Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
INDEX TO FINANCIAL STATEMENTS
Page
Audited Consolidated Financial Statements
Management's Report on Internal Control Over Financial Reporting 66
Reports of Independent Registered Public Accounting Firm 66
Consolidated Balance Sheets as of December 31, 2020 and 2019 70
Consolidated Statements of Income and Comprehensive Income for the Years Ended December 31, 2020, 2019 and 2018
71
Consolidated Statements of Changes in Stockholders' Equity for the Years Ended December 31, 2020, 2019 and 2018
72
Consolidated Statements of Cash Flows for the Years Ended December 31, 2020, 2019 and 2018
73
Notes to Consolidated Financial Statements 74
Schedule I - Summary of Investments - Other than Investments in Related Parties 101
Schedule II - Condensed Financial Information of Registrant - Parent Company Only 102
Schedule V - Valuation and Qualifying Accounts 107
Schedules other than those listed are omitted for the reason that they are not required, are not applicable or that equivalent information has been included in the financial statements or notes thereto or elsewhere herein.
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Management's Report on Internal Control Over Financial Reporting:
Management is responsible for establishing and maintaining adequate internal control over financial reporting, as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.
Management does not expect that its internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Internal control over financial reporting is a process that involves human diligence and compliance and is subject to lapses in judgment and breakdowns resulting from human failures. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. The design of any system of internal control over financial reporting also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions.
Management evaluated the effectiveness of our internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Management reviewed the results of its assessment with the Audit Committee of our Board of Directors. Based on our evaluation, we have concluded that we maintained effective internal control over financial reporting as of December 31, 2020.
KPMG LLP, our independent registered public accounting firm, has issued an opinion on the effectiveness of the Company's internal control over financial reporting, as stated in their report which is included herein.
Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Kinsale Capital Group, Inc.:
Opinion on Internal Control Over Financial Reporting
We have audited Kinsale Capital Group, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2020 and 2019, the related consolidated statements of income and comprehensive income, changes in stockholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, 2020, and the related notes and financial statement schedules I, II, and V (collectively, the consolidated financial statements), and our report dated February 25, 2021 expressed an unqualified opinion on those consolidated financial statements.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the
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U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
/s/ KPMG LLP
Richmond, Virginia
February 25, 2021
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Report of Independent Registered Public Accounting Firm
To the Stockholders and Board of Directors
Kinsale Capital Group, Inc.:
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Kinsale Capital Group, Inc. and subsidiaries (the Company) as of December 31, 2020 and 2019, the related consolidated statements of income and comprehensive income, changes in stockholders’ equity, and cash flows for each of the years in the three‑year period ended December 31, 2020, and the related notes and financial statement schedules I, II, and V (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2020 and 2019, and the results of its operations and its cash flows for each of the years in the three‑year period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2020, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 25, 2021 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgment. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Reserves for unpaid losses and loss adjustment expenses
As described in Notes 1 and 7 to the consolidated financial statements, the Company records reserves for unpaid losses and loss adjustment expenses (reserves), which represent the Company’s best estimate of ultimate unpaid cost of all reported and unreported losses and loss adjustment expenses incurred prior to the financial statement date. This estimate is based on an actuarial method that uses the Company’s initial expected loss ratios, expected reporting patterns for losses based on historical Company and industry data, and the Company’s actual reported losses and loss adjustment expenses. All estimates are regularly reviewed and, as experience develops and new information becomes known, the reserves are adjusted as necessary. As of December 31, 2020, the Company recorded $636.0 million of reserves for unpaid losses and loss adjustment expenses.
We identified the evaluation of the estimation of reserves as a critical audit matter. The evaluation of the Company’s best estimate of reserves required complex auditor judgment due to the inherent uncertainty in the ultimate amount and timing of claim payments and required specialized actuarial skills and knowledge. In addition, the evaluation of
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the ultimate expected loss assumptions required subjective auditor judgment due to the Company’s limited historical claims data and, therefore, also involved a consideration of industry data.
The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls related to the Company’s reserving process. These included internal controls over the actuarial method and certain assumptions used to derive the Company’s best estimate of reserves and the comparison of the Company’s best estimate to the annual independent actuarial reserve estimate performed by an external consulting actuary. We also involved actuarial professionals with specialized skills and knowledge, who assisted in:
• comparing the actuarial methodology the Company used to determine the reserves to generally accepted actuarial standards and practices
• comparing certain assumptions about future claim reporting amounts and payment patterns to the Company’s underlying historical claims data and industry data, such as loss development trends of similar insurance products
• assessing the Company’s internal actuarial analysis for all lines of business by reviewing the assumptions and actuarial method used, which included the selection of loss development factors and the actuarial method, considering internal and external factors
• performing independent estimates of reserves for each line of business, using a combination of the Company’s underlying historical claims data and industry data
• developing an independent range of reserves using both the Company’s underlying historical claims data and industry data with respect to future claim reporting amounts and payment patterns and prior year independent selected loss rates
• assessing the position of the Company’s recorded reserves within this independent range in the current year and comparing to its relative position in the prior year.
/s/ KPMG LLP
We have served as the Company’s auditor since 2009.
Richmond, Virginia
February 25, 2021
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KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
December 31,
2020 2019
(in thousands, except share and per share data)
Assets
Fixed-maturity securities available-for-sale, at fair value (amortized cost: $1,031,817 at 2020; $714,817 at 2019) $ 1,081,800 $ 729,532
Equity securities, at fair value (cost: $98,758 in 2020; $64,245 in 2019) 129,662 78,294
Total investments 1,211,462 807,826
Cash and cash equivalents 77,093 100,408
Investment income due and accrued 6,637 4,743
Premiums receivable, net 48,641 34,483
Reinsurance recoverables 93,215 72,574
Ceded unearned premiums 24,265 16,118
Deferred policy acquisition costs, net of ceding commissions 31,912 23,564
Intangible assets 3,538 3,538
Deferred income tax asset, net — 3,374
Other assets 50,133 23,922
Total assets $ 1,546,896 $ 1,090,550
Liabilities and Stockholders' Equity
Reserves for unpaid losses and loss adjustment expenses $ 636,013 $ 460,058
Unearned premiums 260,986 187,374
Payable to reinsurers 12,672 7,151
Accounts payable and accrued expenses 13,651 12,366
Credit facility 42,570 16,744
Deferred income tax liability, net 4,648 —
Other liabilities 118 977
Total liabilities 970,658 684,670
Commitments and contingencies
Stockholders’ equity:
Common stock, $0.01 par value, 400,000,000 shares authorized, 22,757,251 shares issued and outstanding at December 31, 2020; 22,205,665 shares issued and outstanding at December 31, 2019 228 222
Additional paid-in capital 291,315 229,229
Retained earnings 243,315 162,911
Accumulated other comprehensive income 41,380 13,518
Stockholders’ equity 576,238 405,880
Total liabilities and stockholders’ equity $ 1,546,896 $ 1,090,550
See accompanying notes to consolidated financial statements.
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KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statements of Income and Comprehensive Income
Year Ended December 31,
2020 2019 2018
(in thousands, except per share data)
Revenues:
Gross written premiums $ 552,814 $ 389,694 $ 275,538
Ceded written premiums ( 74,595 ) ( 47,633 ) ( 39,924 )
Net written premiums 478,219 342,061 235,614
Change in unearned premiums ( 65,465 ) ( 59,080 ) ( 22,926 )
Net earned premiums 412,754 282,981 212,688
Net investment income 26,110 20,133 15,688
Change in fair value of equity securities
16,855 12,389 ( 6,555 )
Net realized investment gains
3,533 359 281
Other income 634 26 12
Total revenues 459,886 315,888 222,114
Expenses:
Losses and loss adjustment expenses 263,802 169,563 128,041
Underwriting, acquisition and insurance expenses 94,296 70,217 53,425
Other expenses 1,375 57 168
Total expenses 359,473 239,837 181,634
Income before income taxes 100,413 76,051 40,480
Income tax expense 11,994 12,735 6,693
Net income 88,419 63,316 33,787
Other comprehensive income (loss):
Change in unrealized gains (losses) on available-for-sale investments, net of taxes 27,862 14,774 ( 5,469 )
Total comprehensive income $ 116,281 $ 78,090 $ 28,318
Earnings per share:
Basic $ 3.96 $ 2.94 $ 1.60
Diluted $ 3.87 $ 2.86 $ 1.56
Weighted-average shares outstanding:
Basic 22,319 21,528 21,090
Diluted 22,852 22,136 21,685
See accompanying notes to consolidated financial statements.
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KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statements of Changes in Stockholders' Equity
Shares of Common Stock Common Stock Additional Paid-in Capital Retained Earnings Accumu-
lated
Other
Compre-
hensive
Income (Loss) Total Stockholders' Equity
( in thousands, except for per share data)
Balance at December 31, 2017 21,036 $ 210 $ 155,082 $ 73,502 $ 9,395 $ 238,189
Cumulative effect adjustment - unrealized gains on equity securities, net of tax
— — — 6,490 ( 6,490 ) —
Balance at December 31, 2017, as adjusted
21,036 210 155,082 79,992 2,905 238,189
Reclassification of tax effect of TCJA
— — — ( 1,308 ) 1,308 —
Issuance of common stock under stock-based compensation plan
206 2 1,806 — — 1,808
Stock-based compensation expense — — 1,597 — — 1,597
Dividends declared ($0.28 per share) — — — ( 5,926 ) — ( 5,926 )
Other comprehensive loss, net of income taxes
— — — — ( 5,469 ) ( 5,469 )
Net income — — — 33,787 — 33,787
Balance at December 31, 2018 21,242 212 158,485 106,545 ( 1,256 ) 263,986
Issuance of common stock, net of issuance costs
742 8 65,871 — — 65,879
Issuance of common stock under stock-based compensation plan
229 2 2,748 — — 2,750
Stock-based compensation expense — — 2,742 — — 2,742
Restricted shares withheld for taxes ( 7 ) — ( 617 ) — — ( 617 )
Dividends declared ($0.32 per share) — — — ( 6,950 ) — ( 6,950 )
Other comprehensive income, net of income taxes
— — — — 14,774 14,774
Net income — — — 63,316 — 63,316
Balance at December 31, 2019 22,206 222 229,229 162,911 13,518 405,880
Adoption of new accounting standard for credit losses, net
— — — 78 — 78
Issuance of common stock, net of issuance costs
311 3 56,695 — — 56,698
Issuance of common stock under stock-based compensation plan
252 3 3,619 — — 3,622
Stock-based compensation expense — — 3,575 — — 3,575
Restricted shares withheld for taxes ( 12 ) — ( 1,803 ) — — ( 1,803 )
Dividends declared ($0.36 per share) — — — ( 8,093 ) — ( 8,093 )
Other comprehensive income, net of income taxes
— — — — 27,862 27,862
Net income — — — 88,419 — 88,419
Balance at December 31, 2020 22,757 $ 228 $ 291,315 $ 243,315 $ 41,380 $ 576,238
See accompanying notes to consolidated financial statements.
