Erie Indemnity Company 10-Q
UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarter ended September 30, 2005
Commission
file number 0-24000
ERIE INDEMNITY COMPANY
(Exact name of registrant as specified in its charter)
|
|
|
PENNSYLVANIA
|
|
25-0466020 |
|
|
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.) |
|
|
|
100 Erie Insurance Place, Erie, Pennsylvania
|
|
16530 |
|
|
|
(Address of principal executive offices)
|
|
(Zip Code) |
(814) 870-2000
Registrants telephone number, including area code
Not applicable
Former name, former address and former fiscal year, if changed since last report
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 an accelerated filer (as defined in Rule 12b-2 of
the Act). Yes þ No o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes o No þ
The
number of shares outstanding of Class A Common Stock, with no par value and a stated value
of $.0292 per share was 61,851,203 at October 24, 2005.
The number of shares outstanding of Class B Common Stock with no par value and a stated value of
$70 per share was 2,843 at October 24, 2005.
The common stock is the only class of stock the Registrant is presently authorized to issue.
INDEX
ERIE INDEMNITY COMPANY
2
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
ERIE INDEMNITY COMPANY
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands) |
|
|
|
September 30 |
|
|
December 31 |
|
|
|
2005 |
|
|
2004 |
|
|
|
(Unaudited) |
|
|
|
|
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTMENTS |
|
|
|
|
|
|
|
|
Fixed maturities at fair value
(amortized cost of $975,231 and
$939,280, respectively) |
|
$ |
988,333 |
|
|
$ |
974,512 |
|
Equity securities at fair value (cost of $245,536
and $175,860, respectively) |
|
|
262,179 |
|
|
|
202,694 |
|
Limited partnerships
(cost of $114,441 and $116,097, respectively) |
|
|
131,228 |
|
|
|
130,464 |
|
Real estate mortgage loans |
|
|
4,923 |
|
|
|
5,044 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
|
1,386,663 |
|
|
|
1,312,714 |
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
|
42,735 |
|
|
|
50,061 |
|
Accrued investment income |
|
|
14,122 |
|
|
|
12,480 |
|
Premiums receivable from policyholders |
|
|
287,152 |
|
|
|
275,721 |
|
Federal income taxes recoverable |
|
|
5,704 |
|
|
|
3,331 |
|
Reinsurance recoverable from Erie Insurance
Exchange on unpaid losses |
|
|
779,174 |
|
|
|
765,563 |
|
Ceded unearned premiums to Erie Insurance
Exchange |
|
|
149,823 |
|
|
|
128,187 |
|
Notes receivable from Erie Family Life
Insurance Company |
|
|
40,000 |
|
|
|
40,000 |
|
Other receivables from Erie Insurance
Exchange and affiliates |
|
|
211,098 |
|
|
|
211,488 |
|
Reinsurance recoverable from non-affiliates |
|
|
294 |
|
|
|
351 |
|
Deferred policy acquisition costs |
|
|
17,515 |
|
|
|
17,112 |
|
Property and equipment |
|
|
13,092 |
|
|
|
13,581 |
|
Equity in Erie Family Life Insurance Company |
|
|
56,773 |
|
|
|
58,728 |
|
Securities lending collateral |
|
|
26,866 |
|
|
|
0 |
|
Prepaid pension |
|
|
41,755 |
|
|
|
50,860 |
|
Other assets |
|
|
42,640 |
|
|
|
39,567 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
3,115,406 |
|
|
$ |
2,979,744 |
|
|
|
|
|
|
|
|
See Accompanying Notes to Consolidated Financial Statements.
3
ERIE INDEMNITY COMPANY
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (Continued)
|
|
|
|
|
|
|
|
|
|
|
(Dollars in thousands) |
|
|
|
September 30 |
|
|
December 31 |
|
|
|
2005 |
|
|
2004 |
|
|
|
(Unaudited) |
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
|
Unpaid losses and loss adjustment expenses |
|
$ |
985,836 |
|
|
$ |
943,034 |
|
Unearned premiums |
|
|
480,404 |
|
|
|
472,553 |
|
Commissions payable and accrued |
|
|
190,030 |
|
|
|
179,284 |
|
Securities lending collateral |
|
|
26,866 |
|
|
|
0 |
|
Accounts payable and accrued expenses |
|
|
64,048 |
|
|
|
49,025 |
|
Deferred income taxes |
|
|
7,226 |
|
|
|
24,122 |
|
Dividends payable |
|
|
20,329 |
|
|
|
20,612 |
|
Employee benefit obligations |
|
|
28,388 |
|
|
|
24,233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
1,803,127 |
|
|
|
1,712,863 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS EQUITY |
|
|
|
|
|
|
|
|
Capital Stock |
|
|
|
|
|
|
|
|
Class A common, stated value $.0292 per share;
authorized 74,996,930 shares; 67,576,800 and
67,540,800 shares issued, respectively; 62,124,038
and 62,992,841 shares outstanding, respectively |
|
|
1,971 |
|
|
|
1,970 |
|
Class B common, convertible at a rate of 2,400
Class A shares for one Class B share, stated
value $70 per share; 2,843 and 2,858 shares
authorized, issued and outstanding, respectively |
|
|
199 |
|
|
|
200 |
|
Additional paid-in capital |
|
|
7,830 |
|
|
|
7,830 |
|
Accumulated other comprehensive income |
|
|
25,341 |
|
|
|
58,611 |
|
Retained earnings |
|
|
1,479,808 |
|
|
|
1,354,181 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total contributed capital and retained earnings |
|
|
1,515,149 |
|
|
|
1,422,792 |
|
|
|
|
|
|
|
|
|
|
Treasury stock, at cost, 5,452,762 and 4,547,959
shares, respectively |
|
|
(202,870 |
) |
|
|
(155,911 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders equity |
|
|
1,312,279 |
|
|
|
1,266,881 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders equity |
|
$ |
3,115,406 |
|
|
$ |
2,979,744 |
|
|
|
|
|
|
|
|
See Accompanying Notes to Consolidated Financial Statements.
4
ERIE INDEMNITY COMPANY
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
(Dollars in thousands, except per share data) |
|
OPERATING REVENUE |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management fee revenue net |
|
$ |
228,349 |
|
|
$ |
232,837 |
|
|
$ |
686,475 |
|
|
$ |
684,539 |
|
Premiums earned |
|
|
53,908 |
|
|
|
52,862 |
|
|
|
161,721 |
|
|
|
154,576 |
|
Service agreement revenue |
|
|
5,294 |
|
|
|
5,384 |
|
|
|
15,440 |
|
|
|
16,207 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenues |
|
|
287,551 |
|
|
|
291,083 |
|
|
|
863,636 |
|
|
|
855,322 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
OPERATING EXPENSES |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of management operations |
|
|
184,056 |
|
|
|
177,659 |
|
|
|
539,228 |
|
|
|
521,599 |
|
Losses and loss adjustment expenses
incurred |
|
|
36,995 |
|
|
|
34,602 |
|
|
|
103,457 |
|
|
|
112,642 |
|
Policy acquisition and other underwriting
expenses |
|
|
12,637 |
|
|
|
12,153 |
|
|
|
36,836 |
|
|
|
35,906 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
|
233,688 |
|
|
|
224,414 |
|
|
|
679,521 |
|
|
|
670,147 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTMENT INCOME UNAFFILIATED |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment income, net of expenses |
|
|
14,755 |
|
|
|
14,795 |
|
|
|
45,158 |
|
|
|
45,086 |
|
Net realized gains on investments |
|
|
1,765 |
|
|
|
859 |
|
|
|
16,457 |
|
|
|
6,743 |
|
Equity in earnings of limited
partnerships |
|
|
8,032 |
|
|
|
3,845 |
|
|
|
30,788 |
|
|
|
5,727 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment income unaffiliated |
|
|
24,552 |
|
|
|
19,499 |
|
|
|
92,403 |
|
|
|
57,556 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes and equity in
earnings of Erie Family Life Insurance Co. |
|
|
78,415 |
|
|
|
86,168 |
|
|
|
276,518 |
|
|
|
242,731 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Provision for income taxes |
|
|
25,930 |
|
|
|
29,141 |
|
|
|
92,241 |
|
|
|
81,865 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in earnings of Erie Family Life Insurance
Company, net of tax |
|
|
520 |
|
|
|
1,539 |
|
|
|
2,667 |
|
|
|
4,227 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
53,005 |
|
|
$ |
58,566 |
|
|
$ |
186,944 |
|
|
$ |
165,093 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share basic |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A common stock |
|
$ |
.84 |
|
|
$ |
.92 |
|
|
$ |
2.97 |
|
|
$ |
2.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class B common stock |
|
|
128.01 |
|
|
|
139.84 |
|
|
|
450.68 |
|
|
|
393.52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share diluted |
|
|
0.76 |
|
|
|
0.83 |
|
|
|
2.69 |
|
|
|
2.34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A common stock |
|
|
62,415,372 |
|
|
|
63,279,022 |
|
|
|
62,650,810 |
|
|
|
63,676,870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class B common stock |
|
|
2,843 |
|
|
|
2,878 |
|
|
|
2,846 |
|
|
|
2,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Shares |
|
|
69,320,147 |
|
|
|
70,259,227 |
|
|
|
69,562,785 |
|
|
|
70,657,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A common stock |
|
$ |
0.325 |
|
|
$ |
0.215 |
|
|
$ |
0.975 |
|
|
$ |
0.645 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class B common stock |
|
|
48.75 |
|
|
|
32.25 |
|
|
|
146.25 |
|
|
|
96.75 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to Consolidated Financial Statements
5
ERIE INDEMNITY COMPANY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
(Dollars in thousands) |
|
|
|
|
|
Net Income |
|
$ |
53,005 |
|
|
$ |
58,566 |
|
|
$ |
186,944 |
|
|
$ |
165,093 |
|
Unrealized gains (losses) on securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized holding gains (losses) arising
during period |
|
|
(14,782 |
) |
|
|
24,125 |
|
|
|
(34,728 |
) |
|
|
(791 |
) |
Less: Gains included in net income |
|
|
(1,765 |
) |
|
|
(859 |
) |
|
|
(16,457 |
) |
|
|
(6,743 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net unrealized holding (losses) gains
arising during period |
|
|
(16,547 |
) |
|
|
23,266 |
|
|
|
(51,185 |
) |
|
|
(7,534 |
) |
Income tax benefit (expense) related to
unrealized losses (gains) |
|
|
5,792 |
|
|
|
(8,143 |
) |
|
|
17,915 |
|
|
|
2,637 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in other comprehensive income,
net of tax |
|
|
(10,755 |
) |
|
|
15,123 |
|
|
|
(33,270 |
) |
|
|
(4,897 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income |
|
$ |
42,250 |
|
|
$ |
73,689 |
|
|
$ |
153,674 |
|
|
$ |
160,196 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See Accompanying Notes to Consolidated Financial Statements.
6
ERIE INDEMNITY COMPANY
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30 |
|
|
|
2005 |
|
|
2004 |
|
|
|
(Dollars in thousands) |
|
CASH FLOWS FROM OPERATING ACTIVITIES |
|
|
|
|
|
|
|
|
Management fee received |
|
$ |
682,440 |
|
|
$ |
657,176 |
|
Service agreement fee received |
|
|
14,907 |
|
|
|
16,207 |
|
Premiums collected |
|
|
161,737 |
|
|
|
150,398 |
|
Net investment income received |
|
|
47,465 |
|
|
|
45,876 |
|
Dividends received from Erie Family Life |
|
|
1,349 |
|
|
|
1,349 |
|
Salaries and wages paid |
|
|
(67,920 |
) |
|
|
(58,629 |
) |
Pension funding and employee benefits paid |
|
|
(7,760 |
) |
|
|
(17,515 |
) |
Commissions paid to agents |
|
|
(354,028 |
) |
|
|
(359,013 |
) |
Agent bonuses paid |
|
|
(46,717 |
) |
|
|
(24,010 |
) |
General operating expenses paid |
|
|
(59,280 |
) |
|
|
(51,986 |
) |
Losses and loss adjustment expenses paid |
|
|
(94,210 |
) |
|
|
(98,966 |
) |
Other underwriting and acquisition costs paid |
|
|
(6,693 |
) |
|
|
(9,654 |
) |
Income taxes paid |
|
|
(96,373 |
) |
|
|
(73,001 |
) |
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
174,917 |
|
|
|
178,232 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM INVESTING ACTIVITIES |
|
|
|
|
|
|
|
|
Purchase of investments: |
|
|
|
|
|
|
|
|
Fixed maturities |
|
|
(302,085 |
) |
|
|
(275,490 |
) |
Equity securities |
|
|
(128,676 |
) |
|
|
(23,937 |
) |
Limited partnerships |
|
|
(42,996 |
) |
|
|
(24,047 |
) |
Sales/maturities of investments: |
|
|
|
|
|
|
|
|
Fixed maturity sales |
|
|
182,517 |
|
|
|
83,145 |
|
Fixed maturity calls/maturities |
|
|
84,367 |
|
|
|
86,994 |
|
Equity securities |
|
|
72,382 |
|
|
|
29,413 |
|
Limited partnership sales/distributions |
|
|
60,752 |
|
|
|
25,078 |
|
Increase in collateral from securities lending |
|
|
26,866 |
|
|
|
1,449 |
|
Redemption of securities lending collateral |
|
|
(26,866 |
) |
|
|
(1,449 |
) |
Purchase of property and equipment |
|
|
(1,510 |
) |
|
|
(1,887 |
) |
Net collections on agent loans |
|
|
1,563 |
|
|
|
1,943 |
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(73,686 |
) |
|
|
(98,788 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
CASH FLOWS FROM FINANCING ACTIVITIES |
|
|
|
|
|
|
|
|
Dividends paid to shareholders |
|
|
(61,598 |
) |
|
|
(41,454 |
) |
Purchase of treasury stock |
|
|
(46,959 |
) |
|
|
(44,566 |
) |
|
|
|
|
|
|
|
Cash used in financing activities |
|
|
(108,557 |
) |
|
|
(86,020 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents |
|
|
(7,326 |
) |
|
|
(6,576 |
) |
Cash and cash equivalents at beginning of period |
|
|
50,061 |
|
|
|
52,313 |
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
42,735 |
|
|
$ |
45,737 |
|
|
|
|
|
|
|
|
See Accompanying Notes to Consolidated Financial Statements.
7
ERIE INDEMNITY COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 1
BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements, which include the accounts of Erie
Indemnity Company and its wholly owned property/casualty insurance subsidiaries, Erie Insurance
Company (EIC), Erie Insurance Company of New York (EINY) and Erie Insurance Property & Casualty
Company (EIPC), have been prepared in accordance with accounting principles generally accepted in
the United States of America for interim financial information and the instructions to Form 10-Q
and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and
footnotes required by generally accepted accounting principles (GAAP) for complete financial
statements. In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. Operating results for
the nine-month period ended September 30, 2005 are not necessarily indicative of the results that
may be expected for the year ending December 31, 2005. For further information, refer to the
consolidated financial statements and footnotes thereto included in the Companys Form 10-K for the
year ended December 31, 2004 as filed with the Securities and Exchange Commission on February 24,
2005.
NOTE 2
RECENT ACCOUNTING PRONOUNCEMENTS
In
March 2004, the Financial Accounting Standards Board (FASB) reached a consensus on Issue
03-1, The Meaning of Other-Than-Temporary Impairment and its Application to Certain Investments.
This issue establishes impairment models for determining whether to record impairment losses
associated with investments in certain equity and debt securities. In September 2004, the FASB
issued Staff Position (FSP) No. EITF 03-1-1, which delayed the effective date of the measurement
and recognition guidance contained in paragraphs 10-20 of EITF 03-1. In June, 2005, the FASB
decided not to provide additional guidance on the meaning of other-than-temporary impairment, and
directed the staff to issue the retitled, FSP FAS 115-1, The Meaning of Other-Than-Temporary
Impairment and its Application to Certain Investments, which will supercede EITF 03-1 and replace
certain application paragraphs with references to existing guidance. In September 2005, the FASB
decided to retain the guidance for the accounting for debt
securities subsequent to an other-than-temporary impairment. The final FSP FAS 115-1 is expected
to be effective for fiscal years beginning after December 15, 2005. The Company had previously
adopted the disclosure requirements of EITF 03-1, which were unchanged by FSP FAS 115-1 and were
effective for periods ending after December 15, 2003. Management continues to closely monitor and
evaluate how the proposed FSP FAS 115-1 will affect the Company.
NOTE 3
RECLASSIFICATONS
Certain amounts previously reported in the 2004 financial statements have been reclassified to
conform to the current periods presentation. Such reclassifications did not impact earnings.
