Item 8. Financial Statements and Supplementary Data
Item 8. Financial Statements and Supplementary Data
Index to Financial Statements
Page
Consolidated Balance Sheets
54
Consolidated Statements of Earnings and Comprehensive Earnings
55
Consolidated Statements of Shareholders’ Equity
56
Consolidated Statements of Cash Flows
57
Notes to Consolidated Financial Statements
58
Reports of Independent Registered Public Accounting Firms
91
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RLI Corp.
Consolidated Balance Sheets
December 31,
(in thousands, except per share data)
2022
2021
ASSETS
Investments and cash:
Fixed income:
Available-for-sale, at fair value
$
2,666,950
$
2,409,887
(amortized cost of $ 2,945,273 and allowance for credit losses of $ 339 in 2022)
(amortized cost of $ 2,346,267 and allowance for credit losses of $ 441 in 2021)
Equity securities, at fair value (cost - $ 328,019 in 2022 and $ 324,501 in 2021)
498,382
613,776
Short-term investments, at cost which approximates fair value
36,229
—
Other invested assets
47,922
50,501
Cash
22,818
88,804
Total investments and cash
$
3,272,301
$
3,162,968
Accrued investment income
21,259
17,505
Premiums and reinsurance balances receivable, net of allowances for uncollectible amounts of $ 18,696 in 2022 and $ 18,067 in 2021
189,501
167,279
Ceded unearned premiums
138,457
130,916
Reinsurance balances recoverable on unpaid losses and settlement expenses, net of allowances for uncollectible amounts of $ 11,250 in 2022 and $ 11,188 in 2021
740,089
608,086
Deferred policy acquisition costs
127,859
103,553
Property and equipment, at cost, net of accumulated depreciation of $ 68,633 in 2022 and $ 75,236 in 2021
49,573
52,161
Investment in unconsolidated investees
58,275
171,311
Goodwill and intangibles
53,562
53,562
Income taxes - deferred
40,269
—
Other assets
75,923
40,961
TOTAL ASSETS
$
4,767,068
$
4,508,302
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Unpaid losses and settlement expenses
$
2,315,637
$
2,043,555
Unearned premiums
785,085
680,444
Reinsurance balances payable
61,100
42,851
Funds held
101,144
89,773
Income taxes - deferred
—
83,509
Current portion of long-term debt
199,863
—
Long-term debt
—
199,676
Accrued expenses
94,869
98,274
Other liabilities
32,029
40,859
TOTAL LIABILITIES
$
3,589,727
$
3,278,941
SHAREHOLDERS' EQUITY
Common stock ($ 0.01 par value)
(Shares authorized - 200,000,000 )
( 68,399,966 shares issued and 45,469,752 shares outstanding in 2022)
( 68,219,551 shares issued and 45,289,337 shares outstanding in 2021)
$
684
$
682
Paid-in capital
352,391
343,742
Accumulated other comprehensive earnings
( 229,076 )
49,826
Retained earnings
1,446,341
1,228,110
Deferred compensation
12,015
9,642
Treasury stock, at cost ( 22,930,214 shares in 2022 and 2021)
( 405,014 )
( 402,641 )
TOTAL SHAREHOLDERS' EQUITY
$
1,177,341
$
1,229,361
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY
$
4,767,068
$
4,508,302
See accompanying notes to consolidated financial statements.
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RLI Corp.
Consolidated Statements of Earnings and Comprehensive Earnings
Years ended December 31,
(in thousands, except per share data)
2022
2021
2020
Net premiums earned
$
1,144,436
$
980,903
$
865,747
Net investment income
86,078
68,862
67,893
Net realized gains
588,515
64,222
17,885
Net unrealized gains (losses) on equity securities
( 121,037 )
65,258
32,101
Consolidated revenue
$
1,697,992
$
1,179,245
$
983,626
Losses and settlement expenses
514,376
456,602
442,884
Policy acquisition costs
369,632
317,468
286,438
Insurance operating expenses
82,212
76,907
66,828
Interest expense on debt
8,047
7,677
7,603
General corporate expenses
12,900
13,330
10,265
Total expenses
$
987,167
$
871,984
$
814,018
Equity in earnings of unconsolidated investees
9,853
37,060
20,233
Earnings before income taxes
$
720,678
$
344,321
$
189,841
Income tax expense (benefit):
Current
186,906
46,040
24,174
Deferred
( 49,639 )
18,927
8,576
Income tax expense
$
137,267
$
64,967
$
32,750
Net earnings
$
583,411
$
279,354
$
157,091
Other comprehensive earnings (loss), net of tax
( 278,902 )
( 58,888 )
56,219
Comprehensive earnings
$
304,509
$
220,466
$
213,310
Basic net earnings per share
$
12.86
$
6.18
$
3.49
Diluted net earnings per share
$
12.74
$
6.11
$
3.46
Weighted average number of common shares outstanding:
Basic
45,368
45,230
45,000
Diluted
45,794
45,712
45,376
See accompanying notes to consolidated financial statements.
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RLI Corp.
Consolidated Statements of Shareholders’ Equity
Total
Accumulated Other
Common
Shareholders’
Common
Paid-in
Comprehensive
Retained
Deferred
Treasury Stock
(in thousands, except per share data)
Shares
Equity
Stock
Capital
Earnings (Loss)
Earnings
Compensation
at Cost
Balance, January 1, 2020
44,869,015
$
995,388
$
678
$
321,190
$
52,473
$
1,014,046
$
7,980
$
( 400,979 )
Cumulative-effect adjustment from ASU 2016-13
—
1,095
—
—
22
1,073
—
—
Net earnings
—
157,091
—
—
—
157,091
—
—
Other comprehensive earnings (loss), net of tax
—
56,219
—
—
56,219
—
—
—
Deferred compensation
—
—
—
—
—
—
312
( 312 )
Share-based compensation
273,565
14,178
3
14,175
—
—
—
—
Dividends and dividend equivalents ($ 1.95 per share)
—
( 87,993 )
—
—
—
( 87,993 )
—
—
Balance, December 31, 2020
45,142,580
$
1,135,978
$
681
$
335,365
$
108,714
$
1,084,217
$
8,292
$
( 401,291 )
Net earnings
—
279,354
—
—
—
279,354
—
—
Other comprehensive earnings (loss), net of tax
—
( 58,888 )
—
—
( 58,888 )
—
—
—
Deferred compensation
—
—
—
—
—
—
1,350
( 1,350 )
Share-based compensation
146,757
8,378
1
8,377
—
—
—
—
Dividends and dividend equivalents ($ 2.99 per share)
—
( 135,461 )
—
—
—
( 135,461 )
—
—
Balance, December 31, 2021
45,289,337
$
1,229,361
$
682
$
343,742
$
49,826
$
1,228,110
$
9,642
$
( 402,641 )
Net earnings
—
583,411
—
—
—
583,411
—
—
Other comprehensive earnings (loss), net of tax
—
( 278,902 )
—
—
( 278,902 )
—
—
—
Deferred compensation
—
—
—
—
—
—
2,373
( 2,373 )
Share-based compensation
180,415
8,651
2
8,649
—
—
—
—
Dividends and dividend equivalents ($ 8.03 per share)
—
( 365,180 )
—
—
—
( 365,180 )
—
—
Balance, December 31, 2022
45,469,752
$
1,177,341
$
684
$
352,391
$
( 229,076 )
$
1,446,341
$
12,015
$
( 405,014 )
See accompanying notes to consolidated financial statements.
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RLI Corp.
Consolidated Statements of Cash Flows
Years ended December 31,
(in thousands)
2022
2021
2020
Cash flows from operating activities:
Net earnings
$
583,411
$
279,354
$
157,091
Adjustments to reconcile net earnings to net cash provided by operating activities:
Net realized gains
( 588,515 )
( 64,222 )
( 17,885 )
Net unrealized (gains) losses on equity securities
121,037
( 65,258 )
( 32,101 )
Depreciation
7,981
7,394
7,432
Deferred income tax expense (benefit)
( 49,639 )
18,927
8,576
Other items, net
( 20,467 )
14,141
10,460
Change in:
Accrued investment income
( 3,754 )
( 1,379 )
( 1,539 )
Premiums and reinsurance balances receivable (net of direct write-offs and commutations)
( 22,222 )
7,349
( 14,259 )
Reinsurance balances payable
18,249
586
16,574
Funds held
11,371
8,026
( 1,611 )
Ceded unearned premiums
( 7,541 )
( 17,428 )
( 19,832 )
Reinsurance balances recoverable on unpaid losses and settlement expenses
( 132,003 )
( 164,357 )
( 59,212 )
Deferred policy acquisition costs
( 24,306 )
( 15,128 )
( 3,381 )
Accrued expenses
( 3,405 )
22,349
9,299
Unpaid losses and settlement expenses
272,082
293,506
175,697
Unearned premiums
104,641
94,058
46,173
Current income taxes payable
( 6,619 )
4,047
( 2,665 )
Changes in investment in unconsolidated investees:
Undistributed earnings
( 9,853 )
( 37,060 )
( 20,233 )
Dividends received
—
—
4,675
Net cash provided by operating activities
$
250,448
$
384,905
$
263,259
Cash flows from investing activities:
Purchase of:
Fixed income securities, available-for-sale
$
( 2,053,359 )
$
( 733,811 )
$
( 518,362 )
Equity securities
( 45,007 )
( 140,721 )
( 77,863 )
Property and equipment
( 5,889 )
( 8,310 )
( 5,768 )
Equity method investee
( 3,819 )
( 8,978 )
( 4,533 )
Other
( 5,704 )
( 11,428 )
( 12,851 )
Proceeds from sale of:
Fixed income securities, available-for-sale
53,300
63,811
84,587
Equity securities
62,212
180,256
79,368
Equity method investee
686,666
—
—
Property and equipment
375
—
—
Other
2,659
7,605
4,328
Proceeds from call or maturity of:
Fixed income, available-for-sale
1,393,674
376,750
283,107
Net purchase of short-term investments
( 36,229 )
—
—
Net cash provided by (used in) investing activities
$
48,879
$
( 274,826 )
$
( 167,987 )
Cash flows from financing activities:
Proceeds from issuance of long-term debt
$
—
$
50,000
$
—
Proceeds from stock option exercises
( 465 )
1,838
8,648
Cash dividends paid
( 364,848 )
( 135,330 )
( 87,906 )
Net cash used in financing activities
$
( 365,313 )
$
( 83,492 )
$
( 79,258 )
Net increase (decrease) in cash
$
( 65,986 )
$
26,587
$
16,014
Cash at beginning of year
88,804
62,217
46,203
Cash at end of year
$
22,818
$
88,804
$
62,217
See accompanying notes to consolidated financial statements.
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Notes to Consolidated Financial Statements
1.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A.
DESCRIPTION OF BUSINESS
RLI Corp. is an insurance holding company. References to “the Company,” “we,” “our,” “us” or like terms refer to the business of RLI Corp. and its subsidiaries. We underwrite select property and casualty insurance coverages through major subsidiaries collectively known as RLI Insurance Group. We conduct operations principally through three insurance companies. RLI Insurance Company (RLI Ins.), a subsidiary of RLI Corp. and our principal insurance subsidiary, writes multiple lines of insurance on an admitted basis in all 50 states, the District of Columbia, Puerto Rico, the Virgin Islands and Guam. Mt. Hawley Insurance Company (Mt. Hawley), a subsidiary of RLI Ins., writes excess and surplus lines insurance on a non-admitted basis in all 50 states, the District of Columbia, Puerto Rico, the Virgin Islands and Guam. Contractors Bonding and Insurance Company (CBIC), a subsidiary of RLI Ins., writes multiple lines of insurance on an admitted basis in all 50 states and the District of Columbia.
B.
PRINCIPLES OF CONSOLIDATION AND BASIS OF PRESENTATION
The accompanying consolidated financial statements were prepared in conformity with generally accepted accounting principles in the United States of America (GAAP), which differ in some respects from those followed in reports to insurance regulatory authorities. The consolidated financial statements include the accounts of our holding company and our subsidiaries. Intercompany balances and transactions have been eliminated. Certain reclassifications were made to 2021 and 2020 to conform to the classifications used in the current year. The Company has evaluated subsequent events through the date these consolidated financial statements were issued. There were no subsequent events requiring adjustment to the financial statements or disclosure.
C.
ADOPTED ACCOUNTING STANDARDS
No new accounting standards applicable in 2022 materially impacted our financial statements.
D.
PROSPECTIVE ACCOUNTING STANDARDS
There are no prospective accounting standards which would have a material impact on our financial statements as of December 31, 2022.
E.
INVESTMENTS
Equity securities are carried at fair value with unrealized gains and losses recorded within net earnings. Investments in fixed income securities are classified into one of three categories: trading, held-to-maturity or available-for-sale. All of our fixed income securities are classified as available-for-sale and reported at fair value. Unrealized gains and losses on these securities are excluded from net earnings but are recorded as a separate component of comprehensive earnings and shareholders’ equity, net of deferred income taxes.
Interest on fixed maturities and short-term investments is credited to earnings on an accrual basis. Premiums and discounts are amortized or accreted over the lives of the related fixed maturities. Dividends on equity securities are credited to earnings on the ex-dividend date. Realized gains and losses on disposition of investments are based on specific identification of the investments sold on the settlement date.
F.
CASH, SHORT-TERM INVESTMENTS AND OTHER INVESTED ASSETS
Cash consists of uninvested balances in bank accounts. Short-term investments consist of investments with original maturities of 90 days or less, primarily AAA-rated government money market funds. Short-term investments are carried at cost. Other invested assets include investments in low-income housing tax credit partnerships (LIHTC), membership in the Federal Home Loan Bank of Chicago (FHLBC) and investments in private funds. Our LIHTC investments are carried at amortized cost, and our investment in FHLBC stock is carried at cost. Due to the nature of cash, the LIHTCs and our membership in the FHLBC, their carrying amounts approximate fair value. The private funds are carried at fair value, using each investment’s net asset value.
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G.
REINSURANCE
Ceded unearned premiums and reinsurance balances recoverable on unpaid losses and settlement expenses are reported separately as an asset, rather than being netted with the related liability, since reinsurance does not relieve the Company of our liability to policyholders. Such balances are subject to the credit risk associated with the individual reinsurer. We continually monitor the financial condition of our reinsurers and actively follow up on any past due or disputed amounts. As part of our monitoring efforts, we review reinsurers’ annual financial statements and SEC filings for those that are publicly traded. We also review insurance industry developments that may impact the financial condition of our reinsurers. We analyze the credit risk associated with our reinsurance balances recoverable by monitoring the AM Best and S&P ratings of our reinsurers. In addition, we subject our reinsurance recoverables to detailed recoverability tests, including a segment-based analysis using the average default rating percentage by S&P rating, which assists the Company in assessing the sufficiency of its allowance. Additionally, we perform an in-depth reinsurer financial condition analysis prior to the renewal of our reinsurance placements.
