Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and Board of Directors of NI Holdings, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of NI Holdings, Inc. and Subsidiaries (collectively, the “Company”) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income, changes in shareholders’ equity, and cash flows for each of the three years in the period ended December 31, 2020, and the related notes and the schedule listed in Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the consolidated 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 three years in the period ended December 31, 2020, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“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. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal controls over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
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 financial statements. We believe that our audits provide a reasonable basis for our opinion.
/s/ Mazars USA LLP
We have served as the Company’s auditor since February 2016.
Fort Washington, Pennsylvania
March 10, 2021
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NI Holdings, Inc.
Consolidated Balance Sheets
December 31, 2020 and 2019
(dollar amounts in thousands, except par value)
2020
2019
Assets:
Cash and cash equivalents
$
101,077
$
62,132
Fixed income securities, at fair value
320,410
295,945
Equity securities, at fair value
69,952
59,932
Other investments
2,924
1,914
Total cash and investments
494,363
419,923
 
Premiums and agents' balances receivable
48,523
36,691
Deferred policy acquisition costs
23,968
15,399
Reinsurance premiums receivable
93
—
Reinsurance recoverables on losses
8,710
4,045
Accrued investment income
2,141
2,089
Property and equipment, net
9,899
7,694
Receivable from Federal Crop Insurance Corporation
6,646
14,230
Goodwill and other intangibles
18,194
2,912
Other assets
5,066
5,176
Total assets
$
617,603
$
508,159
 
Liabilities:
Unpaid losses and loss adjustment expenses
$
105,750
$
93,250
Unearned premiums
119,363
89,276
Reinsurance premiums payable
—
170
Income tax payable
754
1,645
Deferred income taxes, net
8,757
4,590
Westminster consideration payable
19,287
—
Accrued expenses and other liabilities
14,820
9,425
Total liabilities
268,731
198,356
 
Commitments and contingencies
—
—
 
Shareholders’ equity:
Common stock, $ 0.01 par value, authorized 25,000,000 shares, issued: 23,000,000 shares; and outstanding: 2020 – 21,318,638 shares, 2019 – 22,119,380 shares
230
230
Preferred stock, without par value, authorized 5,000,000 shares, no shares issued or outstanding
—
—
Additional paid-in capital
97,911
95,961
Unearned employee stock ownership plan shares
( 1,427
)
( 1,671
)
Retained earnings
258,741
218,480
Accumulated other comprehensive income, net of income taxes
12,840
5,612
Treasury stock, at cost, 2020 – 1,538,622 shares, 2019 – 713,565 shares
( 23,968
)
( 12,308
)
Non-controlling interest
4,545
3,499
Total shareholders’ equity
348,872
309,803
 
Total liabilities and shareholders’ equity
$
617,603
$
508,159
The accompanying notes are an integral part of these consolidated financial statements.
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NI Holdings, Inc.
Consolidated Statements of Operations
Years Ended December 31, 2020, 2019 and 2018
(dollar amounts in thousands, except per share data)
2020
2019
2018
Revenues:
Net premiums earned
$
283,661
$
246,438
$
195,720
Fee and other income
1,801
2,125
6,496
Net investment income
7,271
7,433
6,180
Net capital gain on investments
13,624
14,783
3,974
Total revenues
306,357
270,779
212,370
 
Expenses:
Losses and loss adjustment expenses
168,473
169,710
119,088
Amortization of deferred policy acquisition costs
51,472
46,188
31,856
Other underwriting and general expenses
33,596
21,070
22,261
Total expenses
253,541
236,968
173,205
 
Income before income taxes
52,816
33,811
39,165
Income taxes
11,472
7,311
7,921
Net income
41,344
26,500
31,244
Net income (loss) attributable to non-controlling interest
955
99
163
Net income attributable to NI Holdings, Inc.
$
40,389
$
26,401
$
31,081
 
Earnings per common share:
Basic
$
1.86
$
1.19
$
1.39
Diluted
$
1.84
$
1.19
$
1.39
 
Share data:
Weighted average common shares outstanding used in basic per common share calculations
21,772,475
22,179,747
22,358,858
Plus: Dilutive securities
169,995
85,601
26,896
Weighted average common shares used in diluted per common share calculations
21,942,470
22,265,348
22,385,754
The accompanying notes are an integral part of these consolidated financial statements.
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NI Holdings, Inc.
Consolidated Statements of Comprehensive Income
Years Ended December 31, 2020, 2019 and 2018 (dollar amounts in thousands)
2020
Attributable to
NI Holdings, Inc.
Attributable to
Non-Controlling
Interest
Total
Net income (loss)
$
40,389
$
( 955
)
$
41,344
Other comprehensive income, before income taxes:
Holding gains on investments
10,051
116
10,167
Reclassification adjustment for net realized capital gain included in net income
( 902
)
( 1
)
( 903
)
Other comprehensive income, before income taxes
9,149
115
9,264
Income tax expense related to items of other comprehensive income
( 1,921
)
( 24
)
( 1,945
)
Other comprehensive income, net of income taxes
7,228
91
7,319
Comprehensive income
$
47,617
$
( 1,046
)
$
48,663
2019
Attributable to
NI Holdings, Inc.
Attributable to
Non-Controlling
Interest
Total
Net income
$
26,401
$
99
$
26,500
Other comprehensive income, before income taxes:
Holding gains on investments
9,583
177
9,760
Reclassification adjustment for net realized capital gain included in net income
( 191
)
( 3
)
( 194
)
Other comprehensive income, before income taxes
9,392
174
9,566
Income tax expense related to items of other comprehensive income
( 1,972
)
( 37
)
( 2,009
)
Other comprehensive income, net of income taxes
7,420
137
7,557
Comprehensive income
$
33,821
$
236
$
34,057
 
2018
Attributable to
NI Holdings, Inc.
Attributable to
Non-Controlling Interest
Total
Net income
$
31,081
$
163
$
31,244
Other comprehensive loss, before income taxes:
Holding losses on investments
( 8,206
)
( 99
)
( 8,305
)
Reclassification adjustment for net realized capital gain included in net income
( 3,974
)
—
( 3,974
)
Other comprehensive loss, before income taxes
( 12,180
)
( 99
)
( 12,279
)
Income tax benefit related to items of other comprehensive income
2,558
21
2,579
Other comprehensive loss, net of income taxes
( 9,622
)
( 78
)
( 9,700
)
Comprehensive income
$
21,459
$
85
$
21,544
 
The accompanying notes are an integral part of these consolidated financial statements.
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NI Holdings, Inc.
Consolidated Statements of Changes in Shareholders’ Equity
Years Ended December 31, 2020, 2019 and 2018
(dollar amounts in thousands)
Common
Stock
Additional
Paid-in
Capital
Unearned
Employee
Stock
Ownership
Plan
Shares
Retained
Earnings
Accumulated
Other
Comprehensive
Income,
Net of
Income
Taxes
Treasury
Stock
Non-
Controlling
Interest
Total
Shareholders’
Equity
Balance,
January 1, 2018
$
230
$
93,496
$
( 2,517 )
$
152,865
$
15,998
$
( 8,037 )
$
3,178
$
255,573
 
Net income
—
—
—
31,081
—
—
163
31,244
Other comprehensive loss, net of income taxes
—
—
—
—
( 9,622
)
—
( 78
)
( 9,700
)
Share-based compensation
—
1,232
—
—
—
—
—
1,232
Purchase of treasury stock
—
—
—
—
—
( 2,996
)
—
( 2,996
)
Issuance of vested award shares
—
( 399
)
—
—
—
399
—
—
Distribution of employee stock ownership plan shares
—
157
243
—
—
—
—
400
Balance, December 31, 2018
230
94,486
( 1,914
)
183,946
6,376
( 10,634
)
3,263
275,753
 
Cumulative effect of change in accounting for equity securities
—
—
—
8,184
( 8,184
)
—
—
—
Net income
—
—
—
26,401
—
—
99
26,500
Other comprehensive income, net of income taxes
—
—
—
—
7,420
—
137
7,557
Share-based compensation
—
1,613
—
—
—
—
—
1,613
Purchase of treasury stock
—
—
—
—
—
( 2,006
)
—
( 2,006
)
Issuance of vested award shares
—
( 300
)
—
( 51
)
—
332
—
( 19
)
Distribution of employee stock ownership plan shares
—
162
243
—
—
—
—
405
Balance,
December 31, 2019
230
95,961
( 1,671
)
218,480
5,612
( 12,308
)
3,499
309,803
 
Net income (loss)
—
—
—
40,389
—
—
955
41,344
Other comprehensive income, net of income taxes
—
—
—
—
7,228
—
91
7,319
Share-based compensation
—
2,297
—
—
—
—
—
2,297
Purchase of treasury stock
—
—
—
—
—
( 12,234
)
—
( 12,234
)
Issuance of vested award shares
—
( 477
)
—
( 128
)
—
574
( 31
)
Distribution of employee stock ownership plan shares
—
130
244
—
—
—
—
374
Balance,
December 31, 2020
$
230
$
97,911
$
( 1,427
)
$
258,741
$
12,840
$
( 23,968
)
$
4,545
$
348,872
The accompanying notes are an integral part of these consolidated financial statements.
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NI Holdings, Inc.
Consolidated Statements of Cash Flows
Years Ended December 31, 2020, 2019 and 2018
(dollar amounts in thousands)
2020
2019
2018
Cash flows from operating activities:
Net income
$
41,344
$
26,500
$
31,244
Adjustments to reconcile net income to net cash flows from operating activities:​​
Gain on acquisition of Direct Auto Insurance Company
—
—
( 4,578
)
Net capital gain on investments
( 13,624
)
( 14,783
)
( 3,974
)
Deferred income tax expense (benefit)
638
1,871
( 692
)
Depreciation of property and equipment
709
538
492
Amortization of intangibles
5,224
1,711
3,507
Distribution of employee stock ownership plan shares
373
405
400
Share-based incentive compensation
2,297
1,613
1,232
Amortization of deferred policy acquisition costs
51,472
46,188
31,856
Deferral of policy acquisition costs
( 60,041
)
( 48,721
)
( 35,863
)
Net amortization of premiums and discounts on investments
1,460
1,146
1,149
Loss (gain) on sale of property and equipment
6
37
( 11
)
Changes in operating assets and liabilities:
Premiums and agents’ balances receivable
( 3,325
)
( 2,404
)
( 2,806
)
Reinsurance premiums payable
( 828
)
170
( 428
)
Reinsurance recoverables on losses
( 3,902
)
( 1,813
)
1,896
Accrued investment income
17
( 191
)
161
Receivable from Federal Crop Insurance Corporation
7,584
1,939
( 5,668
)
Income tax recoverable / payable
( 753
)
889
( 1,721
)
Other assets
186
( 109
)
( 1,477
)
Unpaid losses and loss adjustment expenses
3,932
6,129
264
Unearned premiums
13,476
4,509
5,550
Accrued expenses and other liabilities
4,765
41
422
Net cash flows from operating activities
51,010
25,665
20,955
 
Cash flows from investing activities:
Proceeds from maturities and sales of fixed income securities
87,874
59,649
61,465
Proceeds from sales of equity securities
27,718
20,174
23,409
Purchases of fixed income securities
( 91,559
)
( 92,012
)
( 73,871
)
Purchases of equity securities
( 22,312
)
( 17,042
)
( 13,557
)
Purchases of property and equipment
( 543
)
( 1,290
)
( 1,552
)
Acquisition of Direct Auto Insurance Company (cash consideration paid net of cash and cash equivalents acquired)
—
—
27,485
Acquisition of Westminster American Insurance Company (cash consideration paid net of cash and cash equivalents acquired)
( 703
)
—
—
Other
( 275
)
63
18
Net cash flows from investing activities
( 200
)
( 30,458
)
23,397
 
Cash flows from financing activities:
Purchases of treasury stock
( 12,234
)
( 2,006
)
( 2,996
)
Issuance of restricted stock awards
( 31
)
( 19
)
—
Net cash flows from financing activities
( 12,265
)
( 2,025
)
( 2,996
)
 
Net (decrease) increase in cash and cash equivalents
38,945
( 6,818
)
41,356
 
Cash and cash equivalents at beginning of period
62,132
68,950
27,594
 
Cash and cash equivalents at end of period
$
101,077
$
62,132
$
68,950
 
 
Non-cash item: Present value of installment payable issued in connection with acquisition of Westminster American Insurance Company
$
18,787
$
—
$
—
 