NOTE 4
EARNINGS PER SHARE
Basic earnings per share is calculated under the two-class method which allocates earnings to each
class of stock based on its dividend rights. Diluted earnings per share is calculated under the
if-converted method which reflects the conversion of Class B shares and the effect of potentially
dilutive outstanding employee stock-based awards under the long-term incentive plan. There were no
8
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 4
EARNINGS PER SHARE (Continued)
conversions of Class B voting stock to Class A stock in the third quarter 2005. During the nine
months ended September 30, 2005, a total of 15 shares of Class B voting stock were converted to
36,000 shares of Class A voting stock. The total weighted average number of shares outstanding used
in the basic and diluted earnings per share calculations are shown in the following table for each
period presented.
The following table displays the basic and diluted earnings per-share computations.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
|
|
|
|
(net income amounts in thousands) |
|
|
|
|
|
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allocated
net income Class A |
|
$ |
52,641 |
|
|
$ |
58,164 |
|
|
$ |
185,662 |
|
|
$ |
163,960 |
|
Class A shares of common stock |
|
|
62,415,372 |
|
|
|
63,279,022 |
|
|
|
62,650,810 |
|
|
|
63,676,870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A earnings per share basic |
|
$ |
.84 |
|
|
$ |
.92 |
|
|
$ |
2.97 |
|
|
$ |
2.58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allocated
net income Class B |
|
$ |
364 |
|
|
$ |
402 |
|
|
$ |
1,282 |
|
|
$ |
1,133 |
|
Class B shares of common stock |
|
|
2,843 |
|
|
|
2,878 |
|
|
|
2,846 |
|
|
|
2,878 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class B earnings per share basic |
|
$ |
128.01 |
|
|
$ |
139.84 |
|
|
$ |
450.68 |
|
|
$ |
393.52 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
53,005 |
|
|
$ |
58,566 |
|
|
$ |
186,944 |
|
|
$ |
165,093 |
|
Class A shares of common stock |
|
|
62,415,372 |
|
|
|
63,279,022 |
|
|
|
62,650,810 |
|
|
|
63,676,870 |
|
Assumed conversion of Class B common
stock and restricted stock awards |
|
|
6,904,775 |
|
|
|
6,980,205 |
|
|
|
6,911,975 |
|
|
|
6,980,205 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A shares of common and
equivalent shares |
|
|
69,320,147 |
|
|
|
70,259,227 |
|
|
|
69,562,785 |
|
|
|
70,657,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per
share diluted |
|
$ |
.76 |
|
|
$ |
.83 |
|
|
$ |
2.69 |
|
|
$ |
2.34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The 2005 year to date diluted earnings per share includes the effects of a second quarter
adjustment for a correction to the accounting for investments in limited partnerships which
increased diluted earnings per share $.13 as discussed further in Note 5.
Restricted stock awards not yet vested include awards related to the long-term incentive plan for
executive and senior management of 75,399 shares for the three and nine months ended September 30,
2005, and 68,176 shares for the three and nine months ended September 30, 2004. Awards not yet
vested related to the outside directors stock compensation plan were 6,176 shares for the three and
nine months ended September 30, 2005, and 4,829 shares for the three and nine months ended
September 30, 2004.
NOTE 5
INVESTMENTS
Fixed maturities and marketable equity securities are classified as available-for-sale. Equity
securities consist primarily of common and nonredeemable preferred stocks while fixed maturities
consist of bonds, notes and redeemable preferred stock. Available-for-sale securities are stated
at fair value, with the
unrealized gains and losses, net of deferred tax, reflected in shareholders equity in accumulated
other comprehensive income. When a decline in the value of an investment is considered to be
other-than-temporary by management, the investment is written down to net estimated realizable
value. Investment
9
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 5
INVESTMENTS (Continued)
impairments are evaluated on an individual security position basis. Adjustments to the carrying
value of marketable equity securities and fixed maturities that are considered impaired are
recorded as realized losses in the Consolidated Statements of Operations.
The
Company had loaned securities, included as part of its invested assets, with a market value of $26.1 million at September 30, 2005. There were no loaned securities at December 31, 2004.
Securities lending collateral is recorded by the Company as a liability. The collateral for the
securities on loan are invested in cash and short-term investments. The Company shares a portion
of the interest on these short-term investments with the lending agent. The Company has incurred
no losses on the loan program since the programs inception.
10
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 5
INVESTMENTS (Continued)
The following is a summary of fixed maturities and equity securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross |
|
|
Gross |
|
|
Estimated |
|
|
|
Amortized |
|
|
Unrealized |
|
|
Unrealized |
|
|
Fair |
|
(in thousands) |
|
Cost |
|
|
Gains |
|
|
Losses |
|
|
Value |
|
September 30, 2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. treasuries & government
agencies |
|
$ |
10,312 |
|
|
$ |
263 |
|
|
$ |
42 |
|
|
$ |
10,533 |
|
States & political subdivisions |
|
|
142,377 |
|
|
|
1,577 |
|
|
|
857 |
|
|
|
143,097 |
|
Special revenue |
|
|
189,496 |
|
|
|
2,082 |
|
|
|
762 |
|
|
|
190,816 |
|
Public utilities |
|
|
72,454 |
|
|
|
3,267 |
|
|
|
371 |
|
|
|
75,350 |
|
U.S. industrial & miscellaneous |
|
|
369,367 |
|
|
|
6,750 |
|
|
|
4,312 |
|
|
|
371,805 |
|
Mortgage-backed securities |
|
|
34,154 |
|
|
|
865 |
|
|
|
386 |
|
|
|
34,633 |
|
Asset-backed securities |
|
|
22,849 |
|
|
|
48 |
|
|
|
376 |
|
|
|
22,521 |
|
Foreign |
|
|
103,594 |
|
|
|
4,547 |
|
|
|
749 |
|
|
|
107,392 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total bonds |
|
|
944,603 |
|
|
|
19,399 |
|
|
|
7,855 |
|
|
|
956,147 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redeemable preferred stock |
|
|
30,628 |
|
|
|
1,558 |
|
|
|
0 |
|
|
|
32,186 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturities |
|
|
975,231 |
|
|
|
20,957 |
|
|
|
7,855 |
|
|
|
988,333 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public utilities |
|
|
1,313 |
|
|
|
274 |
|
|
|
0 |
|
|
|
1,587 |
|
U.S. banks, trusts &
insurance companies |
|
|
10,521 |
|
|
|
1,309 |
|
|
|
332 |
|
|
|
11,498 |
|
U.S. industrial &
miscellaneous |
|
|
53,198 |
|
|
|
7,826 |
|
|
|
1,589 |
|
|
|
59,435 |
|
Foreign |
|
|
18,603 |
|
|
|
1,926 |
|
|
|
359 |
|
|
|
20,170 |
|
Nonredeemable
preferred stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public utilities |
|
|
22,485 |
|
|
|
360 |
|
|
|
326 |
|
|
|
22,519 |
|
U.S. banks, trusts &
insurance companies |
|
|
67,632 |
|
|
|
2,382 |
|
|
|
119 |
|
|
|
69,895 |
|
U.S. industrial &
miscellaneous |
|
|
59,552 |
|
|
|
4,181 |
|
|
|
459 |
|
|
|
63,274 |
|
Foreign |
|
|
12,232 |
|
|
|
1,588 |
|
|
|
19 |
|
|
|
13,801 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities |
|
|
245,536 |
|
|
|
19,846 |
|
|
|
3,203 |
|
|
|
262,179 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturities and
equity securities |
|
$ |
1,220,767 |
|
|
$ |
40,803 |
|
|
$ |
11,058 |
|
|
$ |
1,250,512 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 5
INVESTMENTS (Continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross |
|
|
Gross |
|
|
Estimated |
|
|
|
Amortized |
|
|
Unrealized |
|
|
Unrealized |
|
|
Fair |
|
(in thousands) |
|
Cost |
|
|
Gains |
|
|
Losses |
|
|
Value |
|
December 31, 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. treasuries &
government agencies |
|
$ |
11,850 |
|
|
$ |
412 |
|
|
$ |
69 |
|
|
$ |
12,193 |
|
States & political subdivisions |
|
|
80,508 |
|
|
|
2,515 |
|
|
|
164 |
|
|
|
82,859 |
|
Special revenue |
|
|
125,083 |
|
|
|
3,407 |
|
|
|
137 |
|
|
|
128,353 |
|
Public utilities |
|
|
66,927 |
|
|
|
4,708 |
|
|
|
52 |
|
|
|
71,583 |
|
U. S. industrial &
miscellaneous |
|
|
429,793 |
|
|
|
14,953 |
|
|
|
1,669 |
|
|
|
443,077 |
|
Mortgage-backed securities |
|
|
48,504 |
|
|
|
772 |
|
|
|
390 |
|
|
|
48,886 |
|
Asset-backed securities |
|
|
21,596 |
|
|
|
76 |
|
|
|
286 |
|
|
|
21,386 |
|
Foreign |
|
|
125,590 |
|
|
|
9,628 |
|
|
|
312 |
|
|
|
134,906 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total bonds |
|
|
909,851 |
|
|
|
36,471 |
|
|
|
3,079 |
|
|
|
943,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Redeemable preferred
stock |
|
|
29,429 |
|
|
|
1,949 |
|
|
|
109 |
|
|
|
31,269 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturities |
|
|
939,280 |
|
|
|
38,420 |
|
|
|
3,188 |
|
|
|
974,512 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public utilities |
|
|
992 |
|
|
|
11 |
|
|
|
0 |
|
|
|
1,003 |
|
U. S. banks, trusts &
insurance companies |
|
|
6,197 |
|
|
|
2,334 |
|
|
|
50 |
|
|
|
8,481 |
|
U. S. industrial &
miscellaneous |
|
|
34,120 |
|
|
|
13,136 |
|
|
|
171 |
|
|
|
47,085 |
|
Foreign |
|
|
2,245 |
|
|
|
57 |
|
|
|
28 |
|
|
|
2,274 |
|
Nonredeemable
preferred stock: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Public utilities |
|
|
21,373 |
|
|
|
1,939 |
|
|
|
59 |
|
|
|
23,253 |
|
U. S. banks, trusts &
insurance companies |
|
|
43,605 |
|
|
|
3,401 |
|
|
|
2 |
|
|
|
47,004 |
|
U. S. industrial &
miscellaneous |
|
|
55,096 |
|
|
|
4,667 |
|
|
|
88 |
|
|
|
59,675 |
|
Foreign |
|
|
12,232 |
|
|
|
1,730 |
|
|
|
43 |
|
|
|
13,919 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities |
|
|
175,860 |
|
|
|
27,275 |
|
|
|
441 |
|
|
|
202,694 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturities
and equity securities |
|
$ |
1,115,140 |
|
|
$ |
65,695 |
|
|
$ |
3,629 |
|
|
$ |
1,177,206 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 5
INVESTMENTS (Continued)
Fixed maturities and equity securities in a gross unrealized loss position at September 30, 2005
are as follows. Data is provided by length of time securities were in a gross unrealized loss
position:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less than 12 months |
|
|
12 months or longer |
|
|
Total |
|
|
|
|
|
|
Fair |
|
|
Unrealized |
|
|
Fair |
|
|
Unrealized |
|
|
Fair |
|
|
Unrealized |
|
|
Number of |
|
(in thousands) |
|
Value |
|
|
Losses |
|
|
Value |
|
|
Losses |
|
|
Value |
|
|
Losses |
|
|
Holdings |
|
Fixed maturities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. treasuries and
government agencies |
|
$ |
5,503 |
|
|
$ |
42 |
|
|
$ |
0 |
|
|
$ |
0 |
|
|
$ |
5,503 |
|
|
$ |
42 |
|
|
|
6 |
|
States and political
subdivisions |
|
|
74,623 |
|
|
|
705 |
|
|
|
5,084 |
|
|
|
152 |
|
|
|
79,707 |
|
|
|
857 |
|
|
|
34 |
|
Special revenue |
|
|
101,192 |
|
|
|
639 |
|
|
|
6,305 |
|
|
|
123 |
|
|
|
107,497 |
|
|
|
762 |
|
|
|
47 |
|
Public utilities |
|
|
22,374 |
|
|
|
274 |
|
|
|
2,894 |
|
|
|
97 |
|
|
|
25,268 |
|
|
|
371 |
|
|
|
13 |
|
U.S. industrial &
miscellaneous |
|
|
134,488 |
|
|
|
2,804 |
|
|
|
46,688 |
|
|
|
1,508 |
|
|
|
181,176 |
|
|
|
4,312 |
|
|
|
94 |
|
Mortgage-backed securities |
|
|
7,498 |
|
|
|
101 |
|
|
|
12,427 |
|
|
|
285 |
|
|
|
19,925 |
|
|
|
386 |
|
|
|
16 |
|
Asset-backed securities |
|
|
2,931 |
|
|
|
69 |
|
|
|
13,127 |
|
|
|
307 |
|
|
|
16,058 |
|
|
|
376 |
|
|
|
7 |
|
Foreign |
|
|
27,176 |
|
|
|
560 |
|
|
|
6,802 |
|
|
|
189 |
|
|
|
33,978 |
|
|
|
749 |
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturities |
|
|
375,785 |
|
|
|
5,194 |
|
|
|
93,327 |
|
|
|
2,661 |
|
|
|
469,112 |
|
|
|
7,855 |
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock |
|
|
26,406 |
|
|
|
2,280 |
|
|
|
0 |
|
|
|
0 |
|
|
|
26,406 |
|
|
|
2,280 |
|
|
|
97 |
|
Nonredeemable preferred
stock |
|
|
27,416 |
|
|
|
696 |
|
|
|
5,407 |
|
|
|
227 |
|
|
|
32,823 |
|
|
|
923 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities |
|
|
53,822 |
|
|
|
2,976 |
|
|
|
5,407 |
|
|
|
227 |
|
|
|
59,229 |
|
|
|
3,203 |
|
|
|
111 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturities and
equity securities |
|
$ |
429,607 |
|
|
$ |
8,170 |
|
|
$ |
98,734 |
|
|
$ |
2,888 |
|
|
$ |
528,341 |
|
|
$ |
11,058 |
|
|
|
344 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury Obligations and Government Agencies The unrealized losses of the
Companys investments in U.S. treasury obligations and government agencies were caused by market
interest rate increases as credit risk is not present in these instruments. The Company has the
ability and intent to hold the investments until recovery of fair value.
Mortgage-Backed Securities The unrealized losses on the Companys investment in
mortgage-backed securities were caused by market interest rate increases. The Company has the
ability and intent to hold the investments until recovery of fair value.
Corporate Bonds (public utilities, U.S. banks, trust and insurance companies, U.S. industrial,
miscellaneous and foreign) The unrealized losses on investments in corporate bonds relates to
both interest rate increases and to declines in credit quality of certain issuers. Evaluation of
the near-term prospects of the issues suggests that the decline in credit quality is not such that
recovery of fair value is unlikely. The Company has the ability and intent to hold these
investments until recovery of fair value.
Common stock The Company has evaluated the near-term prospects of the issuers in relation
to the severity and duration of the impairment. In evaluating the near term prospects, the Company
considered significant changes in company finances, including company debt ratings, regulatory
action, accounting improprieties, and other matters which potentially affect the value of the
issuer. The Company has the ability and intent to hold these
investments until recovery of fair value.
13
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 5
INVESTMENTS (Continued)
Nonredeemable preferred stock The unrealized losses on investments in preferred stock
relates to both market interest rate increases and to declines in credit quality of certain
issuers. Evaluation of the near-term prospects suggests that the decline in credit quality is not
such that recovery of fair value is unlikely. The Company has the ability and intent to hold
these investments until recovery of fair value.
The components of net realized gains on investments as reported in the Consolidated Statements of
Operations are included below. The third quarter of 2005 includes impairment charges of $.3
million on equity securities and $.6 million on fixed maturities. For the nine months ended
September 30, 2005, impairment charges totaled $2.1 million on fixed maturities in the automotive
industry and $1.4 million on equity securities in the consumer products, automotive and technology
industries. There were no impairment charges on fixed maturities or equity securities in the three
or nine months ended September 30, 2004.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Fixed maturities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains |
|
$ |
2,034 |
|
|
$ |
933 |
|
|
$ |
6,523 |
|
|
$ |
5,803 |
|
Gross realized losses |
|
|
(902 |
) |
|
|
(63 |
) |
|
|
(3,583 |
) |
|
|
(89 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains |
|
|
1,132 |
|
|
|
870 |
|
|
|
2,940 |
|
|
|
5,714 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains |
|
|
1,190 |
|
|
|
480 |
|
|
|
16,865 |
|
|
|
1,912 |
|
Gross realized losses |
|
|
(557 |
) |
|
|
(491 |
) |
|
|
(3,348 |
) |
|
|
(883 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) |
|
|
633 |
|
|
|
(11 |
) |
|
|
13,517 |
|
|
|
1,029 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains on investments |
|
$ |
1,765 |
|
|
$ |
859 |
|
|
$ |
16,457 |
|
|
$ |
6,743 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partnerships include U.S. and foreign private equity, real estate and mezzanine debt
investments. The private equity limited partnerships invest in small- to medium-sized companies.
