Item 7. Management’s Discussion and Analysis
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion is intended to provide
a more comprehensive review of our operating results and financial condition than can be obtained from reading the consolidated financial
statements alone. Unless otherwise noted, the information in the following discussion is being presented for our continuing operations.
The discussion should be read in conjunction with the consolidated financial statements and the notes thereto included in Part II, Item
8, “Financial Statements and Supplementary Data.” Some of the information contained in this discussion and analysis or set
forth elsewhere in this 2024 Annual Report constitutes forward-looking information that involves risks and uncertainties. Please see “Forward-Looking
Statements” and Part I, Item 1A, “Risk Factors” for a discussion of important factors that could cause actual results
to differ materially from the results described, or implied by, the forward-looking statements contained herein.
Our Management’s Discussion and Analysis
of Financial Condition and Results of Operations included in this document discusses 2024 and 2023 items and year-over-year comparisons
between 2024 and 2023 as well as discussions of 2022 items and year-over-year comparisons between 2023 and 2022, which were included due
to the impacts of discontinued operations for those prior periods.
All dollar amounts, except per share amounts,
are in thousands.
Financial Highlights
2024 Consolidated Results of Continuing Operations
● Net income of $6,600, or $0.31 per share basic and diluted
● Net premiums earned of $310,110
● Net investment income of $10,943
● Net unfavorable prior year reserve development of $13,517
● Underwriting loss of $2,321
● Combined ratio of 100.7%
● Operating cash flows of $15,082
2024 Consolidated Financial Condition
● Total cash and investments of $385,094
● Total assets of $526,545
● Unpaid losses and loss adjustment expenses of $137,288
● Total liabilities of $281,914
● Shareholders’ equity of $244,631
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Results of Continuing Operations
Our consolidated financial statements are prepared in accordance
with GAAP. Management evaluates our operations by monitoring key measures of growth and profitability, which may include the disclosure
of certain non-GAAP financial measures. Our results of operations are influenced by numerous factors affecting the U.S. property and casualty
insurance industry including competition, weather, catastrophic events, innovation and emerging technologies, changes in regulations,
inflation, general economic conditions, judicial trends, fluctuations in interest rates, and other changes in the financial markets.
Our premium levels and underwriting results have been, and will
continue to be, influenced by market conditions. The property and casualty insurance industry has historically been characterized by soft
markets (periods of relatively high levels of price competition, less restrictive underwriting practices, and generally low premium rates)
followed by hard markets (periods of capital shortages resulting in a lack of insurance availability, relatively low levels of price competition,
more selective underwriting of risks, and relatively high premium rates). During soft markets, we may lose business to other carriers
offering competitive insurance at lower rates. We may also choose to reduce our premiums or limit premium increases leading to a reduction
in profit margins and revenues. Our industry is also influenced by general economic conditions, which could reduce overall premium volume
for us and our competitors. Additionally, the industry is impacted by changes in customer preferences, including customer demand for direct,
point-of-sale, or other non-traditional distribution channels. We regularly monitor our performance and competitive position by line of
business and geographic market to determine appropriate rate actions.
Premiums in the multi-peril crop insurance business are primarily
influenced by the types of crops planted, number of acres insured, and commodity prices because the rates are established by the RMA rather
than individual insurance carriers. The expected experience of this business for the calendar year may also significantly affect the reported
net earned premiums and losses due to the risk-sharing arrangement with the federal government. Multi-peril crop insurance premiums are
generally written in the second quarter, and earned ratably over the period of risk, which generally extends into the fourth quarter.
Premiums in the crop hail insurance business are also generally written in the second quarter and earned ratably until the end of the
third quarter.
Premiums in our other lines of business are written and earned throughout
the year based on their coverage periods. Losses on this business are also incurred throughout the year but are usually more frequent
and/or severe during periods of elevated weather-related activity.
Property Claims Service (“PCS”), a division of the Insurance
Services Office, maintains industry loss data related to catastrophe loss events. PCS defines a catastrophe as an event that causes damage
of $25 million or more in insured property losses and affects a significant number of insureds. When reporting on our losses from catastrophe
events, we may include losses from those events that were defined as a catastrophe by PCS or those events which may include losses that
we believe are, or will be, material to our operations, either in amount or in number of claims made. The frequency and severity of catastrophic
losses we experience in any year may significantly affect our results of operations and financial position. In analyzing the underwriting
performance of our property and casualty insurance business, we evaluate performance both including and excluding catastrophe losses.
Portions of our catastrophe losses may be recoverable under our catastrophe reinsurance agreements.
For more information on the Company’s results of operations
by segment, see Part II, Item 8, Note 21 “Segment Information.”
29
Years ended December 31, 2024, 2023, and 2022
The consolidated net income from continuing operations for the Company
was $6,600 for the year ended December 31, 2024, compared to net income of $19,831 for the year ended December 31, 2023, and a net loss
of $38,685 for the year ended December 31, 2022.
The major components of our revenues and net income (loss) for the
three periods are shown below:
Year Ended December 31,
2024
2023
2022
Revenues:
Net premiums earned
$ 310,110
$ 292,117
$ 271,740
Fee and other income
1,938
1,940
1,381
Net investment income
10,943
8,034
6,636
Net investment gains (losses)
2,213
1,929
(11,975 )
Total revenues
$ 325,204
$ 304,020
$ 267,782
Components of net income (loss):
Net premiums earned
$ 310,110
$ 292,117
$ 271,740
Losses and loss adjustment expenses
207,465
186,516
241,750
Amortization of deferred policy acquisition costs and other underwriting and general expenses
104,966
96,957
78,908
Underwriting gain (loss)
(2,321 )
8,644
(48,918 )
Fee and other income
1,938
1,940
1,381
Net investment income
10,943
8,034
6,636
Net investment gains (losses)
2,213
1,929
(11,975 )
Goodwill impairment charge
(2,628 )
—
—
Income (loss) from continuing operations before income taxes
10,145
20,547
(52,876 )
Income tax expense (benefit)
3,545
716
(14,191 )
Net income (loss) from continuing operations
$ 6,600
$ 19,831
$ (38,685 )
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Net Premiums Earned
Year Ended December 31,
2024
2023
2022
Net premiums earned:
Direct premium
$ 341,885
$ 325,590
$ 299,607
Assumed premium
2,984
3,570
6,550
Ceded premium
(34,759 )
(37,043 )
(34,417 )
Total net premiums earned
$ 310,110
$ 292,117
$ 271,740
Net premiums earned for the year ended December 31, 2024 increased
$17,993, or 6.2%, to $310,110, compared to $292,117 for the year ended December 31, 2023.