Our policy is to charge to earnings, in the form of an allowance, an estimate of unrecoverable amounts from reinsurers. This allowance is reviewed on an ongoing basis to ensure that the amount makes a reasonable provision for reinsurance balances that we may be unable to recover. Once regulatory action (such as receivership, finding of insolvency, order of conservation or order of liquidation) is taken against a reinsurer, the paid and unpaid recoverable for the reinsurer are specifically identified and written off through the use of our allowance for estimated unrecoverable amounts from reinsurers. When we write-off such a balance, it is done in full. We then re-evaluate the remaining allowance and determine whether the balance is sufficient and, if needed, an additional allowance is recognized.
H.
POLICY ACQUISITION COSTS
We defer incremental direct costs that relate to the successful acquisition of new or renewal insurance contracts, including commissions and premium taxes. Acquisition-related costs may be deemed ineligible for deferral when they are based on contingent or performance criteria beyond the basic acquisition of the insurance contract or when efforts to obtain or renew the insurance contract are unsuccessful. All eligible costs are capitalized and charged to expense in proportion to premium revenue recognized. The method followed in computing deferred policy acquisition costs limits the amount of such deferred costs to their estimated realizable value. This process contemplates the premiums to be earned, anticipated losses and settlement expenses and certain other costs expected to be incurred, but does not consider investment income. Judgments as to the ultimate recoverability of such deferred costs are reviewed on a segment basis and are highly dependent upon estimated future loss costs associated with the premiums written. This deferral methodology applies to both gross and ceded premiums and acquisition costs.
I.
PROPERTY AND EQUIPMENT
Property and equipment are presented at cost less accumulated depreciation and are depreciated on a straight-line basis for financial statement purposes over periods ranging from 3 to 10 years for equipment and up to 30 years for buildings and improvements.
J.
INVESTMENTS IN UNCONSOLIDATED INVESTEES
Our investments accounted for under the equity method are primarily related to Maui Jim, Inc. (Maui Jim) and Prime Holdings Insurance Services, Inc. (Prime). We owned 40 percent interest in the equity and earnings of Maui Jim, a manufacturer of high-quality sunglasses, but sold our interest in 2022. See note 13 for more information on the sale. We carried this investment at the holding company level as it was not core to our insurance operations. Our investment in Maui Jim was $ 113.1 million at December 31, 2021. In 2022, we recorded $ 0.4 million in investee earnings for Maui Jim, compared to $ 22.8 million in 2021 and $ 10.4 million in 2020.
As of December 31, 2022, we had a 23 percent interest in the equity and earnings of Prime. Prime writes business through two Illinois domiciled insurance carriers, Prime Insurance Company, an excess and surplus lines company, and Prime Property and Casualty Insurance Inc., an admitted insurance company. Our investment in Prime was $ 46.9 million at December 31, 2022 and $ 47.2 million at December 31, 2021. The decrease was due to the recognition of our share of Prime’s other comprehensive losses, brought on by the impact of rising interest rates on Prime’s fixed income portfolio. In 2022, we recorded $ 13.0 million in investee earnings for Prime, compared to $ 17.0 million in 2021 and $ 10.8 million in 2020. Additionally, we maintain a quota share reinsurance treaty with Prime, which contributed $ 20.6 million of gross premiums written and $ 22.6 million of net premiums earned during 2022, compared to $ 22.2 million of gross premiums written and $ 19.1 million of net premiums earned during 2021 and $ 15.7 million of gross premiums written and $ 14.3 million of net premiums earned during 2020. The increase in net premiums earned reflected growth in written premium from Prime.
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Our equity method investments recorded net income of $ 58.8 million in 2022, $ 125.3 million in 2021 and $ 70.4 million in 2020. Additional summarized financial information for our equity method investments as of 2022 and 2021 is outlined in the following table:
(in millions)
2022
2021
Total assets
$
906.4
$
1,172.6
Total liabilities
689.9
687.8
Total equity
216.5
484.8
Approximately $ 51.6 million of undistributed earnings from our equity method investees were included in our retained earnings as of December 31, 2022. We did no t receive any dividends from our equity method investees during 2022 or 2021, while $ 4.7 million of dividends were received in 2020.
We perform annual impairment reviews of our investments in unconsolidated investees, which take into consideration current valuation and operating results. Based upon the most recent reviews, the assets were not impaired.
K.
GOODWILL AND INTANGIBLE ASSETS
The composition of goodwill and intangibles at December 31, 2022 and 2021, is detailed in the following table:
(in thousands)
2022
2021
Goodwill
Surety
$
40,816
$
40,816
Casualty
5,246
5,246
Total goodwill
$
46,062
$
46,062
Indefinite-lived intangibles
$
7,500
$
7,500
Total goodwill and intangibles
$
53,562
$
53,562
As the amortization of goodwill and indefinite-lived intangible assets is not permitted, the assets are tested for impairment on an annual basis, or earlier if there is reason to suspect that their values may have been diminished or impaired. Annual impairment testing was performed on each of our goodwill and indefinite-lived intangible assets during 2022. Based upon these reviews, our goodwill and state insurance license indefinite-lived intangible asset were not impaired. In addition, as of December 31, 2022, there were no triggering events on goodwill and intangible assets that would suggest an updated review was necessary.
L.
UNPAID LOSSES AND SETTLEMENT EXPENSES
The liability for unpaid losses and settlement expenses represents estimates of amounts needed to pay reported and unreported claims and related expenses. The estimates are based on certain actuarial and other assumptions related to the ultimate cost to settle such claims. Such assumptions are subject to occasional changes due to evolving economic, social and political conditions. All estimates are periodically reviewed and, as experience develops and new information becomes known, the reserves are adjusted as necessary. Such adjustments are reflected in the results of operations in the period in which they are determined. Due to the inherent uncertainty in estimating reserves for losses and settlement expenses, there can be no assurance that the ultimate liability will not exceed recorded amounts. If actual liabilities do exceed recorded amounts, there will be an adverse effect. Furthermore, we may determine that recorded reserves are more than adequate to cover expected losses, which would lead to a reduction in our reserves.
M.
INSURANCE REVENUE RECOGNITION
Insurance premiums are recognized ratably over the term of the contracts, net of ceded reinsurance. Our policies are short-term in nature and premium is generally earned over a one-year period. Unearned premiums are calculated on a monthly pro rata basis.
N.
INCOME TAXES
We file a consolidated federal income tax return. Federal income taxes are accounted for using the asset and liability method under which deferred income taxes are recognized for the tax consequences of temporary differences by applying enacted statutory tax rates applicable to future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, operating losses and tax credit carry forwards. The effect on deferred taxes for a change in tax rates is recognized in income in the period that includes the enactment date. Deferred tax assets are reduced by a valuation allowance if it is more likely than not that all or some of the deferred tax assets will not be realized.
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We consider uncertainties in income taxes and recognize those in our financial statements as required. As it relates to uncertainties in income taxes, our unrecognized tax benefits, including interest and penalty accruals, are not considered material to the consolidated financial statements. Also, no tax uncertainties are expected to result in significant increases or decreases to unrecognized tax benefits within the next 12-month period. Penalties and interest related to income tax uncertainties, should they occur, would be included in income tax expense in the period in which they are incurred.
As an insurance company, we are subject to minimal state income tax liabilities. Since the majority of our income on a state basis is from insurance operations, we pay premium taxes, which are calculated as a percentage of gross premiums written in lieu of state income taxes. Premium taxes are a component of policy acquisition costs.
O.
EARNINGS PER SHARE
Basic earnings per share (EPS) is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the dilution that could occur if securities or other contracts to issue common stock or common stock equivalents were exercised or converted into common stock. When inclusion of these items increases the earnings per share or reduces the loss per share, the effect on earnings is anti-dilutive. Under these circumstances, the diluted net earnings or net loss per share is computed excluding these items. The following represents a reconciliation of the numerator and denominator of the basic and diluted EPS computations contained in the consolidated financial statements:
Weighted Average
Income
Shares
Per Share
(in thousands, except per share data)
(Numerator)
(Denominator)
Amount
For the year ended December 31, 2022
Basic EPS
Income available to common shareholders
$
583,411
45,368
$
12.86
Stock options
—
426
Diluted EPS
Income available to common shareholders and assumed conversions
$
583,411
45,794
$
12.74
Anti-dilutive options excluded from diluted EPS
295
For the year ended December 31, 2021
Basic EPS
Income available to common shareholders
$
279,354
45,230
$
6.18
Stock options
—
482
Diluted EPS
Income available to common shareholders and assumed conversions
$
279,354
45,712
$
6.11
Anti-dilutive options excluded from diluted EPS
214
For the year ended December 31, 2020
Basic EPS
Income available to common shareholders
$
157,091
45,000
$
3.49
Stock options
—
376
Diluted EPS
Income available to common shareholders and assumed conversions
$
157,091
45,376
$
3.46
Anti-dilutive options excluded from diluted EPS
384
P.
COMPREHENSIVE EARNINGS
Our comprehensive earnings include net earnings plus after-tax unrealized gains and losses on our available-for-sale fixed income portfolio. In reporting the components of comprehensive earnings, we used the federal statutory tax rate of 21 percent. Other comprehensive income (loss), as shown in the consolidated statements of earnings and comprehensive earnings, is net of tax expense (benefit) of $( 74.1 ) million, $( 15.7 ) million and $ 14.9 million for 2022, 2021 and 2020, respectively.
The table below illustrates the changes in the balance of each component of accumulated other comprehensive earnings for each period presented in the consolidated financial statements. The changes in accumulated other comprehensive earnings also reflect adjustments from the adoption of accounting standards. The adoption of ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, necessitated a cumulative-effect adjustment in the beginning of 2020,
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which moved less than $ 0.1 million of net unrealized losses on fixed income securities from accumulated other comprehensive earnings to retained earnings.
Unrealized Gains/Losses on Available-for-Sale Securities
For the Year Ended December 31,
(in thousands)
2022
2021
2020
Beginning balance
$
49,826
$
108,714
$
52,473
Cumulative-effect adjustment of ASU 2016-13
—
—
22
Adjusted beginning balance
$
49,826
$
108,714
$
52,495
Other comprehensive earnings before reclassifications
( 281,189 )
( 57,454 )
58,986
Amounts reclassified from accumulated other comprehensive earnings
2,287
( 1,434 )
( 2,767 )
Net current period other comprehensive earnings (loss)
$
( 278,902 )
$
( 58,888 )
$
56,219
Ending balance
$
( 229,076 )
$
49,826
$
108,714
Balance of securities for which an allowance for credit losses has not been recognized in net earnings
$
1,693
$
124
$
470
Credit losses or the sale of an available-for-sale security resulted in amounts being reclassified from accumulated other comprehensive earnings to current period net earnings. The effects of reclassifications out of accumulated other comprehensive earnings by the respective line items of net earnings are presented in the following table.
Amount Reclassified from Accumulated Other Comprehensive Earnings
(in thousands)
Component of Accumulated
For the Year Ended December 31,
Affected line item in the
Other Comprehensive Earnings
2022
2021
2020
Consolidated Statement of Earnings
Unrealized gains and losses on available-for-sale securities
$
( 2,997 )
$
1,859
$
3,872
Net realized gains
102
( 44 )
( 369 )
Credit losses presented within net realized gains
$
( 2,895 )
$
1,815
$
3,503
Earnings before income taxes
608
( 381 )
( 736 )
Income tax expense
$
( 2,287 )
$
1,434
$
2,767
Net earnings
Q.
FAIR VALUE DISCLOSURES
Fair value is defined as the price in the principal market that would be received for an asset to facilitate an orderly transaction between market participants on the measurement date. We determined the fair value of certain financial instruments based on their underlying characteristics and relevant transactions in the marketplace. We maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.
The following are the levels of the fair value hierarchy and a brief description of the type of valuation inputs that are used to establish each level. Financial assets are classified based upon the lowest level of significant input that is used to determine fair value.
Level 1 is applied to valuations based on readily available, unadjusted quoted prices in active markets for identical assets.
Level 2 is applied to valuations based upon quoted prices for similar assets in active markets, quoted prices for identical or similar assets in inactive markets; or valuations based on models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates, loss severities) or can be corroborated by observable market data.
Level 3 is applied to valuations that are derived from techniques in which one or more of the significant inputs are unobservable.
As a part of management’s process to determine fair value, we utilize widely recognized, third-party pricing sources to determine our fair values. We have obtained an understanding of the third-party pricing sources’ valuation methodologies and inputs. The following is a description of the valuation techniques used for financial assets that are measured at fair value, including the general classification of such assets pursuant to the fair value hierarchy.
Corporate, Agencies, Government and Municipal Bonds: The pricing vendor employs a multi-dimensional model which uses standard inputs including (listed in approximate order of priority for use) benchmark yields, reported trades, broker/dealer quotes,
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issuer spreads, two-sided markets, benchmark securities, market bids/offers and other reference data. The pricing vendor also monitors market indicators, as well as industry and economic events. All bonds valued using these techniques are classified as Level 2. All Corporate, Agencies, Government and Municipal securities are deemed Level 2.
Mortgage-backed Securities (MBS)/Collateralized Mortgage-backed Securities (CMBS) and Asset-backed Securities (ABS): The pricing vendor evaluation methodology includes principally interest rate movements and new issue data. Evaluation of the tranches (nonvolatile, volatile or credit sensitivity) is based on the pricing vendors’ interpretation of accepted modeling and pricing conventions. This information is then used to determine the cash flows for each tranche, benchmark yields, pre-payment assumptions and to incorporate collateral performance. To evaluate MBS and CMBS volatility, an option adjusted spread model is used in combination with models that simulate interest rate paths to determine market price information. This process allows the pricing vendor to obtain evaluations of a broad universe of securities in a way that reflects changes in yield curve, index rates, implied volatility, mortgage rates and recent trade activity. MBS/CMBS and ABS with corroborated, observable inputs are classified as Level 2. All of our MBS/CMBS and ABS are deemed Level 2.
Regulation D Private Placement Securities: All Regulation D privately placed bonds are classified as corporate securities and deemed Level 3. The pricing vendor evaluation methodology for these securities includes a combination of observable and unobservable inputs. Observable inputs include public corporate spread matrices classified by sector, rating and average life, as well as investment and non-investment grade matrices created from fixed income indices. Unobservable inputs include a liquidity spread premium calculated based on public corporate spread and private corporate spread matrices. The quantitative detail of the liquidity spread premium is neither provided nor reasonably available to the Company.
For all of our fixed income securities classified as Level 2, we periodically conduct a review to assess the reasonableness of the fair values provided by our pricing services. Our review consists of a two-pronged approach. First, we compare prices provided by our pricing services to those provided by an additional source. In some cases, we obtain prices from securities brokers and compare them to the prices provided by our pricing services. If discrepancies are found in our comparisons, we compare our prices to actual reported trade data for like securities. No changes to the fair values supplied by our pricing services have occurred as a result of our reviews. Based on these assessments, we have determined that the fair values of our Level 2 fixed income securities provided by our pricing services are reasonable.
Equity Securities: As of December 31, 2022, nearly all of our equity holdings were traded on an exchange. Exchange traded equities have readily observable price levels and are classified as Level 1 (fair value based on quoted market prices). Equity securities not traded on an exchange, for which pricing is provided by a third-party pricing source using observable inputs, are classified as Level 2. Equity securities not traded on an exchange and that rely on one or more unobservable inputs in pricing are classified as Level 3.
