Form 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
for the quarterly period ended March 31, 2009
Commission File Number 001-34257
UNITED FIRE & CASUALTY COMPANY
(Exact name of registrant as specified in its charter)
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Iowa
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42-0644327 |
(State of Incorporation)
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(IRS Employer Identification No.) |
118 Second Avenue, S.E., Cedar Rapids, Iowa 52407
(Address of principal executive offices) (Zip Code)
Registrants telephone number, including area code: (319) 399-5700
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such reports) and (2) has been subject
to such filing requirements for the past 90 days.
YES
þ NO
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a
non-accelerated filer or a smaller reporting company. See definition of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer þ
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Accelerated filer o
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Non-accelerated filer o
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Smaller reporting company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act).
YES o NO þ
As of April 27, 2009, 26,591,386 shares of common stock were outstanding.
United Fire & Casualty Company and Subsidiaries
Index to Quarterly Report on Form 10-Q
March 31, 2009
FORWARD-LOOKING INFORMATION
It is important to note that our actual results could differ materially from those projected in our
forward-looking statements. Information concerning factors that could cause actual results to
differ materially from those in the forward-looking statements is contained in Part I, Item 2
Managements Discussion and Analysis of Financial Condition and Results of Operations and Part
II, Item 1A Risk Factors.
2
PART I FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
United Fire & Casualty Company and Subsidiaries
Consolidated Balance Sheets
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March 31, |
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December 31, |
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(In Thousands, Except Per Share Data and Number of Shares) |
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2009 |
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2008 |
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(unaudited) |
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ASSETS |
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Investments |
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Fixed maturities |
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Held-to-maturity, at amortized cost (fair value
$13,033 in 2009 and $15,146 in 2008) |
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$ |
13,027 |
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$ |
15,177 |
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Available-for-sale, at fair value (amortized cost
$1,973,713 in 2009 and $1,942,466 in 2008) |
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1,957,298 |
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1,898,569 |
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Equity securities, at fair value (cost $67,057 in 2009
and $66,246 in 2008) |
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93,283 |
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120,985 |
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Trading securities, at fair value (amortized cost $10,789
in 2009 and $8,713 in 2008) |
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10,405 |
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8,055 |
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Mortgage loans |
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7,701 |
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7,821 |
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Policy loans |
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7,734 |
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7,808 |
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Other long-term investments |
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11,307 |
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11,216 |
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Short-term investments |
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23,202 |
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26,142 |
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$ |
2,123,957 |
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$ |
2,095,773 |
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Cash and cash equivalents |
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$ |
106,146 |
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$ |
109,582 |
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Accrued investment income |
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28,861 |
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27,849 |
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Premiums receivable |
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141,835 |
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134,295 |
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Deferred policy acquisition costs |
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150,602 |
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158,265 |
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Property and equipment (primarily land and buildings, at
cost, less accumulated depreciation of $28,609 in 2009
and $27,994 in 2008) |
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17,480 |
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15,275 |
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Reinsurance receivables and recoverables |
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50,856 |
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60,275 |
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Prepaid reinsurance premiums |
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1,783 |
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1,559 |
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Income taxes receivable |
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25,300 |
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26,974 |
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Deferred income taxes |
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15,110 |
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8,297 |
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Other assets |
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48,939 |
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48,986 |
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TOTAL ASSETS |
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$ |
2,710,869 |
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$ |
2,687,130 |
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LIABILITIES AND STOCKHOLDERS EQUITY |
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Liabilities |
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Future policy benefits and losses, claims and loss
settlement expenses: |
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Property and casualty insurance |
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$ |
577,415 |
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$ |
586,109 |
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Life insurance |
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1,197,144 |
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1,167,665 |
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Unearned premiums |
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222,561 |
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216,966 |
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Accrued expenses and other liabilities |
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78,490 |
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74,649 |
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TOTAL LIABILITIES |
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$ |
2,075,610 |
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$ |
2,045,389 |
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Stockholders Equity |
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Common stock, $3.33 1/3 par value; authorized 75,000,000
shares; 26,591,286 and 26,624,086 shares issued and
outstanding in 2009 and 2008, respectively
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$ |
88,638 |
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$ |
88,747 |
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Additional paid-in capital |
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138,952 |
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138,511 |
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Retained earnings |
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409,910 |
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410,634 |
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Accumulated other comprehensive income (loss), net of tax |
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(2,241 |
) |
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3,849 |
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TOTAL STOCKHOLDERS EQUITY |
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$ |
635,259 |
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$ |
641,741 |
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TOTAL LIABILITIES AND STOCKHOLDERS EQUITY |
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$ |
2,710,869 |
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$ |
2,687,130 |
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The Notes to Unaudited Consolidated Financial Statements are an integral part of these
statements.
3
United Fire & Casualty Company and Subsidiaries
Consolidated Statements of Income (Unaudited)
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Three Months Ended March 31, |
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(In Thousands, Except Per Share Data and Number of Shares) |
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2009 |
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2008 |
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Revenues |
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Net premiums earned |
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$ |
118,321 |
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$ |
122,943 |
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Investment income, net of investment expenses |
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23,271 |
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28,055 |
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Realized investment losses |
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(3,488 |
) |
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(1,154 |
) |
Other income |
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159 |
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199 |
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$ |
138,263 |
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$ |
150,043 |
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Benefits, Losses and Expenses |
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Losses and loss settlement expenses |
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$ |
86,078 |
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$ |
67,482 |
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Future policy benefits |
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3,388 |
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5,846 |
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Amortization of deferred policy acquisition costs |
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29,406 |
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32,526 |
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Other underwriting expenses |
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8,486 |
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6,920 |
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Disaster charges and other related expenses, net of recoveries |
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(358 |
) |
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Interest on policyholders accounts |
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9,772 |
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10,446 |
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$ |
136,772 |
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$ |
123,220 |
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Income before income taxes |
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$ |
1,491 |
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$ |
26,823 |
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Federal income tax expense (benefit) |
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(1,779 |
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6,696 |
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Net Income |
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$ |
3,270 |
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$ |
20,127 |
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Weighted average common shares outstanding |
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26,613,378 |
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27,190,796 |
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Basic earnings per common share |
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$ |
0.12 |
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$ |
0.74 |
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Diluted earnings per common share |
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$ |
0.12 |
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$ |
0.74 |
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Cash dividends declared per common share |
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$ |
0.15 |
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$ |
0.15 |
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The Notes to Unaudited Consolidated Financial Statements are an integral part of these
statements.
4
United Fire & Casualty Company and Subsidiaries
Consolidated Statements of Stockholders Equity (Unaudited)
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Three Months Ended March 31, |
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(In Thousands Except Number of Shares) |
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2009 |
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2008 |
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Common stock |
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Balance, beginning of year |
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$ |
88,747 |
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$ |
90,653 |
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Shares repurchased (33,300 in 2009 and 6,800 in 2008) |
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(111 |
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(23 |
) |
Shares issued from stock-based awards (500 in 2009 and 2,250 in 2008) |
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2 |
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8 |
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Balance, end of period |
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$ |
88,638 |
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$ |
90,638 |
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Additional paid-in capital |
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Balance, beginning of year |
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$ |
138,511 |
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$ |
149,511 |
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Compensation expense and related tax benefit for stock-based award grants |
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863 |
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405 |
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Shares repurchased |
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(427 |
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(167 |
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Shares issued from stock-based awards |
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5 |
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29 |
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Balance, end of period |
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$ |
138,952 |
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$ |
149,778 |
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Retained earnings |
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Balance, beginning of year |
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$ |
410,634 |
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$ |
439,860 |
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Net income |
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3,270 |
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20,127 |
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Dividends on common stock ($0.15 per share in 2009 and 2008) |
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(3,994 |
) |
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(4,079 |
) |
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Balance, end of period |
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$ |
409,910 |
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$ |
455,908 |
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Accumulated other comprehensive income (loss), net of tax |
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Balance, beginning of year |
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$ |
3,849 |
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$ |
71,473 |
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Change in net unrealized appreciation (1) |
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(6,295 |
) |
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(8,659 |
) |
Change in underfunded status of employee benefit plans (2) |
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205 |
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191 |
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Balance, end of period |
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$ |
(2,241 |
) |
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$ |
63,005 |
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Summary of changes |
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Balance, beginning of year |
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$ |
641,741 |
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$ |
751,497 |
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Net income |
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3,270 |
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20,127 |
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All other changes in stockholders equity accounts |
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(9,752 |
) |
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(12,295 |
) |
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Balance, end of period |
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$ |
635,259 |
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$ |
759,329 |
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(1) |
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The change in unrealized appreciation is net of reclassification adjustments and income
taxes. |
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(2) |
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The recognition of the underfunded status of employee benefit plans is net of income taxes. |
The Notes to Unaudited Consolidated Financial Statements are an integral part of these
statements.