Net premiums earned for the year ended December 31, 2023 increased
$20,377, or 7.5%, to $292,117, compared to $271,740 for the year ended December 31, 2022.
Year Ended December 31,
2024
2023
2022
Net premiums earned:
Private passenger auto
$ 90,314
$ 83,360
$ 77,605
Non-Standard auto
95,225
87,760
66,911
Home and farm
90,761
83,389
78,381
Crop
21,142
25,817
34,721
All other
12,668
11,791
14,122
Total net premiums earned
$ 310,110
$ 292,117
$ 271,740
Below are comments regarding significant changes in net premiums
earned by business segment:
Private passenger auto – Net premiums earned
for 2024 increased $6,954, or 8.3%, from 2023. Results were driven by new business growth in North Dakota as well as significant rate
increases in North Dakota, South Dakota, and Nebraska, partially offset by lower new business and retention levels in South Dakota and
Nebraska as a result of underwriting actions taken to improve profitability. Net premiums earned for 2023 increased $5,755, or 7.4%, from
2022. This increase was driven by significant rate increases in North Dakota, South Dakota, and Nebraska, partially offset by lower new
business production as a result of underwriting actions taken to improve profitability.
Non-Standard auto – Net premiums earned for
2024 increased $7,465, or 8.5%, from 2023. Results were driven by prior period new business growth in Illinois and Arizona as well as
significant rate increases in the Chicago market where our non-standard auto business is concentrated, partially offset by lower retention
compared to the prior year and the decision to exit Nevada. Net premiums earned for 2023 increased $20,849, or 31.2%, from 2022. This
increase was driven by new business growth, improved retention, and significant rate increases in the Chicago market.
Home and farm – Net premiums earned for 2024
increased $7,372, or 8.8%, from 2023. Results were driven by new business growth in North Dakota, rate increases, and increased insured
property values, which were primarily the result of higher inflationary factors. These increases were partially offset by lower retention
rates and new business levels in Nebraska and South Dakota as a result of underwriting actions taken to improve profitability. Net premiums
earned for 2023 increased $5,008, or 6.4%, from 2022. This increase was driven by rate increases along with increased insured property
values, which were primarily the result of higher inflationary factors. These premium increases were partially offset by lower levels
of new business production as a result of underwriting actions taken to improve profitability
Crop – Net premiums earned for 2024 decreased
$4,675, or 18.1%, from 2023. This decrease was driven by a reduction in acres insured and lower commodity prices, which are a key determinant
of premiums on a Federal multi-peril crop insurance policy, in the current year. Net premiums earned for 2023 decreased $8,904, or 25.6%,
from 2022. This decrease was driven by lower commodity prices and lower muti-peril crop insurance rates in 2023, combined with fewer acres
insured compared to the prior year. In addition, the strong multi-peril crop results for 2023 resulted in higher ceded premiums as required
by the SRA.
All other – Net premiums earned for 2024 increased
$877, or 7.4%, from 2023. Results were driven by rate and insured value increases for the commercial and excess lines of business, partially
offset by the continued run-off of our participation in an assumed domestic and international reinsurance pool of business. Net premiums
earned for 2023 decreased $2,331, or 16.5%, from 2022. This
31
decrease was driven by the decision to non-renew our participation in an assumed
domestic and international reinsurance pool of business as of January 1, 2022.
Losses and Loss Adjustment Expenses
Year Ended December 31,
2024
2023
2022
Net losses and loss adjustment expenses:
Direct losses and loss adjustment expenses
$ 220,991
$ 195,138
$ 255,187
Assumed losses and loss adjustment expenses
784
1,140
2,369
Ceded losses and loss adjustment expenses
(14,310 )
(9,762 )
(15,806 )
Total net losses and loss adjustment expenses
$ 207,465
$ 186,516
$ 241,750
The Company’s net losses and loss adjustment expenses for
the year ended December 31, 2024 increased $20,949, or 11.2%, to $207,465, compared to $186,516 for the year ended December 31, 2023.
The Company’s net losses and loss adjustment expenses for
the year ended December 31, 2023 decreased $55,234, or 22.8%, to $186,516, compared to $241,750 for the year ended December 31, 2022.
Year Ended December 31,
2024
2023
2022
Net losses and loss adjustment expenses:
Private passenger auto
$ 51,869
$ 60,204
$ 65,420
Non-Standard auto
76,130
63,041
39,400
Home and farm
64,561
50,935
107,823
Crop
9,071
10,793
19,418
All other
5,834
1,543
9,689
Total net losses and loss adjustment expenses
$ 207,465
$ 186,516
$ 241,750
Year Ended December 31,
2024
2023
2022
Loss and loss adjustment expenses ratio:
Private passenger auto
57.4%
72.2%
84.3%
Non-Standard auto
79.9%
71.8%
58.9%
Home and farm
71.1%
61.1%
137.6%
Crop
42.9%
41.8%
55.9%
All other
46.1%
13.1%
68.6%
Total loss and loss adjustment expenses ratio
66.9%
63.8%
89.0%
Below are comments regarding significant changes in net losses and
loss adjustment expenses, and the net loss and loss adjustment expenses ratios by business segment:
Private passenger auto – The net loss and loss
adjustment expenses ratio decreased 14.8 percentage points in 2024 compared to 2023. This decrease was driven by lower levels of weather-related
losses in the current year due to the mild winter in the Midwest compared to elevated winter weather-related losses in the prior year
as well as favorable prior year loss reserve development. Both periods were positively affected by earned premium growth. The net loss
and loss adjustment expenses ratio decreased 12.1 percentage points in 2023 compared to 2022. This decrease was the result of recent significant
rate increases, lower loss frequency compared to the prior year, and favorable prior year loss reserve development, partially offset by
elevated loss costs due to high levels of inflation.
Non-Standard auto – The net loss and loss adjustment
expenses ratio increased 8.1 percentage points in 2024 compared to 2023. This increase was driven by unfavorable prior year loss reserve
development related to elevated bodily injury losses, partially offset by earned premium growth resulting from new business growth and
significant rate increases. We continue to take significant underwriting actions as a result of these elevated losses and challenging
market conditions. The net loss and loss adjustment expenses ratio increased 12.9 percentage points in 2023 compared to 2022. This increase
was driven by elevated loss severity as a result of inflationary factors as well as unfavorable prior year loss reserve development, partially
offset by significant rate increases.