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KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
Year Ended December 31,
2020 2019 2018
(in thousands)
Operating activities:
Net income $ 88,419 $ 63,316 $ 33,787
Adjustments to reconcile net income to net cash provided by operating activities:
Net unrealized (gains) losses on equity securities ( 16,855 ) ( 12,389 ) 6,555
Net realized investment gains ( 3,533 ) ( 359 ) ( 281 )
Deferred tax expense (benefit) 616 ( 125 ) ( 3,230 )
Depreciation and amortization 1,574 682 631
Stock compensation expense 3,575 2,742 1,597
Change in operating assets and liabilities:
Investment income due and accrued ( 1,894 ) ( 960 ) ( 706 )
Premiums receivable, net ( 14,158 ) ( 10,230 ) ( 4,466 )
Reserves for unpaid loss and loss adjustment expenses 175,955 90,906 53,435
Unearned premiums 73,612 59,124 25,140
Reinsurance balances, net ( 23,267 ) ( 13,246 ) ( 8,070 )
Deferred policy acquisition costs ( 8,348 ) ( 8,763 ) ( 3,026 )
Income taxes (recoverable) payable ( 1,611 ) 1,221 18
Accounts payable and accrued expenses 3,087 2,972 464
Other 2,802 3,466 2,132
Net cash provided by operating activities 279,974 178,357 103,980
Investing activities:
Purchase of property and equipment ( 32,875 ) ( 19,622 ) ( 1,273 )
Sale of property and equipment 5,077 — —
Purchases – fixed-maturity securities ( 530,732 ) ( 306,203 ) ( 194,989 )
Purchases – equity securities ( 36,822 ) ( 29,887 ) ( 12,656 )
Sales – fixed-maturity securities 119,749 35,526 10,427
Sales – equity securities 2,367 21,459 2,429
Maturities and calls – fixed-maturity securities 93,803 67,934 89,522
Net cash used in investing activities ( 379,433 ) ( 230,793 ) ( 106,540 )
Financing activities:
Proceeds from issuance of common stock, net of issuance costs 56,698 65,879 —
Proceeds from credit facility 25,700 17,300 —
Debt issuance costs — ( 628 ) —
Payroll taxes withheld and remitted on share-based payments ( 1,803 ) ( 617 ) —
Common stock issued, stock options exercised 3,622 2,750 1,808
Dividends paid ( 8,073 ) ( 6,929 ) ( 5,906 )
Net cash provided by (used in) financing activities 76,144 77,755 ( 4,098 )
Net change in cash and cash equivalents ( 23,315 ) 25,319 ( 6,658 )
Cash and cash equivalents at beginning of year 100,408 75,089 81,747
Cash and cash equivalents at end of year $ 77,093 $ 100,408 $ 75,089
See accompanying notes to consolidated financial statements.
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Kinsale Capital Group, Inc. and subsidiaries
Notes to consolidated financial statements
Description of business
Kinsale Capital Group, Inc., an insurance holding company, is a Delaware corporation that was formed in 2009 and conducts its operations through its wholly-owned subsidiaries ("KCGI" and together with its subsidiaries, the "Company"). Kinsale Capital Group, Inc. writes excess and surplus lines insurance on a non-admitted basis principally through its insurance subsidiary, Kinsale Insurance Company ("Kinsale Insurance"), which is authorized to write business in 50 states, the District of Columbia, the Commonwealth of Puerto Rico and the U.S. Virgin Islands. Kinsale Capital Group, Inc. also markets certain products through its subsidiary, Aspera Insurance Services, Inc. ("Aspera"), an insurance broker.
1. Summary of significant accounting policies
Principles of consolidation
The accompanying consolidated financial statements include the accounts of Kinsale Capital Group, Inc. and its wholly-owned subsidiaries (referred to as "Kinsale" or, with its subsidiaries, the "Company"). All significant intercompany balances and transactions have been eliminated in consolidation. Certain prior year amounts have been reclassified to conform to the current year's presentation.
Use of estimates
The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles ("U.S. 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Management periodically reviews its estimates and assumptions. These reviews include evaluating the adequacy of reserves for unpaid losses and loss adjustment expenses, allowance for doubtful accounts and uncollectible reinsurance, fair value of investments, as well as evaluating the investment portfolio for credit impairments.
Cash and cash equivalents
The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents.
Short-term investments
Short-term investments are carried at cost, which approximates fair value. Short-term investments have maturities greater than three months but less than one year at the date of purchase. There were no short-term investments at December 31, 2020 or December 31, 2019.
Fixed-maturity and equity securities
Fixed-maturity securities are classified as available-for-sale and reported at fair value. Unrealized gains and losses on these securities are excluded from net earnings but are recorded as a separate component of other comprehensive income and stockholders' equity, net of deferred income taxes.
Equity securities are reported at fair value. Changes in unrealized gains and losses in fair value of these investments are recognized in net income.
The Company regularly reviews all its available-for-sale investments with unrealized losses to assess whether the decline in the fair value is deemed to be a credit loss. See Note 2 for further discussion of credit losses.
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Interest on fixed-maturity securities is credited to earnings as it accrues. Premiums and discounts are amortized or accreted using the effective interest method over the lives of the related fixed maturities, or to the earliest call date for securities purchased at a premium. Dividends on equity securities are included in earnings on the ex-dividend date. Realized gains and losses on disposition of investments are based on specific identification of the investments sold on the trade date.
Reinsurance
Reinsurance premiums, commissions, and ceded unearned premiums on reinsured business are accounted for on a basis consistent with that used in accounting for the original policies issued and the terms of the reinsurance contracts. The Company receives ceding commissions in accordance with certain reinsurance treaties. The ceding commissions are capitalized and amortized as a reduction of underwriting, acquisition and insurance expenses.
Reinsurance recoverables represent paid losses and loss adjustment expenses and reserves for unpaid losses and loss adjustment expenses ceded to reinsurers that are subject to reimbursement under reinsurance treaties. The method for determining reinsurance recoverables for unpaid losses and loss adjustment expenses involves reviewing actuarial estimates of gross unpaid losses and loss adjustment expenses to determine the Company's ability to cede unpaid losses and loss adjustment expenses under the Company's existing reinsurance contracts. This method is continually reviewed and updated and any resulting adjustments are reflected in earnings in the period identified. See Note 8 for a further discussion of the Company's reinsurance program.
Premiums receivable, net
Premiums receivable balances are carried at face value, net of any allowance for doubtful accounts. The allowance for doubtful accounts represents an estimate of amounts considered uncollectible based on the Company’s assessment of the collectability of receivables that are past due. The Company recorded an allowance for doubtful accounts of $ 3.1 million and $ 2.7 million at December 31, 2020 and 2019, respectively, and believes that all other amounts due are collectible.
Deferred policy acquisition costs, net of ceding commissions
The Company defers commissions, net of ceding commissions, and certain other costs that are directly related to the successful acquisition of insurance contracts. All eligible costs are capitalized and charged to expense in proportion to premium earned over the estimated policy life. To the extent that unearned premiums on existing policies are not adequate to cover the related costs and expenses, referred to as a premium deficiency, deferred policy acquisition costs are charged to earnings. The Company considers anticipated investment income in determining whether a premium deficiency exists.
Property and equipment, net
Property and equipment are stated at cost less accumulated depreciation. Depreciation of property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful lives range from 39 years for the parking deck and building, 15 to 20 years for land improvements, 7 to 10 years for furniture and equipment, 3 to 7 years for electronic data processing hardware and software, and from 2 to 5 years for leasehold improvements, which is the shorter of the estimated useful life or the lease term.
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Property and equipment are included in "other assets" in the accompanying consolidated balance sheets and consists of the following:
December 31,
2020 2019
(in thousands)
Building $ 31,675 $ —
Parking deck 5,072 —
Land 3,068 —
Equipment 2,770 2,353
Software 4,815 2,356
Furniture and fixtures 1,731 1,025
Leasehold improvements — 984
Land improvements 317 —
Construction in progress - corporate headquarters — 19,789
49,448 26,507
Accumulated depreciation ( 3,262 ) ( 3,873 )
Total property and equipment, net $ 46,186 $ 22,634
At December 31, 2019, construction in progress includes the purchased land and capitalized expenses related to the construction of the new corporate headquarters' building and parking deck. During 2020, the construction of the headquarters and parking deck was substantially completed and the related fixed assets were placed into service.
During 2020, the Company sold a portion of both the land and parking deck for approximately $ 6.5 million to a real estate developer for the development of an apartment building. At December 31, 2020, the Company received $ 5.0 million of the proceeds from the sale and is expected to receive the remaining $ 1.5 million upon completion of the apartment building. This receivable is included in "other assets" on the accompanying consolidated balance sheet.
Intangible assets
Intangible assets are recorded at fair value at the date of acquisition. The Company's intangible assets are comprised solely of indefinite-lived intangible assets, which arose from regulatory approvals granted by the various state insurance departments to write insurance business in the respective states on a non-admitted basis. In accordance with U.S. GAAP, amortization of indefinite-lived intangible assets is not permitted. Indefinite-lived intangible assets are tested for impairment during the fourth quarter on an annual basis, or earlier if there is reason to suspect that their values may have been diminished or impaired. There were no impairments recognized in 2020, 2019, or 2018. In addition, as of December 31, 2020, no triggering events occurred that suggested an updated review was necessary.
Reserves for unpaid losses and loss adjustment expenses
Reserves for unpaid losses and loss adjustment expenses represent management's best estimate of ultimate unpaid cost of all reported and unreported losses and loss adjustment expenses incurred prior to the financial statement date. The estimates are based on an actuarial method that uses management’s initial expected loss ratios, expected reporting patterns for losses based on industry data and the Company’s actual reported losses and loss adjustment expenses. All estimates are regularly reviewed and, as experience develops and new information becomes known, the reserves for unpaid losses and loss adjustment expenses are adjusted as necessary. Such adjustments are reflected in the results of operations in the period in which they are determined. Although management believes that the reserves for losses and loss adjustment expenses are reasonable, due to the inherent uncertainty in estimating reserves for unpaid losses and loss adjustment expenses, it is possible that the Company’s actual incurred losses and loss adjustment expenses will not develop in a manner consistent with the assumptions inherent in the determination of these reserves. If actual liabilities exceed recorded amounts, there will be an increase to the Company’s reserves resulting in a reduction in net income and stockholders’ equity in the period in which the deficiency is identified. Furthermore, management may determine that recorded reserves are more than adequate to cover expected losses which will result in a reduction to the reserves. The
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Company believes that the reserves for unpaid losses and loss adjustment expenses at December 31, 2020 and 2019 are adequate and represent a reasonable estimate of the Company's future obligations. See Note 7 for a further discussion of reserves for unpaid losses and loss adjustment expenses.
Revenue recognition
Premiums are recognized as revenue ratably over the term of the insurance contracts, net of ceded reinsurance. Unearned premiums are calculated on a daily pro rata basis.