5
United Fire & Casualty Company and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
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Three Months Ended March 31, |
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(In Thousands) |
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2009 |
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2008 |
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Cash Flows From Operating Activities |
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Net income |
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$ |
3,270 |
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$ |
20,127 |
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Adjustments to reconcile net income to net cash provided by operating
activities: |
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Net bond premium accretion |
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705 |
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|
581 |
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Depreciation and amortization |
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|
899 |
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|
897 |
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Stock-based compensation expense |
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|
858 |
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|
391 |
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Realized investment losses |
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3,488 |
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|
1,154 |
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Net cash flows from trading investments |
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(2,068 |
) |
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(4,247 |
) |
Deferred income tax benefit |
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(3,208 |
) |
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|
(1,024 |
) |
Changes in: |
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Accrued investment income |
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(1,012 |
) |
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(187 |
) |
Premiums receivable |
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(7,540 |
) |
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(17,713 |
) |
Deferred policy acquisition costs |
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(1,927 |
) |
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(1,322 |
) |
Reinsurance receivables |
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9,419 |
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2,089 |
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Prepaid reinsurance premiums |
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(224 |
) |
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69 |
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Income taxes receivable/payable |
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|
1,674 |
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|
8,417 |
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Other assets |
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47 |
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(630 |
) |
Future policy benefits and losses, claims and loss settlement expenses |
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(6,489 |
) |
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|
1,669 |
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Unearned premiums |
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|
5,595 |
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|
9,856 |
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Accrued expenses and other liabilities |
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|
4,157 |
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|
8,800 |
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Deferred income taxes |
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(546 |
) |
Other, net |
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1,545 |
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|
1,137 |
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Total adjustments |
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$ |
5,919 |
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$ |
9,391 |
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Net cash provided by operating activities |
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$ |
9,189 |
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$ |
29,518 |
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Cash Flows From Investing Activities |
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Proceeds from sale of available-for-sale investments |
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$ |
8,049 |
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$ |
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Proceeds from call and maturity of held-to-maturity investments |
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|
2,156 |
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|
8,054 |
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Proceeds from call and maturity of available-for-sale investments |
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|
83,586 |
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|
157,940 |
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Proceeds from short-term and other investments |
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|
5,234 |
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|
30,682 |
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Purchase of available-for-sale investments |
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(129,264 |
) |
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(159,669 |
) |
Purchase of short-term and other investments |
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|
(2,046 |
) |
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|
(42,009 |
) |
Net purchases and sales of property and equipment |
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|
(3,094 |
) |
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|
(347 |
) |
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Net cash used in investing activities |
|
$ |
(35,379 |
) |
|
$ |
(5,349 |
) |
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Cash Flows From Financing Activities |
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Policyholders account balances: |
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Deposits to investment and universal life contracts |
|
$ |
75,338 |
|
|
$ |
41,836 |
|
Withdrawals from investment and universal life contracts |
|
|
(48,064 |
) |
|
|
(45,876 |
) |
Payment of cash dividends |
|
|
(3,994 |
) |
|
|
(4,079 |
) |
Repurchase of common stock |
|
|
(538 |
) |
|
|
(190 |
) |
Issuance of common stock |
|
|
7 |
|
|
|
36 |
|
Tax benefit from issuance of common stock |
|
|
5 |
|
|
|
15 |
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
$ |
22,754 |
|
|
$ |
(8,258 |
) |
|
|
|
|
|
|
|
Net Change in Cash and Cash Equivalents |
|
$ |
(3,436 |
) |
|
$ |
15,911 |
|
Cash and Cash Equivalents at Beginning of Period |
|
|
109,582 |
|
|
|
252,565 |
|
|
|
|
|
|
|
|
Cash and Cash Equivalents at End of Period |
|
$ |
106,146 |
|
|
$ |
268,476 |
|
|
|
|
|
|
|
|
The Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.
6
United Fire & Casualty Company and Subsidiaries
Notes to Unaudited Consolidated Financial Statements
NOTE 1. NATURE OF OPERATIONS AND BASIS OF PRESENTATION
The terms United Fire, we, us, or our refer to United Fire & Casualty Company or United
Fire & Casualty Company and its consolidated subsidiaries and affiliate, as the context requires.
In the opinion of the management of United Fire, the accompanying unaudited Consolidated Financial
Statements contain all adjustments (consisting of normal recurring adjustments) necessary to
present fairly the financial position, results of operations and cash flows for the periods
presented. The results reported for the interim periods are not necessarily indicative of the
results of operations that may be expected for the year. The unaudited Consolidated Financial
Statements should be read in conjunction with our Annual Report on Form 10-K for the year ended
December 31, 2008. The review report of Ernst & Young LLP as of and for the three-month period
ending March 31, 2009, accompanies the unaudited Consolidated Financial Statements included in Item
1 of Part I.
We maintain our records in conformity with the accounting practices prescribed or permitted by the
insurance departments of the states in which we are domiciled. To the extent that certain of these
practices differ from U.S. generally accepted accounting principles (GAAP), we have made
adjustments to present the accompanying unaudited Consolidated Financial Statements in conformity
with GAAP.
The preparation of financial statements in conformity with GAAP requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure
of contingent assets and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual results could differ from
those estimates. The financial statement categories that are most dependent on management estimates
and assumptions include investments, deferred policy acquisition costs, and future policy benefits
and losses, claims and loss settlement expenses.
Certain prior year amounts have been reclassified to conform to the current year presentation.
Cash and Cash Equivalents
For purposes of reporting cash flows, cash and cash equivalents include cash, money market accounts
and non-negotiable certificates of deposit with original maturities of three months or less. We
made no payments for income taxes for the three-month periods ended March 31, 2009 and 2008. We
made no significant payments of interest for the three-month periods ended March 31, 2009 and 2008,
other than interest credited to policyholders accounts.
Income Taxes
For the three-month period ended March 31, 2009, we reported a federal income tax benefit of $1.8
million, compared to federal income tax expense of $6.7 million at an effective tax rate of 25.0
percent for the three-month period ended March 31, 2008. Our effective tax rate differs from the
federal statutory rate of 35.0 percent due principally to the effect of tax-exempt municipal bond
interest income and non-taxable dividend income. In 2008, a reduction in the valuation allowance on
our deferred tax assets also had an effect on our effective tax rate.
We file income tax returns in the U.S. federal jurisdiction and various state jurisdictions. We are
no longer subject to U.S. federal income tax examination by tax authorities for years before 2004
and state income tax examination for years before 2003. There are no ongoing examinations of income
tax returns by federal or state tax authorities.
7
Contingent Liabilities
We have been named as a defendant in various lawsuits, including actions seeking certification from
the court to proceed as a class action suit and actions filed by individual policyholders, relating
to disputes arising from damages that occurred as a result of Hurricane Katrina in 2005. As of
March 31, 2009, there were in excess of 350 individual policyholder cases pending, and an
additional 11 class action cases pending. These cases have been filed in Louisiana state courts and
federal district courts and involve, among other claims, disputes as to the amount of reimbursable
claims in particular cases, as well as the scope of insurance coverage under homeowners and
commercial property policies due to flooding, civil authority actions, loss of use and business
interruption. Certain of these cases also claim a breach of duty of good faith or violations of
Louisiana insurance claims-handling laws or regulations and involve claims for punitive or
exemplary damages. Other cases claim that under Louisianas so-called Valued Policy Law, the
insurers must pay the total insured value of a home that is totally destroyed if any portion of
such damage was caused by a covered peril, even if the principal cause of the loss was an excluded
peril. Other cases challenge the scope or enforceability of the water damage exclusion in the
policies.
Several actions pending against various insurers, including us, were consolidated for purposes of
pretrial discovery and motion practice under the caption In re Katrina Canal Breaches Consolidated
Litigation, Civil Action No. 05-4182 in the United States District Court, Eastern District of
Louisiana.
In light of an April 8, 2008 Louisiana Supreme Court decision finding that flood damage was clearly
excluded from coverage, state and federal courts have been reviewing the pending lawsuits seeking
class certification and other pending lawsuits in order to expedite pre-trial discovery and to move
the cases towards trial.
In June 2008, a commercial policyholder was awarded approximately $21.0 million in additional
Hurricane Katrina damages by a Federal Court jury sitting in New Orleans. The claims associated
with this litigation represent what we consider to be our single largest exposure as a result of
that hurricane. In response to this verdict, we recorded an incurred loss, net of excess of loss of
reinsurance, of $10.8 million in 2008. However, we have filed an appeal of this verdict, as we
believe that the award includes damages that were attributable to flooding (and thus excluded from
coverage) and that there were other errors at trial prejudicial to us. According to Louisiana law
we were required to place $29.0 million on deposit with the State of Louisiana for this case while
we pursue an appeal. This appeal remains pending as of March 31, 2009.
In July 2008, Lafayette Insurance Company participated in a hearing in St Bernard Parish, Louisiana
after which the court entered an order certifying a class defined as all Lafayette Insurance
Company personal lines policyholders within an eight parish area in and around New Orleans who
sustained wind damage as a result of Hurricane Katrina and whose claim was at least partially
denied or misadjusted. We have appealed this order as we feel it is not supported by the evidence.
We expect the appeal process to take many additional months.
We intend to continue to defend the cases related to losses incurred as a consequence of Hurricane
Katrina. We have established our loss and loss settlement expense reserves on the assumption that
the application of the Valued Policy Law will not result in our having to pay damages for perils
not otherwise covered. We believe that, in the aggregate, these reserves should be adequate.
However, our evaluation of these claims and the adequacy of recorded reserves may change if we
encounter adverse developments in the further defense of these claims.
We consider all of our other litigation pending as of March 31, 2009 to be ordinary, routine, and
incidental to our business.
Securities Lending
We participate in a securities lending program, which generates net investment income and discounts
other investment fees we are charged, by lending certain investments to other institutions for
short periods of time. Borrowers of these securities must deposit and maintain, at all times,
collateral in the form of cash or U.S. Treasury securities with Northern Trust Company (Northern
Trust), the third-party custodian, equal to at least 102% of the market value of the securities
loaned plus accrued interest. If a borrower fails to return the borrowed security,
Northern Trust will use the collateral to purchase the same or similar security as a replacement
for the borrowed security that was not returned by the borrower. However, we would receive the
collateral in place of the borrowed security if Northern Trust is unable to purchase the same or
similar security.
8
All collateral is held by Northern Trust. We have the right to access the collateral only if the
institution borrowing our securities is in default under the lending agreement. Therefore, we do
not recognize the receipt of the collateral held by Northern Trust or the obligation to return the
collateral at the conclusion of the lending agreement in our Consolidated Financial Statements. We
also maintain effective control of the loaned securities and have the right and ability to redeem
the securities loaned on short notice. Therefore, we continue to classify these securities as
invested assets in our Consolidated Financial Statements. At March 31, 2009, we had securities
totaling $78.9 million on loan under the program.
Recently Issued Accounting Standards
Adopted Accounting Standards
In December 2007, the Financial Accounting Standards Board (FASB) issued Statement of Financial
Accounting Standards (SFAS) No. 141(R), Business Combinations, a replacement of SFAS No. 141,
Business Combinations. SFAS No. 141(R) provides revised guidance on how an acquirer recognizes
and measures in its financial statements the identifiable assets acquired, the liabilities assumed
and any noncontrolling interest in the acquiree. In addition, SFAS No. 141(R) provides revised
guidance on the recognition and measurement of goodwill, as well as guidance specific to the
recognition, classification, and measurement of assets and liabilities related to insurance and
reinsurance contracts acquired in a business combination. We will apply the provisions of SFAS No.
141(R) prospectively to business combinations occurring on or after January 1, 2009. The adoption
of SFAS No. 141(R) did not have any impact on the amounts reported in our Consolidated Financial
Statements.
