Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 14, 2017 | Jun. 30, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | State National Companies, Inc. | ||
Entity Central Index Key | 1,610,793 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 306,522,656 | ||
Entity Common Stock, Shares Outstanding | 41,924,440 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Investments: | ||
Fixed-maturity securities – available-for-sale, at fair value (amortized cost – $329,994, $327,764, respectively) | $ 332,107 | $ 329,522 |
Equity securities – available-for-sale, at fair value (cost – $3,271, $4,796, respectively) | 3,224 | 5,544 |
Total investments | 335,331 | 335,066 |
Cash and cash equivalents | 91,698 | 51,770 |
Restricted cash and investments | 2,958 | 3,717 |
Accounts receivable from agents, net | 35,964 | 23,913 |
Reinsurance recoverable on paid losses | 1,430 | 1,187 |
Deferred acquisition costs | 1,194 | 1,075 |
Reinsurance recoverables | 2,342,864 | 1,911,660 |
Property and equipment, net (includes land held for sale – $1,034, $1,034, respectively) | 16,163 | 17,163 |
Interest receivable | 2,112 | 2,158 |
Income taxes receivable | 329 | 3,330 |
Deferred income taxes, net | 28,858 | 26,208 |
Goodwill and intangible assets, net | 12,588 | 5,958 |
Other assets | 5,248 | 4,353 |
Total assets | 2,876,737 | 2,387,558 |
Liabilities | ||
Unpaid losses and loss adjustment expenses | 1,703,706 | 1,364,774 |
Unearned premiums | 680,691 | 585,448 |
Allowance for policy cancellations | 66,418 | 59,610 |
Deferred ceding fees | 32,226 | 29,119 |
Accounts payable to agents | 2,639 | 2,458 |
Accounts payable to insurance companies | 14,871 | 3,801 |
Debt, net | 43,783 | 43,740 |
Other liabilities | 36,023 | 35,151 |
Total liabilities | 2,580,357 | 2,124,101 |
Shareholders' equity | ||
Common stock, $.001 par value (150,000,000 shares authorized; 41,924,440 and 42,699,550 shares issued at December 31, 2016 and December 31, 2015, respectively) | 42 | 43 |
Additional paid-in capital | 229,297 | 224,719 |
Retained earnings | 66,230 | 37,322 |
Accumulated other comprehensive income | 811 | 1,373 |
Total shareholders' equity | 296,380 | 263,457 |
Total liabilities and shareholders' equity | $ 2,876,737 | $ 2,387,558 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Consolidated Balance Sheets | ||
Fixed-maturity securities - available-for-sale, amortized cost | $ 329,994 | $ 327,764 |
Equity securities - available-for-sale, cost | 3,271 | 4,796 |
Property and equipment, net - land held for sale | $ 1,034 | $ 1,034 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 41,924,440 | 42,699,550 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||
Premiums earned | $ 129,654 | $ 118,068 | $ 96,650 |
Commission income | 1,381 | 1,465 | 1,533 |
Ceding fees | 73,314 | 67,956 | 45,732 |
Net investment income | 8,039 | 7,948 | 4,841 |
Realized net investment gains (losses) | 2,735 | 1,888 | 1,311 |
Other income | 1,947 | 1,623 | 4,460 |
Total revenues | 217,070 | 198,948 | 154,527 |
Expenses: | |||
Losses and loss adjustment expenses | 58,756 | 55,753 | 40,821 |
Commissions | 5,777 | 5,502 | 3,882 |
Taxes, licenses, and fees | 3,472 | 3,130 | 2,832 |
General and administrative | 70,014 | 62,978 | 58,891 |
Founder special compensation | 17,914 | ||
Offering-related expenses | 8,833 | ||
Contract modification expense | 17,800 | ||
Interest expense | 2,238 | 2,031 | 2,237 |
Total expenses | 140,257 | 129,394 | 153,210 |
Income (loss) before income taxes | 76,813 | 69,554 | 1,317 |
Income taxes: | |||
Current tax expense (benefit) | 30,083 | 25,741 | 11,514 |
Deferred tax expense (benefit) | (2,347) | (853) | (21,210) |
Total income tax expense (benefit) | 27,736 | 24,888 | (9,696) |
Net income (loss) | $ 49,077 | $ 44,666 | $ 11,013 |
Net income (loss) per share attributable to common shareholders: | |||
Basic earnings per share (in dollars per share) | $ 1.17 | $ 1.01 | $ 0.28 |
Diluted earnings per share (in dollars per share) | 1.16 | 1.01 | 0.28 |
Dividends, per share | $ 0.24 | $ 0.14 | $ 0.49 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Consolidated Statements of Comprehensive Income | |||
Net income (loss) | $ 49,077 | $ 44,666 | $ 11,013 |
Unrealized gains (losses) on securities: | |||
Unrealized holding gains (losses) during the period | (205) | (3,416) | 3,998 |
Tax effect on unrealized holding gains (losses) during the period | 72 | 1,196 | (1,387) |
Less: reclassification adjustments for realized gains included in net income | (660) | (845) | (898) |
Tax effect on reclassification adjustments for realized gains included in net income | 231 | 295 | 314 |
Other comprehensive income (loss) | (562) | (2,770) | 2,027 |
Total comprehensive income (loss) | $ 48,515 | $ 41,896 | $ 13,040 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total |
Balance at Dec. 31, 2014 | $ 44 | $ 220,577 | $ 16,108 | $ 4,143 | $ 240,872 |
Increase (decrease) in shareholder's equity | |||||
Stock-based compensation expense | 4,142 | 4,142 | |||
Dividends declared | (6,196) | (6,196) | |||
Repurchase of common stock | (1) | (17,256) | (17,257) | ||
Net income (loss) | 44,666 | 44,666 | |||
Other comprehensive income (loss), net of tax | (2,770) | (2,770) | |||
Balance at Dec. 31, 2015 | 43 | 224,719 | 37,322 | 1,373 | 263,457 |
Increase (decrease) in shareholder's equity | |||||
Stock-based compensation expense | 4,578 | 4,578 | |||
Dividends declared | (10,139) | (10,139) | |||
Repurchase of common stock | (1) | (10,030) | (10,031) | ||
Net income (loss) | 49,077 | 49,077 | |||
Other comprehensive income (loss), net of tax | (562) | (562) | |||
Balance at Dec. 31, 2016 | $ 42 | $ 229,297 | $ 66,230 | $ 811 | $ 296,380 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities | |||
Net income | $ 49,077 | $ 44,666 | $ 11,013 |
Adjustments to reconcile net income to net cash from operating activities: | |||
Depreciation and amortization | 4,164 | 4,173 | 4,993 |
Share-based Compensation | 4,578 | 4,142 | 2,012 |
Bad debt expense | 27 | ||
Deferred income taxes | (2,347) | (853) | (21,210) |
Realized net investment gains | (2,735) | (1,888) | (1,311) |
Realized gains and losses on property and equipment | (3) | (107) | 47 |
Realized gain on subordinated debenture repurchase | (610) | ||
Changes in: | |||
Restricted cash and investments | 759 | 2,880 | 203 |
Accounts receivable from agents | (11,957) | (5,385) | (1,222) |
Reinsurance recoverable on paid losses | (243) | 13 | (320) |
Deferred acquisition costs | (119) | (39) | 59 |
Reinsurance recoverables | (416,799) | (255,126) | (284,309) |
Income taxes receivable | 3,001 | (5,092) | 3,213 |
Interest receivable | 78 | (363) | (462) |
Other assets | (895) | 1,116 | 47 |
Unpaid losses and loss adjustment expenses | 326,393 | 154,869 | 193,264 |
Unearned premiums | 93,376 | 105,324 | 93,845 |
Allowance for policy cancellations | 6,808 | 4,110 | 15,877 |
Deferred ceding fees | 3,107 | 5,507 | 4,877 |
Accounts payable to agents | 181 | 10 | (116) |
Accounts payable to insurance companies | 11,070 | (598) | (886) |
Other liabilities | 3,631 | 3,637 | 4,272 |
Other liabilities, affiliate | (100) | ||
Net cash provided by (used in) operating activities | 71,152 | 60,996 | 23,176 |
Investing activities | |||
Purchase of investments | (82,015) | (98,856) | (170,250) |
Proceeds from sale of investments | 64,545 | 39,121 | 14,782 |
Proceeds from maturities and principal receipts | 27,328 | 33,186 | 28,494 |
Proceeds from dispositions of property and equipment | 128 | 448 | 981 |
Purchase of property and equipment | (839) | (893) | (1,982) |
Acquisition of consolidated subsidiaries, net of cash obtained | (17,415) | ||
Net cash provided by (used in) investing activities | (8,268) | (26,994) | (127,975) |
Financing activities | |||
Dividends paid | (10,083) | (6,165) | (16,683) |
Proceeds from issuances of common stock | 289,322 | ||
Costs directly attributable to issuance of common stock | (1,578) | ||
Repurchase of common stock | (12,873) | (14,415) | (190,595) |
Repurchase of subordinated debentures | (6,750) | ||
Net cash provided by (used in) financing activities | (22,956) | (20,580) | 73,716 |
Net change in cash and cash equivalents | 39,928 | 13,422 | (31,083) |
Cash and cash equivalents at beginning of period | 51,770 | 38,348 | 69,431 |
Cash and cash equivalents at end of period | 91,698 | 51,770 | 38,348 |
Supplemental Cash Flow Information [Abstract] | |||
Interest paid | 2,171 | 1,980 | 2,269 |