Due to the relatively short-term nature of cash, short-term investments, accounts receivable and accounts payable, their carrying amounts are reasonable estimates of fair value. Our investments in private funds, classified as other invested assets, are measured using the investments’ net asset value per share and are not categorized within the fair value hierarchy. The fair value of our long-term debt is discussed further in note 4.
R.
SHARE-BASED COMPENSATION
We expense the estimated fair value of employee stock options and similar awards. We measure compensation cost for awards of equity instruments to employees based on the grant-date fair value of those awards and recognize compensation expense over the service period that the awards are expected to vest. The tax effects related to share-based payments are made through net earnings. See note 8 for further discussion and related disclosures regarding stock options.
S.
RISKS AND UNCERTAINTIES
Certain risks and uncertainties are inherent in our day-to-day operations and in the process of preparing our consolidated financial statements. The more significant risks and uncertainties, as well as our attempt to mitigate, quantify and minimize such risks, are presented below and throughout the notes to the consolidated financial statements.
Insurance Risks
We compete with a large number of other companies in our selected lines of business. During periods of intense competition for premium, we are vulnerable to the actions of other companies who may seek to write business without the appropriate regard for risk and profitability. The insurance industry is often highly competitive, which can make it difficult to grow or maintain premium volume
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without sacrificing underwriting discipline and income. Our profitability can be significantly affected by the ability of our underwriters to accurately select and price risk and our claim personnel to appropriately deliver fair outcomes. We attempt to mitigate this risk by incentivizing our underwriters to maximize underwriting profit and remain disciplined in pricing and selecting risks. If we are unable to compete effectively in the markets in which we operate or expand our operations into new markets, our underwriting revenues may decline, as well as overall business results.
Our loss reserves are based on estimates and may be inadequate to cover our actual insured losses, which would negatively impact our profitability. As of December 31, 2022, we had $ 2.3 billion of gross loss and LAE reserves. Significant periods of time often elapse between the occurrence of an insured loss, the reporting of the loss to the Company and our payment of that loss. As part of the reserving process, we review historical data and consider the impact of various factors such as trends in claim frequency and severity, emerging economic and social trends, inflation and changes in the regulatory and litigation environments. If the actual amount of insured losses is greater than the amount we have reserved for these losses, our profitability would suffer.
Catastrophe Exposures
Our insurance coverages include exposure to catastrophic events. We monitor all catastrophe exposures by quantifying our exposed policy limits in each region and by using computer-assisted modeling techniques. Additionally, we limit our risk to such catastrophes through restraining the total policy limits written in each region and by purchasing reinsurance. Our major catastrophe exposure is to losses caused by earthquakes, primarily on the West Coast, and windstorms to commercial properties throughout the Gulf and East Coast, as well as to homes we insure in Hawaii. Our catastrophe reinsurance treaty renewed on January 1, 2022. We purchased limits of $ 600 million in excess of $ 25 million first-dollar retention for earthquakes in California, $ 625 million in excess of a $ 25 million first-dollar retention for earthquakes outside of California and $ 475 million in excess of a $ 25 million first-dollar retention for all other perils, including wind. These amounts were subject to certain co-participations by the Company on losses in excess of the $ 25 million retentions. On May 1, 2022, we purchased $ 150 million of additional catastrophe reinsurance protection on top of the previously described coverage, to support growth in our catastrophe-exposed business. This increased the limits to $ 750 million for earthquakes in California, $ 775 million for earthquakes outside of California and $ 625 million for all other perils, including wind, all of which were still subject to $ 25 million first-dollar retentions and certain co-participations in excess of the retentions.
Our catastrophe reinsurance treaty renewed on January 1, 2023. We purchased reinsurance protections of $ 700 million in excess of $ 25 million first-dollar retention for earthquakes in California and $ 700 million in excess of a $ 50 million first-dollar retention for earthquakes outside of California. For other catastrophe events, such as hurricanes, we purchased reinsurance protection of $ 600 million in excess of a $ 50 million first dollar retention. These amounts are subject to certain co-participations by the Company on losses in excess of the retentions. We actively manage our catastrophe program to keep our net retention in line with risk tolerances and to optimize the risk/return trade off.
Environmental Exposures
We are subject to environmental claims and exposures primarily through our commercial excess, general liability and discontinued assumed casualty reinsurance lines of business. Although exposure to environmental claims exists in these lines of business, we seek to mitigate or control the extent of this exposure on the vast majority of this business. Our policies include pollution exclusions that have been continually updated to further strengthen them and our policies primarily cover moderate hazard risks.
We offer coverage for low to moderate environmental liability exposures for small contractors and asbestos and mold remediation specialists. We also provide limited coverage for individually underwritten underground storage tanks. The overall exposure is mitigated by focusing on smaller risks with low to moderate exposures. Risks that have large-scale exposures are avoided including petrochemical, chemical, mining, manufacturers and other risks that might be exposed to superfund sites. This business is covered under our casualty ceded reinsurance treaties.
We made loss and settlement expense payments on environmental liability claims and have loss and settlement expense reserves for others. We include this historical environmental loss experience with the remaining loss experience in the applicable line of business to project ultimate incurred losses and settlement expenses as well as related incurred but not reported (IBNR) loss and settlement expense reserves.
Although historical experience on environmental claims may not accurately reflect future environmental exposures, we used this experience to record loss and settlement expense reserves in the exposed lines of business. See further discussion of environmental exposures in note 6.
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Reinsurance
Reinsurance does not discharge the Company from our primary liability to policyholders, and to the extent that a reinsurer is unable to meet its obligations, we would be liable. We continuously monitor the financial condition of prospective and existing reinsurers. As a result, we purchase reinsurance from a number of financially strong reinsurers. We provide an allowance for reinsurance balances deemed uncollectible. See further discussion of reinsurance exposures in note 5.
Investment Risk
Our investment portfolio is subject to market, credit and interest rate risks. The equity portfolio will fluctuate with movements in the overall stock market. While the equity portfolio has been constructed to have lower downside risk than the market, the portfolio is positively correlated with movements in domestic stocks. The bond portfolio is affected by interest rate changes and movement in credit spreads. We attempt to mitigate our interest rate and credit risks by constructing a well-diversified portfolio with high-quality securities with varied maturities. Downturns in the financial markets could have a negative effect on our portfolio. However, we attempt to manage this risk through asset allocation, duration and security selection.
Liquidity Risk
Liquidity is essential to our business and a key component of our concept of asset-liability matching. Our liquidity may be impaired by an inability to collect premium receivable or reinsurance recoverable balances in a timely manner, an inability to sell assets or redeem our investments, an inability to access funds from our insurance subsidiaries, unforeseen outflows of cash or large claim payments or an inability to access debt or equity capital markets. This situation may arise due to circumstances that we may be unable to control, such as a general market disruption, an operational problem that affects third parties or the Company, or even by the perception among market participants that we, or other market participants, are experiencing greater liquidity risk.
Our credit ratings are important to our liquidity. A reduction in our credit ratings could adversely affect our liquidity and competitive position by increasing our borrowing costs or limiting our access to the capital markets.
Financial Statements
The preparation of the accompanying consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions about future events. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenues and expenses. The most significant of these amounts is the liability for unpaid losses and settlement expenses. Other estimates include investment valuation, the allowance for credit losses on fixed income securities, the collectability of reinsurance balances, recoverability of deferred tax assets and deferred policy acquisition costs. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. Although recorded estimates are supported by actuarial computations and other supportive data, the estimates are ultimately based on our expectations of future events. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in those estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements in future periods.
External Factors
Our insurance subsidiaries are highly regulated by the state in which they are incorporated and by the states in which they do business. Such regulations, among other things, limit the amount of dividends, impose restrictions on the amount and types of investments and regulate rates and forms insurers may charge for various coverages. We are also subject to insolvency and guaranty fund assessments for various programs designed to ensure policyholder indemnification. We generally accrue an assessment during the period in which it becomes probable that a liability has been incurred from an insolvency and the amount of the related assessment can be reasonably estimated.
The National Association of Insurance Commissioners (NAIC) has developed Property and Casualty Risk-Based Capital (RBC) standards that relate an insurer’s reported statutory surplus to the risks inherent in its overall operations. The RBC formula uses the statutory annual statement to calculate the minimum indicated capital level to support investment and underwriting risk. The NAIC model law calls for various levels of regulatory action based on the magnitude of an indicated RBC capital deficiency, if any. We regularly monitor our subsidiaries’ internal capital requirements and the NAIC’s RBC developments. As of December 31, 2022, we
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determined that our capital levels are well in excess of the minimum capital requirements for all RBC action levels and that our capital levels are sufficient to support the level of risk inherent in our operations. See note 9 for further discussion of statutory information and related insurance regulatory restrictions.
In addition, ratings are a critical factor in establishing the competitive position of insurance companies. Our insurance companies are rated by AM Best, S&P and Moody’s. Their ratings reflect their opinions of an insurance company’s and an insurance holding company’s financial strength, operating performance, strategic position and ability to meet its obligations to policyholders.
2.
INVESTMENTS
Our investments are primarily composed of fixed income debt securities and common stock equity securities. All of our debt securities are classified as available-for-sale, which are carried at fair value. Our equity portfolio consists of common stocks and exchange traded funds (ETF), which are carried at fair value.
A summary of net investment income is as follows:
(in thousands)
2022
2021
2020
Interest on fixed income securities
$
77,164
$
60,624
$
59,755
Dividends on equity securities
11,912
11,787
9,728
Interest on cash, short-term investments and other invested assets
2,467
2,639
3,379
Gross investment income
$
91,543
$
75,050
$
72,862
Less investment expenses
( 5,465 )
( 6,188 )
( 4,969 )
Net investment income
$
86,078
$
68,862
$
67,893
Pretax net realized gains (losses) and net changes in unrealized gains (losses) on investments for the years ended December 31 are summarized below.
(in thousands)
2022
2021
2020
Net realized gains (losses):
Fixed income:
Available-for-sale
$
( 2,997 )
$
1,859
$
3,872
Equity securities
20,287
62,512
15,796
Investment in unconsolidated investees
570,952
( 61 )
( 187 )
Other
273
( 88 )
( 1,596 )
Total net realized gains (losses)
$
588,515
$
64,222
$
17,885
Net changes in unrealized gains (losses) on investments:
Equity securities
$
( 118,912 )
$
58,459
$
32,317
Other invested assets
( 2,125 )
6,799
( 216 )
Total unrealized gains (losses) on equity securities recognized in net earnings
$
( 121,037 )
$
65,258
$
32,101
Fixed income:
Available-for-sale
$
( 341,944 )
$
( 71,538 )
$
67,350
Investment in unconsolidated investees
( 10,994 )
( 3,047 )
3,444
Other
( 102 )
44
369
Total unrealized gains (losses) recognized in other comprehensive earnings
$
( 353,040 )
$
( 74,541 )
$
71,163
Net realized gains (losses) and changes in unrealized gains (losses) on investments
$
114,438
$
54,939
$
121,149
The change in unrealized gain (loss) position was due to an increase in interest rates, decreasing the fair value of fixed income securities, as well as a decline in equity market returns during the year.
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The following is a summary of the disposition of fixed income securities and equities for the years ended December 31, with separate presentations for sales and calls/maturities:
SALES
Gross Realized
Net Realized
(in thousands)
Proceeds
Gains
Losses
Gain (Loss)
2022
Available-for-sale
$
51,355
$
287
$
( 2,849 )
$
( 2,562 )
Equities
62,212
21,623
( 1,336 )
20,287
2021
Available-for-sale
$
65,262
$
2,161
$
( 815 )
$
1,346
Equities
180,256
64,298
( 1,786 )
62,512
2020
Available-for-sale
$
84,697
$
5,454
$
( 1,777 )
$
3,677
Equities
79,368
25,338
( 9,542 )
15,796
CALLS/MATURITIES
Gross Realized
Net Realized
(in thousands)
Proceeds
Gains
Losses
Gain (Loss)
2022
Available-for-sale
$
1,393,704
$
196
$
( 55 )
$
141
2021
Available-for-sale
$
376,751
$
638
$
( 125 )
$
513
2020
Available-for-sale
$
283,107
$
821
$
( 27 )
$
794
FAIR VALUE MEASUREMENTS
Assets measured at fair value on a recurring basis as of December 31, 2022 and 2021, are summarized below:
2022
Quoted in Active
Significant Other
Significant
Markets for
Observable
Unobservable
Identical Assets
Inputs
Inputs
(in thousands)
(Level 1)
(Level 2)
(Level 3)
Total
Fixed income securities - available-for-sale
U.S. government
$
—
$
454,021
$
—
$
454,021
U.S. agency
—
73,063
—
73,063
Non-U.S. government & agency
—
5,847
—
5,847
Agency MBS
—
331,806
—
331,806
ABS/CMBS/MBS*
—
240,736
—
240,736
Corporate
—
980,676
53,654
1,034,330
Municipal
—
527,147
—
527,147
Total fixed income securities - available-for-sale
$
—
$
2,613,296
$
53,654
$
2,666,950
Equity securities
496,731
39
1,612
498,382
Total
$
496,731
$
2,613,335
$
55,266
$
3,165,332
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
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2021
Quoted in Active
Significant Other
Significant
Markets for
Observable
Unobservable
Identical Assets
Inputs
Inputs
(in thousands)
(Level 1)
(Level 2)
(Level 3)
Total
Fixed income securities - available-for-sale
U.S. government
$
—
$
134,554
$
—
$
134,554
U.S. agency
—
32,760
—
32,760
Non-U.S. government & agency
—
8,481
—
8,481
Agency MBS
—
367,187
—
367,187
ABS/CMBS/MBS*
—
264,054
—
264,054
Corporate
—
913,577
43,518
957,095
Municipal
—
645,756
—
645,756
Total fixed income securities - available-for-sale
$
—
$
2,366,369
$
43,518
$
2,409,887
Equity securities
613,712
64
—
613,776
Total
$
613,712
$
2,366,433
$
43,518
$
3,023,663
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
The following table summarizes changes in the balance of Regulation D private placement securities whose fair value was measured using significant unobservable inputs (Level 3).
(in thousands)
Level 3 Securities
Balance as of January 1, 2022
$
43,518
Net realized and unrealized gains (losses)
Included in net earnings as a part of:
Net investment income
( 693 )
Net realized gains
( 432 )
Included in other comprehensive earnings
( 7,291 )
Total net realized and unrealized gains (losses)
$
( 8,416 )
Purchases
21,261
Transfers out of Level 3
( 1,097 )
Balance as of December 31, 2022
$
55,266
Change in unrealized gains (losses) during the period for Level 3 assets held at period-end - included in net realized gains
$
( 432 )
Change in unrealized gains (losses) during the period for Level 3 assets held at period-end - included in other comprehensive earnings
$
( 7,291 )
The amortized cost and estimated fair value of fixed income securities at December 31, 2022, by contractual maturity, are shown as follows:
(in thousands)
Amortized Cost
Fair Value
Due in one year or less
$
332,951
$
331,761
Due after one year through five years
916,676
873,530
Due after five years through 10 years
522,104
474,025
Due after 10 years
523,729
415,092
ABS/CMBS/MBS*
649,813
572,542
Total available-for-sale
$
2,945,273
$
2,666,950
* Asset-backed, commercial mortgage-backed and mortgage-backed securities
Expected maturities may differ from contractual maturities due to call provisions on some existing securities.