Pending Accounting Standards
FSP SFAS 132(R)-1, Employers Disclosures about Postretirement Benefit Plan Assets
In December 2008, the FASB issued FSP SFAS 132(R)-1, Employers Disclosures about Postretirement
Benefit Plan Assets. FSP SFAS 132(R)-1 requires an employer to provide certain disclosures about
the assets held by its defined benefit pension or other postretirement plans. The required
disclosures include the investment policies and strategies of the plans, the fair value of the
major categories of plan assets, the inputs and valuation techniques used to develop fair value
measurements and a description of significant concentrations of risk in plan assets. FSP SFAS
132(R)-1 is effective for fiscal years ending after December 15, 2009. We do not expect the
adoption of FSP SFAS 132(R)-1 to have a material impact on our Consolidated Financial Statements.
FSP SFAS No. 157-4, Determining Fair Value When the Volume and Level of Activity for the Asset or
Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly
In April 2009, the FASB issued FSP SFAS No. 157-4, Determining Fair Value When the Volume and
Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying
Transactions That Are Not Orderly. Under FSP SFAS No. 157-4, transactions or quoted prices may not
accurately reflect fair value if an entity determines that there has been a significant decrease in
the volume and level of activity for the asset or the liability in relation to the normal market
activity for the asset or liability (or similar assets or liabilities). In addition, if there is
evidence that the transaction for the asset or liability is not orderly, the entity shall place
little, if any weight on that transaction price as an indicator of fair value. FSP SFAS No. 157-4
is effective for periods ending after June 15, 2009, with early adoption permitted for periods
ending after March 15, 2009 subject to the early adoption of FSP SFAS No. 115-2 and SFAS No. 124-2.
We did not elect to early adopt FSP SFAS No. 157-4; however, we do not expect the adoption to have
a material impact on our Consolidated Financial Statements.
9
FSP SFAS No. 115-2 and SFAS No. 124-2, Recognition and Presentation of Other-Than-Temporary
Impairments
In April 2009, the FASB issued FSP SFAS No. 115-2 and SFAS No. 124-2, Recognition and Presentation
of Other-Than-Temporary Impairments (FSP SFAS No. 115-2). FSP SFAS No. 115-2 provides new
guidance on the recognition and presentation of other-than-temporary impairments (OTTI) for fixed
maturity securities that are classified as available-for-sale and held-to-maturity if management
does not intend to sell the impaired security and it is more likely than not it will not be
required to sell the impaired security before the recovery of its amortized cost basis.
If management concludes a security is other-than-temporarily impaired, FSP SFAS No. 115-2 requires
that the difference between the fair value and the amortized cost of the security be presented as
an OTTI realized loss with an offset for any noncredit-related loss component of the OTTI realized
loss to be recognized in accumulated other comprehensive income. Accordingly, only the credit loss
component will have an impact on earnings for the reporting period. FSP SFAS No. 115-2 also
requires extensive new interim and annual disclosures for both fixed maturity securities and equity
securities to provide further disaggregated information as well as information about how the credit
loss component of the OTTI realized loss was determined along with a roll forward of such amount
for each reporting period. FSP SFAS No. 115-2 is effective for interim and annual periods ending
after June 15, 2009, with early adoption permitted for periods ending after March 15, 2009 subject
to the early adoption of FSP SFAS 157-4. We did not elect to early adopt FSP SFAS No. 115-2;
however, we do not expect the adoption to have a material impact on our Consolidated Financial
Statements.
FSP SFAS No. 107-1 and APB No. 28-1, Interim Disclosures about Fair Value of Financial
Instruments
In April 2009, the FASB issued FSP SFAS No. 107-1 and Accounting Principles Board (APB) No. 28-1,
Interim Disclosures about Fair Value of Financial Instruments (FSP SFAS No. 107-1). FSP SFAS
No. 107-1 amends SFAS No. 107, Disclosures about Fair Value of Financial Instruments, to require
fair value of financial instrument disclosure in interim financial statements and amends APB No.
28, Interim Financial Reporting, to require those disclosures in all interim financial
statements. The provisions of FSP SFAS No. 107-1 are effective for interim periods ending after
June 15, 2009, with early adoption permitted for periods ending after March 15, 2009. We did not
elect to early adopt FSP SFAS No. 107-1; however, we do not expect the adoption to have a material
impact on our Consolidated Financial Statements.
NOTE 2. FAIR VALUE OF FINANCIAL INSTRUMENTS
We estimate the fair value of our financial instruments in accordance with SFAS No. 157, Fair
Value Measurements, and related pronouncements.
SFAS No. 157, as amended, establishes a fair value hierarchy that requires us to maximize the use
of observable inputs and minimize the use of unobservable inputs when measuring fair value. Our
financial instruments are categorized into a three level hierarchy, which is based upon the
priority of the inputs to the valuation technique. The fair value hierarchy gives the highest
priority to quoted prices in active markets for identical assets (Level 1) and the lowest priority
to unobservable inputs (Level 3). If the inputs used to measure fair value fall within different
levels of the hierarchy, the category level is based on the lowest priority level input that is
significant to the fair value measurement of the instrument.
Financial instruments recorded at fair value are categorized in the fair value hierarchy as
follows:
Level 1: Valuations are based on unadjusted quoted prices in active markets for identical financial
instruments.
Level 2: Valuations are based on quoted prices, other than quoted prices included in Level 1, in
markets that are not active or on inputs that are observable either directly or indirectly for the
full term of the financial instrument.
Level 3: Valuations are based on pricing or valuation techniques that require inputs that are both
unobservable and significant to the overall fair value measurement of the financial instrument.
Such inputs may reflect managements own assumptions about the assumptions a market participant
would use in pricing the financial instrument.
10
The following table presents the categorization for our financial instruments measured at fair
value on a recurring basis in our Consolidated Balance Sheets at March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In Thousands) |
|
|
|
|
|
Fair Value Measurements |
|
Description |
|
March 31, 2009 |
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available-for-sale fixed maturities |
|
$ |
1,957,298 |
|
|
$ |
|
|
|
$ |
1,945,122 |
|
|
$ |
12,176 |
|
Equity securities |
|
|
93,283 |
|
|
|
91,474 |
|
|
|
1,809 |
|
|
|
|
|
Trading securities |
|
|
10,405 |
|
|
|
735 |
|
|
|
9,670 |
|
|
|
|
|
Short-term investments |
|
|
23,202 |
|
|
|
1,200 |
|
|
|
22,002 |
|
|
|
|
|
Money market accounts |
|
|
52,801 |
|
|
|
52,801 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
2,136,989 |
|
|
$ |
146,210 |
|
|
$ |
1,978,603 |
|
|
$ |
12,176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The fair value of securities that are categorized as Level 1 is based on quoted market prices that
are readily and regularly available.
The fair value of securities that are categorized as Level 2 is determined by management, relying
in part on market values obtained from independent pricing services and brokers. Such estimated
fair values do not necessarily represent the values for which these securities could have been sold
at the reporting date. Our independent pricing services and brokers obtain prices from reputable
pricing vendors in the marketplace. They continually monitor and review the external pricing
sources, while actively participating to resolve any pricing issues that may arise.
The securities categorized as Level 3 include holdings in certain private placement fixed maturity
and equity securities and certain impaired securities for which there is not an active market. The
fair value of our Level 3 impaired securities was determined primarily based upon managements
assumptions regarding the timing and amount of future cash inflows.
If a security has been written down or the issuer is in bankruptcy, management relies in part on
outside opinions from rating agencies, our lien position on the security, general economic
conditions and managements expertise to determine fair value. We have the ability and the positive
intent to hold securities until such time that we are able to recover all or a portion of our
original investment. If a security does not have a market at the balance sheet date, management
will estimate the securitys fair value based on other securities in the market. Management will
continue to monitor securities after the balance sheet date to confirm that their estimated fair
value is reasonable.
The following table provides a summary of the changes in fair value of our Level 3 securities for
the three-month period ended March 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available-for-sale |
|
|
|
|
|
|
|
(In Thousands) |
|
fixed maturities |
|
|
Equity securities |
|
|
Total |
|
Balance at December 31, 2008 |
|
$ |
6,254 |
|
|
$ |
1,851 |
|
|
$ |
8,105 |
|
Unrealized
losses (1) |
|
|
(733 |
) |
|
|
(273 |
) |
|
|
(1,006 |
) |
Amortization |
|
|
4 |
|
|
|
|
|
|
|
4 |
|
Purchases and disposals |
|
|
(494 |
) |
|
|
|
|
|
|
(494 |
) |
Transfers in/out |
|
|
7,145 |
|
|
|
(1,578 |
) |
|
|
5,567 |
|
|
|
|
|
|
|
|
|
|
|
Balance at March 31, 2009 |
|
$ |
12,176 |
|
|
$ |
|
|
|
$ |
12,176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Unrealized losses are recorded as a component of comprehensive income (loss). |
11
The amount reported in the previous table as available-for-sale fixed maturities transfers in
primarily relates to a credit-tenant lease of $4.8 million, which had no quoted price available at
March 31, 2009 and $3.0 million in certain fixed maturity securities in default.
NOTE 3. EMPLOYEE BENEFITS
Our pension and postretirement benefit expense for the three-month periods ended March 31, 2009 and
2008 are displayed in the following table.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Pension expense |
|
$ |
757 |
|
|
$ |
707 |
|
Other postretirement benefit expense |
|
|
570 |
|
|
|
450 |
|
We previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2008 that
we expected to contribute $4.0 million to our pension plan in 2009. For the three-month period
ended March 31, 2009, we have contributed $1.0 million to the pension plan. We do not anticipate
that the total contribution in 2009 will vary significantly from the expected contribution.
NOTE 4. STOCK-BASED COMPENSATION
Nonqualified Employee Stock Award Plan
Our 2008 Stock Plan authorizes the issuance of restricted stock awards, stock appreciation rights,
incentive stock options, and nonqualified stock options for up to 1,900,000 shares of United Fire
common stock to employees, with 1,029,625 authorized shares available for future issuance at March
31, 2009. The plan is administered by the Board of Directors who has the authority to determine
which employees will receive awards under the plan, when awards will be granted, and the terms and
conditions of the awards. The Board of Directors may also take any action it deems necessary and
appropriate for the administration of the plan. Pursuant to the plan, the Board of Directors may,
in its sole discretion, grant awards to employees of United Fire or any of its affiliated companies
who are in positions of substantial responsibility with United Fire.