32
Home and farm – The net loss and loss adjustment
expenses ratio increased 10.0 percentage points in 2024 compared to 2023. This increase was driven by higher loss severity and higher
non-catastrophe weather-related losses in North Dakota and Nebraska during 2024 compared to the prior year, partially offset by earned
premium growth in the current year. The net loss and loss adjustment expenses ratio decreased 76.5 percentage points in 2023 compared
to 2022. This decrease was driven by the much-improved loss experience as a result of having no catastrophe losses during 2023 compared
to 2022, combined with improved non-catastrophe weather losses and the significant rate increases and underwriting actions we implemented
to address the profitability on these lines of business. Catastrophe losses, net of reinsurance, for the Home and Farm segment accounted
for 72.1 percentage points of the net loss and loss adjustment expense ratio for the year ended December 31, 2022.
Crop – The net loss and loss adjustment expenses
ratio increased 1.1 percentage points in 2024 compared to 2023. The strong results for 2024 were the result of favorable crop growing
conditions, similar to the prior year. The net loss and loss adjustment expenses ratio decreased 14.1 percentage points in 2023 compared
to 2022. This decrease was due to improved crop growing conditions in 2023 in comparison to 2022.
All other – The net loss and loss adjustment
expenses ratio increased 33.0 percentage points in 2024 compared to 2023. This increase was driven by elevated large loss experience compared
to the prior year and an inter-segment reclassification of a large loss during 2023. The net loss and loss adjustment expenses ratio decreased
55.5 percentage points in 2023 compared to 2022. This decrease was driven by improved loss experience related to the commercial and excess
liability lines of business.
Underwriting and General Expenses and Expense Ratio
Year Ended December 31,
2024
2023
2022
Underwriting and general expenses:
Amortization of deferred policy acquisition costs
$ 71,257
$ 67,631
$ 53,605
Other underwriting and general expenses
33,709
29,326
25,303
Total underwriting and general expenses
$ 104,966
$ 96,957
$ 78,908
Expense ratio
33.8%
33.2%
29.0%
The expense ratio is calculated by dividing other underwriting and
general expenses and amortization of deferred policy acquisition costs by net premiums earned. The expense ratio measures a company’s
operational efficiency in producing, underwriting, and administering its insurance business. The overall expense ratio increased 0.6 percentage
points in the year ended December 31, 2024, compared to the same period in 2023. The increase in the amortization of deferred policy acquisition
costs is due to higher deferrable costs resulting from significant earned premium growth compared to the prior year, including significant
growth in the Non-Standard Auto segment which generally pays higher agent commissions than our other segments. The increase in the other
underwriting and general expenses is due to the costs incurred in the current year associated with the execution of separation agreements
with our former Chief Executive Officer and former Senior Vice President of Operations. The overall expense ratio increased 4.2 percentage
points in the year ended December 31, 2023, compared to the same period in 2022. The increase in amortization of deferred policy acquisition
costs was driven by higher deferrable costs resulting from overall premium growth compared to the prior year, including significant growth
in the non-standard auto segment which generally pays higher agent commissions than our other segments. The increase in other underwriting
and general expenses was due to the impact of continued high levels of inflation and 2022 expenses being favorably impacted by multi-peril
crop insurance final settlements.
33
Underwriting Gain (Loss) and Combined Ratio
Year Ended December 31,
2024
2023
2022
Underwriting gain (loss):
Private passenger auto
$ 10,407
$ (1,536 )
$ (9,548 )
Non-Standard auto
(17,637 )
(12,860 )
508
Home and farm
(2,373 )
7,557
(52,644 )
Crop
7,189
8,702
12,236
All other
93
6,781
530
Total underwriting gain (loss)
$ (2,321 )
$ 8,644
$ (48,918 )
Year Ended December 31,
2024
2023
2022
Combined ratio:
Private passenger auto
88.4%
101.8%
112.3%
Non-Standard auto
118.5%
114.6%
99.3%
Home and farm
102.6%
91.0%
167.2%
Crop
66.0%
66.3%
64.7%
All other
99.3%
42.5%
96.2%
Total combined ratio
100.7%
97.0%
118.0%
Underwriting gain (loss) measures the pre-tax profitability of our
insurance operations. It is derived by subtracting losses and loss adjustment expenses, amortization of deferred policy acquisition costs,
and other underwriting and general expenses from net premiums earned. The combined ratio represents the sum of these losses and expenses
as a percentage of net premiums earned and measures our overall underwriting profit.
The total underwriting gain (loss) decreased $10,965, or 126.9%,
for the year ended December 31, 2024, compared to the same period in 2023. The total underwriting gain (loss) increased $57,562, or 117.7%,
for the year ended December 31, 2023, compared to the same period in 2022. These results were driven by the factors discussed in the Losses
and Loss Adjustment Expenses and the Underwriting and General Expenses and Expense Ratio sections above.
The overall combined ratio increased 3.7 percentage points in the
year ended December 31, 2024, compared to the same period in 2023. The overall combined ratio decreased 21.0 percentage points in the
year ended December 31, 2023, compared to the same period in 2022. These results were driven by the factors discussed in the Losses and
Loss Adjustment Expenses and the Underwriting and General Expenses and Expense Ratio sections above.
Fee and Other Income
We had fee and other income of $1,938 for the year ended December
31, 2024, compared to $1,940 for the year ended December 31, 2023, and $1,381 for the year ended December 31, 2022. Fee income is largely
attributable to the Non-Standard Auto segment and is a key component in measuring its profitability. Fee and other income on this business
decreased to $1,219 for the year ended December 31, 2024, from $1,293 for the year ended December 31, 2023, due to elevated other income
in the prior year. Fee and other income for non-standard auto increased to $1,293 for the year ended December 31, 2023, from $831 for
the year ended December 31, 2022, due to an increase in policies that generate fee income.
Goodwill Impairment Charge
We had a goodwill impairment charge of $2,628 for the year ended
December 31, 2024, compared to $6,756 for the years ended December 31, 2023, and $0 for the year ended December 31, 2022. See Part II,
Item 8, Note 10 “Goodwill and Other Intangibles” for additional information.
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Net Investment Income
The following table shows our average cash and invested assets,
net investment income, and return on average cash and invested assets for the reported periods for continuing operations:
Year Ended December 31,
2024
2023
2022
Average cash and invested assets
$ 371,110
$ 335,821
$ 391,584
Net investment income
$ 10,943
$ 8,034
$ 6,636
Gross return on average cash and invested assets
3.9%
3.5%
2.5%
Net return on average cash and invested assets
3.0%
2.6%
1.7%
Net investment income increased $2,909 for the year ended December
31, 2024, compared to the year ended December 31, 2023. This increase was primarily driven by the higher interest rate environment which
resulted in higher reinvestment rates in our fixed income portfolio as well as higher yields on our cash and cash equivalents, partially
offset by higher investment expenses. Net investment income increased $1,398 for the year ended December 31, 2023, compared to the year
ended December 31, 2022. This increase was primarily driven by higher reinvestment rates as well as a strategic increased allocation to
fixed income securities in our investment portfolio.