Income taxes paid
$
11,586
$
4,000
$
10,300
The accompanying notes are an integral part of these consolidated financial statements.
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NI Holdings, Inc.
Notes to Consolidated Financial Statements
December 31, 2020, 2019 and 2018
(dollar amounts in thousands)
1. Organization
NI Holdings, Inc. (“NI Holdings”) is a North Dakota business corporation that is the stock holding company of Nodak Insurance Company and became such in connection with the conversion of Nodak Mutual Insurance Company from a mutual to stock form of organization and the creation of a mutual holding company. The conversion was consummated on March 13, 2017. Immediately following the conversion, all of the outstanding shares of common stock of Nodak Insurance Company (the successor to Nodak Mutual Insurance Company) were issued to Nodak Mutual Group, Inc., which then contributed the shares to NI Holdings in exchange for 55 % of the outstanding shares of common stock of NI Holdings. Nodak Insurance Company then became a wholly-owned stock subsidiary of NI Holdings. Prior to completion of the conversion, NI Holdings conducted no business and had no assets or liabilities. As a result of the conversion, NI Holdings became the holding company for Nodak Insurance Company and its existing subsidiaries. The newly issued shares of NI Holdings were available for public trading on March 16, 2017.
These Consolidated Financial Statements of NI Holdings include the financial position and results of operations of NI Holdings and seven other entities:
•
Nodak Insurance Company (“Nodak Insurance”, formerly Nodak Mutual Insurance Company prior to the conversion);  
•
Nodak Agency, Inc. (“Nodak Agency”);  
•
American West Insurance Company (“American West”);  
•
Primero Insurance Company (“Primero”);  
•
Battle Creek Mutual Insurance Company (“Battle Creek”, an affiliated company with Nodak Insurance); and  
•
Direct Auto Insurance Company (“Direct Auto”); and  
•
Westminster American Insurance Company (Westminster).  
Nodak Insurance is the largest domestic property and casualty insurance company in North Dakota. Nodak Insurance was incorporated on April 15, 1946 under the laws of North Dakota, and benefits from a strong marketing affiliation with the North Dakota Farm Bureau (“NDFB”). Nodak Insurance specializes in providing private passenger auto, homeowners, farmowners, commercial, crop hail, and Federal multi-peril crop insurance coverages.
Nodak Agency, a wholly-owned subsidiary of Nodak Insurance, is an inactive shell corporation.
American West, a wholly-owned subsidiary of Nodak Insurance, is a property and casualty insurance company licensed in eight states in the Midwest and Western regions of the United States. American West began writing policies in 2002, and primarily writes personal auto, homeowners, and farm coverages in South Dakota. American West also writes personal auto coverage in North Dakota, as well as crop hail and Federal multi-peril crop insurance coverages in Minnesota and South Dakota.
Primero is a wholly-owned subsidiary of Tri-State, Ltd. Tri-State, Ltd. is an inactive shell corporation 100 % owned by Nodak Insurance. Primero is a property and casualty insurance company writing non-standard automobile coverage in the states of Nevada, Arizona, North Dakota and South Dakota.
Battle Creek became affiliated with Nodak Insurance in 2011, and Nodak Insurance provides underwriting, claims management, policy administration, and other administrative services to Battle Creek. Battle Creek is controlled by Nodak Insurance via a surplus note. The terms of the surplus note allow Nodak Insurance to appoint two-thirds of the Battle Creek Board of Directors. Battle Creek is a property and casualty insurance company writing personal auto, homeowners, and farm coverages solely in the state of Nebraska.
Direct Auto, a wholly-owned subsidiary of NI Holdings, is a property and casualty company licensed in Illinois. Direct Auto began writing non-standard automobile coverage in 2007, and was acquired by NI Holdings on August 31, 2018 via a stock purchase agreement. The financial results of Direct Auto have been included in the Consolidated Financial Statements herein since August 31, 2018. See Note 4.
Westminster, a wholly-owned subsidiary of NI Holdings, is a property and casualty insurance company licensed in seventeen states and the District of Columbia. Westminster is headquartered in Owings Mills, Maryland and underwrites multi-peril commercial insurance in the states of Delaware, Georgia, Maryland, New Jersey, North Carolina, Pennsylvania, South Carolina, Virginia, West Virginia, and the District of Columbia. Westminster was acquired by NI Holdings on January 1, 2020 via a stock purchase agreement. The financial results of Westminster have been included in the Consolidated Financial Statements herein since January 1, 2020. See Note 4.
The same executive management team provides oversight and strategic direction for the entire organization. Nodak Insurance provides common product oversight, pricing practices, and underwriting standards, as well as underwriting and claims administration, to itself, American West, and Battle Creek. Primero, Direct Auto, and Westminster personnel manage the day-to-day operations of their respective companies. The insurance companies share a combined business plan to achieve market penetration and underwriting profitability objectives. Distinctions within the products of the insurance companies generally relate to the states in which the risk is located and specific risk profiles targeted within similar classes of business.
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2. Basis of Consolidation
Our Consolidated Financial Statements, which we have prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), include our accounts and those of our wholly-owned subsidiaries, as well as Battle Creek, an entity we control via contract. We have eliminated all significant inter-company accounts and transactions in consolidation. The terms “we”, “us”, “our”, or “the Company” as used herein refer to the consolidated entity.
3. Summary of Significant Accounting Policies
Use of Estimates :
In preparing our Consolidated Financial Statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the balance sheet, and revenues and expenses for the periods then ended. Actual results could differ significantly from those estimates.
We make estimates and assumptions that can have a significant effect on amounts and disclosures we report in our Consolidated Financial Statements. The most significant estimates relate to our reserves for unpaid losses and loss adjustment expenses, earned premiums for crop insurance, valuation of investments, determination of other-than-temporary impairments, valuation allowances for deferred income tax assets, deferred policy acquisition costs, and the valuations used to establish intangible assets acquired related to business combinations. While we believe our estimates are appropriate, the ultimate amounts may differ from the estimates provided. We regularly review our methods for making these estimates as well as the continuing appropriateness of the estimated amounts, and we reflect any adjustment we consider necessary in our current results of operations.
Variable-Interest Entities :
Any company deemed to be a variable interest entity (“VIE”) is required to be consolidated by the primary beneficiary of the VIE.
We assess our investments in other entities at inception to determine if any meet the qualifications of a VIE. We consider an investment in another company to be a VIE if: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (b) the characteristics of a controlling financial interest are missing (either the ability to make decisions through voting or other rights, the obligation to absorb expected losses of the entity or the right to receive the expected residual returns of the entity), or (c) the voting rights of the equity holders are not proportional to their obligations to absorb the expected losses of the entity and/or the rights to receive the expected residual returns of the entity, and substantially all of the entity’s activities either involve or are conducted on behalf of an investor that has disproportionately few voting rights. Upon the occurrence of certain events, we would reassess our initial determination of whether the investment is a VIE.
We evaluate whether we are the primary beneficiary of each VIE and we consolidate the VIE if we have both (1) the power to direct the economically significant activities of the entity and (2) the obligation to absorb losses of, or the right to receive benefits from, the entity. We consider the contractual agreements that define the ownership structure, distribution of profits and losses, risks, responsibilities, indebtedness, voting rights, and board representation of the respective parties in determining whether we qualify as the primary beneficiary. Our assessment of whether we are the primary beneficiary of a VIE is performed at least annually.
We control Battle Creek via a surplus note which provides us with ability to appoint two-thirds of the Board of Directors of Battle Creek. Under the quota share reinsurance agreement that existed through December 31, 2019, Battle Creek’s operating results included only net investment income, bad debt expense, and income taxes. Effective January 1, 2020, the Company implemented an intercompany pooling reinsurance agreement, and Battle Creek’s operating results now include their participation in the underwriting results of the pool (2% during 2020). See Note 13. Because we have concluded that we control Battle Creek, we consolidate the financial statements of Battle Creek, and Battle Creek’s policyholders’ interest in Battle Creek is reflected as a non-controlling interest in shareholders’ equity in our Consolidated Balance Sheet.
Cash and Cash Equivalents :
Cash and cash equivalents include certain investments in highly liquid debt instruments with original maturities of three months or less. Cost approximates fair value for these short-term investments.
Investments :
We have categorized our investment portfolio as “available-for-sale” and have reported the portfolio at fair value. Unrealized gains and losses on fixed income securities, and on equity securities prior to January 1, 2019, net of income taxes, are reported in accumulated other comprehensive income. Effective January 1, 2019, in accordance with a change in accounting principle, changes in unrealized gains and losses on equity securities began to be reported as a component of net capital gain on investments in our operating results.
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Fair values are based on quoted market prices or dealer quotes, if available. If a quoted market price is not available, fair value is estimated using quoted market prices for similar securities. Amortization of premium and accretion of discount are computed using an effective interest method. Net investment income includes interest and dividend income together with amortization of purchase premiums and discounts, and is net of investment management and custody fees. Realized gains and losses on investments are determined using the specific identification method and are included in net capital gain on investments, along with the change in unrealized gains and losses on equity securities after January 1, 2019.
We review our investments each quarter to determine whether a decline in fair value below the amortized cost basis is other than temporary. Accordingly, we assess whether we intend to sell or it is more likely than not that we will be required to sell a security before recovery of its amortized cost basis. For fixed income securities that are considered other-than-temporarily impaired and that we do not intend to sell and will not be required to sell prior to recovery of the amortized cost basis, we separate the amount of the impairment into the amount that is credit related (credit loss component) and the amount due to all other factors. The credit loss component is recognized in earnings and is the difference between the security’s amortized cost basis and the present value of its expected future cash flows discounted at the security’s effective yield. The remaining difference between the security’s fair value and the present value of future expected cash flows is due to factors that are not credit related and, therefore, is not required to be recognized as losses in the Consolidated Statement of Operations, but is recognized in other comprehensive income.
We classify each fair value measurement at the appropriate level in the fair value hierarchy. The hierarchy gives the highest priority to unadjusted quoted market price in active markets for identical assets or liabilities (Level I measurements) and the lowest priority to unobservable inputs (Level III measurements). An asset’s or liability’s classification within the fair value hierarchy is based on the lowest level of significant input to its valuation.
Level I – Quoted price in active markets for identical assets and liabilities.
Level II – Quoted prices in markets that are not active or inputs that are observable either directly or indirectly. Level II inputs include quoted prices for similar assets or liabilities other than quoted in prices in Level I, quoted prices in markets that are not active, or other inputs that are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities.
Level III – Unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets or liabilities. Unobservable inputs reflect the reporting entity’s own assumptions that market participants would use in pricing the asset or liability. Level III assets and liabilities include financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.
Fair Value of Other Financial Instruments :
Our other financial instruments, aside from investments, are cash and cash equivalents, premiums and agents’ balances receivable, and accrued expenses and accounts payable. The carrying amounts for cash and cash equivalents, premiums and agents’ balances receivable, and accrued expenses and accounts payable approximate their fair value based on their short-term nature. Other invested assets that do not have observable inputs and little or no market activity are carried on a cost basis, which approximates fair value. All other invested assets have been assessed for impairment. The carrying value of these other invested assets was $ 2,924 at December 31, 2020 and $ 1,914 at December 31, 2019.
Reclassifications of Segment Information:
Effective in the first quarter of 2020, the Company’s results began to be reported in our Consolidated Financial Statements in the following five primary operating segments – private passenger auto insurance, non-standard auto insurance, home and farm insurance, crop insurance, and commercial insurance. A sixth “all other” segment captures all other insurance business, including our assumed reinsurance lines of business.
Commercial insurance was previously reported within the all other segment. All prior periods presented have been reclassified to conform to this presentation.
Revenue Recognition :
We record premiums written at policy inception and recognize them as revenue on a pro rata basis over the policy term or, in the case of crop insurance, over the period of risk. The portion of premiums that could be earned in the future is deferred and reported as unearned premiums. When policies lapse, the Company reverses the unearned portion of the written premium and removes the applicable unearned premium. Policy-related fee income is recognized when collected.
The period of risk for our crop insurance program, which comprise primarily spring-planted crops, typically runs from April 1 (the approximate time when farmers can begin to work their fields) through December 15 (last date claims can be made for the most recent planting season). The crop insurance program provides indemnification for acreage that cannot be planted because of flood, drought, or other natural disaster (known as “prevented planting”). In cases where a valid prevented planting claim is made by an insured, the Company assumes that the risk period has ended as there will be no additional coverage under the policy, and the Company will immediately recognize the remaining unearned premium.
The Company uses the direct write-off method for recognizing bad debts. Accounts billed directly to the policyholder are provided grace payment and cancellation notice periods per state insurance regulations. Any earned but uncollected premiums are written off within 90 days after the effective date of policy cancellation.
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Direct Auto also provides for agency billing for a portion of their agents. Accounts billed to agents are due within 60 days of the statement date. The balances are carried as agents’ balances receivable until it is determined the amount is not collectible from the agent. At that time, the balance is written off as uncollectible. The agent is responsible for all past due balances. As part of its agent appointment, Direct Auto requires a personal guarantee for all balances due to Direct Auto from the principal of the contracted agency.
Policy Acquisition Costs :
We defer our policy acquisition costs, consisting primarily of commissions, premium taxes, and certain other underwriting costs, reduced by ceding commissions, which vary with and relate directly to the production of business. We amortize these deferred policy acquisition costs over the period in which we earn the premiums. The method we follow in computing deferred policy acquisition costs limits the amount of such deferred costs to their estimated realizable value, which gives effect to the premium to be earned, related investment income, losses and loss adjustment expenses, and certain other costs we expect to incur as we earn the premium.
Property and Equipment :
We report property and equipment at cost less accumulated depreciation. Depreciation is computed using the straight-line method based upon estimated useful lives of the assets.
Losses and Loss Adjustment Expenses :
Liabilities for unpaid losses and loss adjustment expenses are estimates at a given point in time of the amounts we expect to pay with respect to policyholder claims based on facts and circumstances then known. At the time of establishing our estimates, we recognize that our ultimate liability for losses and loss adjustment expenses will exceed or be less than such estimates. We base our estimates of liabilities for unpaid losses and loss adjustment expenses on assumptions as to future loss trends, expected claims severity, judicial theories of liability, and other factors. During the loss adjustment period, we may learn additional facts regarding certain claims, and, consequently, it often becomes necessary for us to refine and adjust our estimates of the liability. We reflect any adjustments to our liabilities for unpaid losses and loss adjustment expenses in our operating results in the period in which we determine the need for a change in the estimates.
We maintain liabilities for unpaid losses and loss adjustment expenses with respect to both reported and unreported claims. We establish these liabilities for the purpose of covering the ultimate costs of settling all losses, including investigation and litigation costs. We base the amount of our liability for reported losses primarily upon a case-by-case evaluation of the type of risk involved, knowledge of the circumstances surrounding each claim, and the insurance policy provisions relating to the type of loss our policyholder incurred. We determine the amount of our liability for unreported losses and loss adjustment expenses on the basis of historical information by line of insurance. Inflation is not explicitly selected in the loss reserve analysis. However, historical inflation is embedded in the estimated loss development factors. We closely monitor our liabilities and update them periodically using new information on reported claims and a variety of statistical techniques. We do not discount our liabilities for unpaid losses and loss adjustment expenses.
Reserve estimates can change over time because of unexpected changes in assumptions related to our external environment and, to a lesser extent, assumptions as to our internal operations. Assumptions related to our external environment include the absence of significant changes in tort law and the legal environment which may impact liability exposure, the trends in judicial interpretations of insurance coverage and policy provisions, and the rate of loss cost inflation. Internal assumptions include consistency in the recording of premium and loss statistics, consistency in the recording of claims, payment and case reserving methodologies, accurate measurement of the impact of rate changes and changes in policy provisions, consistency in the quality and characteristics of business written within a given line of business, and consistency in reinsurance coverage and collectability of reinsured losses, among other items. To the extent we determine that underlying factors impacting our assumptions have changed, we attempt to make appropriate adjustments for such changes in our reserves. Accordingly, our ultimate liability for unpaid losses and loss adjustment expenses will likely differ from the amount recorded.
Income Taxes :
With the exception of Battle Creek, which files a stand-alone federal income tax return, we currently file a consolidated federal income tax return which includes NI Holdings and its wholly-owned subsidiaries. Direct Auto and Westminster became part of the consolidated federal income tax return as of their acquisition dates.
Insurance companies typically pay state premium taxes rather than state income taxes. However, Direct Auto is subject to state income taxes in the state of Illinois, in addition to state premium taxes. Additionally, NI Holdings, on a stand-alone basis, pays state income taxes to the state of North Dakota for income or losses generated as a separate financial entity. While state premium taxes are included as a part of amortization of deferred policy acquisition costs, state income taxes are combined with federal income taxes within the financial reporting category labeled income taxes.
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The Company did not have any material uncertain tax positions. The Company’s policy is to recognize tax-related interest and penalties accrued related to unrecognized benefits as a component of income tax expense (benefit). The Company did not recognize any tax-related interest and penalties, nor did it have any tax-related interest or penalties accrued as of December 31, 2020 and 2019.
We account for deferred income taxes using the asset and liability method. The objective of the asset and liability method is to establish deferred income tax assets and liabilities for the temporary differences between the financial reporting basis and the income tax basis of our assets and liabilities at enacted tax rates expected to be in effect when we realize or settle such amounts.
We re-measure existing deferred income tax assets (including loss carryforwards) and liabilities when a change in tax rate occurs, and record an offset for the net amount of the change as a component of income tax expense from continuing operations in the period of enactment. We also record any change to a previously recorded valuation allowance as a result of re-measuring existing temporary differences and loss carryforwards as a component of income tax expense from continuing operations.
The Company has elected to reclassify any tax effects stranded in accumulated other comprehensive income as a result of a change in income tax rates to retained earnings.
Credit Risk :
Our primary investment objective is to earn competitive returns by investing in a diversified portfolio of securities. Our portfolio of fixed income securities and, to a lesser extent, short-term investments, is subject to credit risk. We define this risk as the potential loss in fair value resulting from adverse changes in the borrower’s ability to repay the debt. We manage this risk by performing an analysis of prospective investments and through regular reviews of our portfolio by our management team and investment advisors. We also limit the amount of our total investment portfolio that we invest in any one security.
Property and liability insurance coverages are marketed through captive agents in North Dakota and through independent insurance agencies located throughout all other operating areas. All business, except for the majority of Direct Auto’s business, is billed directly to the policyholders.
We maintain cash balances primarily at one bank, which are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $ 250 . During the normal course of business, balances are maintained above the FDIC insurance limit. The Company maintains short-term investment balances in investment grade money market accounts that are insured by the Securities Investor Protection Corporation (“SIPC”) up to $ 500 . On occasion, balances for these accounts are maintained in excess of the SIPC insurance limit.
Reinsurance :
The Company limits the maximum net loss that can arise from large risks or risks in concentrated areas of exposure by reinsuring (ceding) certain levels of risks to other insurers or reinsurers, either on an automatic basis under general reinsurance contracts known as “treaties” or by negotiation on substantial individual risks. Ceded reinsurance is treated as the risk and liability of the assuming companies.
Reinsurance contracts do not relieve the Company from its obligations to policyholders. In the event that all or any of the reinsuring companies might be unable to meet their obligations under existing reinsurance agreements, the Company would be liable for such defaulted amounts.
Goodwill and Other Intangibles :
Goodwill represents the excess of the purchase price over the underlying fair value of acquired entities. When completing acquisitions, we seek also to identify separately identifiable intangible assets that we have acquired. We assess goodwill and other intangibles with an indefinite useful life for impairment annually. We also assess goodwill and other intangibles for impairment upon the occurrence of certain events. In making our assessment, we consider a number of factors including operating results, business plans, economic projections, anticipated future cash flows, and current market data. Inherent uncertainties exist with respect to these factors and to our judgment in applying them when we make our assessment. Impairment of goodwill and other intangibles could result from changes in economic and operating conditions in future periods. We did not record any impairments of goodwill or other intangibles during the years ended December 31, 2020, 2019, or 2018.
Goodwill arising from the acquisition of Primero in 2014 represents the excess of the purchase price over the fair value of the net assets acquired. The purchase price in excess of the fair value of net assets acquired was negotiated at arms-length with an unrelated party and was based upon the strategic decision by Company management to expand both the geographic footprint and product lines of the Company. The nature of the business acquired was such that there were limited intangibles not reflected in the net assets acquired. The purchase price was paid with a combination of cash and cancellation of obligations owed to the acquired company by the sellers. The goodwill that arose from this transaction is included in the basis of the net assets acquired and is not deductible for income tax purposes.
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Intangible assets arising from the acquisition of Direct Auto in 2018 represent the estimated fair values of certain intangible assets, including a favorable lease contract, a state insurance license, the value of the Direct Auto trade name, and the value of business acquired (“VOBA”). The state insurance license asset has an indefinite life, while the favorable lease contract, Direct Auto trade name, and VOBA assets will be amortized over eighteen months, five years, and twelve months, respectively, from the August 31, 2018 acquisition/valuation date.
Goodwill arising from the acquisition of Westminster in January 2020 represents the excess of the purchase price over the fair value of the net assets acquired. The purchase price in excess of the fair value of net assets acquired was negotiated at arms-length with an unrelated party and was based upon the strategic decision by Company management to expand both the geographic footprint and commercial business product line of the Company. Other intangible assets arising from the acquisition of Westminster represent the estimated fair values of certain intangible assets, including state insurance licenses, the value of Westminster’s distribution network, the value of the Westminster trade name, and the VOBA. The state insurance license asset has an indefinite life, while the distribution networks asset, Westminster trade name, and VOBA assets will be amortized over twenty years, ten years, and twelve months, respectively, from the January 1, 2020 acquisition/valuation date.
4. Acquisitions
Direct Auto Insurance Company:
On August 31, 2018, the Company completed the acquisition of 100 % of the common stock of Direct Auto from the private shareholders of Direct Auto, and Direct Auto became a consolidated subsidiary of the Company. Direct Auto is a property and casualty insurance company specializing in non-standard automobile insurance in the state of Illinois. The Company realized a $ 4,578 gain on the purchase of Direct Auto due to the use of applicable purchase accounting guidance (known as a “bargain purchase”).
Direct Auto remains headquartered in Chicago, Illinois and continues to be led by its president (who was also one of the principal shareholders) and other key management in place at the time of the acquisition. The results of Direct Auto are included as part of the Company’s non-standard auto business segment following the closing date.
We account for business acquisitions in accordance with the acquisition method of accounting, which requires, among other things, that most assets acquired, liabilities assumed, and contingent consideration be recognized at their fair values as of the acquisition date, which is the closing date for the Direct Auto transaction. During the measurement period, adjustments to provisional purchase price allocations are recognized if new information is obtained about the facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets and liabilities as of that date. The measurement period ends as soon as it is determined that no more information is obtainable, but in no case shall the measurement period exceed one year from the acquisition date. The Company did not make any adjustments during this period.
We assigned fair values to the acquired intangibles consisting of favorable lease contract, state insurance license, Direct Auto trade name, and VOBA of $ 20 , $ 100 , $ 248 , and $ 5,134 , respectively. The state insurance license has an indefinite life, while the other intangibles will be amortized over useful lives of up to five years .
During the year ended December 31, 2018, the acquired Direct Auto business contributed revenues of $ 14,178 , and net income of $ 2,979 , to the Company. The following unaudited pro forma summary presents consolidated information of the Company as if the business combination had occurred on January 1, 2018:
Pro Forma
Year Ended
December 31,
2018
Revenues
$
237,346
 