The Company has not guaranteed any of the partnership liabilities. Limited partnerships are
recorded under the equity method. In the second quarter of 2005, the Company corrected its
treatment of unrealized gains and losses on limited partnerships by recognizing unrealized gains
and losses in the Consolidated Statements of Operations. Prior period amounts were not restated as
the impact of this correction was not material to prior periods net income and had no impact on
total shareholders equity. Net unrealized gains included in the equity in earnings of limited
partnerships were $.3 million and $14.5 million for the three and nine months ended September 30,
2005, respectively.
14
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 5
INVESTMENTS (Continued)
The components of equity in earnings of limited partnerships as reported in the Consolidated
Statements of Operations are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Private equity |
|
$ |
7,119 |
|
|
$ |
3,252 |
|
|
$ |
18,646 |
|
|
$ |
2,597 |
|
Real estate |
|
|
(108 |
) |
|
|
296 |
|
|
|
8,597 |
|
|
|
1,960 |
|
Mezzanine debt |
|
|
1,021 |
|
|
|
297 |
|
|
|
3,545 |
|
|
|
1,170 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity in earnings of
limited partnerships |
|
$ |
8,032 |
|
|
$ |
3,845 |
|
|
$ |
30,788 |
|
|
$ |
5,727 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NOTE 6
SUMMARIZED FINANCIAL STATEMENT INFORMATION OF AFFILIATE
The Company owns 21.6% of Erie Family Life Insurance Companys (EFL) outstanding common shares and
accounts for this investment using the equity method of accounting. EFL is a
Pennsylvania-domiciled life insurance company operating in 10 states and the District of Columbia.
The following represents unaudited condensed financial statement information for EFL on a GAAP
basis:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Revenues |
|
$ |
36,043 |
|
|
$ |
35,491 |
|
|
$ |
111,972 |
|
|
$ |
113,859 |
|
Benefits and expenses |
|
|
32,427 |
|
|
|
27,874 |
|
|
|
92,850 |
|
|
|
75,919 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
3,616 |
|
|
|
7,617 |
|
|
|
19,122 |
|
|
|
37,940 |
|
Income taxes |
|
|
709 |
|
|
|
2,618 |
|
|
|
6,136 |
|
|
|
13,179 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
2,907 |
|
|
$ |
4,999 |
|
|
$ |
12,986 |
|
|
$ |
24,761 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive (loss) income |
|
($ |
13,234 |
) |
|
$ |
25,454 |
|
|
($ |
3,074 |
) |
|
$ |
19,317 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to shareholders |
|
$ |
2,079 |
|
|
$ |
2,079 |
|
|
$ |
6,237 |
|
|
$ |
6,143 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of |
|
|
|
September 30 |
|
|
December 31 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
Investments |
|
$ |
1,505,985 |
|
|
$ |
1,466,579 |
|
Total assets |
|
|
1,767,232 |
|
|
|
1,661,440 |
|
Liabilities |
|
|
1,507,094 |
|
|
|
1,389,912 |
|
Accumulated other comprehensive income |
|
|
23,192 |
|
|
|
39,252 |
|
Total shareholders equity |
|
|
260,138 |
|
|
|
271,528 |
|
15
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 7
RETIREMENT BENEFIT PLANS
The Companys pension plans consist of: (1) a noncontributory-defined benefit pension plan covering
substantially all employees of the Company, (2) an unfunded supplemental employee retirement plan
for its executive management and division officers and (3) an unfunded pension plan (discontinued
as of 1997) for certain of its outside directors. All liabilities for the plans described in this
note are presented in total for all employees of the Erie Insurance Group, before allocations to
related entities.
Components of Net Periodic Benefit Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension Benefits |
|
|
Postretirement Benefits |
|
|
|
Three Months Ended |
|
|
Three Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Service cost |
|
$ |
3,641 |
|
|
$ |
3,309 |
|
|
$ |
315 |
|
|
$ |
242 |
|
Interest cost |
|
|
3,644 |
|
|
|
3,237 |
|
|
|
242 |
|
|
|
177 |
|
Expected return on plan assets |
|
|
(4,346 |
) |
|
|
(4,248 |
) |
|
|
|
|
|
|
|
|
Amortization of prior service cost |
|
|
175 |
|
|
|
225 |
|
|
|
(27 |
) |
|
|
(13 |
) |
Amortization of net loss |
|
|
899 |
|
|
|
801 |
|
|
|
81 |
|
|
|
38 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
4,013 |
|
|
$ |
3,324 |
|
|
$ |
611 |
|
|
$ |
444 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension Benefits |
|
|
Postretirement Benefits |
|
|
|
Nine Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Service cost |
|
$ |
10,923 |
|
|
$ |
9,927 |
|
|
$ |
944 |
|
|
$ |
726 |
|
Interest cost |
|
|
10,932 |
|
|
|
9,712 |
|
|
|
726 |
|
|
|
531 |
|
Expected return on plan assets |
|
|
(13,037 |
) |
|
|
(12,747 |
) |
|
|
|
|
|
|
|
|
Amortization of prior service cost |
|
|
525 |
|
|
|
676 |
|
|
|
(81 |
) |
|
|
(40 |
) |
Amortization of net loss |
|
|
2,697 |
|
|
|
2,404 |
|
|
|
245 |
|
|
|
116 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic benefit cost |
|
$ |
12,040 |
|
|
$ |
9,972 |
|
|
$ |
1,834 |
|
|
$ |
1,333 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A portion of the net periodic benefit cost for the pension and postretirement plans is borne by the
Erie Insurance Exchange (Exchange) and EFL. The Company was reimbursed for the annual pension cost
approximately 56% and 54% from the Exchange and EFL combined during the first nine months of 2005
and 2004, respectively.
NOTE 8
NOTES RECEIVABLE FROM ERIE FAMILY LIFE INSURANCE COMPANY
The Company is due $40 million from EFL in the form of two surplus notes. Repayment of the notes
is to be made out of unassigned surplus of EFL only and is subject to approval by the Pennsylvania
Insurance Commissioner. The first note, in the amount of $15 million, bears an annual interest
rate of 6.45% and is payable on demand on or after December 31, 2005. It is likely EFL will reissue
the note with market terms to either the Company or the Exchange by December 31, 2005. EFL accrued
interest, payable semi-annually, to the Company on the surplus note of $.3 million in the third
quarters of 2005 and 2004.
The second note, in the amount of $25 million, bears an annual interest rate of 6.70% and is
payable on demand on or after December 31, 2018. This note was issued to further strengthen the
surplus of EFL and to support its continued sales growth. EFL accrued interest, payable
semi-annually, of $.4 million to the Company in the third quarters of 2005 and 2004.
16
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 9
STATUTORY INFORMATION
Cash and securities with carrying values of $3.7 million and $3.6 million were deposited by the
Companys property/casualty insurance subsidiaries with regulatory authorities under state
insurance laws and regulations at September 30, 2005 and December 31, 2004, respectively.
NOTE 10
SUPPLEMENTARY DATA ON CASH FLOWS
A reconciliation of net income to net cash provided by operating activities as presented in the
Consolidated Statements of Cash Flows is as follows:
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
CASH FLOWS FROM OPERATING ACTIVITIES: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
186,944 |
|
|
$ |
165,093 |
|
Adjustments to reconcile net income to net
cash provided by operating activities: |
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
27,927 |
|
|
|
27,986 |
|
Deferred income tax expense |
|
|
(1,558 |
) |
|
|
2,753 |
|
Equity in earnings of limited partnerships |
|
|
(30,788 |
) |
|
|
(5,727 |
) |
Net realized gains on investments |
|
|
(16,457 |
) |
|
|
(6,743 |
) |
Net amortization of bond premium |
|
|
1,949 |
|
|
|
1,212 |
|
Undistributed earnings of Erie Family
Life Insurance Company |
|
|
(1,519 |
) |
|
|
(3,196 |
) |
Deferred compensation |
|
|
1,943 |
|
|
|
1,516 |
|
Increase in receivables and reinsurance
recoverable from the Exchange |
|
|
(46,232 |
) |
|
|
(123,586 |
) |
Increase in prepaid expenses and other assets |
|
|
(25,877 |
) |
|
|
(33,481 |
) |
Increase in accounts payable and accrued expenses |
|
|
27,931 |
|
|
|
48,305 |
|
Increase in loss reserves |
|
|
42,802 |
|
|
|
60,394 |
|
Increase in unearned premiums |
|
|
7,852 |
|
|
|
43,706 |
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
$ |
174,917 |
|
|
$ |
178,232 |
|
|
|
|
|
|
|
|
NOTE 11
COMMITMENTS AND CONTINGENCIES
The Company has contractual commitments to invest up to $202.3 million additional funds in limited
partnership investments at September 30, 2005. These commitments
will be funded as required by
the partnerships agreements through 2012. At September 30, 2005, the total commitment to fund
limited partnerships that invest in private equity securities is $60.1 million, in real estate
activities is $94.5 million and in fixed income securities is $47.7 million. The Company expects to
have sufficient cash flows from operations and positive flows from existing limited partnership
investments to meet these partnership commitments.
The Company is involved in litigation arising in the ordinary course of business. In the opinion of
management, the effects, if any, of such litigation are not expected to be material to the
Companys consolidated financial condition, results of operations or cash flows.
17
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 12
VARIABLE INTEREST ENTITY
The Exchange is a reciprocal insurance company, domiciled in Pennsylvania, for which the Company
serves as attorney-in-fact. The Company has a significant interest in the financial condition of
the Exchange because net management fee revenues are based on the direct written premiums of the
Exchange and the other members of the Property and Casualty Group.
The selected financial data below is derived from the Exchanges financial statements prepared in
accordance with Statutory Accounting Principals (SAP) required by the National Association of
Insurance Commissioners (NAIC) Accounting Practices and Procedures Manual, as modified to include
prescribed or permitted practices of the Commonwealth of Pennsylvania. In the opinion of
management, all adjustments consisting only of normal recurring accruals, considered necessary for
a fair presentation, have been included. The condensed financial data set forth below represents
the Exchanges share of underwriting results after accounting for intercompany pool transactions.
Erie Insurance Exchange
Condensed Statutory Statements of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Premiums earned |
|
$ |
945,738 |
|
|
$ |
937,357 |
|
|
$ |
2,836,427 |
|
|
$ |
2,741,960 |
|
Losses and loss adjustment expenses |
|
|
597,252 |
|
|
|
573,469 |
|
|
|
1,731,561 |
|
|
|
1,830,851 |
|
Insurance underwriting and other
expenses* |
|
|
258,657 |
|
|
|
262,519 |
|
|
|
768,650 |
|
|
|
764,289 |
|
Dividends to policyholders |
|
|
5,605 |
|
|
|
3,744 |
|
|
|
16,417 |
|
|
|
11,527 |
|
Other (income) expense |
|
|
(647 |
) |
|
|
4,861 |
|
|
|
8,423 |
|
|
|
14,408 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net underwriting gain |
|
|
84,871 |
|
|
|
92,764 |
|
|
|
311,376 |
|
|
|
120,885 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
104,839 |
|
|
|
70,685 |
|
|
|
285,357 |
|
|
|
202,179 |
|
Net realized gains |
|
|
70,268 |
|
|
|
45,371 |
|
|
|
441,573 |
|
|
|
76,550 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment income |
|
|
175,107 |
|
|
|
116,056 |
|
|
|
726,930 |
|
|
|
278,729 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income before federal income tax |
|
|
259,978 |
|
|
|
208,820 |
|
|
|
1,038,306 |
|
|
|
399,614 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Federal income tax expense |
|
|
97,015 |
|
|
|
63,525 |
|
|
|
349,170 |
|
|
|
119,725 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
162,963 |
|
|
$ |
145,295 |
|
|
$ |
689,136 |
|
|
$ |
279,889 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Includes management fees and service fees paid or accrued as payable to the Company. |
18
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 12
VARIABLE INTEREST ENTITY (Continued)
Erie Insurance Exchange
Condensed Statutory Statements of Financial Position
|
|
|
|
|
|
|
|
|
|
|
As of |
|
|
|
September 30 |
|
|
December 31 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
Assets |
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
Common stock |
|
$ |
1,680,909 |
|
|
$ |
1,508,664 |
|
Preferred stock |
|
|
641,383 |
|
|
|
550,090 |
|
Fixed maturities |
|
|
4,550,783 |
|
|
|
4,399,458 |
|
Limited partnerships |
|
|
536,964 |
|
|
|
567,089 |
|
Real estate mortgage loans |
|
|
10,617 |
|
|
|
10,859 |
|
Properties occupied by the Exchange |
|
|
35,683 |
|
|
|
36,305 |
|
Cash and cash equivalents |
|
|
319,438 |
|
|
|
125,933 |
|
Other invested assets |
|
|
11,398 |
|
|
|
1,049 |
|
|
|
|
|
|
|
|
Total invested assets |
|
|
7,787,175 |
|
|
|
7,199,447 |
|
Premium receivable |
|
|
1,056,812 |
|
|
|
1,002,818 |
|
Federal income tax recoverable |
|
|
31,831 |
|
|
|
0 |
|
Deferred income taxes |
|
|
42,528 |
|
|
|
0 |
|
Other assets |
|
|
68,602 |
|
|
|
67,497 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
8,986,948 |
|
|
$ |
8,269,762 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Loss and LAE reserves |
|
$ |
3,492,563 |
|
|
$ |
3,436,246 |
|
Unearned premium reserves |
|
|
1,589,179 |
|
|
|
1,536,890 |
|
Accrued liabilities |
|
|
644,758 |
|
|
|
400,375 |
|
Deferred income taxes |
|
|
0 |
|
|
|
92,193 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
5,726,500 |
|
|
|
5,465,704 |
|
|
|
|
|
|
|
|
Total policyholders surplus |
|
|
3,260,448 |
|
|
|
2,804,058 |
|
|
|
|
|
|
|
|
Total liabilities and
policyholders surplus |
|
$ |
8,986,948 |
|
|
$ |
8,269,762 |
|
|
|
|
|
|
|
|
Surplus
The Exchanges policyholders surplus increased 16.3% during 2005 primarily as a
result of improved underwriting results and net investment income.
Common
stocks Common stock securities represent a significant portion of the Exchanges
investment portfolio and surplus and are exposed to price risk, volatility of the capital markets
and general economic conditions. Common stock investments made up approximately 51.6% of the
Exchanges statutory surplus at September 30, 2005 and 53.8% at December 31, 2004.
Included in these common stock amounts are realized gains on the common stock portfolio of $77.7
million and $40.0 million in the third quarters of 2005 and 2004, respectively. During 2005, the
Exchange was in the process of diversifying its common stocks through transitioning the portfolio
to external equity managers. During the third quarter of 2005, this process was completed and all
of the common stock portfolio is now managed by external equity managers. The increase in net
realized gains to $441.6 million for the nine months ended September 30, 2005 from $76.6 million in
the same period of 2004 was largely due to the selling down of the common stock which generated
$418.9 million in realized gains.
19
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 12
VARIABLE INTEREST ENTITY (Continued)
Net proceeds from the sale of common stock investments were $241.6 million and $107.8 million in
the third quarters of 2005 and 2004, respectively. Included in the proceed amounts were $57.1
million and $38.5 million respectively, in realized capital gains related to the process of selling
down its internally managed common stock portfolio.
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
|
|
2005 |
|
|
2004 |
|
*Weighted average current price
to earnings ratio |
|
|
21.19 |
|
|
|
19.48 |
|
|
|
|
|
|
|
|
*Standard & Poors composite price
to earnings ratio |
|
|
17.96 |
|
|
|
19.03 |
|
|
|
|
|
|
|
|
|
|
|
* |
|
Ratios are prices to trailing 12-months earnings. |
Cash
and cash equivalents Cash and cash equivalents include securities lending of
$233.7 million at September 30, 2005 compared to $2.3 million at December 31, 2004.
