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Commitments and Contingencies
12 Months Ended
Dec. 31, 2018
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

NOTE 10.  COMMITMENT AND CONTINGENCIES

Rental Commitments

Future minimum annual rental commitments as of December 31, 2018 under various non-cancellable operating leases for our office facilities, which expire at various dates through 2032, are as follows:

 

Rental Commitments for Years Ended December 31,

 

amounts in thousands

 

 

 

 

2019

 

$

12,907

 

2020

 

 

12,470

 

2021

 

 

11,542

 

2022

 

 

10,354

 

2023

 

 

9,379

 

2024-2032

 

 

28,268

 

Total Minimum Operating Lease Payments

 

$

84,920

 

 

We are also liable for additional payments to the landlords for certain annual cost increases. Rent expense for the years ended December 31, 2018, 2017 and 2016 was $12.2 million, $13.2 million and $13.2 million, respectively.

Legal Contingencies

In the ordinary course of conducting business, our Parent Company’s subsidiaries are involved in various legal proceedings.  Most of these proceedings consist of claims litigation involving our Parent Company’s subsidiaries as either: (a) liability insurers defending or providing indemnity for third party claims brought against insureds or (b) insurers defending first party coverage claims brought against them.  In general, our Company believes we have valid defenses to these cases. Our Company’s management believes that the ultimate liability, if any, with respect to these legal proceedings, after consideration of provisions made for potential losses and cost of defense, will not be material to our Company’s Consolidated Balance Sheets, Statements of Income and Statements of Cash Flows.         

Guarantees

On February 16, 2017, our Company entered into a Guarantee, pursuant to which it guaranteed all of the liabilities and obligations of NIIC (the “Guarantee”), to facilitate the issuance of a financial strength rating to NIIC by A.M. Best. The Guarantee would remain effective until all of such liabilities and obligations are discharged, and in the event that our Company does not meet its obligations under the Guarantee, any person who is covered by an insurance policy, certificate of coverage or reinsurance contract issued by NIIC would be a third party beneficiary under the Guarantee.  Our Company’s obligations under the Guarantee may be terminated by providing twelve months prior written notice to NIIC. However, the obligations of our Company under the Guarantee terminate immediately in the event that (i) the majority of the outstanding voting capital stock in NIIC is sold to any non-affiliated entity; (ii) A.M. Best confirms that NIIC would receive the same financial strength rating as NIC or NSIC, without the benefit of the Guarantee; or (iii) NIIC withdraws its request to be rated by A.M. Best, provided that NIIC has not been downgraded within the prior twelve months.

State Loan and Grant Contingencies

In 2013, the State of Connecticut (“the State”) awarded our Company up to $11.5 million ($8.0 million in loans and $3.5 million in grants) to move our corporate headquarters to Stamford, Connecticut.  The loan is non-interest bearing has a term of 10 years and is subject to forgiveness based on our compliance with certain conditions set forth in the agreement with the State.  The amount of the loan to be received is dependent on our Company reaching certain milestones for creation of new jobs over a five-year period, and the funds are to be used to offset certain equipment purchases, facility costs, training of employees and other eligible project-related costs. As of December 31, 2018, our Company has received all of the award and earned a loan forgiveness credit of $7.0 million with the State. Our Company is recognizing the amount of loan and grants received over the period in which offsetting expenses are recognized. Our Company recognized $1.3 million, $1.3 million and $1.4 million for the years ended December 31, 2018, 2017 and 2016.  As of December 31, 2018 and December 31, 2017, our Company had deferred revenue of $4.7 million and $4.4 million, respectively, which is included in other liabilities on the Consolidated Balance Sheets.

Merger Agreement

On August 22, 2018, our Company entered into a Merger Agreement with The Hartford. In accordance with the terms of the Merger Agreement, our Company would be obligated to pay The Hartford a $68.25 million termination fee if the Merger Agreement is terminated for certain reasons outlined in the Merger Agreement.