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Donegal (DGICA) - 2019 Q3 - Quarterly Report

PART I FINANCIAL INFORMATION Item 1. Financial Statements This section presents Donegal Group Inc.'s unaudited consolidated financial statements and detailed notes for the periods ended September 30, 2019, and December 31, 2018 Consolidated Balance Sheets | Metric | Sep 30, 2019 (Unaudited) | Dec 31, 2018 | | :--------------------------------------- | :----------------------- | :------------- | | Assets | | | | Total investments | $1,078,714,962 | $1,030,798,566 | | Cash | $55,268,760 | $52,594,461 | | Premiums receivable | $173,749,759 | $156,702,250 | | Reinsurance receivable | $362,366,588 | $343,369,065 | | Total assets | $1,921,085,211 | $1,832,078,267 | | Liabilities | | | | Unpaid losses and loss expenses | $864,534,338 | $814,665,224 | | Unearned premiums | $528,037,212 | $506,528,606 | | Borrowings under lines of credit | $35,000,000 | $60,000,000 | | Total liabilities | $1,478,533,606 | $1,433,208,366 | | Stockholders' Equity | | | | Total stockholders' equity | $442,551,605 | $398,869,901 | | Total liabilities and stockholders' equity | $1,921,085,211 | $1,832,078,267 | - Total assets increased by $89.0 million (4.9%) from December 31, 2018, to September 30, 2019, primarily driven by increases in total investments, premiums receivable, and reinsurance receivable15 - Total liabilities increased by $45.3 million (3.2%) over the same period, mainly due to higher unpaid losses and loss expenses and unearned premiums, partially offset by a decrease in borrowings under lines of credit15 - Total stockholders' equity increased by $43.7 million (11.0%) from December 31, 2018, to September 30, 201915 Consolidated Statements of Income (Unaudited) | Metric | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | | :--------------------------------------- | :------------------------------ | :------------------------------ | | Net premiums earned | $189,821,058 | $187,661,705 | | Total revenues | $198,009,900 | $199,904,180 | | Net losses and loss expenses | $130,743,395 | $140,726,106 | | Total expenses | $191,705,016 | $198,627,194 | | Income before income tax expense | $6,304,884 | $1,276,986 | | Net income | $5,186,379 | $1,206,356 | | Class A common stock - basic EPS | $0.19 | $0.04 | | Class A common stock - diluted EPS | $0.18 | $0.04 | | Class B common stock - basic and diluted EPS | $0.16 | $0.04 | - Net income for the three months ended September 30, 2019, significantly increased to $5.2 million from $1.2 million in the prior year period, driven by higher income before income tax expense17 - Net premiums earned saw a slight increase of 1.2% YoY, while net losses and loss expenses decreased by 7.1% YoY17 Consolidated Statements of Comprehensive Income (Loss) (Unaudited) | Metric | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | | :--------------------------------------- | :------------------------------ | :------------------------------ | | Net income | $5,186,379 | $1,206,356 | | Other comprehensive income (loss) | $2,255,773 | $(2,276,950) | | Comprehensive income (loss) | $7,442,152 | $(1,070,594) | - Comprehensive income significantly improved to $7.4 million in Q3 2019 from a loss of $1.1 million in Q3 2018, primarily due to a positive shift in other comprehensive income (unrealized gains on securities)19 Consolidated Statements of Income (Loss) (Unaudited) (Nine Months) | Metric | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Net premiums earned | $566,657,613 | $555,140,395 | | Total revenues | $611,512,728 | $585,022,486 | | Net losses and loss expenses | $385,361,331 | $433,063,019 | | Total expenses | $572,825,289 | $613,613,717 | | Income (loss) before income tax expense (benefit) | $38,687,439 | $(28,591,231) | | Net income (loss) | $32,997,997 | $(17,761,577) | | Class A common stock - basic EPS | $1.18 | $(0.64) | | Class A common stock - diluted EPS | $1.17 | $(0.64) | | Class B common stock - basic and diluted EPS | $1.06 | $(0.59) | - The company reported a significant turnaround, moving from a net loss of $17.8 million in the first nine months of 2018 to a net income of $33.0 million in the same period of 201922 - Total revenues increased by 4.5% YoY, while net losses and loss expenses decreased