Income taxes
Deferred income tax assets and liabilities are determined based on the difference between the recorded amounts and the tax bases of assets and liabilities, using enacted tax rates expected to be in effect during the year in which the basis differences reverse. The effect on deferred taxes of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are recorded when it is more likely than not that some portion, or all, of the deferred tax assets will not be realizable. Management evaluates the realizability of the deferred tax assets and assesses the need for any valuation allowance adjustment. Valuation allowances on deferred tax assets are estimated based on the Company's assessment of the realizability of such amounts.
The Company provides for uncertain tax positions, and the related interest and penalties, based upon management’s assessment of whether a tax benefit is more likely than not to be sustained upon examination by tax authorities. To the extent that the anticipated tax outcome of these uncertain tax positions changes, such changes in estimate will impact the income tax provision in the period in which such determination is made. The Company recognizes accrued interest and penalties related to uncertain tax positions as a component of income tax expense.
The Company uses the portfolio approach to release stranded tax effects in accumulated other comprehensive income ("AOCI") related to its available-for-sale fixed-maturity securities. Under this approach, stranded tax effects remaining in AOCI are released only when the entire portfolio of the available-for-sale fixed-maturity securities are liquidated, sold or extinguished.
Commitments and contingencies
Liabilities for loss contingencies, arising from noninsurance policy claims, assessments, litigation, fines, and penalties and other sources, are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.
Fair value of financial instruments
The fair values of certain financial instruments are determined based on the fair value hierarchy. U.S. GAAP guidance requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The guidance also describes three levels of inputs that may be used to measure fair value.
The following was considered in the estimation of fair value for each class of financial instruments for which it was practicable to estimate that value. The Company’s investment accounting vendor uses independent pricing vendors to estimate the fair value of fixed-maturity securities and the Company’s management reviews these prices for reasonableness. U.S. Treasury securities that have quoted prices in active markets are included in the amounts disclosed as Level 1. For other fixed-maturity securities, the pricing vendors use a pricing methodology involving the market approach, including pricing models which use prices and relevant market information regarding a particular security or securities with similar characteristics to establish a valuation. The estimates of fair value of these fixed-maturity securities are included in the amounts disclosed as Level 2. For those fixed-maturity securities where significant inputs are unobservable, Level 3 inputs, the Company's investment accounting vendor obtains valuations from pricing vendors using the market approach and income approach valuation techniques.
For equity securities, the Company’s investment accounting vendor uses prices from independent pricing vendors to estimate fair value. The fair value estimates of exchange traded funds are based on quoted prices in an active market and
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are disclosed as Level 1. The fair value estimates of preferred stock are based on observable market data and, as a result, are disclosed as Level 2.
Fair value disclosures for investments are included in Notes 2 and 3.
Stock-based compensation
Stock-based compensation is expensed based upon the estimated fair value of employee stock awards. Compensation cost for awards of equity instruments to employees is measured based on the grant-date fair value of those awards and compensation expense is recognized over the service period that the awards vest. Forfeitures of stock-based compensation awards are recognized as they occur. See Note 9 for further discussion and related disclosures regarding stock-based compensation.
Recently adopted accounting pronouncements
Accounting Standards Update ("ASU") 2016-13, Financial Instruments – Credit Losses (Topic 326)
On June 16, 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326)" to provide more useful information about the expected credit losses on financial instruments. The update requires a financial asset measured at amortized cost to be presented at the net amount expected to be collected by means of an allowance for credit losses that runs through net income. Credit losses relating to available-for-sale fixed-maturity securities must also be recorded through an allowance for credit losses. However, the amendments limit the amount of the allowance to the amount by which fair value is below amortized cost. The measurement of credit losses on available-for-sale securities is similar under previous U.S. GAAP, but the update requires the use of the allowance account through which amounts can be reversed, rather than through an irreversible write-down. The FASB has issued additional ASUs on Topic 326 that do not change the core principle of the guidance in ASU 2016-13 but clarify certain aspects of it.
Effective January 1, 2020, the Company adopted this ASU using the modified-retrospective approach and recorded a cumulative effect adjustment to beginning retained earnings. The adoption of this ASU resulted in the recognition of an allowance for credit loss related to the Company’s reinsurance recoverables. However, since the Company enters into contracts with reinsurers that have A.M. Best ratings of “A” (Excellent) or better, the allowance was not material to the Company’s consolidated financial statements.
ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract
On August 29, 2018, the FASB issued new guidance on a customer's accounting for implementation, set-up and other up-front costs incurred in a cloud computing arrangement hosted by the vendor. The new guidance requires an entity to determine the stage of a project that the implementation activity relates to and the nature of the associated costs in order to determine whether those costs should be expensed as incurred or capitalized. The new guidance also requires the entity to amortize the capitalized implementation costs as an expense over the term of the hosting arrangement. Effective January 1, 2020, the Company adopted ASU 2018-15 using a modified-retrospective approach. The adoption of ASU 2018-15 did not have a material impact on the Company's consolidated financial statements.
Prospective accounting pronouncements
ASU 2019-12, Income Taxes - Simplifying the Accounting for Income Taxes
In December 2019, the FASB issued updated guidance for the accounting for income taxes. The updated guidance is intended to simplify the accounting for income taxes by removing several exceptions contained in existing guidance and amending other existing guidance to simplify several other income tax accounting matters. The updated guidance is effective for annual reporting periods beginning after December 15, 2020. Early adoption is permitted. The adoption of the guidance will not have a material effect on the Company’s consolidated financial statements.
There are no other prospective accounting standards which, upon their effective date, would have a material impact on the Company's consolidated financial statements.
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2. Investments
Available-for-sale investments
The following tables summarize the Company’s available-for-sale investments at December 31, 2020 and 2019:
December 31, 2020
Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value
(in thousands)
Fixed maturities:
Obligations of states, municipalities and political subdivisions
$ 216,181 $ 14,792 $ ( 67 ) $ 230,906
Corporate and other securities 294,854 21,840 ( 86 ) 316,608
Asset-backed securities 236,813 4,230 ( 382 ) 240,661
Commercial mortgage-backed securities 66,110 4,886 ( 27 ) 70,969
Residential mortgage-backed securities
217,859 4,938 ( 141 ) 222,656
Total fixed-maturity investments $ 1,031,817 $ 50,686 $ ( 703 ) $ 1,081,800
December 31, 2019
Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value
(in thousands)
Fixed maturities:
U.S. Treasury securities and obligations of U.S. government agencies
$ 110 $ 2 $ — $ 112
Obligations of states, municipalities and political subdivisions
166,312 7,542 ( 961 ) 172,893
Corporate and other securities 180,287 4,736 ( 255 ) 184,768
Asset-backed securities 141,123 1,272 ( 471 ) 141,924
Commercial mortgage-backed securities 54,627 1,658 ( 239 ) 56,046
Residential mortgage-backed securities
172,358 1,819 ( 388 ) 173,789
Total fixed-maturity investments $ 714,817 $ 17,029 $ ( 2,314 ) $ 729,532
Available-for-sale investments in a loss position
The Company regularly reviews all its available-for-sale investments with unrealized losses to assess whether the decline in the fair value is deemed to be a credit loss. The Company considers a number of factors in completing its review of credit losses, including the extent to which a security's fair value has been below cost and the financial condition of an issuer. In addition to specific issuer information, the Company also evaluates the current market and interest rate environment. Generally, a change in a security’s value caused by a change in the market or interest rate environment does not constitute a credit loss.
For fixed-maturity securities, the Company also considers whether it intends to sell the security or if it is more likely than not that it will be required to sell the security before recovery and the ability to recover all amounts outstanding when contractually due. When assessing whether it intends to sell a fixed-maturity security or if it is likely to be required to sell a fixed-maturity security before recovery of its amortized cost, the Company evaluates facts and circumstances including, but not limited to, decisions to reposition the investment portfolio, potential sales of investments to meet cash flow needs and potential sales of investments to capitalize on favorable pricing.
For fixed-maturity securities where a decline in fair value is below the amortized cost basis and the Company intends to sell the security, or it is more likely than not that the Company will be required to sell the security before recovery of its
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amortized cost, an impairment is recognized in net income based on the fair value of the security at the time of assessment. For fixed-maturity securities that the Company does not intend to sell or for which it is more likely than not that the Company would not be required to sell before recovery of its amortized cost, the Company compares the estimated present value of the cash flows expected to be collected to the amortized cost of the security. The extent to which the estimated present value of the cash flows expected to be collected is less than the amortized cost of the security represents the credit-related portion of the impairment, which is recognized in net income through an allowance for credit losses. Any remaining decline in fair value represents the noncredit portion of the impairment, which is recognized in other comprehensive income. Beginning on January 1, 2020, credit losses are recognized through an allowance account. See Note 1 - Recently adopted accounting pronouncements - ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) for additional information.
The Company reports investment income due and accrued separately from fixed-maturity securities, available for sale, and has elected not to measure an allowance for credit losses for investment income due and accrued. Investment income due and accrued is written off through net realized gains (losses) on investments at the time the issuer of the bond defaults or is expected to default on payments.
The following tables summarize gross unrealized losses and estimated fair value for available-for-sale investments by length of time that the securities have continuously been in an unrealized loss position:
December 31, 2020
Less than 12 Months 12 Months or Longer Total
Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses Estimated Fair Value Gross Unrealized Losses
(in thousands)
Fixed maturities:
Obligations of states, municipalities and political subdivisions
$ 6,412 $ ( 67 ) $ — $ — $ 6,412 $ ( 67 )
Corporate and other securities 3,829 ( 86 ) — — 3,829 ( 86 )
Asset-backed securities 57,750 ( 149 ) 23,825 ( 233 ) 81,575 ( 382 )
Commercial mortgage-backed securities 4,971 ( 27 ) — — 4,971 ( 27 )
Residential mortgage-backed securities
46,869 ( 129 ) 266 ( 12 ) 47,135 ( 141 )
Total fixed-maturity investments $ 119,831 $ ( 458 ) $ 24,091 $ ( 245 ) $ 143,922 $ ( 703 )
At December 31, 2020, the Company held 60 fixed-maturity securities with a total estimated fair value of $ 143.9 million and gross unrealized losses of $ 0.7 million. Of those securities, 12 were in a continuous unrealized loss position for greater than one year. As discussed above, the Company regularly reviews all fixed-maturity securities within its investment portfolio to determine whether a credit loss has occurred. Based on the Company's review as of December 31, 2020, unrealized losses were caused by interest rate changes or other market factors and were not credit-specific issues. At December 31, 2020, 81.6 % of the Company’s fixed-maturity securities were rated "A-" or better and all of Company's fixed-maturity securities made expected coupon payments under the contractual terms of the securities. Based on its review, the Company concluded that there were no credit losses from fixed-maturity securities with unrealized losses for the year ended December 31, 2020.