The amortized cost and fair value of available-for-sale securities at December 31, 2022 and 2021 are presented in the tables below. Amortized cost does not include the $ 20.2 million and $ 16.4 million of accrued interest receivable as of December 31, 2022 and 2021, respectively.
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2022
Allowance
Gross
Gross
Amortized
for Credit
Unrealized
Unrealized
(in thousands)
Cost
Losses
Gains
Losses
Fair Value
U.S. government
$
462,884
$
—
$
8
$
( 8,871 )
$
454,021
U.S. agency
75,074
—
26
( 2,037 )
73,063
Non-U.S. government & agency
6,798
—
—
( 951 )
5,847
Agency MBS
373,687
—
336
( 42,217 )
331,806
ABS/CMBS/MBS*
276,126
( 8 )
62
( 35,444 )
240,736
Corporate
1,122,097
( 331 )
541
( 87,977 )
1,034,330
Municipal
628,607
—
1,265
( 102,725 )
527,147
Total fixed income
$
2,945,273
$
( 339 )
$
2,238
$
( 280,222 )
$
2,666,950
2021
Allowance
Gross
Gross
Amortized
for Credit
Unrealized
Unrealized
(in thousands)
Cost
Losses
Gains
Losses
Fair Value
U.S. government
$
127,752
$
—
$
6,846
$
( 44 )
$
134,554
U.S. agency
30,403
—
2,374
( 17 )
32,760
Non-U.S. government & agency
8,297
—
338
( 154 )
8,481
Agency MBS
362,861
—
9,277
( 4,951 )
367,187
ABS/CMBS/MBS*
264,273
—
2,120
( 2,339 )
264,054
Corporate
925,394
( 441 )
37,247
( 5,105 )
957,095
Municipal
627,287
—
22,750
( 4,281 )
645,756
Total fixed income
$
2,346,267
$
( 441 )
$
80,952
$
( 16,891 )
$
2,409,887
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
Asset-Backed, Commercial Mortgage-Backed and Mortgage-Backed Securities
Eighty-three percent of our collateralized securities carry the highest credit rating by one or more major rating agencies and continue to pay according to contractual terms.
For all fixed income securities at an unrealized loss at December 31, 2022, we believe it is probable that we will receive all contractual payments in the form of principal and interest. In addition, we are not required to, nor do we intend to, sell these investments prior to recovering the entire amortized cost basis of each security, which may be at maturity.
Municipal Bonds
As of December 31, 2022, approximately 46 percent of the municipal fixed income securities in the investment portfolio were general obligations of state and local governments and the remaining 54 percent were revenue based. Eighty-eight percent of our municipal fixed income securities were rated AA or better while 99 percent were rated A or better.
ALLOWANCE FOR CREDIT LOSSES AND UNREALIZED LOSSES ON FIXED INCOME SECURITIES
A reversible allowance for credit losses is required to be recognized on available-for-sale fixed income securities. Available-for-sale securities in the fixed income portfolio are subjected to several criteria to determine if those securities should be included in the allowance for expected credit loss evaluation, including:
● Changes in technology that may impair the earnings potential of the investment,
● The discontinuance of a segment of business that may affect future earnings potential,
● Reduction of or non-payment of interest and/or principal,
● Specific concerns related to the issuer’s industry or geographic area of operation,
● Significant or recurring operating losses, poor cash flows and/or deteriorating liquidity ratios and
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● Downgrades in credit quality by a major rating agency.
If changes in interest rates and credit spreads do not reasonably explain the unrealized loss for an available-for-sale security, or if any of the criteria above indicate a potential credit loss, the security is subjected to a discounted cash flow analysis. Inputs into the discounted cash flow analysis include prepayment assumptions for structured securities, default rates and recoverability rates based on credit rating. The allowance for any security is limited to the amount that the fair value is below amortized cost. As of December 31, 2022, the discounted cash flow analysis resulted in an allowance for credit losses on 14 securities. The following table presents changes in the allowance for expected credit losses on available-for-sale securities:
(in thousands)
2022
2021
Beginning balance
$
441
$
397
Increase to allowance from securities for which credit losses were not previously recorded
337
4
Reduction from securities sold during the period
( 671 )
( 4 )
Net increase (decrease) from securities that had an allowance at the beginning of the period
232
44
Ending balance
$
339
$
441
Net realized gains included $ 0.1 million of losses on fixed income securities for which we no longer had the intent to hold until recovery and for which the cost basis was written down to fair value. No such losses were recognized in 2021. All fixed income securities continue to pay the expected coupon payments. We believe we will recover the amortized cost basis of available-for-sale securities that remain in an unrealized loss position.
As of December 31, 2022, in addition to the securities included in the allowance for credit losses, the fixed income portfolio contained 1,473 securities with an unrealized loss position for which an allowance for credit losses had not been recorded. The $ 280.2 million in associated unrealized losses represents 9.5 percent of the fixed income portfolio’s cost basis and 8.6 percent of total invested assets. Isolated to these securities, unrealized losses at the end of 2022 increased compared to the previous year due to increasing interest rates which reduce the fair value of fixed income securities. Of the total 1,473 securities, 518 have been in an unrealized loss position for 12 consecutive months or longer. The following table illustrates the total value of fixed income securities that were in an unrealized loss position as of December 31, 2022 and 2021. All fixed income securities continue to pay the expected coupon payments and we believe we will recover the amortized cost basis of available-for-sale securities that remain in an unrealized loss position.
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December 31, 2022
December 31, 2021
12 Mos.
12 Mos.
(in thousands)
< 12 Mos.
& Greater
Total
< 12 Mos.
& Greater
Total
U.S. government
Fair value
$
399,361
$
8,828
$
408,189
$
2,942
$
—
$
2,942
Amortized cost
407,340
9,720
417,060
2,986
—
2,986
Unrealized loss
$
( 7,979 )
$
( 892 )
$
( 8,871 )
$
( 44 )
$
—
$
( 44 )
U.S. agency
Fair value
$
32,987
$
2,170
$
35,157
$
1,498
$
—
$
1,498
Amortized cost
34,627
2,567
37,194
1,515
—
1,515
Unrealized loss
$
( 1,640 )
$
( 397 )
$
( 2,037 )
$
( 17 )
$
—
$
( 17 )
Non-U.S. government & agency
Fair value
$
3,626
$
2,221
$
5,847
$
4,346
$
—
$
4,346
Amortized cost
3,798
3,000
6,798
4,500
—
4,500
Unrealized loss
$
( 172 )
$
( 779 )
$
( 951 )
$
( 154 )
$
—
$
( 154 )
Agency MBS
Fair value
$
197,252
$
117,851
$
315,103
$
102,145
$
62,669
$
164,814
Amortized cost
212,776
144,544
357,320
104,336
65,429
169,765
Unrealized loss
$
( 15,524 )
$
( 26,693 )
$
( 42,217 )
$
( 2,191 )
$
( 2,760 )
$
( 4,951 )
ABS/CMBS/MBS*
Fair value
$
96,754
$
136,149
$
232,903
$
150,997
$
3,935
$
154,932
Amortized cost
104,724
163,623
268,347
153,235
4,036
157,271
Unrealized loss
$
( 7,970 )
$
( 27,474 )
$
( 35,444 )
$
( 2,238 )
$
( 101 )
$
( 2,339 )
Corporate
Fair value
$
660,830
$
323,337
$
984,167
$
217,791
$
53,818
$
271,609
Amortized cost
697,437
374,707
1,072,144
221,010
55,704
276,714
Unrealized loss
$
( 36,607 )
$
( 51,370 )
$
( 87,977 )
$
( 3,219 )
$
( 1,886 )
$
( 5,105 )
Municipal
Fair value
$
228,827
$
204,324
$
433,151
$
162,998
$
15,037
$
178,035
Amortized cost
255,240
280,636
535,876
166,602
15,714
182,316
Unrealized loss
$
( 26,413 )
$
( 76,312 )
$
( 102,725 )
$
( 3,604 )
$
( 677 )
$
( 4,281 )
Total fixed income
Fair value
$
1,619,637
$
794,880
$
2,414,517
$
642,717
$
135,459
$
778,176
Amortized cost
1,715,942
978,797
2,694,739
654,184
140,883
795,067
Unrealized loss
$
( 96,305 )
$
( 183,917 )
$
( 280,222 )
$
( 11,467 )
$
( 5,424 )
$
( 16,891 )
*
Non-agency asset-backed, commercial mortgage-backed and mortgage-backed securities
OTHER INVESTED ASSETS
We had $ 47.9 million of other invested assets at December 31, 2022, compared to $ 50.5 million at the end of 2021. Other invested assets include investments in low-income housing tax credit (LIHTC) partnerships, membership stock in the Federal Home Loan Bank of Chicago (FHLBC) and investments in private funds. Our LIHTC investments are carried at amortized cost and our investment in FHLBC stock is carried at cost. Due to the nature of the LIHTC and our membership in the FHLBC, their carrying amounts approximate fair value. The private funds are carried at fair value, using each investments’ net asset value.
Our LIHTC interests had a balance of $ 13.5 million at December 31, 2022, compared to $ 16.6 million at December 31, 2021, and recognized a total tax benefit of $ 3.4 million during 2022, compared to $ 3.6 million during 2021 and $ 3.5 million during 2020. Our unfunded commitment for our LIHTC investments totaled $ 1.3 million at December 31, 2022 and will be paid out in installments through 2035.
Our investments in private funds totaled $ 28.4 million at December 31, 2022, compared to $ 28.6 million at December 31, 2021, and we had $ 4.9 million of associated unfunded commitments at December 31, 2022. Our interest in private funds is generally restricted from being transferred or otherwise redeemed without prior consent by the respective entities and the timed dissolution of the partnerships would trigger redemption.
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Restricted Assets
As of December 31, 2022, $ 57.3 million of investments were pledged as collateral with the FHLBC to ensure timely access to the secured lending facility that ownership of the FHLBC stock provides. On November 10, 2021 RLI Insurance Company borrowed $ 50.0 million from the FHLBC, which was outstanding as of December 31, 2022.
As of December 31, 2022, fixed income securities with a carrying value of $ 88.6 million were on deposit with regulatory authorities as required by law.
3.
POLICY ACQUISITION COSTS
Policy acquisition costs deferred and amortized to income for the years ended December 31 are summarized as follows:
(in thousands)
2022
2021
2020
Deferred policy acquisition costs (DAC), beginning of year
$
103,553
$
88,425
$
85,044
Deferred:
Direct commissions
$
277,553
$
236,145
$
200,917
Premium taxes
18,616
17,012
14,783
Ceding commissions
( 39,458 )
( 47,592 )
( 42,115 )
Net deferred
$
256,711
$
205,565
$
173,585
Amortized
232,405
190,437
170,204
DAC, end of year
$
127,859
$
103,553
$
88,425
Policy acquisition costs:
Amortized to expense - DAC
$
232,405
$
190,437
$
170,204
Period costs:
Ceding commission - contingent
( 5,882 )
( 4,303 )
( 4,053 )
Other underwriting expenses
143,109
131,334
120,287
Total policy acquisition costs
$
369,632
$
317,468
$
286,438
4.
DEBT
As of December 31, 2022, outstanding debt balances totaled $ 199.9 million, net of unamortized discount and debt issuance costs.
On October 2, 2013, we completed a public debt offering, issuing $ 150.0 million in senior notes maturing September 15, 2023 , and paying interest semi-annually at the rate of 4.875 percent. The notes were issued at a discount resulting in proceeds, net of discount and commission, of $ 148.6 million. The amount of the discount is being charged to income over the life of the debt on an effective yield basis. The carrying value of the senior note was $ 149.9 million and the estimated fair value was $ 149.9 million as of December 31, 2022. The fair value of our long-term debt is based on the limited observable prices that reflect thinly traded securities and is therefore classified as a Level 2 liability within the fair value hierarchy.
On November 10, 2021, RLI Ins. borrowed $ 50.0 million from the Federal Home Loan Bank of Chicago. The borrowing matures on November 10, 2023 and has an option to pay off the debt early beginning on November 10, 2022. Interest is paid monthly at an annualized rate of 0.84 percent.
We paid $ 7.7 million of interest on our debt in 2022 and $ 7.3 million in 2021 and 2020. The average rate on debt was 3.89 in 2022, 4.77 percent in 2021 and 4.91 percent in 2020.
We maintain a revolving line of credit with Bank of Montreal, Chicago Branch, which permits the Company to borrow up to an aggregate principal amount of $ 60.0 million. This facility was entered into during 2020 and replaced the previous $ 50.0 million facility with JP Morgan Chase Bank N.A. Under certain conditions, the line may be increased up to an aggregate principal amount of $ 120.0 million. This facility has a three-year term that expires on March 27, 2023 . As of and during the years ended December 31, 2022, 2021 and 2020, no amounts were outstanding on these facilities.
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5.
REINSURANCE
In the ordinary course of business, our insurance subsidiaries assume and cede premiums and selected insured risks with other insurance companies, known as reinsurance. A large portion of the reinsurance is put into effect under contracts known as treaties and, in some instances, by negotiation on each individual risk known as facultative reinsurance. In addition, there are several types of treaties including quota share, excess of loss and catastrophe reinsurance contracts that protect against losses over stipulated amounts arising from any one occurrence or event. The arrangements allow the Company to pursue greater diversification of business and serve to limit the maximum net loss to a single event, such as a catastrophe. Through the quantification of exposed policy limits in each region and the extensive use of computer-assisted modeling techniques, we monitor the concentration of risks exposed to catastrophic events.
Through the purchase of reinsurance, we also limit our net loss on any individual risk to a maximum of $ 9.7 million, although retentions can vary.
Premiums written and earned along with losses and settlement expenses incurred for the years ended December 31 are summarized as follows:
(in thousands)
2022
2021
2020
WRITTEN
Direct
$
1,531,656
$
1,313,093
$
1,107,303
Reinsurance assumed
33,830
34,261
29,129
Reinsurance ceded
( 323,950 )
( 289,821 )
( 244,344 )
Net
$
1,241,536
$
1,057,533
$
892,088
EARNED
Direct
$
1,425,165
$
1,222,346
$
1,062,608
Reinsurance assumed
35,680
30,950
27,651
Reinsurance ceded
( 316,409 )
( 272,393 )
( 224,512 )
Net
$
1,144,436
$
980,903
$
865,747
LOSSES AND SETTLEMENT EXPENSES INCURRED
Direct
$
776,448
$
703,903
$
608,638
Reinsurance assumed
22,813
18,087
18,783
Reinsurance ceded
( 284,885 )
( 265,388 )
( 184,537 )
Net
$
514,376
$
456,602
$
442,884
More than 93 percent of our reinsurance recoverables are due from companies with financial strength ratings of A or better by AM Best and S&P rating services. The following table displays net reinsurance balances recoverable, after consideration of collateral, from our top reinsurers as of December 31, 2022. These reinsurers all have financial strength ratings of A or better by AM Best and S&P’s ratings services. Also shown are the amounts of written premium ceded to these reinsurers during the calendar year 2022.