Taxes paid | $ 27,081 | $ 30,833 | $ 8,301 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 1. Summary Description of Business State National Companies, Inc. (the “Company”) refers to a group of companies that conducts insurance-related activities along two major segments. The Company’s Program Services segment generates fee income, in the form of ceding fees, by offering issuing carrier capacity to both specialty general agents and other producers (“GAs”), who sell, control, and administer books of insurance business that are supported by third parties that assume reinsurance risk. Substantially all of the underwriting risk associated with the Program Services segment is ceded to unaffiliated, highly rated reinsurance companies or other reinsurers that provide collateral. The Company’s Lender Services segment generates premiums primarily from the sale of collateral protection insurance (“CPI”), which insures automobiles or other vehicles held as collateral for loans made by credit unions, banks and specialty finance companies. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company includes the results of operations of an acquired business in its consolidated financial statements from the date of the acquisition. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which, as to our insurance company subsidiaries, differ from statutory accounting practices prescribed or permitted for insurance companies by insurance regulatory authorities. Estimates The preparation of financial statements in conformity with GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ materially from these estimates. Fair Value of Financial Instruments Cash and Cash Equivalents: The carrying amounts reported in the consolidated balance sheets approximate fair value. Restricted Cash and Investments: The carrying amounts reported in the consolidated balance sheets approximate fair value. Short-term Investments: The carrying amounts reported in the consolidated balance sheets approximate fair value. Investments : See Note 9 – “Fair Value Measurements” Land held for sale : The land held for sale is carried at fair value less expected selling costs. Payables and Receivables : Reinsurance recoverable on paid losses, reinsurance recoverables, agents’ balances receivable and payable, and payable to insurance companies are carried at cost, which approximates fair value. Subordinated Debentures: The amounts reported in the consolidated balance sheets are carried at par, which approximates their estimated fair value due to the floating interest rate provisions of the debt instruments. Income taxes receivable/payable : The carrying amounts reported in the consolidated balance sheets approximate fair value. Other assets/liabilities : The carrying amounts reported in the consolidated balance sheets approximate fair value. Cash and Cash Equivalents All highly liquid investments with an original maturity of three months or less are considered cash equivalents. Short-Term Investments Short-term investments represent liquid investments with original maturities of more than three months but less than one year. Restricted Cash and Investments Restricted cash and investments are primarily comprised of deposits made by a reinsurer that cover losses for a program up to the contractual threshold. These fiduciary cash and investment balances are invested at the direction of the reinsurer for this program; accordingly, income earned on these balances inures to the benefit of the reinsurer. Investments Investments are considered available-for-sale and are carried at fair value. The Company measures the fair value of the investments based upon quoted market prices from an independent pricing service and its third-party investment managers, using observable market information. The cost of securities sold is based on the specific identification method. Unrealized gains and losses associated with the available-for-sale portfolio, as a result of temporary changes in fair value during the period such investments are held, are reflected net of income taxes and reported in other comprehensive income as a separate component of shareholders’ equity. Unrealized losses associated with the available-for-sale portfolio that are deemed to be other-than-temporary are charged to income in the period in which the other-than-temporary impairment is determined. Debt security premiums and discounts are amortized into earnings using the effective-interest method. The Company evaluates its investment portfolio for impairments of individual securities that are deemed to be other-than-temporary. Fixed maturity securities that are determined to have other-than-temporary impairment and it is more likely than not the Company will sell before recovery of their amortized cost, are written down to fair value and the entire amount of the write-down is included in net income, net of realized investment gains. For all other impaired fixed-maturity securities, the impairment loss is separated into the amount representing the credit loss and the amount representing all other factors. The amount of impairment loss that represents the credit loss is included in net income, net of realized investment gains. The amount of the impairment loss that relates to all other factors is included in other comprehensive income. Equity securities that are determined to have other-than-temporary impairment are recognized in net income, net of realized investment gains. The process for identifying other-than-temporary declines in fair value involves the consideration of several factors, including, but not limited to, whether the issuer has been downgraded to below investment-grade, the length of time in which there has been a significant decline in value, the liquidity and overall financial condition of the issuer, the nature and performance of the collateral or other credit support backing the security, the significance of the decline in value, and whether the Company has the intent to sell the security or may be required to sell the security prior to its anticipated recovery. The Company reviews securities for other-than-temporary impairment internally and with its investment advisors. The Company invests in convertible securities that have embedded derivatives. Derivatives embedded within non-derivative instruments, such as options embedded in convertible fixed maturity securities, are bifurcated from the host instrument when the embedded derivative meets the criteria for bifurcation. However, for reporting purposes, these embedded derivatives are presented together with the host contract and carried at estimated fair value. Changes in the estimated fair value of the embedded derivatives are reflected in “Realized net investment gains” in the consolidated statements of income, while changes in the estimated fair value of the underlying fixed maturity securities are reflected in “Unrealized holding gains (losses)” in the consolidated statements of comprehensive income. Deferred Acquisition Costs Certain costs, primarily premium taxes, commissions, and general expenses that are directly related to the successful acquisition of new or renewal business are deferred to the extent recoverable from future premiums earned. Deferred acquisition costs are amortized in proportion to the related unearned premium reserve over the terms of the related policies. Investment income is not included in the Company’s recoverability analysis of deferred acquisition costs. Deferred Ceding Fees Ceding fees that are associated with unearned premiums are established as a liability and earned pro rata over the life of the underlying business. Property, Equipment, and Depreciation Property and equipment are recorded at cost and depreciated. Depreciation is computed using the straight-line method over the estimated useful lives of the assets (ranging from three to twenty years). Gains and losses on the disposition of fixed assets are determined on a specific asset identification basis and are included in net income. Land held for sale is carried at fair value less expected selling costs. Goodwill and Intangible Assets Goodwill is the difference between the purchase price in a business combination and the fair value of assets acquired and liabilities assumed, and is not amortized. Intangible assets include assets with an indefinite life, primarily insurance licenses, and are not amortized. Intangible assets also include assets with a finite life, primarily customer relationships/lists, and are amortized over the estimated useful life of the asset in proportion to the expected benefit. Goodwill is tested for impairment on an annual basis or more frequently if events or changes in circumstances indicate that the carrying amount may not be recoverable. The impairment test is performed using a two-step