Stock-based compensation expense is recognized over the vesting period of the stock options.

As of September 30, 2017, we had $9,586 in stock-based compensation expense that has yet to be recognized through our results of operations. We expect this compensation to be recognized over the remainder of 2017 and subsequent years according to the table below, except with respect to awards that are accelerated by the Board of Directors, in which case we will recognize any remaining compensation expense in the period in which the awards are accelerated.
2017
 
$
1,202

2018
 
4,047

2019
 
2,784

2020
 
1,120

2021
 
393

2022
 
40

Total
 
$
9,586


NOTE 7. SEGMENT INFORMATION

On September 19, 2017, the Company announced that it had agreed to sell its subsidiary, United Life Insurance Company, to Kuvare. As a result, our life insurance segment has been considered held for sale and reported as discontinued operations in the Consolidated Financial Statements and all comparable prior periods have been presented to conform to the current year presentation. The sale is expected to close in the first half of 2018, subject to customary conditions, including regulatory approval. For more information, refer to Note 11. Discontinued Operations.

Prior to the announcement to sell our subsidiary, United Life Insurance Company, we had two reportable business segments in our operations: property and casualty insurance and life insurance. The property and casualty insurance segment has six domestic locations from which it conducts its business. The life insurance segment operates from our home office in Cedar Rapids, Iowa. Because all of our insurance is sold domestically, we have no revenues from foreign operations.

After the announcement of the sale of our life insurance segment, the Company has one reportable segment, the property and casualty insurance segment, which includes all continuing operations. The property and casualty insurance segment profit or loss is consistent with consolidated reporting as disclosed on the Consolidated Statements of Income and Comprehensive Income. We analyze the property and casualty insurance segment results based on profitability (i.e., loss ratios), expenses and return on equity. The Company's property and casualty insurance segment was determined using a management approach to make decisions on operating matters, including allocating resources, assessing performance, determining which products to market and sell, determining distribution


36


networks with insurance agents and monitoring the regulatory environment. The property and casualty insurance segment products have similar economic characteristics and use a similar marketing and distribution strategy with our independent agents. The property and casualty insurance segment geographic concentration did not change after the announcement of the sale of the life insurance segment. We will continue to evaluate our segment on the basis of both statutory accounting principles prescribed or permitted by our states of domicile and GAAP.
 
NOTE 8. EARNINGS PER COMMON SHARE
Basic earnings per share is computed by dividing net income by the weighted-average number of common shares outstanding during the reporting period. Diluted earnings per share gives effect to all dilutive common shares outstanding during the reporting period. The dilutive shares we consider in our diluted earnings per share calculation relate to our outstanding stock options, restricted stock awards and restricted stock unit awards.
We determine the dilutive effect of our outstanding stock options using the "treasury stock" method. Under this method, we assume the exercise of all of the outstanding stock options whose exercise price is less than the weighted-average market value of our common stock during the reporting period. This method also assumes that the proceeds from the hypothetical stock option exercises are used to repurchase shares of our common stock at the weighted-average market value of the stock during the reporting period. The net of the assumed stock options exercised and assumed common shares repurchased represents the number of dilutive common shares, which we add to the denominator of the earnings per share calculation.

The components of basic and diluted earnings per share were as follows for the three-month periods ended September 30, 2017 and 2016:
 
Three Months Ended September 30,
(In Thousands, Except Share Data)
2017
 
2016
 
Basic
 
Diluted
 
Basic
 
Diluted
Net income (loss) from continuing operations
$
(19,082
)
 
$
(19,082
)
 
$
11,628

 
$
11,628

Weighted-average common shares outstanding
24,960,086

 
24,960,086

 
25,389,633

 
25,389,633

Add dilutive effect of restricted stock unit awards

 

 

 
155,270

Add dilutive effect of stock options

 

 

 
270,443

Weighted-average common shares outstanding
24,960,086

 
24,960,086

 
25,389,633

 
25,815,346

Earnings (loss) per common share from continuing operations
$
(0.77
)
 
$
(0.77
)
 
$
0.46

 
$
0.45

Earnings per common share from discontinued operations
0.05

 
0.05

 
0.03

 
0.03

Earnings (loss) per common share
$
(0.72
)
 
$
(0.72
)
 
$
0.49

 
$
0.48

Awards excluded from diluted earnings per share calculation(1)

 

 

 

(1)
Outstanding awards that are not "in-the-money" are excluded from the diluted earnings per share calculation because the effect of including them would have been anti-dilutive.



37


The components of basic and diluted earnings per share were as follows for the nine-month periods ended September 30, 2017 and 2016:
 
Nine Months Ended September 30,
(In Thousands, Except Share Data)
2017
 
2016
 
Basic
 
Diluted
 
Basic
 
Diluted
Net income (loss) from continuing operations
$
(389
)
 
$
(389
)
 
$
37,083

 
$
37,083

Weighted-average common shares outstanding
25,177,133

 
25,177,133

 
25,322,427

 
25,322,427

Add dilutive effect of restricted stock unit awards

 
253,082

 

 
155,270

Add dilutive effect of stock options

 
236,190

 

 
233,317

Weighted-average common shares outstanding
25,177,133

 
25,666,405

 
25,322,427

 
25,711,014

Earnings (loss) per common share from continuing operations
$
(0.01
)
 
$
(0.01
)
 
$
1.47

 
$
1.44

Earnings per common share from discontinued operations
0.21

 
0.21

 
0.03

 
0.03

Earnings (loss) per common share
$
0.20

 
$
0.20

 
$
1.50

 
$
1.47

Awards excluded from diluted earnings per share calculation(1)

 

 

 

(1)
Outstanding awards that are not "in-the-money" are excluded from the diluted earnings per share calculation because the effect of including them would have been anti-dilutive.

NOTE 9. CREDIT FACILITY

On February 2, 2016, the Company, as borrower, entered into a Credit Agreement (the "Credit Agreement") by and among the Company, with the lenders from time to time party thereto and KeyBank National Association ("Key Bank"), as administrative agent, swingline lender and letter of credit issuer. The Credit Agreement provides for a $50,000 four-year unsecured revolving credit facility that includes a $20,000 letter of credit subfacility and a swingline subfacility in the amount up to $5,000. The Credit Agreement allows the Company to increase the aggregate amount of the commitments thereunder by up to $100,000, provided that no event of default has occurred and is continuing and certain other conditions are satisfied.
The Credit Agreement is available for the Company's general corporate purposes, including liquidity, acquisitions and working capital. All unpaid principal and accrued interest under the Credit Agreement is due and payable in full at maturity on February 2, 2020. Based on the type of loan, advances under the Credit Agreement would bear interest on either the London interbank offered rate ("LIBOR") or a base rate plus, in each case, a calculated margin amount.
The unused commitments under the Credit Agreement will be subject to a commitment fee that will be calculated at a per annum rate. The applicable margins for borrowings under the Credit Agreement and the commitment fee thereunder will be determined by reference to a pricing grid based on the Company’s issuer credit rating by A.M. Best Company, Inc.
The Credit Agreement contains customary representations, conditions to borrowing, covenants and events of default, including certain covenants that limit or restrict, subject to certain exceptions, the ability of the Company and its subsidiaries to sell or transfer assets, enter into a merger or consolidate with another company, create liens, impose restrictions on subsidiary dividends, enter into sale-leaseback transactions, make investments or acquisitions, enter into certain reinsurance agreements, pay dividends during any period of default, enter into transactions with affiliates, change the nature of its business, or incur indebtedness. The Credit Agreement also includes financial covenants that require the Company to (i) maintain a minimum consolidated net worth, (ii) maintain a minimum consolidated statutory surplus and (iii) not exceed a 0.35 to 1.0 debt to total capitalization ratio.
There was no outstanding balance on the Credit Agreement at September 30, 2017 and 2016, respectively. For the nine-month periods ended September 30, 2017 and 2016, we did not incur any interest expense related to either credit facility. We were in compliance with all covenants of the Credit Agreement at September 30, 2017.