Gross and net return on average cash and invested assets increased
year-over-year from 2023 to 2024, primarily driven by the favorable interest rate environment that resulted in significantly higher net
investment income on an increased average balance of fixed income securities as well as cash and cash equivalents (measured at fair value).
In addition, the increase in investments in high dividend yield equities resulted in relatively consistent year-over-year dividend income
despite a reduction in the average equities balance (measured at fair value). The increase in average cash and invested assets was driven
by additional investments in fixed income securities as a result of positive operating cash flows during 2024.
Gross and net return on average cash and invested assets increased
year-over-year from 2022 to 2023, driven by the higher net investment income and a higher proportion of the equity portfolio being invested
in high dividend yield equities in 2023, along with a decrease in average cash and invested assets (measured at fair value). This decrease
in average cash and invested assets was driven by challenging equity market conditions, particularly during the middle and later stages
of 2022, combined with investment sales as a result of an unusually high number of weather-related losses in 2022.
Net Investment Gains (Losses)
Net investment gains (losses) consisted of the following:
Year Ended December 31,
2024
2023
2022
Gross realized gains
$ 1,341
$ 13,841
$ 7,083
Gross realized losses, excluding credit impairment losses
(790 )
(1,745 )
(5,099 )
Net realized gains
551
12,096
1,984
Change in net unrealized gain on equity securities
1,662
(10,167 )
(13,959 )
Net investment gains (losses)
$ 2,213
$ 1,929
$ (11,975 )
We had net realized gains of $551 for the year ended December 31,
2024, compared to $12,096 for the year ended December 31, 2023, and $1,984 for the year ended December 31, 2022. The elevated net realized
gains for the year ended December 31, 2023, were the result of a strategic liquidation of a portfolio of equity securities. The gross
realized gains from the sale of these securities were largely offset by the elimination of the unrealized gain position of these securities.
No credit impairment losses were reported during any of the periods presented.
We experienced an increase in net unrealized gains on equity securities
of $1,662 during the year ended December 31, 2024, attributable to overall favorable equity markets during the current year. The change
in net unrealized gains on equity securities for 2023 was driven by the equity portfolio liquidation noted above and the impact of changes
in fair value attributable to equity market volatility. The 2022 decreases were driven by the impact of changes in fair value attributable
to unfavorable equity markets. We had net realized gains on the sale of equity securities of $750, $12,619, and $2,051 during the years
ended December 31, 2024, 2023, and 2022, respectively.
35
Our fixed income securities are classified as available for sale
because we will, from time to time, execute sales of securities that are not impaired, consistent with our investment goals and policies.
The fixed income portion of the portfolio experienced net unrealized losses of $191 during the year ended December 31, 2024, compared
to net unrealized gains of $9,168 during the year ended December 31, 2023. The changes were primarily the result of changes in U.S. interest
rates. The change in the fair value of fixed income securities is not reflected in net income; rather it is reflected as a separate component
(net of income taxes) of other comprehensive income. The fixed income portfolio experienced net unrealized losses of $39,971 during the
year ended December 31, 2022.
Income (Loss) before Income Taxes
We had pre-tax income of $10,145 for the year ended December 31,
2024, a pre-tax income of $20,547 for the year ended December 31, 2023, and pre-tax loss of $52,876 for the year ended December 31, 2022.
The year-over-year decrease in 2024 compared to 2023 was largely attributable to higher loss severity and non-catastrophe weather-related
losses for Home and Farm in the states of North Dakota and Nebraska, unfavorable prior year loss reserve development for Non-Standard
Auto, a goodwill impairment charge for Non-Standard Auto, and expenses incurred related to the separation agreements with our former Chief
Executive Officer and former Senior Vice President of Operations, partially offset by net earned premium growth, improved loss experience
for Private Passenger Auto, and higher net investment income. The year-over-year improvement in 2023 compared to 2022 was largely attributable
to the significant catastrophe losses and significantly higher investment losses during 2022.
Income Tax Expense (Benefit)
We recorded income tax expense of $3,545 for the year ended December
31, 2024, income tax expense of $716 for the year ended December 31, 2023, and an income tax benefit of $14,191 for the year ended December
31, 2022. Including the impacts of discontinued operations and the loss on sale of discontinued operations, we recorded an income tax
benefit of $3,192 for the year ended December 31, 2024, income tax expense of $963 for the year ended December 31, 2023, and an income
tax benefit of $15,254 for the year ended December 31, 2022. Including the impacts of discontinued operations and the loss on sale of
discontinued operations, our effective tax rate for 2024 was 35.2% compared to an effective tax rate of (22.6)% and 22.1% for 2023 and
2022, respectively. Our 2024 effective tax rate was impacted by several factors, but the loss on sale of discontinued operations, non-taxable
compensation-related expenses, and non-taxable goodwill impairment charge were the most significant drivers of the variance from the statutory
rate. Our 2023 effective tax rate was impacted by several factors, but the 2023 non-taxable goodwill impairment charge was the most significant
driver of the variance from the statutory rate. Our 2022 effective tax rate was impacted by several factors, but the change in valuation
allowance and non-taxable executive compensation were the most significant drivers of the variance from the statutory rate. The valuation
allowance against certain deferred income tax assets was $2,506 as of December 31, 2024, $505 as of December 31, 2023, and $694 as of December
31, 2022.
Net Income (Loss)
We had net income before non-controlling interest of $6,600 for
the year ended December 31, 2024, net income of $19,831 for the year ended December 31, 2023, and a net loss of $38,685 for the year ended
December 31, 2022. The year-over-year decrease in 2024 compared to 2023 was largely attributable to higher loss severity and non-catastrophe
weather-related losses for Home and Farm in the states of North Dakota and Nebraska, unfavorable prior year loss reserve development for
Non-Standard Auto, a goodwill impairment charge for Non-Standard Auto, and expenses incurred related to the separation agreements with
our former Chief Executive Officer and former Senior Vice President of Operations, partially offset by net earned premium growth, improved
loss experience for Private Passenger Auto, and higher net investment income. The year-over-year improvement in 2023 compared to 2022
was largely attributable to the significant catastrophe losses and significantly higher investment losses during 2022.