process. In the first step, the fair value of a reporting unit is compared to its carrying value. If the carrying value of a reporting unit exceeds its fair value, the second step of the impairment test is performed for purposes of measuring the impairment. In the second step, the fair value of the reporting unit is allocated to all of the assets and liabilities of the reporting unit to determine an implied goodwill value. If the carrying amount of the reporting unit goodwill exceeds the implied goodwill value, an impairment loss is recognized in an amount equal to that excess. As of December 31, 2016, the Company performed the first step of its annual goodwill assessment for the individual reporting units to which goodwill is allocated and determined there is no impairment of goodwill. The Company periodically evaluates the recoverability of intangible assets and takes into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. No impairments were recognized in 2016, 2015 or 2014. Unpaid Losses and Loss Adjustment Expenses The liability for unpaid losses and loss adjustment expenses (“LAE”) includes an estimate for claims reported and an additional liability for claims incurred but not reported, based on the Company’s historical loss experience. While Management believes the amounts included in the consolidated financial statements are adequate, such estimates may be more or less than the amount ultimately paid when the claims are settled. These estimates are continually reviewed and adjusted, as necessary, as experience develops or as new information becomes known; such adjustments are included in current operations. Allowance for Policy Cancellations An allowance for policy cancellations is provided for the estimated amount of return premiums and policy fees, net of commission expense and premium taxes that will be incurred on expected future policy cancellations associated with the Company’s CPI business. The allowance is based on the Company’s historical cancellation experience. While Management believes the amounts included in the consolidated financial statements are adequate, such estimates may be more or less than the amounts ultimately refunded. The estimates are continually reviewed by Management, and any changes are reflected in current operations. Reinsurance Reinsurance premiums, losses, and loss adjustment expenses are accounted for on bases consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. Earnings Per Share The computation of earnings per share is based upon the weighted average number of common shares outstanding during the period plus the effect of common shares potentially issuable (in periods in which they have a dilutive effect). Earnings per share have been adjusted to reflect a 736 for 1 stock split in the form of a stock dividend on June 23, 2014. Income Taxes Prior to June 25, 2014, the Company had elected for its parent company to be taxed for federal income tax purposes as a “Subchapter S corporation” under the Internal Revenue Code. On June 25, 2014, the Company completed a private placement of common stock, which resulted in the termination of its Subchapter S corporation status. Prior to this change in tax status, deferred income taxes were recorded only on the Company’s insurance subsidiaries (and their immediate parent) to reflect the tax consequences on future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end. Prior to June 25, 2014 all other entities included in the consolidated group filed under Subchapter S Corporation status; therefore, no provision for income taxes had been recorded for these entities. On June 25, 2014 the Company recorded a net deferred income tax benefit related to this change in tax status to reflect the tax consequences on future years of differences between the tax bases of assets and liabilities and their financial reporting amounts. For any uncertain tax positions not meeting the “more likely than not” recognition threshold, accounting standards require recognition, measurement, and disclosure in the financial statements. There were no uncertain tax positions at December 31, 2016 and December 31, 2015. Income Recognition Premiums on CPI business are earned on a pro rata basis over the terms of the policies after taking into consideration the allowance for policy cancellations. Premiums on Program Services business are earned on a pro rata basis over the terms of the policies. Ceding fees are earned on the same basis as the underlying premiums. Program Services In connection with writing Program Services business, the Company enters into contractual agreements with both the producing general agents and the reinsurers, whereby the general agents and reinsurers are typically obligated to each other for payment of insurance amounts, including premiums, commissions, and losses. To the extent these funds are not the obligation of the Company and are settled directly between the general agent and the reinsurer, no receivables or payables are recorded for these amounts. All obligations of the Company’s insurance subsidiaries owed to or on behalf of their policyholders are recorded by the Company and, to the extent appropriate, offsetting reinsurance recoverables are recorded. Minimum Ceding Fees Minimum ceding fees are fees the Company receives pursuant to contractual minimum premium requirements for certain programs where either significant premium capacity is reserved for that program or where the expected premium volume is not reasonably assured. For those programs where a minimum applies, the ceding fees are considered as two distinct pieces: (1) “premium-related fees,” which are earned as the associated gross written premium is earned, typically pro rata on an annual basis; and (2) “capacity fees,” which are determined based on the shortfall, if any, between the program’s contractual annual premium minimum and the amount of premium estimated to be written in the contract year, which fees are earned over the contract year. Minimum ceding fees earned are based on estimates of annual premiums to be written for those programs that are subject to minimum premium levels and related ceding fees. These estimates are based upon various assumptions made regarding the production plans for the underlying program. These assumptions are reviewed by Management and the amount of annual premiums expected to be written are re-estimated as needed. As actual premiums emerge and revisions are made to earlier estimates, minimum ceding fees are earned or reversed and are reflected in current operations. Stock-Based Compensation Compensation expense for stock-based payments is recognized based on the measurement-date fair value for awards that will settle in shares. Compensation expense for restricted stock grants and stock option awards that contain a service condition are recognized on a straight line pro rata basis over the vesting period. For restricted stock awards that contain a performance condition, the expense is recognized based on the awards expected to vest and the cumulative expense is adjusted whenever the estimate of the number of awards to vest changes. An estimation of future forfeitures of stock-based awards is incorporated into the determination of compensation expense. See Note 15 — “Stock-Based Payments” for related disclosures. Recent Accounting Pronouncements In May 2014, the FASB issued an accounting standards update (ASU 2014-09), “Revenue from Contracts with Customers” (Topic 606). The core guidance of the ASU presents a comprehensive revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The ASU provides a five-step analysis of transactions to determine when and how revenue is recognized and requires additional disclosures sufficient to describe the nature, amount, timing and uncertainty of revenue and cash flows for these transactions. In August 2015, the FASB issued ASU 2015-14 to defer the effective date to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. An entity can choose to apply the guidance using either the full retrospective or a modified retrospective approach. The Company is currently evaluating which approach to apply at adoption. The Company has assessed its revenue streams to identify those contracts that are clearly excluded from the scope of the standard and those that may be subject to the new standard. Insurance contracts within the scope of Topic 944, “Financial Services – Insurance” are excluded from the scope of Topic 606. The Company does not plan to early adopt and expects the impact of this pronouncement to be minimal. In August 2014, the FASB issued an accounting standards update (ASU 