If the surplus of the Exchange were to decline significantly from its current level, the Property
and Casualty Group could find it more difficult to retain its existing business and attract new
business. A decline in the business of the Property and Casualty Group would have an adverse effect
on the amount of the management fees the Company receives and the underwriting results of the
Property and Casualty Group in which the Company has a 5.5% participation. In addition, a decline
in the surplus of the Exchange from its current level would make it more likely that the management
fee rate received by the Company would be reduced.
20
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 12
VARIABLE INTEREST ENTITY (Continued)
Erie Insurance Exchange
Condensed Statutory Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
Cash flows from operating activities |
|
|
|
|
|
|
|
|
Premiums collected net of reinsurance |
|
$ |
2,839,789 |
|
|
$ |
2,809,439 |
|
Net investment income received |
|
|
295,424 |
|
|
|
209,109 |
|
Miscellaneous expense |
|
|
(8,569 |
) |
|
|
(9,554 |
) |
Losses and loss adjustment expenses
paid |
|
|
(1,435,294 |
) |
|
|
(1,490,754 |
) |
Management fee and expenses paid |
|
|
(1,021,673 |
) |
|
|
(1,005,664 |
) |
Dividends to policyholders |
|
|
(15,854 |
) |
|
|
(13,488 |
) |
Income taxes paid |
|
|
(402,691 |
) |
|
|
(229,060 |
) |
|
|
|
|
|
|
|
Net cash provided by operating
activities |
|
|
251,132 |
|
|
|
270,028 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
|
|
Proceeds from investment sales and
maturities |
|
|
2,530,248 |
|
|
|
1,234,874 |
|
Purchases of investments |
|
|
(2,830,460 |
) |
|
|
(1,891,594 |
) |
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(300,212 |
) |
|
|
(656,720 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by financing
activities |
|
|
242,585 |
|
|
|
77,449 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and
cash equivalents |
|
|
193,505 |
|
|
|
(309,243 |
) |
Cash and cash equivalents at beginning
of period |
|
|
125,933 |
|
|
|
612,971 |
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of
period |
|
$ |
319,438 |
|
|
$ |
303,728 |
|
|
|
|
|
|
|
|
21
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 13
SEGMENT INFORMATION
The Company operates its business as three reportable segments management operations, insurance
underwriting operations and investment operations. Accounting policies for segments are the same
as those described in the summary of significant accounting policies Note 3 of the Companys Annual
Report on Form 10-K for the year ended December 31, 2004 as filed with the Securities and Exchange
Commission on February 24, 2005, with the exception of the management fee revenues received from
the property/casualty insurance subsidiaries. These revenues are not eliminated in the segment
detail that follows as management bases its decisions on the segment presentation. Summarized
financial information for the Companys operating segments is presented below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
2004 |
|
|
2005 |
|
2004 |
|
Management Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management fee revenue |
|
$ |
241,639 |
|
|
$ |
246,388 |
|
|
$ |
726,429 |
|
|
$ |
724,379 |
|
Service agreement revenue |
|
|
5,294 |
|
|
|
5,384 |
|
|
|
15,440 |
|
|
|
16,207 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenue |
|
|
246,933 |
|
|
|
251,772 |
|
|
|
741,869 |
|
|
|
740,586 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost of management operations |
|
|
194,768 |
|
|
|
187,998 |
|
|
|
570,612 |
|
|
|
551,957 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
$ |
52,165 |
|
|
$ |
63,774 |
|
|
$ |
171,257 |
|
|
$ |
188,629 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income from management
operations |
|
$ |
34,921 |
|
|
$ |
42,207 |
|
|
$ |
114,136 |
|
|
$ |
125,011 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance Underwriting Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating revenue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premiums earned: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personal lines |
|
$ |
38,848 |
|
|
$ |
38,205 |
|
|
$ |
115,683 |
|
|
$ |
110,559 |
|
Commercial lines |
|
|
16,216 |
|
|
|
15,895 |
|
|
|
49,156 |
|
|
|
46,635 |
|
Reinsurance
nonaffiliates |
|
|
(312 |
) |
|
|
(396 |
) |
|
|
(587 |
) |
|
|
(94 |
) |
Reinsurance
affiliates |
|
|
(844 |
) |
|
|
(842 |
) |
|
|
(2,531 |
) |
|
|
(2,524 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total premiums earned |
|
|
53,908 |
|
|
|
52,862 |
|
|
|
161,721 |
|
|
|
154,576 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personal lines |
|
|
37,793 |
|
|
|
35,117 |
|
|
|
105,906 |
|
|
|
106,712 |
|
Commercial lines |
|
|
15,238 |
|
|
|
13,648 |
|
|
|
42,578 |
|
|
|
43,683 |
|
Reinsurance
nonaffiliates |
|
|
(2,987 |
) |
|
|
43 |
|
|
|
(1,961 |
) |
|
|
1,548 |
|
Reinsurance
affiliates |
|
|
2,166 |
|
|
|
1,159 |
|
|
|
2,341 |
|
|
|
6,088 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total losses and expenses |
|
|
52,210 |
|
|
|
49,967 |
|
|
|
148,864 |
|
|
|
158,031 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
$ |
1,698 |
|
|
$ |
2,895 |
|
|
$ |
12,857 |
|
|
|
($3,455 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) from insurance
underwriting operations |
|
$ |
1,137 |
|
|
$ |
1,916 |
|
|
$ |
8,567 |
|
|
|
($2,289 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment income, net of expenses |
|
$ |
14,755 |
|
|
$ |
14,795 |
|
|
$ |
45,158 |
|
|
$ |
45,086 |
|
Net realized gains on investments |
|
|
1,765 |
|
|
|
859 |
|
|
|
16,457 |
|
|
|
6,743 |
|
Equity in earnings of limited partnerships |
|
|
8,032 |
|
|
|
3,845 |
|
|
|
30,788 |
|
|
|
5,727 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment income unaffiliated |
|
$ |
24,552 |
|
|
$ |
19,499 |
|
|
$ |
92,403 |
|
|
$ |
57,556 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income from investment operations |
|
$ |
16,427 |
|
|
$ |
12,904 |
|
|
$ |
61,574 |
|
|
$ |
38,144 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in earnings of EFL, net of tax |
|
$ |
520 |
|
|
$ |
1,539 |
|
|
$ |
2,667 |
|
|
$ |
4,227 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 13
SEGMENT INFORMATION (Continued)
Reconciliation of reportable segment revenues and operating expenses to the Consolidated Statements
of Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Segment revenues |
|
$ |
300,841 |
|
|
$ |
304,634 |
|
|
$ |
903,590 |
|
|
$ |
895,163 |
|
Elimination of intersegment
management fee revenues |
|
|
(13,290 |
) |
|
|
(13,551 |
) |
|
|
(39,954 |
) |
|
|
(39,841 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenues |
|
$ |
287,551 |
|
|
$ |
291,083 |
|
|
$ |
863,636 |
|
|
$ |
855,322 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment operating expenses |
|
$ |
246,978 |
|
|
$ |
237,965 |
|
|
$ |
719,475 |
|
|
$ |
709,988 |
|
Elimination of intersegment
management fee revenue |
|
|
(13,290 |
) |
|
|
(13,551 |
) |
|
|
(39,954 |
) |
|
|
(39,841 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating expenses |
|
$ |
233,688 |
|
|
$ |
224,414 |
|
|
$ |
679,521 |
|
|
$ |
670,147 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The intersegment revenues and expenses shown above to reconcile to the Consolidated Statements of
Operations represents the Companys property/casualty insurance subsidiaries 5.5% share of the
intersegment management fees paid to the Company.
The following table presents the management fee revenue by line of business before elimination of
the intersegment management fee revenue.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
|
Nine Months Ended |
|
|
|
|
|
|
September 30 |
|
|
% |
|
|
September 30 |
|
|
% |
|
(dollars in thousands) |
|
2005 |
|
2004 |
|
|
Change |
|
|
2005 |
|
2004 |
|
|
Change |
|
Private passenger auto |
|
$ |
120,879 |
|
|
$ |
126,724 |
|
|
|
(4.6 |
)% |
|
$ |
354,022 |
|
|
$ |
362,672 |
|
|
|
(2.4 |
)% |
Commercial auto |
|
|
18,707 |
|
|
|
18,587 |
|
|
|
.6 |
|
|
|
61,026 |
|
|
|
59,956 |
|
|
|
1.8 |
|
Homeowner |
|
|
49,107 |
|
|
|
49,962 |
|
|
|
(1.7 |
) |
|
|
133,825 |
|
|
|
132,615 |
|
|
|
.9 |
|
Commercial multi-peril |
|
|
24,730 |
|
|
|
25,192 |
|
|
|
(1.8 |
) |
|
|
81,662 |
|
|
|
80,302 |
|
|
|
1.7 |
|
Workers compensation |
|
|
19,559 |
|
|
|
20,491 |
|
|
|
(4.5 |
) |
|
|
65,567 |
|
|
|
64,319 |
|
|
|
1.9 |
|
All other lines of
business |
|
|
10,257 |
|
|
|
10,032 |
|
|
|
2.2 |
|
|
|
31,227 |
|
|
|
30,215 |
|
|
|
3.3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
243,239 |
|
|
$ |
250,988 |
|
|
|
(3.1 |
)% |
|
$ |
727,329 |
|
|
$ |
730,079 |
|
|
|
(.4 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in allowance for
management fee returned
on cancelled policies |
|
|
1,600 |
|
|
|
4,600 |
|
|
|
|
|
|
|
900 |
|
|
|
5,700 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management fee, after
change in allowance |
|
$ |
241,639 |
|
|
$ |
246,388 |
|
|
|
(1.9 |
)% |
|
$ |
726,429 |
|
|
$ |
724,379 |
|
|
|
.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Management fee rate |
|
|
23.75 |
% |
|
|
24.0 |
% |
|
|
|
|
|
|
23.75 |
% |
|
|
23.7 |
%* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Effective management fee includes 23.5% effective January through June 2004 and 24.0% from
July to September 2004. |
23
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
NOTE 13
SEGMENT INFORMATION (Continued)
The growth rate of policies in force and policy retention trends (the percentage of policyholders
eligible for renewals who have renewed their policies measured on a twelve-month rolling basis)
directly impact the Companys management operations and property and casualty insurance operating
segments. Below is a summary of each by line of business for the Property and Casualty Groups
insurance business, followed by the retention ratios by line of business.
Growth rates of policies in force for Property and Casualty Group insurance operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Private |
|
12-mth. |
|
|
|
|
|
12-mth. |
|
All other |
|
12-mth. |
|
Total |
|
12-mth. |
|
|
passenger |
|
growth |
|
|
|
|
|
growth |
|
personal lines |
|
growth |
|
Personal |
|
growth |
Date |
|
auto |
|
rate |
|
Homeowners |
|
rate |
|
of business |
|
rate |
|
Lines |
|
rate |
06/30/2004 |
|
|
1,686,524 |
|
|
|
2.2 |
% |
|
|
1,347,409 |
|
|
|
4.2 |
% |
|
|
278,547 |
|
|
|
5.3 |
% |
|
|
3,312,480 |
|
|
|
3.3 |
% |
09/30/2004 |
|
|
1,682,561 |
|
|
|
1.0 |
% |
|
|
1,350,899 |
|
|
|
2.6 |
% |
|
|
278,707 |
|
|
|
3.4 |
% |
|
|
3,312,167 |
|
|
|
1.9 |
% |
12/31/2004 |
|
|
1,670,804 |
|
|
|
(0.1 |
)% |
|
|
1,347,671 |
|
|
|
1.5 |
% |
|
|
278,974 |
|
|
|
2.4 |
% |
|
|
3,297,449 |
|
|
|
0.8 |
% |
03/31/2005 |
|
|
1,661,955 |
|
|
|
(1.0 |
)% |
|
|
1,343,803 |
|
|
|
0.6 |
% |
|
|
279,927 |
|
|
|
1.4 |
% |
|
|
3,285,685 |
|
|
|
(0.1 |
)% |
06/30/2005 |
|
|
1,658,278 |
|
|
|
(1.7 |
)% |
|
|
1,350,491 |
|
|
|
0.2 |
% |
|
|
282,670 |
|
|
|
1.5 |
% |
|
|
3,291,439 |
|
|
|
(0.6 |
)% |
09/30/2005 |
|
|
1,651,629 |
|
|
|
(1.8 |
)% |
|
|
1,354,487 |
|
|
|
0.3 |
% |
|
|
285,134 |
|
|
|
2.3 |
% |
|
|
3,291,250 |
|
|
|
(0.6 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12-mth. |
|
|
|
|
|
12-mth. |
|
|
|
|
|
12-mth. |
|
All other |
|
12-mth. |
|
Total |
|
12-mth. |
|
|
CML* |
|
growth |
|
CML* |
|
growth |
|
Workers |
|
growth |
|
CML* lines |
|
growth |
|
CML* |
|
growth |
Date |
|
auto |
|
rate |
|
multi-peril |
|
rate |
|
comp. |
|
rate |
|
of business |
|
rate |
|
Lines |
|
rate |
06/30/2004 |
|
|
117,060 |
|
|
|
3.7 |
% |
|
|
209,795 |
|
|
|
4.1 |
% |
|
|
60,735 |
|
|
|
(1.9 |
)% |
|
|
87,172 |
|
|
|
4.0 |
% |
|
|
474,762 |
|
|
|
3.1 |
% |
09/30/2004 |
|
|
117,090 |
|
|
|
2.4 |
% |
|
|
210,012 |
|
|
|
2.4 |
% |
|
|
59,863 |
|
|
|
(4.1 |
)% |
|
|
87,921 |
|
|
|
2.5 |
% |
|
|
474,886 |
|
|
|
1.5 |
% |
12/31/2004 |
|
|
117,287 |
|
|
|
1.8 |
% |
|
|
209,623 |
|
|
|
1.5 |
% |
|
|
58,931 |
|
|
|
(5.4 |
)% |
|
|
87,815 |
|
|
|
1.6 |
% |
|
|
473,656 |
|
|
|
0.7 |
% |
03/31/2005 |
|
|
117,382 |
|
|
|
1.4 |
% |
|
|
209,619 |
|
|
|
1.3 |
% |
|
|
57,949 |
|
|
|
(5.6 |
)% |
|
|
87,877 |
|
|
|
1.8 |
% |
|
|
472,827 |
|
|
|
0.5 |
% |
06/30/2005 |
|
|
118,445 |
|
|
|
1.2 |
% |
|
|
212,100 |
|
|
|
1.1 |
% |
|
|
57,398 |
|
|
|
(5.5 |
)% |
|
|
88,981 |
|
|
|
2.1 |
% |
|
|
476,924 |
|
|
|
0.5 |
% |
09/30/2005 |
|
|
118,555 |
|
|
|
1.3 |
% |
|
|
212,939 |
|
|
|
1.4 |
% |
|
|
56,877 |
|
|
|
(5.0 |
)% |
|
|
90,074 |
|
|
|
2.4 |
% |
|
|
478,445 |
|
|
|
0.7 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12-mth. |
|
|
Total |
|
growth |
Date |
|
All Lines |
|
rate |
06/30/2004 |
|
|
3,787,242 |
|
|
|
3.2 |
% |
09/30/2004 |
|
|
3,787,053 |
|
|
|
1.8 |
% |
12/31/2004 |
|
|
3,771,105 |
|
|
|
0.7 |
% |
03/31/2005 |
|
|
3,758,512 |
|
|
|
(0.1 |
)% |
06/30/2005 |
|
|
3,768,363 |
|
|
|
(0.5 |
)% |
09/30/2005 |
|
|
3,769,695 |
|
|
|
(0.5 |
)% |
Policy retention trends for Property and Casualty Group insurance operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Private |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
All other |
|
|
|
|
passenger |
|
CML* |
|
|
|
|
|
CML* |
|
Workers |
|
lines of |
|
|
Date |
|
auto |
|
auto |
|
Homeowners |
|
multi-peril |
|
comp. |
|
business |
|
Total |
06/30/2004 |
|
|
90.7 |
% |
|
|
89.0 |
% |
|
|
88.4 |
% |
|
|
86.7 |
% |
|
|
86.7 |
% |
|
|
86.8 |
% |
|
|
89.2 |
% |
09/30/2004 |
|
|
90.3 |
|
|
|
88.5 |
|
|
|
87.9 |
|
|
|
86.0 |
|
|
|
86.2 |
|
|
|
86.0 |
|
|
|
88.7 |
|
12/31/2004 |
|
|
90.0 |
|
|
|
88.3 |
|
|
|
87.6 |
|
|
|
85.3 |
|
|
|
85.8 |
|
|
|
85.8 |
|
|
|
88.4 |
|
03/31/2005 |
|
|
89.9 |
|
|
|
88.2 |
|
|
|
87.6 |
|
|
|
85.5 |
|
|
|
85.9 |
|
|
|
85.5 |
|
|
|
88.3 |
|
06/30/2005 |
|
|
89.8 |
|
|
|
87.8 |
|
|
|
87.8 |
|
|
|
85.0 |
|
|
|
85.8 |
|
|
|
85.5 |
|
|
|
88.3 |
|
09/30/2005 |
|
|
89.9 |
|
|
|
88.0 |
|
|
|
88.0 |
|
|
|
85.1 |
|
|
|
86.0 |
|
|
|
85.6 |
|
|
|
88.4 |
|
* CML = Commercial
24
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
The following information should be read in conjunction with the historical financial information
and the notes thereto included in Item 1 of this Quarterly Report on Form 10-Q and Managements
Discussion and Analysis of Financial Condition and Results of Operations contained in the Annual
Report on Form 10-K for the year ended December 31, 2004 as filed with the Securities and Exchange
Commission on February 24, 2005. Preceding the discussion of financial results is an introduction
discussing the relationships between the member companies of the Erie Insurance Group. The
following discussion of financial results focuses on the Erie Indemnity Companys (Company) three
primary segments: management operations, insurance underwriting operations and investment
operations consistent with the presentation in Note 13 in the Notes to Consolidated Financial
Statements. That presentation, which management uses internally to monitor and evaluate results,
is an alternative presentation of the Companys Consolidated Statements of Operations.