Net income attributable to NI Holdings, Inc.
27,166
 
Basic earnings per common share attributable to NI Holdings, Inc.
1.21
The Company did not reflect any material, nonrecurring pro forma adjustments directly attributable to the business combination to the above pro forma revenue and earnings.
These pro forma amounts have been calculated after applying the Company’s accounting policies and adjusting the results of Direct Auto’s operations to reflect the deferral and amortization of policy acquisition costs and the additional amortization that would have been charged assuming the fair value adjustments to intangibles had been applied from January 1, 2018, with the related income tax effects.
In 2018, the Company incurred $ 118 of acquisition-related costs. These expenses did not impact the pro forma amounts presented above.
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The Company paid $17,000 in cash consideration to the private shareholders of Direct Auto. The acquisition of Direct Auto did not include any contingent consideration. The following table summarizes the consideration transferred to acquire Direct Auto and the amounts of identified assets acquired and liabilities assumed at the acquisition date:
Fair Value of Consideration:
Total cash consideration transferred
$
17,000
 
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Identifiable net assets:
Cash and cash equivalents
$
44,485
Fixed income securities
11,414
Equity securities
14,634
Premiums and agents' balances receivable
5,849
Accrued investment income
63
Property and equipment
31
Favorable lease contract (included in goodwill and other intangibles)
20
License (included in goodwill and other intangibles)
100
Trade name (included in goodwill and other intangibles)
248
Value of business acquired (included in goodwill and other intangibles)
5,134
Other assets
107
Unpaid losses and loss adjustment expenses
( 40,967
)
Unearned premiums
( 15,955
)
Federal income tax payable
( 1,486
)
Deferred income taxes, net
( 1,442
)
Accrued expenses and other liabilities
( 657
)
Total identifiable net assets
$
21,578
 
Gain on bargain purchase
$
4,578
The fair value of the assets acquired includes premiums and agents’ balances receivable of $5,849. This is the gross amount due from policyholders and agents, none of which is anticipated to be uncollectible. The Company did not acquire any other material class of receivable as a result of the acquisition of Direct Auto.
The gain realized on bargain purchase of $ 4,578 from the Direct Auto acquisition is included in fee and other income in the Company’s Consolidated Statements of Operations for the year ended December 31, 2018.
Westminster American Insurance Company:
On January 1, 2020, the Company completed the acquisition of 100 % of the common stock of Westminster from the private shareholder of Westminster, and Westminster became a consolidated subsidiary of the Company. Westminster is a property and casualty insurance company specializing in multi-peril commercial insurance in nine states and the District of Columbia.
Westminster remains headquartered in Owings Mills, Maryland, and continues to be led by its president and other key management in place at the time of the acquisition. The results of Westminster are included as part of the Company’s commercial business segment following the closing date.
We account for business acquisitions in accordance with the acquisition method of accounting, which requires, among other things, that most assets acquired, liabilities assumed, and contingent consideration be recognized at their fair values as of the acquisition date, which is the closing date for the Westminster transaction. During the measurement period, adjustments to provisional purchase price allocations are recognized if new information is obtained about the facts and circumstances that existed as of the acquisition date that, if known, would have resulted in the recognition of those assets and liabilities as of that date. The measurement period ends as soon as it is determined that no more information is obtainable, but in no case shall the measurement period exceed one year from the acquisition date.
The following unaudited pro forma summary presents consolidated information of the Company as if the business combination had occurred on January 1, 2019:
Pro Forma
Year Ended
December 31,
2019
Revenues
$
292,858
 
Net income attributable to NI Holdings, Inc.
24,394
 
Basic earnings per common share attributable to NI Holdings, Inc.
1.10
The Company did not reflect any material, nonrecurring pro forma adjustments directly attributable to the business combination in the above pro forma revenue and earnings.
These pro forma amounts have been calculated after applying the Company’s accounting policies and adjusting the results of Westminster to reflect the deferral and amortization of policy acquisition costs and the additional amortization that would have been charged assuming the fair value adjustments to intangible assets had been applied from January 1, 2019, with the related income tax effects.
The Company incurred acquisition-related costs of $ 828 during the year ended December 31, 2020, and $ 83 during the year ended December 31, 2019. These expenses were reclassified to occur in first quarter 2019 in the pro forma amounts presented above.
The Company paid $20,000 in cash consideration to the private shareholder of Westminster as of the closing date, and will pay
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an additional $20,000 in three equal annual installments. The acquisition of Westminster did not include any contingent consideration other than a provision regarding future changes to federal income tax rates. The following table summarizes the consideration transferred to acquire Westminster and the amounts of identified assets acquired and liabilities assumed at the acquisition date:
Fair Value of Consideration:
Cash consideration transferred
$
20,000
Present value of future cash consideration
18,787
Total cash consideration
$
38,787
 
Fair Value of Identifiable Assets Acquired and Liabilities Assumed:
Identifiable net assets:
Cash and cash equivalents
$
19,297
Fixed income securities
12,073
Equity securities
2,705
Other investments
735
Premiums and agents' balances receivable
8,507
Reinsurance recoverables on losses
763
Accrued investment income
70
Property and equipment
2,376
Federal income tax recoverable
138
State insurance licenses (included in goodwill and other intangibles)
1,800
Distribution network (included in goodwill and other intangibles)
6,700
Trade name (included in goodwill and other intangibles)
500
Value of business acquired (included in goodwill and other intangibles)
4,750
Other assets
76
Unpaid losses and loss adjustment expenses
( 8,568
)
Unearned premiums
( 16,611
)
Deferred income taxes, net
( 1,583
)
Reinsurance premiums payable
( 565
)
Accrued expenses and other liabilities
( 1,132
)
Total identifiable net assets
$
32,031
 
Goodwill
$
6,756
The fair value of the assets acquired includes premiums and agents’ balances receivable of $8,507 and reinsurance recoverables on losses of $763. These are the gross amounts due from policyholders and reinsurers, respectively, none of which are anticipated to be uncollectible. The Company did not acquire any other material class of receivable as a result of the acquisition of Westminster.
We have completed our final analysis of the assets and liabilities acquired and assigned fair values to the acquired distribution network, state insurance licenses, Westminster trade name, and VOBA intangible assets of $ 6,700 , $ 1,800 , $ 500 , and $ 4,750 , respectively. The state insurance license intangible has an indefinite life, while the other intangible assets will be amortized over useful lives of up to twenty years. The goodwill is not deductible for income tax purposes.
5. Recent Accounting Pronouncements
As an emerging growth company, we have elected to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. The following discussion includes effective dates for both public business entities and emerging growth companies, as well as whether specific guidance may be adopted early.
Adopted
In January 2019, the Company adopted amended guidance from the Financial Accounting Standards Board (“FASB”) that generally requires entities to measure equity securities at fair value and recognize changes in fair value in their results of operations. The FASB issued other impairment, disclosure, and presentation improvements related to financial instruments within the guidance. Effective January 1, 2019, we applied this guidance, which resulted in a cumulative-effect reclassification of after-tax unrealized net capital gains aggregating $ 8,184 , from accumulated other comprehensive income to retained earnings. This reclassification had no impact to the Company’s results of operations at the date of adoption. The after-tax change in accounting for equity securities did not affect the Company’s total shareholders’ equity; however, the unrealized net capital gains reclassified at the transition date to retained earnings will never be recognized in net income. Prior year financial statements were not restated. Going forward, the accounting used for equity securities will record the market fluctuations attributed to equity securities through our results of operations rather than as a component of other comprehensive income, which will add a level of volatility to our net income.
In December 2019, the Company adopted guidance from the FASB that establishes the manner in which an entity recognizes the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. While the guidance replaces most existing GAAP revenue recognition guidance, the scope of the guidance excludes insurance contracts. The Company has reviewed its sources of revenues, and has determined that no material revenues are derived from non-insurance contracts and thus subject to the new revenue recognition guidance. As a result, there was no impact to the Company’s financial position, results of operations, or cash flows.
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In December 2019, the Company adopted amended guidance from the FASB that addressed diversity in how certain cash receipts and cash payments are presented and classified in the Consolidated Statement of Cash Flows, and the presentation of restricted cash in the Consolidated Statement of Cash Flows. The amendments provided clarity on the treatment of eight specifically defined types of cash inflows and outflows, and requires entities to explain the changes during a reporting period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. There was no impact to the Company’s financial position, results of operations, or cash flows.
In January 2020, the Company adopted amended guidance from the FASB that shortened the amortization period of premiums on certain fixed income securities held at a premium to the earliest call date rather than through the maturity date of the callable security. The adoption of this guidance did not materially impact the Company’s financial position, results of operations, or cash flows.
In March 2020, the Company adopted modified disclosure requirements from the FASB relating to the fair value of assets and liabilities. The modifications primarily related to Level 3 fair value measurements. The Company does not currently carry any Level 3 assets or liabilities. As a result, there was no impact to the Company’s financial statement disclosures.
Not Yet Adopted
In February 2016, the FASB issued new guidance that requires lessees to recognize leases, including operating leases, on the lessee’s Consolidated Balance Sheet, unless a lease is considered a short-term lease. The new guidance also requires entities to make new judgments to identify leases. In July 2018, the FASB issued additional guidance to allow an optional transition method. An entity may apply the new leases guidance at the beginning of the earliest period presented in the financial statements, or at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. The new guidance, which replaces the current lease guidance, is effective for annual and interim reporting periods beginning after December 15, 2018 for public business entities. For private companies and emerging growth companies, this guidance is effective for annual reporting periods beginning after December 15, 2021 and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted for all entities. We do not expect the adoption of this new guidance to have a significant impact on our financial position, results of operations, or cash flows. Upon adoption, the Company will recognize a right of use asset and operating lease liabilities on its consolidated balance sheet. The cumulative adjustment to retained earnings is not expected to be significant.
In June 2016, the FASB issued a new standard that will require timelier recording of credit losses on loans and other financial instruments held by financial institutions and other organizations. The guidance will require the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better form their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. Organizations will continue to use judgment to determine which loss estimation method is appropriate for their circumstances. Additionally, the guidance requires enhanced disclosures to help investors and other financial statement users better understand significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. These disclosures include qualitative and quantitative requirements that provide additional information about the amounts recorded in the financial statements. Finally, the guidance amends the accounting for credit losses on available-for-sale fixed income securities and purchased financial assets with credit deterioration. The guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019 for filers with the Securities and Exchange Commission (“SEC”) excluding smaller reporting companies, and emerging growth companies that did not relinquish private company relief. For all other entities, this guidance is effective for annual reporting periods beginning after December 15, 2022 and interim periods within those fiscal years. Early adoption is permitted for all entities. Based on our evaluation, adoption of this new standard will not have a significant impact on our financial position, results of operations, and cash flows.
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In December 2019, the FASB issued amended guidance to simplify the accounting for income taxes. The amended guidance is effective for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years, for public business entities. For private companies and emerging growth companies, this amended guidance is effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption is permitted, including adoption in an interim period. We are evaluating the impact this new guidance will have on our financial position, results of operations, and cash flows.
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6. Investments
The amortized cost and estimated fair value of fixed income securities as of December 31, 2020 and 2019 were as follows:
December 31, 2020
Cost or Amortized
Cost
Gross Unrealized
Gains
Gross Unrealized
Losses
Fair Value
Fixed income securities:
U.S. Government and agencies
$
13,334
$
1,055
$
( 6
)
$
14,383
Obligations of states and political subdivisions
61,001
3,278
( 35
)
64,244
Corporate securities
119,826
8,755
( 147
)
128,434
Residential mortgage-backed securities
35,017
1,478
( 1
)
36,494
Commercial mortgage-backed securities
23,976
1,700
( 21
)
25,655
Asset-backed securities
50,751
535
( 86
)
51,200
Total fixed income securities
$
303,905
$
16,801
$
( 296
)
$
320,410
December 31, 2019
Cost or Amortized
Cost
Gross Unrealized
Gains
Gross Unrealized
Losses
Fair Value
Fixed income securities:
U.S. Government and agencies
$
17,078
$
472
$
( 4
)
$
17,546
Obligations of states and political subdivisions
55,232
1,511
( 91
)
56,652
Corporate securities
109,457
3,772
( 16
)
113,213
Residential mortgage-backed securities
50,458
1,050
( 22
)
51,486
Commercial mortgage-backed securities
26,450
658
( 51
)
27,057
Asset-backed securities
30,029
132
( 170
)
29,991
Total fixed income securities
$
288,704
$
7,595
$
( 354
)
$
295,945
 