by 11.0% YoY, contributing to the improved profitability22 Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (Nine Months) | Metric | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Net income (loss) | $32,997,997 | $(17,761,577) | | Other comprehensive income (loss) | $14,646,453 | $(11,340,980) | | Comprehensive income (loss) | $47,644,450 | $(29,102,557) | - Comprehensive income for the first nine months of 2019 was $47.6 million, a substantial improvement from a comprehensive loss of $29.1 million in the prior year, primarily due to net income and positive other comprehensive income24 Consolidated Statement of Stockholders' Equity (Unaudited) | Metric | Dec 31, 2018 | Sep 30, 2019 | | :--------------------------------------- | :----------- | :----------- | | Total Stockholders' Equity | $398,869,901 | $442,551,605 | | Net income (nine months) | $192,751,208 (Retained Earnings) | $217,362,373 (Retained Earnings) | | Other comprehensive income (loss) | $(14,228,059) | $418,394 | - Total stockholders' equity increased by $43.7 million from December 31, 2018, to September 30, 2019, primarily driven by net income and a positive shift in accumulated other comprehensive income29 - The company issued common stock under stock compensation plans, contributing to additional paid-in capital29 Consolidated Statements of Cash Flows (Unaudited) | Metric | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Net cash provided by operating activities | $48,438,450 | $59,855,104 | | Net cash used in investing activities | $(11,547,502) | $(33,873,052) | | Net cash used in financing activities | $(34,216,649) | $(8,556,831) | | Net increase in cash | $2,674,299 | $17,425,221 | | Cash at end of period | $55,268,760 | $55,258,656 | - Net cash provided by operating activities decreased by $11.4 million YoY, while net cash used in investing activities significantly decreased by $22.3 million YoY37 - Net cash used in financing activities increased substantially by $25.7 million YoY, primarily due to higher payments on lines of credit37 Notes to Consolidated Financial Statements (Unaudited) 1 - Organization - Donegal Group Inc. is an insurance holding company with subsidiaries writing property and casualty insurance through independent agents in Mid-Atlantic, Midwestern, New England, and Southern states39 - The company operates in three segments: investment, personal lines (homeowners, private passenger auto), and commercial lines (commercial auto, commercial multi-peril, workers' compensation)40 - Donegal Mutual Insurance Company holds approximately 43% of Class A common stock and 84% of Class B common stock, giving it about 72% of total voting power40 - Atlantic States, the largest subsidiary, participates in a pooling agreement with Donegal Mutual, sharing 80% of pooled business results41 - The company sold its 48.2% stake in Donegal Financial Services Corporation (DFSC) on March 8, 2019, for approximately $85.8 million in cash and stock, recognizing a $12.7 million gain4446 2 - Basis of Presentation - Interim financial information is unaudited and includes normal recurring adjustments necessary for fair presentation48 - Results for the nine months ended September 30, 2019, are not necessarily indicative of the full year's results48 3 - Earnings Per Share - The company uses the two-class method for EPS calculation due to different dividend rates for Class A and Class B common stock (Class A dividend rate is at least 10% greater than Class B)50 Basic Earnings Per Share (Three Months Ended September 30) | Class | 2019 | 2018 | | :---- | :--- | :--- | | Class A | $0.19 | $0.04 | | Class B | $0.16 | $0.04 | Diluted Earnings Per Share (Three Months Ended September 30) | Class | 2019 | 2018 | | :---- | :--- | :--- | | Class A | $0.18 | $0.04 | | Class B | $0.16 | $0.04 | Basic Earnings (Loss) Per Share (Nine Months Ended September 30) | Class | 2019 | 2018 | | :---- | :--- | :--- | | Class A | $1.18 | $(0.64) | | Class B | $1.06 | $(0.59) | Diluted Earnings (Loss) Per Share (Nine Months Ended September 30) | Class | 2019 | 2018 | | :---- | :--- | :--- | | Class A | $1.17 | $(0.64) | | Class B | $1.06 | $(0.59) | - Outstanding options to purchase 5,330,525 shares (three months) and 5,531,561 shares (nine months) of Class A common stock were