Option awards granted pursuant to the 2008 Stock Plan are granted to buy shares of United Fires
common stock at the market value of the stock on the date of grant. All outstanding option awards
vest and are exercisable in installments of 20.0 percent of the number of shares covered by the
option award each year from the grant date, unless the Board of Directors accelerates the vesting.
To the extent not exercised, vested option awards accumulate and are exercisable by the awardee, in
whole or in part, in any subsequent year included in the option period, but not later than 10 years
from the grant date. Restricted stock awards granted pursuant to the 2008 Stock Plan fully vest
after five years from the date of issuance, unless accelerated upon the approval of the Board of
Directors, at which time United Fire common stock will be issued to the awardee. Restricted stock
awards are generally granted free of charge to the eligible employees of United Fire as designated
by the Board of Directors.
12
The activity in our 2008 Stock Plan is displayed in the following table.
|
|
|
|
|
|
|
|
|
|
|
Three |
|
|
|
|
|
|
Months Ended |
|
|
Inception |
|
Authorized Shares Available for Future Award Grants |
|
March 31, 2009 |
|
|
to Date |
|
Beginning balance |
|
|
1,021,025 |
|
|
|
1,000,000 |
|
Additional authorization from 2008 Stock Plan |
|
|
|
|
|
|
900,000 |
|
Number of awards granted |
|
|
|
|
|
|
(921,475 |
) |
Number of awards forfeited or expired |
|
|
8,600 |
|
|
|
51,100 |
|
Ending balance |
|
|
1,029,625 |
|
|
|
1,029,625 |
|
Number of option awards exercised |
|
|
500 |
|
|
|
166,942 |
|
Number of restricted stock awards vested |
|
|
|
|
|
|
|
|
Nonqualified Nonemployee Director Stock Option and Restricted Stock Plan
We have a nonemployee director stock option and restricted stock plan that authorizes United Fire
to grant restricted stock and nonqualified stock options to purchase 150,000 shares of United
Fires common stock, with 70,003 options available for future issuance at March 31, 2009. The Board
of Directors has the authority to determine which nonemployee directors receive awards under the
plan, when options and restricted stock shall be granted, the option price, the option expiration
date, the date of grant, the vesting schedule of options or whether the options shall be
immediately vested, the terms and conditions of options and restricted stock (other than those
terms and conditions set forth in the plan) and the number of shares of common stock to be issued
pursuant to an option agreement or restricted stock agreement. The Board of Directors may also take
any action it deems necessary and appropriate for the administration of the plan.
The activity in our nonemployee director stock option and restricted stock plan is displayed in the
following table.
|
|
|
|
|
|
|
|
|
|
|
Three |
|
|
|
|
|
|
Months Ended |
|
|
Inception |
|
Authorized Shares Available for Future Award Grants |
|
March 31, 2009 |
|
|
to Date |
|
Beginning balance |
|
|
70,003 |
|
|
|
150,000 |
|
Number of awards granted |
|
|
|
|
|
|
(86,000 |
) |
Number of awards forfeited or expired |
|
|
|
|
|
|
6,003 |
|
Ending balance |
|
|
70,003 |
|
|
|
70,003 |
|
Number of awards exercised |
|
|
|
|
|
|
|
|
For the three-month periods ended March 31, 2009 and 2008, we recognized stock-based compensation
expense of $.9 million and $.4 million, respectively. As of March 31, 2009, we have $4.2 million in
stock-based compensation expense that has yet to be recognized through our results of operations.
This compensation will be recognized over a term of five years, except with respect to awards that
are accelerated by the Board of Directors, in which case any remaining compensation expense will be
recognized in the period in which the awards are accelerated.
13
NOTE 5. SEGMENT INFORMATION
We have two reportable business segments in our operations: property and casualty insurance and
life insurance. All of our property and casualty offices are aggregated, as they target a similar
customer base, market the same products, and use the same marketing strategies. All of our
insurance is sold domestically; we have no revenues allocable to foreign operations.
Our management evaluates the two segments on the basis of both statutory accounting practices
prescribed by our states of domicile and GAAP. We analyze results based on profitability (i.e.,
loss ratios), expenses, and return on equity. The basis we use to determine and analyze segments
and to measure segment profit or loss have not changed from that reported in our Annual Report on
Form 10-K for the year ended December 31, 2008.
The following analyses for the three-month periods ended March 31, 2009 and 2008 have been
reconciled to the amounts reported in our unaudited Consolidated Financial Statements to adjust for
inter-segment eliminations.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and |
|
|
|
|
|
|
|
(In Thousands) |
|
Casualty Insurance |
|
|
Life Insurance |
|
|
Total |
|
Three Months Ended March 31, 2009 |
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
109,214 |
|
|
$ |
9,185 |
|
|
$ |
118,399 |
|
Investment income, net of investment expenses |
|
|
6,091 |
|
|
|
17,223 |
|
|
|
23,314 |
|
Realized investment losses |
|
|
(717 |
) |
|
|
(2,771 |
) |
|
|
(3,488 |
) |
Other income |
|
|
28 |
|
|
|
131 |
|
|
|
159 |
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
114,616 |
|
|
$ |
23,768 |
|
|
$ |
138,384 |
|
|
|
|
|
|
|
|
|
|
|
Inter-segment eliminations |
|
|
(43 |
) |
|
|
(78 |
) |
|
|
(121 |
) |
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
$ |
114,573 |
|
|
$ |
23,690 |
|
|
$ |
138,263 |
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,864 |
|
|
$ |
1,406 |
|
|
$ |
3,270 |
|
|
|
|
|
|
|
|
|
|
|
Assets |
|
$ |
1,289,833 |
|
|
$ |
1,421,036 |
|
|
$ |
2,710,869 |
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2008 |
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
113,352 |
|
|
$ |
9,652 |
|
|
$ |
123,004 |
|
Investment income, net of investment expenses |
|
|
8,833 |
|
|
|
19,243 |
|
|
|
28,076 |
|
Realized investment gains (losses) |
|
|
127 |
|
|
|
(1,281 |
) |
|
|
(1,154 |
) |
Other income (loss) |
|
|
(11 |
) |
|
|
210 |
|
|
|
199 |
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
122,301 |
|
|
$ |
27,824 |
|
|
$ |
150,125 |
|
|
|
|
|
|
|
|
|
|
|
Inter-segment eliminations |
|
|
(41 |
) |
|
|
(41 |
) |
|
|
(82 |
) |
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
$ |
122,260 |
|
|
$ |
27,783 |
|
|
$ |
150,043 |
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
18,526 |
|
|
$ |
1,601 |
|
|
$ |
20,127 |
|
|
|
|
|
|
|
|
|
|
|
Assets |
|
$ |
1,327,376 |
|
|
$ |
1,451,846 |
|
|
$ |
2,779,222 |
|
|
|
|
|
|
|
|
|
|
|
14
NOTE 6. EARNINGS PER COMMON SHARE
Basic earnings per share is computed by dividing net income or loss by the weighted-average number
of common shares outstanding during the reporting period. Diluted earnings per share calculates the
effect of all dilutive common shares outstanding during the reporting period. The dilutive shares
we consider in our diluted earnings per share calculation relate to our outstanding stock options
and restricted stock awards.
We determine the dilutive effect of our stock options outstanding using the treasury stock
method. Under this method, we assume the exercise of all of the outstanding awards whose exercise
price is less than the weighted-average fair market value of our common stock during the period.
This method also assumes that the proceeds from the hypothetical award exercises are used to
repurchase shares of our common stock at the weighted-average fair market value of the stock during
the period. The net of the assumed awards exercised and assumed common shares repurchased represent
the number of dilutive common shares, which we add to the denominator of the earnings per share
calculation.
The components of basic and diluted earnings per share are displayed in the following tables:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands Except Per Share Data) |
|
2009 |
|
|
2008 |
|
|
|
Basic |
|
|
Diluted |
|
|
Basic |
|
|
Diluted |
|
Net income |
|
$ |
3,270 |
|
|
$ |
3,270 |
|
|
$ |
20,127 |
|
|
$ |
20,127 |
|
Weighted-average common shares outstanding |
|
|
26,613 |
|
|
|
26,613 |
|
|
|
27,191 |
|
|
|
27,191 |
|
Add dilutive effect of restricted stock awards |
|
|
|
|
|
|
19 |
|
|
|
|
|
|
|
|
|
Add dilutive effect of stock options |
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
43 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted-average common shares for EPS calculation |
|
|
26,613 |
|
|
|
26,642 |
|
|
|
27,191 |
|
|
|
27,234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per common share |
|
$ |
0.12 |
|
|
$ |
0.12 |
|
|
$ |
0.74 |
|
|
$ |
0.74 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Awards excluded from diluted EPS calculation(1) |
|
|
|
|
|
|
681 |
|
|
|
|
|
|
|
431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Outstanding stock options to purchase shares of common stock in all periods presented were
excluded from the diluted earnings per share calculation because the effect of including them would
have been anti-dilutive. |
15
NOTE 7. COMPREHENSIVE INCOME
Comprehensive income includes all changes in equity during a period except those resulting from
investments by shareholders and dividends to shareholders. The primary components of our
comprehensive income (loss) are net income and the change in net unrealized appreciation on
available-for-sale securities, as adjusted for amounts that have been reclassified as realized
investment gains and losses.
The table below displays our comprehensive income (loss) and the related tax effects for the
three-month period ended March 31, 2009 and 2008.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Net income |
|
$ |
3,270 |
|
|
$ |
20,127 |
|
|
|
|
|
|
|
|
|
|
Other comprehensive loss: |
|
|
|
|
|
|
|
|
Change in net unrealized appreciation on investments |
|
|
(13,173 |
) |
|
|
(14,482 |
) |
Adjustment for net realized losses included in income |
|
|
3,488 |
|
|
|
1,154 |
|
Adjustment for costs included in employee benefit expense |
|
|
316 |
|
|
|
295 |
|
|
|
|
|
|
|
|
Other comprehensive loss, before tax |
|
|
(9,369 |
) |
|
|
(13,033 |
) |
Income tax effect |
|
|
3,279 |
|
|
|
4,562 |
|
|
|
|
|
|
|
|
Other comprehensive loss, after tax |
|
|
(6,090 |
) |
|
|
(8,471 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income (loss) |
|
$ |
(2,820 |
) |
|
$ |
11,656 |
|
|
|
|
|
|
|
|
16
Report of Independent Registered Public Accounting Firm
Board of Directors and Stockholders of
United Fire & Casualty Company
We have reviewed the consolidated balance sheet of United Fire & Casualty
Company as of March 31, 2009, and the related consolidated statements of income,
stockholders equity, and cash flows for the three-month periods ended March 31,
2009 and 2008. These financial statements are the responsibility of
the Companys management.