38


NOTE 10. ACCUMULATED OTHER COMPREHENSIVE INCOME

The following table shows the changes in the components of our accumulated other comprehensive income (loss), net of tax, for the three-month period ended September 30, 2017:
 
 
 
Liability for
 
 
 
Net unrealized
 
underfunded
 
 
 
appreciation
 
employee
 
 
 
on investments
 
benefit costs(1)
 
Total
Balance as of June 30, 2017
$
160,048

 
$
(23,080
)
 
$
136,968

Change in accumulated other comprehensive income before reclassifications
12,347

 

 
12,347

Reclassification adjustments from accumulated other comprehensive income (loss)
(273
)
 
879

 
606

Balance as of September 30, 2017
$
172,122

 
$
(22,201
)
 
$
149,921

(1) The preparation of financial statements in conformity with GAAP requires us to make various estimates and assumptions that affect the reporting of net periodic benefit cost, plan assets and plan obligations for each plan at the date of the financial statements. Actual results could differ from these estimates. One significant estimate relates to the calculation of the benefit obligation for each plan. We annually establish the discount rate, which is an estimate of the interest rate at which these benefits could be effectively settled, that is used to determine the present value of the respective plan's benefit obligations as of December 31.

The following table shows the changes in the components of our accumulated other comprehensive income (loss), net of tax, for the nine-month period ended September 30, 2017:
 
 
 
Liability for
 
 
 
Net unrealized
 
underfunded
 
 
 
appreciation
 
employee
 
 
 
on investments
 
benefit costs(1)
 
Total
Balance as of January 1, 2017
$
133,892

 
$
(24,837
)
 
$
109,055

Change in accumulated other comprehensive income before reclassifications
41,999

 

 
41,999

Reclassification adjustments from accumulated other comprehensive income (loss)
(3,769
)
 
2,636

 
(1,133
)
Balance as of September 30, 2017
$
172,122

 
$
(22,201
)
 
$
149,921

(1) The preparation of financial statements in conformity with GAAP requires us to make various estimates and assumptions that affect the reporting of net periodic benefit cost, plan assets and plan obligations for each plan at the date of the financial statements. Actual results could differ from these estimates. One significant estimate relates to the calculation of the benefit obligation for each plan. We annually establish the discount rate, which is an estimate of the interest rate at which these benefits could be effectively settled, that is used to determine the present value of the respective plan's benefit obligations as of December 31.

NOTE 11. DISCONTINUED OPERATIONS

On September 18, 2017, we signed a definitive agreement to sell our subsidiary, United Life Insurance Company, to Kuvare for $280,000 in cash, subject to specified adjustments as set forth in the definitive agreement. As a result, our life insurance business (previously reported as a separate segment) has been considered held for sale and reported as discontinued operations and its financial position, results of operations and cash flows are separately reported separately for all periods presented, unless otherwise noted. The sale is expected to close in the first half of 2018, subject to customary conditions, including regulatory approval.

Subsequent to the close of the sale in the first half of 2018, UFG will provide services to Kuvare through a transition services agreement ("TSA"). The TSA will be put in place to ensure a seamless transfer of the business between UFG and Kuvare. The TSA includes, among other considerations, accounting management, human resources, legal


39


and information technology services, from the closing date for up to 24 months.
The assets and liabilities associated with discontinued operations prior to the closing of the sale have been presented separately in our Consolidated Balance Sheets. The major assets and liability categories were as follows as of the dates indicated:
    
Discontinued Operations
Balance Sheets
(In Thousands, Except Share Data)
September 30,
2017
 
December 31,
2016
 
(unaudited)
 
 
Assets
 
 
 
Investments
 
 
 
Fixed maturities
 
 
 
Held-to-maturity, at amortized cost (fair value $39 in 2017 and $49 in 2016)
$
38

 
$
48

Available-for-sale, at fair value (amortized cost $1,399,465 in 2017 and $1,429,270 in 2016)
1,426,991

 
1,444,840

Equity Securities available-for-sale, at fair value (cost $5,099 in 2017 and $8,510 in 2016)
22,616

 
24,046

Mortgage loans
3,504

 
3,706

Policy loans
5,770

 
5,366

Other long-term investments
16,299

 
15,870

 
1,475,218

 
1,493,876

Cash and cash equivalents
30,751

 
21,659

Deferred policy acquisition costs
65,836

 
70,750

Other assets
21,041

 
19,333

Total assets held for sale
$
1,592,846

 
$
1,605,618

Liabilities
 
 
 
Future policy benefits and losses

$
1,324,029

 
$
1,350,503

Accrued expenses and other liabilities
39,708

 
39,720

Total liabilities held for sale
$
1,363,737

 
$
1,390,223













40


Summary operating results of discontinued operations were as follows for the periods indicated:
Discontinued Operations
Statements of Income
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(In Thousands, Except Share Data)
2017
 
2016
 
2017
 
2016
 
 
 
 
 
 
 
 
Revenues
 
 
 
 
 
 
 
Net premiums earned
$
14,230

 
$
20,600

 
$
45,999

 
$
62,878

Investment income, net of investment expenses
12,354

 
12,663

 
37,230

 
38,404

Net realized investment gains
296

 
461

 
3,600

 
1,409

Other income
174

 
145

 
498

 
436

Total revenues
$
27,054

 
$
33,869

 
$
87,327

 
$
103,127

 
 
 
 
 
 
 
 
Benefits, Losses and Expenses
 
 
 
 
 
 
 
Losses and loss settlement expenses
$
10,506

 
$
7,252

 
$
30,679

 
$
23,527

Increase in liability for future policy benefits
5,481

 
14,091

 
19,341

 
42,645

Amortization of deferred policy acquisition costs
2,156

 
1,876

 
5,524

 
5,716

Other underwriting expenses
2,444

 
4,527

 
9,452

 
14,630

Interest on policyholders’ accounts
4,587

 
4,983

 
13,982

 
15,368

Total benefits, losses and expenses
$
25,174

 
$
32,729

 
$
78,978

 
$
101,886

 
 
 
 
 
 
 
 
Income from discontinued operations before income taxes
$
1,880

 
$
1,140

 
$
8,349

 
$
1,241

Federal income tax expense
662

 
400

 
2,930

 
415

Net income from discontinued operations
$
1,218

 
$
740

 
$
5,419

 
$
826

Earnings per common share from discontinued operations:
 
 
 
 
 
 
 
Basic
$
0.05

 
$
0.03

 
$
0.21

 
$
0.03

Diluted
0.05

 
0.03

 
0.21

 
0.03


The Company's Consolidated Statement of Cash Flows presents operating, investing and financing cash flows of the discontinued operations separately. The Company's cash management and financial management of both continued and discontinued operations is consolidated as a centralized corporate function in our Finance Department. Cash and cash equivalents of the discontinued operations at September 30, 2017 and December 31, 2016 were $30,751 and $21,659, respectively.


41


Review Report of Independent Registered Public Accounting Firm

Board of Directors and Stockholders
United Fire Group, Inc.

We have reviewed the consolidated balance sheet of United Fire Group, Inc. (the "Company") as of September 30, 2017, and the related consolidated statements of income and comprehensive income for the three- and nine-month periods ended September 30, 2017 and 2016, the consolidated statements of cash flows for the nine-month periods ended September 30, 2017 and 2016, and the consolidated statement of stockholders' equity for the nine-month period ended September 30, 2017. These financial statements are the responsibility of the Company's management.

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to the consolidated financial statements referred to above for them to be in conformity with U.S. generally accepted accounting principles.

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of United Fire Group, Inc. as of December 31, 2016, and the related consolidated statements of income and comprehensive income, stockholders' equity, and cash flows for the year then ended (not presented herein) and we expressed an unqualified audit opinion on those consolidated financial statements in our report dated February 28, 2017. In our opinion, the accompanying consolidated balance sheet of United Fire Group, Inc. as of December 31, 2016 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

 
/s/ Ernst & Young LLP  
 
 
Ernst & Young LLP 
 

Des Moines, Iowa
November 8, 2017



42


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

The following Management's Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with Part I, Item 1 "Financial Statements."

CRITICAL ACCOUNTING POLICIES
Critical accounting policies are defined as those that are representative of significant judgments and uncertainties and that potentially may result in materially different results under different assumptions and conditions. We base our discussion and analysis of our results of operations and financial condition on the amounts reported in our Consolidated Financial Statements, which we have prepared in accordance with GAAP. As we prepare these Consolidated Financial Statements, we must make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses for the reporting period. We evaluate our estimates on an ongoing basis. We base our estimates on historical experience and on other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. Our critical accounting policies are more fully described in our Management's Discussion and Analysis of Financial Condition and Results of Operations presented in our Annual Report on Form 10-K for the year ended December 31, 2016. There have been no changes in our critical accounting policies from December 31, 2016.