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The amortized cost and estimated fair value of fixed income securities by contractual maturity are shown below. Actual maturities could differ from contractual maturities because issuers of the securities may have the right to call or prepay certain obligations, which may or may not include call or prepayment penalties.
December 31, 2020
Amortized Cost
Fair Value
Due to mature:
One year or less
$
17,722
$
17,933
After one year through five years
86,709
91,457
After five years through ten years
59,408
64,987
After ten years
30,322
32,684
Mortgage / asset-backed securities
109,744
113,349
Total fixed income securities
$
303,905
$
320,410
December 31, 2019
Amortized Cost
Fair Value
Due to mature:
One year or less
$
19,567
$
19,663
After one year through five years
84,937
87,134
After five years through ten years
55,927
58,466
After ten years
21,336
22,148
Mortgage / asset-backed securities
106,937
108,534
Total fixed income securities
$
288,704
$
295,945
 
Fixed income securities with a fair value of $ 6,093 at December 31, 2020 and $ 5,585 at December 31, 2019 were deposited with various state regulatory agencies as required by law. The Company has not pledged any assets to secure any obligations.
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The investment category and duration of the Company’s gross unrealized losses on fixed income securities and equity securities were as follows:
December 31, 2020
Less than 12 Months
Greater than 12 months
Total
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fixed income securities:
U.S. Government and agencies
$
931
$
( 6
)
$
—
$
—
$
931
$
( 6
)
Obligations of states and political subdivisions
1,806
( 35
)
—
—
1,806
( 35
)
Corporate securities
3,215
( 97
)
734
( 50
)
3,949
( 147
)
Residential mortgage-backed securities
68
( 1
)
—
—
68
( 1
)
Commercial mortgage-backed securities
1,103
( 21
)
—
—
1,103
( 21
)
Asset-backed securities
5,785
( 31
)
4,188
( 55
)
9,973
( 86
)
Total fixed income securities
$
12,908
$
( 191
)
$
4,922
$
( 105
)
$
17,830
$
( 296
)
 
December 31, 2019
Less than 12 Months
Greater than 12 months
Total
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fair
Value
Unrealized
Losses
Fixed income securities:
U.S. Government and agencies
$
494
$
( 4
)
$
—
$
—
$
494
$
( 4
)
Obligations of states and political subdivisions
8,018
( 91
)
—
—
8,018
( 91
)
Corporate securities
2,066
( 15
)
650
( 1
)
2,716
( 16
)
Residential mortgage-backed securities
2,911
( 9
)
2,583
( 13
)
5,494
( 22
)
Commercial mortgage-backed securities
4,841
( 35
)
653
( 16
)
5,494
( 51
)
Asset-backed securities
8,511
( 96
)
7,686
( 74
)
16,197
( 170
)
Total fixed income securities
$
26,841
$
( 250
)
$
11,572
$
( 104
)
$
38,413
$
( 354
)
91
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Investments with unrealized losses are categorized with a duration of greater than 12 months when all positions of a security have continually been in a loss position for at least 12 months.
We frequently review our investment portfolio for declines in fair value. Our process for identifying declines in the fair value of investments that are other than temporary involves consideration of several factors. These factors include (i) the time period in which there has been a significant decline in value, (ii) an analysis of the liquidity, business prospects, and overall financial condition of the issuer, (iii) the significance of the decline, and (iv) our intent and ability to hold the investment for a sufficient period of time for the value to recover. When our analysis of the above factors results in the conclusion that declines in fair values are other than temporary, the cost of the securities is written down to fair value and the previously unrealized loss is therefore reflected as a realized capital loss on investment.
The Company did not record any OTTI in 2020 or 2019. The Company recorded OTTI of $382 in the year ended December 31, 2018.
As of December 31, 2020, we held 67 fixed income securities with unrealized losses. As of December 31, 2019, we held 88 fixed income securities with unrealized losses. In conjunction with our outside investment advisors, we analyzed the credit ratings of the securities as well as the historical monthly amortized cost to fair value ratio of securities in an unrealized loss position. This analysis yielded no fixed income securities that had fair values less than 80 % of amortized cost for the preceding 12-month period.
Net investment income consisted of the following:
Year Ended December 31,
2020
2019
2018
Fixed income securities
$
8,682
$
8,394
$
6,975
Equity securities
1,220
996
934
Real estate
587
365
364
Cash and cash equivalents
30
71
111
Total gross investment income
10,519
9,826
8,384
Investment expenses
3,248
2,393
2,204
Net investment income
$
7,271
$
7,433
$
6,180
Net realized capital gain on investments consisted of the following:
Year Ended December 31,
2020
2019
2018
Gross realized gains:
Fixed income securities
$
1,035
$
341
$
72
Equity securities
8,705
4,311
5,890
Total gross realized gains
9,740
4,652
5,962
 
Gross realized losses, excluding other-than-temporary impairment losses:
Fixed income securities
( 132
)
( 147
)
( 426
)
Equity securities
( 1,837
)
( 1,259
)
( 1,180
)
Total gross realized losses, excluding other-than-temporary impairment losses​​
( 1,969
)
( 1,406
)
( 1,606
)
 
Other-than-temporary impairment losses
—
—
( 382
)
Net realized gain on investments
7,771
3,246
3,974
 
Change in net unrealized gain on equity securities
5,853
11,537
—
Net capital gain on investments
$
13,624
$
14,783
$
3,974
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7. Fair Value Measurements
We maximize the use of observable inputs in our valuation techniques and apply unobservable inputs only to the extent that observable inputs are unavailable. The largest class of assets and liabilities carried at fair value by the Company at December 31, 2020 and 2019 were fixed income securities.
Prices provided by independent pricing services and independent broker quotes can vary widely, even for the same security.
Our available-for-sale investments are comprised of a variety of different securities, which are classified into levels based on the valuation technique and inputs used in their valuation. The valuation of cash equivalents and equity securities are generally based on Level I inputs, which use the market-approach valuation technique. The valuation of our fixed income securities generally incorporates significant Level II inputs using the market and income approach techniques. We may assign a lower level to inputs typically considered to be Level II based on our assessment of liquidity and relative level of uncertainty surrounding inputs. There were no assets or liabilities classified at Level III at December 31, 2020 or 2019.
The following tables set forth our assets which are measured on a recurring basis by the level within the fair value hierarchy in which fair value measurements fall:
December 31, 2020
Total
Level I
Level II
Level III
Fixed income securities:
U.S. Government and agencies
$
14,383
$
—
$
14,383
$
—
Obligations of states and political subdivisions
64,244
—
64,244
—
Corporate securities
128,434
—
128,434
—
Residential mortgage-backed securities
36,494
—
36,494
—
Commercial mortgage-backed securities
25,655
—
25,655
—
Asset-backed securities
51,200
—
51,200
—
Total fixed income securities
320,410
—
320,410
—
 
Equity securities:
Basic materials
1,285
1,285
—
—
Communications
7,455
7,455
—
—
Consumer, cyclical
9,929
9,929
—
—
Consumer, non-cyclical
14,633
14,633
—
—
Energy
1,499
1,499
—
—
Financial
6,235
6,235
—
—
Industrial
12,733
12,733
—
—
Technology
16,145
16,145
—
—
Utility
38
38
—
—
Total equity securities
69,952
69,952
—
—
 
Cash and cash equivalents
101,077
65,354
35,723
—
Total assets at fair value
$
491,439
$
135,306
$
356,133
$
—
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December 31, 2019
Total
Level I
Level II
Level III
Fixed income securities:
U.S. Government and agencies
$
17,546
$
—
$
17,546
$
—
Obligations of states and political subdivisions
56,652
—
56,652
—
Corporate securities
113,213
—
113,213
—
Residential mortgage-backed securities
51,486
—
51,486
—
Commercial mortgage-backed securities
27,057
—
27,057
—
Asset-backed securities
29,991
—
29,991
—
Total fixed income securities
295,945
—
295,945
—
 
Equity securities:
Basic materials
1,210
1,210
—
—
Communications
6,996
6,996
—
—
Consumer, cyclical
9,612
9,612
—
—
Consumer, non-cyclical
12,567
12,567
—
—
Energy
2,456
2,456
—
—
Financial
5,929
5,929
—
—
Industrial
9,299
9,299
—
—
Technology
11,863
11,863
—
—
Total equity securities
59,932
59,932
—
—
 
Cash and cash equivalents
62,132
43,707
18,425
—
Total assets at fair value
$
418,009
$
103,639
$
314,370
$
—
There were no liabilities measured at fair value on a recurring basis at December 31, 2020 or 2019.
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8. Reinsurance
The Company will assume and cede certain premiums and losses to and from various companies and associations under various reinsurance agreements. The Company seeks to limit the maximum net loss that can arise from large risks or risks in concentrated areas of exposure through use of these agreements, either on an automatic basis under general reinsurance contracts known as treaties or by negotiation on substantial individual risks.
Reinsurance contracts do not relieve the Company from its obligation to policyholders. Additionally, failure of reinsurers to honor their obligations could result in significant losses to us. There can be no assurance that reinsurance will continue to be available to us at the same extent, and at the same cost, as it has in the past. The Company may choose in the future to reevaluate the use of reinsurance to increase or decrease the amounts of risk ceded to reinsurers.
As a group, during the year ended December 31, 2020, the Company retained the first $ 10,000 of weather-related losses from catastrophic events and had reinsurance under various reinsurance agreements up to $ 97,000 in excess of its $ 10,000 retained risk. As a group, during the year ended December 31, 2019, the Company retained the first $ 10,000 of weather-related losses from catastrophic events and had reinsurance under various reinsurance agreements up to $ 78,600 in excess of its $ 10,000 retained risk. During the year ended December 31, 2018, the Company retained the first $ 10,000 of weather-related losses from catastrophic events and had reinsurance under various reinsurance agreements up to $ 74,600 in excess of its $ 10,000 retained risk. For 2021, the catastrophe retention amount remains at $ 10,000 while the overall catastrophic reinsurance program limit increased to $ 117,000 in excess of the $ 10,000 retention.
The Company actively monitors and evaluates the financial condition of the reinsurers and develops estimates of the uncollectible amounts due from reinsurers. Such estimates are made based on periodic evaluation of balances due from reinsurers, judgments regarding reinsurers’ solvency, known disputes, reporting characteristics of the underlying reinsured business, historical experience, current economic conditions, and the state of reinsurer relations in general. Collection risk is mitigated from reinsurers by entering into reinsurance arrangements only with reinsurers that have strong credit ratings and statutory surplus above certain levels. The Company’s reinsurance recoverables on paid and unpaid losses were due from reinsurance companies with A.M. Best ratings of “A” or higher.
A reconciliation of direct to net premiums on both a written and an earned basis is as follows:
2020
2019
2018
Premiums Written
Premiums Earned
Premiums Written
Premiums Earned
Premiums Written
Premiums Earned
Direct premium
$
314,187
$
301,061
$
262,145
$
257,661
$
225,223
$
219,600
Assumed premium
6,590
6,459
5,921
5,897
6,441
6,514
Ceded premium
( 23,633
)
( 23,859
)
( 17,120
)
( 17,120
)
( 30,394
)
( 30,394
)
Net premiums
$
297,144
$
283,661
$
250,946
$
246,438
$
201,270
$
195,720
 
Percentage of assumed premium earned to direct premium earned
2.1 %
2.3 %
3.0 %
A reconciliation of direct to net losses and loss adjustment expenses is as follows:
2020
2019
2018
Direct losses and loss adjustment expenses
$
185,370
$
173,943
$
119,894
Assumed losses and loss adjustment expenses
3,308
4,032
3,399
Ceded losses and loss adjustment expenses
( 20,205
)
( 8,265
)
( 4,205
)
Net losses and loss adjustment expenses
$
168,473
$
169,710
$
119,088
If 100 % of our ceded reinsurance was cancelled as of December 31, 2020, no ceded commissions would need to be returned to the reinsurers. Reinsurance contracts are typically effective from January 1 through December 31 each year.
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9. Deferred Policy Acquisition Costs
Activity with regards to our deferred policy acquisition costs was as follows:
Year Ended December 31,
2020
2019
2018
Balance, beginning of year
$
15,399
$
12,866
$
8,859
Deferral of policy acquisition costs
60,041
48,721
35,863
Amortization of deferred policy acquisition costs
( 51,472
)
( 46,188
)
( 31,856
)
Balance, end of year
$
23,968
$
15,399
$
12,866
10. Unpaid Losses and Loss Adjustment Expenses
Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows:
Year Ended December 31,
2020
2019
2018
Balance at beginning of year:
Liability for unpaid losses and loss adjustment expenses
$
93,250
$
87,121
$
45,890
Reinsurance recoverables on losses
4,045
2,232
4,128
Net balance at beginning of year
89,205
84,889
41,762
 
Acquired unpaid losses and loss adjustment expenses related to:
Current year
—
—
17,795
Prior years
8,568
—
23,172
Total acquired
8,568
—
40,967
 
Incurred related to:
Current year
165,181
176,219
119,677
Prior years
3,292
( 6,509
)
( 589
)
Total incurred
168,473
169,710
119,088
 
Paid related to:
Current year
116,755
125,940
92,175
Prior years
52,451
39,454
24,753
Total paid
169,206
165,394
116,928
 