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Table of Contents
Net Reinsurer
Ceded
AM Best
S&P
Exposure as of
Percent of
Premiums
Percent of
(dollars in thousands)
Rating
Rating
12/31/2022
Total
Written
Total
Munich Re / HSB
A+, Superior
AA-, Very Strong
$
110,142
13.6
%
$
35,040
10.8
%
Renaissance Re
A+, Superior
A+, Strong
82,929
10.3
%
22,865
7.1
%
Nationwide Mutual
A+, Superior
A+, Strong
45,492
5.6
%
21,493
6.6
%
Aspen UK Ltd.
A, Excellent
A-, Strong
43,632
5.4
%
11,021
3.4
%
Safety National
A++, Superior
A+, Strong
42,218
5.2
%
14,971
4.6
%
Endurance Re
A+, Superior
A+, Strong
40,979
5.1
%
5,570
1.7
%
Berkley Insurance Co.
A+, Superior
A+, Strong
36,105
4.5
%
8,931
2.8
%
Lloyds of London
A, Excellent
A+, Strong
34,737
4.3
%
26,677
8.2
%
Partner Re
A+, Superior
A+, Strong
34,322
4.3
%
15,363
4.7
%
Hannover Ruckversicherung
A+, Superior
AA-, Very Strong
33,507
4.2
%
16,746
5.2
%
Scor Re
A+, Superior
A+, Strong
32,153
4.0
%
6,048
1.9
%
Toa Re
A, Excellent
A+, Strong
27,278
3.4
%
13,092
4.0
%
Liberty Mutual
A, Excellent
A, Strong
24,665
3.1
%
6,140
1.9
%
Odyssey America Re
A, Excellent
A, Strong
23,945
3.0
%
9,049
2.8
%
All other reinsurers*
194,683
24.0
%
110,944
34.3
%
Total ceded exposure
$
806,787
100.0
%
$
323,950
100.0
%
*
All other reinsurance balances recoverable, when considered by individual reinsurer, are less than 2 percent of shareholders’ equity.
The allowances for uncollectible amounts on paid and unpaid recoverables were $ 16.1 million and $ 11.3 million, respectively, at December 31, 2022. At December 31, 2021, the amounts were $ 16.1 million and $ 11.2 million, respectively. Changes in the allowances during 2022 were due to changes in the amount of reinsurance balances outstanding, the composition of reinsurers from whom the balances were recoverable and their associated S&P default ratings. No write-offs were applied to the allowances in 2022 and less than $ 0.1 million was recovered. We have no receivables with a due date that extends beyond one year that are not included in our allowance for uncollectible amounts.
6.
HISTORICAL LOSS AND LAE DEVELOPMENT
The following table is a reconciliation of our unpaid losses and settlement expenses (LAE) for the years 2022, 2021 and 2020:
(in thousands)
2022
2021
2020
Unpaid losses and LAE at beginning of year:
Gross
$
2,043,555
$
1,750,049
$
1,574,352
Ceded
( 608,086 )
( 443,729 )
( 384,517 )
Net
$
1,435,469
$
1,306,320
$
1,189,835
Adoption impact of ASU 2016-13 on reinsurance balances recoverable
$
—
$
—
$
( 1,345 )
Increase (decrease) in incurred losses and LAE:
Current accident year
$
636,955
$
582,065
$
543,937
Prior accident years
( 122,579 )
( 125,463 )
( 101,053 )
Total incurred
$
514,376
$
456,602
$
442,884
Loss and LAE payments for claims incurred:
Current accident year
$
( 97,525 )
$
( 101,590 )
$
( 93,077 )
Prior accident year
( 276,772 )
( 225,863 )
( 231,977 )
Total paid
$
( 374,297 )
$
( 327,453 )
$
( 325,054 )
Net unpaid losses and LAE at end of year
$
1,575,548
$
1,435,469
$
1,306,320
Unpaid losses and LAE at end of year:
Gross
$
2,315,637
$
2,043,555
$
1,750,049
Ceded
( 740,089 )
( 608,086 )
( 443,729 )
Net
$
1,575,548
$
1,435,469
$
1,306,320
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We adopted ASU 2016-13, Financial Instruments – Credit Losses, on January 1, 2020, which required financial assets, including reinsurance balances recoverable, to be presented at the net amount expected to be collected. We previously maintained an allowance for uncollectible reinsurance balances prior to the adoption of this update. However, in order to comply with the updated requirements, we released $ 1.3 million of the allowance on uncollectible reinsurance balances upon adoption. The implementation guidance required the cumulative-effect adjustment be made to the beginning balance of retained earnings, rather than through net earnings like historical changes have and ongoing modifications will continue to be recorded.
Loss development occurs when our current estimate of ultimate losses, established through our reserve analysis processes, differs from the initial reserve estimate. The recognition of the changes in initial reserve estimates occurred over time as claims were reported, initial case reserves were established, initial reserves were reviewed in light of additional information and ultimate payments were made on the collective set of claims incurred as of that evaluation date. The new information on the ultimate settlement value of claims is continually updated until all claims in a defined set are settled. As a small specialty insurer with a diversified product portfolio, our experience will ordinarily exhibit fluctuations from period to period. While we attempt to identify and react to changes in the loss environment, we also must consider the volume of claim experience directly available to the Company and interpret any particular period’s indications with a realistic technical understanding of the reliability of those observations.
The following is information about incurred and paid loss development as of December 31, 2022, net of reinsurance, as well as cumulative claim frequency, the total of IBNR liabilities included within the net incurred loss amounts and average historical claims duration as of December 31, 2022. The loss information has been disaggregated so that only losses that are expected to develop in a similar manner are grouped together. This has resulted in the presentation of loss information for our property and surety segments at the segment level, while information for our casualty segment has been separated in four groupings: primary occurrence, excess occurrence, claims made and transportation. Primary occurrence includes select lines within the professional services product along with general liability, small commercial and other casualty products. Excess occurrence encompasses commercial excess and personal umbrella, while claims made includes select lines within the professional services product, executive products and other casualty. Reported claim counts represent claim events on a specified policy rather than individual claimants and includes claims that did not or are not expected to result in an incurred loss. The information about incurred and paid claims development for the years ended December 31, 2013 to 2021 is presented as unaudited required supplementary information.
Casualty - Primary Occurrence
(in thousands, except number of claims)
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance
As of December 31, 2022
For the Years Ended December 31,
Cumulative
Number of
Reported
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
Total IBNR
Claims
2013
$
80,823
$
67,297
$
62,882
$
60,329
$
60,162
$
59,556
$
59,116
$
57,106
$
57,519
$
58,434
$
1,690
4,326
2014
88,092
79,497
71,592
67,237
66,389
66,702
65,636
63,727
64,449
2,623
4,298
2015
94,835
84,975
83,579
78,675
76,398
75,470
75,438
77,110
4,022
4,408
2016
101,950
96,753
90,611
85,449
83,374
79,440
77,729
6,700
4,332
2017
119,741
111,391
102,583
95,513
90,759
90,344
10,770
4,529
2018
141,513
130,281
125,731
115,076
114,414
21,681
4,873
2019
146,011
135,209
120,570
109,051
38,075
5,273
2020
145,171
137,439
122,785
60,440
4,603
2021
142,797
128,483
81,085
4,368
2022
155,203
119,846
3,856
Total
$
998,002
Cumulative Paid Loss and Loss Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
2013
$
6,334
$
13,021
$
22,366
$
34,786
$
40,609
$
45,753
$
47,783
$
49,411
$
50,597
$
53,375
2014
11,436
18,771
29,545
40,270
47,343
52,387
55,965
56,784
58,361
2015
10,157
19,902
33,020
45,056
54,270
58,866
62,997
68,650
2016
10,142
24,186
35,764
48,042
56,152
60,349
65,517
2017
13,154
25,933
38,783
52,823
62,236
71,419
2018
15,066
32,365
48,424
63,980
78,103
2019
15,698
30,673
41,911
57,750
2020
17,096
30,596
45,267
2021
14,428
29,633
2022
17,714
* Presented as unaudited required supplementary information.
Total
$
545,789
All outstanding liabilities before 2013, net of reinsurance
9,314
Liabilities for losses and loss adjustment expenses, net of reinsurance
$
461,527
Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance*
Years
1
2
3
4
5
6
7
8
9
10
13.3 %
13.3 %
14.4 %
16.1 %
11.0 %
7.6 %
5.3 %
3.8 %
2.2 %
4.8 %
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Table of Contents
Casualty - Excess Occurrence
(in thousands, except number of claims)
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance
As of December 31, 2022
For the Years Ended December 31,
Cumulative
Number of
Reported
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
Total IBNR
Claims
2013
$
39,984
$
34,824
$
26,857
$
25,425
$
25,599
$
24,922
$
25,496
$
25,073
$
24,836
$
24,306
$
1,155
950
2014
50,889
39,095
35,119
32,274
33,372
33,458
35,128
35,683
35,918
2,367
928
2015
53,672
50,857
47,392
42,840
43,328
42,446
41,690
41,471
3,017
702
2016
56,341
49,385
37,676
33,125
30,251
29,671
29,940
6,349
651
2017
62,863
55,868
48,363
44,737
43,249
41,620
13,877
646
2018
69,362
62,646
54,626
51,023
49,861
22,833
612
2019
88,078
89,691
79,083
80,147
38,161
659
2020
107,579
98,409
90,274
61,116
558
2021
136,433
136,354
81,568
656
2022
153,895
107,953
447
Total
$
683,786
Cumulative Paid Loss and Loss Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
2013
$
1,060
$
5,701
$
10,967
$
14,545
$
16,967
$
17,956
$
18,524
$
21,229
$
22,154
$
22,505
2014
1,899
4,006
11,002
18,852
22,541
23,376
26,068
28,963
30,484
2015
2,048
10,127
19,571
23,184
28,756
31,352
32,752
35,958
2016
1,068
3,396
7,441
10,054
12,703
14,400
17,807
2017
17
5,679
9,275
15,441
18,470
22,835
2018
2,506
5,823
10,801
17,294
22,016
2019
4,213
19,044
25,389
33,375
2020
2,901
13,856
20,988
2021
5,317
23,841
2022
7,479
* Presented as unaudited required supplementary information.
Total
$
237,288
All outstanding liabilities before 2013, net of reinsurance
21,094
Liabilities for losses and loss adjustment expenses, net of reinsurance
$
467,592
Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance*
Years
1
2
3
4
5
6
7
8
9
10
4.0 %
13.0 %
14.0 %
13.1 %
9.9 %
5.8 %
6.1 %
9.0 %
4.0 %
1.4 %
Casualty - Claims Made
(in thousands, except number of claims)
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance
As of December 31, 2022
For the Years Ended December 31,
Cumulative
Number of
Reported
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
Total IBNR
Claims
2013
$
40,095
$
41,488
$
44,054
$
40,288
$
38,473
$
37,959
$
38,352
$
37,974
$
37,950
$
37,817
$
463
1,042
2014
53,929
55,386
58,152
55,350
51,554
53,841
53,783
52,619
52,796
1,584
1,305
2015
55,006
47,831
42,206
39,906
39,653
39,619
38,609
37,578
1,248
1,338
2016
59,992
67,760
69,493
67,728
64,730
65,078
61,876
2,451
1,507
2017
60,572
62,450
62,714
57,450
59,907
61,546
4,455
1,647
2018
66,128
62,416
56,468
48,457
47,692
10,412
1,394
2019
62,918
61,712
52,224
46,500
16,958
1,512
2020
60,278
56,785
46,853
29,739
1,294
2021
51,219
45,854
32,103
1,216
2022
58,289
43,827
1,005
Total
$
496,801
Cumulative Paid Loss and Loss Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
2013
$
792
$
7,073
$
18,425
$
26,121
$
29,678
$
32,789
$
34,535
$
35,476
$
36,078
$
36,800
2014
1,705
9,775
27,923
35,755
40,080
44,127
46,122
50,714
51,063
2015
2,215
10,738
16,774
20,920
28,795
32,241
33,529
34,671
2016
2,060
14,558
27,465
39,370
47,999
52,846
53,737
2017
2,455
11,350
22,728
36,522
42,918
47,087
2018
1,964
11,965
18,840
24,918
27,351
2019
1,839
8,123
14,117
19,930
2020
1,488
5,687
10,412
2021
999
5,615
2022
2,088
* Presented as unaudited required supplementary information.
Total
$
288,754
All outstanding liabilities before 2013, net of reinsurance
3,249
Liabilities for losses and loss adjustment expenses, net of reinsurance
$
211,296
Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance*
Years
1
2
3
4
5
6
7
8
9
10
3.6 %
15.9 %
19.6 %
16.2 %
11.3 %
7.9 %
3.3 %
4.7 %
1.1 %
1.9 %
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Casualty - Transportation
(in thousands, except number of claims)
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance
As of December 31, 2022
For the Years Ended December 31,
Cumulative
Number of
Reported
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
Total IBNR
Claims
2013
$
32,742
$
32,853
$
32,989
$
37,673
$
38,811
$
39,974
$
39,309
$
39,183
$
39,586
$
39,598
$
103
2,853
2014
38,361
33,015
36,452
38,590
40,202
40,508
41,156
41,974
42,067
412
3,099
2015
38,561
46,258
47,021
46,395
45,162
45,525
45,807
46,685
684
3,187
2016
50,430
53,519
54,105
52,277
52,818
53,915
55,718
1,152
3,943
2017
55,640
53,641
45,017
43,764
45,351
46,742
1,480
3,640
2018
57,597
54,592
38,719
36,468
35,442
2,428
3,404
2019
58,297
56,129
43,976
41,925
4,182
3,317
2020
43,573
35,524
27,665
5,844
1,647
2021
51,322
51,581
14,902
2,307
2022
60,862
14,645
2,520
Total
$
448,285
Cumulative Paid Loss and Loss Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
2013
$
5,306
$
11,978
$
19,761
$
28,220
$
33,480
$
35,923
$
37,327
$
37,915
$
38,172
$
38,531
2014
7,125
13,933
19,676
27,457
33,190
38,282
40,006
40,427
41,528
2015
6,984
20,709
29,554
37,222
39,339
41,345
42,626
45,002
2016
8,923
18,354
30,354
38,001
43,564
47,488
52,555
2017
7,979
17,070
24,090
30,260
36,141
41,064
2018
6,980
12,827
19,216
24,503
28,844
2019
7,148
15,852
21,120
26,422
2020
3,986
7,876
12,035
2021
5,341
15,345
2022
6,442
* Presented as unaudited required supplementary information.