INTRODUCTION

The purpose of this Management's Discussion and Analysis is to provide an understanding of our results of operations and consolidated financial position. Our Management's Discussion and Analysis should be read in conjunction with our consolidated financial statements and related notes, including those in our Annual Report on Form 10-K for the year ended December 31, 2016. Our Consolidated Financial Statements are prepared on the basis of GAAP. We also prepare financial statements for each of our insurance company subsidiaries based on statutory accounting principles and file them with insurance regulatory authorities in the states where they do business.
When we provide information on a statutory or other basis, we label it as such, otherwise all other data is presented in accordance with GAAP.

BUSINESS OVERVIEW

Founded in 1946 as United Fire & Casualty Company, United Fire Group, Inc. ("UFG," the "Registrant," the "Company," "we," "us," or "our") and its consolidated insurance subsidiaries provide insurance protection for individuals and businesses through several regional offices. Our property and casualty insurance company subsidiaries are licensed in 46 states plus the District of Columbia and are represented by approximately 1,200 independent agencies. Our life insurance subsidiary is licensed in 37 states and is represented by approximately 1,550 independent agencies.
Our primary sources of revenue are premiums and investment income. Major categories of expenses include losses and loss settlement expenses, future policy benefits, underwriting and other operating expenses and interest on policyholders' accounts.
Discontinued Operations
On September 18, 2017, the Company signed a definitive agreement to sell its subsidiary, United Life Insurance Company, to Kuvare US Holdings, Inc. ("Kuvare"). As a result, our life insurance business has been considered held for sale and accounted for as discontinued operations in the Consolidated Balance Sheets, Consolidated Statements of Income and Comprehensive Income and Consolidated Statements of Cash Flows. All periods presented have been revised to show results from continuing and discontinued operations, unless otherwise noted. The sale is expected to close in the first half of 2018, subject to customary conditions, including regulatory approval. For more information, refer to Part I, Item 1, Note 11. "Discontinued Operations".



43


Reportable Segments

Prior to the announcement of the sale of our life insurance business, we have historically reported our operations in two business segments, each with a wide range of products:

property and casualty insurance, which includes commercial lines insurance, personal lines insurance, surety bonds and assumed reinsurance; and

life insurance, which includes deferred and immediate annuities, universal life products and traditional life (primarily single premium whole life) insurance products.

We manage these business segments separately, as they generally do not share the same customer base, and each has different products, pricing, and expense structures.

Subsequent to the announcement of the sale of our life insurance segment on September 19, 2017, we operate and report one business segment, which contains our continuing operations. Our life insurance business is considered held for sale and reported as discontinued operations throughout this Form 10-Q, unless otherwise noted. For more information, refer to Part I, Item 1, Note 7. "Segment Information".

Pooling Arrangement

All of our property and casualty insurance subsidiaries are members of an intercompany reinsurance pooling arrangement. The Company's pooling arrangement permits the participating companies to rely on the capacity of the entire pool's capital and surplus, rather than being limited to policy exposures of a size commensurate with each participant’s own surplus level.

Geographic Concentration

For the nine-month period ended September 30, 2017, approximately 48.2 percent of our property and casualty premiums were written in Texas, California, Iowa, Missouri and Colorado.
Profit Factors
Our profitability is influenced by many factors, including price, competition, economic conditions, investment returns, interest rates, catastrophic events and other natural disasters, man-made disasters, state regulations, court decisions, and changes in the law. To manage these risks and uncertainties, we seek to achieve consistent profitability through strong agency relationships, exceptional customer service, fair and prompt claims handling, disciplined underwriting, superior loss control services, prudent management of our investments, appropriate matching of assets and liabilities, effective use of ceded reinsurance and effective and efficient use of technology.

















44


FINANCIAL HIGHLIGHTS
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(In Thousands)
2017
 
2016
 
%
 
2017
 
2016
 
%
Revenues
 
 
 
 
 
 
 
 
 
 
 
Net premiums earned
$
255,758

 
$
239,469

 
6.8
 %
 
$
737,424

 
$
691,976

 
6.6
 %
Investment income, net of investment expenses
13,792

 
14,027

 
(1.7
)
 
38,561

 
35,017

 
10.1

Net realized investment gains
67

 
2,129

 
(96.9
)
 
3,397

 
4,832

 
(29.7
)
Total revenues
$
269,617

 
$
255,625

 
5.5
 %
 
$
779,382

 
$
731,825

 
6.5
 %
 

 
 
 
 
 
 
 
 
 
 
Benefits, Losses and Expenses

 
 
 
 
 
 
 
 
 
 
Losses and loss settlement expenses
$
223,208

 
$
169,303

 
31.8
 %
 
$
568,356

 
$
475,568

 
19.5
 %
Amortization of deferred policy acquisition costs
52,986

 
52,240

 
1.4

 
154,845

 
151,216

 
2.4

Other underwriting expenses
25,817

 
20,047

 
28.8

 
69,900

 
61,469

 
13.7

Total benefits, losses and expenses
$
302,011

 
$
241,590

 
25.0
 %
 
$
793,101

 
$
688,253

 
15.2
 %
 


 
 
 
 
 
 
 
 
 
 
Income (loss) from continuing operations before income taxes
$
(32,394
)
 
$
14,035

 
NM

 
$
(13,719
)
 
$
43,572

 
(131.5
)%
Federal income tax expense (benefit)
(13,312
)
 
2,407

 
NM

 
(13,330
)
 
6,489

 
NM

Net income (loss) from continuing operations
$
(19,082
)
 
$
11,628

 
(264.1
)%
 
$
(389
)
 
$
37,083

 
(101.0
)%
Income from discontinued operations, net of tax
1,218

 
740

 
64.6
 %
 
5,419

 
826

 
NM

Net income (loss)
$
(17,864
)
 
$
12,368

 
(244.4
)%
 
$
5,030

 
$
37,909

 
(86.7
)%
 
 
 
 
 
 
 
 
 
 
 
 
GAAP Ratios:
 
 
 

 
 
 
 
 
 
 
 
Net loss ratio (without catastrophes)
75.3
%
 
65.5
%
 
15.0
 %
 
67.8
%
 
61.1
%
 
11.0
 %
Catastrophes - effect on net loss ratio
12.0

 
5.2

 
130.8
 %
 
9.3

 
7.6

 
22.4
 %
Net loss ratio(1)
87.3
%
 
70.7
%
 
23.5
 %
 
77.1
%
 
68.7
%
 
12.2
 %
Expense ratio(2)
30.8

 
30.2

 
2.0
 %
 
30.5

 
30.8

 
(1.0
)%
Combined ratio(3)
118.1
%
 
100.9
%
 
17.0
 %
 
107.6
%
 
99.5
%
 
8.1
 %
(1) The net loss ratio is calculated by dividing the sum of losses and loss settlement expenses by net premiums earned. We use the net loss ratio as a measure of the overall underwriting profitability of the insurance business we write and to assess the adequacy of our pricing. Our net loss ratio is meaningful in evaluating our financial results as reported in our unaudited Consolidated Financial Statements.
(2) The expense ratio is calculated by dividing nondeferred underwriting expenses and amortization of deferred policy acquisition costs by net premiums earned. The expense ratio measures a company's operational efficiency in producing, underwriting and administering its insurance business.
(3) The combined ratio is a commonly used financial measure of property and casualty underwriting performance. A combined ratio below 100.0 percent generally indicates a profitable book of business. The combined ratio is the sum of the net loss ratio and the underwriting expense ratio.
NM = Not meaningful

The following is a summary of our financial performance from continuing operations for the three- and nine-month periods ended September 30, 2017:

Results of Operations

For the three-month period ended September 30, 2017, the net loss from continuing operations was $19.1 million compared to net income from continuing operations of $11.6 million for the same period of 2016. This decrease was driven by an increase in losses and loss settlement expenses from an increase in catastrophe losses and deterioration in our core loss ratio; partially offset by an increase in net premiums earned from organic growth. Net premiums earned increased to $255.8 million compared to $239.5 million for the same period of 2016.