Balance at end of year:
Liability for unpaid losses and loss adjustment expenses
105,750
93,250
87,121
Reinsurance recoverables on losses
8,710
4,045
2,232
Net balance at end of year
$
97,040
$
89,205
$
84,889
During the year ended December 31, 2020, the Company’s reported losses and LAE included $3,292 of net unfavorable development on prior accident years, compared to $6,509 of net favorable development on prior accident years during the year ended December 31, 2019. Increases and decreases are generally the result of ongoing analysis of recent loss development trends. As additional information becomes known regarding individual claims, original estimates are increased or decreased accordingly. The net unfavorable development reported for the year ended December 31, 2020 was primarily attributable to our 2019 multi-peril crop business.
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Table of Contents
The following tables present information, organized by our primary operating segments, 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 reserves plus expected development on reported claims. The cumulative number of reported claims represents open claims, claims closed with payment, and claims closed without payment. It does not include an estimated amount for unreported claims. The number of claims is measured by claim event (such as a car accident or storm damage) and an individual claim event may result in more than one reported claim (such as a car accident with both property and liability damages). The Company considers a claim that does not result in a liability as a claim closed without payment. The segment information presented in the tables is prior to the effects of the intercompany reinsurance pooling agreement.
The tables include unaudited information about incurred and paid claims development (a) for the years ended December 31, 2011 through 2015 for the Private Passenger Auto, Primero Non-Standard Auto, Home and Farm, and Crop segments, (b) through 2017 for the Direct Auto Non-Standard Auto information, and (c) through 2019 for the Westminster Commercial information, which we present as supplementary information.
Private Passenger Auto
Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
At December 31, 2020
Accident
Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016
2017
2018
2019
2020
Total IBNR
Plus Expected
Development
on Reported
Claims
Cumulative
Number of
Reported
Claims
(in thousands, except claim
counts)
2011
$
25,552
$
24,126
$
25,220
$
24,409
$
24,209
$
23,967
$
23,814
$
23,826
$
23,852
$
23,785
—
11,485
2012
—
26,962
24,787
24,323
24,098
24,133
23,298
23,621
23,651
22,523
3
9,726
2013
—
—
29,079
27,840
27,363
27,334
26,014
26,138
26,105
26,077
36
10,825
2014
—
—
—
32,548
31,349
30,427
29,099
29,144
29,298
29,479
115
11,744
2015
—
—
—
—
32,438
31,532
30,461
30,503
30,679
30,455
230
11,687
2016
—
—
—
—
—
40,227
39,260
39,057
39,314
38,535
298
14,317
2017
—
—
—
—
—
—
40,779
40,199
40,120
40,427
287
13,740
2018
—
—
—
—
—
—
—
44,925
43,428
43,641
591
14,651
2019
—
—
—
—
—
—
—
—
53,769
53,328
1,279
16,451
2020
—
—
—
—
—
—
—
—
—
46,247
2,477
12,624
Total
$
354,497
(1) Prior years unaudited
Private
Passenger
Auto
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
Accident
Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016
2017
2018
2019
2020
2011
$
19,116
$
22,161
$
22,325
$
23,024
$
23,339
$
23,583
$
23,732
$
23,747
$
23,852
$
23,785
2012
—
18,681
21,434
21,888
22,640
22,726
23,073
23,271
23,324
22,490
2013
—
—
20,077
23,576
24,765
24,918
25,718
25,843
26,035
26,019
2014
—
—
—
22,744
25,727
27,076
27,443
28,281
28,765
29,239
2015
—
—
—
—
23,401
27,171
28,933
29,598
29,795
30,120
2016
—
—
—
—
—
29,009
35,845
37,307
38,108
37,833
2017
—
—
—
—
—
—
31,033
37,050
38,331
39,738
2018
—
—
—
—
—
—
—
34,358
40,213
41,479
2019
—
—
—
—
—
—
—
—
42,414
48,414
2020
—
—
—
—
—
—
—
—
—
35,495
Total
$
334,612
All outstanding liabilities prior to 2011, net of reinsurance
14
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
19,899
(1) Prior years unaudited
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Table of Contents
Non-Standard
Auto
(Primero)
Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
At December 31, 2020
Accident
Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016
2017
2018
2019
2020
Total IBNR
Plus Expected
Development
on Reported
Claims
Cumulative
Number of
Reported
Claims
(in thousands,
except claim
counts)
2011
$
8,129
$
8,173
$
8,178
$
8,191
$
8,168
$
8,168
$
8,168
$
8,178
$
8,178
$
8,178
—
1,939
2012
—
8,749
8,491
8,369
8,361
8,302
8,312
8,324
8,324
8,323
—
2,048
2013
—
—
11,063
10,823
10,800
10,804
10,843
10,833
10,828
10,844
—
2,617
2014
—
—
—
7,297
7,619
7,591
7,577
7,612
7,625
7,606
—
1,838
2015
—
—
—
—
9,727
9,806
9,655
9,691
9,641
9,622
—
1,793
2016
—
—
—
—
—
9,967
10,048
10,054
10,033
10,008
9
1,740
2017
—
—
—
—
—
—
8,722
8,654
8,556
8,541
18
1,460
2018
—
—
—
—
—
—
—
10,445
11,804
11,763
40
1,791
2019
—
—
—
—
—
—
—
—
12,264
11,391
163
1,490
2020
—
—
—
—
—
—
—
—
—
9,018
992
899
Total
$
95,294
(1) Prior years unaudited
Non-Standard
Auto
(Primero)
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
Accident
Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016
2017
2018
2019
2020
2011
$
4,457
$
7,445
$
7,984
$
8,146
$
8,168
$
8,168
$
8,168
$
8,178
$
8,178
8,178
2012
—
4,377
7,522
7,983
8,276
8,302
8,312
8,324
8,324
8,323
2013
—
—
6,320
9,675
10,508
10,717
10,805
10,815
10,818
10,844
2014
—
—
—
3,733
6,707
7,423
7,521
7,579
7,605
7,606
2015
—
—
—
—
5,335
8,685
9,479
9,557
9,620
9,622
2016
—
—
—
—
—
5,409
8,882
9,790
9,912
9,974
2017
—
—
—
—
—
—
4,348
7,660
8,204
8,460
2018
—
—
—
—
—
—
—
5,492
10,536
11,616
2019
—
—
—
—
—
—
—
—
6,309
10,007
2020
—
—
—
—
—
—
—
—
—
4,111
Total
$
88,741
All outstanding liabilities prior to 2011, net of reinsurance
—
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
6,553
(1) Prior years unaudited
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Table of Contents
Non-Standard Auto (Direct Auto)
Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance For the Year Ended December 31,
At December 31, 2020
Accident Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016 (1)
2017 (1)
2018
2019
2020
Total IBNR Plus Expected Development on Reported Claims
Cumulative Number of Reported Claims
(in thousands, except claim counts)
2011
$
5,296
$
3,313
$
3,134
$
2,937
$
2,902
$
2,854
$
2,874
$
3,003
$
2,983
$
2,984
13
2,910
2012
—
7,164
4,159
3,927
3,916
4,215
4,643
4,909
4,930
5,009
27
3,357
2013
—
—
10,596
6,020
5,869
5,261
5,278
5,160
5,049
5,131
18
3,372
2014
—
—
—
14,010
9,068
6,224
8,381
6,745
6,476
6,672
54
4,788
2015
—
—
—
—
17,917
14,498
13,043
10,538
10,704
10,945
( 219
)
9,083
2016
—
—
—
—
—
20,547
14,660
13,552
13,956
12,876
( 282
)
11,159
2017
—
—
—
—
—
—
23,376
18,621
15,858
14,648
( 2,938
)
11,671
2018
—
—
—
—
—
—
—
25,791
22,662
21,980
( 501
)
15,523
2019
—
—
—
—
—
—
—
—
24,932
25,473
( 1,678
)
10,610
2020
—
—
—
—
—
—
—
—
—
24,036
( 3,092
)
12,902
Total
$
129,754
(1) Prior years unaudited
Non-Standard Auto (Direct Auto)
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance For the Year Ended December 31,
Accident Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016 (1)
2017 (1)
2018
2019
2020
2011
$
1,290
$
1,890
$
2,342
$
2,590
$
2,761
$
2,830
$
2,851
$
2,925
$
2,937
$
2,939
2012
—
1,696
2,421
3,041
3,587
4,081
4,503
4,671
4,730
4,915
2013
—
—
1,944
3,123
3,796
4,291
4,602
4,808
4,890
4,960
2014
—
—
—
2,201
3,573
4,452
5,369
5,781
6,151
6,327
2015
—
—
—
—
2,967
5,202
7,057
8,327
9,560
10,057
2016
—
—
—
—
—
3,526
6,272
8,559
10,603
11,058
2017
—
—
—
—
—
—
4,385
6,981
10,034
11,366
2018
—
—
—
—
—
—
—
6,034
12,285
15,204
2019
—
—
—
—
—
—
—
—
10,203
16,214
2020
—
—
—
—
—
—
—
—
—
9,964
Total
$
93,004
All outstanding liabilities prior to 2011, net of reinsurance
33
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
36,783
(1) Prior years unaudited
99
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Home and
Farm
Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
At December 31, 2020
Accident
Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016
2017
2018
2019
2020
Total IBNR
Plus Expected
Development
on Reported
Claims
Cumulative
Number of
Reported
Claims
(in thousands, except claim
counts)
2011
$
31,948
$
32,104
$
32,113
$
31,771
$
31,684
$
31,388
$
31,306
$
31,313
$
31,312
$
31,325
—
5,946
2012
—
25,179
24,439
24,320
24,091
24,081
24,079
24,088
24,086
24,324
—
3,631
2013
—
—
29,976
29,217
28,531
28,315
28,286
28,315
27,593
27,588
—
4,189
2014
—
—
—
36,663
36,001
35,770
35,589
35,684
35,534
35,497
12
5,241
2015
—
—
—
—
32,789
31,818
31,297
31,577
31,446
31,612
15
3,923
2016
—
—
—
—
—
45,825
44,510
44,945
44,602
44,728
91
6,346
2017
—
—
—
—
—
—
42,110
41,593
41,886
41,779
204
4,932
2018
—
—
—
—
—
—
—
42,515
43,846
43,747
323
4,561
2019
—
—
—
—
—
—
—
—
45,438
45,828
911
5,426
2020
—
—
—
—
—
—
—
—
—
36,264
2,416
3,721
Total
$
362,692
(1) Prior years unaudited
Home and
Farm
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
Accident
Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016
2017
2018
2019
2020
2011
$
29,399
$
33,019
$
31,126
$
31,460
$
31,702
$
31,277
$
31,304
$
31,313
$
31,312
$
31,325
2012
—
21,761
23,863
24,029
24,168
24,075
24,076
24,087
24,086
24,324
2013
—
—
23,354
26,934
27,183
27,221
27,456
27,495
27,560
27,583
2014
—
—
—
32,207
35,199
35,219
35,371
35,481
35,482
35,485
2015
—
—
—
—
27,204
30,164
30,350
30,573
31,383
31,597
2016
—
—
—
—
—
37,656
44,942
44,270
44,530
44,583
2017
—
—
—
—
—
—
34,657
38,928
40,442
40,941
2018
—
—
—
—
—
—
—
37,881
42,814
43,178
2019
—
—
—
—
—
—
—
—
38,709
43,253
2020
—
—
—
—
—
—
—
—
—
29,274
Total
$
351,543
All outstanding liabilities prior to 2011, net of reinsurance
—
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
11,149
(1) Prior years unaudited
100
Table of Contents
Crop
Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
At December 31, 2020
Accident
Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016
2017
2018
2019
2020
Total IBNR
Plus Expected
Development
on Reported
Claims
Cumulative
Number of
Reported
Claims
(in thousands, except claim
counts)
2011
$
55,094
$
54,953
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
—
3,211
2012
—
13,546
13,676
13,673
13,673
13,673
13,673
13,673
13,673
13,673
—
2,137
2013
—
—
40,976
39,665
39,665
39,665
39,665
39,665
39,665
39,665
—
2,097
2014
—
—
—
22,686
20,333
20,333
20,333
20,333
20,333
20,333
—
2,268
2015
—
—
—
—
13,813
13,849
13,849
13,849
13,849
13,849
—
2,427
2016
—
—
—
—
—
20,209
19,582
19,487
19,487
19,487
—
2,806
2017
—
—
—
—
—
—
33,733
34,181
34,181
34,181
—
2,968
2018
—
—
—
—
—
—
—
12,506
11,730
11,730
—
2,147
2019
—
—
—
—
—
—
—
—
33,913
37,629
—
3,101
2020
—
—
—
—
—
—
—
—
—
28,688
22
2,339
Total
$
278,886
(1) Prior years unaudited
Crop
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
Accident
Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016
2017
2018
2019
2020
2011
$
57,741
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
$
59,651
2012
—
13,078
13,673
13,673
13,673
13,673
13,673
13,673
13,673
13,673
2013
—
—
35,511
39,665
39,665
39,665
39,665
39,665
39,665
39,665
2014
—
—
—
17,788
20,333
20,333
20,333
20,333
20,333
20,333
2015
—
—
—
—
12,866
13,849
13,849
13,849
13,849
13,849
2016
—
—
—
—
—
16,444
19,487
19,487
19,487
19,487
2017
—
—
—
—
—
—
32,767
34,181
34,181
34,181
2018
—
—
—
—
—
—
—
10,764
11,730
11,730
2019
—
—
—
—
—
—
—
—
26,332
37,629
2020
—
—
—
—
—
—
—
—
—
28,038
Total
$
278,236
All outstanding liabilities prior to 2010, net of reinsurance
—
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
650
(1) Prior years unaudited
101
Table of Contents
Commercial (Westminster)
Incurred Claims and Allocated Claim Adjustment Expenses,
Net of Reinsurance For the Year Ended December 31,
At December 31, 2020
Accident
Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016 (1)
2017 (1)
2018 (1)
2019 (1)
2020
Total IBNR
Plus
Expected
Development
on Reported
Claims
Cumulative
Number of
Reported
Claims
(in thousands, except claim
counts)
2011
$
1,911
$
1,740
$
1,758
$
1,828
$
1,827
$
1,821
$
1,821
$
1,821
$
1,821
$
1,848
—
137
2012
—
2,795
2,492
2,539
2,583
2,666
2,680
2,680
2,680
2,680
—
133
2013
—
—
2,214
1,982
2,000
1,935
2,058
2,053
2,037
2,036
—
138
2014
—
—
—
4,385
4,274
4,286
4,428
4,450
4,443
4,445
10
272
2015
—
—
—
—
3,082
3,258
4,019
4,218
4,293
4,238
2
278
2016
—
—
—
—
—
4,661
5,719
6,200
6,091
6,248
36
264
2017
—
—
—
—
—
—
5,552
6,249
6,838
7,347
251
320
2018
—
—
—
—
—
—
—
10,358
11,177
12,414
628
476
2019
—
—
—
—
—
—
—
—
11,658
13,051
1,269
399
2020
—
—
—
—
—
—
—
—
—
14,774
3,043
390
Total
$
69,081
(1) Prior years unaudited
Commercial
(Westminster)
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
Accident
Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016 (1)
2017 (1)
2018 (1)
2019 (1)
2020
2011
$
1,496
$
1,718
$
1,745
$
1,758
$
1,781
$
1,821
$
1,821
$
1,821
$
1,821
$
1,848
2012
—
1,634
2,364
2,442
2,537
2,591
2,680
2,680
2,680
2,680
2013
—
—
1,494
1,727
1,829
1,889
1,949
2,035
2,036
2,036
2014
—
—
—
3,330
3,921
4,151
4,269
4,395
4,403
4,410
2015
—
—
—
—
2,126
2,794
3,332
3,950
4,206
4,231
2016
—
—
—
—
—
3,172
5,289
5,630
5,693
6,112
2017
—
—
—
—
—
—
3,573
4,927
5,865
6,576
2018
—
—
—
—
—
—
—
6,494
9,472
10,591
2019
—
—
—
—
—
—
—
—
6,294
9,925
2020
—
—
—
—
—
—
—
—
—
8,146
Total
$
56,555
All outstanding liabilities prior to 2011, net of reinsurance
—
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
12,526
(1) Prior years unaudited
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Table of Contents
Commercial (non-Westminster)
Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
At December 31, 2020
Accident
Year
2011  (1)
2012  (1)
2013  (1)
2014  (1)
2015  (1)
2016
2017
2018
2019
2020
Total IBNR
Plus Expected
Development
on Reported
Claims
Cumulative
Number of
Reported
Claims
(in thousands, except claim
counts)
2011
$
1,937
$
1,444
$
1,414
$
1,407
$
1,429
$
1,450
$
1,433
$
1,433
$
1,433
$
1,433
$
—
220
2012
—
1,600
1,125
1,001
988
985
970
969
969
970
—
142
2013
—
—
2,690
2,637
2,566
2,548
2,508
2,511
2,511
2,511
—
227
2014
—
—
—
2,180
1,732
1,694
1,675
1,650
1,650
1,650
—
163
2015
—
—
—
—
1,695
1,643
1,637
1,582
1,580
1,580
—
135
2016
—
—
—
—
—
2,683
2,526
2,515
2,516
2,512
—
288
2017
—
—
—
—
—
—
2,530
2,513
2,510
2,497
—
167
2018
—
—
—
—
—
—
—
1,652
1,576
1,609
109
147
2019
—
—
—
—
—
—
—
—
2,607
2,782
15
187
2020
—
—
—
—
—
—
—
—
—
2,293
250
116
Total
$
19,837
(1) Prior years unaudited
Commercial
(non-Westminster)
Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance
For the Year Ended December 31,
Accident
Year
2011 (1)
2012 (1)
2013 (1)
2014 (1)
2015 (1)
2016
2017
2018
2019
2020
2011
$
1,054
$
1,357
$
1,322
$
1,374
$
1,393
$
1,428
$
1,433
$
1,433
$
1,433
$
1,433
2012
—
776
932
985
969
969
970
969
969
970
2013
—
—
2,520
2,751
2,530
2,504
2,508
2,511
2,511
2,511
2014
—
—
—
1,782
1,925
1,563
1,640
1,650
1,650
1,650
2015
—
—
—
—
1,274
1,796
1,818
1,580
1,580
1,580
2016
—
—
—
—
—
1,822
2,806
2,498
2,512
2,512
2017
—
—
—
—
—
—
1,530
2,465
2,497
2,497
2018
—
—
—
—
—
—
—
1,049
1,213
1,240
2019
—
—
—
—
—
—
—
—
1,917
2,712
2020
—
—
—
—
—
—
—
—
—
1,543
Total
$
18,648
All outstanding liabilities prior to 2011, net of reinsurance
—
Liabilities for Unpaid Losses and Loss Adjustment Expenses, net of reinsurance
$
1,189
(1) Prior years unaudited
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The following table presents a reconciliation of the net incurred and paid claims development tables to the liability for unpaid losses and loss adjustment expenses in our Consolidated Balance Sheet:
December 31, 2020
Liabilities for unpaid losses and loss adjustment expenses:
Private passenger auto
$
20,311
Non-standard auto (Primero)
6,553
Non-standard auto (Direct Auto)
36,783
Home and farm
11,737
Crop
771
Commercial (Westminster)
17,900
Commercial (non-Westminster)
1,189
All other
10,506
Total liabilities for unpaid losses and loss adjustment expenses
105,750
 