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December 31, 2019
Less than 12 Months 12 Months or Longer Total
Estimated Fair Value Gross Unrealized Holding Losses Estimated Fair Value Gross Unrealized Holding Losses Estimated Fair Value Gross Unrealized Holding Losses
(in thousands)
Fixed maturities:
Obligations of states, municipalities and political subdivisions
$ 28,997 $ ( 961 ) $ 254 $ — $ 29,251 $ ( 961 )
Corporate and other securities 22,409 ( 251 ) 1,509 ( 4 ) 23,918 ( 255 )
Asset-backed securities 21,371 ( 79 ) 44,115 ( 392 ) 65,486 ( 471 )
Commercial mortgage-backed securities 16,352 ( 224 ) 2,508 ( 15 ) 18,860 ( 239 )
Residential mortgage-backed securities
36,986 ( 148 ) 24,815 ( 240 ) 61,801 ( 388 )
Total fixed-maturity investments $ 126,115 $ ( 1,663 ) $ 73,201 $ ( 651 ) $ 199,316 $ ( 2,314 )
Contractual maturities of available-for-sale fixed-maturity securities
The amortized cost and estimated fair value of available-for-sale fixed-maturity securities at December 31, 2020 are summarized, by contractual maturity, as follows:
Amortized Estimated
Cost Fair Value
(in thousands)
Due in one year or less $ 15,545 $ 15,782
Due after one year through five years 107,150 115,390
Due after five years through ten years 156,958 169,711
Due after ten years 231,382 246,631
Asset-backed securities 236,813 240,661
Commercial mortgage-backed securities 66,110 70,969
Residential mortgage-backed securities 217,859 222,656
Total fixed maturities $ 1,031,817 $ 1,081,800
Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties, and the lenders may have the right to put the securities back to the borrower.
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Net investment income
The following table presents the components of net investment income:
Year Ended December 31,
2020 2019 2018
(in thousands)
Interest:
Taxable bonds $ 20,493 $ 14,853 $ 9,474
Municipal bonds (tax exempt) 3,618 3,692 4,298
Cash equivalents and short-term investments
262 842 1,017
Dividends on equity securities 3,512 2,136 2,014
Gross investment income 27,885 21,523 16,803
Investment expenses ( 1,775 ) ( 1,390 ) ( 1,115 )
Net investment income $ 26,110 $ 20,133 $ 15,688
Realized investment gains and losses
The following table presents realized investment gains and losses:
Year Ended December 31,
2020 2019 2018
(in thousands)
Fixed-maturity securities:
Realized gains $ 4,022 $ 567 $ 263
Realized losses ( 383 ) ( 79 ) ( 17 )
Net realized gains from fixed-maturity securities 3,639 488 246
Equity securities:
Realized gains — 556 57
Realized losses ( 119 ) ( 688 ) ( 22 )
Net realized (losses) gains from equity securities ( 119 ) ( 132 ) 35
Short-term securities - realized gains 13 3 —
Net realized investment gains $ 3,533 $ 359 $ 281
Change in net unrealized gains (losses) on investments
The change in net unrealized gains for fixed-maturity securities was $ 35.3 million and $ 18.7 million for the years ended December 31, 2020 and 2019, respectively. The change in net unrealized losses for fixed-maturity securities was $ 6.9 million for the year ended December 31, 2018.
Insurance – statutory deposits
The Company had invested assets with a carrying value of $ 6.9 million on deposit with state regulatory authorities at both December 31, 2020 and 2019.
3. Fair value measurements
Fair value is estimated for each class of financial instrument for which it was practical to estimate fair value. Fair value is defined as the price in the principal market that would be received for an asset or paid to transfer a liability to facilitate an orderly transaction between market participants on the measurement date. Market participants are assumed to be
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independent, knowledgeable, able and willing to transact an exchange and not acting under duress. Fair value hierarchy disclosures are based on the quality of inputs used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). Adjustments to transaction prices or quoted market prices may be required in illiquid or disorderly markets in order to estimate fair value.
The three levels of the fair value hierarchy are defined as follows:
Level 1 - Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities traded in active markets.
Level 2 - Inputs to the valuation methodology include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and market-corroborated inputs.
Level 3 - Inputs to the valuation methodology are unobservable for the asset or liability and are significant to the fair value measurement.
Fair values of the Company's investment portfolio are estimated using unadjusted prices obtained by its investment accounting vendor from nationally recognized third-party pricing services, where available. Values for U.S. Treasury and exchange traded funds are generally based on Level 1 inputs which use quoted prices in active markets for identical assets. For other fixed-maturity securities and preferred stock, the pricing vendors use a pricing methodology involving the market approach, including pricing models which use prices and relevant market information regarding a particular security or securities with similar characteristics to establish a valuation. The estimates of fair value of these investments are included in the amounts disclosed as Level 2. For those investments where significant inputs are unobservable, the Company's investment accounting vendor obtains valuations from pricing vendors or brokers using the market approach and income approach valuation techniques and are disclosed as Level 3.
Management performs several procedures to ascertain the reasonableness of investment values included in the consolidated financial statements at December 31, 2020 and 2019, including 1) obtaining and reviewing internal control reports from the Company's investment accounting vendor that assess fair values from third party pricing services, 2) discussing with the Company's investment accounting vendor its process for reviewing and validating pricing obtained from third party pricing services and 3) reviewing the security pricing received from the Company's investment accounting vendor and monitoring changes in unrealized gains and losses at the individual security level. The Company has evaluated the various types of securities in its investment portfolio to determine an appropriate fair value hierarchy level based upon trading activity and the observability of market inputs.
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The following tables present the balances of assets measured at fair value on a recurring basis as of December 31, 2020 and 2019, by level within the fair value hierarchy.
December 31, 2020
Level 1 Level 2 Level 3 Total
(in thousands)
Assets
Fixed maturities:
Obligations of states, municipalities and political subdivisions
$ — $ 230,906 $ — $ 230,906
Corporate and other securities — 316,608 — 316,608
Asset-backed securities — 240,661 — 240,661
Commercial mortgage-backed securities — 70,969 — 70,969
Residential mortgage-backed securities — 222,656 — 222,656
Total fixed maturities — 1,081,800 — 1,081,800
Equity securities:
Exchange traded funds 98,050 — — 98,050
Nonredeemable preferred stock — 31,612 — 31,612
Total equity securities 98,050 31,612 — 129,662
Total $ 98,050 $ 1,113,412 $ — $ 1,211,462
December 31, 2019
Level 1 Level 2 Level 3 Total
(in thousands)
Assets
Fixed maturities:
U.S. Treasury securities and obligations of U.S. government agencies
$ 112 $ — $ — $ 112
Obligations of states, municipalities and political subdivisions
— 172,893 — 172,893
Corporate and other securities — 184,768 — 184,768
Asset-backed securities — 141,924 — 141,924
Commercial mortgage-backed securities — 56,046 — 56,046
Residential mortgage-backed securities — 173,789 — 173,789
Total fixed maturities 112 729,420 — 729,532
Equity securities:
Exchange traded funds 54,463 — — 54,463
Nonredeemable preferred stock — 23,831 — 23,831
Total equity securities 54,463 23,831 — 78,294
Total $ 54,575 $ 753,251 $ — $ 807,826
There were no assets or liabilities measured at fair value on a nonrecurring basis as of December 31, 2020 or 2019.
The carrying value of cash equivalents approximates its fair value at December 31, 2020 and 2019, due to the short-term maturities of these assets. In addition, the estimated fair value of the Credit Facility approximated its carrying value as of December 31, 2020 and 2019. See Note 11 for further information regarding the Credit Facility.
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4. Deferred policy acquisition costs
The following table presents the amounts of policy acquisition costs deferred and amortized for the years ended:
Year Ended December 31,
2020 2019 2018
(in thousands)
Balance, beginning of year $ 23,564 $ 14,801 $ 11,775
Policy acquisition costs deferred:
Direct commissions
80,682 56,841 40,546
Ceding commissions ( 18,879 ) ( 12,373 ) ( 11,239 )
Other underwriting and policy acquisition costs 4,478 3,727 3,141
Policy acquisition costs deferred 66,281 48,195 32,448
Amortization of net policy acquisition costs ( 57,933 ) ( 39,432 ) ( 29,422 )
Balance, end of year $ 31,912 $ 23,564 $ 14,801
Amortization of net policy acquisition costs is included in the line item "Underwriting, acquisition and insurance expenses" in the accompanying consolidated statements of income and comprehensive income.
5. Underwriting, acquisition and insurance expenses
Underwriting, acquisition and insurance expenses consist of the following:
Year Ended December 31,
2020 2019 2018
(in thousands)
Underwriting, acquisition and insurance expenses incurred:
Direct commissions $ 69,922 $ 48,382 $ 36,885
Ceding commissions ( 16,145 ) ( 12,347 ) ( 10,448 )
Other operating expenses 40,519 34,182 26,988
Total $ 94,296 $ 70,217 $ 53,425
Other operating expenses within underwriting, acquisition and insurance expenses included salaries, employee benefits and bonus expense of $ 35.9 million, $ 27.8 million and $ 19.7 million, for the years ended December 31, 2020, 2019 and 2018, respectively.
6. Income taxes
The Company’s subsidiaries file a consolidated U.S. federal income tax return. Under a tax sharing agreement, KCGI collects from or refunds to its subsidiaries the amount of taxes determined as if KCGI and the subsidiaries filed separate returns. The Company is no longer subject to income tax examination by tax authorities for the years ended before January 1, 2017.
The Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was enacted on March 27, 2020. The purpose of the CARES Act is to provide emergency assistance and health care response for individuals, families, and businesses affected by the 2020 coronavirus pandemic. The CARES Act builds on and clarifies a number of changes in corporate tax law implemented by the Tax Cuts and Jobs Act. The CARES Act will not have a significant impact on the Company's consolidated financial statements.
Income tax expense includes the following components for the years ending December 31, 2020, 2019 and 2018:
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Year Ended December 31,
2020 2019 2018
(in thousands)
Current federal income tax expense $ 11,378 $ 12,860 $ 9,923
Deferred federal income tax (benefit) expense 616 ( 125 ) ( 3,230 )
Income tax expense $ 11,994 $ 12,735 $ 6,693
The Company paid $ 13.0 million, $ 11.6 million and $ 9.9 million in federal income taxes during the years ended December 31, 2020, 2019 and 2018, respectively. Current income taxes recoverable was $ 1.2 million at December 31, 2020, and included in "other assets" in the accompanying consolidated balance sheets. Current income taxes payable was $ 0.4 million at December 31, 2019, and included in "other liabilities" in the accompanying consolidated balance sheets.