45



For the nine-month period ended September 30, 2017, the net loss from continuing operations was $0.4 million compared to net income from continuing operations of $37.1 million for the same period of 2016. The decrease in net income was driven by an increase in losses and loss settlement expenses, from an increase in catastrophe losses and deterioration in our core loss ratio; partially offset by an increase in net premiums earned from organic growth. Net premiums earned increased to $737.4 million compared to $692.0 million for the same period of 2016.

Losses and loss settlement expenses increased by $53.9 million during the three-month period ended September 30, 2017 compared to the same period of 2016, and the net loss ratio increased by 16.6 percentage points during the three-month period ended September 30, 2017 compared to the same period of 2016. The increase was primarily due to an increase in catastrophe losses and deterioration in our core loss ratio. This deterioration was primarily due to an increase in the number of severe losses in our commercial automobile line of business from the current accident year and prior period reserve development. Pre-tax catastrophe losses for the three-month period ended September 30, 2017 were $30.7 million compared to $12.5 million in the same period of 2016.

Losses and loss settlement expenses increased by $92.8 million during the nine-month period ended September 30, 2017 compared to the same period of 2016, and the net loss ratio increased by 8.4 percentage points during the nine-month period ended September 30, 2017 compared to the same period of 2016. The increase was primarily due to an increase in catastrophe losses and deterioration in our core loss ratio. This deterioration was primarily due to an increase in the number of severe losses in our commercial automobile line of business from current accident year and prior period reserve development. Pre-tax catastrophe losses for the nine-month period ended September 30, 2017 were $68.8 million compared to $52.4 million in the same period of 2016.

Investment income decreased slightly by $0.2 million and increased $3.5 million during the three- and nine-month periods ended September 30, 2017, respectively, compared to the same periods of 2016. The increase in the nine-month period ended September 30, 2017 was primarily driven by an increase in invested assets and partially due to the change in the valuation of our investments in limited liability partnerships and not due to a change in our investment philosophy. The valuation of these investments in limited liability partnerships varies from period to period due to current equity market conditions, specifically related to financial institutions.

The combined ratio increased 17.2 percentage points to 118.1 percent, for the three-month period ended September 30, 2017, compared to 100.9 percent for the same period of 2016. The combined ratio increased 8.1 percentage points to 107.6 percent, for the nine-month period ended September 30, 2017, compared to 99.5 percent for the same period of 2016. The increase in the combined ratio in the three- and nine-month periods ended September 30, 2017, as compared to the same periods of 2016, was primarily attributable to an increase in the net loss ratio. The increase in net loss ratio was primarily driven by an increase in catastrophe losses and a deterioration in our core loss ratio, primarily in our commercial automobile line of business, which experienced an increase in the number of severe losses on current accident year and prior year reserve development.

The net loss ratio, a component of the combined ratio, increased by 16.6 percentage points to 87.3 percent and 8.4 percentage points to 77.1 in the three- and nine-month periods ended September 30, 2017, respectively, as compared to the same periods of 2016. The increase was primarily due to an increase in catastrophe losses and deterioration in our core loss ratio. This deterioration was primarily due to an increase in the number of severe losses in our commercial automobile line of business from prior period reserve development. Pre-tax catastrophe losses totaled $30.7 million and $68.8 million and for the three- and nine-month periods ended September 30, 2017, as compared to $12.5 million and $52.4 million in the same periods of 2016. The increase in the three- and nine-month periods ended September 30, 2017 was primarily driven by losses from hurricanes in the third quarter of 2017.

The expense ratio, a component of the combined ratio, was 30.8 percent and 30.5 percent for the three- and nine-month periods ended September 30, 2017, respectively, an increase of 0.6 percentage points and a decrease of 0.3 percentage points as compared with the same periods of 2016. The increase in the three-month period ended September 30, 2017 was due to two items: first, deterioration in the profitability of the commercial and personal auto lines of business, which accelerates the amortization of our deferred acquisition costs; and second, we have invested in a new multi-year project to upgrade our technology platform to enhance core underwriting decisions and


46


productivity. These were both partially offset by a decrease in post-retirement benefit expenses and a decrease in contingent commission expenses.

For a detailed discussion of our investment results, refer to the "Investment Portfolio" section below.
Reserve Development

For many liability claims, significant periods of time, ranging up to several years, and for certain construction defect claims, more than a decade, may elapse between the occurrence of the loss, the reporting of the loss to us and the settlement or other disposition of the claim. As a result, loss experience in the more recent accident years for the long-tail liability coverages has limited statistical credibility in our reserving process because a relatively small proportion of losses in these accident years are reported claims and an even smaller proportion are paid losses. In addition, long-tail liability claims are more susceptible to litigation and can be significantly affected by changing contract interpretations and the legal environment. Consequently, the estimation of loss reserves for long-tail coverages is more complex and subject to a higher degree of variability. Reserves for these long-tail coverages represent a significant portion of our overall carried reserves.

When establishing reserves and monitoring reserve adequacy, we analyze historical data and consider the potential impact of various loss development factors and trends including historical loss experience, legislative enactments, judicial decisions, legal developments in imposition of damages, experience with alternative dispute resolution, results of our medical bill review process, the potential impact of salvage and subrogation and changes and trends in general economic conditions, including the effects of inflation. All of these factors influence our estimates of required reserves and for long-tail lines these factors can change over the course of the settlement of the claim. However, there is no precise method for evaluating the specific dollar impact of any individual factor on the development of reserves.

Our reserving philosophy is to reserve claims to their ultimate expected loss amount as soon as practicable after information about a claim becomes available. This approach tends to produce, on average, prudently conservative case reserves, which we expect to result in some level of favorable development over the course of settlement.

2017 Development

The property and casualty insurance business experienced $3.2 million of unfavorable and $38.0 million of favorable development in our net reserves for prior accident years for the three- and nine-month periods ended September 30, 2017, respectively. For the three-month period ended September 30, 2017 the majority of unfavorable development came from two lines, commercial automobile with $5.4 million unfavorable development and commercial liability with $3.6 million unfavorable development, which was partially offset by favorable development from two other lines, workers compensation with $4.6 million favorable development and personal fire and allied lines with $1.6 million favorable development. During the three-month period ended September 30, 2017 all other lines combined contributed $0.4 million unfavorable development. Commercial automobile and other liability were the primary sources of unfavorable development which is attributable to latent development of more severe claims than what we have historically seen which manifested itself as increased payments and less favorable changes in reserves for unpaid claims. For the nine-month period ended September 30, 2017 the majority of favorable development came from two lines, commercial liability with $37.9 million favorable development and workers compensation with $14.6 million favorable development, which was partially offset by unfavorable development from three other lines, commercial fire and allied lines with $7.1 million unfavorable development, assumed reinsurance with $6.8 million unfavorable development, and commercial automobile with $5.6 million unfavorable development. During the nine-month period ended September 30, 2017 all other lines combined contributed $5.0 million favorable development. Much of the favorable year-to-date long-tail liability development continues to come from loss adjustment expense and is attributed to our continued litigation management efforts. There was also a reduction in reserves for incurred but not reported claims because our long tail liability has experienced fewer late reported claims than what was initially anticipated. The majority of the favorable workers compensation development is due to reductions in reserves for reported claims which were greater than what was necessary to offset claim payments.


47



Development amounts can vary significantly from quarter-to-quarter and year-to-year depending on a number of factors, including the number of claims settled and the settlement terms, and are subject to reallocation between accident years and lines of business. At September 30, 2017, our total reserves were within our actuarial estimates.

2016 Development

The property and casualty insurance business experienced $0.7 million and $27.1 million of favorable development in our net reserves for prior accident years for the three- and nine-month periods ended September 30, 2016, respectively. For the three-month period ended September 30, 2016 the majority of favorable development came from two lines, workers compensation with $4.3 million of favorable development and commercial liability with $2.7 million of favorable development. This was offset by unfavorable development from two other lines, commercial auto with $4.9 million of unfavorable development and commercial fire and allied lines with $2.4 million of unfavorable development. The unfavorable development in commercial auto was driven by an increase frequency and severity from an overall increase in miles driven. The unfavorable development in commercial fire and allied lines was due to latent development on weather-related claims. During the three-month period ended September 30, 2016 all other lines combined contributed favorable development of $1.0 million. The lines of business with favorable development in the three-month period ended September 30, 2016 are primarily attributable to successful management of litigation expenses.