excluded from diluted EPS for 2019 because their exercise price exceeded the average market price54 4 - Reinsurance - Atlantic States and Donegal Mutual participate in a pooling agreement, with Atlantic States holding an 80% share of underwriting results56 - A combined third-party reinsurance program was implemented effective January 1, 2019, including excess of loss reinsurance (retention of $1.0 million for property, $2.0 million for casualty) and catastrophe reinsurance (retention of $10.0 million, annual aggregate deductible of $1.2 million up to $190.0 million per occurrence)57 - An additional catastrophe reinsurance agreement with Donegal Mutual provides coverage over a $2.0 million retention up to $8.0 million per occurrence for individual subsidiaries, and a combined retention of $5.0 million for multiple subsidiaries58 5 - Investments Fixed Maturities at September 30, 2019 (in thousands) | Category | Amortized Cost | Estimated Fair Value | | :--------------------------------------- | :------------- | :------------------- | | Held to Maturity | $458,889 | $484,742 | | Available for Sale | $550,792 | $559,101 | Equity Securities at September 30, 2019 (in thousands) | Category | Cost | Estimated Fair Value | | :--------------------------------------- | :--- | :------------------- | | Equity securities | $43,407 | $52,099 | Net Investment (Losses) Gains (in thousands) | Period | 2019 | 2018 | | :--------------------------------------- | :--- | :--- | | Three Months Ended Sep 30 | $(369) | $3,464 | | Nine Months Ended Sep 30 | $19,294 | $4,062 | - Net investment gains for the nine months ended September 30, 2019, included $12.7 million from the sale of DFSC and $5.5 million from unrealized gains in the equity securities portfolio146 - The company held 131 debt securities with unrealized losses considered temporary at September 30, 2019, based on market conditions and underlying factors70 6 - Segment Information - Segment performance for personal and commercial lines is evaluated using Statutory Accounting Principles (SAP) underwriting results, which are considered non-GAAP financial measures73 Premiums Earned (in thousands) | Segment | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | | :--------------------------------------- | :------------------------------ | :------------------------------ | | Commercial lines | $98,324 | $84,251 | | Personal lines | $91,497 | $103,410 | | Total premiums earned | $189,821 | $187,661 | Underwriting Income (Loss) (in thousands) | Segment | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | | :--------------------------------------- | :------------------------------ | :------------------------------ | | Commercial lines | $2,521 | $2,125 | | Personal lines | $(3,312) | $(12,210) | | GAAP underwriting loss | $(1,190) | $(9,753) | Premiums Earned (in thousands) | Segment | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Commercial lines | $284,593 | $251,029 | | Personal lines | $282,065 | $304,111 | | Total premiums earned | $566,658 | $555,140 | Underwriting Income (Loss) (in thousands) | Segment | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Commercial lines | $4,946 | $(17,935) | | Personal lines | $(10,077) | $(42,358) | | GAAP underwriting loss | $(3,700) | $(55,187) | 7 - Borrowings - In March 2019, the company entered into a new $30.0 million unsecured revolving line of credit with M&T, expiring July 2020, with no outstanding borrowings reported at September 30, 201978 - Atlantic States repaid a $35.0 million variable-rate cash advance and issued a new $35.0 million fixed-rate cash advance (1.74% interest, due August 2024) with the FHLB of Pittsburgh in August 2019, incurring a $176,000 prepayment penalty79 - Donegal Mutual holds a $5.0 million surplus note from MICO with a 5.00% interest rate, requiring prior approval from the Michigan Department of Insurance and Financial Services for repayment81 8 - Share–Based Compensation - Compensation expense related to stock compensation plans was $247,301 for Q3 2019 (vs. $317,526 in Q3 2018) and $1.1 million for the first nine months of 2019 (vs. $1.4 million in 2018)83 - As of September 30, 2019, $1.3 million of unrecognized compensation expense related to nonvested share-based compensation is expected to be recognized