Reinsurance recoverables on losses:
Private passenger auto
412
Non-standard auto (Primero)
—
Non-standard auto (Direct Auto)
—
Home and farm
588
Crop
121
Commercial (Westminster)
5,374
Commercial (non-Westminster)
—
All other
2,215
Total reinsurance recoverables on losses
8,710
 
Net liability for unpaid losses and loss adjustment expenses
$
97,040
The following table presents required supplementary information about average historical claims duration as of December 31, 2020:
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance
Years
1
2
3
4
5
6
7
8
9
10
Private Passenger Auto
50.0 %
19.2 %
12.3 %
6.7 %
4.9 %
3.3 %
1.7 %
1.4 %
0.5 %
—
Non-Standard Auto (Primero)
78.4 %
16.3 %
3.9 %
1.0 %
0.2 %
0.1 %
0.1 %
—
—
—
Non-Standard Auto (Direct Auto)
34.5 %
23.6 %
16.2 %
10.2 %
6.4 %
3.6 %
2.4 %
1.5 %
0.8 %
0.8 %
Home and Farm
52.6 %
8.2 %
9.5 %
5.1 %
1.7 %
1.9 %
7.2 %
5.8 %
8.0 %
—
Crop
100.0 %
—
—
—
—
—
—
—
—
—
Commercial (Westminster)
57.5 %
23.1 %
6.5 %
9.4 %
3.5 %
—
—
—
—
—
Commercial (non-Westminster)
68.2 %
13.2 %
6.6 %
4.0 %
1.2 %
1.5 %
1.4 %
0.9 %
0.9 %
2.2 %
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Table of Contents
11. Property and Equipment
Property and equipment consisted of the following:
December 31,
2020
2019
Estimated
Useful Life
Cost:
Real estate
$
15,313
$
12,733
10 - 31 years
Electronic data processing equipment
1,271
1,271
5 - 7 years
Furniture and fixtures
2,867
2,796
5 - 7 years
Automobiles
1,275
1,130
2 - 3 years
Gross cost
20,726
17,930
 
Accumulated depreciation
( 10,827
)
( 10,236
)
Total property and equipment, net
$
9,899
$
7,694
Depreciation expense was $ 709 , $ 538 , and $ 492 during the years ended December 31, 2020, 2019 and 2018, respectively.
12. Goodwill and Other Intangibles
Goodwill
The following table presents the carrying amount of the Company’s goodwill by segment:
December 31,
2020
2019
Non-standard auto from acquisition of Primero
$
2,628
$
2,628
Commercial from acquisition of Westminster
6,756
—
Total
$
9,384
$
2,628
Other Intangible Assets
The following table presents the carrying amount of the Company’s other intangible assets:
December 31, 2020
Gross Carrying
Amount
Accumulated
Amortization
Net
Subject to amortization:
Trade names
$
748
$
166
$
582
Distribution network
6,700
372
6,328
Total subject to amortization
7,448
538
6,910
 
Not subject to amortization – state insurance licenses
1,900
-
1,900
Total
$
9,348
$
538
$
8,810
December 31, 2019
Gross Carrying
Amount
Accumulated
Amortization
Net
Subject to amortization:
Trade names
$
248
$
66
$
182
Other
20
18
2
Total subject to amortization
268
84
184
 
Not subject to amortization – state insurance license
100
-
100
Total
$
368
$
84
$
284
Amortization expense was $ 5,224 , $ 1,711 , and $ 3,507 during the years ended December 31, 2020, 2019 and 2018, respectively. The VOBA intangible asset of $ 4,750 acquired in the Westminster transaction was fully amortized during 2020.
Other intangible assets that have finite lives, including trade names and distribution networks, are amortized over their useful lives. The estimated amortization of other intangible assets with finite lives for the next five years and thereafter is as follows:
Year ending December 31,
Amount
2021
$
472
2022
472
2023
455
2024
422
2025
422
Thereafter
4,667
Total other intangible assets with finite lives
$
6,910
13. Related Party Transactions
Intercompany Reinsurance Pooling Arrangement
Effective January 1, 2020, all of our insurance subsidiary and affiliate companies entered into an intercompany reinsurance pooling agreement. This agreement was finalized, approved, and implemented during the fourth quarter of 2020, retroactive to the January 1 effective date. Nodak Insurance is the lead company of the pool, and assumes the net premiums, net losses, and underwriting expenses from each of the other five companies. Nodak Insurance then retrocedes balances back to each company, while retaining its
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Table of Contents
own share of the pool’s net underwriting results, based on individual pool percentages established in the respective pooling agreement. This arrangement allows each insurance company to rely upon the capacity of the pool’s total statutory capital and surplus. As a result, they are evaluated by A.M. Best on a group basis and hold a single combined financial strength rating, long-term issuer credit rating, and financial size category.
In connection with the pooling agreement, the quota share agreement between Battle Creek and Nodak Insurance was cancelled. As a result, the Company’s consolidated financial position and results of operations are impacted by the portion of Battle Creek’s underwriting results that are allocated to the policyholders of Battle Creek rather than the shareholders of NI Holdings.
For the year ended December 31, 2020, the pooling share percentages by insurance company subsidiary were:
Pool Percentage
Nodak Insurance Company
66.0
%
American West Insurance Company
7.0
%
Primero Insurance Company
3.0
%
Battle Creek Mutual Insurance Company
2.0
%
Direct Auto Insurance Company
13.0
%
Westminster American Insurance Company
9.0
%
Total
100.0
%
North Dakota Farm Bureau
We were organized by the NDFB to provide insurance protection for its members. We have a royalty agreement with the NDFB that recognizes the use of their trademark and provides royalties to the NDFB based on the premiums written on Nodak Insurance’s insurance policies. Royalties paid to the NDFB were $ 1,370 , $ 1,352 , and $ 1,315 during the years ended December 31, 2020, 2019, and 2018 respectively. Royalty amounts payable of $ 113 and $ 115 were accrued as a liability to the NDFB at December 31, 2020 and 2019, respectively.
During 2020, Nodak Insurance paid $ 1,129 of membership dues on behalf of its NDFB members in North Dakota in response to the COVID-19 pandemic.
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Dividends
State insurance laws require our insurance subsidiaries to maintain certain minimum capital and surplus amounts on a statutory basis. Our insurance subsidiaries are subject to regulations that restrict the payment of dividends from statutory surplus and may require prior approval from their domiciliary insurance regulatory authorities. Our insurance subsidiaries are also subject to risk-based capital (“RBC”) requirements that may further affect their ability to pay dividends. Our insurance subsidiaries statutory capital and surplus at December 31, 2020 exceeded the amount of statutory capital and surplus necessary to satisfy regulatory requirements, including the RBC requirements, by a significant margin.
The amount available for payment of dividends from Nodak Insurance to NI Holdings during 2021 without the prior approval of the North Dakota Insurance Department is $ 21,628 based upon the policyholders’ surplus of Nodak Insurance at December 31, 2020. Prior to its payment of any extraordinary dividend, Nodak Insurance will be required to provide notice of the dividend to the North Dakota Insurance Department. This notice must be provided to the North Dakota Insurance Department 30 days prior to the payment of an extraordinary dividend and 10 days prior to the payment of an ordinary dividend. The North Dakota Insurance Department has the power to limit or prohibit dividend payments if Nodak Insurance is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. The Board of Directors of Nodak Insurance declared and paid a $ 6,000 dividend to NI Holdings during the year ended December 31, 2020. No dividends were declared or paid by Nodak Insurance during the years ended December 31, 2019 or 2018.
The amount available for payment of dividends from Direct Auto to NI Holdings during 2021 without the prior approval of the Illinois Department of Insurance is $ 3,582 based upon the policyholders’ surplus of Direct Auto at December 31, 2020. Prior to its payment of any dividend, Direct Auto will be required to provide notice of the dividend to the Illinois Department of Insurance. This notice must be provided to the Illinois Department of Insurance within five business days following declaration of any dividend and no less than 30 days prior to the payment of an extraordinary dividend or 10 days prior to the payment of an ordinary dividend. The Illinois Department of Insurance has the power to limit or prohibit dividend payments if Direct Auto is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. No dividends were declared or paid by Direct Auto during the years ended December 31, 2020, 2019 or 2018.
The amount available for payment of dividends from Westminster to NI Holdings during 2021 without the prior approval of the Maryland Insurance Administration is $ 505 based upon the statutory net investment income of Westminster for the year ended December 31, 2020 and the three preceding years. Prior to its payment of any dividend, Westminster will be required to provide notice of the dividend to the Maryland Insurance Administration. This notice must be provided to the Maryland Insurance Administration within five business days following declaration of any dividend and no less than 30 days prior to the payment of an extraordinary dividend or 10 days prior to the payment of an ordinary dividend. The Maryland Insurance Administration has the power to limit or prohibit dividend payments if Westminster is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. No dividends were declared or paid by Westminster during the year ended December 31, 2020.
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Battle Creek Mutual Insurance Company
The following tables illustrate the impact of including Battle Creek in our Consolidated Balance Sheets and Statements of Operations prior to intercompany eliminations:
December 31,
2020
2019
Assets:
Cash and cash equivalents
$
6,055
$
—
Investments
5,543
4,661
Premiums and agents’ balances receivable
4,738
4,801
Deferred policy acquisition costs
479
—
Pooling receivable (1)
920
—
Reinsurance recoverables on losses (2)
5,646
26,330
Accrued investment income
27
33
Deferred income tax asset, net
101
343
Property and equipment
337
348
Other assets
49
45
Total assets
$
23,895
$
36,561
 
Liabilities:
Unpaid losses and loss adjustment expenses
$
2,445
$
10,622
Unearned premiums
2,381
15,708
Notes payable (1)
3,000
3,000
Reinsurance losses payable (2)
11,221
1,706
Accrued expenses and other liabilities
303
2,026
Total liabilities
19,350
33,026
 
Equity:
Non-controlling interest
4,545
3,499
Total equity
4,545
3,499
 
Total liabilities and equity
$
23,895
$
36,561
 
(1)
Amount fully eliminated in consolidation .
(2)
Amount partly eliminated in consolidation .
Year Ended December 31,
2020
2019
2018
Revenues:
Net premiums earned
$
5,673
$
—
$
—
Fee and other income
( 23
)
( 9
)
12
Net investment income
( 3
)
139
147
Net capital gain on investments
1
3
-
Total revenues
5,648
133
159
 
Expenses:
Losses and loss adjustment expenses
3,369
—
—
Amortization of deferred policy acquisition costs
1,029
—
—
Other underwriting and general expenses
77
—
—
Total expenses
4,475
—
—
 
Income before income taxes
1,173
133
159
Income taxes
218
34
( 4
)
Net income
$
955
$
99
$
163
 