2014-15), “Presentation of Financial Statements – Going Concern (Sub-Topic 205-40). The ASU requires management to perform a two-step evaluation to assess an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Management must first evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern. If management concludes that substantial doubt is raised, management also is required to consider whether its plans alleviate that doubt. Disclosures in the notes to the financial statements are required if management concludes that substantial doubt exists or that its plans alleviate substantial doubt that was raised. This ASU is effective for annual periods ending after December 15, 2016 and for annual periods and interim periods thereafter. The Company adopted the provisions of this ASU as of December 31, 2016. In May 2015, the FASB issued an accounting standards update (ASU 2015-09), “Disclosures about Short-Duration Contracts” (Topic 944) intended to make targeted improvements to disclosure requirements for insurance companies that issue short-duration contracts. The amendments in this update are expected to increase transparency of significant estimates made in measuring those liabilities, improve comparability by requiring consistent disclosure of information, and provide financial statement users with additional information to facilitate analysis of the amount, timing, and uncertainty of cash flows arising from contracts issued by insurance entities and the development of loss reserve estimates. This ASU is effective for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016. The Company adopted the provisions of this ASU on December 31, 2016. See Note 11 – “Losses and Loss Adjustment Expenses” for related disclosures. In September 2015, the FASB issued an accounting standards update (ASU 2015-16), “Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments” (Topic 805) which applies to all entities that have reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period have an adjustment to provisional amounts recognized. The amendments in this update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments in this update require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments in this update require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This ASU is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years, and should be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The only disclosures required at transition are the nature of and reason for the change in accounting principle. An entity should disclose that information in the first annual period of adoption and in the interim periods within the first annual period if there is a measurement-period adjustment during the first annual period in which the changes are effective. The Company adopted the provisions of this ASU on January 1, 2016. In January 2016, the FASB issued an accounting standards update (ASU 2016-01), “Recognition and Measurement of Financial Assets and Financial Liabilities” (Sub-Topic 825-10). The amendments in this update supersede the guidance to classify equity securities with readily determinable fair values into different categories (that is, trading or available-for-sale) and require equity securities to be measured at fair value with changes in the fair value recognized through net income. The amendments are expected to improve financial reporting by providing relevant information about an entity’s equity investments and reducing the number of items that are recognized in other comprehensive income. This ASU is effective for annual and interim periods beginning after December 15, 2017. The Company is currently evaluating what impact this ASU will have on financial results and disclosures. In February 2016, the FASB issued an accounting standards update (ASU 2016-02), “Leases” (Topic 842) that requires lessees to put most leases on their balance sheets but recognize expenses on their income statements. The FASB is issuing this update to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This ASU is effective for annual and interim periods beginning after December 15, 2018. Early adoption is permitted. The Company does not plan to early adopt and is currently evaluating what impact this ASU will have on financial results and disclosures. In March 2016, the FASB issued an accounting standards update (ASU 2016-08), “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net).” The new standard requires an entity to determine whether it is a principal or an agent in a transaction in which another party is involved in providing goods or services to a customer by evaluating the nature of its promise to the customer. An entity is a principal and therefore records revenue on a gross basis if it controls the promised good or service before transferring the good or service to the customer. An entity is an agent and records as revenue the net amount it retains for its agency services if its role is to arrange for another entity to provide the goods or services. The amendments clarify how an entity should identify the unit of accounting for the principal versus agent evaluation, and how it should apply the control principle to certain types of arrangements, such as service transactions, by explaining what a principal controls before the specified good or service is transferred to the customer. This ASU’s effective date and transition requirements are the same as those of the new revenue recognition standard which is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. An entity can choose to apply the guidance using either the full retrospective or a modified retrospective approach. The Company is currently evaluating which approach to apply at adoption. The Company has assessed its revenue streams to identify those contracts that are clearly excluded from the scope of the standard and those that may be subject to the new standard. Insurance contracts within the scope of Topic 944, “Financial Services – Insurance” are excluded from the scope of Topic 606. The Company expects the impact of this pronouncement to be minimal. In March 2016, the FASB issued an accounting standards update (ASU 2016-09), “Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” Under the new guidance, companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in capital (APIC). Instead, companies will record all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement, and APIC pools will be eliminated. For interim reporting purposes, companies will account for excess tax benefits and tax deficiencies as discrete items in the period in which they occur. In addition, the guidance eliminates the requirement that excess tax benefits be realized before companies can recognize them. The guidance requires companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. This ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted. The Company prospectively adopted the provisions of this ASU on January 1, 2016 and the impact was immaterial to financial results. There would have been no impact to prior periods. In May 2016, the FASB issued an accounting standards update (ASU 2016-12), “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients.” The amendments clarify that, for a contract to be considered completed at transition, all (or substantially all) of the revenue must have been recognized under legacy GAAP. The amendments also clarify how an entity should evaluate the collectability threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. This ASU’s effective date and transition requirements are the same as those of the new revenue recognition standard which is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. An entity can choose to apply the guidance using either the full retrospective or a modified retrospective approach. The Company is currently evaluating which approach to apply at adoption. The Company has assessed its revenue streams to identify those contracts that are clearly excluded from the scope of the standard and those that may be subject to the new standard. Insurance contracts within the scope of Topic 944, “Financial Services – Insurance” are excluded from the scope of Topic 606. The Company expects the impact of this pronouncement to be minimal. In June 2016, the FASB issued an accounting standards update (ASU 2016-13), “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost and require entities to record allowances for available-for-sale (AFS) debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment (OTTI) model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. This ASU is effective for annual and interim periods