We conducted our review in accordance with the standards of the Public Company Accounting Oversight
Board (United States). A review of interim financial information consists principally of applying
analytical procedures and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance with the
standards of the Public Company Accounting Oversight Board, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do
not express such an opinion.
Based on our review, we are not aware of any material modifications that should be made to the
interim consolidated financial statements referred to above for them to be in conformity with U.S.
generally accepted accounting principles.
We have previously audited, in accordance with the standards of the Public Company Accounting
Oversight Board (United States), the consolidated balance sheet of United Fire & Casualty Company
as of December 31, 2008, and the related consolidated statements of income, stockholders equity,
and cash flows for the year then ended, not presented herein, and in our report dated March 2,
2009, we expressed an unqualified opinion on those consolidated financial statements. In our
opinion, the information set forth in the accompanying consolidated balance sheet as of December
31, 2008, is fairly stated, in all material respects, in relation to the consolidated balance sheet
from which it has been derived.
|
|
|
|
|
|
|
/s/ Ernst & Young LLP |
|
|
|
|
|
|
|
|
|
Ernst & Young LLP
|
|
|
Chicago, Illinois
May 4, 2009
17
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FORWARD-LOOKING STATEMENTS
This report may contain forward-looking statements about our operations, anticipated performance
and other similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe
harbor under the Securities Act of 1933 and the Securities Exchange Act of 1934 for forward-looking
statements. The forward-looking statements are not historical facts and involve risks and
uncertainties that could cause actual results to differ materially from those expected and/or
projected. Such forward-looking statements are based on current expectations, estimates, forecasts
and projections about our company, the industry in which we operate, and beliefs and assumptions
made by management. Words such as expects, anticipates, intends, plans, believes,
continues, seeks, estimates, predicts, should, could, may, will continue, might,
hope, can and variations of such words and similar expressions are intended to identify such
forward-looking statements. These statements are not guarantees of future performance and involve
risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and
results may differ materially from what is expressed in such forward-looking statements.
Information concerning factors that could cause actual results to differ materially from those in
the forward-looking statements is contained in Part II Item 1A Risk Factors of this document.
Among other factors that could cause our actual outcomes and results to differ are:
|
|
The impact of the current unprecedented volatility in the financial markets, including the duration
of the credit crisis and the effectiveness of governmental solutions. |
|
|
The adequacy of our loss reserves established for Hurricane Katrina, which are based on management
estimates. |
|
|
Additional government and NASDAQ policies relating to corporate governance, and the cost to comply. |
|
|
Changing rates of inflation. |
|
|
The valuation of invested assets. |
|
|
The valuation of pension and other postretirement benefit obligations. |
|
|
The calculation and recovery of deferred policy acquisition costs. |
|
|
The ability to maintain and safeguard the security of our data. |
|
|
The resolution of regulatory issues and litigation pertaining to and arising out of Hurricane
Katrina. |
|
|
Our relationship with our reinsurers. |
|
|
Our relationship with our agents. |
|
|
The pricing of our products. |
|
|
The adequacy of the reinsurance coverage that we purchase. |
These are representative of the risks, uncertainties and assumptions that could cause actual
outcomes and results to differ materially from what is expressed in forward-looking statements.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak
only as of the date of this report or as of the date they are made. Except as required under the
federal securities laws and the rules and regulations of the Securities and Exchange Commission
(the SEC), we do not have any intention or obligation to update publicly any forward-looking
statements, whether as a result of new information, future events or otherwise.
CRITICAL ACCOUNTING ESTIMATES
Critical accounting estimates are defined as those that are reflective of significant judgments and
uncertainties and that potentially may result in materially different results under different
assumptions and conditions. Our discussion and analysis of our results of operations and financial
condition is based upon our Consolidated Financial Statements, which we have prepared in accordance
with GAAP. As we prepare these financial statements, we must make estimates and assumptions that
affect the reported amounts of assets and liabilities and the disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported amounts of revenues and
expenses during the reporting period. We evaluate our estimates on an ongoing basis. We base our
estimates on historical experience and on other assumptions that we believe to be reasonable under
the circumstances. Actual results could differ from those estimates. Our critical accounting
estimates are: the valuation of investments; the
valuation of reserves for losses, claims, and loss settlement expenses; the valuation of reserves
for future policy benefits; and the calculation of the deferred policy acquisition costs asset.
These critical accounting estimates are more fully described in our Managements Discussion and
Analysis of Results of Operations and Financial Condition presented in our Annual Report on Form
10-K for the year ended December 31, 2008.
18
OVERVIEW AND OUTLOOK
Our Business
We operate property and casualty and life insurance businesses, marketing our products through
independent agents. Although we maintain a broad geographic presence that includes most of the
United States, more than half of our property and casualty premiums were written in Iowa, Texas,
Louisiana, Missouri and Illinois for the three-month period ended March 31, 2009. Approximately
three-fourths of our life insurance premiums were written in Iowa, Wisconsin, Minnesota, Nebraska
and Illinois for the three-month period ended March 31, 2009.
We conduct our operations through two distinct segments: property and casualty insurance and life
insurance. We manage these segments separately because they generally do not share the same
customer base, and they each have different pricing and expense structures. We evaluate segment
profit or loss based upon operating and investment results. Segment profit or loss described in the
following sections of the Managements Discussion and Analysis is reported on a pre-tax basis.
Financial Overview
From an operational standpoint our first quarter 2009 results were comparable to the first quarter
of 2008. However, our earnings were significantly reduced by an increase in our loss reserves for
litigation related to Hurricane Katrina. We continue to settle lawsuits related to Hurricane
Katrina, but the legal environment in New Orleans has become increasingly challenging. To address
the increasing uncertainty associated with claims being litigated in the Louisiana courts, we
increased our reserves for losses that occurred in prior years by $11.9 million for the three-month
period ended March 31, 2009.
In the property and casualty segment, we experienced a decline of 3.7 percent in our net premiums
earned for the three-month period ended March 31, 2009 as compared to same period in 2008. We have
seen some evidence that the pricing environment has improved from December 2008, as well as signs
that premium rates have bottomed out. However, in order to achieve our profitability goals for
2009, pricing must increase.
We recorded other-than-temporary investment write-downs of $4.6 million for the three-month period
ended March 31, 2009, related to the severe economic downturn. While investment strategies remain
conservative, there is a potential for additional other-than-temporary investment write-downs in
upcoming quarters as more businesses struggle in a weak global economy.
Our stockholders equity declined 1.0 percent to $635.3 million at March 31, 2009 as compared to
December 31, 2008. This is due primarily to unrealized losses in our investment portfolio.
Our annuity sales increased over 100.0 percent in the three-month period ended
March 31, 2009, however, our life insurance sales were down. We attribute the
significant increase in our annuity sales to more consumers choosing investment
products that offer guaranteed rates of return. Also, because we had fewer
annuities with expiring interest rate guarantees in the three-month period
ended March 31, 2009, we experienced a net cash inflow of $19.4 million related
to our annuity business, compared with a net cash outflow of $11.3 million
related to our annuity business in the three-month period ended March 31,
2008.
19
RESULTS OF OPERATIONS
Consolidated Financial Highlights
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
|
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
118,321 |
|
|
$ |
122,943 |
|
|
|
-3.8 |
|
Investment income, net of investment expenses |
|
|
23,271 |
|
|
|
28,055 |
|
|
|
-17.1 |
|
Realized investment losses |
|
|
(3,488 |
) |
|
|
(1,154 |
) |
|
|
202.3 |
|
Other income |
|
|
159 |
|
|
|
199 |
|
|
|
-20.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
138,263 |
|
|
$ |
150,043 |
|
|
|
-7.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefits, Losses and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss settlement expenses |
|
$ |
86,078 |
|
|
$ |
67,482 |
|
|
|
27.6 |
|
Future policy benefits |
|
|
3,388 |
|
|
|
5,846 |
|
|
|
-42.0 |
|
Amortization of deferred policy acquisition costs |
|
|
29,406 |
|
|
|
32,526 |
|
|
|
-9.6 |
|
Other underwriting expenses |
|
|
8,486 |
|
|
|
6,920 |
|
|
|
22.6 |
|
Disaster charges and other related expenses, net of recoveries |
|
|
(358 |
) |
|
|
|
|
|
|
N/A |
|
Interest on policyholders accounts |
|
|
9,772 |
|
|
|
10,446 |
|
|
|
-6.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
136,772 |
|
|
$ |
123,220 |
|
|
|
11.0 |
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
$ |
1,491 |
|
|
$ |
26,823 |
|
|
|
-94.4 |
|
Federal income tax expense (benefit) |
|
|
(1,779 |
) |
|
|
6,696 |
|
|
|
-126.6 |
|
|
|
|
|
|
|
|
|
|
|
Net Income |
|
$ |
3,270 |
|
|
$ |
20,127 |
|
|
|
-83.8 |
|
|
|
|
|
|
|
|
|
|
|
Our results for the three-month period ended March 31, 2009 deteriorated when compared to the
three-month period ended March 31, 2008, due primarily to $11.9 million in development of Hurricane
Katrina reserves resulting from claims litigation.
Investment results also negatively impacted our income for the three-month period ended March 31,
2009, with investment income decreasing by $4.8 million or 17.1 percent. Lower market interest
rates and changes in the fair value of certain investments in limited liability partnership
holdings contributed to the decrease. Our largest limited liability partnership fund investment
invests in U.S. subregional banks.
The decrease in realized investment gains and losses was due primarily to $4.6 million in
other-than-temporary investment write-downs of fixed maturity securities and equity securities in
the three-month period ended March 31, 2009.
For the three-month period ended March 31, 2009, we reported a federal income tax benefit of $1.8
million, compared to a federal income tax expense of $6.7 million with an effective tax rate of
25.0 percent for the three-month period ended March 31, 2008. Our effective tax rate differs from
the federal statutory rate of 35.0 percent due principally to the effect of tax-exempt municipal
bond interest income and non-taxable dividend income. In 2008 a reduction in the valuation
allowance on our deferred tax assets also had an effect on our effective tax rate.