Return on Average Equity
For the year ended December 31, 2024, we had annualized return on
average equity, after non-controlling interest, of 2.8%, compared to annualized return on average equity, after non-controlling interest,
of 7.9% and (13.6)% for the years ended December 31, 2023 and 2022, respectively.
Average equity is calculated as the average between beginning and
ending equity, excluding non-controlling interest, for the period.
36
Principal Revenue Items
Revenue is primarily derived from net premiums earned, net investment
income, and net investment gains (losses).
Gross and Net Premiums Written
Gross premiums written is equal to direct premiums
written and assumed premiums before the effect of ceded reinsurance. Gross premiums written are recognized upon sale of new insurance
contracts or renewal of existing contracts. Net premiums written is equal to gross premiums written less premiums ceded to reinsurers.
Premiums Earned
Premiums earned is the earned portion of net premiums written. Insurance
premiums on property and casualty policies are recognized in proportion to the underlying risk insured and are earned ratably over the
duration of the policies or, in the case of crop insurance, over the period of risk to the Company. At the end of each accounting period,
the portion of the premiums that is not yet earned is included in unearned premiums and is realized as revenue in subsequent periods over
the remaining term of the policy or period of risk. Our property and casualty policies, other than some of our auto lines and the non-standard
auto policies, typically have a term of twelve months.
Due to the nature of the crop planting and harvesting cycle and
the deadlines for filing and processing claims under the federal crop insurance program, insurance premiums for multi-peril crop insurance
are recognized and earned during the period of risk, which usually begins in spring and ends with harvest in the fall. Under the federal
crop insurance program, farmers must purchase crop insurance with respect to spring planted crops by March 15. By July 15, the farmer
must report the number of acres planted in each crop. On September 1, the insurer bills the farmer for the insurance premium, which is
due and payable by the farmer by October 1. If the farmer does not pay the premium by such date, the insurer will charge interest at a
rate of 15% because the insurer is required to pay the farmer’s portion of the premium to the FCIC by November 15, regardless of
whether the farmer pays the premium to the insurer. Except for claims occurring in the spring (primarily for prevented planting and required
replanting claims), claims are required to be filed with the FCIC by December 15. A different cycle exists for crops planted in the fall,
such as winter wheat, but the vast majority of crop insurance we write covers crops planted in the spring.
Net Investment Income and Net Investment
Gains (Losses)
We invest our excess cash in fixed income and equity securities.
Investment income includes interest and dividends earned on invested assets and is reported net of investment-related expenses. Net investment
gains (losses) are reported separately from net investment income. We recognize realized gains when investments are sold for an amount
greater than their cost or amortized cost (in the case of fixed income securities) and realized losses when investments are sold for an
amount less than their cost or amortized cost or when credit impairments are recorded, as applicable. We recognize changes in unrealized
gains and losses of equity securities in net income as part of net investment gains (losses). These gains and losses may be significant
given the fair market value of the equity portfolio and the inherent volatility in equity markets. The changes in unrealized gains and
losses on fixed income securities are recorded in other comprehensive income (loss), net of income taxes. Therefore, these changes have
no impact on net income but do impact shareholders’ equity.
The portfolio of investments for NI Holdings and its insurance subsidiaries
is managed by Conning, Inc., which has discretion to buy and sell securities in accordance with the investment policy approved by our
Board of Directors.
Principal Expense Items
Our expenses consist primarily of losses and loss adjustment expenses,
amortization of deferred policy acquisition costs, other underwriting and general expenses, and income taxes.
Losses and Loss Adjustment Expenses
Losses and loss adjustment expenses represent the largest expense
item and include (1) claim payments made, (2) estimates for future claim payments and changes in those estimates from prior periods, and
(3) costs associated with investigating, defending, and adjusting claims, including legal fees.
Amortization of Deferred Policy Acquisition Costs and Other
Underwriting and General Expenses
Expenses incurred to underwrite risks are referred to as policy
acquisition costs. Policy acquisition costs consist of commission expenses, state premium taxes, and certain other underwriting expenses
that vary with and are primarily related to the writing and
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acquisition of new and renewal business. These policy acquisition costs are
deferred and amortized over the effective period of the related insurance policies. Other underwriting and general expenses consist of
salaries, professional fees, office supplies, depreciation, and all other operating expenses not otherwise classified separately.
Income Taxes
Current income taxes represent amounts paid or
owed to the federal government and certain states whose payment is based upon net income (subject to regulatory adjustments) generated
by the Company. The generation of net losses may result in income tax benefits. As noted above, it does not include state premium taxes
that are based purely on the collection of policyholder premiums.
We use the asset and liability method of accounting
for deferred income taxes. Deferred income taxes arise from the recognition of temporary differences between financial statement carrying
amounts and the income tax bases of its assets and liabilities. A valuation allowance is provided when it is more likely than not that
some portion of the deferred income tax asset will not be realized. The effect of a change in tax rates is recognized in the period of
the enactment date. Total income taxes reflect both current income taxes and the change in the net deferred income tax asset or liability,
excluding amounts attributed to accumulated other comprehensive income.
Critical Accounting Policies
General
The preparation of financial statements in accordance
with GAAP requires both the use of estimates and judgment relative to the application of appropriate accounting policies. We are required
to make estimates and assumptions in certain circumstances that affect amounts reported in our consolidated financial statements and related
footnotes. We evaluate these estimates and assumptions on an ongoing basis based on historical developments, market conditions, industry
trends, and other information that we believe to be reasonable under the circumstances. There can be no assurance that actual results
will conform to these estimates and assumptions and that reported results of operations would not be materially adversely affected by
the need to make accounting adjustments to reflect changes in these estimates and assumptions from time to time. We believe the following
policies are the most sensitive to estimates and judgments.
Unpaid Losses and Loss Adjustment Expenses
How reserves are established
With respect to our traditional property and casualty insurance
products, we maintain reserves for the payment of claims (indemnity losses) and expenses related to adjusting those claims (loss adjustment
expenses). Our liability for unpaid losses and loss adjustment expenses consists of (1) case reserves, which are reserves for claims that
have been reported to us, and (2) IBNR, which represents reserves for claims that have been incurred but have not yet been reported and
for the future development of reported claims. As some claims may not be reported for several years, the liability for unpaid losses and
loss adjustment expenses may include significant estimates for IBNR based on the time necessary to settle the claim.
Loss adjustment expenses consist of two components – allocated
loss adjustment expenses and unallocated loss adjustment expenses. Allocated loss adjustment expenses are the expenses for defense and
cost containment, including legal fees, court costs, and investigation fees, which are linked to the settlement of specific individual
claims or losses. Unallocated loss adjustment expenses are expenses that generally cannot be associated with a specific claim, including
internal costs such as salaries and other overhead costs. Estimates of future costs to administer reported and unreported claims for both
allocated and unallocated expenses are included in IBNR.