beginning after December 15, 2019. The Company will be evaluating what impact this ASU will have on financial results and disclosures. In August 2016, the FASB issued an accounting standards update (ASU 2016-14), “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” This ASU amends guidance related to debt prepayment or extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims and corporate-owned life insurance, distributions received from equity method investees and beneficial interests in securitization transactions. The guidance will generally be applied retrospectively and is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years. The Company does not expect financial results and disclosures to be significantly impacted by this ASU. In November 2016, the FASB issued an accounting standards update (ASU 2016-18), “Statement of Cash Flows (Topic 230): Restricted Cash.” The amendments require entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. This ASU is effective for annual and interim periods beginning after December 15, 2017. The Company will be evaluating what impact this ASU will have on disclosures. Reclassifications The Company adopted ASU 2015-03, “Interest – Imputation of Interest” on January 1, 2016. Presentation of “Other Assets” and “Debt, net” on the prior year balance sheet have been retrospectively adjusted to reflect the adoption of this ASU. The 2015 presentation of each line was adjusted by $760 thousand to reflect the netting of unamortized debt issuance costs. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Investments | 2. Investments The following table summarizes information on the amortized cost, gross unrealized gains and losses, and the fair value of investment securities by class: Cost or Gross Gross December 31, 2016 Amortized Unrealized Unrealized Fair ($ in thousands) Cost Gains Losses Value Fixed-maturity securities Government $ $ $ $ Government agency State and municipality Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock Common stock — Total equity securities Total investments $ $ $ $ Cost or Gross Gross December 31, 2015 Amortized Unrealized Unrealized Fair ($ in thousands) Cost Gains Losses Value Fixed-maturity securities Government $ $ $ $ Government agency State and municipality Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock Common stock Total equity securities Total investments $ $ $ $ Investment securities are exposed to various risks such as interest rate, market, and credit risk. Fair values of securities fluctuate based on the magnitude of changing market conditions; significant changes in market conditions could materially affect the portfolio fair value in the near term. The following tables show the gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position: Less than 12 Months 12 Months or More Total December 31, 2016 Fair Unrealized Fair Unrealized Fair Unrealized ($ in thousands) Value Losses Value Losses Value Losses Fixed-maturity securities Government $ $ $ — $ — $ $ Government agency — — State and municipality — — Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock Common stock — — Total equity securities $ $ $ $ $ $ Less than 12 Months 12 Months or More Total December 31, 2015 Fair Unrealized Fair Unrealized Fair Unrealized ($ in thousands) Value Losses Value Losses Value Losses Fixed-maturity securities Government $ $ $ $ $ $ Government agency — — State and municipality Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock — — Common stock — — Total equity securities — — $ $ $ $ $ $ The determination that a security has incurred an other-than-temporary decline in fair value and the associated amount of any loss recognition requires the judgment of Management and a regular review of the Company’s investments. Management reviewed all securities with unrealized losses in accordance with the Company’s impairment policy described in Note 1 — “Summary of Significant Accounting Policies” in the consolidated financial statements for the years ended December 31, 2016, 2015 and 2014. Management believes that the temporary impairments are primarily the result of a combination of widening credit spreads, and higher underlying Treasury rates, and that despite the wider credit spreads and higher rates, the securities are only temporarily impaired due to the strength of the issuing companies’ balance sheets, as well as their available liquidity options. For structured securities, future cash flow projections were used to determine potential impairment. For those securities where cash flow projections showed less than 100% principal recovery, a net present value test was done to determine any credit related losses. There are 270 securities in an unrealized loss position at December 31, 2016. Over 95% of these investments are investment-grade at December 31, 2016. We do not intend to sell or believe we will be required to sell any of our temporarily-impaired fixed maturities before recovery of their amortized cost basis. Management has the intent and ability to hold the equity securities in an unrealized loss position until the recovery of their fair value. Therefore, Management does not consider these investments to be other-than-temporarily impaired at December 31, 2016. Proceeds from sales of investments in fixed-maturity, equity and short-term securities during 2016, 2015, and 2014 were $64.5 million, $39.1 million, and $14.8 million respectively. The Company holds convertible securities with embedded derivatives. The embedded derivative is bifurcated from the host contract if all of the following criteria are met: the combined instrument is not accounted for in its entirety at fair value with changes in fair value recorded in earnings; the terms of the embedded derivative are not clearly and closely related to the economic characteristics of the host contract; and a separate instrument with the same terms as the embedded derivative would qualify as a derivative instrument. These embedded derivatives are presented together with the host contract and carried at estimated fair value. Changes in the estimated fair value of the embedded derivatives are reflected in “Realized net investment gains” in the consolidated statements of income, while changes in the estimated fair value of the underlying fixed maturity securities are reflected in “Unrealized holding gains (losses)” in the consolidated statements of comprehensive income. The following table presents the Company’s gross realized gains (losses) for the periods ended December 31: Year Ended December 31, December 31, December 31, ($ in thousands) 2016 2015 2014 Realized gains: Fixed-maturity securities $ $ $ Equity securities Gross realized gains Realized losses: Fixed-maturity securities Equity securities — Other-than-temporary impairment losses on fixed-maturity securities — Gross realized losses Change in fair value of embedded derivatives — Net realized investment gains (losses) $ $ $ The Company had one and eleven non-cash exchanges of investment securities for each of the periods ending December 31, 2016 and December 31, 2015, respectively. Non-cash consideration received for these exchanges was $533 thousand and $4.9 million in 2016 and 2015, respectively. Gains of $153 thousand and $33 thousand were recognized on these exchanges and are reflected in the “Realized net investment gains” balance shown on the consolidated statements of income. The following schedule details the maturities of the Company’s fixed-maturity securities, available-for-sale, as of December 31, 2016: Fair ($ in thousands) Amortized Cost Value Due in one year or less $ $ Due after one year through five years Due after five years through ten years Due after ten years Residential mortgage-backed securities Commercial mortgage-backed securities $ $ Expected maturities may differ from contractual maturities because certain borrowers have the right to call or prepay obligations with or without call or prepayment penalties. The Company’s investment portfolio includes approximately $0.8 million of mortgage-backed securities collateralized by subprime residential loans, which represent approximately 0.24% of the Company’s total investments as of December 31, 2016. The Company does not own mortgage derivatives. Net investment income for the periods ended December 31, consists of the following: Year Ended December 31, December 31, December 31, ($ in thousands) 2016 2015 2014 Interest on investments $ $ $ Dividends Gross investment income Investment expenses Net investment income $ $ $ The Company’s insurance subsidiaries are required to maintain deposits in various states where they are licensed to operate. These deposits consist of fixed-maturity securities at fair values totaling $77.0 million and $53.5 million at December 31, 2016 and December 31, 2015, respectively. |