Total
$
307,768
All outstanding liabilities before 2013, net of reinsurance
1,220
Liabilities for losses and loss adjustment expenses, net of reinsurance
$
141,737
Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance*
Years
1
2
3
4
5
6
7
8
9
10
15.0 %
18.8 %
16.8 %
15.8 %
11.0 %
8.0 %
4.9 %
2.5 %
1.6 %
0.9 %
Property
(in thousands, except number of claims)
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance
As of December 31, 2022
For the Years Ended December 31,
Cumulative
Number of
Reported
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
Total IBNR
Claims
2013
$
63,864
$
62,090
$
62,173
$
62,114
$
61,914
$
61,834
$
61,776
$
61,623
$
61,400
$
61,371
$
7
2,996
2014
56,587
49,441
48,801
48,761
49,217
49,444
49,479
49,520
49,468
15
4,564
2015
59,863
56,103
53,958
52,720
53,111
52,781
52,878
53,359
25
4,076
2016
62,900
55,594
55,384
55,930
55,424
55,383
55,536
150
3,377
2017
90,803
83,273
84,961
82,671
82,319
81,912
801
2,893
2018
89,091
83,457
79,961
80,470
79,093
1,443
2,337
2019
71,232
65,189
61,116
59,901
1,141
2,453
2020
118,247
110,466
108,546
12,532
2,855
2021
135,447
116,424
16,900
3,071
2022
138,756
53,549
2,505
Total
$
804,366
Cumulative Paid Loss and Loss Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
2013
$
32,208
$
50,840
$
57,407
$
59,259
$
60,520
$
61,195
$
61,325
$
61,335
$
61,188
$
61,188
2014
30,550
43,380
46,148
46,528
47,799
49,027
49,259
49,317
49,339
2015
32,184
49,348
50,197
51,290
52,078
52,342
52,400
53,208
2016
33,134
46,921
51,371
53,006
54,328
54,747
55,215
2017
41,314
66,818
74,415
78,360
80,581
80,958
2018
37,048
68,264
72,357
75,253
76,378
2019
30,703
51,740
55,092
57,038
2020
43,192
79,660
88,401
2021
57,272
89,174
2022
44,667
* Presented as unaudited required supplementary information.
Total
$
655,566
All outstanding liabilities before 2013, net of reinsurance
1,101
Liabilities for losses and loss adjustment expenses, net of reinsurance
$
149,901
Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance*
Years
1
2
3
4
5
6
7
8
9
10
50.4 %
31.1 %
6.7 %
2.9 %
2.1 %
1.1 %
0.4 %
0.5 %
( 0.1 )%
0.0 %
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Surety
(in thousands, except number of claims)
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance
As of December 31, 2022
For the Years Ended December 31,
Cumulative
Number of
Reported
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
Total IBNR
Claims
2013
$
16,080
$
7,516
$
6,170
$
5,399
$
5,271
$
5,231
$
5,209
$
5,107
$
5,046
$
5,139
$
3
1,411
2014
16,450
8,106
5,225
4,427
4,267
4,319
4,266
4,227
4,230
5
1,357
2015
16,958
12,957
11,113
10,456
9,792
9,521
9,275
8,580
21
1,244
2016
18,928
11,062
9,351
8,895
8,391
7,948
8,134
81
1,389
2017
16,127
8,641
8,798
8,116
8,034
7,769
158
1,826
2018
16,765
7,227
4,564
3,947
3,996
244
1,362
2019
14,785
7,205
5,053
4,062
860
1,178
2020
19,241
14,840
12,378
4,214
895
2021
18,540
11,724
7,826
767
2022
20,185
18,683
527
Total
$
86,197
Cumulative Paid Loss and Loss Adjustment Expenses, Net of Reinsurance
For the Years Ended December 31,
AY
2013*
2014*
2015*
2016*
2017*
2018*
2019*
2020*
2021*
2022
2013
$
1,116
$
2,856
$
4,701
$
4,911
$
5,098
$
5,150
$
5,128
$
5,061
$
5,029
$
5,131
2014
722
4,283
4,166
4,059
4,131
4,234
4,214
4,197
4,218
2015
3,192
6,719
7,695
9,436
9,183
9,186
9,168
8,462
2016
3,087
5,817
6,299
7,640
8,086
7,673
7,946
2017
979
2,862
7,062
7,221
7,362
7,372
2018
1,835
2,588
2,368
2,536
3,020
2019
336
2,433
2,765
3,039
2020
835
2,719
3,828
2021
1,197
3,229
2022
( 241 )
* Presented as unaudited required supplementary information.
Total
$
46,004
All outstanding liabilities before 2013, net of reinsurance
( 77 )
Liabilities for losses and loss adjustment expenses, net of reinsurance
$
40,116
Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance*
Years
1
2
3
4
5
6
7
8
9
10
19.6 %
35.6 %
14.5 %
7.3 %
3.6 %
( 0.3 )%
0.6 %
( 3.3 )%
( 0.1 )%
2.0 %
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The following is a reconciliation of the net incurred and paid loss development tables to the liability for unpaid losses and settlement expenses in the consolidated balance sheet:
(in thousands)
December 31, 2022
December 31, 2021
Net outstanding liabilities:
Casualty - Primary Occurrence
$
461,527
$
453,142
Casualty - Excess Occurrence
467,592
384,579
Casualty - Claims Made
211,296
209,705
Casualty - Transportation
141,737
131,531
Property
149,901
124,652
Surety
40,116
34,244
Unallocated loss adjustment expenses
61,752
59,391
Allowance for uncollectible reinsurance balances recoverable on unpaid losses and settlement expenses
11,250
11,188
Other
30,377
27,037
Liabilities for unpaid loss and settlement expenses, net of reinsurance
$
1,575,548
$
1,435,469
Reinsurance recoverable on unpaid claims:
Casualty - Primary Occurrence
$
46,674
$
43,688
Casualty - Excess Occurrence
138,822
122,092
Casualty - Claims Made
298,930
271,259
Casualty - Transportation
78,456
66,283
Property
137,613
65,098
Surety
50,737
50,743
Allowance for uncollectible reinsurance balances recoverable on unpaid losses and settlement expenses
( 11,250 )
( 11,188 )
Other
107
111
Total reinsurance balances recoverable on unpaid losses and settlement expenses
$
740,089
$
608,086
Total gross liability for unpaid loss and settlement expenses
$
2,315,637
$
2,043,555
DETERMINATION OF IBNR
Initial carried IBNR reserves are determined through a reserve estimation process. For most casualty and surety products, this process involves the use of an initial loss and allocated loss adjustment expense (ALAE) ratio that is applied to the earned premium for a given period. Payments and case reserves are subtracted from this initial estimate of ultimate loss and ALAE to determine a carried IBNR reserve. For most property products, the IBNR reserves are determined by IBNR percentages applied to premium earned. The percentages are determined based on historical reporting patterns and are updated periodically. No deductions for paid or case reserves are made. Shortly after natural or man-made catastrophes, we review insured locations exposed to the event and model losses based on our own exposures and industry loss estimates of the event. We also consider our knowledge of frequency and severity from early claim reports to determine an appropriate reserve for the catastrophe. Adjustments to the initial loss ratio by product and segment are made where necessary and reflect updated assumptions regarding loss experience, loss trends, price changes and prevailing risk factors.
Actuaries perform a ground-up reserve study of the expected value of the unpaid loss and LAE derived using multiple standard actuarial methodologies on a quarterly basis. Each method produces an estimate of ultimate loss by accident year. We review all of these various estimates and assign weights to each based on the characteristics of the product being reviewed. These estimates are then compared to the carried loss reserves to determine the appropriateness of the current reserve balance. In addition, an emergence analysis is completed quarterly to determine if further adjustments are necessary.
Upon completion of our loss and LAE estimation analysis, a review of the resulting variance between the indicated reserves and the carried reserves takes place. Our actuaries make a recommendation to management in regards to booked reserves that reflect their analytical assessment and view of estimation risk. After discussion of these analyses and all relevant risk factors, the Loss Reserve Committee, a panel of management including the lead reserving actuary, chief executive officer, chief operating officer, chief financial officer and other executives, confirms the appropriateness of the reserve balances.
Actuarial models base future loss emergence on historical experience, with adjustments for current trends. We expect the timing of loss emergence and ultimate loss ratios for certain coverages we underwrite will be affected as a result of COVID-19 and the
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related economic impact. The industry is experiencing new issues, including the postponement of civil court cases, the extension of various statutes of limitations, claim uncertainty due to supply shortages and changes in settlement trends. Our recorded reserves include consideration of these factors, but the duration and degree to which these issues persist, along with potential legislative, regulatory or judicial actions, could result in loss reserve deficiencies and reduce earnings in future periods.
DEVELOPMENT OF IBNR RESERVES
The following table summarizes our prior accident years’ loss reserve development by segment for 2022, 2021 and 2020:
(in thousands)
2022
2021
2020
Casualty
$
( 87,225 )
$
( 108,632 )
$
( 75,075 )
Property
( 24,927 )
( 10,981 )
( 13,019 )
Surety
( 10,427 )
( 5,850 )
( 12,959 )
Total
$
( 122,579 )
$
( 125,463 )
$
( 101,053 )
A discussion of significant components of reserve development for the three most recent calendar years follows:
2022. We experienced favorable emergence relative to prior years’ reserve estimates in all of our segments during 2022. The casualty segment contributed $ 87.2 million in favorable development. Accident years 2016 and 2018 through 2021 contributed the majority of the favorable development, with earlier years developing favorably in aggregate to a lesser extent. Risk selection by our underwriters continued to provide better results than estimated in our reserving process. Within the primary occurrence grouping, the general liability product contributed $ 28.3 million to our favorable development. Small commercial products were favorable by $ 4.6 million. Within the excess occurrence grouping, commercial excess was favorable by $ 6.3 million and our personal umbrella product developed favorably by $ 3.8 million. Within the claims made grouping, professional services coverages developed favorably by $ 18.8 million and executive products developed favorably by $ 4.1 million. Transportation experienced favorable development of $ 6.4 million.
Marine contributed $ 17.0 million of the $ 24.9 million total favorable property development. Accident years 2019 through 2021 contributed to the marine products’ favorable development. Hawaii homeowners contributed $ 2.3 million of favorable development.
The surety segment experienced favorable development of $ 10.4 million. The majority of the favorable development was from accident years 2019 through 2021. Contract surety had favorable development of $ 4.9 million and commercial surety had favorable development of $ 4.2 million.
2021. We experienced favorable emergence relative to prior years’ reserve estimates in all of our segments during 2021. Development from the casualty segment totaled $ 108.6 million. Favorable development was experienced across accident years 2014 through 2020, with the largest amounts attributable to accident years 2018 through 2020. We continued to experience emergence that was generally better than previously estimated. We attribute the favorable emergence to loss trends in most lines outperforming our long-term expectations, our underwriters’ ability to select risk and an increasing rate environment. Within the primary occurrence grouping, the general liability product contributed $ 25.3 million to our favorable development and small commercial was favorable by $ 7.5 million. Within the excess occurrence grouping, commercial excess was favorable by $ 10.5 million and personal umbrella developed favorably by $ 10.4 million. Within the claims made grouping, professional services coverages developed favorably by $ 14.2 million and executive products developed favorably by $ 5.9 million. Transportation had $ 20.1 million of favorable development.
Our marine product was the predominant driver of the favorable development in the property segment, accounting for $ 6.6 million of the $ 11.0 million total favorable development for the segment. Accident years 2019 and 2020 made the largest contribution. Commercial property was favorable by $ 2.0 million.
The surety segment experienced $ 5.9 million of favorable development. The majority of the favorable development came from the 2019 and 2020 accident years. Contract surety was the main contributor with favorable development of $ 4.6 million.
2020. We experienced favorable emergence relative to prior years’ reserve estimates in all of our segments during 2020. The casualty segment contributed $ 75.1 million in favorable development. Accident years 2017 through 2019 contributed significantly to the favorable development. This was predominantly caused by favorable frequency and severity trends that continued to be better than our long-term expectations. In addition, we believe this to be the result of our underwriters’ ability to select risk as well as an increasing rate environment within many of our casualty sublines. Nearly all of our casualty products contributed to the favorable development. Transportation contributed $ 19.1 million for the year. Within the primary occurrence grouping, the general liability
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product contributed $ 17.9 million to our favorable development. Within the excess occurrence grouping, commercial excess developed favorably by $ 12.5 million. Within the claims made grouping, professional services coverages developed favorably by $ 7.8 million and medical professional liability had $ 6.1 million of favorable development.
The marine product was the primary driver of the favorable development in the property segment. Marine contributed $ 6.5 million of the $ 13.0 million total favorable property development, primarily in accident years 2017 and 2018. Commercial property was favorable by $ 5.2 million.
The surety segment experienced favorable development of $ 13.0 million. The majority of the favorable development was from accident year 2019. Contract and commercial surety products were the main contributors with favorable development of $ 5.9 million and $ 3.8 million, respectively.
ENVIRONMENTAL, ASBESTOS AND MASS TORT EXPOSURES
We are subject to environmental site cleanup, asbestos removal and mass tort claims and exposures through our commercial excess, general liability and discontinued assumed casualty reinsurance lines of business. The majority of the exposure is in the excess layers of our commercial excess and assumed reinsurance books of business.
The following table represents paid and unpaid environmental, asbestos and mass tort claims data (including incurred but not reported losses) as of December 31, 2022, 2021 and 2020:
(in thousands)
2022
2021
2020
Loss and LAE Payments (Cumulative):
Gross
$
142,377
$
141,768
$
139,804
Ceded
( 69,696 )
( 69,576 )
( 69,219 )
Net
$
72,681
$
72,192
$
70,585
Unpaid Losses and LAE at End of Year:
Gross
$
26,871
$
25,747
$
22,485
Ceded
( 5,786 )
( 5,718 )
( 4,619 )
Net
$
21,085
$
20,029
$
17,866
Our environmental, asbestos and mass tort exposure is limited, relative to other insurers, as a result of entering the affected liability lines after the insurance industry had already recognized environmental and asbestos exposure as a problem and adopted appropriate coverage exclusions. The majority of our reserves are associated with products that went into runoff at least two decades ago. Some are for assumed reinsurance, some are for excess liability business and some followed from the acquisition of Underwriters Indemnity Company in 1999.
During 2022, we increased our IBNR reserves for asbestos, environmental and mass tort exposures, as we experienced modest emergence and an increase in open claims.
While our environmental exposure is limited, the ultimate liability for this exposure is difficult to assess because of the extensive and complicated litigation involved in the settlement of claims and evolving legislation on issues such as joint and several liability, retroactive liability and standards of cleanup. Additionally, we participate primarily in the excess layers of coverage, where accurate estimates of ultimate loss are more difficult to derive than for primary coverage.
7.
INCOME TAXES
The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are summarized below.