When a claim is reported to one of the insurance companies, its
claims personnel establish a case reserve for the estimated amount of the ultimate payment to the extent it can be determined or estimated,
in many cases a default reserve is utilized until the claims personnel can determine a more claim specific amount. The amount of the loss
reserve for the reported claim is based primarily upon an evaluation of coverage, liability, damages suffered, and any other information
considered pertinent to estimating the exposure presented by the claim. Each claim is contested or settled individually based upon its
merits, and some property and casualty claims may take years to resolve, especially in situations where legal action may be involved.
Case reserves are reviewed on a regular basis and are updated as new information becomes available.
When a catastrophe occurs, which in our case usually involves the
weather perils of wind and hail, we utilize mapping technology, through geographic coding of our property risks, to overlay the path of
the storm. This enables us to establish estimated damage amounts based on the wind speed and size of the hail for case or per claim loss
amounts. This process allows us to determine within a
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reasonable time (5-7 days) an estimated number of claims and estimated losses from
the storm. We have also begun reviewing the results of the predicted cost of the claim generated by the catastrophe models as a reasonability
check on the anticipated cost of the storm. If we estimate the damages to be in excess of half of the retained catastrophe amount, reinsurers
are notified immediately of a potential loss so that we can quickly recover reinsurance payments once the retention is exceeded.
We estimate multi-peril crop insurance losses on a quarterly basis
based upon historical loss patterns, current crop conditions, current weather patterns, and input from crop loss adjusters. These estimates
have proven to be reasonably accurate indicators of our anticipated losses for this line of business.
Our actuaries assist with the estimation of the liability for unpaid
losses and loss adjustment expenses. The actuaries prepare estimates by first deriving an actuarially based estimate of the ultimate cost
of total losses and loss adjustment expenses incurred as of the financial statement date based on established actuarial methods as described
below. We then reduce the estimated ultimate loss and loss adjustment expenses by loss and loss adjustment expenses payments and case
reserves carried as of the financial statement date. The actuarially determined estimate is based upon indications from various actuarial
methodologies including paid chain-ladder, incurred chain-ladder, Bornhuetter-Ferguson, weighted averages of the methods, and judgment.
The specific method used to estimate the ultimate losses varies depending on the judgment of the actuaries as to what is the most appropriate
for the line of business. Management reviews these estimates and supplements the actuarial analysis with information not fully incorporated
into the actuarially based estimate, such as changes in the external business environment and internal company processes. Management may
adjust the actuarial estimates based on this supplemental information in order to arrive at the amount recorded in the consolidated financial
statements.
A further discussion of the actuarial methodologies used follows:
Bornhuetter-Ferguson Method - The Bornhuetter-Ferguson
Method is a blended method that explicitly considers both actual loss development to date and expected future loss emergence. This method
is applied on both a paid loss basis and an incurred loss basis. This method uses selected loss development patterns to calculate the
expected percentage of losses unpaid (or unreported). The expected future loss component of the method is calculated by multiplying earned
premium for the given exposure period by a selected a priori (i.e. deductive) loss ratio. The resulting dollars are then multiplied by
the expected percentage of unpaid (or unreported) losses described above. This provides an estimate of future paid (or reported) losses
that is then added to actual paid (or incurred) loss data to produce the estimated ultimate loss.
Paid and Case Incurred Loss Development (Chain-Ladder) Method
- The Paid and Case Incurred Loss Development Method utilizes ratios of cumulative paid losses, case incurred losses, or paid loss adjustment
expenses at each age of development as a percent of the preceding development age. Selected ratios are then multiplied together to produce
a set of loss development factors which when applied to the most current data value, by accident period, develop the estimated ultimate
losses or loss adjustment expenses. Ultimate losses or loss adjustment expenses are then selected for each accident year from the various
methods employed.
Ratio of Paid Allocated Loss Adjustment Expenses to Paid Loss
Method - The Ratio of Paid Allocated Loss Adjustment Expenses to Paid Loss Method utilizes the ratio of paid allocated loss adjustment
expenses to paid losses and is similar to the Paid and Case Incurred Loss Development (Chain-Ladder) Method described above, except that
the data projected are the ratios of paid allocated loss adjustment expenses to paid losses. The projected ultimate ratio is then multiplied
by the selected ultimate losses, by accident year, to yield the ultimate allocated loss adjustment expenses. Allocated loss adjustment
expenses reserves are calculated by subtracting paid losses from ultimate allocated loss adjustment expenses.
The process of estimating loss reserves involves a high degree of
judgment and is subject to a number of variables. These variables can be affected by both internal and external events, such as changes
in claims handling procedures/staffing, inflation, weather, legal trends, and regulatory and legislative changes. The impact of many of
these items on ultimate costs for losses and loss adjustment expenses is difficult to estimate. Loss reserve estimation is also affected
by the volume of claims, the potential severity of individual claims, the determination of occurrence date for a claim, and reporting
lags (the time between the occurrence of the policyholder event and when it is actually reported to the insurer). Informed judgment is
applied throughout the process, including the application of various individual experiences and expertise to multiple sets of data and
analyses. We continually refine our estimates of unpaid losses and loss adjustment expenses in a regular ongoing process as historical
loss experience develops and additional claims are reported and settled. We consider all significant facts and circumstances known at
the time the liabilities for unpaid losses and loss adjustment expenses are established.
There is an inherent amount of uncertainty in the establishment
of liabilities for unpaid losses and loss adjustment expenses. This uncertainty is greatest in the current and most recent accident years
due to the more recent nature of the claims being reported and relatively small percentage of these claims that have been reported, investigated,
and adjusted by our claims staff. Therefore, the reserves carried in these more recent accident years are generally more conservative
than those carried for older accident years. As we have the opportunity to investigate and adjust the reported claims, both the case and
IBNR reserves are adjusted to more closely reflect the ultimate expected loss.
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Other factors that may have an impact on our case and IBNR reserves
include, but are not limited to, those described below.
Changes in liability law and public attitudes regarding damage
awards
Laws governing liability claims and judicial interpretations thereof
can change over time, which can expand the scope of coverage anticipated by insurers when initially establishing reserves for claims.
In addition, public attitudes regarding damage awards can result in judges and juries granting higher recoveries for damages than expected
by claims personnel when reserves are established. In addition, these changes can result in both increased claim frequency and severity
as both plaintiffs and their legal counsel perceive the opportunity for higher damage awards. Reserves established for claims that occurred
in prior years would not have anticipated these legal changes and, therefore, could prove to be inadequate for the ultimate losses paid
by the Company, causing us to experience adverse development and higher loss payments in future years.