For the nine-month period ended September 30, 2016 the majority of favorable development came from four lines, commercial liability with $16.4 million of favorable development, workers compensation with $11.5 million of favorable development, fidelity and surety with $2.2 million of favorable development and personal auto with $2.1 million of favorable development. This was partially offset by unfavorable development from commercial fire and allied lines with $6.9 million. The unfavorable development in commercial fire and allied lines was due to latent development on weather-related claims. During the nine-month period ended September 30, 2016 all other lines combined contributed favorable development of $1.8 million. The favorable development in the nine-month period ended September 30, 2016 is primarily attributable to reductions in reserves for loss adjustment expense which continues to benefit from successful management of litigation expenses.



























48


The following table displays our net premiums earned, net losses and loss settlement expenses and net loss ratio from continuing operations by line of business:
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
2017

2016
 
 

Net Losses

 

 

Net Losses

 
 
 

and Loss

 

 

and Loss

 
 
Net

Settlement

Net

Net

Settlement

Net
(In Thousands, Except Ratios)
Premiums

Expenses

Loss

Premiums

Expenses

Loss
Unaudited
Earned

Incurred

Ratio

Earned

Incurred

Ratio
Commercial lines
 

 

 

 

 

 
Other liability
$
77,955


$
50,836


65.2
 %

$
74,784


$
32,714


43.7
 %
Fire and allied lines
58,568


45,809


78.2


56,451


47,086


83.4

Automobile
64,470


74,161


115.0


55,111


53,330


96.8

Workers' compensation
26,387


23,357


88.5


26,766


21,772


81.3

Fidelity and surety
6,430


(485
)

(7.5
)

5,711


908


15.9

Miscellaneous
459


111


24.2


453


39


8.6

Total commercial lines
$
234,269


$
193,789


82.7
 %

$
219,276


$
155,849


71.1
 %
 
 

 

 






 
Personal lines
 

 

 






 
Fire and allied lines
$
10,730


$
9,077


84.6
 %

$
10,986


$
6,606


60.1
 %
Automobile
6,878


8,250


119.9


6,386


6,328


99.1

Miscellaneous
294


150


51.0


277


(276
)

(99.6
)
Total personal lines
$
17,902


$
17,477


97.6
 %

$
17,649


$
12,658


71.7
 %
Reinsurance assumed
$
3,587


$
11,942


NM


$
2,544


$
796


31.3
 %
Total
$
255,758


$
223,208


87.3
 %

$
239,469


$
169,303


70.7
 %
NM = Not meaningful
 
 
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30,
2017
 
2016
 
 
 
Net Losses
 
 
 
 
 
Net Losses
 
 
 
 
 
and Loss
 
 
 
 
 
and Loss
 
 
 
Net
 
Settlement
 
Net
 
Net
 
Settlement
 
Net
(In Thousands, Except Ratios)
Premiums
 
Expenses
 
Loss
 
Premiums
 
Expenses
 
Loss
Unaudited
Earned
 
Incurred
 
Ratio
 
Earned
 
Incurred
 
Ratio
Commercial lines
 
 
 
 
 
 
 
 
 
 
 
Other liability
$
228,250

 
$
73,597

 
32.2
%
 
$
215,572

 
$
101,378

 
47.0
%
Fire and allied lines
168,506

 
156,702

 
93.0

 
164,503

 
133,823

 
81.3

Automobile
183,688

 
208,346

 
113.4

 
157,106

 
140,397

 
89.4

Workers' compensation
78,092

 
55,569

 
71.2

 
77,009

 
53,106

 
69.0

Fidelity and surety
18,041

 
207

 
1.1

 
16,221

 
432

 
2.7

Miscellaneous
1,374

 
278

 
20.2

 
1,292

 
357

 
27.6

Total commercial lines
$
677,951

 
$
494,699

 
73.0
%
 
$
631,703

 
$
429,493

 
68.0
%
 
 
 
 
 
 
 
 
 
 
 
 
Personal lines
 
 
 
 
 
 
 
 
 
 
 
Fire and allied lines
$
32,300

 
$
31,361

 
97.1
%
 
$
32,794

 
$
25,442

 
77.6
%
Automobile
20,031

 
22,909

 
114.4

 
18,686

 
16,872

 
90.3

Miscellaneous
860

 
80

 
9.3

 
808

 
319

 
39.5

Total personal lines
$
53,191

 
$
54,350

 
102.2
%
 
$
52,288

 
$
42,633

 
81.5
%
Reinsurance assumed
$
6,282

 
$
19,307

 
NM

 
$
7,985

 
$
3,442

 
43.1
%
Total
$
737,424

 
$
568,356

 
77.1
%
 
$
691,976

 
$
475,568

 
68.7
%
NM = Not meaningful






49


Below are explanations regarding significant changes in the net loss ratios by line of business:
 
Other liability - The net loss ratio deteriorated 21.5 percentage points and improved 14.8 percentage points in the three- and nine-month periods ended September 30, 2017, respectively, compared to the same periods of 2016. Loss ratio deterioration for the three-month period ended September 30, 2017 is primarily due to an increase in losses on commercial automobile policies with umbrella coverage resulting in an increase in claim payments for prior years, increase in reserves for current year reported claims and an increase in reserves for prior year incurred but not reported claims. Loss ratio improvement for the-nine month period ended September 30, 2017 is due to a decrease in reserves for incurred but not reported claims and a decrease in reserves for unpaid loss adjustment expense which is attributed to our continued litigation management efforts.

Commercial fire and allied lines - The net loss ratio improved 5.2 percentage points and deteriorated 11.7 percentage points in the three- and nine-month periods ended September 30, 2017, respectively, compared to the same periods of 2016. Loss ratio improvement for the three-month period ended September 30, 2017 comes from a decrease in reserves for incurred but not reported claims for the current year which is attributable to lower than expected claim emergence from various storms that had occurred earlier in the year. Loss ratio deterioration for the-nine month period ended September 30, 2017 is due to an increase in claim payments for the current year and first previous year. In addition, the change results from an increase in frequency, with the number of claims increasing in 2017 as compared to the same periods of 2016, along with an increase in paid loss adjustment expenses.

Commercial automobile - The net loss ratio deteriorated 18.2 percentage points and 24.0 percentage points in the three- and nine-month periods ended September 30, 2017, respectively, compared to the same periods of 2016. The change was due to an increase in the number of severe losses, which we define as losses over $500 thousand, in 2017 as compared to the same periods of 2016 along with strengthening of reserves on prior accident years and only partially due to an increase in direct paid losses in the current accident year. We are implementing many initiatives to improve the profitability of this line of business, which include pricing increases, stricter underwriting guidelines, new analytical tools and more rigorous loss control requirements.

Personal fire and allied lines - The net loss ratio deteriorated 24.5 percentage points and 19.5 percentage points in the three- and nine-month periods ended September 30, 2017, respectively, compared to the same periods of 2016. The change results from an increase in frequency, with the number of claims increasing in 2017 as compared to the same periods of 2016.

Personal automobile - The net loss ratio deteriorated 20.8 percentage points and 24.1 percentage points in the three- and nine-month periods ended September 30, 2017, respectively, compared to the same periods of 2016.The change is primarily attributable to an increase in claim frequency in 2017 as compared to the same periods 2016 which resulted in increased paid loss and increased reserves for reported claims.

Reinsurance assumed - The net loss ratio deteriorated in both the three- and nine-month periods ended September 30, 2017 compared to the same periods of 2016.The increase in losses is primarily due to an increase of reserves for incurred but not reported claims for hurricanes that occurred late in the third quarter. An increase in paid losses also contributed to the increased loss ratios for both the three- and nine-month periods. In addition, the nine-month period is also affected by the emergence of prior year losses from the programs in which we participate, which are reported on a lag basis.

Financial Condition

Our stockholders' equity increased to $944.0 million at September 30, 2017, from $941.9 million at December 31, 2016. The increase was attributable to net income of $5.0 million and an increase in net unrealized investment gains of $38.2 million, net of tax, partially offset by stockholder dividends of $20.4 million and share repurchases of $29.8 million.