NATURE OF ORGANIZATION
The following organizational chart depicts the organization of the various entities of the Erie
Insurance Group:
Erie Indemnity Company has served since 1925 as the attorney-in-fact for the policyholders of the
Erie Insurance Exchange (Exchange). The Company is a public registrant that operates predominantly
as a provider of certain management services to the Exchange. The Company also owns subsidiaries
that are property and casualty insurers. Each applicant for insurance to a reciprocal insurance
exchange signs a subscribers agreement, which contains a power-of-attorney appointing an
attorney-in-fact. Under the Companys attorney-in-fact arrangement with subscribers to the
Exchange, the Company is required to perform services relating to the sales, underwriting and
issuance of policies on behalf of the Exchange.
The Exchange and its property/casualty subsidiary, Flagship City Insurance Company (Flagship), and
the Companys three property/casualty subsidiaries, Erie Insurance Company (EIC), Erie Insurance
Company of New York (EINY) and Erie Insurance Property & Casualty Company (EIPC),
(collectively,
25
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
the Property and Casualty Group) write personal and commercial lines property and casualty coverage
exclusively through more than 1,700 independent agencies comprising over 7,700 licensed independent
agents and pool their underwriting results. The financial position or results of operations of the
Exchange are not consolidated with those of the Company. The Company, together with the Property
and Casualty Group and EFL, operate collectively as the Erie Insurance Group.
The financial information presented herein reflects the Companys management operations from
serving as attorney-in-fact for the Exchange, its insurance underwriting results from its
wholly-owned subsidiaries (EIC, EINY and EIPC) and the Companys investment operations.
Results of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(dollars in thousands, except per share data) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
Income from management operations |
|
$ |
52,165 |
|
|
$ |
63,774 |
|
|
$ |
171,257 |
|
|
$ |
188,629 |
|
Underwriting income (loss) |
|
|
1,698 |
|
|
|
2,895 |
|
|
|
12,857 |
|
|
|
(3,455 |
) |
Net revenue from investment operations |
|
|
25,112 |
|
|
|
21,153 |
|
|
|
95,271 |
|
|
|
62,101 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income taxes |
|
|
78,975 |
|
|
|
87,822 |
|
|
|
279,385 |
|
|
|
247,275 |
|
Provision for income taxes |
|
|
25,970 |
|
|
|
29,256 |
|
|
|
92,441 |
|
|
|
82,182 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
53,005 |
|
|
$ |
58,566 |
|
|
$ |
186,944 |
|
|
$ |
165,093 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income per share diluted |
|
$ |
.76 |
|
|
$ |
.83 |
|
|
$ |
2.69 |
|
|
$ |
2.34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated net income for the third quarter of 2005 was $53.0 million compared to $58.6
million during the same period in 2004, a decrease of 9.5%. Management fee revenues decreased in
the third quarter of 2005 as a result of lower direct written premiums of the Property and Casualty
Group, on which the management fee is based as well as the lower management fee rate in the third
quarter of 2005. The cost of management operations increased in the third quarter 2005 primarily
due to higher personnel costs which included contract labor for information technology projects.
Income from insurance underwriting operations was lower in the third quarter of 2005 than the third
quarter of 2004 driven by an increases in claims reserves for certain pre-1986 automobile
catastrophic injury claims made during the third quarter 2005 loss reserve evaluation. The
Companys underwriting loss resulting from these reserve actions were $2.7 million. The Property
and Casualty Group and Company recorded no underwriting losses as a result of Hurricanes Katrina or
Rita during the third quarter of 2005 or Wilma during October 2005. Revenue from investment operations increased in the third
quarter of 2005 compared to the same period in 2004 primarily due to improved earnings of limited
partnerships and realized gains.
Consolidated net income for the nine months ended September 30, 2005 increased 13.2% to $186.9
million. Income from management operations decreased 9.2% during the first nine months of 2005
compared to the first nine months of 2004. The gross margin from management operations decreased to
23.1% from 25.5% for the nine months ended September 30, 2005 and 2004, respectively, due to slower
growth in management fee revenue relative to increases in the cost of management operations.
Insurance underwriting operations generated income of $12.9 million for the nine months ended
September 30, 2005, compared to underwriting losses of $3.5 million for the nine months ended
September 30, 2004. The improvement in underwriting results in 2005 compared to 2004 is a result
of the initiatives implemented to focus on underwriting profitability in combination with very low
catastrophe losses in 2005 and favorable development of prior accident year losses. Revenue from
investment operations increased to $95.3 million for the nine months ended September 30, 2005 from
$62.1 million in the same period in 2004 due to a recognition of limited partnership valuation
adjustment recorded in the second quarter of 2005 which increased realized earnings from limited
partnerships, as well as improvement in realized gains due to sales of common stock.
26
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
OVERVIEW OF OPERATING SEGMENTS
Management Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
Management
fee revenue net |
|
$ |
241,639 |
|
|
$ |
246,388 |
|
|
$ |
726,429 |
|
|
$ |
724,379 |
|
Service agreement revenue |
|
|
5,294 |
|
|
|
5,384 |
|
|
|
15,440 |
|
|
|
16,207 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue from management
operations |
|
|
246,933 |
|
|
|
251,772 |
|
|
|
741,869 |
|
|
|
740,586 |
|
Cost of management operations |
|
|
194,768 |
|
|
|
187,998 |
|
|
|
570,612 |
|
|
|
551,957 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from management operations |
|
$ |
52,165 |
|
|
$ |
63,774 |
|
|
$ |
171,257 |
|
|
$ |
188,629 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross margin percentage |
|
|
21.1 |
% |
|
|
25.3 |
% |
|
|
23.1 |
% |
|
|
25.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Management fee rate |
|
|
23.75 |
% |
|
|
24.0 |
% |
|
|
23.75 |
% |
|
|
23.7 |
%* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Effective management fee rate represents 23.5% effective January through June 2004 and 24.0% from
July to September 2004 |
Management fee revenue
Net management fee revenue decreased 1.9% for the quarter ended September 30, 2005 compared to the
quarter ended September 30, 2004. Management fees from the Exchange represented 73.2% and 75.0% of
the Companys total revenues for the third quarters of 2005 and 2004, respectively. Management fee
revenue is based on the management fee rate, established by the Board of Directors, and the direct
written premiums of the Property and Casualty Group. The lower management fee rate in the third
quarter of 2005 of 23.75%, compared to 24% in the third quarter of 2004, resulted in $2.6 million
less in management fee revenue for the quarter ended September 30, 2005, or a decrease in diluted
net income per share of $.02. Direct written premiums of the Property and Casualty Group decreased
2.1% in the third quarter of 2005 to $1.0 billion. While policies in force continued to grow
modestly by about 1,300 policies in the third quarter of 2005, the average premium per policy
declined in the third quarter of 2005 compared to the third quarter of 2004 resulting in lower
direct written premiums for the third quarter 2005. The year over year average premium per policy
still increased due to certain rate increases implemented in 2004, however the anticipated year
over year decline in new policies resulted in lower direct written premiums for the nine months
ended September 30, 2005 compared to 2004. Retention ratios improved slightly through the third
quarter 2005 to 88.4 from 88.3 through the second quarter of 2005.
Management fees are returned to the Exchange when policies are cancelled mid-term and unearned
premiums are refunded. The Company records an estimated allowance for management fees returned on
mid-term policy cancellations. Management fee revenues were reduced by $1.6 million and $4.6
million in the third quarters of 2005 and 2004, respectively, due to changes in the allowance. The
2005 allowance adjustment reflects stabilizing of cancellation levels as compared to 2004. Policy
retention ratios were 88.4% at September 30, 2005 and 88.3% at both June and March 2005.
Cancellation levels have been stabilizing as a result of underwriting rate stabilization and price
segmentation. The 2004 allowance adjustment was partially reflective of higher cancellations with
the retention ratio declining to 88.7% at September 2004, compared to 89.2% at June 2004 and 89.8%
at March 2004. The higher cancellation experience in 2004 was due to initiatives implemented to
focus on underwriting profitability.
The Company periodically evaluates actual mid-term policy cancellations compared to the allowance
and refines this estimate accordingly. During the third quarter of 2005, the Company began to
utilize a greater number of historical periods to develop the cancellation rate, a refinement
management believes more accurately reflects anticipated amounts of management fees to be returned.
This revision yielded projected annual cancellations more comparable to actual cancellations in the
developed periods. For the
27
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
nine months ended September 30, 2005 and 2004, changes in this allowance reduced management fee
revenue $.9 million and $5.7 million, respectively.
Significant factors affecting management fee revenue are as follows:
New business premium production
Total new business premium of the Property and Casualty Group declined 2.9% to $100.7 million in
the third quarter of 2005 from $103.6 million in the third quarter of 2004. Personal lines new
business premium written of the Property and Casualty Group declined 5.4% to $70.6 million from
$74.6 million for the third quarters of 2005 and 2004, respectively. Commercial lines new business
premiums of the Property and Casualty Group increased 3.4% to $30.0 million in the third quarter of
2005 from $29.0 million in the third quarter of 2004. (see Note 13, Segment Information which
contains policies in force and policy retention trends by line of business). The private passenger
auto new business premium written of the Property and Casualty Group decreased to $42.0 million
from $46.8 million for the third quarters of 2005 and 2004, respectively. During the third quarter
of 2005, the Company continued refining its price segmentation model for the private passenger auto
and homeowners lines of business to improve the Companys competitive position in those lines.
Premium rates and rate change impacts
The year over year average premium per policy increased 1.2% to $1,055 at September 30, 2005 from
$1,042 at September 30, 2004. The year over year average premium per personal lines policy
increased .6% while commercial lines year over year average premiums increased 1.9% at September
30, 2005. The private passenger auto year over year average premium per policy increased .4% to
$1,179 at September 30, 2005 from $1,175 at September 30, 2004.
In 2004 and 2003 substantial rate increases were filed by the Property and Casualty Group for
certain lines of business in various states to offset growing loss costs. The Property and
Casualty Group writes one-year policies. Rate increases take 24 months to be reflected fully in
earned premiums. It takes 12 months to implement a rate increase to all policyholders and another
12 months to earn the increased premiums in full. Because of the time span for full recognition of
premium rate increases, certain rate increases approved in 2004 are earned in 2005.
The improvement in underwriting experience afforded the Property and Casualty Group the ability to
implement rate reductions to be more price competitive for potential new policyholders and improve
retention of existing policyholders in 2005. Management continuously evaluates pricing actions and
estimates that those approved, filed and contemplated for filing through September 30, 2005 will
result in a net decrease in direct written premiums of $10.1 million in 2005. The most significant
rate decreases are in the private passenger auto and homeowners lines of business in Pennsylvania.
Premium related initiatives
Personal
Lines In August 2004, the Property and Casualty Group implemented insurance
scoring for underwriting purposes for its private passenger auto and homeowners lines of business
in most of its operating states in response to changing competitive market conditions. Insurance
scoring has also been incorporated, along with other risk characteristics, into a rating plan with
multiple pricing tiers. This segmented pricing provides the Property and Casualty Group greater
flexibility in pricing policies with varying degrees of risk. This should result in more
competitive rates being offered to customers with the most favorable loss characteristics. The
rating plan with multiple pricing tiers was implemented in most
28
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
states on new business in March 2005, and on renewal business in April 2005. In 2006, the Company
anticipates implementing additional pricing segmentations in auto and
homeowners insurance.
Commercial Lines The Property and Casualty Group is implementing initiatives to provide
more competitive rates for higher quality workers compensation risks. Rate changes and a more
formalized process of evaluating accounts should allow a better alignment between rate and risk
level similar to the pricing segmentation efforts in the personal lines. Rate changes will become
effective in November 2005 in the state of Pennsylvania. Rate changes for workers compensation in
all other states except Wisconsin are filed to be effective in January 2006.
Promotional
incentive programs Two twelve-month promotional incentive programs started in
the second quarter of 2005 to offer incentives for property/casualty, life and annuity sales. The
total projected cost to the Company, after reimbursement from EFL, is estimated at $3.0 million.
Through September 2005, the Company has incurred $.9 million for the programs.
Cost of management operations
The cost of management operations increased 3.6% for the third quarter of 2005 to $194.8 million
from $188.0 million during the third quarter of 2004, primarily due to increases in personnel costs
and insurance scoring costs. For the nine months ended September 30, 2005, the cost of management
operations grew by 3.4% to $570.6 million compared to $552.0 million for the same period a year
ago.
Commissions to independent agents, which are the largest component of the cost of management
operations, include scheduled commissions earned by independent agents on premiums written,
accelerated commissions and agent bonuses.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
|
|
|
Nine Months Ended |
|
|
|
|
|
|
September 30 |
|
|
Percent |
|
|
September 30 |
|
|
Percent |
|
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
Change |
|
|
2005 |
|
|
2004 |
|
|
Change |
|
|
|
(unaudited) |
|
|
|
|
|
|
(unaudited) |
|
|
|
|
|
Scheduled and accelerated
rate commissions |
|
$ |
121,598 |
|
|
$ |
128,714 |
|
|
|
(5.5 |
)% |
|
$ |
361,099 |
|
|
$ |
379,915 |
|
|
|
(5.0 |
)% |
Agent bonuses |
|
|
19,412 |
|
|
|
13,807 |
|
|
|
40.6 |
|
|
|
50,479 |
|
|
|
32,260 |
|
|
|
56.5 |
|
Allowance
for mid-term policy
cancellations |
|
|
(700 |
) |
|
|
(2,300 |
) |
|
|
N/A |
|
|
|
(100 |
) |
|
|
(2,900 |
) |
|
|
N/A |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commissions |
|
$ |
140,310 |
|
|
$ |
140,221 |
|
|
|
0.1 |
% |
|
$ |
411,478 |
|
|
$ |
409,275 |
|
|
|
0.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Scheduled rate commissions were impacted by a 2.1% decrease in the direct written premiums of the
Property and Casualty Group in the third quarter of 2005 and the reduction in certain commercial
commission rates. Commercial commission rate reductions became effective on premiums collected
after December 31, 2004 and resulted in a $4.9 million reduction in scheduled rate commissions in
the third quarter of 2005 and a $15.8 million reduction for the nine months ended September 30,
2005.
Accelerated rate commissions are offered to some newly recruited agents for their initial three
years. Accelerated commissions were lower in the first nine months of 2005 as there were fewer new
agency appointments in 2004 and existing accelerated commission contracts expired. New agency
appointments resumed in 2005, with 41 appointments in the first nine months. As new agent
appointments continue, accelerated rate commissions will reflect a corresponding increase.
29
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Agent bonuses are based on an individual agencys property/casualty underwriting profitability and
also include a component for growth in agency current and prior two year property/casualty premiums
if the agencies are profitable. The estimate for the bonus is modeled on a monthly basis using the
two prior years actual underwriting data by agency combined with the current year-to-date actual
data. Company estimates use projected underwriting data for the remainder of the current year in
order to model the 36-month underwriting results by agency. The increase in agent bonuses in the
third quarter of 2005 reflects the impact of the improved underwriting profitability in 2004. The
agent bonus award is estimated at $66.4 million for 2005. The bonus estimate at the third quarter
of 2004 was lower given the less favorable underwriting results in 2003 and 2002.