over approximately 1.5 years83 9 - Fair Value Measurements - Financial assets are classified into a three-level hierarchy based on input reliability: Level 1 (quoted prices in active markets), Level 2 (observable inputs other than Level 1), and Level 3 (unobservable inputs)85 - Publicly-traded equity securities are classified as Level 1, while fixed maturity investments (U.S. Treasury, state/political subdivisions, corporate, mortgage-backed securities) are classified as Level 286 Fair Value Measurements at September 30, 2019 (in thousands) | Category | Fair Value | Level 1 | Level 2 | Level 3 | | :--------------------------------------- | :--------- | :------ | :------ | :------ | | U.S. Treasury securities and obligations of U.S. government corporations and agencies | $19,446 | — | $19,446 | — | | Obligations of states and political subdivisions | $59,165 | — | $59,165 | — | | Corporate securities | $150,781 | — | $150,781 | — | | Mortgage-backed securities | $329,709 | — | $329,709 | — | | Equity securities | $52,099 | $49,746 | $2,353 | — | | Total investments in the fair value hierarchy | $611,200 | $49,746 | $561,454 | — | 10 - Income Taxes - No material unrecognized tax benefits or accrued interest and penalties were reported at September 30, 2019, or December 31, 201892 - A valuation allowance of $264,467 was established for a portion of Le Mars' net operating loss carryforward and $8.1 million for the net state operating loss carryforward92 - Deferred tax assets of $25.2 million (Sep 30, 2019) and $32.4 million (Dec 31, 2018) are expected to be realized92 11 - Liability for Losses and Loss Expenses - The establishment of loss and loss expense liabilities is an inherently uncertain process, with ultimate liabilities potentially differing from estimates94 Activity in Liability for Losses and Loss Expenses (in thousands) | Metric | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Balance at January 1 | $814,665 | $676,672 | | Net balance at January 1 | $475,398 | $383,401 | | Total incurred | $385,361 | $433,063 | | Total paid | $354,925 | $355,631 | | Net balance at end of period | $505,834 | $460,833 | | Balance at end of period | $864,534 | $779,980 | - The company recognized a decrease of $7.9 million in prior-year loss and loss expenses for the nine months ended September 30, 2019, primarily due to lower-than-expected severity in workers' compensation, mainly in Michigan9597 - In contrast, the prior year (2018) saw an increase of $28.9 million, mainly from higher-than-expected severity in personal and commercial automobile lines, attributed to worsening litigation trends and reporting delays9597 12 - Impact of New Accounting Standards - Adoption of new lease accounting guidance (effective January 1, 2019) did not significantly impact financial position, results, or cash flows106 - The company is evaluating the impact of new guidance on impairment of financial instruments (effective after December 15, 2019), which requires recognizing expected credit losses as an allowance107 - New guidance simplifying goodwill impairment testing (effective after December 15, 2019) is not expected to have a significant impact108 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section provides management's perspective on the company's financial condition and operational results, highlighting critical accounting policies and segment performance Critical Accounting Policies and Estimates - The most significant estimates relate to reserves for property and casualty insurance unpaid losses and loss expenses, which are inherently uncertain and can significantly affect financial statements112 - Estimates are based on assumptions about future loss trends, claims severity, judicial theories of liability, and other factors, and are regularly reviewed and adjusted113 Liability for Unpaid Losses and Loss Expenses - Liabilities for reported losses are based on case-by-case evaluations, while unreported claims are estimated using historical information by line of insurance115 - Reserve estimates can change due to unexpected shifts in external factors (e.g., tort law, medical costs, inflation) and internal operations (e.g., claims recording, rate changes)116 - A 1% change in net loss and loss expense reserves would impact pre-tax results