50



Net unrealized investment gains totaled $172.1 million as of September 30, 2017, an increase of $38.2 million, net of tax, or 28.6 percent, since December 31, 2016. The increase in net unrealized investment gains is primarily the result of a decrease in interest rates, which positively impacted the valuation of our fixed maturity security portfolio during 2017 and an increase in the fair value of our equity security portfolio.

At September 30, 2017, the book value per share of our common stock was $37.99. During the nine-month period ended September 30, 2017, 701,899 shares of common stock were repurchased under our share repurchase program at a total cost of $29.8 million and an average share price of $42.43. Under our share repurchase program, which is scheduled to expire on August 31, 2018, we were authorized to repurchase an additional 2,236,572 shares of our common stock as of September 30, 2017.



51


Discontinued Operations Results
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(In Thousands)
2017
 
2016
 
2017
 
2016
Revenues
 
 
 
 
 
 
 
Net premiums earned
$
14,230

 
$
20,600

 
$
45,999

 
$
62,878

Investment income, net of investment expenses
12,354

 
12,663

 
37,230

 
38,404

Net realized investment gains
296

 
461

 
3,600

 
1,409

Other income
174

 
145

 
498

 
436

Total revenues
$
27,054

 
$
33,869

 
$
87,327

 
$
103,127

 
 
 
 
 
 
 
 
Benefits, Losses and Expenses
 
 
 
 
 
 
 
Losses and loss settlement expenses
$
10,506

 
$
7,252

 
$
30,679

 
$
23,527

Increase in liability for future policy benefits
5,481

 
14,091

 
19,341

 
42,645

Amortization of deferred policy acquisition costs
2,156

 
1,876

 
5,524

 
5,716

Other underwriting expenses
2,444

 
4,527

 
9,452

 
14,630

Interest on policyholders' accounts
4,587

 
4,983

 
13,982

 
15,368

Total benefits, losses and expenses
$
25,174

 
$
32,729

 
$
78,978

 
$
101,886

 
 
 
 
 
 
 
 
Income from discontinued operations, before income taxes
$
1,880

 
$
1,140

 
$
8,349

 
$
1,241


Income before income taxes from our discontinued operations was $1.9 million for the three-month period ended September 30, 2017, compared to income before income taxes of $1.1 million for the same period of 2016. Year-to-date, income before income taxes from discontinued operations totaled $8.3 million compared to $1.2 million for the same nine-month period of 2016. The change in net income in both the third quarter and year-to-date was primarily due to a decrease in underwriting expenses and a smaller increase in liability for future benefits offset by a decrease in net premiums earned and an increase in losses and loss settlement expenses. The decrease in underwriting expenses was due to strategic changes made at the beginning of 2017 to increase profitability of our life products through pricing changes and restructuring of our commissions. This strategic change resulted in a decrease in net premiums earned, primarily in sales of single premium whole life policies which in turn reduced the increase in liability for future benefits. Also impacting the results was an increase in death benefits paid compared to the same periods in the prior year.

Investment Portfolio

Our invested assets from continuing operations totaled $1.8 billion at September 30, 2017, compared to $1.8 billion at December 31, 2016, an increase of $66.5 million. At September 30, 2017, fixed maturity securities and equity securities made up 82.3 percent and 15.0 percent of the value of our investment portfolio, respectively. Because the primary purpose of our investment portfolio is to fund future claims payments, we use a conservative investment philosophy, investing in a diversified portfolio of high-quality, intermediate-term taxable corporate bonds, taxable U.S. government bonds and tax-exempt U.S. municipal bonds. Our overall investment strategy is to keep our cash on hand low in the current interest rate environment. If additional cash is needed, we can borrow funds available under our revolving credit facility.

Composition
We develop our investment strategies based on a number of factors, including estimated duration of reserve liabilities, short- and long-term liquidity needs, projected tax status, general economic conditions, expected rates of inflation, regulatory requirements, interest rates and credit quality of assets. We administer our investment portfolio


52


based on investment guidelines approved by management and the investment committee of our Board of Directors that comply with applicable statutory regulations.

The composition of our investment portfolio at September 30, 2017 is presented at carrying value in the following table:
 
Continuing Operations
 
Discontinued Operations
 
 
 
 
 
Property & Casualty Insurance
 
Life Insurance
 
Total
 
 
 
Percent

 
 
 
Percent

 
 
 
Percent

(In Thousands, Except Ratios)
 
 
of Total

 
 
 
of Total

 
 
 
of Total

Fixed maturities (1)
 
 
 
 
 
 


 


 


Held-to-maturity
$
150

 
%
 
$
38

 
%
 
$
188

 
%
Available-for-sale
1,498,662

 
81.5

 
1,426,991

 
96.8

 
2,925,653

 
88.3

Trading securities
13,673

 
0.7

 

 

 
13,673

 
0.4

Equity securities
 
 
 
 
 
 
 
 
 
 
 
Available-for-sale
269,341

 
14.7

 
22,616

 
1.5

 
291,957

 
8.8

Trading securities
6,330

 
0.4

 

 

 
6,330

 
0.2

Mortgage loans

 

 
3,504

 
0.2

 
3,504

 
0.1

Policy loans

 

 
5,770

 
0.4

 
5,770

 
0.2

Other long-term investments
49,966

 
2.7

 
16,299

 
1.1

 
66,265

 
2.0

Short-term investments
175

 

 

 

 
175

 

Total
$
1,838,297

 
100.0
%
 
$
1,475,218

 
100.0
%
 
$
3,313,515

 
100.0
%
(1) Available-for-sale securities and trading fixed maturities are carried at fair value. Held-to-maturity fixed maturities are carried at amortized cost.

At both September 30, 2017 and December 31, 2016, we classified $1.5 billion, or 99.1 percent, of our fixed maturities portfolio as available-for-sale. We classify our remaining fixed maturities as held-to-maturity or trading. We record held-to-maturity securities at amortized cost. We record available-for-sale securities at fair value, with any changes in fair value recognized in accumulated other comprehensive income. We record trading securities, primarily convertible redeemable preferred debt securities, at fair value, with any changes in fair value recognized in earnings.

As of September 30, 2017 and December 31, 2016, we did not have direct exposure to investments in subprime mortgages or other credit enhancement vehicles.

Credit Quality

The table below shows the composition of fixed maturity securities held in our available-for-sale, held-to-maturity and trading security portfolios, by credit rating for both continuing and discontinued operations at September 30, 2017 and December 31, 2016. Information contained in the table is generally based upon the issued credit ratings provided by Moody's, unless the rating is unavailable, in which case we obtain credit ratings from Standard & Poor's.
(In Thousands, Except Ratios)
September 30, 2017
 
December 31, 2016
Rating
Carrying Value
 
% of Total
 
Carrying Value
 
% of Total
AAA
$
867,490

 
29.5
%
 
$
782,329

 
26.9
%
AA
848,295

 
28.8

 
857,946

 
29.4

A
616,366

 
21.0

 
651,696

 
22.4

Baa/BBB
551,478

 
18.8

 
554,475

 
19.0

Other/Not Rated
55,885

 
1.9

 
66,268

 
2.3

 
$
2,939,514

 
100.0
%
 
$
2,912,714

 
100.0
%





53


Duration
Our investment portfolio is invested primarily in fixed maturity securities whose fair value is susceptible to market risk, specifically interest rate changes. Duration is a measurement used to quantify our inherent interest rate risk and analyze our ability to match our invested assets to our reserve liabilities. If our invested assets and reserve liabilities have similar durations, then any change in interest rates will have an equal effect on these accounts. The primary purpose for matching invested assets and reserve liabilities is liquidity. With appropriate matching, our investments will mature when cash is needed, preventing the need to liquidate other assets prematurely. Mismatches in the duration of assets and liabilities can cause significant fluctuations in our results of operations.