The cost of management operations excluding commission costs, increased 14.0% for the third quarter
of 2005 to $54.5 million from $47.8 million recorded in the third quarter of 2004. Personnel
related costs are the second largest component in cost of management operations. The Companys
personnel costs totaled $33.6 million in the third quarter of 2005, compared to $29.4 million in
the third quarter of 2004, an increase of 14.4%. Contributing to this increase was an 11.9%
increase in salaries and wages which includes, in addition to base pay rate increases, an increase
in staffing levels and increases in contract labor of 5.0%. Costs incurred related to external
contract labor primarily related to information technology projects, increased $1.1 million to $1.7
million in the third quarter of 2005 and there was an increase in
expense of $1.0 million in the long term incentive plan for executives.
Also contributing to the increase in the cost of management operations were the cost of obtaining
insurance scores on applications of $.7 million during the third quarter of 2005 and $3.1 million
during the first nine months of 2005. The Company began using insurance scoring in August 2004 and
had only incurred $.1 million in the three and nine months ended September 30, 2004 for insurance
scores.
Insurance Underwriting Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
Premiums earned |
|
$ |
53,908 |
|
|
$ |
52,862 |
|
|
$ |
161,721 |
|
|
$ |
154,576 |
|
Losses and loss adjustment expenses
incurred |
|
|
36,995 |
|
|
|
34,602 |
|
|
|
103,457 |
|
|
|
112,642 |
|
Policy acquisition and other underwriting
expenses |
|
|
15,215 |
|
|
|
15,365 |
|
|
|
45,407 |
|
|
|
45,389 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total losses and expenses |
|
$ |
52,210 |
|
|
$ |
49,967 |
|
|
$ |
148,864 |
|
|
$ |
158,031 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting income (loss) |
|
$ |
1,698 |
|
|
$ |
2,895 |
|
|
$ |
12,857 |
|
|
($ |
3,455 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
30
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
The following table reconciles the underwriting results of the Property and Casualty Group on a
statutory accounting basis (SAP) to the underwriting results of the Company on a GAAP basis.
Reconciliation of Property and Casualty (P&C) Group Underwriting Results to the Company
Underwriting Results
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Property and Casualty Group Insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting Operations (SAP Basis) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct underwriting results: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct written premium |
|
$ |
1,024,165 |
|
|
$ |
1,045,785 |
|
|
$ |
3,062,437 |
|
|
$ |
3,084,470 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premium earned |
|
|
1,005,571 |
|
|
|
998,231 |
|
|
|
3,009,496 |
|
|
|
2,900,590 |
|
Loss and loss adjustment expenses incurred |
|
|
686,611 |
|
|
|
604,944 |
|
|
|
1,865,169 |
|
|
|
1,911,122 |
|
Policy acquisition and other underwriting
expenses |
|
|
280,968 |
|
|
|
289,371 |
|
|
|
845,087 |
|
|
|
841,688 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total losses and expenses |
|
|
967,579 |
|
|
|
894,315 |
|
|
|
2,710,256 |
|
|
|
2,752,810 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct underwriting income |
|
|
37,992 |
|
|
|
103,916 |
|
|
|
299,240 |
|
|
|
147,780 |
|
Nonaffiliated reinsurance underwriting resultsnet |
|
|
48,724 |
|
|
|
(7,986 |
) |
|
|
25,428 |
|
|
|
( 29,373 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net underwriting gain (SAP Basis) |
|
$ |
86,716 |
|
|
$ |
95,930 |
|
|
$ |
324,668 |
|
|
$ |
118,407 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Erie Indemnity Company Insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting Operations (SAP to GAAP Basis) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Percent of pool assumed by Company |
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Company preliminary underwriting income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct |
|
$ |
2,090 |
|
|
$ |
5,715 |
|
|
$ |
16,458 |
|
|
$ |
8,128 |
|
Nonaffiliated reinsurance |
|
|
2,679 |
|
|
|
(439 |
) |
|
|
1,399 |
|
|
|
( 1,616 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net underwriting gain (SAP Basis) |
|
|
4,769 |
|
|
|
5,276 |
|
|
|
17,857 |
|
|
|
6,512 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Excess-of-loss premiums ceded to the Exchange |
|
|
(844 |
) |
|
|
(842 |
) |
|
|
( 2,531 |
) |
|
|
( 2,524 |
) |
Excess-of-loss changes to recoveries
under the agreement* |
|
|
(2,166 |
) |
|
|
(1,159 |
) |
|
|
( 2,341 |
) |
|
|
( 6,088 |
) |
SAP to GAAP adjustments |
|
|
(61 |
) |
|
|
(380 |
) |
|
|
( 128 |
) |
|
|
( 1,355 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Company underwriting income (loss) before tax
(GAAP Basis) |
|
$ |
1,698 |
|
|
$ |
2,895 |
|
|
$ |
12,857 |
|
|
|
($3,455 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
The change in the recoverable under the excess-of-loss agreement is an offset to the prior
accident year loss development included in the loss and loss adjustment expenses reflected in the
table. |
COMBINED
RATIO SAP AND GAAP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
|
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
Company GAAP combined ratio |
|
|
96.9 |
% |
|
|
94.5 |
% |
|
|
92.1 |
% |
|
|
102.2 |
% |
P&C Group statutory combined ratio |
|
|
90.5 |
|
|
|
88.6 |
|
|
|
88.4 |
|
|
|
93.9 |
|
P&C Group statutory combined ratio, excluding catastrophes |
|
|
90.0 |
|
|
|
85.0 |
|
|
|
87.9 |
|
|
|
91.7 |
|
P&C Group adjusted statutory combined ratio |
|
|
85.9 |
|
|
|
83.0 |
|
|
|
83.3 |
|
|
|
88.3 |
|
P&C Group adjusted statutory combined ratio, excluding
catastrophes |
|
|
85.4 |
|
|
|
79.4 |
|
|
|
82.8 |
|
|
|
86.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss ratio points from prior accident year reserve development-
(redundancy) efficiency |
|
|
(1.8 |
) |
|
|
(2.3 |
) |
|
|
(3.3 |
) |
|
|
(2.5 |
) |
Loss ratio point from salvage and subrogation recoveries collected |
|
|
(0.8 |
) |
|
|
(0.9 |
) |
|
|
(1.7 |
) |
|
|
(1.8 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total loss ratio points from prior accident years |
|
|
(2.6 |
) |
|
|
(3.2 |
) |
|
|
(5.0 |
) |
|
|
(4.3 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
31
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Summary
The GAAP combined ratio represents the ratio of losses, loss adjustment, acquisition and other
underwriting expenses incurred to premiums earned. The GAAP combined ratios of the Company are
different than the results of the Property and Casualty Group due to certain GAAP adjustments and
the effects of the excess-of-loss reinsurance agreement between the Companys property/casualty
insurance subsidiaries and the Exchange. The statutory combined ratio as reported and the adjusted
statutory combined ratio which removes the profit component paid to the Company are also presented
above for the Property and Casualty Group. There was no impact on the Property and Casualty Group
or the Companys underwriting results from either Hurricane
Katrina or Hurricane Rita during the third quarter 2005 or Hurricane
Wilma in October 2005. For the
nine months ended 2004, the less favorable GAAP combined ratio, as compared to the statutory
combined ratio, was driven by $6.1 million of charges recorded by the Companys property/casualty
insurance subsidiaries under the intercompany excess-of-loss reinsurance agreement, resulting in a
variance of 3.9 GAAP combined ratio points.
The Property and Casualty Group direct business statutory combined ratio increased in the third
quarter of 2005 as a result of increased pre-1986 automobile catastrophe injury liability reserves
as well as seasonal fluctuations. Favorable prior year development of the direct business other
than the pre-1986 automobile catastrophe injury liability reserves reduced the statutory combined
ratio and catastrophe losses had a minimal impact. The assumed loss and loss adjustment expense
reserves related to the September 11th 2001 attack were reduced in the third quarter of
2005 improving the Property and Casualty Groups statutory combined ratio. See discussion of
property/casualty loss reserves on page 38. While the Companys GAAP combined ratio was impacted
by these reserve adjustments, the reduction in the World Trade Center assumed loss and loss
adjustment expense reserves triggered a reduction in previously recorded recoveries under the
intercompany aggregate excess-of-loss reinsurance arrangement for accident year 2001 which offset
the reduction in assumed reserves.
Direct Underwriting Results
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
| | | | |
|
|
September 30 |
|
|
September 30 |
| | | | |
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
(unaudited) |
|
|
(unaudited) |
|
|
|
|
|
Property and Casualty Group direct
underwriting income |
|
$ |
37,992 |
|
|
$ |
103,916 |
|
|
$ |
299,240 |
|
|
$ |
147,780 |
|
|
|
|
|
Percent of pool assumed by Company |
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
5.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company direct underwriting income,
before adjustments |
|
$ |
2,090 |
|
|
$ |
5,715 |
|
|
$ |
16,458 |
|
|
$ |
8,128 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
While underwriting results on direct business in 2005 continue to reflect the impact of
underwriting profitability initiatives implemented in 2003 and 2004 to help offset severity
increases and manage exposure growth, the third quarter of 2005 reflects an increase to reserves
for certain pre-1986 automobile catastrophe injury liability reserves. The Property and Casualty
Group increased reserves for automobile catastrophe injury liability reserves by $47 million (net
of ceded recoveries) during the third quarter reserve evaluation. The reserve re-estimates on these
claims during the quarter took into account updated trends with respect to ongoing attendant care
costs for claimants. This reserve increase was responsible for adding 4.7 points to the third
quarter 2005 Property and Casualty Group statutory combined ratio. Also in the third quarter of
2005, seasonal increases in claim volume, which are recognized in reserves in the quarter they
occurred, contributed 6.1 points to the Property and Casualty Groups statutory combined ratio.
The impact of seasonal fluctuations was offset by positive
32
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
development of prior accident year losses, which improved the Property and Casualty Groups
statutory combined ratio by 1.8 points in the third quarter of 2005. Catastrophe losses incurred
by the Property and Casualty Group have not been significant in 2005. During the third quarter of
2004, the Property and Casualty Group recorded approximately $21 million related to Hurricane Ivan.
The positive development of prior accident years and minimal catastrophe losses, coupled with
improved current accident year underwriting experience, resulted in Property and Casualty Group
losses that were lower by $46 million for the nine months ended September 30, 2005 compared to
September 30, 2004.
Underwriting profitability initiatives
The Property and Casualty Group continues to maintain its focus on enhancing quality growth while
maintaining underwriting profitability. Recent underwriting results have strengthened the Property
and Casualty Groups ability to compete for profitable business. Underwriting practices affect the
number of new policyholders eligible for coverage with the Property and Casualty Group as well as
the number eligible to renew and the terms of renewal. The acceptability of risks written by the
Property and Casualty Group is an important element of underwriting profitability.
In the latter part of 2004 and into 2005, the Property and Casualty Group implemented insurance
scoring for private passenger auto and homeowners to aid in underwriting risk selection and to
provide greater flexibility in pricing policies with varying degrees of risk. In November 2005, the
Property and Casualty Group will be implementing a tiered pricing program for workers compensation
in the state of Pennsylvania to provide more competitive rates to more desirable risks. This price
segmentation, along with a new underwriting process of evaluating workers compensation risks
factors, should allow a better alignment between rate and risk level. These rate changes and new
commercial underwriting process are expected to be implemented in all other states except Wisconsin
in January 2006.
Catastrophe losses
Catastrophes are an inherent risk of the property/casualty insurance business and can have a
material impact on the Companys insurance underwriting results. In addressing this risk, the
Company employs what it believes are reasonable underwriting standards and monitors its exposure by
geographic region. The Property and Casualty Group maintains catastrophe reinsurance coverage from
unaffiliated insurers. The 2005 agreement is a property catastrophe reinsurance treaty that
provides coverage of up to 95.0% of a loss of $400 million in excess of the Property and Casualty
Groups loss retention of $200 million per occurrence. No loss recoverables were recorded under
this treaty at September 30, 2005 as the Property and Casualty
Group had no significant catastrophe losses in 2005. Additionally, the Companys property/casualty insurance
subsidiaries aggregate excess-of-loss reinsurance agreement
with the Exchange can mitigate the effect of catastrophe losses on the Companys financial position. During the third
quarters of 2005 and 2004, the Companys share of catastrophe losses, as defined by the Property
and Casualty Group, amounted to $.3 million and $2.0 million, respectively and contributed .5
points and 3.6 points
to the GAAP combined ratio.
There was no impact on the Property and Casualty Groups underwriting
results from either Hurricane Katrina or Hurricane Rita during the
third quarter 2005 or Wilma during October 2005. The third quarter 2004 catastrophe losses
included the effects of Hurricane Ivan on North Carolina, West Virginia, Virginia, Pennsylvania and
the District of Columbia. Catastrophe losses of the Company were $.8 million and $3.6 million for
the first nine months of 2005 and 2004, respectively.
33
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Reinsurance
Underwriting Results
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
Erie Indemnity Company Insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nonaffiliated reinsurance |
|
$ |
2,679 |
|
|
($ |
439 |
) |
|
$ |
1,399 |
|
|
($ |
1,616 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Affiliated reinsurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premiums ceded to Exchange |
|
|
(844 |
) |
|
|
(842 |
) |
|
|
(2,531 |
) |
|
|
(2,524 |
) |
Change to recoveries under the
excess-of-loss agreement |
|
|
(2,166 |
) |
|
|
(1,159 |
) |
|
|
(2,341 |
) |
|
|
(6,088 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
($ |
3,010 |
) |
|
($ |
2,001 |
) |
|
($ |
4,872 |
) |
|
($ |
8,612 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
In the third quarter of 2005, the estimate of assumed loss and loss adjustment expense reserves
related to the September 11th,
2001 event was reevaluated based on potential exposure.
This review resulted in a reduction of the Property and Casualty
Groups reserves by $42
million, of which the Companys share was $2.3 million (See Financial Condition for further
discussion). This reserve change triggered a $2.2 million reduction in recoveries during the third
quarter of 2005 to the Company under the aggregate excess-of-loss reinsurance agreement for the
2001 accident year which was recorded in the third quarter of 2005.
The net effect of this World Trade Center reserve
activity to the Company was a $.1 million reduction in expense to the Company in the third quarter
of 2005.
Investment Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Nine Months Ended |
|
|
|
September 30 |
|
|
September 30 |
|
(dollars in thousands) |
|
2005 |
|
|
2004 |
|
|
2005 |
|
|
2004 |
|
|
|
(unaudited) |
|
|
(unaudited) |
|
Net investment income |
|
$ |
14,755 |
|
|
$ |
14,795 |
|
|
$ |
45,158 |
|
|
$ |
45,086 |
|
Net realized gains on investments |
|
|
1,765 |
|
|
|
859 |
|
|
|
16,457 |
|
|
|
6,743 |
|
Equity in earnings of limited partnerships |
|
|
8,032 |
|
|
|
3,845 |
|
|
|
30,788 |
|
|
|
5,727 |
|
Equity in earnings of EFL |
|
|
560 |
|
|
|
1,654 |
|
|
|
2,868 |
|
|
|
4,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenue from investment operations |
|
$ |
25,112 |
|
|
$ |
21,153 |
|
|
$ |
95,271 |
|
|
$ |
62,101 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net revenues from investment operations increased in the third quarter of 2005 primarily due to a
$4.2 million increase in earnings from limited partnerships. During the third quarter of 2005, the
Company recorded earnings from one partnership of $4.4 million in the
form of a distribution. In the second quarter
of 2005, the
34
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Company corrected its accounting for limited partnerships to recognize in earnings market valuation
adjustments to equity in earnings of limited partnerships. Included in the third quarter 2005
limited partnership earnings are $.3 million of unrealized gains.
Net realized gains improved $.9 million due to sales of common equity securities that were offset
by impairment charges of $.3 million on equity investments and $.6 million on fixed maturities. The
equity in earnings of EFL for the third quarter of 2005 was negatively impacted by a one time
change in estimate recorded by EFL for implementing a new actuarial valuation system for its
traditional products. The Companys share of this reduction to earnings of EFL approximated $.5
million in the third quarter.
The $33.2 million increase in net revenue from investment operations for the nine months ended
September 30, 2005 included the second quarter 2005 $14.2 million limited partnership market
valuation adjustment. Total unrealized gains included in limited partnership earnings were $14.5
million for the nine months ended September 30, 2005. Additionally, the limited partnership
portfolio included investments in 81 partnerships at September 2005 compared to 70 partnerships in
September 2004. Net realized gains on investments for the nine months ended September 30, 2005 was
driven by sales of common equity securities. Impairment charges recorded in the nine months ended
September 30, 2005 were $1.4 million on equity securities and $2.1 million on fixed maturities.
There were no impairment charges on equity securities or fixed maturities in the nine months ended
September 30, 2004.