14. Benefit Plans
The Company sponsors a money purchase plan that covers all eligible employees. Plan costs are funded annually as they are earned. The Company reported expenses related to the money purchase plan totaling $ 900 , $ 618 , and $ 598 during the years ended December 31, 2020, 2019, and 2018, respectively.
The Company also sponsors a 401(k) plan with an automatic contribution to all eligible employees and a matching contribution for eligible employees of 50 % up to 3 % of eligible compensation. Primero, Direct Auto, and Westminster also sponsor 401(k) plans. The Company reported expenses related to the 401(k) plans totaling $ 651 , $ 516 , and $ 475 during the years ended December 31, 2020, 2019, and 2018, respectively. All fees associated with both plans are deducted from the eligible employee accounts.
Deferred Compensation Plan
The Board of Directors has authorized a non-qualified deferred compensation plan covering key executives of the Company (as designated by the Board of Directors). The Company’s policy is to fund the plan by amounts that represent the excess of the maximum contribution allowed by the Employee Retirement Income Security Act (“ERISA”) over the key executives’ allowable 401(k) contribution. The plan also allows employee-directed deferral of key executive’s compensation or incentive payments. The Company reported expenses relating to this plan totaling $ 308 , $ 458 , and $ 451 for the years ended December 31, 2020, 2019, and 2018, respectively.
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Employee Stock Ownership Plan
The Company has established an Employee Stock Ownership Plan (the “ESOP”). The ESOP is intended to be an employee stock ownership plan within the meaning of Internal Revenue Code Section 4975(e)(7) and will invest solely in common stock of the Company.
In connection with our initial public offering in March 2017, Nodak Insurance loaned $ 2,400 to the ESOP’s related trust (the “ESOP Trust”). The ESOP loan will be for a period of ten years and bears interest at the long-term Applicable Federal Rate effective on the closing date of the offering ( 2.79 % annually). The ESOP Trust used the proceeds of the loan to purchase shares in our initial public offering, which results in the ESOP Trust owning approximately 1.0 % of the Company’s authorized shares. The ESOP has purchased the shares for investment and not for resale.
The shares purchased by the ESOP Trust in the offering are held in a suspense account as collateral for the ESOP loan. The shares held in the ESOP’s suspense account are not considered outstanding for earnings per share purposes. Nodak Insurance will make semi-annual cash contributions to the ESOP in amounts no smaller than the amounts required for the ESOP Trust to make its loan payments to Nodak Insurance. While the ESOP makes two loan payments per year, a pre-determined portion of the shares will be released from the suspense account and allocated to participant accounts at the end of the calendar year. This release and allocation will occur on an annual basis over the ten-year term of the ESOP loan. Nodak Insurance will have a lien on the shares of common stock of the Company held by the ESOP to secure repayment of the loan from the ESOP to Nodak Insurance. If the ESOP is terminated as a result of a change in control of the Company, the ESOP may be required to pay the costs of terminating the plan.
It is anticipated that the only assets held by the ESOP will be shares of the Company’s common stock. Participants in the ESOP cannot direct the investment of any assets allocated to their accounts. The initial ESOP participants are employees of Nodak Insurance. The employees of Primero, Direct Auto, and Westminster do not participate in the ESOP. American West and Battle Creek have no employees.
Each employee of Nodak Insurance will automatically become a participant in the ESOP if such employee is at least 21 years old, has completed a minimum of one thousand hours of service with Nodak Insurance, and has completed an Eligibility Computation Period. Employees are not permitted to make any contributions to the ESOP. Participants in the ESOP will receive annual reports from the Company showing the number of shares of common stock of the Company allocated to the participant’s account and the market value of those shares. The shares are allocated to participants based on compensation as provided for in the ESOP.
In connection with the initial public offering, the Company created a contra-equity account on the Company’s Consolidated Balance Sheet equal to the ESOP’s basis in the shares. The basis of those shares was set at $ 10.00 per share as part of the initial public offering. As shares are released from the ESOP suspense account, the contra-equity account will be credited, which shall reduce the impact of the contra-equity account on the Company’s Consolidated Balance Sheet. The Company shall record a compensation expense related to the shares released, which compensation expense is equal to the number of shares released from the suspense account multiplied by the average market value of the Company’s stock during the period.
The Company recognized compensation expense of $374, $ 405 , and $ 400 during the years ended December 31, 2020, 2019, and 2018, respectively, related to the ESOP.
Through December 31, 2020, 97,260 ESOP shares had been released and allocated to participants, with the remainder of 142,740 ESOP shares held in suspense at December 31, 2020. Using the Company’s year-end market price of $ 16.42 , the fair value of the unearned ESOP shares was $ 2,344 at December 31, 2020.
15. Line of Credit
Nodak Insurance has a $ 5,000 line of credit with Wells Fargo Bank, N.A. The terms of the line of credit include a floating interest rate with a floor rate of 3.25 %. There were no outstanding amounts during the years ended December 31, 2020, 2019, or 2018. This line of credit is scheduled to expire on January 30, 2022.
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16. Income Taxes
On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted, implementing numerous changes to tax law including temporary changes regarding the prior and future utilization of net operating losses, temporary changes to the prior and future limitations on interest deductions, and the creation of certain refundable employee retention credits. There has been no impact to the Company’s income taxes due to this legislation.
The components of our provision for income tax expense were as follows:
Year Ended December 31,
2020
2019
2018
Federal
Current
$
10,109
$
5,116
$
8,020
Deferred
638
1,871
( 692
)
Total federal
10,747
6,987
7,328
State
725
324
593
Total provision for income taxes
$
11,472
$
7,311
$
7,921
The provision for income taxes differs from the amount that would be computed by applying the statutory federal rate to income before provision for income taxes as a result of the following:
Year Ended December 31,
2020
2019
2018
Income before income taxes
$
52,816
$
33,811
$
39,165
 
Expected provision for federal income taxes at 21 %
$
11,091
$
7,100
$
8,100
 
Tax-exempt interest
( 209
)
( 235
)
( 232
)
Dividends received deduction
( 104
)
( 89
)
( 87
)
Executive compensation
130
151
159
Change in valuation allowance
( 17
)
7
( 41
)
State income taxes, net of federal impact
570
224
476
Other
11
153
( 454
)
Total provision for income taxes
$
11,472
$
7,311
$
7,921
 
We re-measure existing deferred income tax assets (including loss carryforwards) and liabilities when a change in tax rate occurs and record an offset for the net amount of the change as a component of income tax expense from continuing operations in the period of enactment. We record any change to a previously recorded valuation allowance as a result of re-measuring existing temporary differences and loss carryforwards as a component of income tax expense from continuing operations. The valuation allowance against certain deferred income tax assets was $ 931 , $ 594 , and $ 587 at December 31, 2020, 2019, and 2018, respectively.
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The income tax effects of temporary differences that give rise to significant portions of our deferred income tax assets and deferred income tax liabilities at December 31, 2020 and 2019 are as follows:
December 31,
2020
2019
Deferred income tax assets:
Unearned premium
$
5,013
$
3,750
Unpaid losses and loss adjustment expenses
792
615
Net operating loss carryovers
1,260
977
Other
1,538
952
Total deferred income tax assets
8,603
6,294
 
Deferred income tax liabilities:
Deferred policy acquisition costs
5,033
3,234
Net unrealized gains on investments
9,897
6,927
Intangibles
1,451
39
Other
48
90
Total deferred income tax liabilities
16,429
10,290
 
Net deferred income tax liability
( 7,826
)
( 3,996
)
 
Valuation allowance
( 931
)
( 594
)
Deferred income tax liability, net
$
( 8,757
)
$
( 4,590
)
At December 31, 2020 and 2019, we had no unrecognized tax benefits, no accrued interest and penalties, and no significant uncertain tax positions. No interest and penalties were recognized during the years ended December 31, 2020, 2019, or 2018.
At December 31, 2020 and 2019, the Company, other than Battle Creek and Westminster, had no income tax related carryovers for net operating losses, alternative minimum tax credits, or capital losses.
Battle Creek, which files its federal income tax returns on a stand-alone basis, had net operating loss carryovers of $ 3,390 and $ 4,652 at December 31, 2020 and 2019, respectively. The net operating loss carryforward expires beginning in 2021 through 2030, due to limitations on the use of this net operating loss carryforward.
Westminster, which became part of the Company’s consolidated federal income tax return beginning in 2020, had $ 2,559 of net operating loss carryover at December 31, 2020. This net operating loss carryforward expires beginning in 2021 through 2023 , due to limitations on the use of this net operating loss carryforward.
17. Operating Leases
Our Primero subsidiary leases a facility in Spearfish, South Dakota under a non-cancellable operating lease expiring in 2023. Our Direct Auto subsidiary leases a facility in Chicago, Illinois under a non-cancellable operating lease expiring in 2029. Our Nodak Insurance subsidiary leases a facility in Fargo, North Dakota under a non-cancellable operating lease expiring in 2024. There were expenses of $ 370 , $ 316 , and $ 140 related to these leases during the years ended December 31, 2020, 2019, and 2018, respectively.
As of December 31, 2020, we have minimum future commitments under non-cancellable leases as follows:
Year ending December 31,
Estimated Future
Minimum Commitments
2021
$
249
2022
319
2023
358
2024
320
2025
286
Thereafter
1,066
18. Contingencies
We have been named as a defendant in various lawsuits relating to our insurance operations. Contingent liabilities arising from litigation, income taxes, and other matters are not considered to be material to our financial position.
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19. Common Stock
Changes in the number of common stock shares outstanding are as follows:
Year Ended December 31,
2020
2019
2018
Shares outstanding, beginning
22,119,380
22,192,894
22,337,644
Treasury shares repurchased through stock repurchase authorization
( 856,499
)
( 116,034
)
( 191,265
)
Issuance of treasury shares for vesting of stock awards
31,442
18,205
22,200
Issuance of shares related to employee stock ownership plan
24,315
24,315
24,315
Shares outstanding, ending
21,318,638
22,119,380
22,192,894
On February 28, 2018, our Board of Directors approved an authorization for the repurchase of up to approximately $ 10,000 of the Company’s outstanding common stock. We completed the repurchase of 191,265 shares of our common stock for $2,966 during 2018, and an additional 116,034 shares for $ 2,006 during 2019. During the six months ended June 30, 2020, we completed the repurchase of 402,056 shares of our common stock for $ 4,996 to close out this authorization.
On May 4, 2020, our Board of Directors approved an additional authorization for the repurchase of up to approximately $ 10,000 of the Company’s outstanding common stock. During the year ended December 31, 2020, we completed the repurchase of 454,443 shares of our common stock for $7,238 under this new authorization.
The cost of this treasury stock is a reduction of shareholders’ equity within our Consolidated Balance Sheet.
20. Stock Based Compensation
At its 2020 Annual Shareholders’ Meeting, the NI Holdings, Inc. 2020 Stock and Incentive Plan (the “Plan”) was approved by shareholders. The purpose of the Plan is to promote the interests of the Company and its shareholders by aiding the Company in attracting and retaining employees, officers, consultants, independent contractors, advisors, and non-employee directors capable of assuring the future success of the Company, to offer such persons incentives to put forth maximum efforts for the success of the Company’s business and to afford such persons an opportunity to acquire an ownership interest in the Company, thereby aligning the interests of such persons with the Company’s shareholders.
The Plan provides for the grant of nonqualified stock options, incentive stock options, restricted stock units (“RSUs”), stock appreciation rights, dividend equivalents, and performance share units (“PSUs”) to employees, officers, consultants, advisors, non-employee directors, and independent contractors designated by the Compensation Committee of the Board of Directors (the “Compensation Committee”). Awards made under the Plan are based upon, among other things, a participant’s level of responsibility and performance within the Company.
The total aggregate number of shares of common stock that awards may be issued under all awards made under the Plan shall not exceed 1,000,000 shares of common stock, subject to adjustments as provided in the Plan. No eligible participant may be granted any awards for more than 100,000 shares in the aggregate in any calendar year, subject to adjustment in accordance with the Plan. The aggregate amount payable pursuant to all performance awards denominated in cash to any eligible person in any calendar year is limited to $ 1,000 in value. Directors who are not also employees of the Company may not be granted awards denominated in shares that exceed $ 150 in any calendar year.
Restricted Stock Units
The Compensation Committee has awarded RSUs to non-employee directors and select executives. RSUs are promises to issue actual shares of common stock at the end of a vesting period. The RSUs granted to executives under the Plan were based on salary and vest 20 % per year over a five-year period, while RSUs granted to non-employee directors vest 100 % on the date of the next annual meeting of shareholders following the grant date. Dividend equivalents on RSUs are accrued during the vesting period and paid in cash at the end of the vesting period, but are subject to forfeiture until the underlying shares become vested. Participants do not have voting rights with respect to RSUs.
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The Company recognizes stock-based compensation costs based on the grant date fair value. The compensation costs are normally expensed over the vesting periods to each vesting date; however, the cost of RSUs granted to executives are expensed immediately if the executive has met certain retirement criteria and the RSUs become non-forfeitable. Estimated forfeitures are included in the determination of compensation costs. No forfeitures are currently estimated.
A summary of the Company’s outstanding restricted stock units is presented below:
Shares
Weighted-Average
Grant-Date
Fair Value
Per Share
Units outstanding and unearned at January 1, 2018
65,500
$
17.31
RSUs granted during 2018
40,000
16.25
RSUs earned during 2018
( 31,620
)
16.99
Units outstanding and unearned at December 31, 2018
73,880
$
16.87
 
RSUs granted during 2019
57,100
15.81
RSUs earned during 2019
( 34,440
)
16.24
Units outstanding and unearned at December 31, 2019
96,540
$
16.47
 
RSUs granted during 2020
66,000
14.27
RSUs earned during 2020
( 46,760
)
16.33
Units outstanding and unearned at December 31, 2020
115,780
$
15.27
The following table shows the impact of RSU activity to the Company’s financial results:
Year Ended December 31,
2020
2019
2018
RSU compensation expense
$
1,035
$
792
$
999
Income tax benefit
( 217
)
( 166
)
( 210
)
RSU compensation expense, net of income taxes
$
818
$
626
$
789
 
Total grant-date fair value of vested RSUs at end of period
$
764
$
568
$
537
At December 31, 2020, there was $ 681 of unrecognized compensation cost related to outstanding RSUs. That cost is expected to be recognized over a weighted-average period of 1.89 years.
Performance Stock Units
The Compensation Committee has awarded PSUs to select executives. PSUs are promises to issue actual shares of common stock at the end of a vesting period, if certain performance conditions are met. The PSUs granted to employees under the Plan were based on salary and include a three-year book value cumulative growth target with threshold and stretch goals. They will vest on the third anniversary of the grant date, subject to the participant’s continuous employment through the vesting date and the level of performance achieved. Dividend equivalents on PSUs are accrued and paid in cash at the end of the performance period in accordance with the level of performance achieved, but are subject to forfeiture until the underlying shares become vested. Participants do not have voting rights with respect to PSUs.
The Company recognizes stock-based compensation costs based on the grant date fair value over the performance period of the awards. Estimated forfeitures are included in the determination of compensation costs. No forfeitures are currently estimated. The current cost estimate assumes that the cumulative growth target will be achieved.
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A summary of the Company’s outstanding PSUs is presented below:
Performance Share
Units
Weighted-Average
Grant-Date
Fair Value
Per Share
Units outstanding and unearned at January 1, 2018
—
$
—
PSUs granted during 2018 (at target)
48,600
16.25
Units outstanding and unearned at December 31, 2018
48,600
$
16.25
 
PSUs granted during 2019 (at target)
62,400
15.21
Units outstanding and unearned at December 31, 2019
111,000
$
15.27
 
PSUs granted during 2020 (at target)
63,600
14.26
Units outstanding and unearned at December 31, 2020
174,600
$
15.15
The following table shows the impact of PSU activity to the Company’s financial results:
Year Ended December 31,
2020
2019
2018
PSU compensation expense
$
1,262
$
822
$
233
Income tax benefit
( 265
)
( 173
)
( 49
)
PSU compensation expense, net of income taxes
$
997
$
649
$
184
 
Total grant-date fair value of vested PSUs at end of period
$
—
$
—
$
—
The PSU grants above represent initial target awards and do not reflect potential increases or decreases resulting from financial performance objectives to be determined at the end of the performance period. The actual number of shares to be issued at the end of the performance period will range from 0 % to 150 % of the initial target awards.
At December 31, 2020, there was $ 1,090 of unrecognized compensation cost related to outstanding PSUs. That cost is expected to be recognized over a weighted-average period of 1.59 years.
21. Earnings Per Share
Earnings per share is computed by dividing net income available to common shareholders for the period by the weighted average number of common shares outstanding for the same period. The weighted average number of common shares outstanding was 21,772,475 , 22,179,747 , and 22,358,858 for the years ended December 31, 2020, 2019, and 2018, respectively.
Unearned ESOP shares are not considered outstanding until they are released and allocated to plan participants. Unearned RSU and PSU shares are not considered outstanding until they are earned by award participants.
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The following table presents a reconciliation of the numerators and denominators we used in the basic and diluted per share computations for our common stock:
Year Ended December 31,
2020
2019
2018
Basic earnings per common share:
Numerator:
Net income attributable to NI Holdings
$
40,389
$
26,401
$
31,081
Denominator:
Weighted average shares outstanding
21,772,475
22,179,747
22,358,858
Basic earnings per common share
$
1.86
$
1.19
$
1.39
 