Investment Results
We invest the premiums received from our policyholders and annuitants in order to generate investment income, which is an important component of our revenues and profitability. The amount of investment income that we are able to generate is affected by many factors, some of which are beyond our control. Some of these factors are volatility in the financial markets, economic growth, inflation, interest rates, world political conditions, terrorist attacks or threats of terrorism, adverse events affecting other companies in our industry or the industries in which we invest and other unpredictable national or world events. Our net investment income from continuing operations decreased by 1.7 percent and increased 10.1 percent, respectively, in the three- and nine-month periods ended September 30, 2017, compared with the same periods of 2016. The increase in the nine-month period ended September 30, 2017 was primarily due to an increase in invested assets and changes in value of our investments in limited liability partnerships as compared to the same period in 2016. We are maintaining our investment philosophy of purchasing fixed income investments rated investment grade or better.
We hold certain investments in limited liability partnerships that are recorded on the equity method of accounting, with changes in value of these investments recorded in investment income. In the three- and nine-month periods ended September 30, 2017, the change in value of our investments in limited liability partnerships from continuing operations resulted in investment income of $2.0 million and $3.3 million, respectively, as compared to an increase of $3.6 million and $2.5 million in investment income, respectively, in the same periods of 2016. This resulted in an decrease of $1.6 million and an increase of $0.8 million in investment income in the three- and nine-month periods ended September 30, 2017, respectively.
Our net realized investment gains from continuing operations were $0.1 million and $3.4 million, respectively, during the three- and nine-month periods ended September 30, 2017, as compared with $2.1 million and $4.8 million, respectively, in the same periods of 2016.
We regularly monitor the difference between our cost basis and the estimated fair value of our investments. Our accounting policy for impairment recognition requires other-than-temporary impairment charges to be recorded when we determine that it is more likely than not that we will be unable to collect all amounts due according to the contractual terms of the fixed maturity security or that the anticipated recovery in fair value of the equity security will not occur in a reasonable amount of time. Impairment charges on investments are recorded based on the fair value of the investments at the measurement date. Factors considered in evaluating whether a decline in value is other-than-temporary include: the length of time and the extent to which fair value has been less than cost; the financial condition and near-term prospects of the issuer; our intention to hold the investment; and the likelihood that we will be required to sell the investment.
Changes in unrealized gains and losses on available-for-sale securities do not affect net income and earnings per share but do impact comprehensive income, stockholders' equity and book value per share. We believe that any unrealized losses on our available-for-sale securities at September 30, 2017 are temporary based upon our current analysis of the issuers of the securities that we hold and current market conditions. It is possible that we could recognize impairment charges in future periods on securities that we own at September 30, 2017 if future events and information cause us to determine that a decline in value is other-than-temporary. However, we endeavor to invest in high quality assets to provide protection from future credit quality issues and corresponding other-than-temporary impairment write-downs. In the three- and nine-month periods ended September 30, 2017 and 2016, there were no other-than-temporary impairment write-downs.


54


LIQUIDITY AND CAPITAL RESOURCES
Liquidity measures our ability to generate sufficient cash flows to meet our short- and long-term cash obligations. Our cash inflows are primarily a result of the receipt of premiums, annuity deposits, reinsurance recoveries, sales or maturities of investments, and investment income. Cash provided from these sources is used to fund the payment of losses and loss settlement expenses, policyholder benefits under life insurance contracts, annuity withdrawals, the purchase of investments, operating expenses, dividends, pension plan contributions, and in recent years, common stock repurchases.
We monitor our capital adequacy to support our business on a regular basis. The future capital requirements of our business will depend on many factors, including our ability to write new business successfully and to establish premium rates and reserves at levels sufficient to cover losses. Our ability to underwrite is largely dependent upon the quality of our claims paying and financial strength ratings as evaluated by independent rating agencies. In particular, we require (1) sufficient capital to maintain our financial strength ratings, as issued by various rating agencies, at a level considered necessary by management to enable our insurance company subsidiaries to compete and (2) sufficient capital to enable our insurance company subsidiaries to meet the capital adequacy tests performed by regulatory agencies in the United States.
Cash outflows may be variable because of the uncertainty regarding settlement dates for losses. In addition, the timing and amount of individual catastrophe losses are inherently unpredictable and could increase our liquidity requirements. The timing and amount of reinsurance recoveries may be affected by reinsurer solvency and reinsurance coverage disputes.
Historically, we have generated substantial cash inflows from operations. It is our policy to invest the cash generated from operations in securities with maturities that, in the aggregate, correlate to the anticipated timing of payments for losses and loss settlement expenses and future policyholder benefits of the underlying insurance policies, and annuity withdrawals. The majority of our assets are invested in available-for-sale fixed maturity securities.
The following table displays a consolidated summary of cash sources and uses in 2017 and 2016 from continuing and discontinued operations:
Cash Flow Summary
Nine Months Ended September 30,
(In Thousands)
2017
 
2016
Cash provided by (used in)
 
 
 
Operating activities
$
116,296

 
$
128,069

Investing activities
(4,361
)
 
(20,024
)
Financing activities
(93,427
)
 
(73,550
)
Net increase in cash and cash equivalents
$
18,508

 
$
34,495

In the Consolidated Statement of Cash Flows, cash flows from discontinued operations are shown in separate lines in each of the operating, investing and financing sections of the Cash Flow Statement. Our cash flows from continuing operations were sufficient to meet our current liquidity needs for the nine-month periods ended September 30, 2017 and 2016 and we anticipate they will be sufficient to meet our future liquidity needs.
Operating Activities
Net cash flows provided by operating activities totaled $116.3 million and $128.1 million for the nine-month periods ended September 30, 2017 and 2016, respectively. Cash flows from discontinued operations provided by operating activities totaled $23.8 million and $46.0 million for the nine-month periods ended September 30, 2017 and 2016, respectively.
Investing Activities
Cash in excess of operating requirements is generally invested in fixed maturity securities and equity securities. Fixed maturities provide regular interest payments and allow us to match the duration of our liabilities. Equity securities provide dividend income, potential dividend income growth and potential appreciation. For further


55


discussion of our investments, including our philosophy and our strategy for our portfolio, see the "Investment Portfolio" section of this item.
In addition to investment income, possible sales of investments and proceeds from calls or maturities of fixed maturity securities also can provide liquidity. During the next five years, $0.9 billion, or 59.1 percent, of our fixed maturity portfolio will mature.
We invest funds required for short-term cash needs primarily in money market accounts, which are classified as cash equivalents. At September 30, 2017, our cash and cash equivalents included $13.9 million related to these money market accounts, compared to $16.8 million at December 31, 2016.
Net cash flows used in investing activities was $4.4 million and $20.0 million for the nine-month periods ended September 30, 2017 and 2016, respectively. For the nine-month periods ended September 30, 2017 and 2016, we had cash inflows from scheduled and unscheduled investment maturities, redemptions, prepayments, and sales of investments, from continuing operations of $142.7 million and $264.2 million, respectively. For the nine-month periods ended September 30, 2017 and 2016, we had cash inflows from scheduled and unscheduled investment maturities, redemptions, prepayments, and sales of investments, from discontinued operations of $96.5 million and $171.1 million, respectively.
Our cash outflows for investment purchases from continuing operations were $167.0 million for the nine-month period ended September 30, 2017, compared to $315.8 million for the same period of 2016. Our cash outflows for investment purchases from discontinued operations were $65.0 million for the nine-month period ended September 30, 2017, compared to $133.4 million for the same period of 2016.
Financing Activities
Net cash flows used in financing activities were $93.4 million and $73.6 million for the nine-month periods ended September 30, 2017 and 2016, respectively. The increase is due to repurchases of common stock, an increase in the payment of cash dividends and a decrease in the issuance of common stock in the nine-month period ended September 30, 2017, compared to the same period of 2016.
Credit Facilities
On February 2, 2016, the Company, as borrower, entered into a Credit Agreement by and among the Company, with the lenders from time to time party thereto and KeyBank National Association, as administrative agent, swingline lender and letter of credit issuer. As of September 30, 2017, there were no balances outstanding under this credit agreement. For further discussion of our credit agreement, refer to Part I, Item 1, Note 9 "Credit Facility" to the unaudited Consolidated Financial Statements.
Dividends
Dividends paid to shareholders totaled $20.4 million and $18.2 million in the nine-month periods ended September 30, 2017 and 2016, respectively. Our practice has been to pay quarterly cash dividends, which we have paid every quarter since March 1968.
Payments of any future dividends and the amounts of such dividends, however, will depend upon factors such as net income, financial condition, capital requirements, and general business conditions. We will only pay dividends if declared by our Board of Directors out of legally available funds.
As a holding company with no independent operations of its own, UFG relies on dividends received from its insurance company subsidiaries in order to pay dividends to its common shareholders. Dividends payable by our insurance subsidiaries are governed by the laws in the states in which they are domiciled, and if applicable, commercially domiciled. In all cases, these state laws permit the payment of dividends only from earned surplus arising from business operations. For example, under Iowa law, the maximum dividend or distribution that may be paid within a 12-month period without prior approval of the Iowa Insurance Commissioner is generally restricted to the greater of 10 percent of statutory surplus as of the preceding December 31, or net income of the preceding