The Companys performance of its fixed maturities and preferred stock portfolios compared to
selected market indices is presented below. Annualized returns are shown pre-tax and include
investment income, realized and unrealized gains and losses.
|
|
|
|
|
|
|
Pre-tax annualized total returns |
|
|
Two year period ended |
|
|
September 30, 2005 |
Erie Indemnity Company Indices: |
|
|
|
|
Fixed maturities corporate |
|
|
4.01 |
% |
|
|
|
|
Fixed maturities municipal |
|
|
3.05 |
|
Preferred stock |
|
|
5.87 |
|
|
|
|
|
Common stock |
|
|
10.72 |
(1) |
|
|
|
|
|
Market indices: |
|
|
|
|
Lehman Brothers U.S. Aggregate |
|
|
3.24 |
% |
S&P 500 Composite Index |
|
|
13.03 |
|
|
|
|
(1) |
|
Return is gross of fees to external managers. |
35
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
FINANCIAL CONDITION
Investments
The Companys investment strategy takes a long-term perspective emphasizing investment quality,
diversification and superior investment returns. Investments are managed on a total return
approach that focuses on current income and capital appreciation. The Companys investment
strategy also provides for liquidity to meet the short- and long-term commitments of the Company.
At September 30, 2005, the Companys investment portfolio of investment-grade bonds and preferred
stock, common stock and cash and cash equivalents represents $1.2 billion, or 39.8%, of total
assets. These investments provide the liquidity the Company requires to meet the demands on its
funds.
The Company continually reviews the investment portfolio to evaluate positions that might incur
other-than-temporary declines in value. For all investment holdings, general economic conditions
and/or conditions specifically affecting the underlying issuer or its industry, including
downgrades by the major rating agencies, are considered in evaluating impairment in value. In
addition to specific factors, other factors considered in the Companys review of investment
valuation are the length of time the market value is below cost and the amount the market value is
below cost.
There is a presumption of impairment for common equity securities when the decline is, in
managements opinion significant and of an extended duration. The Company considers market
conditions, industry characteristics and the fundamental operating results of the issuer to
determine if sufficient objective evidence exists to refute the presumption of impairment. When
the presumption of impairment is confirmed, the Company will recognize an impairment charge to
operations. Common stock impairments are included in realized losses in the Consolidated
Statements of Operations.
For fixed maturity and preferred stock investments, the Company individually analyzes all positions
with emphasis on those that have, in managements opinion, declined significantly below cost. The
Company considers market conditions, industry characteristics and the fundamental operating results
of the issuer to determine if the decline is due to changes in interest rates, changes relating to
a decline in credit quality, or other issues affecting the investment. A charge is recorded in the
Consolidated Statements of Operations for positions that have experienced other-than-temporary
impairments due to credit quality or other factors, or for which it is not the intent or ability of
the Company to hold the position until recovery has occurred. (See Analysis of Investment
Operations section).
If the Companys policy for determining the recognition of impaired positions were different, the
Companys Consolidated Statements of Operations could be significantly impacted. Management
believes its investment valuation philosophy and accounting practices result in appropriate and
timely measurement of value and recognition of impairment.
The Companys investments are subject to certain risks, including interest rate and price risk.
The Companys exposure to interest rates is concentrated in the fixed maturities portfolio. The
fixed maturities portfolio comprises 71.3% and 74.2% of invested assets at September 30, 2005 and
December 31, 2004, respectively. The Company calculates the duration and convexity of fixed
maturities portfolio each month to measure the price sensitivity of the portfolio to interest rate
changes. Duration measures the relative sensitivity of the fair value of an investment to changes
in interest rates. Convexity measures the rate of change of duration with respect to changes in
interest rates. These factors are analyzed monthly to ensure that both the duration and convexity
remain in the targeted ranges established by management.
36
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
The Companys portfolio of marketable equity securities, which is carried on the Consolidated
Statements of Financial Position at estimated fair value, has
exposure to price risk, the risk of potential loss in estimated fair value resulting from an adverse change in prices. The Company has
been diversified its common stock portfolio through transitioning the portfolio to external equity
managers. The Company does not hedge its exposure to equity price risk inherent in its equity
investments. The Companys objective is to earn competitive relative returns by investing in a
diverse portfolio of high-quality, liquid securities. Portfolio holdings are diversified across
industries and among exchange traded mid- to large-cap stocks. The Company measures risk by
comparing the performance of the marketable equity portfolio to benchmark returns such as the S&P
500.
The Companys portfolio of limited partnership investments has exposure to market risks, primarily
relating to the financial performance of the various entities in which the partnerships are
invested. The limited partnership portfolio comprised 9.5% and 9.9% of invested assets at
September 30, 2005 and
December 31, 2004, respectively. These investments consist primarily of equity investments in small
and medium-sized companies and in real estate. The Company achieves diversification within the
limited partnership portfolio by investing in approximately 81 partnerships that have approximately
1,568 distinct investments. The Company reviews at least quarterly the limited partnership
investments
by sector, geography and vintage year. These limited partnership investments are diversified to
avoid concentration in a particular industry. The Company performs extensive research prior to
investment in these partnerships.
Property/casualty loss reserves
Loss reserves are established to account for the estimated ultimate costs of loss and loss
adjustment expenses for claims that have been reported but not yet settled and claims that have
been incurred but not reported.
Most reserve estimates are reviewed on a quarterly basis. Reserves that are reviewed semi-annually
include all catastrophic injury no fault and asbestos and environmental liability reserves.
Multiple actuarial methods are used in estimating unpaid loss and loss adjustment expense
liabilities. Each methodology utilizes unique assumptions and variables. A range of reasonable
estimates is developed utilizing these methods for each product line or product coverage analyzed.
The presence or absence and magnitude of underlying variables, their interaction, and their
recognition in estimation
methods will cause the width of the range to vary for different product segments and over time for
the same product segment. The final estimate recorded by management is a function of detailed
analyses of historical trends adjusted as new emerging data indicates and represents managements
best estimate of ultimate claim costs.
The factors which may potentially cause the greatest variation between current reserve estimates
and the actual future paid amounts are: unforeseen changes in statutory or case law altering the
amounts to be paid on existing claim obligations, new medical procedures and/or drugs for which
costs are significantly different from that experienced in the past, and claims patterns on current
business that differ significantly from historical claims patterns.
37
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Loss and loss adjustment expense reserves are presented on the Companys Statements of Financial
Position on a gross basis for EIC, ENY, and EPC, the property/casualty insurance subsidiaries of
the Company that wrote about 17% of the direct property/casualty premiums of the Property and
Casualty Group for the nine months ended September 30, 2005. Under the terms of the Property and
Casualty Groups quota share and intercompany pooling arrangement, a significant portion of these
reserve liabilities are recoverable. Recoverable amounts are reflected as an asset on the
Companys Statements of Financial Position. The direct and assumed loss and loss adjustment
expense reserves by major line of business and the related amount recoverable under the
intercompany pooling arrangement and excess-of-loss reinsurance agreement are presented below:
Loss and Loss Adjustment Expense Reserve:
|
|
|
|
|
|
|
|
|
|
|
As of |
|
|
|
September 30, |
|
|
December 31, |
|
(in thousands) |
|
2005 |
|
|
2004 |
|
Gross reserve liability |
|
|
|
|
|
|
|
|
Personal: |
|
|
|
|
|
|
|
|
Private passenger auto |
|
$ |
406,894 |
|
|
$ |
400,609 |
|
Catastrophic injury |
|
|
104,895 |
|
|
|
86,239 |
|
Homeowners |
|
|
23,229 |
|
|
|
22,798 |
|
Other personal |
|
|
7,528 |
|
|
|
6,322 |
|
Commercial: |
|
|
|
|
|
|
|
|
Workers compensation |
|
|
222,405 |
|
|
|
216,808 |
|
Commercial auto |
|
|
84,143 |
|
|
|
78,646 |
|
Commercial multi-peril |
|
|
66,178 |
|
|
|
63,118 |
|
Catastrophic injury |
|
|
390 |
|
|
|
454 |
|
Other commercial |
|
|
16,164 |
|
|
|
15,288 |
|
Reinsurance |
|
|
54,010 |
|
|
|
52,752 |
|
|
|
|
|
|
|
|
Gross reserves |
|
|
985,836 |
|
|
|
943,034 |
|
Reinsurance recoverables |
|
|
779,174 |
|
|
|
765,563 |
|
|
|
|
|
|
|
|
Net reserve liability |
|
$ |
186,662 |
|
|
$ |
177,471 |
|
|
|
|
|
|
|
|
As discussed previously, loss and loss adjustment expense reserves are developed using multiple
estimation methods that result in a range of estimates for each product coverage group. The
estimate recorded is a function of detailed analysis of historical trends and management
expectations of future events and trends. The product coverage that has the greatest potential for
variation is the pre-1986 automobile catastrophic injury liability reserve. The range of reasonable
estimates for the pre-1986 automobile catastrophic injury liability reserve, net of reinsurance
recoverables, for both personal and commercial is from $183 million to $400 million for the
Property and Casualty Group. The reserve carried by the Property and Casualty Group, which is
managements best estimate of liability at this time, increased to $249 million at September 30, 2005 which is
net of $109 million of anticipated reinsurance recoverables. The Property and Casualty Groups net
pre-1986 automobile catastrophic injury liability reserve increased from $200 million at June 2005.
The increase was the result of higher cost expectations of future
attendant care services as a result of the settlement of litigation
involving attendant care liabilities. The
Companys property/casualty subsidiaries share of the net automobile catastrophic injury liability
reserve is $13.7 million at September 30, 2005.
The potential variability in these reserves can be primarily attributed to automobile no-fault
claims incurred prior to 1986. The automobile no-fault law in Pennsylvania at that time provided
for unlimited medical benefits. There are currently 392 claimants requiring lifetime medical care
of which 77 involve catastrophic injuries. The estimation of ultimate liabilities for these claims
is subject to significant judgment due to
variations in claimant health over time.
38
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
It is anticipated that these automobile no-fault claims will require payments over approximately
the next 40 years. The impact of medical cost inflation in future years is a significant variable
in estimating this liability over 40 years. A 100-basis point change in the medical cost inflation
assumption would result in a change in net liability for the Company of $2.2 million. Claimants
future life expectancy is another significant variable. The life expectancy assumption underlying
the estimate reflects experience to date. Actual experience, different than that assumed, could
have a significant impact on the reserve estimate. The Company will
continue to closely monitor these reserve estimates.
During the third quarter of 2005, the Property and Casualty Group reevaluated its estimate of
assumed loss and loss adjustment expense reserves estimated for the September 11th 2001
event. Based on that assessment the Property and Casualty Group reduced its World Trade Center
reserves by $42 million as of September 30, 2005. The
original $150 million estimated total loss and
loss adjustment expense estimate was based on uncertainties including cedant reserve estimates, the
potential of retrocessional spirals, undeveloped claims and the uncertainty of legal actions. As a
result of this reserve re-estimate the Property and Casualty Groups total loss and loss adjustment
expense estimate for the World Trade Center claims are estimated at $107 million. At September
2005, four years subsequent to the date of the event, most of the reported claims have been
property losses which are short-tailed and have developed since 2001 providing more known data.
Only one claim was identified as being exposed to a retrocessional spiral, which results when there
are multiple levels of reinsurers and has the potential to increase the Companys obligation.
Factoring in this loss experience data supported the reduction in the World Trade Center reserve.
At September 2005, the Property and Casualty Groups estimated total loss exposure related to the
events of September 11th of $107 million, includes paid claims and case reserves on
reported claims of $78.2 million. The remaining $29 million recorded relates to the coverage
disputes with respect to the number of events. The most critical factor in the estimation of these
losses is whether the destruction of the World Trade Center Towers will be considered a single
event or two separate events. The Company believes the current reserves should be sufficient to
absorb the potential development that may occur should the destruction of the World Trade Center
Towers be considered two separate events. No losses were recognized by the Companys
property/casualty insurance subsidiaries in 2005 and 2004 related to the World Trade Center attack.
LIQUIDITY AND CAPITAL RESOURCES
Liquidity is a measure of an entitys ability to secure enough cash to meet its contractual
obligations and operating needs. The Companys major sources of funds from operations are the net
cash flow generated from the Companys management operations, the net cash flow from EICs and
EINYs 5.5% participation in the underwriting results of the reinsurance pool with the Exchange,
and investment income from affiliated and non-affiliated investments. With respect to the
management fee, funds are generally received from the Exchange on a premiums collected basis. The
Company has a receivable from the Exchange and affiliates related to the management fee receivable
from premiums written, but not yet collected, as well as the management fee receivable on premiums
collected in the current month. The Company pays nearly all general and administrative expenses on
behalf of the Exchange and other affiliated companies. The Exchange generally reimburses the
Company for these expenses on a paid basis each month.
Management fee and other cash settlements due from the Exchange were $208.6 million at September
30, 2005, and $207.2 million at December 31, 2004. A receivable from EFL for cash settlements
totaled $2.5 million at September 30, 2005, compared to $4.3 million at
39
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
December 31, 2004. The receivable due from the Exchange for reinsurance recoverable from unpaid
loss and loss adjustment expenses and unearned premium balances ceded to the intercompany
reinsurance pool increased to $929.0 million at
September 30, 2005 from $893.8 million at December 31,
2004. The changes are the result of corresponding changes in direct loss reserves, loss adjustment expense
reserves and unearned premium reserves of the Companys property/casualty insurance subsidiaries
that are ceded to the Exchange under the intercompany pooling agreement. The change in the
property/casualty insurance subsidiaries reserves ceded to the Exchange is a result of a
corresponding increase or decrease in direct premium written by the Companys property/casualty
insurance subsidiaries. Direct written premium of the property/casualty insurance subsidiaries
decreased 5.9% in the third quarter of 2005 compared to the third quarter of 2004.
Cash outflows are variable because settlement dates for claim payments vary and cannot be predicted
with absolute certainty. While volatility in claims payments could be significant for the Property
and Casualty Group, the effect on the Company of this volatility is mitigated by the intercompany
reinsurance pooling arrangement. The exposure for large loss payments is also mitigated by the
Companys excess-of-loss reinsurance agreement with the Exchange. The cash flow requirements for
claims have not historically been significant to the Companys liquidity. Historically, about 50%
of losses and loss adjustment expenses included in the reserve are paid out in the subsequent
12-month period and approximately 89% is paid out within a five year period. Such payments are
reduced by recoveries under the intercompany reinsurance pooling agreement.
The Company has historically generated sufficient net positive cash flow from its operations to
fund its commitments and build the investment portfolio. The Company also maintains a high degree
of liquidity in its investment portfolio in the form of readily marketable fixed maturities, equity
securities and short-term investments. Net cash flows provided by operating activities were $174.9
million and $178.2 million for the nine months ended September 30, 2005 and 2004, respectively.
There were no cash payments for agent bonuses in the third quarter of 2005. Agent bonuses of $46.7
million were paid in the first quarter of 2005. As $46.0 million was accrued for agent bonuses in
2004, the Companys income reflected the $.7 million change in the first nine months of 2005. There
were no contributions to the employee pension plan in the nine months ended September 30, 2005
compared to a $7.6 million contribution in the nine months ended September 30, 2004. The Company
has met its minimum pension funding requirements and no contribution will be made to the employee
pension plan in 2005 in accordance with tax regulations.
The Company has liquidated certain of its internally managed equity securities to allow the
external investment managers to manage the portfolio. As a result, proceeds from the sales of
equity securities totaled $72.4 million and $29.4 million in the first nine months of 2005 and
2004, respectively. Purchases of equity securities were $128.7 million and $23.9 million in the
first nine months of 2005 and 2004, respectively.
Dividends paid to shareholders for the nine months ended September 30, 2005 and 2004, totaled
$61.6 million and $41.5 million, respectively. As part of its capital management activities in
2004, the Company increased its quarterly shareholder dividends for 2005 by 51% on both its Class
A and Class B common stock. The annualized dividends will increase the Companys 2005 payout by
approximately $28 million from the prior dividend level. There are no regulatory restrictions on
the payment of dividends to the Companys shareholders, although there are state law restrictions
on the payment of dividends from the Companys insurance subsidiaries to the Company.
40
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
During the third quarter of 2005, the Company repurchased 395,445 shares of its outstanding Class
A common stock in conjunction with the stock repurchase plan that was authorized in December 2003.
The shares were purchased at a total cost of $20.8 million, or an average price per share of
$51.90. (See table at Part II. Item 2., Issuer Repurchases of Equity Securities.) The plan allows
the Company
to repurchase up to $250 million of its outstanding Class A common stock through December 31,
2006. The Company has repurchased shares at a total cost of $101.0 million since the inception of
the plan.