Diluted earnings per common share:
Numerator:
Net income attributable to NI Holdings
$
40,389
$
26,401
$
31,081
Denominator:
Number of shares used in basic computation
21,772,475
22,179,747
22,358,858
Weighted average effect of dilutive securities
Add: RSUs and PSUs
169,995
85,601
26,896
Number of shares used in diluted computation
21,942,470
22,265,348
22,385,754
Diluted earnings per common share
$
1.84
$
1.19
$
1.39
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22. Segment Information
We have five primary reportable operating segments, which consist of private passenger auto insurance, non-standard auto insurance, home and farm insurance, crop insurance, and commercial insurance. A sixth segment captures all other insurance coverages we sell, including our assumed reinsurance lines of business. We operate only in the United States, and no single customer or agent provides 10 percent or more of our revenues. The following tables provide available information of these segments for the years ended December 31, 2020, 2019, and 2018. For presentation in these tables, “LAE” refers to loss adjustment expenses.
The ratios presented in these tables are non-GAAP financial measures under Securities and Exchange Commission rules and regulations. The non-GAAP ratios may not be comparable to similarly-named measures reported by other companies. These ratios are used widely in the property and casualty insurance industry.
The loss and LAE ratio equals losses and loss adjustment expenses divided by net premiums earned. The expense ratio equals amortization of deferred policy acquisition costs and other underwriting and general expenses, divided by net premiums earned. The combined ratio equals losses and loss adjustment expenses, amortization of deferred policy acquisition costs, and other underwriting and general expenses, divided by net premiums earned.
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Year Ended December 31, 2020
Private Passenger Auto
Non-Standard Auto
Home and Farm
Crop
Commercial
All Other
Total
Direct premiums earned
$
74,998
$
53,909
$
82,036
$
39,893
$
45,557
$
4,668
$
301,061
Assumed premiums earned
—
—
—
1,896
—
4,563
6,459
Ceded premiums earned
( 2,989
)
( 172
)
( 7,157
)
( 6,071
)
( 7,269
)
( 201
)
( 23,859
)
Net premiums earned
72,009
53,737
74,879
35,718
38,288
9,030
283,661
 
Direct losses and LAE
45,423
30,347
38,700
36,022
32,620
2,258
185,370
Assumed losses and LAE
—
—
( 116
)
1,070
—
2,354
3,308
Ceded losses and LAE
88
—
( 1,839
)
( 5,713
)
( 12,190
)
( 551
)
( 20,205
)
Net losses and LAE
45,511
30,347
36,745
31,379
20,430
4,061
168,473
 
Gross margin
26,498
23,390
38,134
4,339
17,858
4,969
115,188
 
Underwriting and general expenses
19,986
20,739
20,874
4,807
16,358
2,304
85,068
Underwriting gain (loss)
6,512
2,651
17,260
( 468
)
1,500
2,665
30,120
 
Fee and other income
1,337
1,801
 
3,988
Net investment income
7,271
Net capital gain on investments
13,624
Income before income taxes
52,816
Income taxes
11,472
Net income
41,344
Net income attributable to non-controlling interest
955
Net income attributable to NI Holdings, Inc.
$
40,389
 
Non-GAAP Ratios:
Loss and LAE ratio
63.2
%
56.5
%
49.1
%
87.9
%
53.4
%
45.0
%
59.4
%
Expense ratio
27.8
%
38.6
%
27.9
%
13.5
%
42.7
%
25.5
%
30.0
%
Combined ratio
91.0
%
95.1
%
76.9
%
101.3
%
96.1
%
70.5
%
89.4
%
 
 
Balances at December 31, 2020:
Premiums and agents’ balances receivable
$
18,540
$
6,543
$
9,072
$
—
$
13,732
$
636
$
48,523
Deferred policy acquisition costs
5,461
4,649
7,828
—
5,588
442
23,968
Reinsurance recoverables
412
—
588
121
5,374
2,215
8,710
Receivable from Federal Crop Insurance Corporation
—
—
—
6,646
—
—
6,646
Goodwill and other intangibles
—
2,860
—
—
15,334
—
18,194
 
Unpaid losses and LAE
20,311
43,336
11,737
771
19,089
10,506
105,750
Unearned premiums
28,293
16,147
41,301
—
30,705
2,917
119,363
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Year Ended December 31, 2019
Private Passenger Auto
Non-Standard Auto
Home and Farm
Crop
Commercial
All Other
Total
Direct premiums earned
$
71,297
$
57,278
$
77,832
$
42,277
$
4,546
$
4,431
$
257,661
Assumed premiums earned
—
—
—
2,072
1
3,824
5,897
Ceded premiums earned
( 3,314
)
( 164
)
( 6,661
)
( 6,330
)
( 450
)
( 201
)
( 17,120
)
Net premiums earned
67,983
57,114
71,171
38,019
4,097
8,054
246,438
 
Direct losses and LAE
53,022
32,654
47,282
35,148
2,541
3,296
173,943
Assumed losses and LAE
63
—
—
1,582
—
2,387
4,032
Ceded losses and LAE
( 389
)
—
( 1,681
)
( 4,639
)
( 52
)
( 1,504
)
( 8,265
)
Net losses and LAE
52,696
32,654
45,601
32,091
2,489
4,179
169,710
 
Gross margin
15,287
24,460
25,570
5,928
1,608
3,875
76,728
 
Underwriting and general expenses
18,886
21,077
20,106
4,396
863
1,930
67,258
Underwriting gain (loss)
( 3,599
)
3,383
5,464
1,532
745
1,945
9,470
 
Fee and other income
1,638
2,125
5,021
Net investment income
7,433
Net capital gain on investments
14,783
Income before income taxes
33,811
Income taxes
7,311
Net income
26,500
Net income attributable to non-controlling interest
99
Net income attributable to NI Holdings, Inc.
$
26,401
 
Non-GAAP Ratios:
Loss and LAE ratio
77.5
%
57.2
%
64.1
%
84.4
%
60.8
%
51.9
%
68.9
%
Expense ratio
27.8
%
36.9
%
28.3
%
11.6
%
21.1
%
24.0
%
27.3
%
Combined ratio
105.3
%
94.1
%
92.3
%
96.0
%
81.8
%
75.9
%
96.2
%
 
 
Balances at December 31, 2019:
Premiums and agents’ balances receivable
$
18,194
$
7,876
$
9,088
$
—
$
940
$
593
$
36,691
Deferred policy acquisition costs
4,108
4,711
5,945
—
315
320
15,399
Reinsurance recoverables
500
—
1,068
998
6
1,473
4,045
Receivable from Federal Crop Insurance Corporation
—
—
—
14,230
—
—
14,230
Goodwill and other intangibles
—
2,912
—
—
—
—
2,912
 
Unpaid losses and LAE
19,892
43,978
10,503
8,579
1,076
9,222
93,250
Unearned premiums
27,949
16,364
39,945
—
2,334
2,684
89,276
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Year Ended December 31, 2018
Private Passenger Auto
Non-Standard Auto
Home and Farm
Crop
Commercial
All Other
Total
Direct premiums earned
$
65,457
$
27,964
$
70,355
$
47,505
$
4,230
$
4,089
$
219,600
Assumed premiums earned
16
—
( 17
)
2,306
1
4,208
6,514
Ceded premiums earned
( 3,008
)
—
( 5,661
)
( 21,112
)
( 422
)
( 191
)
( 30,394
)
Net premiums earned
62,465
27,964
64,677
28,699
3,809
8,106
195,720
 
Direct losses and LAE
44,644
14,338
42,993
14,206
1,690
2,023
119,894
Assumed losses and LAE
358
—
( 295
)
696
—
2,640
3,399
Ceded losses and LAE
( 478
)
—
17
( 2,990
)
( 186
)
( 568
)
( 4,205
)
Net losses and LAE
44,524
14,338
42,715
11,912
1,504
4,095
119,088
 
Gross margin
17,941
13,626
21,962
16,787
2,305
4,011
76,632
 
Underwriting and general expenses
18,530
9,533
19,950
3,176
875
2,053
54,117
Underwriting gain (loss)
( 589
)
4,093
2,012
13,611
1,430
1,958
22,515
 
Fee and other income
1,406
6,496
5,499
Net investment income
6,180
Net capital gain on investments
3,974
Income before income taxes
39,165
Income taxes
7,921
Net income
31,244
Net income attributable to non-controlling interest
163
Net income attributable to NI Holdings, Inc.
$
31,081
 
Non-GAAP Ratios:
Loss and LAE ratio
71.3
%
51.3
%
66.0
%
41.5
%
39.5
%
50.5
%
60.8
%
Expense ratio
29.7
%
34.1
%
30.8
%
11.1
%
23.0
%
25.3
%
27.7
%
Combined ratio
100.9
%
85.4
%
96.9
%
52.6
%
62.5
%
75.8
%
88.5
%
 
 
Balances at December 31, 2018:
Premiums and agents’ balances receivable
$
16,558
$
7,769
$
8,630
$
—
$
854
$
476
$
34,287
Deferred policy acquisition costs
3,658
3,364
5,279
—
280
285
12,866
Reinsurance recoverables
176
—
730
384
( 28
)
970
2,232
Receivable from Federal Crop Insurance Corporation
—
—
—
16,169
—
—
16,169
Goodwill and other intangibles
—
4,623
—
—
—
—
4,623
 
Unpaid losses and LAE
18,154
46,786
10,732
2,126
643
8,680
87,121
Unearned premiums
26,022
17,177
36,883
—
2,200
2,485
84,767
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For purposes of evaluating profitability of the non-standard auto segment, management combines the policy fees paid by the insured with the underwriting gain or loss as its primary measure. As a result, these fees are allocated to the non-standard auto segment (included in fee and other income) in the above tables. The remaining fee and other income amounts are not allocated to any segment, including the $ 4,578 gain realized on the bargain purchase of Direct Auto in 2018.
We do not assign or allocate all Consolidated Statement of Operations or Consolidated Balance Sheet line items to our operating segments. Those line items include investment income, net capital gain on investments, other income excluding non-standard auto insurance fees, and income taxes within the Consolidated Statement of Operations. For the Consolidated Balance Sheet, those items include cash and investments, property and equipment, other assets, accrued expenses, federal income taxes recoverable or payable, and shareholders’ equity.
Beginning in March 2020, the global pandemic associated with novel coronavirus COVID-19 and related economic conditions began to impact the Company’s results. The Company’s underwriting results for 2020 were impacted by reduced net premiums earned in our non-standard auto segment, which decreased 6 % from 2019. We anticipate additional pressure on premiums in this segment for 2021. Conversely, the pandemic favorably impacted loss frequency in our private passenger and non-standard auto segments during the second and third quarters of 2020, due to fewer miles driven by our insureds, resulting in improvements in our loss and LAE ratios.
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23. Statutory Net Income, Capital and Surplus, and Dividend Restrictions
The following table presents selected information, as filed with insurance regulatory authorities, for our insurance subsidiaries as determined in accordance with accounting practices prescribed or permitted by such insurance regulatory authorities as of and for the years ended December 31, 2020, 2019, and 2018:
2020
2019
2018
Nodak Insurance:
Statutory capital and surplus
$
216,278
$
189,836
$
175,875
Statutory unassigned surplus
211,278
184,836
170,875
Statutory net income
24,529
9,398
19,943
 
American West:
Statutory capital and surplus
18,368
16,168
13,889
Statutory unassigned surplus
12,367
10,167
7,888
Statutory net income
2,158
2,232
1,238
 
Primero:
Statutory capital and surplus
9,818
8,727
9,767
Statutory unassigned surplus (deficit)
559
( 532
)
508
Statutory net income (loss)
1,023
( 1,256
)
1,061
 
Battle Creek:
Statutory capital and surplus
6,875
6,189
6,052
Statutory unassigned surplus
3,875
3,189
3,052
Statutory net income
693
133
159
 
Direct Auto:
Statutory capital and surplus
35,819
28,683
19,146
Statutory unassigned surplus
32,819
25,683
16,146
Statutory net income
7,898
7,377
7,530
Westminster:
Statutory capital and surplus
23,592
20,897
20,175
Statutory unassigned surplus
18,592
15,897
15,175
Statutory net income
2,719
225
701
State insurance laws require our insurance subsidiaries to maintain certain minimum capital and surplus amounts on a statutory basis. Our insurance subsidiaries are subject to regulations that restrict the payment of dividends from statutory surplus and may require prior approval from their domiciliary insurance regulatory authorities. Our insurance subsidiaries are also subject to risk-based capital (“RBC”) requirements that may further affect their ability to pay dividends. Our insurance subsidiaries statutory capital and surplus at December 31, 2020 and 2019 exceeded the amount of statutory capital and surplus necessary to satisfy regulatory requirements, including the RBC requirements, by a significant margin.
Amounts available for distribution in 2021 to Nodak Insurance as dividends from its insurance subsidiaries without prior approval of insurance regulatory authorities are $ 1,837 from American West and $ 512 from Primero. No dividends were paid to Nodak Insurance from either entity during the years ended December 31, 2020, 2019, or 2018.
The amount available for payment of dividends from Nodak Insurance to NI Holdings during 2021 without the prior approval of the North Dakota Insurance Department is $ 21,628 based upon the policyholders’ surplus of Nodak Insurance at December 31, 2020. Prior to its payment of any extraordinary dividend, Nodak Insurance will be required to provide notice of the dividend to the North Dakota Insurance Department. This notice must be provided to the North Dakota Insurance Department 30 days prior to the payment of an extraordinary dividend and 10 days prior to the payment of an ordinary dividend. The North Dakota Insurance Department has the power to limit or prohibit dividend payments if Nodak Insurance is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. The Board of Directors of Nodak Insurance declared and paid a $ 6,000 dividend during the year ended December 31, 2020. No dividends were declared or paid in the years ended December 31, 2019 or 2018.
The amount available for payment of dividends from Direct Auto to NI Holdings during 2021 without the prior approval of the Illinois Department of Insurance is $ 3,582 based upon the policyholders’ surplus of Direct Auto at December 31, 2020. Prior to its payment of any dividend, Direct Auto will be required to provide notice of the dividend to the Illinois Department of Insurance. This notice must be provided to the Illinois Department of Insurance within five business days following declaration of any dividend and no less than 30 days prior to the payment of an extraordinary dividend or 10 days prior to the payment of an ordinary dividend. The Illinois Department of Insurance has the power to limit or prohibit dividend payments if Direct Auto is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. No dividends were declared or paid by Direct Auto during the years ended December 31, 2020, 2019 or 2018.
The amount available for payment of dividends from Westminster to NI Holdings during 2021 without the prior approval of the Maryland Insurance Administration is $ 505 based upon the statutory net investment income of Westminster for the year ended December 31, 2020 and the three preceding years. Prior to its payment of any dividend, Westminster will be required to provide notice of the dividend to the Maryland Insurance Administration. This notice must be provided to the Maryland Insurance Administration within five business days following declaration of any dividend and no less than 30 days prior to the payment of an extraordinary dividend or 10 days prior to the payment of an ordinary dividend. The Maryland Insurance Administration has the power to limit or prohibit dividend payments if Westminster is in violation of any law or regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity. No dividends were declared or paid by Westminster during the year ended December 31, 2020.
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Table of Contents
24. Interim Financial Data (Unaudited)
The following table provides a summary of unaudited quarterly results for the periods presented.
Year Ended December 31, 2020
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Net premiums earned
$
58,772
$
82,006
$
73,342
$
69,541
Net investment income
1,971
2,018
1,886
1,396
Total revenues
46,186
95,667
80,854
83,650
Total expenses
50,581
71,989
75,980
54,991
Net income (loss) before non-controlling interest
( 3,555
)
18,767
3,686
22,446
Net income (loss) attributable to NI Holdings, Inc.
( 3,587
)
18,733
3,664
21,579
Basic earnings (loss) per common share
( 0.16
)
0.86
0.17
1.01
Diluted earnings (loss) per common share
( 0.16
)
0.85
0.17
1.00
Year Ended December 31, 2019
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
Net premiums earned
$
50,506
$
65,114
$
67,116
$
63,702
Net investment income
1,743
1,778
1,983
1,929
Total revenues
60,572
68,648
70,248
71,311
Total expenses
42,928
65,133
78,849
50,058
Net income (loss) before non-controlling interest
13,796
2,515
( 6,959
)
17,148
Net income (loss) attributable to NI Holdings, Inc.
13,773
2,478
( 6,979
)
17,129
Basic earnings (loss) per common share
0.62
0.11
( 0.32
)
0.77
Diluted earnings (loss) per common share
0.62
0.11
( 0.31
)
0.77
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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
There have been no changes or disagreements with accountants on accounting and financial disclosure.
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.