Deferred Acquisition Costs
Deferred Acquisition Costs | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Deferred Acquisition Costs | 3. Deferred Acquisition Costs Certain costs, primarily premium taxes, commissions, and general expenses that are directly related to the successful acquisition of new or renewal business are deferred to the extent recoverable from future premiums earned. Deferred acquisition costs are amortized in proportion to the related unearned premium reserve over the terms of the related policies. Deferred acquisition costs are as follows for the years ended December 31: ($ in thousands) 2016 2015 2014 Balance, beginning of year $ $ $ Capitalized costs Amortization Balance, end of year $ $ $ |
Property, Equipment, and Deprec
Property, Equipment, and Depreciation | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Property, Equipment, and Depreciation | 4. Property, Equipment, and Depreciation The following is a summary of property, equipment, and depreciation at December 31: ($ in thousands) 2016 2015 Land held for use $ $ Land held for sale Building and improvements Transportation equipment Furniture and fixtures Computer equipment and software Accumulated depreciation and amortization Property and equipment, net $ $ Depreciation and amortization expense for 2016, 2015 and 2014 was $1.7 million, $1.8 million and $1.8 million, respectively. The Company purchased a tract of land in 2007 with a plan to build a new home office building for its own use. During 2009, the Company classified this land as held for sale, since it had abandoned its plan to build a new home office and purchased an existing building for its own use. Gains of $3 thousand, $107 thousand and $454 thousand were recognized at December 31, 2016, 2015 and 2014, respectively, from the sale of property and equipment. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets ($ in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount December 31, 2016 Goodwill $ $ — $ Customer relationships/lists Insurance licenses — $ $ $ December 31, 2015 Goodwill $ $ — $ Customer relationships/lists $ $ $ As of December 31, 2016 and 2015, goodwill of $2.1 million is attributable to our Program Services segment and $450 thousand is attributable to the Lender Services segment. Definite-lived intangible assets total $2.7 million and $3.4 million, net of amortization, as of December 31, 2016 and 2015, respectively, and are fully attributable to our Lender Services segment. Indefinite-lived intangible assets, insurance licenses, total $7.4 million as of December 31, 2016, and are fully attributable to our Program Services segment. Customer relationships/lists are amortized based on discounted cash flow estimates over their expected useful lives of 15 years. Amortization expense related to the customer relationships/lists was $720 thousand, $725 thousand, and $765 thousand for the years ended December 31, 2016, 2015, and 2014, respectively. The non-compete agreements were amortized based on the discounted cash flow estimates over their expected useful lives of five to nine years. Amortization expense related to the non-compete agreements was zero, zero and $458 thousand for the years ended December 31, 2016, 2015, and 2014, respectively. Expected amortization expense over the next five years for the Company’s definite-lived intangible assets is as follows: 2017 – $699 thousand; 2018 –$644 thousand; 2019 – $260 thousand; 2020 – $244 thousand; and 2021 – $228 thousand. |
Subordinated Debentures
Subordinated Debentures | 12 Months Ended |
Dec. 31, 2016 | |
Subordinated Debentures | |
Subordinated Debentures | 6. Debt Between 2002 and 2004, the Company formed four business trusts (the “Trusts”) for the sole purpose of issuing, in private placement transactions, $52 million of trust preferred securities (“TPS”). In turn, the Trusts then used the proceeds thereof, together with the equity proceeds received from the Company upon their initial formation, to purchase $53.6 million of variable-rate subordinated debentures (“TPS Debentures”) issued by the Company. All voting securities of the Trusts are owned by the Company, and the TPS Debentures are the sole assets of the Trusts. The Trusts meet the obligations of the TPS with the interest and principal paid on the TPS Debentures. The Company does not have a variable interest in the Trusts and therefore does not consolidate the Trusts. Subordinated debentures with a carrying value of $7.5 million were repurchased for $6.75 million (plus accrued interest of approximately $49 thousand) on October 8, 2014. The debentures were issued on May 15, 2003 with an original maturity of May 15, 2033. This transaction resulted in a gain of approximately $610 thousand after deducting the unamortized portion of the initial issuance costs from the difference in the par value and the purchase price. The following is a summary of the TPS Debentures at December 31: ($ in thousands) 2016 2015 Floating Rate Capital Securities at LIBOR plus 4.00%, issued December 4, 2002, maturing on December 4, 2032 $ $ Floating Rate Capital Securities at LIBOR plus 4.10%, issued December 16, 2003, maturing on January 8, 2034 Floating Rate Capital Securities at LIBOR plus 3.80%, issued May 26, 2004, maturing on May 24, 2034 $ $ The TPS Debentures and the TPS are uncollateralized, do not require maintenance of minimum financial covenants, and carry nearly identical terms. The TPS mature based on the schedule above, but early redemption is allowed beginning five years after issue date. If the Company chooses to redeem before the stated maturity date, it must redeem on a normal quarterly interest payment date and in multiples of $1 thousand (and include accrued interest). Interest is payable quarterly (see rates above) and set and paid quarterly. The three-month LIBOR rate at December 31, 2016, was 1.0%. Payment of interest may be deferred for up to 20 consecutive quarters; however, the Company may not declare or pay any dividends or distributions, nor make any guarantee payments or payments on fixed-maturity securities, unless senior in interest to the TPS Debentures. These same limitations apply during an event of default. Debt is reflected in the consolidated financial statements net of debt issuance costs paid to placement agents with an initial cost of $1.3 million, net of accumulated amortization of $572 thousand and $529 thousand at December 31, 2016 and 2015, respectively. The debt issuance costs are being amortized over 30 years using the straight-line method, which approximates the effective interest method. The Company, through a subsidiary, has guaranteed that amounts paid to the Trusts under the TPS Debentures will be remitted to the holders of the TPS. These guarantees, when taken together with the obligations of the Company under the TPS Debentures, the indentures pursuant to which those debentures were issued, and the related trust agreements (including obligations to pay related trust costs, fees, expenses, debt, and other obligations for the Trusts other than with respect to the common and trust preferred securities of the Trusts), provide a full and unconditional guarantee of amounts due on the TPS. On March 31, 2016, the Company, through its subsidiary T.B.A. Insurance Group, Ltd. (“TBA”), entered into a loan agreement (“credit agreement”), which provides for a secured revolving credit facility in an aggregate principal amount of $15 million. The credit agreement matures on April 30, 2018. Under the credit agreement, TBA may request advances up to the aggregate amount of the unused commitment under the credit facility, on a revolving basis, prior to the maturity of the credit agreement. Borrowings under the credit agreement will bear interest at a variable rate equal to LIBOR plus 1.85% per annum; provided, however, that LIBOR shall be subject to a floor of 0.15%. TBA shall also pay a commitment fee on the daily average unused commitment amount for the period running from the closing date to the maturity date at a rate of 0.125% per annum. The credit agreement contains customary representations, warranties, covenants, and events of default, as well as a financial covenant requiring TBA and the Company to maintain a consolidated tangible net worth of at least $150 million. TBA’s obligations under the credit agreement are guaranteed by the Company and are secured by a securities account in the name of TBA and maintained with the creditor, in which TBA must maintain assets with a market value of at least $25 million. |