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Table of Contents
(in thousands)
2022
2021
Deferred tax assets:
Tax discounting of unpaid losses and settlement expenses
$
23,788
$
22,637
Unearned premium offset
27,158
23,080
Net unrealized depreciation of securities
19,839
—
Deferred compensation
4,058
3,469
Share-based compensation expense
3,202
3,089
Capitalized research and development costs
2,544
—
Lease liability
3,026
3,796
Other
938
367
Deferred tax assets before allowance
$
84,553
$
56,438
Less valuation allowance
—
—
Total deferred tax assets
$
84,553
$
56,438
Deferred tax liabilities:
Net unrealized appreciation of securities
$
—
$
76,533
Deferred policy acquisition costs
26,850
21,746
Lease asset
2,681
3,101
Discounting of unpaid losses and settlement expenses - Tax Cuts and Jobs Act (TCJA) implementation offset
1,909
2,545
Fixed assets
3,083
3,518
Intangible assets
1,543
1,537
Undistributed earnings of unconsolidated investees
7,399
29,515
Other
819
1,452
Total deferred tax liabilities
$
44,284
$
139,947
Net deferred tax asset (liability)
$
40,269
$
( 83,509 )
Income tax expense (benefit) attributable to income from operations for the years ended December 31, 2022, 2021 and 2020, differed from the amounts computed by applying the U.S. federal tax rate of 21 percent to pretax income from continuing operations as demonstrated in the following table:
(in thousands)
2022
2021
2020
Provision for income taxes at the statutory federal tax rates
$
151,342
21.0
%
$
72,307
21.0
%
$
39,867
21.0
%
Increase (reduction) in taxes resulting from:
Excess tax benefit on share-based compensation
( 4,491 )
( 0.6 )
%
( 3,090 )
( 0.9 )
%
( 3,537 )
( 1.8 )
%
Tax-exempt interest income
( 1,143 )
( 0.2 )
%
( 1,219 )
( 0.3 )
%
( 1,293 )
( 0.7 )
%
Dividends received deduction
( 912 )
( 0.1 )
%
( 891 )
( 0.3 )
%
( 883 )
( 0.5 )
%
Investment tax credit
( 5,053 )
( 0.7 )
%
( 3,491 )
( 1.0 )
%
( 2,435 )
( 1.3 )
%
ESOP dividends paid deduction
( 4,171 )
( 0.6 )
%
( 1,566 )
( 0.5 )
%
( 1,083 )
( 0.6 )
%
Unconsolidated investee dividends
—
—
%
—
—
%
( 479 )
( 0.2 )
%
Nondeductible expenses
1,263
0.2
%
3,834
1.1
%
1,878
1.0
%
Other items, net
432
0.0
%
( 917 )
( 0.2 )
%
715
0.4
%
Total
$
137,267
19.0
%
$
64,967
18.9
%
$
32,750
17.3
%
Effective rates are dependent upon components of pretax earnings and the related tax effects. The effective rate was higher in 2022 due to higher levels of pretax income, which decreased the impact of tax-favored adjustments on a percentage basis.
Our net earnings include equity in earnings of unconsolidated investees, Maui Jim and Prime. The investees do not have a policy or pattern of paying dividends. As a result, we record a deferred tax liability on the earnings at the corporate capital gains rate of 21 percent in anticipation of recovering our investments through means other than through the receipt of dividends, such as a sale. We received a $ 4.7 million dividend from Prime in 2020 and recognized a $ 0.5 million tax benefit from applying the lower tax rate applicable to affiliated dividends paid to insurance companies ( 10.8 percent in 2020), as compared to the corporate capital gains rate on which the deferred tax liabilities were based. Standing alone, the dividends resulted in a 0.2 percent reduction to the 2020 effective tax rate. No dividends were declared from unconsolidated investees in 2022 or 2021, therefore having no impact to the 2022 or 2021 effective tax rates.
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Dividends paid to our Employee Stock Ownership Plan (ESOP) also result in a tax deduction. Dividends paid to the ESOP in 2022, 2021 and 2020 resulted in tax benefits of $ 4.2 million, $ 1.6 million and $ 1.1 million, respectively. These tax benefits reduced the effective tax rate for 2022, 2021 and 2020 by 0.6 percent, 0.5 percent and 0.6 percent and, respectively.
We have recorded our deferred tax assets and liabilities using the statutory federal tax rate of 21 percent. We believe it is more likely than not that all deferred tax assets will be recovered, given the carry back availability as well as the projected results of future operations, which will generate sufficient taxable income to realize the deferred tax asset. In addition, we believe when these deferred items reverse in future years, our taxable income will be taxed at an effective rate of 21 percent.
Federal and state income taxes paid in 2022, 2021 and 2020 amounted to $ 190.3 million, $ 38.6 million and $ 23.7 million, respectively. The increase in 2022 is the result of taxes paid on the sale of our investment in Maui Jim. See note 13 for more information on the sale.
Although we are not currently under audit by the IRS, tax years 2019 through 2022 remain open and are subject to examination.
8.
EMPLOYEE BENEFITS
EMPLOYEE STOCK OWNERSHIP, 401(K) AND INCENTIVE PLANS
We maintain ESOP, 401(k) and incentive plans covering executives, managers and associates. Funding of these plans is primarily dependent upon reaching predetermined levels of operating return on equity, combined ratio and Market Value Potential (MVP). MVP is a compensation model that measures components of comprehensive earnings against a minimum required return on our capital. Bonuses are earned as we generate earnings in excess of this required return. While some management incentive plans may be affected somewhat by other performance factors, the larger influence of corporate performance ensures that the interests of our executives, managers and associates align with those of our shareholders.
Our 401(k) plan allows voluntary contributions by employees and permits ESOP diversification transfers for employees meeting certain age and service requirements. We provide a basic 401(k) contribution of 3 percent of eligible compensation. Participants are 100 percent vested in both voluntary and basic contributions. Additionally, an annual discretionary profit-sharing contribution may be made to the ESOP and 401(k), subject to the achievement of certain overall financial goals and board approval. Profit-sharing contributions vest after three years of plan service.
Our ESOP and 401(k) cover all employees meeting eligibility requirements. ESOP and 401(k) profit-sharing contributions are approved annually by our board of directors and are expensed in the year earned. ESOP and 401(k)-related expenses (basic and profit-sharing) were $ 18.4 million, $ 18.0 million and $ 14.4 million for 2022, 2021 and 2020, respectively.
During 2022, the ESOP purchased 87,367 shares of RLI Corp. stock on the open market at an average price of $ 103.01 ($ 9.0 million) relating to the contribution for plan year 2021. Shares held by the ESOP as of December 31, 2022, totaled 2,534,646 and are treated as outstanding in computing our earnings per share. During 2021, the ESOP purchased 65,815 shares of RLI Corp. stock on the open market at an average price of $ 107.95 ($ 7.1 million) relating to the contribution for plan year 2020. During 2020, the ESOP purchased 94,194 shares of RLI Corp. stock on the open market at an average price of $ 82.67 ($ 7.8 million) relating to the contribution for plan year 2019. The above-mentioned ESOP purchases relate only to our annual contributions to the plan and do not include amounts or shares resulting from the reinvestment of dividends.
Annual awards are provided to executives, managers and associates through our incentive plans, provided certain strategic and financial goals are met. Annual expenses for these incentive plans totaled $ 23.9 million, $ 39.1 million and $ 26.6 million for 2022, 2021 and 2020, respectively.
DEFERRED COMPENSATION
We maintain rabbi trusts for deferred compensation plans for directors, key employees and executive officers through which contributions can be invested in RLI Corp. stock or mutual funds. The employer stock in the plan cannot be diversified and is accounted for as equity, in a manner consistent with the accounting for treasury stock. At December 31, 2022, the trusts’ assets were valued at $ 55.9 million.
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STOCK PLANS
Our RLI Corp. Long-Term Incentive Plan (2010 LTIP) was in place from 2010 to 2015. The 2010 LTIP provided for equity-based compensation, including stock options, up to a maximum of 4,000,000 shares of common stock (subject to adjustment for changes in our capitalization and other events). Between 2010 and 2015, we granted 2,878,000 stock options under the 2010 LTIP. The 2010 LTIP was replaced in 2015.
In 2015, our shareholders approved the 2015 RLI Corp. Long-Term Incentive Plan (2015 LTIP), which provides for equity-based compensation and replaced the 2010 LTIP. In conjunction with the adoption of the 2015 LTIP, effective May 7, 2015, options were no longer granted under the 2010 LTIP. Awards under the 2015 LTIP may be in the form of restricted stock, restricted stock units, stock options (non-qualified only), stock appreciation rights, performance units as well as other stock-based awards. Eligibility under the 2015 LTIP is limited to employees and directors of the Company or any affiliate. The granting of awards under the 2015 LTIP is solely at the discretion of the board of directors. The maximum number of shares of common stock available for distribution under the 2015 LTIP is 4,000,000 shares (subject to adjustment for changes in our capitalization and other events). Since the plan’s approval in 2015, we have granted 3,263,788 awards under the 2015 LTIP, including 363,368 in 2022.
Compensation expense is based on the probable number of awards expected to vest. The total compensation expense related to equity awards was $ 8.8 million, $ 6.4 million and $ 5.4 million for 2022, 2021 and 2020, respectively. The total income tax benefit was $ 1.4 million for 2022, $ 1.0 million for 2021 and $ 0.9 million for 2020. Total unrecognized compensation expense relating to outstanding and unvested awards was $ 6.6 million, which will be recognized over the weighted average vesting period of 2.32 years.
Stock Options
Under the 2015 LTIP, as under the 2010 LTIP, we grant stock options for shares with an exercise price equal to the fair market value of the shares at the date of grant (subject to adjustments for changes in our capitalization, including special dividends and other events as set forth in such plans). Options generally vest and become exercisable ratably over a five-year period and expire eight years after grant.
For most participants, the requisite service period and vesting period will be the same. For participants who are retirement eligible, defined by the plan as those individuals whose age and years of service equals 75 , the requisite service period is deemed to be met and options are immediately expensed on the date of grant. For participants who will become retirement eligible during the vesting period, the requisite service period over which expense is recognized is the period between the grant date and the attainment of retirement eligibility. Shares issued upon option exercise are newly issued shares.
On November 10, 2022, the board of directors declared a $ 7.00 special cash dividend to be paid on December 20, 2022, the shareholders of record at the close of business on November 30, 2022. To preserve the intrinsic value of the options, the board also approved, pursuant to the terms of our various stock option plans, a proportional adjustment to the exercise price (equivalent to the special dividend) for all outstanding non-qualified options in relation to the special dividend. These adjustments did not result in any incremental compensation expense as the aggregate fair value, aggregate intrinsic value and the ratio of the exercise price to the market price were approximately equal immediately before and after the adjustments.
The following table summarize option activity in 2022:
Weighted
Aggregate
Weighted
Average
Intrinsic
Average
Remaining
Value
Options
Exercise Price
Contractual Life
(in 000’s)
Outstanding as of January 1, 2022
1,669,325
$
78.63
Granted
344,100
109.50
Exercised
( 308,280 )
54.42
Cancelled or forfeited
( 9,485 )
86.40
Outstanding as of December 31, 2022
1,695,660
$
82.42
4.90
$
82,835
Exercisable at December 31, 2022
782,067
$
67.54
3.47
$
49,839
The intrinsic value, which is the difference between the fair value and the exercise price, of options exercised was $ 21.8 million, $ 12.2 million and $ 15.5 million during 2022, 2021 and 2020, respectively.
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The fair value of options were estimated using a Black-Scholes based option pricing model with the following weighted-average grant-date assumptions and weighted-average fair values as of December 31:
2022
2021
2020
Weighted-average fair value of grants
$
21.43
$
17.11
$
13.24
Risk-free interest rates
2.95
%
0.75
%
0.39
%
Dividend yield
2.50
%
2.06
%
2.30
%
Expected volatility
22.89
%
22.73
%
22.67
%
Expected option life
5.05
years
4.97
years
4.96
years
The risk-free rate was determined based on U.S. treasury yields that most closely approximated the option’s expected life. The dividend yield was determined based on the average annualized quarterly dividends paid during the most recent five-year period and incorporated a consideration for special dividends paid in recent history. The expected volatility was calculated based on the median of the rolling volatilities for the expected life of the options. The expected option life was determined based on historical exercise behavior and the assumption that all outstanding options will be exercised at the midpoint of the current date and remaining contractual term, adjusted for the demographics of the current year’s grant.
Restricted Stock Units
In addition to stock options, restricted stock units (RSUs) are granted with a value equal to the closing stock price of the Company’s stock on the dates the units are granted. For employees, these units generally have a three-year cliff vesting, but have an accelerated vesting feature for participants who are retirement eligible, defined by the plan as those individuals whose age and years of service equals 75 . For directors, these units vest on the earlier of one year from the date of grant or the next annual shareholders meeting. In addition, the RSUs have dividend participation, which accrue as additional units and are settled with granted stock units at the end of the vesting period. The total fair value of restricted stock units that vested was $ 2.5 million, $ 2.2 million and $ 1.5 million during 2022, 2021 and 2020, respectively.
Weighted
Average
Grant Date
RSUs
Fair Value
Nonvested at January 1, 2022
45,068
$
97.67
Granted
19,268
115.71
Reinvested
2,632
127.48
Vested
( 21,380 )
93.07
Forfeited
( 1,380 )
77.92
Nonvested at December 31, 2022
44,208
$
109.51
9.
STATUTORY INFORMATION AND DIVIDEND RESTRICTIONS
The statutory financial statements of our three insurance companies are presented on the basis of accounting practices prescribed or permitted by the Illinois Department of Insurance (IDOI), which has adopted the NAIC’s statutory accounting principles (SAP). We do not use any permitted SAP that differ from NAIC prescribed SAP. In converting from SAP to GAAP, typical adjustments include deferral of policy acquisition costs, the inclusion of statutory non-admitted assets and the inclusion of net unrealized holding gains or losses in shareholders’ equity relating to fixed income securities.
The NAIC has risk-based capital (RBC) requirements for insurance companies to calculate and report information under a risk-based formula, which measures statutory capital and surplus needs based upon a regulatory definition of risk relative to the company’s balance sheet and mix of products. As of December 31, 2022, each of our insurance subsidiaries had an RBC amount in excess of the authorized control level RBC, as defined by the NAIC. RLI Insurance Company (RLI Ins.), our principal insurance company subsidiary, had an authorized control level RBC of $ 249.7 million, $ 225.1 million and $ 203.9 million as of December 31, 2022, 2021 and 2020, respectively, compared to actual statutory capital and surplus of $ 1.4 billion, $ 1.2 billion and $ 1.1 billion, respectively, for these same periods.
Year-end statutory surplus for 2022 presented in the table below includes $ 327.4 million of RLI Corp. stock (cost basis of $ 64.6 million) held by Mt. Hawley Insurance Company, compared to $ 271.2 million and $ 238.0 million in 2021 and 2020, respectively. The Securities Valuation Office provides specific guidance for valuing this investment, which is eliminated in our GAAP consolidated financial statements.