FACTORS THAT MAY AFFECT FUTURE RESULTS
Insurance Premium Rate Action
The premium growth attributable to rate increases of the Property and Casualty Group directly
affects underwriting profitability of the Property and Casualty Group and the Exchange. In recent
years, prices for commercial and personal lines insurance have increased considerably in the
industry. The Property and Casualty Group also increased prices considerably during 2003 and into
2004. Pricing actions contemplated or taken by the Property and Casualty Group are subject to
various regulatory requirements of the states in which these insurers operate. The pricing actions
already implemented, or to be implemented through 2005, will also have an effect on the market
competitiveness of the Property and Casualty Groups insurance products. Such pricing actions, and
those of competitors, could affect the ability of the Companys agents to sell and/or renew
business.
Rate increases filed by the Property and Casualty Group for certain lines of business in various
states were taken to offset growing loss costs in those lines in 2003 and 2004. The financial
results for the first nine months of 2005 included some of the impact of these rate changes being
earned. In the first nine months of 2005, rating actions accounted for approximately $9 million in
increased written premiums. Rate reductions are being sought by the Property and Casualty Group in
2005 to be more price competitive. The effects of rate increases implemented in 2004 offset by
2005 pricing actions approved, filed, awaiting approval or contemplated through September 30, 2005,
are anticipated to result in a net decrease in written premiums of $10.1 million. The majority of
the rate decreases stem from the private passenger auto and the homeowners lines of business in
Pennsylvania. In the majority of states, an 8% rate reduction on certain coverages for new private
passenger auto policyholders with no claims or violations was effective July 1, 2005. In Tennessee
and West Virginia, this rate reduction for policyholders with no claims or violations was 6%. Pricing
actions anticipated in 2005 are a result of the improvement in underwriting results. Pricing
actions approved, contemplated or filing and awaiting approval through September 30, 2005, could
reduce premium for the Property and Casualty Group by $87.4 million in 2006.
A return to more stable rates should allow the Property and Casualty Group to be price competitive
with other insurers and is anticipated to increase the Property and Casualty Groups ability to
attract new policyholders and to retain existing policyholders.
Policy Growth
Premium levels attributable to growth in policies in force of the Property and Casualty Group
directly affects the underwriting profitability of the Property and Casualty Group and the
management operations of the Company. The 2004 focus on underwriting discipline resulted in a
reduction in policy production and policy retention ratios as expected. The continued growth of
the business of the Property and Casualty Group is dependent upon its ability to retain existing
and attract new policyholders. A lack of new policy growth or the inability to retain existing
customers could have an adverse effect on the growth of premium levels for the Property and
Casualty Group.
41
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Insurance Scoring
The Property and Casualty Group continues developing its comprehensive rating plan for private
passenger auto and homeowners lines of business. The new rating plan includes significantly more
pricing segments than the former plan, providing the Company greater flexibility in pricing
policies with varying degrees of risk. Insurance scoring is among the most significant risk factors
the Company has recently incorporated into the rating plan. Expanded pricing segmentation, that
incorporates insurance scoring, should enable the Company to provide more competitive rates to
policyholders with varying risk characteristics as risks can be more accurately priced.
Implementing and refining insurance scoring could impact retention of existing policyholders and
could affect the Property and Casualty Groups ability to attract new policyholders. Introduction
of variables such as credit-worthiness could potentially disrupt the relationships with
policyholders insured by the Property and Casualty Group. The long-term extent of this impact
cannot be determined.
Service agreement revenue
The Company collects service charges from policyholders for providing multiple payment plans on
policies written by the Property and Casualty Group. These premium service charges are currently
$3 for each installment. Effective for policies renewing on or after January 1, 2006 paid in
installments, the service charge will increase to $5 per installment. Also effective for policies
renewing on or after January 1, 2006 paid using the direct debit payment method, the service
charges will be eliminated. The financial impact this will have on the Company cannot be
determined since the payment plan policyholders will choose cannot be predicted. However, if the
number and mix of policyholders currently utilizing the installment plans and the direct debit
program were to remain the same, premium service charges would
increase by about $13 million on an annual
basis once fully implemented, with approximately $7.5 million in
2006.
Reinsurance
During the fourth quarter of 2005, the Company conducted its annual review of the Property and
Casualty Groups exposure to property catastrophe risk in preparation for the renewal of its
property catastrophe reinsurance treaties in 2006. The Company intends to purchase property
catastrophe reinsurance in 2006 for the Property and Casualty Groups property/casualty insurance
business and is actively considering alternative structures and soliciting quotations relating to
its property catastrophe reinsurance program.
The Company has also considered its renewal of the aggregate excess-of-loss reinsurance coverage
with the Exchange for 2006. The aggregate excess-of-loss reinsurance coverage was first purchased
by the Company in 1998 with the intent of dampening the effect on the Companys operating earnings
of the volatility from the assumption of 5.5% of the Property Casualty Groups underwriting
results. At that time, the Property Casualty Group was engaged in the assumed reinsurance business,
which introduced added volatility to its insurance underwriting results and as a consequence the
Companys. Additionally, at that time and until 2003, the Property Casualty Group did not carry
ceded reinsurance coverage including property catastrophe reinsurance coverage and therefore was
exposed to greater variability in insurance underwriting result.
For 2006, the Company does not expect to renew the aggregate excess-of-loss reinsurance arrangement
with the Exchange. The Company believes this reinsurance arrangement with the Exchange should not
be renewed as the Property Casualty Group plans to continue to purchase property catastrophe
reinsurance coverage in 2006 and has completed its exit from the assumed
reinsurance business. The Company also took into consideration the
increased cost of this reinsurance in 2006.
42
ITEM 2. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS (Continued)
Information Technology Costs
The comprehensive program of eCommerce initiatives being undertaken by the Erie Insurance Group
began in 2001. Early in the program, substantial advancements in the organizations internal
infrastructure were put in place, providing the enabling foundation for implementing advanced
technology including operating environments and applications.
The Erie Insurance Group has spent $192.4 million on the eCommerce program through September 2005.
Target delivery dates established in 2002 have generally not been met as management has devoted
increased effort to quality assurance efforts to ensure that the rollout creates only minimal
business disruption.
While functional as a personal lines rating and policy administration system, the agency interface
component of ErieConnection has generally not met the Companys or agents expectations for ease of
use. The Company has postponed further deployment of the system until such usability issues are
resolved. Estimates of the costs to improve the agency interface for ease of use needed to
facilitate future deployment and the timetable for deployment continue to be analyzed and
developed.
During the third quarter of 2005, substantial progress was made in migrating all independent
agencies to a common, stable Windows XP based agency interface platform. Previously, many agencies
interfaced with the Company utilizing a DOS based platform that was commercially unsupportable,
while some were on the Windows XP platform. While this more stable platform does not interface to
ErieConnection, this migration enables the Company to more thoroughly research and plan for its
future interface development and rollout strategy.
43
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Companys exposure to market risk is primarily related to fluctuations in prices and interest
rates. Quantitative and qualitative disclosures about market risk resulting from changes in prices
and interest rates are included in Item 7A. in the Companys 2004 Annual Report on Form 10-K. There
have been no material changes in such risks or the Companys periodic reviews of asset and
liability positions during the three months ended September 30, 2005. The information contained in
the investments section of Managements Discussion and Analysis of Financial Condition and Results
of Operations is incorporated herein by reference.
The Companys objective is to earn competitive returns by investing in a diversified portfolio of
securities. The Company is exposed to credit risk through its portfolios of fixed maturity
securities, nonredeemable preferred stock, mortgage loans, limited partnership investments and to a
lesser extent short-term investments. This risk is defined as the potential loss in market value
resulting from adverse changes in the borrowers ability to repay the debt. The Company manages
this risk by performing up front underwriting analysis by carefully
monitoring positions by issuer and ongoing reviews of credit quality
of the portfolio. The fixed maturity investments are also
maintained between the minimum and maximum percentage of invested assets. The Company does not
hedge credit risk inherent in its fixed maturity investments.
The Company has significant receivables from the Exchange, which are subject to credit risk.
Company results are directly related to the financial strength of the Exchange. Credit risks
related to the receivables from the Exchange are evaluated periodically by Company management.
Since the Companys inception, it has collected all amounts due from the Exchange in a timely
manner (generally within 120 days).
Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995: Certain
forward-looking statements contained herein involve risks and uncertainties. These statements
include certain discussions relating to management fee revenue, cost of management operations,
underwriting, premium and investment income volume, business strategies, profitability and business
relationships and the Companys other business activities during 2005 and beyond. In some cases,
you can identify forward-looking statements by terms such as may, will, should, could,
would, expect, plan, intend, anticipate, believe, estimate, project, predict,
potential and similar expressions. These forward-looking statements reflect the Companys current
views about future events, are based on assumptions and are subject to known and unknown risks and
uncertainties that may cause results to differ materially from those anticipated in those
statements. Many of the factors that will determine future events or achievements are beyond our
ability to control or predict.
44
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
As of September 30, 2005, the Company carried out an evaluation, under the supervision and with the
participation of the Companys management, including its Chief Executive Officer and its Chief
Financial Officer, the effectiveness of the design and operation of the Companys disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange
Act). Based on this evaluation, the Companys Chief Executive Officer and Chief Financial Officer
concluded that the Companys disclosure controls and procedures are effective for gathering,
analyzing and disclosing the information the Company is required to disclose in reports it files
under the Securities Exchange Act of 1934, within the time periods specified in the Securities and
Exchange Commissions rules and forms. There have been no significant changes in the Companys
internal controls or in other factors that could significantly affect internal controls subsequent
to the date of this evaluation.
Changes in Internal Control Over Financial Reporting
There was no change in the Companys internal control over financial reporting that occurred during
the third quarter of 2005 that has materially affected, or is reasonably likely to materially
affect, the Companys internal controls over financial reporting.
45
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES, AND USE OF PROCEEDS AND ISSUER PURCHASES OF EQUITY SECURITIES
Issuer Purchases of Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Approximate |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollar Value |
|
|
|
|
|
|
|
|
|
|
|
Total Number of |
|
|
of Shares that |
|
|
|
Total Number |
|
|
Average |
|
|
Shares Purchased |
|
|
May Yet Be |
|
|
|
of Shares |
|
|
Price Paid |
|
|
as Part of Publicly |
|
|
Purchased Under |
|
Period |
|
Purchased |
|
|
Per share |
|
|
Announced Plan |
|
|
the Plan |
|
July 1 - 31, 2005 |
|
|
2,367 |
|
|
$ |
54.34 |
|
|
|
0 |
|
|
|
|
|
August 1 - 31, 2005 |
|
|
147,832 |
|
|
|
52.42 |
|
|
|
147,832 |
|
|
|
|
|
September 1 - 30, 2005 |
|
|
247,613 |
|
|
|
52.61 |
|
|
|
247,613 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
397,812 |
|
|
|
|
|
|
|
395,445 |
|
|
$ |
149,000,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The month of July 2005 represents shares that vested under the stock compensation plan for the
Companys outside directors. Included in this amount are the vesting of 2,213 of awards previously
granted and 154 dividend equivalent shares that vest as they are granted (as dividends are declared
by the Company).
46
PART II. OTHER INFORMATION (Continued)
ITEM 6. EXHIBITS
|
|
|
Exhibit |
|
|
Number |
|
Description of Exhibit |
31.1
|
|
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of
2002 |
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31.2
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Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of
2002 |
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32
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Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 |
47
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused
this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Erie Indemnity Company
(Registrant)
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Date: November 2, 2005 |
/s/ Jeffrey A. Ludrof
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Jeffrey A. Ludrof, President & CEO |
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/s/ Philip A. Garcia
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Philip A. Garcia, Executive Vice President & CFO |
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48
Exhibit 31.1
EXHIBIT 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Jeffrey A. Ludrof, Chief Executive Officer of Erie Indemnity Company, certify that:
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1. |
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I have reviewed this quarterly report on Form 10-Q of Erie Indemnity Company; |
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2. |
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Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misleading
with respect to the period covered by this report; |
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3. |
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Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the
periods presented in this report; |
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4. |
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The registrants other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in
Exchange Act 13a-15(f) and 15d-15(f)) for the registrant and have: |
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a) |
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Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared; |
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b) |
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Designed such internal control over financial reporting or caused
such internal control over financial reporting to be designated under our
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles; |
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c) |
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Evaluated the effectiveness of the registrants disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and |
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d) |
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Disclosed in this report any change in the registrants internal
control over financial reporting that occurred during the registrants most
recent fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrants internal control over financial reporting;
and |
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5. |
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The registrants other certifying officer and I have disclosed, based on our most
recent evaluation of internal control over financial reporting, to the registrants
auditors and the audit committee of registrants board of directors: |
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a) |
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All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting, which are reasonably
likely to adversely affect the registrants ability to record, process,
summarize and report financial information; and |
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b) |
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Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal control over
financial reporting. |
Date: November 2, 2005
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/s/ Jeffrey A. Ludrof
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Jeffrey A. Ludrof, President & CEO |
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49
Exhibit 31.2
EXHIBIT 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO SECTION 302
OF THE SARBANES-OXLEY ACT OF 2002
I, Philip A. Garcia, Chief Financial Officer of Erie Indemnity Company, certify that:
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1. |
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I have reviewed this quarterly report on Form 10-Q of Erie Indemnity Company; |
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|
2. |
|
Based on my knowledge, this report does not contain any untrue statement of a
material fact or omit to state a material fact necessary to make the statements made,
in light of the circumstances under which such statements were made, not misleading
with respect to the period covered by this report; |
|
|
3. |
|
Based on my knowledge, the financial statements, and other financial information
included in this report, fairly present in all material respects the financial
condition, results of operations and cash flows of the registrant as of, and for, the
periods presented in this report; |
|
|
4. |
|
The registrants other certifying officer and I are responsible for establishing
and maintaining disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in
Exchange Act 13a-15(f) and 15d-15(f)) for the registrant and have: |
|
a) |
|
Designed such disclosure controls and procedures, or caused such
disclosure controls and procedures to be designed under our supervision, to
ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities,
particularly during the period in which this report is being prepared; |
|
|
b) |
|
Designed such internal control over financial reporting or caused
such internal control over financial reporting to be designated under our
supervision, to provide reasonable assurance regarding the reliability of
financial reporting and the preparation of financial statements for external
purposes in accordance with generally accepted accounting principles; |
|
|
c) |
|
Evaluated the effectiveness of the registrants disclosure controls
and procedures and presented in this report our conclusions about the
effectiveness of the disclosure controls and procedures, as of the end of the
period covered by this report based on such evaluation; and |
|
|
d) |
|
Disclosed in this report any change in the registrants internal
control over financial reporting that occurred during the registrants most
recent fiscal quarter that has materially affected, or is reasonably likely to
materially affect, the registrants internal control over financial reporting;
and |
|
5. |
|
The registrants other certifying officer and I have disclosed, based on our most
recent evaluation of internal control over financial reporting, to the registrants
auditors and the audit committee of registrants board of directors: |
|
a) |
|
All significant deficiencies and material weaknesses in the design or
operation of internal control over financial reporting, which are reasonably
likely to adversely affect the registrants ability to record, process,
summarize and report financial information; and |
|
|
b) |
|
Any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrants internal control over
financial reporting. |
Date: November 2, 2005
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/s/ Philip A. Garcia
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Philip A. Garcia, Executive Vice President & CFO |
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50
Exhibit 32
EXHIBIT 32
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
We, Jeffrey A. Ludrof, Chief Executive Officer of the Company, and Philip A. Garcia, Chief
Financial Officer of the Company, certify, pursuant to § 906 of the Sarbanes-Oxley Act of 2002,
18 U.S.C. § 1350, that:
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(1) |
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The Quarterly Report on Form 10-Q of the Company for the quarterly period September
30, 2005 (the Report) fully complies with the requirements of section 13(a) or 15(d) of
the Securities Exchange Act of 1934 (15 U.S.C. 78m); and |
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(2) |
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The information contained in the Report fairly presents, in all material respects,
the financial condition and results of operations of the Company. |
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/s/ Jeffrey A. Ludrof |
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Jeffrey A. Ludrof |
President and Chief Executive Officer |
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/s/ Philip A. Garcia |
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Philip A. Garcia |
Executive Vice President and Chief Financial Officer |
November 2, 2005
A signed original of this written statement required by Section 906, or other document
authenticating, acknowledging, or otherwise adopting the signature that appears in typed form
within the electronic version of this written statement required by Section 906, has been
provided to Erie Indemnity Company and will be retained by Erie Indemnity Company and furnished
to the Securities and Exchange Commission or its staff upon request.
51