by approximately $5.1 million116 - The average claim outstanding has gradually increased over several years due to rising medical loss costs and increased litigation trends, alongside a general slowing of settlement rates in litigated claims118 Unpaid Liability for Losses and Loss Expenses by Major Line of Business (in thousands) | Line of Business | Sep 30, 2019 | Dec 31, 2018 | | :--------------------------------------- | :----------- | :----------- | | Commercial lines: | | | | Automobile | $120,902 | $106,734 | | Workers' compensation | $112,322 | $109,512 | | Commercial multi-peril | $97,587 | $85,937 | | Other | $9,398 | $5,207 | | Total commercial lines | $340,209 | $307,390 | | Personal lines: | | | | Automobile | $137,897 | $144,788 | | Homeowners | $22,886 | $18,374 | | Other | $4,842 | $4,846 | | Total personal lines | $165,625 | $168,008 | | Total commercial and personal lines | $505,834 | $475,398 | | Plus reinsurance recoverable | $358,700 | $339,267 | | Total liability for unpaid losses and loss expenses | $864,534 | $814,665 | Non-GAAP Information - The company uses SAP financial measures (net premiums written and statutory combined ratio) to evaluate segment performance, as GAAP financial statements are not prepared for insurance subsidiaries126 Net Premiums Written - Net premiums written are defined as full-term premiums recorded for policies less premiums ceded to reinsurers127 Net Premiums Written (in thousands) | Period | 2019 | 2018 | | :--------------------------------------- | :--- | :--- | | Three Months Ended Sep 30 | $183,870 | $184,518 | | Nine Months Ended Sep 30 | $581,588 | $575,723 | Statutory Combined Ratio - The statutory combined ratio is a standard measure of underwriting profitability, calculated as the sum of the statutory loss ratio, expense ratio, and dividend ratio, with a ratio below 100% indicating underwriting profitability129130 - Differences between GAAP and statutory combined ratios arise from installment payment fees, expense ratio basis (net premiums earned vs. written), and salvage/subrogation recoveries131 Combined Ratios GAAP Combined Ratios (Total Lines) | Metric | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | | :--------------------------------------- | :------------------------------ | :------------------------------ | | Loss ratio (non-weather) | 61.6% | 63.7% | | Loss ratio (weather-related) | 7.3% | 11.3% | | Expense ratio | 30.5% | 29.6% | | Dividend ratio | 1.2% | 0.6% | | Combined ratio | 100.6% | 105.2% | Statutory Combined Ratios (Total Commercial and Personal Lines) | Metric | Three Months Ended Sep 30, 2019 | Three Months Ended Sep 30, 2018 | | :--------------------------------------- | :------------------------------ | :------------------------------ | | Total commercial lines | 97.9% | 97.6% | | Total personal lines | 103.9% | 111.5% | | Total commercial and personal lines | 100.8% | 105.2% | GAAP Combined Ratios (Total Lines) | Metric | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Loss ratio (non-weather) | 60.8% | 68.5% | | Loss ratio (weather-related) | 7.2% | 9.5% | | Expense ratio | 31.5% | 31.3% | | Dividend ratio | 1.2% | 0.6% | | Combined ratio | 100.7% | 109.9% | Statutory Combined Ratios (Total Commercial and Personal Lines) | Metric | Nine Months Ended Sep 30, 2019 | Nine Months Ended Sep 30, 2018 | | :--------------------------------------- | :----------------------------- | :----------------------------- | | Total commercial lines | 95.8% | 104.5% | | Total personal lines | 103.3% | 113.0% | | Total commercial and personal lines | 99.5% | 109.0% | Results of Operations - Three Months Ended September 30, 2019 Compared to Three Months Ended September 30, 2018 - Net premiums earned increased by 1.2% to $189.8 million, while net premiums written decreased by 0.4% to $183.9 million133134 - Commercial lines net premiums written increased by 13.2% due to rate increases, new accounts, and lower reinsurance premiums, while personal lines decreased by 11.6% due to underwriting measures and non-renewal of unprofitable business134 - Net investment income increased to $7.4 million (from $6.6 million), but net investment losses of $369,041 were recorded (compared to gains of $3.5 million in 2018) due to unrealized losses in equity securities135136 - The loss ratio decreased to 68.9% (from 75.0%), with weather-related losses contributing 7.3 percentage points (down from 11.3 points), and favorable loss reserve development of $1.0 million was experienced137 - The expense ratio increased to 30.5% (from 29.6%) due to higher underwriting-based incentive costs, and policyholder dividends increased due to growth and profitability in workers' compensation138139 - The combined ratio decreased to 100.6% (from 105.2%), primarily due to the lower loss ratio139 - Net income rose to $5.2 million (EPS Class A diluted $0.18) from $1.2 million (EPS Class A diluted $0.04)142 Results of Operations - Nine Months Ended September 30, 2019 Compared to Nine Months Ended September 30, 2018 - Net premiums earned increased by 2.1% to $566.7 million, and net premiums written increased by 1.0% to $581.6 million143144 - Commercial lines net premiums written increased by 13.1%, while personal lines decreased by 10.1% due to similar factors as the three-month period144 - Net investment income increased to $21.7 million (from $19.3 million), with net investment gains of $19.3 million (up from $4.1 million) including $12.7 million from the DFSC sale and $5.5 million from equity securities' unrealized gains145146 - The loss ratio decreased to 68.0% (from 78.0%), with weather-related losses contributing 7.2 percentage points (down from 9.5 points), and favorable loss reserve development of $7.9 million was experienced (compared to adverse development of $28.9 million in 2018)147 - The expense ratio slightly increased to 31.5% (from 31.3%), and policyholder dividends increased due to workers' compensation growth and profitability148149 - The combined ratio decreased to 100.7% (from 109.9%), primarily due to the lower loss ratio149 - The company reported net income of $33.0 million (EPS Class A diluted $1.17) compared to a net loss of $17.8 million (EPS Class A diluted $(0.64)) in the prior year153 Liquidity and Capital Resources - Major funding sources include net cash flows from underwriting, investment income, and investment maturities, with operations historically generating sufficient positive cash flow154155 - Net cash provided by operating activities was $48.4 million for the first nine months of 2019 (vs. $59.9 million in 2018)155 - At September 30, 2019, there were no outstanding borrowings on the $30.0 million M&T line of credit, and Atlantic States had $35.0 million in outstanding FHLB advances at 1.74% interest156 Expected Payments for Contractual Obligations at September 30, 2019 (in thousands) | Obligation | Total | Less than 1 year | 1-3 years | 4-5 years | After 5 years | | :--------------------------------------- | :---- | :--------------- | :-------- | :-------- | :------------ | | Net liability for unpaid losses and loss expenses of our insurance subsidiaries | $505,834 | $234,446 | $237,036 | $18,341 | $16,011 | | Subordinated debentures | $5,000 | — | — | — | $5,000 | | Borrowings under lines of credit | $35,000 | — | — | $35,000 | — | | Total contractual obligations | $545,834 | $234,446 | $237,036 | $53,341 | $21,011 | - The board declared quarterly cash dividends of 14.5 cents per Class A share and 12.75 cents per Class B share, payable November 15, 2019162 - Available dividends from insurance subsidiaries without prior approval for 2019 total approximately $30.9 million162 Equity Price Risk - The marketable equity securities portfolio is exposed to the risk of loss from adverse price changes, managed through investment personnel analysis and regular portfolio reviews164 Credit Risk - The fixed-maturity and short-term investment portfolios are subject to credit risk, managed by investment analysis, regular reviews, and limiting investment concentration in any single issuer165 - Atlantic States faces credit risk from business ceded to Donegal Mutual under the pooling agreement, mitigated by reinsurance agreements with Donegal Mutual and other unaffiliated reinsurers168 Impact of Inflation - Property and casualty insurance premium rates are established with an anticipation of inflation's potential impact on future losses and expenses169 Item 3. Quantitative and Qualitative Disclosures About Market Risk This section addresses the company's exposure to market risk, primarily from its