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The following table includes selected information for our insurance subsidiaries for the year ended and as of December 31:
(in thousands)
2022
2021
2020
Consolidated net income, statutory basis
$
229,111
$
207,550
$
120,329
Consolidated surplus, statutory basis
$
1,407,925
$
1,240,649
$
1,121,592
As discussed in note 1.A., our three insurance companies are subsidiaries of RLI Corp., with RLI Ins. as the first-level, or principal, insurance subsidiary. At the holding company (RLI Corp.) level, we rely largely on dividends from our insurance company subsidiaries to meet our obligations for paying principal and interest on outstanding debt, corporate expenses and dividends to RLI Corp. shareholders. As discussed further below, dividend payments to RLI Corp. from our principal insurance subsidiary are restricted by state insurance laws as to the amount that may be paid without prior approval of the insurance regulatory authorities of Illinois. As a result, we may not be able to receive dividends from such subsidiary at times and in amounts necessary to pay desired dividends to RLI Corp. shareholders. On a GAAP basis, as of December 31, 2022, our holding company had $ 1.2 billion in equity. This includes amounts related to the equity of our insurance subsidiaries, which is subject to regulatory restrictions under state insurance laws. The unrestricted portion of holding company net assets is comprised primarily of investments and cash, including $ 240.6 million in liquid assets, which was elevated by the cash proceeds received from the sale of Maui Jim. Unrestricted funds at the holding company are available to fund debt interest, general corporate obligations and regular dividend payments to our shareholders. If necessary, the holding company also has other potential sources of liquidity that could provide for additional funding to meet corporate obligations or pay shareholder dividends, which include a revolving line of credit, as well as access to capital markets.
Ordinary dividends, which may be paid by our principal insurance subsidiary without prior regulatory approval, are subject to certain limitations based upon statutory income, surplus and earned surplus. The maximum ordinary dividend distribution from our principal insurance subsidiary in a rolling 12-month period is limited by Illinois law to the greater of 10 percent of RLI Ins. policyholder surplus, as of December 31 of the preceding year, or the net income of RLI Ins. for the 12-month period ending December 31 of the preceding year. Ordinary dividends are further restricted by the requirement that they be paid from earned surplus. In 2022, 2021 and 2020, our principal insurance subsidiary paid ordinary dividends totaling $ 13.0 million, $ 70.0 million and $ 110.0 million, respectively, to RLI Corp. Any dividend distribution in excess of the ordinary dividend limits is deemed extraordinary and requires prior approval from the IDOI. In 2021, our principal insurance subsidiary sought and received regulatory approval prior to the payment of extraordinary dividends totaling $ 110.0 million. No extraordinary dividends were paid in 2022 or 2020. As of December 31, 2022, $ 136.9 million of the net assets of our principal insurance subsidiary are not restricted and could be distributed to RLI Corp. as ordinary dividends. Because the limitations are based upon a rolling 12-month period, the amount and impact of these restrictions vary over time. In addition to restrictions from our principal subsidiary’s insurance regulator, we also consider internal models and how capital adequacy is defined by our rating agencies in determining amounts available for distribution.
10.
COMMITMENTS AND CONTINGENT LIABILITIES
COMMITMENTS
As of December 31, 2022, we had $ 13.5 million of unfunded commitments related to our investments in private funds, low-income housing tax credit investments and equity method investees. See note 2 for more information on our investments in private funds and low-income housing tax credits.
LITIGATION
We are party to numerous claims, loss and litigation matters that arise in the normal course of our business. Many of such claims, loss or litigation matters involve claims under policies that we underwrite as an insurer. We believe that the resolution of these claims and losses is not reasonably likely to have a material adverse effect on our financial condition, results of operations or cash flows. From time to time, we are also involved in various other legal proceedings and litigation unrelated to our insurance business that arise in the ordinary course of business operations. Management believes that any liabilities that may arise as a result of these legal matters is not reasonably likely to have a material adverse effect on our financial condition, results of operations or cash flows.
11.
LEASES
Right-of-use (ROU) assets are included in the other assets line item and lease liabilities are included in the other liabilities line item of the consolidated balance sheet. We determine if a contract contains a lease at inception and recognize operating lease ROU assets and operating lease liabilities based on the present value of the future minimum lease payments at the commencement date. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the
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commencement date in determining the present value of future payments. Lease agreements may include options to extend or terminate. The options are exercised at our discretion and are included in operating lease liabilities if it is reasonably certain the option will be exercised. Lease agreements have lease and non-lease components, which are accounted for as a single lease component. Operating lease cost for future minimum lease payments is recognized on a straight-line basis over the lease term. Variable lease cost is expensed in the period in which the obligation is incurred. Sublease income is recognized on a straight-line basis over the sublease term.
The components of lease expense and other lease information as of and during the years ended December 31, 2022, 2021 and 2020 were as follows:
(in thousands)
2022
2021
2020
Operating lease cost
$
4,957
$
5,131
$
5,504
Variable lease cost
1,423
1,433
1,346
Sublease income
( 555 )
( 508 )
( 262 )
Total lease cost
$
5,825
$
6,056
$
6,588
Cash paid for amounts included in measurement of lease liabilities
Operating cash flows from operating leases
$
5,435
$
5,738
$
5,963
ROU assets obtained in exchange for new operating lease liabilities
$
2,694
$
4,828
$
81
Reduction to ROU assets resulting from reduction to lease liabilities
$
2
$
1,042
$
18
Other non-cash reductions to ROU assets
$
73
$
48
$
1,192
(in thousands)
2022
2021
Operating lease ROU assets
$
12,766
$
14,765
Operating lease liabilities
$
14,499
$
16,905
Weighted-average remaining lease term - operating leases
4.21
years
4.52
years
Weighted-average discount rate - operating leases
2.11
%
2.02
%
Future minimum lease payments under non-cancellable leases as of December 31, 2022 were as follows:
(in thousands)
2022
2023
$
5,578
2024
3,628
2025
2,216
2026
1,311
2027
826
Thereafter
1,587
Total future minimum lease payments
$
15,146
Less imputed interest
( 647 )
Total operating lease liability
$
14,499
12.
OPERATING SEGMENT INFORMATION
The segments of our insurance operations include casualty, property and surety. The casualty portion of our business consists largely of commercial excess, personal umbrella, general liability, transportation and executive products coverages, as well as package business and other specialty coverages, such as professional liability and workers’ compensation for office-based professionals. We also assume a limited amount of hard-to-place risks through a quota share reinsurance agreement. The casualty business is subject to the risk of estimating losses and related loss reserves because the ultimate settlement of a casualty claim may take several years to fully develop. The casualty segment is also subject to inflation risk and may be affected by evolving legislation and court decisions that define the extent of coverage and the amount of compensation due for injuries or losses.
Our property segment is comprised primarily of commercial fire, earthquake, difference in conditions and marine coverages. We also offer select personal lines policies, including homeowners’ coverages. Property insurance results are subject to the variability introduced by perils such as earthquakes, fires and hurricanes. Our major catastrophe exposure is to losses caused by earthquakes,
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primarily on the West Coast, and windstorms to commercial properties throughout the Gulf and East Coast, as well as to homes we insure in Hawaii. We limit our net aggregate exposure to a catastrophic event by minimizing the total policy limits written in a particular region, purchasing reinsurance and maintaining policy terms and conditions throughout insurance cycles. We also use computer-assisted modeling techniques to provide estimates that help the Company carefully manage the concentration of risks exposed to catastrophic events.
The surety segment specializes in writing small to medium-sized contract surety coverages, including payment and performance bonds. We offer a variety of commercial surety bonds for medium to large-sized businesses across a broad spectrum of industries, including the financial, healthcare as well as on and offshore energy, petrochemical and refining industries. We also offer miscellaneous bonds including license and permit, notary and court bonds. Often, our surety coverages involve a statutory requirement for bonds. While these bonds typically maintain a relatively low loss ratio, losses may fluctuate due to adverse economic conditions affecting the financial viability of our insureds. The contract surety product guarantees the construction work of a commercial contractor for a specific project. Generally, losses occur due to the deterioration of a contractor’s financial condition. This line has historically produced marginally higher loss ratios than other surety lines during economic downturns.
Net investment income consists of the interest and dividend income streams from our investments in fixed income and equity securities. Interest and general corporate expenses include the cost of debt, other director and shareholder relations costs and other compensation-related expenses incurred for the benefit of the corporation, but not attributable to the operations of our insurance segments. Investee earnings represent our share in Maui Jim and Prime earnings. We owned 40 percent of Maui Jim, a privately held company which operates in the sunglass and optical goods industries, which we sold in the third quarter of 2022. See note 13 for more information on the sale. Our investment in Maui Jim was carried at the holding company, as it was unrelated to our core insurance operations. Additionally, we own 23 percent of Prime Holdings Insurance Services, Inc., a privately held insurance company which specializes in hard-to-place risks.
The following table summarizes our segment data based on the internal structure and reporting of information as it is used by management. The net earnings of each segment are before taxes and include revenues (if applicable), direct product or segment costs (such as commissions and claims costs), as well as allocated costs from various support departments. Assets are not managed at the segment level and therefore are not allocated to segments.
REVENUES
(in thousands)
2022
2021
2020
Casualty
$
711,832
$
633,639
$
569,521
Property
307,886
231,837
183,720
Surety
124,718
115,427
112,506
Net premiums earned
$
1,144,436
$
980,903
$
865,747
Net investment income
86,078
68,862
67,893
Net realized gains
588,515
64,222
17,885
Net unrealized gains (losses) on equity securities
( 121,037 )
65,258
32,101
Total
$
1,697,992
$
1,179,245
$
983,626
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INSURANCE EXPENSES
(in thousands)
2022
2021
2020
Loss and settlement expenses:
Casualty
$
381,436
$
311,627
$
322,099
Property
120,745
129,924
111,356
Surety
12,195
15,051
9,429
Total loss and settlement expenses
$
514,376
$
456,602
$
442,884
Policy acquisition costs:
Casualty
$
204,397
$
179,354
$
162,058
Property
95,203
72,008
59,926
Surety
70,032
66,106
64,454
Total policy acquisition costs
$
369,632
$
317,468
$
286,438
Other insurance expenses:
Casualty
$
52,210
$
47,139
$
40,937
Property
19,416
18,605
15,620
Surety
10,586
11,163
10,271
Total other insurance expenses
$
82,212
$
76,907
$
66,828
Total
$
966,220
$
850,977
$
796,150
NET EARNINGS
(in thousands)
2022
2021
2020
Casualty
$
73,789
$
95,519
$
44,427
Property
72,522
11,300
( 3,182 )
Surety
31,905
23,107
28,352
Net underwriting income
$
178,216
$
129,926
$
69,597
Net investment income
86,078
68,862
67,893
Net realized gains
588,515
64,222
17,885
Net unrealized gains (losses) on equity securities
( 121,037 )
65,258
32,101
Interest on debt
( 8,047 )
( 7,677 )
( 7,603 )
General corporate expense
( 12,900 )
( 13,330 )
( 10,265 )
Equity in earnings of unconsolidated investees
9,853
37,060
20,233
Total earnings before incomes taxes
$
720,678
$
344,321
$
189,841
Income tax expense
137,267
64,967
32,750
Net earnings
$
583,411
$
279,354
$
157,091
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The following table further summarizes revenues by major product type within each segment:
NET PREMIUMS EARNED
Year ended December 31,
(in thousands)
2022
2021
2020
CASUALTY
Commercial excess and personal umbrella
$
253,921
$
219,437
$
178,214
General liability
100,374
90,853
91,653
Commercial transportation
96,992
83,352
64,624
Professional services
95,187
88,855
85,196
Small commercial
67,673
64,660
63,357
Executive products
26,606
21,873
26,509
Other casualty
71,079
64,609
59,968
Total
$
711,832
$
633,639
$
569,521
PROPERTY
Commercial property
$
163,078
$
107,941
$
79,406
Marine
113,208
97,745
81,852
Other property
31,600
26,151
22,462
Total
$
307,886
$
231,837
$
183,720
SURETY
Commercial
$
47,652
$
43,738
$
42,872
Miscellaneous
45,826
43,982
42,292
Contract
31,240
27,707
27,342
Total
$
124,718
$
115,427
$
112,506
Grand total
$
1,144,436
$
980,903
$
865,747
13. ACQUISITONS AND DISPOSITIONS
On September 30, 2022, RLI Corp. completed the sale of its equity method investment in Maui Jim to Kering Eyewear for cash proceeds of $ 686.6 million. The sale was part of a larger transaction whereby Kering Eyewear acquired all of the shares of common stock of Maui Jim, consistent with our prior commitments under the terms of a shareholders agreement between RLI and the majority owner of Maui Jim. We recognized a net realized gain of $ 571.0 million as a result of the sale, which was recorded in the net realized gain line item of the statement of earnings. In addition, we have the right to receive additional consideration based on customary post-closing working capital and other adjustments. Any gain related to the additional consideration will be recognized when received.
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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the shareholders and the Board of Directors of RLI Corp.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of RLI Corp. and subsidiaries (the "Company") as of December 31, 2022 and 2021, the related consolidated statements of earnings and comprehensive earnings, shareholders' equity, and cash flows, for each of the three years in the period ended December 31, 2022, and the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the "financial statements"). We also have audited the Company’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2022, and 2021, and the results of its operations and its cash flow for each of the three years in the period ended December 31, 2022, in conformity with accounting principles generally accepted in the United States of America. Also, in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.
Basis for Opinions
The Company’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Controls Over Financial Reporting. Our responsibility is to express an opinion on these financial statements and an opinion on the Company’s internal control over financial reporting 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 audits to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the 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. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing separate opinions on the critical audit matter or on the accounts or disclosures to which they relate.
Unpaid losses and settlement expenses — Refer to Notes 1 and 6 to the financial statements
Critical Audit Matter Description
The liability for unpaid losses and settlement expenses represents estimates of amounts needed to pay reported and unreported claims and related expenses. The estimates are based on certain actuarial and other assumptions related to the ultimate cost to settle such claims.
We identified the assessment of the Company’s estimate of unpaid losses and settlement expenses as a critical audit matter. Specialized actuarial skills and knowledge were required to assess the methodologies and assumptions used to estimate unpaid losses and settlement expenses. The assumptions used by the Company to estimate unpaid losses and settlement expenses included expected loss ratios, loss development patterns, qualitative factors, and the weighting of actuarial methodologies. These assumptions included a range of potential inputs and changes to these assumptions could affect the estimate of unpaid losses and settlement expenses recorded by the Company.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to unpaid losses and settlement expenses included the following, among others:
● We tested the effectiveness of controls related to unpaid losses and settlement expenses, including those controls over the inputs, methods, and assumptions used in the Company’s estimation processes.
● We tested the underlying data, including historical claims, that served as the basis for the actuarial analyses, to test that the inputs to the actuarial estimates were accurate and complete.
● With the assistance of our actuarial specialists, we evaluated the methods and assumptions used by the Company to estimate the unpaid losses and settlement expenses by:
o Developing a range of independent estimates of unpaid losses and settlement expenses for certain lines of business and comparing our estimates to the recorded reserves.
o We compared our prior year estimates of expected incurred losses to actual experience during the current year to identify potential management bias in the determination of the unpaid losses and settlement expenses.
/s/ Deloitte & Touche LLP
Chicago, Illinois
February 24, 2023
We have served as the Company’s auditor since 2020.
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Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
There were no changes in accountants or disagreements with accountants on any matters of accounting principles or practices or financial statement disclosure.