Change in claims handling and/or setting case reserves
Changes in Company personnel and/or the approach to how claims are
reported, adjusted, and reserved may affect the reserves we establish. As discussed above, the setting of IBNR reserves is not an exact
science and involves the expert judgment of an actuary. One actuary’s reserve opinion may differ slightly from another actuary’s
opinion. This is the primary reason why the IBNR reserve estimate is customarily reported as a range by a company’s actuary, which
provides a company with an acceptable range to use in establishing its best estimate for IBNR reserves.
Economic inflation
A sudden and extreme increase in the economic inflation rate could
have a significant impact on our case and IBNR reserves. When establishing case reserves, claims personnel generally establish an amount
that in their opinion will provide a conservative amount to settle the loss. If the time to settle the claim extends over a period of
years, which is possible but unlikely as we usually settle claims in less than a year on average, the initial reserve may not anticipate
an economic inflation rate that is significantly higher than the current inflation rate. This can also apply to IBNR reserves. Should
the economic inflation rate increase significantly, we may not anticipate the need to adjust the IBNR reserves accordingly, which could
lead to deficient IBNR reserves.
Increases or decreases in claim severity for reasons other than
inflation
Factors exist that can drive the cost to settle claims for reasons
other than standard inflation. For example, demand surge caused by a significant catastrophe, such as a derecho, has an impact on not
only the availability and cost of building materials such as roofing and other materials, but also the availability and cost of labor.
Numerous other factors could also cause claim severity to increase beyond what our historic reserves would reflect. In addition, unexpected
increases in labor, healthcare, or building material costs and other factors may cause fluctuations in the ultimate development of the
case reserves.
Actual settlement experience different from historical data trends
When establishing IBNR reserves, our actuaries consider many of
the factors discussed above. One of the more important factors that is considered when setting reserves is the past or historical claim
settlement experience. Our actuaries consider factors such as the number of files entering litigation, payment patterns, length of time
it takes our claims personnel to settle the claims, and average payment amounts when estimating reserve amounts. Should future settlement
patterns change due to the legal environment, our claims handling philosophy, or personnel, it may have an impact on the future claims
payments, which could cause existing reserves to either be redundant (excessive) or deficient (below) compared to the actual loss amount.
Change in Reporting Lag
As discussed above, we utilize historical patterns to provide an
accurate estimate of what will take place in the future. Should we experience an unexpected delay in reporting time (claims are slower
to be reported than in the past), we may underestimate the anticipated number of future claims, which could cause the ultimate loss we
may experience to be underestimated. A lag in reporting may be caused by changes in how claims are reported, the types or lines of business
we write, our distribution system, and the geographic area where we choose to insure risk.
Due to the inherent uncertainty underlying loss reserve estimates,
final resolution of the estimated liability for unpaid losses and loss adjustment expenses may be higher or lower than the related loss
reserves at the reporting date. Therefore, actual paid losses, as claims are settled in the future, may be materially higher or lower
in amount than current loss reserves. We reflect adjustments to the liability for unpaid losses and loss adjustment expenses in the results
of operations during the period in which the estimates are changed.
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Investments
Our fixed income securities and equity securities are classified
as available-for-sale and carried at estimated fair value as determined by management based upon quoted market prices or a recognized
independent pricing service at the reporting date for those or similar investments. Changes in unrealized investment gains or losses on
the fixed income securities, net of applicable income taxes, are reflected directly in shareholders’ equity as a component of other
comprehensive income (loss) and, accordingly, have no effect on net income (loss). Changes in unrealized investment gains or losses on
equity securities are reported in net income (loss). Investment income from fixed income securities is recognized when earned, and realized
investment gains (losses) are recognized when investments are sold, the fair value of equity securities change, or credit impairments
are recognized.
For additional information on our investments,
see Part II, Item 8, Note 4 “Investments” and Note 5 “Fair Value Measurements.”
Deferred Policy Acquisition Costs
Certain direct policy acquisition costs consisting of commissions,
state premium taxes, and other direct underwriting expenses that vary with and are primarily related to the production of business are
deferred and amortized over the effective period of the related insurance policies as the underlying policy premiums are earned.
At December 31, 2024 and 2023, deferred policy
acquisition costs (“DAC”) and the related liability for unearned premiums were as follows:
December 31,
2024
2023
Deferred policy acquisition costs
$ 26,300
$ 26,790
Liability for unearned premiums
126,498
126,100
The method followed in computing DAC limits the
amount of 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 expected to be incurred as the premium is earned. Future changes in estimates,
the most significant of which is expected losses and loss adjustment expenses, may require adjustments to DAC. If the estimation of net
realizable value indicates that DAC are not recoverable, they would be written off or a premium deficiency reserve would be established.
Income Taxes
Current income taxes represent amounts paid or
owed to the federal government and certain states whose payment is based upon net income (subject to regulatory adjustments) generated
by the Company. The generation of net losses may result in income tax benefits, a portion of which may be in the form of refunds of prior
income taxes paid to taxing authorities. We use the asset and liability method of accounting for deferred income taxes. Deferred income
taxes arise from the recognition of temporary differences between financial statement carrying amounts and the income tax bases of our
assets and liabilities. A valuation allowance is established when it is more likely than not that some portion of the deferred income
tax asset will not be realized. Total income taxes reflect both current income taxes and the change in the net deferred income tax asset
or liability, excluding amounts attributed to accumulated other comprehensive income.
We had gross deferred income tax assets of $15,946
at December 31, 2024, and $18,172 at December 31, 2023, arising primarily from unearned premiums, loss reserve discounting, net unrealized
investment losses, and net operating loss carryforwards. A valuation allowance is required to be established for any portion of the deferred
income tax asset for which we believe it is more likely than not that it will not be realized. A valuation allowance of $2,506 and $505 was
maintained at December 31, 2024, and December 31, 2023, respectively.
We had gross deferred income tax liabilities of $6,116 at December
31, 2024, and $9,254 at December 31, 2023, arising primarily from deferred policy acquisition costs and other intangible assets.
We exercise significant judgment in evaluating
the amount and timing of recognition of the resulting income tax liabilities and assets. These judgments require us to make projections
of future taxable income. The judgments and estimates we make in determining our deferred income tax assets, which are inherently subjective,
are reviewed on a continual basis as regulatory and business factors change. Any reduction in estimated future taxable income may require
us to record a valuation allowance against our deferred income tax assets.