The prevailing federal income tax rate was 21 % in 2020, 2019 and 2018. The Company’s effective income tax rate on income before income taxes differs from the prevailing federal income tax rate and is summarized as follows:
Year ended December 31,
2020 2019 2018
(in thousands)
Income tax expense at federal income tax rate
$ 21,087 $ 15,971 $ 8,501
Stock options exercised ( 7,634 ) ( 2,411 ) ( 918 )
Tax-exempt investment income ( 565 ) ( 577 ) ( 672 )
Restricted stock award vesting ( 658 ) ( 153 ) —
Other ( 236 ) ( 95 ) ( 218 )
Total $ 11,994 $ 12,735 $ 6,693
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The significant components of the net deferred tax (liability) asset are summarized as follows:
December 31,
2020 2019
(in thousands)
Deferred tax assets:
Unpaid losses and loss adjustment expenses $ 11,736 $ 8,199
Unearned premiums 9,942 7,193
Organizational costs 128 162
Stock compensation 865 765
State operating loss carryforwards 3,833 1,497
Allowance for doubtful accounts 649 570
Other 126 256
Deferred tax assets before allowance 27,279 18,642
Less: valuation allowance ( 3,491 ) ( 1,592 )
Total deferred tax assets 23,788 17,050
Deferred tax liabilities:
Unrealized gains on fixed-maturity securities 10,497 3,090
Unrealized gains on equity securities 6,552 2,995
Deferred policy acquisition costs, net of ceding commissions 6,701 4,949
Property and equipment 2,433 10
Intangible assets 743 743
Transition adjustment for loss reserve discount 1,281 1,537
Other 229 352
Total deferred tax liabilities 28,436 13,676
Net deferred tax (liability) asset $ ( 4,648 ) $ 3,374
At December 31, 2020 and 2019, the Company had state net operating losses ("NOLs") of $ 80.9 million and $ 31.6 million, respectively. The state NOLs are available to offset future taxable income or reduce taxes payable and begin expiring in 2029.
Management evaluates the need for a valuation allowance related to its deferred tax assets. At December 31, 2020 and 2019, the Company recorded a tax valuation allowance equal to the state NOLs and the deferred tax assets, net of existing deferred tax liabilities that were expected to reverse in future periods, related to certain state jurisdictions. No other valuation allowances were established against the Company’s deferred tax assets at December 31, 2020 and 2019, as the Company believes that it is more likely than not that the remaining deferred tax assets will be realized given the carry back availability, reversal of existing temporary differences and future taxable income.
The Company did not have any material uncertain tax positions in 2020 or 2019. Management is not aware of any events that would give rise to any uncertain tax positions.
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7. Reserves for unpaid losses and loss adjustment expenses
The reserves for unpaid losses and loss adjustment expenses represent the Company's estimated ultimate cost of all unreported and reported but unpaid insured claims and the cost to adjust these losses that have occurred as of or before the balance sheet date. Reserves are estimated using individual case-basis valuations of reported claims and statistical analyses. Case reserves are established for individual claims that have been reported to the Company, typically by the Company's insureds or their brokers. Based on the information provided, case reserves are established by estimating the ultimate losses from the claim, including defense costs associated with the ultimate settlement of the claim. Incurred-but-not-reported ("IBNR") reserves are determined using actuarial methods to estimate losses that have occurred but have not yet been reported to the Company. The incurred Bornhuetter-Ferguson actuarial method ("BF method") is used to arrive at the Company's loss reserve estimates for each line of business. This method estimates the reserves based on the initial expected loss ratio and expected reporting patterns for losses. Because the Company has a limited number of years of loss experience compared to the period over which losses are expected to be reported, the Company uses industry and peer-group data, in addition to its own data, as a basis for selecting its expected reporting patterns.
As part of the reserving process, the Company reviews historical data and considers the effect of various factors on claims development patterns including polices written on a "claims made" versus "occurrence" basis. Policies written on a claims made basis provide coverage to the insured only for losses incurred during the coverage period, and only if the claim was reported during a specified reporting period. Policies written on an occurrence basis provide coverage to the insured for liabilities arising from events occurring during the term of the policy, regardless of when a claim is actually made. Accordingly, claims related to policies written on an occurrence basis may arise many years after a policy has lapsed. Property losses, while written on an occurrence basis, are generally reported within a short time from the date of loss, and in most instances, property claims are settled and paid within a relatively short period of time.
The following table presents a reconciliation of consolidated beginning and ending reserves for unpaid losses and loss adjustment expenses:
December 31,
2020 2019 2018
(in thousands)
Gross reserves for unpaid losses and loss adjustment expenses, beginning of year
$ 460,058 $ 369,152 $ 315,717
Less: reinsurance recoverable on unpaid losses
69,792 55,389 48,224
Adoption of new accounting standard for credit losses
( 282 ) — —
Net reserves for unpaid losses and loss adjustment expenses, beginning of year
390,548 313,763 267,493
Incurred losses and loss adjustment expenses:
Current year 277,140 178,986 135,078
Prior year ( 13,338 ) ( 9,423 ) ( 7,037 )
Total net losses and loss adjustment expenses incurred 263,802 169,563 128,041
Payments:
Current year 27,664 19,054 14,118
Prior year 74,403 74,006 67,653
Total payments 102,067 93,060 81,771
Net reserves for unpaid losses and loss adjustment expenses, end of year
552,283 390,266 313,763
Reinsurance recoverable on unpaid losses, net of allowance 83,730 69,792 55,389
Gross reserves for unpaid losses and loss adjustment expenses, end of year
$ 636,013 $ 460,058 $ 369,152
During the year ended December 31, 2020, our net incurred losses for accident years 2019 and prior developed favorably by $ 13.3 million. This favorable development included $ 10.5 million for the 2019 accident year and $ 1.8 million for accident year 2018. This favorable development was primarily due to reported losses emerging at a lower level than expected, largely across the
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other liability and excess lines of business. Current year incurred losses and loss adjustment expenses for the year ended December 31, 2020 included $ 23.2 million of catastrophe losses primarily related to Hurricane Laura, Hurricane Sally and the California wildfires.
During the year ended December 31, 2019, our net incurred losses for accident years 2018 and prior developed favorably by $ 9.4 million. This favorable development included $ 13.0 million for the 2018 accident year and $ 1.6 million for the 2017 accident year. This favorable development was primarily due to reported losses emerging at a lower level than expected, on the other liability and products liability lines of business. The favorable development was offset by adverse development of $ 5.2 million for the 2011 through 2015 accident years. The unfavorable development was primarily attributable to the other liability occurrence line of business. This adverse development largely resulted from management’s decision to lengthen the actuarial loss development factors to provide for emergence of reported losses over a longer period of time based on trends observed in loss experience, which added a modest amount of conservatism to the Company’s IBNR reserves.
During the year ended December 31, 2018, our net incurred losses for accident years 2017 and prior developed favorably by $ 7.0 million. This favorable development included $ 6.8 million for the 2017 accident year, $ 3.8 million for the 2016 accident year. This favorable development was primarily due to reported losses emerging at a lower level than expected, across most lines of business. The favorable development was offset in part by adverse development of $ 3.6 million for the 2011 through 2015 accident years. The unfavorable development was primarily attributable to the other liability occurrence line of business.
Incurred and Paid Claims Development
The following is information about incurred and paid claims development as of December 31, 2020, net of reinsurance, as well as cumulative claim frequency and the total of IBNR liabilities plus expected development on reported claims included within the net incurred claims amounts. The development and claims duration tables below exclude commuted multi-line quota-share reinsurance treaty ("MLQS") contracts, which would distort development patterns related to those transactions. Cumulative number of reported claims is reported on a per claim basis.
The information about incurred and paid claims development for the years ended December 31, 2011 to December 31, 2019, is presented as unaudited supplementary information.
Property
Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31, As of December 31, 2020
Accident Year 2016
Unaudited 2017
Unaudited 2018
Unaudited 2019
Unaudited 2020 Total of IBNR Liabilities Plus Expected Development on Reported Claims Cumulative Number of Reported Claims
($ in thousands)
2016 $ 4,177 $ 3,392 $ 3,301 $ 3,278 $ 3,270 $ — 286
2017 12,473 11,705 11,676 11,631 19 1,041
2018 11,559 12,004 12,698 88 649
2019 14,914 13,909 430 636
2020 40,612 7,139 2,189
Total $ 82,120
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Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
Accident Year 2016
Unaudited 2017
Unaudited 2018
Unaudited 2019
Unaudited 2020
($ in thousands)
2016 $ 1,867 $ 3,257 $ 3,265 $ 3,265 $ 3,270
2017 9,938 11,233 11,602 11,608
2018 9,132 11,646 12,599
2019 9,852 12,581
2020 19,897
Total 59,955
All outstanding liabilities before 2016, net of reinsurance —
Liabilities for claims and claim adjustment expenses, net of reinsurance $ 22,165
Historical Claims Duration
The following is supplementary information about average historical claims duration as of December 31, 2020:
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance
(Unaudited)
Years 1 2 3 4 5
Property 66.9 % 23.3 % 3.6 % — % 0.2 %
Casualty - Claims Made
Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31, As of December 31, 2020
Accident Year 2011
Unaudited 2012
Unaudited 2013
Unaudited 2014 Unaudited 2015
Unaudited 2016
Unaudited 2017
Unaudited 2018
Unaudited 2019 Unaudited 2020 Total of IBNR Liabilities Plus Expected Development on Reported Claims Cumulative Number of Reported Claims
2011 $ 4,246 $ 3,844 $ 3,646 $ 3,609 $ 3,560 $ 3,374 $ 3,261 $ 3,225 $ 3,206 $ 3,177 $ 73 76
2012 7,913 5,749 4,205 3,102 2,845 2,477 2,314 2,207 2,136 190 138
2013 15,238 11,639 9,113 7,917 7,002 6,463 6,128 6,087 465 228
2014 18,847 14,289 11,748 11,217 10,948 10,988 10,620 824 273
2015 18,883 16,777 14,896 13,583 13,942 13,548 1,378 258
2016 19,170 14,693 14,675 14,322 13,583 2,116 310
2017 18,116 17,097 16,120 15,794 3,703 369
2018 22,429 20,234 18,612 7,275 458
2019 34,693 29,056 17,500 538
2020 55,630 48,966 738
Total $ 168,243
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Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
Accident Year 2011
Unaudited 2012
Unaudited 2013
Unaudited 2014
Unaudited 2015
Unaudited 2016
Unaudited 2017
Unaudited 2018
Unaudited 2019
Unaudited 2020
2011 $ 139 $ 1,037 $ 1,392 $ 2,116 $ 3,044 $ 3,042 $ 3,042 $ 3,065 $ 3,104 $ 3,104
2012 153 475 877 1,024 1,090 1,882 1,946 1,946 1,946
2013 499 1,915 4,436 5,070 5,320 5,439 5,482 5,612
2014 435 1,865 5,039 6,385 8,290 9,415 9,491
2015 217 4,496 7,563 9,238 11,372 11,522
2016 1,158 3,015 6,907 9,839 11,381