56


calendar year on a statutory basis, not greater than earned statutory surplus. Other states in which our insurance company subsidiaries are domiciled may impose similar restrictions on dividends and distributions. Based on these restrictions, at September 30, 2017, UFG's sole direct insurance company subsidiary, United Fire & Casualty Company, was able to make a maximum of $27.1 million in dividend payments without prior regulatory approval. These restrictions will not have a material impact in meeting the cash obligations of UFG.
Stockholders' Equity
Stockholders' equity increased 0.2 percent to $944.0 million at September 30, 2017, from $941.9 million at December 31, 2016. The increase was primarily attributable to net income of $5.0 million and an increase in net unrealized investment gains of $38.2 million, net of tax, during the first nine months of 2017, partially offset by shareholder dividends of $20.4 million and share repurchases of $29.8 million. At September 30, 2017, the book value per share of our common stock was $37.99 compared to $37.04 at December 31, 2016.

Funding Commitments

Pursuant to an agreement with one of our limited liability partnership investments, we are contractually committed through December 31, 2023, to make capital contributions upon request of the partnership. Our remaining potential contractual obligation was $3.7 million at September 30, 2017.

MEASUREMENT OF RESULTS
Management evaluates our operations by monitoring key measures of growth and profitability. The following section provides further explanation of the key measures management uses to evaluate our results.

Catastrophe losses is a commonly used financial measure that uses the designations of the Insurance Services Office (ISO) and are reported with losses and loss settlement expense amounts net of reinsurance recoverables, unless specified otherwise. According to the ISO, a catastrophe loss is defined as a single unpredictable incident or series of closely related incidents that result in $25.0 million or more in U.S. industry-wide direct insured losses to property and that affect a significant number of insureds and insurers ("ISO catastrophe"). In addition to ISO catastrophes, we also include as catastrophes those events ("non-ISO catastrophes"), which may include U.S. or international losses that we believe are, or will be, material to our operations, either in amount or in number of claims made. Management, at times, may determine for comparison purposes that it is more meaningful to exclude extraordinary catastrophe losses and resulting litigation. The frequency and severity of catastrophic losses we experience in any year affect our results of operations and financial position. In analyzing the underwriting performance of our property and casualty insurance segment, we evaluate performance both including and excluding catastrophe losses. Portions of our catastrophe losses may be recoverable under our catastrophe reinsurance agreements. We include a discussion of the impact of catastrophes because we believe it is meaningful for investors to understand the variability in our periodic earnings.
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
(In Thousands)
2017
 
2016
 
2017
 
2016
ISO catastrophes
$
25,628

 
$
10,517

 
$
62,170

 
$
49,686

Non-ISO catastrophes (1)
5,077

 
2,014

 
6,596

 
2,711

Total catastrophes
$
30,705

 
$
12,531

 
$
68,766

 
$
52,397

(1) This number includes international assumed losses.


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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We have exposure to market risk arising from potential losses in our investment portfolio due to adverse changes in interest rates and market prices. However, we have the ability to hold fixed maturity investments to maturity. Our investment guidelines define the overall framework for managing our market and other investment risks, including accountability and controls. In addition, each of our subsidiaries has specific investment policies that delineate the investment limits and strategies that are appropriate given each entity's liquidity, surplus, product, and regulatory requirements. We respond to market risk by managing the character of investment purchases.

It is our philosophy that we do not utilize financial hedges or derivative financial instruments to manage risks, nor do we enter into any swap, forward or option contracts, but attempt to mitigate our exposure through active portfolio management. In addition, we place the majority of our investments in high-quality, liquid securities and limit the amount of credit exposure to any one issuer. At September 30, 2017, we did not have direct exposure to investments in sub-prime mortgages or other credit-enhancement exposures.

While our primary market risk exposure is to changes in interest rates, we do have limited exposure to changes in equity prices and limited exposure to foreign currency exchange rates.

There have been no material changes in our market risk or market risk factors from what we reported in our Annual Report on Form 10-K for the year ended December 31, 2016.

ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure 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 Exchange Act) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures, as of the end of the period covered by this report, were designed and functioning effectively to provide reasonable assurance that the information required to be disclosed by us in reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. We believe that a control system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the control system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

Changes in Internal Control Over Financial Reporting

Our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated our internal control over financial reporting to determine whether any changes occurred during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on this evaluation, no such change in our internal control over financial reporting occurred during the fiscal quarter to which this report relates.



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PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS
In the normal course of its business, the Company is a party to a variety of legal proceedings. While the final outcome of these legal proceedings cannot be predicted with certainty, management believes all of the proceedings pending as of September 30, 2017 to be ordinary and routine and does not expect these legal proceedings to have a material adverse effect on the Company's financial position or results of operations.
ITEM 1A. RISK FACTORS

Our business is subject to a number of risks, including those identified in Part I, Item 1A "Risk Factors" in our 2016 Annual Report on Form 10-K filed with the SEC on February 28, 2017, that could have a material effect on our business, results of operations, financial condition, and/or liquidity and that could cause our operating results to vary significantly from period to period. The risks described in the above mentioned report are not the only risks we face. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial could also have a material effect on our business, results of operations, financial condition and/or liquidity.

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

Under our share repurchase program, first announced in August 2007, we may purchase UFG common stock from time to time on the open market or through privately negotiated transactions. The amount and timing of any purchases will be at our discretion and will depend upon a number of factors, including the share price, general economic and market conditions, and corporate and regulatory requirements.

The following table provides information with respect to purchases of shares of common stock made by or on our behalf or by any "affiliated purchaser," as defined in Rule 10b-18(a)(3) under the Exchange Act, during the three-month period ended September 30, 2017:
 
 
 
 
 
Total Number of Shares
 
Maximum Number of
 
Total
 
 
 
Purchased as a Part of
 
Shares that may yet be
 
Number of
 
Average Price
 
Publicly Announced
 
Purchased Under the
Period
Shares Purchased
 
Paid per Share
 
Plans or Programs
 
Plans or Programs(1)
7/1/2017 - 7/31/2017
4,904

 
$
43.00

 
4,904

 
2,436,959

8/1/2017 - 8/31/2017
127,387

 
42.41

 
127,387

 
2,309,572

9/1/2017 - 9/30/2017
73,000

 
40.92

 
73,000

 
2,236,572

Total
205,291

 
$
41.89

 
205,291

 
 
(1) Our share repurchase program was originally announced in August 2007. In August 2016, our Board of Directors authorized the repurchase of up to an additional 1,500,000 shares of common stock through the end of August 2018. This is in addition to the 1,528,886 shares of common stock remaining under its previous authorizations. As of September 30, 2017 we remained authorized to repurchase 2,236,572 shares of common stock.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. MINE SAFETY DISCLOSURES

None.

ITEM 5. OTHER INFORMATION

None.


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ITEM 6. EXHIBIT INDEX
Exhibit number
 
Exhibit description
 
Furnished herewith
Filed herewith
2.1†
 
 
 
 
31.1
 
 
 
X
31.2
 
 
 
X
32.1
 
 
X
 
32.2
 
 
X
 
101.1
 

 
 
X
† The schedules to this Exhibit have been omitted in accordance with Regulation S-K Item 601(b)(2). The registrant agrees to furnish a copy of all omitted schedules to the Securities and Exchange Commission upon its request.


60


SIGNATURES

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

UNITED FIRE GROUP, INC.
 
 
(Registrant)
 
 
 
 
 
/s/ Randy A. Ramlo
 
/s/ Dawn M. Jaffray
Randy A. Ramlo
 
Dawn M. Jaffray
President, Chief Executive Officer,
 
Senior Vice President, Chief Financial Officer and
Director and Principal Executive Officer
 
Principal Accounting Officer
 
 
 
November 8, 2017
 
November 8, 2017
(Date)
 
(Date)
 



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