As of December 31, 2024, we had no material unrecognized
income tax benefits or accrued interest and penalties. Federal income tax returns for the years 2020 through 2023 remain subject to examination.
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Changing Climate Conditions
Longer-term natural catastrophe trends may be changing, and new
types of catastrophe losses may be developing due to climate change, a phenomenon that has been associated with extreme weather events
linked to rising temperatures, and includes effects on global weather patterns, greenhouse gases, sea, land and air temperatures, sea
levels, rain, hail, and snow. The frequency, number, and severity of these losses are unpredictable. The extent of losses from a catastrophe
is a function of both the total amount of insured exposure in the area affected by the event and the severity of the event. Our ability
to effectively manage catastrophe risk is dependent, in part, on our reliance on various catastrophe models, which may produce unreliable
output as a result of inaccurate or incomplete data, along with the inherent uncertainty of future frequency and severity of losses. The
impact of changing climate conditions on the overall insurance industry may also materially affect the availability and cost of reinsurance
to us. In addition, these changes could impact the creditworthiness of issuers of securities in which we invest, subjecting our investment
portfolio to increased credit and interest rate risk, with the potential for reduced investment returns and/or material realized or unrealized
losses.
Liquidity and Capital Resources
We expect to generate sufficient funds from our operations and maintain
a high degree of liquidity in our investment portfolio to meet the demands of claim settlements and operating expenses for the foreseeable
future. Our primary sources of funds are premium collections, investment earnings, and fixed income maturities.
We also have a $3,000 line of credit with Wells
Fargo Bank, N.A. The terms of the line of credit include a floating interest rate of 2.50% above the daily simple secured overnight financing
rate. There were no outstanding amounts during the years ended December 31, 2024, 2023, or 2022. This line of credit is scheduled to expire
on December 13, 2025.
The changes in cash and cash equivalents for continuing
and discontinued operations for the years ended December 31, 2024, 2023, and 2022 were as follows:
Year Ended December 31,
2024
2023
2022
Net cash flows from operating activities
$ 38,506
$ 51,028
$ (15,294 )
Net cash flows from investing activities
(4,541 )
(8,813 )
25,048
Net cash flows from financing activities
(3,643 )
(7,466 )
(18,281 )
Net increase (decrease) in cash and cash equivalents
$ 30,322
$ 34,749
$ (8,527 )
For the year ended December 31, 2024, net cash provided by operating
activities totaled $38,506 compared to $51,028 net cash provided by operating activities a year ago. This change was primarily driven
by the severance payments to our former Chief Executive Officer and former Senior Vice President of Operations in the current year as
well as the receipt of a significant income tax refund during 2023.
For the year ended December 31, 2024, net cash used by investing
activities totaled $4,541 compared to $8,813 net cash used by investing activities a year ago. This change was primarily attributable
to the proceeds from the sale of Westminster as well as a decrease in the net cash outflows for fixed income securities in the current
year, partially offset by a decrease in the cash inflows from equity securities in the current year.
For the year ended December 31, 2024, net cash used by financing
activities totaled $3,643 compared to $7,466 a year ago. This decrease in cash used was attributable to a reduction in share repurchases
in the current year partially offset by the final pooling settlement between Nodak Insurance and Westminster.
For the year ended December 31, 2023, net cash provided by operating
activities totaled $51,028 compared to $15,294 net cash used by operating activities during 2022. This change was primarily driven by
lower claim payments and the receipt of a significant income tax refund during 2023.
For the year ended December 31, 2023, net cash used by investing
activities totaled $8,813 compared to $25,048 net cash provided by investing activities during 2022. This change was primarily attributable
to a decrease in maturities and sales of fixed income securities and an increase in purchases of fixed income securities during 2023 compared
to 2022, partially offset by an increase in sales of equity securities and a decrease in purchases of equity securities.
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For the year ended December 31, 2023, net cash used by financing
activities totaled $7,466 compared to $18,281 during 2022. This decrease in cash used was attributable to installment payments on the
Westminster consideration payable during 2022, partially offset by an increase in share repurchases during 2023 compared to 2022.
As a holding company, a principal source of long-term liquidity
will be dividend payments from our directly-owned subsidiaries.
Nodak Insurance is restricted by the insurance laws of North Dakota
as to the amount of dividends or other distributions it may pay to NI Holdings. North Dakota law sets the maximum amount of dividends
that may be paid by Nodak Insurance during any twelve-month period after notice to, but without prior approval of, the North Dakota Insurance
Department. This amount cannot exceed the lesser of (i) 10% of the Company’s surplus as regards policyholders as of the preceding
December 31, or (ii) the Company’s statutory net income for the preceding calendar year (excluding realized investment gains), less
any prior dividends paid during such twelve-month period. In addition, any insurance company other than a life insurance company may carry
forward net income from the preceding two calendar years, not including realized investment gains, less any dividends actually paid during
those two calendar years. Dividends in excess of this amount are considered “extraordinary” and are subject to the approval
of the North Dakota Insurance Department.
The amount available for payment of dividends from Nodak Insurance
to NI Holdings during 2025 without the prior approval of the North Dakota Insurance Department is approximately $8,273 as of December
31, 2024. No dividends were declared or paid by Nodak Insurance during the years ended December 31, 2024 and 2023. The Nodak Insurance
Board of Directors declared and paid dividends of $3,000 to NI Holdings during the year ended December 31, 2022.
The amount available for payment of dividends from Direct Auto to
NI Holdings during 2025 without the prior approval of the North Dakota Insurance Department is approximately $3,146 as of December 31,
2024. No dividends were declared or paid by Direct Auto during the years ended December 31, 2024, 2023, or 2022.
Prior to its payment of any 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 an insurance company is in violation of any law or
regulation. These restrictions or any subsequently imposed restrictions may affect our future liquidity.
Westminster was sold on June 30, 2024, and therefore no dividends
are available to be paid to NI Holdings subsequent to that date. No dividends were declared or paid by Westminster during the years ended
December 31, 2024, 2023 or 2022. See Part II, Item 8, Note 20 “Discontinued Operations” for additional information.
Contractual Obligations
The primary contractual obligations of the Company
include gross loss and loss adjustment expenses payments as well as operating and finance lease obligations.
The Company’s unpaid losses and loss adjustment
expenses were $137,288 as of December 31, 2024. Historical payment experience indicates that approximately 46% of this amount will be
paid during 2025 and another 37% will be paid over the subsequent two years. The actual timing and amounts of these payments in the future
may vary.
Recent Accounting Pronouncements
For a discussion of recent accounting pronouncements,
see Part II, Item 8, Note 2 “Recent Accounting Pronouncements.”
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