2017 340 4,897 8,252 10,484
2018 507 5,030 8,931
2019 2,487 6,005
2020 1,002
Total 69,478
All outstanding liabilities before 2011, net of reinsurance 9
Liabilities for claims and claim adjustment expenses, net of reinsurance $ 98,774
Casualty - Occurrence
Incurred Claims and Claim Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31, As of December 31, 2020
Accident Year 2011
Unaudited 2012
Unaudited 2013
Unaudited 2014
Unaudited 2015
Unaudited 2016
Unaudited 2017
Unaudited 2018
Unaudited 2019
Unaudited 2020 Total of IBNR Liabilities Plus Expected Development on Reported Claims Cumulative Number of Reported Claims
2011 $ 5,839 $ 5,940 $ 5,757 $ 7,340 $ 7,613 $ 8,142 $ 8,375 $ 9,023 $ 9,379 $ 9,318 $ 360 227
2012 16,977 17,436 18,803 20,401 20,579 22,001 22,401 23,223 23,197 1,288 586
2013 30,616 28,771 28,037 29,039 31,731 33,248 33,973 33,128 2,978 856
2014 47,805 40,668 38,049 36,678 39,313 41,859 42,434 5,843 1,196
2015 59,717 51,739 49,122 52,100 54,697 54,090 9,323 1,496
2016 61,440 55,680 53,549 55,534 57,401 13,928 1,434
2017 71,126 67,151 68,985 70,641 24,096 1,632
2018 86,157 78,331 78,386 44,307 1,606
2019 112,266 109,994 81,322 1,644
2020 154,619 146,945 1,076
Total $ 633,208
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Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
Accident Year 2011
Unaudited 2012
Unaudited 2013
Unaudited 2014
Unaudited 2015
Unaudited 2016
Unaudited 2017
Unaudited 2018
Unaudited 2019
Unaudited 2020
2011 $ 207 $ 1,596 $ 2,519 $ 3,788 $ 4,575 $ 6,363 $ 6,868 $ 8,510 $ 8,693 $ 8,745
2012 757 4,441 7,850 11,238 14,382 16,474 19,383 20,707 21,408
2013 1,099 4,469 7,957 14,890 21,348 26,715 28,248 29,610
2014 698 3,081 8,489 17,576 23,771 31,026 34,338
2015 941 3,161 12,685 28,385 37,690 41,724
2016 1,099 6,015 17,225 28,924 34,437
2017 1,581 9,352 22,407 37,736
2018 2,638 10,995 22,860
2019 3,944 16,687
2020 2,400
Total 249,945
All outstanding liabilities before 2011, net of reinsurance 46
Liabilities for claims and claim adjustment expenses, net of reinsurance $ 383,309
Historical Claims Duration
The following is supplementary information about average historical claims duration as of December 31, 2020:
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance
(Unaudited)
Years 1 2 3 4 5 6 7 8 9 10
Casualty - claims made 4.9 % 21.2 % 24.3 % 14.4 % 13.6 % 10.1 % 1.1 % 1.0 % 0.6 % — %
Casualty - occurrence 2.5 % 10.3 % 14.8 % 20.2 % 13.8 % 13.8 % 7.6 % 9.1 % 2.5 % 0.6 %
Reconciliation of Incurred and Paid Claims Development to the Liability for Unpaid Claims and Claim Adjustment Expenses
The reconciliation of the net incurred and paid claims development tables to the liability for unpaid claims and claim adjustment expenses in the consolidated statement of financial position is as follows:
(in thousands) December 31, 2020
Net outstanding liabilities
Property $ 22,165
Casualty - claims made 98,774
Casualty - occurrence 383,309
Liabilities for unpaid claims and claim adjustment expenses, net of reinsurance 504,248
Reinsurance recoverable on unpaid claims
Property 10,800
Casualty - claims made 61,100
Casualty - occurrence 11,830
Total reinsurance recoverable on unpaid claims 83,730
Unallocated claims adjustment expenses 48,035
Gross liability for unpaid claims and claim adjustment expense $ 636,013
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8. Reinsurance
The Company purchases reinsurance from other insurance companies ("reinsurers") in order to limit its exposure to large losses and enable it to underwrite policies with sufficient limits to meet policyholder needs. In a reinsurance transaction, an insurance company transfers, or cedes, part or all of its exposure to the reinsurer that receives a portion of the premium. The ceding of insurance does not legally discharge the Company from its primary liability for the full amount of the policy coverage, and therefore the Company will be required to pay the loss and bear collection risk if the reinsurer fails to meet its obligations under the reinsurance agreement.
The following table summarizes the effect of reinsurance on premiums written and earned:
Year Ended December 31,
2020 2019 2018
(in thousands)
Written:
Direct $ 552,814 $ 389,569 $ 275,538
Assumed — 125 —
Ceded ( 74,595 ) ( 47,633 ) ( 39,924 )
Net written $ 478,219 $ 342,061 $ 235,614
Earned:
Direct $ 479,181 $ 330,464 $ 250,397
Assumed 21 104 —
Ceded ( 66,448 ) ( 47,587 ) ( 37,709 )
Net earned $ 412,754 $ 282,981 $ 212,688
Incurred losses and loss adjustment expenses were net of reinsurance recoverables (ceded incurred losses and loss adjustment expenses) of $ 42.0 million, $ 27.2 million and $ 25.5 million for the years ended December 31, 2020, 2019 and 2018, respectively.
Reinsurance balances
The following table presents reinsurance recoverables on paid and unpaid losses as of December 31, 2020 and 2019:
December 31, 2020 December 31, 2019
(in thousands)
Reinsurance recoverables on paid losses $ 9,485 $ 2,782
Reinsurance recoverables on unpaid losses 83,730 69,792
Reinsurance recoverables $ 93,215 $ 72,574
Credit risk exists with reinsurance ceded to the extent that any reinsurer is unable to meet the obligations assumed under the reinsurance agreements. Allowances are established for amounts deemed uncollectible. The Company evaluates the financial condition of its reinsurers and monitors concentration of credit risk arising from its exposure to individual reinsurers. All reinsurance receivables are from companies with A.M. Best ratings of "A" (Excellent) or better. To further reduce credit exposure to reinsurance recoverable balances, the Company has received letters of credit from certain reinsurers that are not authorized as reinsurers under U.S. state insurance regulations. After adoption of ASU 2016-13, the Company recorded an allowance for doubtful accounts of $ 0.3 million related to its reinsurance balances at December 31, 2020; however, the deterioration in the credit quality of existing reinsurers or disputes over reinsurance agreements could result in future charges. See Note 1 - Recently adopted accounting pronouncements - ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) for additional information. The Company did not record an allowance for doubtful accounts related to its reinsurance balances at December 31, 2019 and believed this was appropriate after consideration of all currently available information.
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At December 31, 2020, reinsurance recoverables on paid and unpaid losses from the Company’s five largest reinsurers were $ 26.3 million, $ 19.7 million, $ 11.9 million, $ 8.6 million and $ 6.5 million, representing 78.4 % of the total balance.
At December 31, 2020, prepaid reinsurance premiums ceded to five reinsurers were $ 6.1 million, $ 4.0 million, $ 2.7 million, $ 2.4 million and $ 2.3 million, representing 71.8 % of the total balance.
9. Stockholders’ equity
Capital Stock
The Company’s authorized capital stock consists of 400,000,000 shares of common stock, par value $ 0.01 per share, and 100,000,000 shares of preferred stock, par value $ 0.01 per share. There were no shares of preferred stock issued or outstanding at December 31, 2020 or 2019.
Public Offerings
On August 7, 2020, the Company completed an underwritten public offering and sold and issued 310,500 shares of its common stock at a price of $ 190.00 per share. After deducting underwriting discounts and commissions and offering expenses, the Company received net proceeds of $ 56.7 million. The proceeds from the public offering were used for general corporate purposes, including to fund organic growth.
On August 12, 2019, the Company completed an underwritten public offering and sold and issued 741,750 shares of its common stock at a price of $ 93.00 per share. After deducting underwriter discounts and commissions and offering expenses, the Company received net proceeds from the offering of approximately $ 65.9 million.
Equity-based Compensation
On July 27, 2016, the Kinsale Capital Group, Inc. 2016 Omnibus Incentive Plan (the "2016 Incentive Plan") became effective. The 2016 Incentive Plan, which is administered by the Compensation, Nominating and Corporate Governance Committee of the Company's Board of Directors, provides for grants of stock options, restricted stock, restricted stock units and other stock-based awards to officers, employees, directors, independent contractors and consultants. The number of shares of common stock available for issuance under the 2016 Incentive Plan may not exceed 2,073,832 .
The Company recognized total equity-based compensation expense of $ 3.6 million, $ 2.7 million and $ 1.6 million for the years ended December 31, 2020, 2019 and 2018, respectively.
Stock Options
On July 27, 2016, the Board of Directors approved, and the Company granted, 1,036,916 stock options with an exercise price equal to the initial public offering price of $ 16.00 per share. The options have a maximum contractual term of 10 years and vested in 4 equal annual installments following the date of the grant. The weighted average grant date fair value of options granted during 2016 was $ 2.71 per share.
The value of the options granted was estimated at the date of grant using the Black-Scholes pricing model using the following assumptions:
Risk-free rate of return 1.26 %
Dividend yield 1.25 %
Expected share price volatility (1)
18.50 %
Expected life in years (2)
6.3 years
(1) Expected volatility was based on the Company’s competitors within the industry.
(2) Expected life was calculated using the simplified method, which was an average of the contractual term of the option and its ordinary vesting period, as the Company did not have sufficient historical data for determining the expected term of our stock option awards.
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A summary of option activity as of December 31, 2020, and changes during the year then ended is presented below:
Number of Shares Weighted-average exercise price Weighted-average remaining years of contractual life Aggregate intrinsic value (in thousands)
Outstanding at December 31, 2019 614,345 $ 16.00
Granted — —
Forfeited ( 234 ) 16.00
Exercised ( 226,373 ) 16.00
Outstanding at December 31, 2020 387,738 $ 16.00 5.6 $ 71,394
Exercisable at December 31, 2020 387,738 $ 16.00 5.6 $ 71,394
The total intrinsic value of options exercised was $ 37.0 million during the year ended December 31, 2020 and $ 11.9 million during the year ended December 31, 2019.
Restricted Stock Awards
During 2020, the Board of Directors approved, and the Company granted, restricted stock awards under the 2016 Incentive Plan. The restricted stock awards were valued on the date of grant and will vest over a period of 1 to 4 years corresponding to the anniversary date of the grants. The fair value of restricted stock awards was determined based on the closing trading price of the Company’s common stock on the grant date or, if no common stock was traded on the grant date, the last preceding date for which there was a sale of common stock. Except for restrictions placed on the transferability of restricted stock, holders of unvested restricted stock have full stockholder’s rights, including voting rights and the right to receive cash dividends. Unvested restricted stock awards and accrued dividends, if any, are forfeited upon the termination of service to or employment with the Company.
A summary of restricted stock activity under the equity compensation plans for the year ended is as follows:
December 31, 2020
Number of Shares Weighted Average Grant Date Fair Value per Share
Nonvested outstanding at the beginning of the period 122,723 $ 67.01
Granted 42,694 $ 147.45
Vested ( 41,010 ) $ 63.86
Forfeited ( 16,015 ) $ 83.79
Nonvested outstanding at the end of the period 108,392 $ 97.40
Employees surrender restricted stock awards to pay for withholding tax obligations resulting from any vesting of those awards. During the year ended December 31, 2020, restricted stock awards withheld for taxes in connection with the vesting of those awards totaled 11,966 .