investment portfolio's sensitivity to price and interest rate fluctuations - Market risk stems from potential changes in the fair value of investment securities due to price and interest rate fluctuations171 - Interest rate risk is managed by maintaining an appropriate relationship between the average duration of the investment portfolio and the approximate duration of liabilities171 - No material changes in quantitative or qualitative market risk exposure occurred from December 31, 2018, through September 30, 2019172 Item 4. Controls and Procedures This section confirms the effectiveness of the company's disclosure controls and procedures and reports no material changes in internal control over financial reporting during the quarter - Management, including the CEO and CFO, concluded that disclosure controls and procedures were effective as of September 30, 2019, for timely and accurate reporting173 - No material changes in internal control over financial reporting occurred during the quarter174 Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995 This statement clarifies that all forward-looking statements in the report are based on current expectations and involve inherent risks and uncertainties - All forward-looking statements are based on current expectations and involve risks and uncertainties175 - Factors that could cause actual results to vary include adverse weather, profitability, adequacy of loss reserves, IT system availability, economic conditions, interest rates, competition, terrorism, reinsurance costs, legal developments, regulatory changes, and A.M. Best rating changes175 - The company disclaims any obligation to publicly update forward-looking statements175 Part II. Other Information Item 1. Legal Proceedings This section states that there are no legal proceedings to report - No legal proceedings to report178 Item 1A. Risk Factors This section refers to the risk factors detailed in the company's 2018 Annual Report on Form 10-K, noting no material changes during the nine months ended September 30, 2019 - No material changes in risk factors from those disclosed in the 2018 Annual Report on Form 10-K179 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds This section indicates that there were no unregistered sales of equity securities or use of proceeds to report - No unregistered sales of equity securities or use of proceeds to report180 Item 3. Defaults upon Senior Securities This section states that there were no defaults upon senior securities - No defaults upon senior securities to report181 Item 4. Removed and Reserved This item is removed and reserved Item 5. Other Information This section indicates that there is no other information to report - No other information to report183 Item 6. Exhibits This section lists the exhibits filed with the Form 10-Q report, including certifications from the Chief Executive Officer and Chief Financial Officer, and XBRL-related documents | Exhibit No. | Description | | :------------ | :----------------------------------------------------------------------------------------------------------------------------------- | | Exhibit 31.1 | Certification of Chief Executive Officer | | Exhibit 31.2 | Certification of Chief Financial Officer | | Exhibit 32.1 | Statement of Chief Executive Officer pursuant to 18 U.S.C. Section 1350 of Title 18 of the United States Code | | Exhibit 32.2 | Statement of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 of Title 18 of the United States Code | | Exhibit 101.INS | XBRL Instance Document | | Exhibit 101.SCH | XBRL Taxonomy Extension Schema Document | | Exhibit 101.PRE | XBRL Taxonomy Presentation Linkbase Document | | Exhibit 101.CAL | XBRL Taxonomy Calculation Linkbase Document | | Exhibit 101.LAB | XBRL Taxonomy Label Linkbase Document | | Exhibit 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | Signatures This section contains the signatures of the authorized officers, Kevin G. Burke (President and Chief Executive Officer) and Jeffrey D. Miller (Executive Vice President and Chief Financial Officer), certifying the report on November 8, 2019 - The report is signed by Kevin G. Burke, President and Chief Executive Officer, and Jeffrey D. Miller, Executive Vice President and Chief Financial Officer, on November 8, 2019190