20
Property and Casualty Insurance Segment Results
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Net premiums written (1) |
|
$ |
114,649 |
|
|
$ |
123,443 |
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
109,214 |
|
|
$ |
113,352 |
|
Losses and loss settlement expenses |
|
|
(82,279 |
) |
|
|
(63,613 |
) |
Amortization of deferred policy acquisition costs |
|
|
(26,898 |
) |
|
|
(29,651 |
) |
Other underwriting expenses |
|
|
(6,451 |
) |
|
|
(4,645 |
) |
|
|
|
|
|
|
|
Underwriting income (loss) |
|
$ |
(6,414 |
) |
|
$ |
15,443 |
|
|
|
|
|
|
|
|
|
|
Investment income, net of underwriting expenses |
|
|
6,048 |
|
|
|
8,792 |
|
Realized investment gains (losses) |
|
|
(717 |
) |
|
|
127 |
|
Other income (loss) |
|
|
28 |
|
|
|
(11 |
) |
Disaster charges and other related expenses, net of recoveries |
|
|
358 |
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
$ |
(697 |
) |
|
$ |
24,351 |
|
|
|
|
|
|
|
|
|
|
GAAP Ratios: |
|
|
|
|
|
|
|
|
Loss ratio |
|
|
75.3 |
% |
|
|
56.1 |
% |
Expense ratio (2) |
|
|
30.5 |
|
|
|
30.3 |
|
Combined ratio (1) |
|
|
105.8 |
% |
|
|
86.4 |
% |
Combined ratio (without catastrophes) (1) |
|
|
103.1 |
|
|
|
83.7 |
|
|
|
|
(1) |
|
Please refer to the Statutory and Other Non-GAAP Financial Measures section of this
report for further explanation of this measure. |
|
(2) |
|
The expense ratio does not include disaster charges and related recoveries recorded for the
first quarter of 2009. |
Our GAAP combined ratio worsened by 19.4 percentage points to 105.8 percent in the three-month
period ended March 31, 2009, compared with 86.4 percent in the three-month period ended March 31,
2008. The deterioration in our combined ratio is a result of depressed pricing, an increase in our
loss reserves for Hurricane Katrina litigation, and increased claims severity. Although the average
size of large claims over $250,000 remained relatively flat for the three-month period ended March
31, 2009, our total direct claim counts decreased over 5 percent for the three-month period ended
March 31, 2009.
Our loss ratio deteriorated to 75.3 percent for the three-month period ended March 31, 2009,
compared with 56.1 percent for the three-month period ended March 31, 2008, while our expense ratio
remained the same at approximately 30.0 percent for the three-month periods ended March 31, 2009
and 2008.
21
The following table displays our premiums earned, losses and loss settlement expenses and loss
ratio by line of business for the three-month periods ended March 31, 2009 and 2008.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
|
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
Losses & Loss |
|
|
|
|
|
|
|
|
|
|
Losses & Loss |
|
|
|
|
(In Thousands) |
|
Premiums |
|
|
Settlement |
|
|
Loss |
|
|
Premiums |
|
|
Settlement |
|
|
Loss |
|
Unaudited |
|
Earned |
|
|
Expenses Incurred |
|
|
Ratio |
|
|
Earned |
|
|
Expenses Incurred |
|
|
Ratio |
|
Commercial lines: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other liability (1) |
|
$ |
31,052 |
|
|
$ |
20,105 |
|
|
|
64.7 |
% |
|
$ |
33,472 |
|
|
$ |
14,853 |
|
|
|
44.4 |
% |
Fire and allied lines (2) |
|
|
25,400 |
|
|
|
27,073 |
|
|
|
106.6 |
|
|
|
27,217 |
|
|
|
19,810 |
|
|
|
72.8 |
|
Automobile |
|
|
24,386 |
|
|
|
15,210 |
|
|
|
62.4 |
|
|
|
24,765 |
|
|
|
15,193 |
|
|
|
61.3 |
|
Workers compensation |
|
|
13,211 |
|
|
|
11,776 |
|
|
|
89.1 |
|
|
|
12,771 |
|
|
|
5,967 |
|
|
|
46.7 |
|
Fidelity and surety |
|
|
5,413 |
|
|
|
273 |
|
|
|
5.0 |
|
|
|
5,436 |
|
|
|
530 |
|
|
|
9.7 |
|
Miscellaneous |
|
|
210 |
|
|
|
51 |
|
|
|
24.3 |
|
|
|
207 |
|
|
|
(23 |
) |
|
|
(11.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commercial lines |
|
$ |
99,672 |
|
|
$ |
74,488 |
|
|
|
74.7 |
% |
|
$ |
103,868 |
|
|
$ |
56,330 |
|
|
|
54.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personal lines: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fire and allied lines (3) |
|
$ |
5,339 |
|
|
$ |
3,808 |
|
|
|
71.3 |
% |
|
$ |
5,283 |
|
|
$ |
3,036 |
|
|
|
57.5 |
% |
Automobile |
|
|
3,086 |
|
|
|
2,351 |
|
|
|
76.2 |
|
|
|
3,144 |
|
|
|
3,025 |
|
|
|
96.2 |
|
Miscellaneous |
|
|
84 |
|
|
|
294 |
|
|
|
350.0 |
|
|
|
77 |
|
|
|
337 |
|
|
|
437.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total personal lines |
|
$ |
8,509 |
|
|
$ |
6,453 |
|
|
|
75.8 |
% |
|
$ |
8,504 |
|
|
$ |
6,398 |
|
|
|
75.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance assumed |
|
$ |
1,033 |
|
|
$ |
1,338 |
|
|
|
129.5 |
% |
|
$ |
980 |
|
|
$ |
885 |
|
|
|
90.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
109,214 |
|
|
$ |
82,279 |
|
|
|
75.3 |
% |
|
$ |
113,352 |
|
|
$ |
63,613 |
|
|
|
56.1 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Other liability is business insurance covering bodily injury and property
damage arising from general business operations, accidents on the insureds premises and products
manufactured or sold. |
|
(2) |
|
Fire and allied lines includes fire, allied lines, commercial multiple peril and inland
marine. |
|
(3) |
|
Fire and allied lines includes fire, allied lines, homeowners and inland marine. |
Net premiums written declined $8.8 million to $114.6 million in the three-month period ended March
31, 2009, compared with $123.4 million in the three-month period ended March 31, 2008. The decline
in net premiums written is attributable to reduced premiums from continuing competition and pricing
pressure in the insurance market, as well as the nonrenewal of business that did not meet our
underwriting guidelines. Our premium writings have also been affected by the downturn in the
economy, specifically related to our surety business and the residential contracting business in
our western states.
During the first quarter of 2009, we had an average of low single-digit decreases in premium level
for our commercial lines business and an average of low single-digit increases in premium level for
our personal lines business. All regions continued to experience pricing pressure on renewal
business, primarily medium and large accounts and in some instances smaller accounts. The decreases
in premium levels were relatively modest in the three-month period ended March 31, 2009; however,
premium levels have been decreasing gradually in some lines of business since the third quarter of
2004.
Our policy retention rate remained strong in both the personal and commercial lines of business for
the three-month period ended March 31, 2009.
Net investment income decreased $2.8 million in the three-month period ended March 31, 2009 due to
lower market interest rates and a decrease in the fair value of our investments in limited
liability partnership holdings, which we record under the equity method. We recorded realized
investment losses of $.7 million in the three-month period ended March 31, 2009, compared with
realized investment gains of $.1 million in the three-month period ended March 31, 2008. Investment
losses for the property and casualty insurance segment were primarily due to the
other-than-temporary investment write-down of $1.8 million for a fixed maturity security in the
three-month period ended March 31, 2009.
22
Life Insurance Segment Results
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Revenues |
|
|
|
|
|
|
|
|
Net premiums written (1) |
|
$ |
6,197 |
|
|
$ |
9,424 |
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
9,107 |
|
|
$ |
9,591 |
|
Investment income, net |
|
|
17,223 |
|
|
|
19,263 |
|
Realized investment losses |
|
|
(2,771 |
) |
|
|
(1,281 |
) |
Other income |
|
|
131 |
|
|
|
210 |
|
|
|
|
|
|
|
|
Total Revenues |
|
$ |
23,690 |
|
|
$ |
27,783 |
|
|
|
|
|
|
|
|
|
|
Benefits, Losses and Expenses |
|
|
|
|
|
|
|
|
Losses and loss settlement expenses |
|
$ |
3,799 |
|
|
$ |
3,869 |
|
Future policy benefits |
|
|
3,388 |
|
|
|
5,846 |
|
Amortization of deferred policy acquisition costs |
|
|
2,508 |
|
|
|
2,875 |
|
Other underwriting expenses |
|
|
2,035 |
|
|
|
2,275 |
|
Interest on policyholders accounts |
|
|
9,772 |
|
|
|
10,446 |
|
|
|
|
|
|
|
|
Total Benefits, Losses and Expenses |
|
$ |
21,502 |
|
|
$ |
25,311 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income Before Income Taxes |
|
$ |
2,188 |
|
|
$ |
2,472 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Please refer to the Statutory and Other Non-GAAP Financial Measures section of this
report for further explanation of this measure. |
For the three-month period ended March 31, 2009, our life insurance segment recorded pre-tax income
of $2.2 million, compared to $2.5 million for the three-month period ended March 31, 2008. The
slight deterioration was due to a decrease in investment income and other-than-temporary investment
write-downs, offset by a reduction in expenses.
Net premiums earned decreased $.5 million in the three-month period ended March 31, 2009,
reflecting reduced sales of our traditional products, primarily single premium whole life
insurance. The reduced sales coupled with an increase in surrenders of our traditional life
insurance products decreased future policy benefits recorded between years.
Investment income decreased $2.0 million in the three-month period ended March 31, 2009 due
primarily to lower market interest rates.
Realized investment losses were $2.8 million in the three-month period ended March 31, 2009,
compared with realized investment losses of $1.3 million in the three-month period ended March 31,
2008. Investment losses for first quarter 2009 were primarily attributable to other-than-temporary
investment write-downs of $2.8 million in fixed maturity securities and equity securities.
During the three-month period ended March 31, 2009, we recorded $63.5 million in annuity deposits
compared to $28.4 million in the three-month period ended March 31, 2008, as consumers chose to
invest their money in products with guaranteed rates of return. We expect this trend to continue
throughout 2009. Pursuant to GAAP, we do not report annuity deposits as net premiums earned.