Income Tax Provision
Income Tax Provision | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Income Tax Provision | 7. Income Tax Provision The shareholders previously consented to elections for certain entities in the Company to be treated as S Corporations under Internal Revenue Code Section 1362(a). As a result of these elections, federal income taxes prior to June 25, 2014 are recorded only for State National Intermediate Holdings, Inc. (“SNIH”), State National Insurance Company, Inc. (“SNIC”), National Specialty Insurance Company (“NSIC”) and United Specialty Insurance Company (“USIC”), as they remained C Corporations and filed a consolidated federal income tax return. On June 25, 2014, the Company completed a private placement of common stock which resulted in termination of its S Corporation status. As a result, the Company is taxed as a C Corporation and filed a consolidated short period federal income tax return with its subsidiaries for the period June 26 through December 31, 2014. Income for the Company’s pass-through entities was taxed (for federal purposes) to the individual owners during the short period January 1 through June 25, 2014. The Company recorded a net deferred income tax benefit of $19.3 million related to this change in tax status. The components of income tax expense for the years ended December 31 are as follows: 2016 ($ in thousands) Federal State Total Federal and state income tax expense (benefit) Current $ $ $ Deferred Total income tax expense (benefit) $ $ $ 2015 ($ in thousands) Federal State Total Federal and state income tax expense (benefit) Current $ $ $ Deferred Total income tax expense (benefit) $ $ $ 2014 ($ in thousands) Federal State Total Federal and state income tax expense (benefit) Current $ $ $ Deferred Total income tax expense (benefit) $ $ $ Deferred income taxes reflect the effect of temporary differences between the financial statement carrying amounts and the tax bases of assets and liabilities. The components of the net deferred income tax asset are as follows at December 31: ($ in thousands) 2016 2015 Deferred income tax assets: Allowance for policy cancellations $ $ Unpaid losses and loss adjustment expenses Deferred ceding fees Management fee Compensation Intangible assets Unrealized losses on equity securities Unrealized losses on fixed maturities and other investment securities Write-down of other-than-temporarily impaired investment securities Other Total deferred income tax assets Deferred income tax liabilities: Unearned premiums Unrealized gains on equity securities Unrealized gains on fixed maturities and other investment securities Deferred acquisition costs Fixed assets Other Total deferred income tax liabilities Net deferred income tax asset $ $ No valuation allowance was recorded at December 31, 2016 and 2015, as the temporary differences disclosed above relate to deferred income tax assets that are more-likely-than-not to be realized in future years. In the second quarter of 2014, the Company revised its provision for income taxes to reflect a change in the federal statutory rate from 34.3% to 35.0%, effective January 1, 2014. A reconciliation of federal income tax expense computed by applying the federal statutory tax rate to income before federal income tax expense for the periods ended December 31 follows: 2016 2015 2014 Effective Effective Effective ($ in thousands) Amount Tax Rate Amount Tax Rate Amount Tax Rate Expected tax expense (benefit) $ % $ % $ % Exclusion of Subchapter S income — — — — Change in tax status — — — — Change in federal statutory rate — — — — Accrual/adjustment prior year — — Tax-exempt income State income taxes Meals and entertainment Other — — Total income tax expense (benefit) $ % $ % $ % The Company recognizes interest and penalties related to uncertain tax positions in general and administrative expenses. There were no uncertain tax positions at December 31, 2016. The Company had no net operating loss or capital loss carry-forwards at December 31, 2016. As of December 31, 2016, the Company’s U.S. federal income tax returns for tax years that ended December 31, 2013 through December 31, 2015, remain open under the normal three year statute of limitations and, therefore, are subject to examination by the Internal Revenue Service. |
Reinsurance
Reinsurance | 12 Months Ended |
Dec. 31, 2016 | |
Reinsurance | |
Reinsurance | 8. Reinsurance Through unaffiliated general agents, the Company’s insurance subsidiaries write property and casualty lines of business in the Program Services segment. This business is written and reinsured pursuant to quota share and excess of loss reinsurance contracts and general agency agreements that are typically tripartite agreements executed by the Company’s insurance subsidiaries, the reinsurer, and the general agent. Substantially all of the underwriting risk associated with this business is borne by the reinsurer. As compensation for writing this business, the Company’s insurance subsidiaries receive ceding fees from the producers and, accordingly, the related ceding fees receivable are reflected as accounts receivable from agents. In most instances, if the producer defaults on its obligation to pay these fees (or any other amount due), the reinsurer is obligated to make the payment under the guarantee contained in the contracts. Certain insurance subsidiaries write business in the Lender Services segment through an affiliated general agent. The Company is party to a reinsurance agreement in which it cedes 30% of certain CPI policies to CUMIS Insurance Society, Inc. (“CUNA Mutual”) and receives a ceding commission related to these policies. The Company’s insurance subsidiaries remain liable for unearned premiums and unpaid losses and loss adjustment expenses with respect to reinsurance ceded should the reinsurer be unable to meet its obligations. Management considers the possibility of a reinsurer becoming unable to meet its obligations as remote due to the reinsurers’ financial stability, A.M. Best Company rating, size, security funds available, and other factors as appropriate. Following is a summary of these balances: December 31, December 31, ($ in thousands) 2016 2015 Ceded unearned premiums $ $ Ceded loss and loss adjustment expense reserves Total reinsurance recoverables Secured reinsurance recoverables Unsecured reinsurance recoverables $ $ The fair value of all collateral held by the Company’s insurance subsidiaries for reinsurers for whom we require collateral is approximately 132% of the related reinsurance recoverables as of December 31, 2016, with the lowest ratio for any such reinsurer being 100%. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Measurements | |
Fair Value Measurements | 9. Fair Value Measurements Assets and liabilities reported in the consolidated financial statements at fair value are required to be classified according to a fair value hierarchy that prioritizes the use of inputs used in valuation methodologies into three levels. The hierarchy gives the highest ranking to fair values determined using unadjusted quoted prices in active markets for identical assets and liabilities (Level 1) and the lowest ranking to fair values determined using methodologies and models with unobservable inputs (Level 3). An asset’s or liability’s classification is based on the lowest level input that is significant to its measurement. For example, a Level 3 fair value measurement may include inputs that are both observable (Level 1 and 2) and unobservable (Level 3). The levels of the fair value hierarchy are as follows: · Level 1: Inputs are quoted prices for identical assets or liabilities in active markets that are accessible at the measurement date. · Level 2: Inputs include quoted prices for similar assets or liabilities in active markets, quoted prices from those willing to trade in markets that are not active, or other inputs that are observable or can be corroborated by market data for the term of the instrument. These inputs include market interest rates and volatilities, spreads, and yield curves. · Level 3: Inputs are unobservable. Unobservable inputs reflect the Company’s own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. A description of the Company’s valuation techniques used to measure its assets at fair value is as follows: · Available-for-sale, fixed-maturity securities: All fixed-maturity investments are currently reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from either an independent pricing service using quoted prices or from its third-party investment