The weighted average grant-date fair value of the Company's restricted stock awards granted during the years ended December 31, 2020, 2019, and 2018 was $ 147.45 , $ 80.59 and $ 52.99 , respectively. The fair value of restricted stock awards that vested during the year ended December 31, 2020 and 2019 was $ 5.8 million and $ 2.1 million, respectively. There were no restricted stock awards that vested during the year ended December 31, 2018. As of December 31, 2020, the Company had $ 8.3 million of total unrecognized stock-based compensation expense expected to be charged to earnings over a weighted-average period of 2.8 years.
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Subsequent Events
The Board of Directors granted 3,200 restricted stock awards on January 1, 2021 under the 2016 Incentive Plan to the Company’s non-employee directors. The restricted stock awards had a fair value on the date of grant of $ 200.13 per share and will vest on a straight-line basis over a 1 year period.
On February 11, 2021 , the Company’s Board of Directors declared a cash dividend of $ 0.11 per share of common stock. This dividend is payable on March 12, 2021 to all stockholders of record on February 26, 2021 .
10. Earnings per share
The following table represents a reconciliation of the numerator and denominator of the basic and diluted earnings per share computations contained in the consolidated financial statements:
Year ended December 31,
2020 2019 2018
(in thousands, except per share data)
Net income $ 88,419 $ 63,316 $ 33,787
Weighted average common shares outstanding - basic 22,319 21,528 21,090
Dilutive effect of shares issued under stock compensation arrangements:
Stock options
469 570 591
Restricted stock awards
64 38 4
Total dilutive effect of shares issued under stock compensation arrangements 533 608 595
Weighted average common shares outstanding - diluted 22,852 22,136 21,685
Earnings per common share:
Basic $ 3.96 $ 2.94 $ 1.60
Diluted $ 3.87 $ 2.86 $ 1.56
There were 35 thousand, 54 thousand and 86 thousand anti-dilutive stock awards for the years ended December 31, 2020, 2019 and 2018, respectively.
Basic earnings per share was computed by dividing the earnings attributable to the common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share was computed by dividing earnings attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period, including potentially dilutive shares of common stock for the period determined using the treasury stock method.
11. Credit agreement
On May 28, 2019, the Company entered into a Credit Agreement (the “Credit Agreement”) that provided the Company with a $ 50.0 million senior unsecured revolving credit facility (the “Credit Facility”) and an uncommitted accordion feature that permits the Company to increase the commitments by an additional $ 30.0 million. The Credit Facility has a maturity of May 28, 2024 . Borrowings under the Credit Facility were used to fund construction of the Company’s new headquarters but may also be used for working capital and general corporate purposes.
Loans under the Credit Facility may be subject to varying rates of interest depending on whether the loan is a Eurodollar loan or an alternate base rate (ABR) loan, at the Company's election. Eurodollar loans bear an interest rate per annum equal to adjusted LIBOR for the applicable interest period plus a margin of 1.75%. ABR loans bear an interest rate per annum equal to the higher of the prime rate, the New York Federal Reserve Board Rate or the one-month adjusted LIBOR, plus the applicable margin of
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0.75% to 1.75%, depending on which interest option was applicable for the particular ABR loan. During the year ended December 31, 2020, the Company drew down $ 25.7 million on its Credit Facility. As of December 31, 2020, there was $ 42.6 million outstanding under the Credit Facility, net of debt issuance cost of $ 0.4 million, with a weighted average interest rate of 1.98 %. For the year ended December 31, 2020, total interest expense under the Credit Facility was $ 1.0 million, of which $ 0.8 million was capitalized as part of the real estate project under construction. See Note 1 for further details. Interest paid was $ 0.8 million and $ 0.1 million for the years ended December 31, 2020 and 2019, respectively. There were no credit agreements outstanding at December 31, 2018.
The Credit Agreement also contains representations and warranties and affirmative and negative covenants customary for financings of this type, as well as customary events of default. As of December 31, 2020, the Company was in compliance with all of its financial covenants under the Credit Facility.
12. Contingencies
Contingencies arise in the normal conduct of the Company’s operations and are not expected to have a material effect on the Company’s financial condition or results of operations. However, adverse outcomes are possible and could negatively affect the Company’s financial condition and results of operations.
13. Employee benefit plan
The Company has established a defined contribution employee retirement plan ("Plan") in accordance with Section 401(k) of the Internal Revenue Code. Expenses related to the Plan were $ 1.7 million, $ 1.3 million and $ 1.0 million in 2020, 2019 and 2018, respectively.
14. Other comprehensive income (loss)
The following table summarizes the components of other comprehensive income (loss):
Year Ending December 31,
2020 2019 2018
(in thousands)
Unrealized gains (losses) on fixed-maturity securities arising during the period, before income taxes:
$ 37,387 $ 19,190 $ ( 6,664 )
Income tax (expense) benefit ( 7,851 ) ( 4,029 ) 1,399
Unrealized gains (losses) arising during the period, net of income taxes
29,536 15,161 ( 5,265 )
Less reclassification adjustment:
Net realized investment gains on available-for-sale investments
2,119 489 258
Income tax benefit ( 445 ) ( 102 ) ( 54 )
Reclassification adjustment included in net income 1,674 387 204
Other comprehensive income (loss) $ 27,862 $ 14,774 $ ( 5,469 )
The sale of an available-for-sale security results in amounts being reclassified from accumulated other comprehensive income to realized gains or losses in current period earnings. The related tax effect of the reclassification adjustment is recorded in income tax expense in current period earnings. See Note 2 for additional information.
15. Underwriting information
The Company has one reportable segment, the Excess and Surplus Lines Insurance segment, which primarily offers commercial excess and surplus lines liability and property insurance products through its underwriting divisions. Gross written premiums by underwriting division are presented below:
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Year Ended December 31,
2020 2019 2018
(in thousands)
Commercial:
Construction $ 87,206 $ 71,035 $ 50,879
Small business 83,289 63,181 44,368
Excess casualty 76,715 51,225 37,398
Commercial property 51,789 29,115 9,166
Product liability 38,306 26,333 20,049
Allied health 37,562 23,962 16,815
Life sciences 31,027 17,821 14,505
General casualty 29,205 23,279 17,625
Professional liability 27,051 20,029 16,717
Management liability 24,061 14,820 8,161
Energy 16,985 15,371 15,586
Environmental 8,568 5,179 2,205
Health care 7,666 5,963 5,725
Inland marine 6,910 3,467 2,046
Public entity 3,007 580 1,193
Commercial insurance 1,757 1,674 1,096
Total commercial 531,104 373,034 263,534
Personal:
Personal insurance 21,710 16,660 12,004
Total $ 552,814 $ 389,694 $ 275,538
Construction underwrites commercial general liability coverage on contractors focusing on new residential construction, residential remodeling and renovation and commercial construction.
Small business underwrites commercial general liability on smaller risks with an emphasis on artisan contractors and premises related exposures.
Excess casualty underwrites excess liability over risks that would fit within the general casualty, construction, products liability and small business divisions. Coverage is written over the Company's primary liability policies as well as those of other insurers. This division also writes excess liability over primary commercial auto liability policies written by other carriers.
Commercial property underwrites first-party coverage on manufacturing facilities, government and municipal buildings, professional buildings, offices and general commercial properties, vacant properties, as well as entertainment and retail facilities.
Products liability underwrites commercial general liability on manufacturers, distributors and importers of a wide array of consumer, commercial and industrial products.
Allied health underwrites commercial general liability, professional liability and excess liability on allied health and social service risks including assisted living facilities, home health care agencies and outpatient medical facilities.
Life sciences underwrites general liability, products liability and professional liability coverage for manufacturers, distributors and developers of dietary supplements, medical devices, pharmaceuticals, biologics, health and beauty products, durable medical equipment and clinical trials.
General casualty underwrites general liability and liquor liability on hospitality, habitational and retail risks, among others, with similar premises liability loss exposures.
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Professional liability underwrites small-to-medium sized non-medical professional liability risks. The classes of risks include accountants, architects and engineers, financial planners, insurance agents, lawyers, realtors, and certain other professions.
Management liability underwrites directors and officers liability, employment practices liability and fiduciary liability coverage on a variety of commercial and government risks.
Energy underwrites commercial general liability, pollution liability, professional liability and excess liability on enterprises engaged in the business of energy production or distribution or mining including drillers, lease operators, contractors, product manufacturers and alternative energy.
Environmental underwrites commercial general liability, pollution liability and professional liability on a wide range of commercial risks where environmental exposures exist that are operational in nature or related to the premises.
Health care underwrites medical professional liability for physicians, surgeons, dentists, chiropractors and podiatrists. Policies cover both individuals and small practice groups.
Inland marine underwrites a variety of inland marine coverages including builders risk, contractors' equipment, transportation risks and mobile equipment.
Public entity underwrites law enforcement professional liability and school board liability.
Commercial insurance underwrites commercial general liability on small accounts, through the Company's wholly-owned broker, Aspera.
Personal insurance writes homeowners coverage on manufactured homes with a catastrophe exposure due to coastal location.
The Company does business with three unaffiliated insurance brokers that generated $ 72.1 million, $ 63.8 million and $ 56.5 million of gross written premiums for the year ended December 31, 2020, representing 13.0 %, 11.5 % and 10.2 % of gross written premiums, respectively. No other broker generated 10.0% or more of the gross written premiums for the year ended December 31, 2020.
16. Statutory financial information
Kinsale Insurance maintains its accounts in conformity with accounting practices prescribed or permitted by state regulatory authorities that vary in certain respects from U.S. GAAP. In converting from statutory accounting principles to U.S. GAAP, typical adjustments include deferral of policy acquisition costs, the inclusion of statutory nonadmitted assets and the inclusion of net unrealized gains or losses relating to fixed maturities in stockholders’ equity. The Company does not use any permitted practices that are different from prescribed statutory accounting practices.
Statutory net income and statutory capital and surplus for Kinsale Insurance as of December 31, 2020, 2019, and 2018 and for the years then ended are summarized as follows:
Year ended December 31,
2020 2019 2018
(in thousands)
Statutory net income $ 54,338 $ 40,917 $ 34,206
Statutory capital and surplus $ 476,066 $ 348,811 $ 233,500
Kinsale Insurance is subject to risk-based capital ("RBC") requirements. RBC is a method developed by the National Association of Insurance Commissioners ("NAIC") to determine the minimum amount of statutory capital appropriate for an insurance company to support its overall business operations in consideration of its size and risk profile. The formula for determining the amount of RBC is calculated using various factors, weighted based on the perceived degree of risk, which are applied to certain financial balances and financial activity. The adequacy of a company’s actual capital is evaluated by a comparison to the RBC results, as determined by the formula. Companies that do not maintain statutory capital and surplus at a level in excess of the company action level RBC are required to take specified actions. At December 31, 2020 and 2019, actual statutory capital and surplus for Kinsale Insurance substantially exceeded the regulatory requirements.