Rather, we record annuity deposits as liabilities for future policyholder benefits. Revenues from
annuities consist of policy surrender charges and investment income earned on policyholder
deposits.
The growth in sales of fixed annuities generated net cash inflows of $19.4 million in the
three-month period ended March 31, 2009, compared with net cash outflows of $11.3 million in the
three-month period ended March 31, 2008. We also attribute the $19.4 million in net cash inflows to
fewer annuities with expiring interest rate guarantees withdrawn in the first quarter of 2009. The
net cash outflows related to our annuity business in first quarter of 2008
reflect the challenges we have been facing in retaining our existing annuitants and attracting new
annuitants with a rate of interest that was competitive in the marketplace while still allowing for
an acceptable profit margin.
23
Interest on policyholders accounts decreased $.7 million during the three-month period ended March
31, 2009 due to lower level of annuity balances in recent years and lower interest rates paid on
our annuity products.
Investment Results
We recorded net investment income (before tax) of $23.3 million for the three-month period ended
March 31, 2009, compared to $28.1 million for the same period in 2008. The decrease between years
was primarily the result of the lower market interest rates and changes in the fair value of
certain investments in limited liability partnership holdings, which we record under the equity
method.
Realized investment losses were $3.5 million in the three-month period ended March 31, 2009,
compared to realized investment losses of $1.2 million for the same period of 2008, primarily due
to $4.6 million in other-than-temporary investment write-downs of fixed maturity securities and
equity securities. No write-downs were recorded for the three-months ended March 31, 2008.
We continually monitor the difference between our cost basis and the estimated fair value of our
investments. Our accounting policy for impairment recognition requires other-than-temporary
impairment charges to be recorded when we determine that it is more likely than not that we will be
unable to collect all amounts due according to the contractual terms of the fixed maturity security
or that the anticipated recovery in market value of the equity security will not occur in a
reasonable amount of time. Impairment charges on investments are recorded based on the fair value
of the investments at the measurement date and are included in net realized investment gains
(losses). Factors considered in evaluating whether a decline in value is other-than-temporary
include: the length of time and the extent to which the fair value has been less than cost; the
financial conditions and near-term prospects of the issuer; company specific news; credit ratings;
the economic environment; and our intent and ability to retain the investment for a period of time
sufficient to allow for any anticipated recovery.
Changes in unrealized gains do not affect net income (loss) and earnings per common share but do
impact comprehensive income (loss), stockholders equity and book value per common share. We
believe that our unrealized losses at March 31, 2009 are temporary based upon our current analysis
of the issuers of the securities that we hold and current market events. It is possible that we
could recognize future impairment losses on some securities that we own at March 31, 2009 if future
events, information, and the passage of time cause us to determine that a decline in value is
other-than-temporary. However, we investment in high quality assets, to provide protection from
future credit quality issues and corresponding impairment write-downs.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity
Liquidity measures our ability to generate sufficient cash flows to meet our short- and long-term
cash obligations. Our sources of cash inflows are primarily a result of premiums, annuity deposits,
sales or maturities of investments, and investment income. Historically, we have generated
substantial cash inflows from operations because cash from premium payments is usually received in
advance of cash payments made to settle losses. When investing the cash generated from operations,
we invest in securities with maturities that correlate to the anticipated timing of payments for
losses and loss settlement expenses of the underlying insurance policies. The majority of our
assets are invested in available-for-sale fixed maturity securities.
Our cash outflows are a result of losses and loss settlement expenses, commissions, premium taxes,
income taxes, operating expenses, dividends, annuity withdrawals, and investment purchases. Cash
outflows may be variable because of the uncertainty regarding settlement dates for losses. In
addition, the timing and amount of individual catastrophe losses are inherently unpredictable and
could increase our liquidity requirements.
24
The following table displays a summary of cash sources and uses in 2009 and 2008.
|
|
|
|
|
|
|
|
|
Cash Flow Summary |
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Cash provided by (used in): |
|
|
|
|
|
|
|
|
Operating activities |
|
$ |
9,189 |
|
|
$ |
29,518 |
|
Investing activities |
|
|
(35,379 |
) |
|
|
(5,349 |
) |
Financing activities |
|
|
22,754 |
|
|
|
(8,258 |
) |
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
$ |
(3,436 |
) |
|
$ |
15,911 |
|
|
|
|
|
|
|
|
The decrease in cash provided by operating activities during the three-month period ended March 31,
2009 compared to the same period in 2008 correlates to the deterioration in our net income during
2009, which is due to the additional development of Hurricane Katrina reserves resulting from
claims litigation and the severe downtown in the investment environment.
Net cash flows used in investing activities decreased $30.0 million for the three-month period
ended March 31, 2009 as compared to the same period in 2008, due primarily to purchases exceeding
sales, calls and maturities in 2009. We have significant cash inflows from sales of investments and
from scheduled and unscheduled investment maturities, redemptions and prepayments, which totaled
$99.0 million for the three-month period ended March 31, 2009 and $196.7 million for the
three-month period ended March 31, 2008.
For the three-month period ended March 31, 2009, cash provided by financing activities increased
$31.0 million as compared to the three-month period ended March 31, 2008. We experienced positive
annuity and universal life cash flows of $27.3 million during the three-month period ended March
31, 2009, compared to negative annuity and universal life cash flows of $4.0 million during the
three-month period ended March 31, 2008. We attribute the change of $31.3 million in cash inflows
between periods to more consumers choosing to invest their money in products with guaranteed rates
of return. We expect this trend to continue throughout 2009.
If our operating, investment and financing cash flows are not sufficient to support our operations,
we have additional short-term investments that we could use. At March 31, 2009, our consolidated
invested assets included $23.2 million of short-term investments, which consist primarily of fixed
maturity securities that mature within one year. We may also borrow up to $50.0 million on our
existing bank line of credit, which expires on July 9, 2009. We did not use our line of credit in
the first three months of 2009, other than to secure letters of credit used in our reinsurance
operations. As of March 31, 2009, $.2 million of the line of credit was allocated for that purpose.
We do not anticipate the need to draw on the line of credit in the foreseeable future.
Capital Resources
Capital resources demonstrate our overall financial strength and ability to raise new capital to
meet our needs. At March 31, 2009 our consolidated invested assets, which are primarily comprised
of fixed maturity securities, increased $28.2 million or 1.3 percent to $2.124 billion, as compared
to $2.096 billion at December 31, 2008. The increase in invested assets we experienced this year
was primarily due to purchases ($134.1 million) exceeding sales, calls and maturities ($99.8
million) since December 31, 2008.
25
The composition of our investment portfolio at March 31, 2009 is presented in the following table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property & Casualty |
|
|
Life |
|
|
|
|
|
|
Insurance Segment |
|
|
Insurance Segment |
|
|
Total |
|
|
|
|
|
|
|
Percent |
|
|
|
|
|
|
Percent |
|
|
|
|
|
|
Percent |
|
(Dollars in Thousands) |
|
|
|
|
|
of Total |
|
|
|
|
|
|
of Total |
|
|
|
|
|
|
of Total |
|
Fixed maturities(1) |
|
$ |
766,740 |
|
|
|
87.4 |
% |
|
$ |
1,203,585 |
|
|
|
96.6 |
% |
|
$ |
1,970,325 |
|
|
|
92.7 |
% |
Equity securities |
|
|
83,819 |
|
|
|
9.5 |
|
|
|
9,464 |
|
|
|
0.8 |
|
|
|
93,283 |
|
|
|
4.4 |
|
Trading securities |
|
|
10,405 |
|
|
|
1.2 |
|
|
|
|
|
|
|
|
|
|
|
10,405 |
|
|
|
0.5 |
|
Mortgage loans |
|
|
|
|
|
|
|
|
|
|
7,701 |
|
|
|
0.6 |
|
|
|
7,701 |
|
|
|
0.4 |
|
Policy loans |
|
|
|
|
|
|
|
|
|
|
7,734 |
|
|
|
0.6 |
|
|
|
7,734 |
|
|
|
0.4 |
|
Other long-term investments |
|
|
11,307 |
|
|
|
1.3 |
|
|
|
|
|
|
|
0.0 |
|
|
|
11,307 |
|
|
|
0.5 |
|
Short-term investments |
|
|
5,694 |
|
|
|
0.6 |
|
|
|
17,508 |
|
|
|
1.4 |
|
|
|
23,202 |
|
|
|
1.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
877,965 |
|
|
|
100.0 |
% |
|
$ |
1,245,992 |
|
|
|
100.0 |
% |
|
$ |
2,123,957 |
|
|
|
100.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
Available-for-sale fixed maturities are carried at fair value, while held-to-maturity fixed
maturities are carried at amortized cost. |
At March 31, 2009, $1,957.3 million, or 99.3 percent of our fixed maturities portfolio, was
classified as available-for-sale, compared to $1,898.6 million, or 99.2 percent, at December 31,
2008. We classify our remaining fixed maturity securities as held-to-maturity, which are reported
at amortized cost, or trading. We record trading securities, primarily convertible redeemable
preferred debt securities, at fair value, with any changes in fair value recognized in earnings. As
of March 31, 2009 and December 31, 2008, we did not have exposure to investments in sub-prime
mortgages, derivative securities or other credit enhancement vehicles.
Stockholders Equity
Stockholders equity decreased 1.0 percent from $641.7 million at December 31, 2008 to $635.3
million at March 31, 2009. The primary decreases to stockholders equity included a reduction in
net unrealized appreciation of $6.3 million, stockholder dividends of $4.0 million and stock
repurchases of $.5 million. This was somewhat offset by net income of $3.3 million. At March 31,
2009, book value per common share was $23.89 compared to $24.10 at December 31, 2008.
STATUTORY AND OTHER NON-GAAP FINANCIAL MEASURES
We believe that disclosure of certain statutory and other non-GAAP financial measures enhances
investor understanding of our financial performance. The following such measures are utilized in
this report:
Premiums written is a measure of our overall business volume. Net premiums written comprise direct
and assumed premiums written, net of what we are charged for reinsurance policies. Direct premiums
written is the amount of premiums charged for policies issued during the period. Assumed premiums
written is consideration or payment we receive in exchange for insurance we provide to other
insurance companies. We report these premiums as revenue as they are earned over the underlying
policy period. We report premiums written applicable to the unexpired term of a policy as unearned
premium subject to reinsurance. We evaluate premiums written as a measure of business production
for the period under review.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
Net premiums written |
|
$ |
120,846 |
|
|
$ |
132,867 |
|
Net change in unearned premium |
|
|
(2,749 |
) |
|
|
(9,855 |
) |
Net change in prepaid reinsurance premium |
|
|
224 |
|
|
|
(69 |
) |
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
118,321 |
|
|
$ |
122,943 |
|
|
|
|
|
|
|
|
26
Catastrophe losses utilize the designations of the Insurance Services Office (ISO) and are
reported with loss and loss settlement expense amounts net of reinsurance recoverables, unless
specified otherwise. According to the ISO, a catastrophe loss is a single unpredictable incident or
series of closely related incidents causing severe insured losses that cause $25.0 million or more
in industry-wide direct insured losses to property and that affect a significant number of insureds
and insurers (ISO catastrophes). We also include as catastrophes those events we believe are, or
will be, material to our operations, either in amount or in number of claims made. Management at
times may determine for comparison purposes that it is more meaningful to exclude unusual
catastrophe losses or litigation resulting from a catastrophe. The frequency and severity of
catastrophic losses we experience in any year affect our results of operations and financial
position. In analyzing the underwriting performance of our property and casualty insurance segment,
we evaluate performance both including and excluding catastrophe losses. Portions of our
catastrophe losses may be recoverable under our catastrophe reinsurance agreements. We include a
discussion of the impact of catastrophes because we believe it is meaningful for investors to
understand the variability in periodic earnings.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, |
|
(In Thousands) |
|
2009 |
|
|
2008 |
|
ISO catastrophes (1) |
|
$ |
2,069 |
|
|
$ |
3,016 |
|
Non-ISO catastrophes |
|
|
908 |
|
|
|
4 |
|
|
|
|
|
|
|
|
Total catastrophes |
|
$ |
2,977 |
|
|
$ |
3,020 |
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
This number does not include development of $11.9 million in additional Hurricane Katrina
reserves resulting from claims litigation. |
Combined ratio is a commonly used financial measure of underwriting performance. A combined ratio
below 100 percent generally indicates a profitable book of business. The combined ratio is the sum
of two separately calculated ratios, the loss and loss settlement expense ratio (referred to as the
loss ratio) and the underwriting expense ratio (the expense ratio). When prepared in accordance
with GAAP, the loss ratio is calculated by dividing the sum of losses and loss settlement expenses
by net premium earned. The expense ratio is calculated by dividing nondeferred underwriting
expenses and amortization of deferred policy acquisition costs by net premiums earned. When
prepared in accordance with statutory accounting principles, the loss ratio is calculated by
dividing the sum of losses and loss settlement expenses by net premium earned; the expense ratio is
calculated by dividing underwriting expenses by net premiums written.
Underwriting income (loss) is the gain or loss by an insurance company from the business of
insurance. Underwriting income is equal to net premiums earned less incurred losses, loss
settlement expenses, amortization of deferred policy acquisition costs, and other underwriting
expenses. We use this financial measure in evaluating the results of our operations and to analyze
the profitability of our property and casualty segment separately from our investment results.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We have exposure to market risk arising from potential losses due to adverse changes in interest
rates and market prices. However, we have the ability to hold fixed maturity investments to
maturity. Our investment guidelines define the overall framework for managing our market and other
investment risks, including accountability and controls. In addition, each of our subsidiaries has
specific investment policies that delineate the investment limits and strategies that are
appropriate given each entitys liquidity, surplus, product, and regulatory requirements. We
respond to market risk by rebalancing our existing asset portfolio and by managing the character of
future investment purchases.
We do not utilize financial instrument hedges or derivative financial instruments to manage risks,
nor do we enter into any swap, forward or option contracts, but attempt to mitigate our exposure
through active portfolio management. In addition, we place the majority of our investments in
high-quality, liquid securities and limit the amount of credit exposure to any one issuer. At March
31, 2009, we did not have sub-prime mortgages, derivative securities or other credit-enhancement
exposures.
27
While our primary market risk exposure is changes in interest rates, we do have exposure to changes
in equity prices and limited exposure to foreign currency exchange rates.
There have been no material changes in our market risk or market risk factors from that reported in
our Annual Report on Form 10-K for the year ended December 31, 2008.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer,
evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 15d-15(e)
under the Securities Exchange Act of 1934, as amended (the Exchange Act)) as of the end of the
period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief
Financial Officer concluded that our disclosure controls and procedures as of the end of the period
covered by this report were designed and functioning effectively to provide reasonable assurance
that the information required to be disclosed by us in reports filed under the Exchange Act is
recorded, processed, summarized and reported within the time periods specified in the SECs rules
and forms. We believe that a controls system, no matter how well designed and operated, cannot
provide absolute assurance that the objectives of the controls system are met, and no evaluation of
controls can provide absolute assurance that all control issues and instances of fraud, if any,
within a company have been detected.
Changes in Internal Control Over Financial Reporting
Our management, including our Chief Executive Officer and Chief Financial Officer, has evaluated
our internal control over financial reporting to determine whether any changes occurred during the
fiscal quarter to which this report relates that have materially affected, or are reasonably likely
to materially affect, our internal control over financial reporting. Based on this evaluation, no
such change in our internal control over financial reporting occurred during the fiscal quarter to
which this report relates.
PART II OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
For a detailed discussion of legal proceedings of the Company, refer to Note 1Contingent
Liabilities in the Notes to Unaudited Consolidated Financial Statements of this Form 10-Q.
ITEM 1A. RISK FACTORS
Our business is subject to a number of risks, including those identified in Part I, Item 1A of our
2008 Annual Report on Form 10-K filed with the SEC on March 2, 2009, that could have a material
effect on our business, results of operations, financial condition, and/or liquidity and that could
cause our operating results to vary significantly from period to period. The risks described in the
above mentioned document are not the only risks we face. Additional risks and uncertainties not
currently known to us or that we currently deem to be immaterial could also have a material effect
on our business, results of operations, financial condition and/or liquidity.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Under our share repurchase program, announced in August 2007, we may purchase common stock from
time to time on the open market or through privately negotiated transactions. The amount and timing
of any purchases will be at our discretion and will depend upon a number of factors, including the
price, economic and general market conditions, and corporate and regulatory requirements. The share
repurchase program will be in effect for two years, but may be modified or discontinued at any
time. As of March 31, 2009, we had authorization from the Board of Directors to repurchase 575,575
shares of our common stock. Our share repurchase program will expire in August 2009 unless the
Board of Directors decides to extend the program.
28
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|
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|
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|
|
|
|
|
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|
Total Number of Shares |
|
|
Maximum Number of |
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|
|
Total |
|
|
|
|
|
|
Purchased as a Part of |
|
|
Shares that may be |
|
|
|
Number of |
|
|
Average Price |
|
|
Publicly Announced |
|
|
Purchased Under the |
|
Period |
|
Shares Purchased |
|
|
Paid per Share |
|
|
Plans or Programs |
|
|
Plans or Programs |
|
1/1/09-1/31/09 |
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
608,875 |
|
2/1/09-2/28/09 |
|
|
4,200 |
|
|
|
17.38 |
|
|
|
4,200 |
|
|
|
604,675 |
|
3/1/09-3/31/09 |
|
|
29,100 |
|
|
|
15.96 |
|
|
|
29,100 |
|
|
|
575,575 |
|
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
ITEM 5. OTHER INFORMATION
None.
ITEM 6. EXHIBITS
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|
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Incorporated by reference |
Exhibit |
|
|
|
Filed |
|
|
|
Period |
|
|
|
Filing |
number |
|
Exhibit description |
|
herewith |
|
Form |
|
ending |
|
Exhibit |
|
date |
|
11 |
|
|
Statement Re
Computation of Per
Share Earnings. All
information
required by Exhibit
11 is presented
within Note 6 of
the Notes to
Unaudited
Consolidated
Financial
Statements, in
accordance with the
provisions of SFAS
No. 128
|
|
X |
|
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|
|
|
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|
31.1 |
|
|
Certification of
Randy A. Ramlo
pursuant to Section
302 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
|
31.2 |
|
|
Certification of
Dianne M. Lyons
pursuant to Section
302 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
|
32.1 |
|
|
Certification of
Randy A. Ramlo
pursuant to 18
U.S.C. Section
1350, as adopted
pursuant to Section
906 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
|
32.2 |
|
|
Certification of
Dianne M. Lyons
pursuant to 18
U.S.C. Section
1350, as adopted
pursuant to Section
906 of the
SarbanesOxley Act
of 2002
|
|
X
|
|
|
|
|
|
|
|
|
29
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this
report to be signed on its behalf by the undersigned thereunto duly authorized.
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UNITED FIRE & CASUALTY COMPANY |
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/s/ Randy A. Ramlo
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/s/ Dianne M. Lyons |
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Randy A. Ramlo
|
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Dianne M. Lyons |
President, Chief Executive Officer
|
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Vice President, Chief Financial Officer and |
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Principal Accounting Officer |
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May 4, 2009
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May 4, 2009 |
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(Date)
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(Date) |
30
EXHIBIT INDEX
|
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|
|
|
|
|
|
|
|
|
Incorporated by reference |
Exhibit |
|
|
|
Filed |
|
|
|
Period |
|
|
|
Filing |
number |
|
Exhibit description |
|
herewith |
|
Form |
|
ending |
|
Exhibit |
|
date |
|
11 |
|
|
Statement Re
Computation of Per
Share Earnings. All
information
required by Exhibit
11 is presented
within Note 6 of
the Notes to
Unaudited
Consolidated
Financial
Statements, in
accordance with the
provisions of SFAS
No. 128
|
|
X |
|
|
|
|
|
|
|
|
|
31.1 |
|
|
Certification of
Randy A. Ramlo
pursuant to Section
302 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
|
31.2 |
|
|
Certification of
Dianne M. Lyons
pursuant to Section
302 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
|
32.1 |
|
|
Certification of
Randy A. Ramlo
pursuant to 18
U.S.C. Section
1350, as adopted
pursuant to Section
906 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
|
32.2 |
|
|
Certification of
Dianne M. Lyons
pursuant to 18
U.S.C. Section
1350, as adopted
pursuant to Section
906 of the
SarbanesOxley Act
of 2002
|
|
X |
|
|
|
|
|
|
|
|
31