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Dividend payments to Kinsale from Kinsale Insurance are restricted by state insurance laws as to the amount that may be paid without prior approval of the regulatory authorities of Arkansas. The maximum dividend distribution is limited by Arkansas law to the greater of 10 % of policyholder surplus as of December 31 of the previous year or statutory net income, not including realized capital gains, for the previous calendar year. Dividend payments are further limited to that part of available policyholder surplus which is derived from net profits on its business. The maximum dividend distribution that can be paid by Kinsale Insurance during 2021 without prior approval is $ 51.8 million.
17. Unaudited selected quarterly financial data
The following is a summary of the unaudited quarterly results of operations:
2020 Quarter
(in thousands, except per share data) First Second Third Fourth
Gross written premiums $ 124,036 $ 134,091 $ 144,777 $ 149,910
Total revenues 80,346 117,707 122,501 139,332
Net income 5,086 30,262 14,890 38,181
Comprehensive (loss) income ( 4,137 ) 57,270 21,444 41,704
Earnings per share - basic $ 0.23 $ 1.37 $ 0.66 $ 1.69
Earnings per share - diluted $ 0.22 $ 1.33 $ 0.65 $ 1.65
2019 Quarter
(in thousands, except per share data) First Second Third Fourth
Gross written premiums $ 84,626 $ 94,947 $ 97,984 $ 112,137
Total revenues 72,185 72,572 78,327 92,804
Net income 18,720 13,767 12,976 17,853
Comprehensive income 25,500 20,322 16,218 16,050
Earnings per share - basic $ 0.88 $ 0.65 $ 0.60 $ 0.81
Earnings per share - diluted $ 0.86 $ 0.63 $ 0.58 $ 0.79
Due to differences in weighted average common shares outstanding, quarterly earnings per share may not add up to the totals reported for the full year.
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Schedule I
KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Summary of Investments—Other than Investments in Related Parties
Type of Investment Cost or Amortized Cost Fair Value Amount at which shown on Balance Sheet
(in thousands)
Fixed maturities:
Obligations of states, municipalities and political subdivisions
$ 216,181 $ 230,906 $ 230,906
Corporate and other securities 294,854 316,608 316,608
Asset-backed securities 236,813 240,661 240,661
Commercial mortgage-backed securities 66,110 70,969 70,969
Residential mortgage-backed securities
217,859 222,656 222,656
Total fixed maturities 1,031,817 1,081,800 1,081,800
Equity securities:
Exchange traded funds 68,032 98,050 98,050
Nonredeemable preferred stock 30,726 31,612 31,612
Total equity securities 98,758 129,662 129,662
Total investments $ 1,130,575 $ 1,211,462 $ 1,211,462
See accompanying Report of Independent Registered Public Accounting Firm.
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Schedule II
KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Balance Sheets (Parent Company Only)
December 31,
2020 2019
(in thousands)
Assets
Cash and cash equivalents $ 8,395 $ 14,726
Due from subsidiaries 7,792 16,836
Investment in subsidiaries 600,931 391,071
Deferred income tax asset, net 587 519
Income taxes recoverable 1,177 —
Other assets 290 208
Total assets $ 619,172 $ 423,360
Liabilities and Stockholders' Equity
Liabilities:
Accounts payable and accrued expenses $ 302 $ 260
Income taxes payable — 434
Credit facility 42,570 16,744
Other liabilities 62 42
Total liabilities 42,934 17,480
Stockholders’ equity:
Common stock 228 222
Additional paid-in capital 291,315 229,229
Retained earnings 243,315 162,911
Accumulated other comprehensive income 41,380 13,518
Stockholders’ equity 576,238 405,880
Total liabilities and stockholders’ equity $ 619,172 $ 423,360
See accompanying notes to condensed financial information.
See accompanying Report of Independent Registered Public Accounting Firm.
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Schedule II
KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Statements of Income and Comprehensive Income (Parent Company Only)
Years Ended December 31,
2020 2019 2018
(in thousands)
Revenues:
Management fees from subsidiaries $ 5,709 $ 4,502 $ 3,215
Total revenues 5,709 4,502 3,215
Expenses:
Other operating expenses 6,624 5,215 4,055
Other expenses 1,332 — —
Total expenses 7,956 5,215 4,055
Loss before income taxes
( 2,247 ) ( 713 ) ( 840 )
Income tax benefit ( 8,779 ) ( 2,714 ) ( 1,158 )
Income before equity in net income of subsidiaries 6,532 2,001 318
Equity in net income of subsidiaries 81,887 61,315 33,469
Net income 88,419 63,316 33,787
Other comprehensive income (loss):
Equity in other comprehensive earnings (losses) of subsidiaries
27,862 14,774 ( 5,469 )
Total comprehensive income $ 116,281 $ 78,090 $ 28,318
See accompanying notes to condensed financial information.
See accompanying Report of Independent Registered Public Accounting Firm.
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Schedule II
KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Statements of Cash Flows (Parent Company Only)
Years Ended December 31,
2020 2019 2018
(in thousands)
Operating activities
Net income $ 88,419 $ 63,316 $ 33,787
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Deferred tax benefit ( 68 ) ( 150 ) ( 170 )
Stock compensation expense 3,575 2,742 1,597
Equity in undistributed earnings of subsidiaries ( 81,887 ) ( 61,315 ) ( 33,469 )
Changes in operating assets and liabilities 7,520 ( 14,247 ) ( 633 )
Dividends received from subsidiary — 5,000 11,500
Net cash provided by (used in) operating activities 17,559 ( 4,654 ) 12,612
Investing activities
Contributions to subsidiary ( 100,034 ) ( 68,391 ) —
Net cash used in investing activities
( 100,034 ) ( 68,391 ) —
Financing activities
Common stock issued, net of transaction costs 56,698 65,879 —
Common stock issued, stock options exercised 3,622 2,750 1,808
Payroll taxes withheld and remitted on share-based payments ( 1,803 ) ( 617 ) —
Dividends paid ( 8,073 ) ( 6,929 ) ( 5,906 )
Proceeds from credit facility 25,700 17,300 —
Debt issuance costs
— ( 628 ) —
Net cash provided by (used in) financing activities
76,144 77,755 ( 4,098 )
Net change in cash and cash equivalents ( 6,331 ) 4,710 8,514
Cash and cash equivalents at beginning of year
14,726 10,016 1,502
Cash and cash equivalents at end of year $ 8,395 $ 14,726 $ 10,016
See accompanying notes to condensed financial information.
See accompanying Report of Independent Registered Public Accounting Firm.
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KINSALE CAPITAL GROUP, INC.
Condensed Financial Information of Registrant
Notes to Condensed Financial Information
(Parent Company Only)
1. Accounting policies
Organization
Kinsale Capital Group, Inc. (the "Company"), a Delaware domiciled insurance holding company, was formed on June 3, 2009 for the purpose of acquiring and managing insurance entities.
Basis of presentation
The accompanying condensed financial statements have been prepared using the equity method. Under the equity method, the investment in consolidated subsidiaries is stated at cost plus equity in undistributed earnings of consolidated subsidiaries since the date of acquisition. These condensed financial statements should be read in conjunction with the Company’s consolidated financial statements. Certain prior year amounts have been reclassified to conform to the current year's presentation.
Estimates and assumptions
Preparation of the condensed financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements and accompanying disclosures. Those estimates are inherently subject to change, and actual results may ultimately differ from those estimates.
Credit agreement
On May 28, 2019, the Company entered into a Credit Agreement (the “Credit Agreement”) that provided the Company with a $ 50.0 million senior unsecured revolving credit facility (the “Credit Facility”) and an uncommitted accordion feature that permits the Company to increase the commitments by an additional $ 30.0 million. The Credit Facility has a maturity of May 28, 2024 . Borrowings under the Credit Facility were used to fund construction of the Company’s new headquarters but may also be used for working capital and general corporate purposes.
Loans under the Credit Facility may be subject to varying rates of interest depending on whether the loan is a Eurodollar loan or an alternate base rate (ABR) loan, at the Company's election. Eurodollar loans bear an interest rate per annum equal to adjusted LIBOR for the applicable interest period plus a margin of 1.75%. ABR loans bear an interest rate per annum equal to the higher of the prime rate, the New York Federal Reserve Board Rate or the one-month adjusted LIBOR, plus the applicable margin of 0.75% to 1.75%, depending on which interest option was applicable for the particular ABR loan. During the year ended December 31, 2020, the Company drew down $ 25.7 million on its Credit Facility. As of December 31, 2020, there was $ 42.6 million outstanding under the Credit Facility, net of debt issuance cost of $ 0.4 million, with a weighted average interest rate of 1.98 %. For the year ended December 31, 2020, total interest expense under the Credit Facility was $ 1.0 million, of which $ 0.8 million was capitalized as part of the real estate project under construction. Interest paid was $ 0.8 million and $ 0.1 million for the years ending December 31, 2020 and 2019, respectively. There were no credit agreements outstanding at December 31, 2018.
The Credit Agreement also contains representations and warranties and affirmative and negative covenants customary for financings of this type, as well as customary events of default. As of December 31, 2020, the Company was in compliance with all of its financial covenants under the Credit Facility.
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Dividends from subsidiary
Cash dividends paid to Kinsale Capital Group, Inc. by its wholly-owned subsidiary, Kinsale Insurance Company, were $ 5.0 million for the year ended December 31, 2019, and $ 11.5 million for the year ended December 31, 2018. There were no cash dividends paid by the insurance subsidiary for the year ended December 31, 2020.
Commitments and contingencies
Liabilities for loss contingencies, arising from noninsurance policy claims, assessments, litigation, fines, and penalties and other sources, are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Legal costs incurred in connection with loss contingencies are expensed as incurred.
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Schedule V
KINSALE CAPITAL GROUP, INC. AND SUBSIDIARIES
Valuation and Qualifying Accounts
Additions Deductions
(in thousands) Balance
at Beginning
of Period (1)
Amounts
Charged to
Expense Amounts
Written Off or Disposals Balance
at End
of Period
Year Ended December 31, 2020:
Allowance for premiums receivable $ 2,345 $ 1,240 $ 498 $ 3,087
Valuation allowance for deferred tax assets 1,592 1,899 — 3,491
Allowance for reinsurance recoverables 282 — — 282
Year Ended December 31, 2019:
Allowance for premiums receivable 2,615 835 745 2,705
Valuation allowance for deferred tax assets 780 812 — 1,592
Year Ended December 31, 2018:
Allowance for premiums receivable 2,112 663 160 2,615
Valuation allowance for deferred tax assets 690 90 — 780
See accompanying Report of Independent Registered Public Accounting Firm.
(1) For the year ended December 31, 2020, the balance at the beginning of period included a reduction of $ 0.4 million to the allowance for premiums receivable and the establishment of an allowance for reinsurance recoverables of $ 0.3 million, each of which related to the adoption of the new accounting standard for credit losses.
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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Not applicable.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.