managers. These Level 2 inputs are valued by either the pricing service or the investment managers utilizing observable data that may include dealer quotes, market spreads, cash flows, yield curves, live trading levels, trade execution data, market consensus, prepayment speeds, credit information, and the security’s terms and conditions, among other things. · Available-for-sale equity securities: Equity securities are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service using quoted prices or from its third-party investment managers. These Level 2 inputs are valued by either the pricing service or the investment managers utilizing observable data that may include dealer quotes, market spreads, cash flows, yield curves, live trading levels, trade execution data, market consensus, prepayment speeds, credit information, and the security’s terms and conditions, among other things. · Embedded derivatives: The Company invests in convertible securities that have embedded derivatives. Embedded derivatives are recorded at estimated fair value with changes in estimated fair value reported in the consolidated statements of net income. The estimated fair value of the embedded derivatives is calculated by the Company’s third-party investment managers using observable inputs. Management has reviewed the processes used by the pricing services and has determined that they result in fair values consistent with requirements for Level 2 investment securities. Based on an analysis of the inputs, the Company’s investments measured at fair value on a recurring basis have been categorized as follows: December 31, 2016 ($ in thousands) Level 1 Level 2 Level 3 Total Fixed-maturity securities Government $ — $ $ — $ Government agency — — State and municipality — — Industrial and miscellaneous — — Residential mortgage-backed — — Commercial mortgage-backed — — Redeemable preferred stock — — Total fixed-maturity securities — — Equity securities Non-redeemable preferred stock — — Common stock — — Total equity securities — — Total investments $ — $ $ — $ December 31, 2015 ($ in thousands) Level 1 Level 2 Level 3 Total Fixed-maturity securities Government $ — $ $ — $ Government agency — — State and municipality — — Industrial and miscellaneous — — Residential mortgage-backed — — Commercial mortgage-backed — — Redeemable preferred stock — — Total fixed-maturity securities — — Equity securities Non-redeemable preferred stock — — Common stock — — Total equity securities — — Total investments $ — $ $ — $ The fair value of embedded derivatives included in Level 2 securities was $9.5 million at December 31, 2016 and $8.6 million at December 31, 2015, respectively. There was no Level 3 activity including gains or losses recognized purchases, or sales transaction during the periods ending December 31, 2016 and December 31, 2015. Transfers between levels are recognized at the end of the reporting period. There were no transfers between Level 1, Level 2, and Level 3 at December 31, 2016 and December 31, 2015. |
Premiums Earned
Premiums Earned | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Premiums Earned | 10. Premiums Earned Premiums earned consist of the following for the years ended December 31: ($ in thousands) 2016 2015 2014 Premiums written $ $ $ Premiums assumed Premiums ceded Net premiums retained Change in net unearned premiums Total premiums earned $ $ $ Premiums assumed as a % of net premiums retained % % % Premiums written for CPI include an allowance for return premiums and policy fees related to expected future policy cancellations. Original estimates are adjusted as the policies develop and additional information becomes known regarding actual cancellation rates. |
Losses and Loss Adjustment Expe
Losses and Loss Adjustment Expenses | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Losses and Loss Adjustment Expenses | 11. Losses and Loss Adjustment Expenses Losses and loss adjustment expenses consist of the following for the years ended December 31: ($ in thousands) 2016 2015 2014 Direct losses and loss adjustment expenses $ $ $ Assumed losses and loss adjustment expenses Ceded losses and loss adjustment expenses Total net losses and loss adjustment expenses $ $ $ Activity in the liability for unpaid losses and loss adjustment expenses at December 31, is summarized as follows: ($ in thousands) 2016 2015 2014 Balance at January 1, $ $ $ Reinsurance recoverables Net balance at January 1, Incurred related to: Current year Prior year Total incurred Paid related to: Current year Prior year Total paid Net balance at December 31, Reinsurance recoverables Balance at December 31, $ $ $ The estimate for ultimate losses incurred on a net basis related to prior years increased by $0.6 million in 2016, increased by $1.8 million in 2015 and decreased by $0.5 million in 2014. The unfavorable development in 2016 is primarily related to reserve strengthening in our Program Services segment ($1.1 million), partially offset by favorable development of $0.5 million in our Lender Services segment. The unfavorable development in 2015 is primarily related to reserve strengthening on run-off programs in our Program Services segment ($2.0 million). The favorable development in 2014 is primarily due to $0.7 million of favorable development in our Lender Services segment. All of these changes were the result of the re-estimation of unpaid losses and LAE due to ongoing analyses of recent loss development trends as new data becomes available. We had no significant changes in reserving assumptions or methodologies. The Company adopted the provisions of ASU 2015-09 “Disclosures about Short-Duration Contracts” effective December 31, 2016. The liability for “Unpaid losses and loss adjustment expenses” has been disaggregated along the Program and Lender Services segments. The incurred and paid losses by accident year information presented below for calendar years prior to 2016 for both the Program and Lender Services segments is required supplementary information and is unaudited. The following incurred and paid losses by accident year tables are for the Program Services segment: Incurred losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Total $ Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Total $ The Lender Services segment writes business that is short-tailed due to the nature of the coverages. Therefore, two years of incurred and paid losses by accident year are presented in the tables below: Incurred losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2015 2016 2015 $ $ 2016 Total $ Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2015 2016 2015 $ $ 2016 Total $ Incurred but not reported (“IBNR”) reserve estimates are generally calculated by first projecting the ultimate cost of all claims that have occurred and then subtracting reported losses and loss expenses. Reported losses include cumulative paid losses and loss expenses plus case reserve estimates. The IBNR reserve includes a provision for claims that have occurred but have not yet been reported, some of which are not yet known to the insurer, as well as a provision for future development on reported claims. The following table presents IBNR liabilities and claims frequency, which is measured by claim event, for each accident year presented for the Program Services segment. Total of incurred but not reported ($ in thousands) liabilities plus expected Cumulative number of Accident Year development on reported claims reported claims 2007 $ 2008 2009 2010 2011 2012 2013 2014 2015 2016 — $ The following table presents IBNR liabilities and claims frequency, which is measured by claim event, for each accident year presented for the Lender Services segment: Total of incurred but not reported ($ in thousands) liabilities plus expected Cumulative number of Accident Year development on reported claims reported claims 2015 $ 2016 $ The average annual percentage payout of incurred claims by age, net of reinsurance, is calculated using a weighted average of paid losses & loss adjustment expenses to incurred losses & loss adjustment expenses, both net of reinsurance for each age. Program claims have a longer tail, therefore the percentage payout is calculated over ten years. Lender claims have a short tail, therefore the percentage payout is calculated over two years. The following tables that present the average annual percentage payout of incurred claims by age, net of reinsurance for the Program and Lender Services segments are required supplementary information and are therefore unaudited: Program Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Program 28% 48% 60% 67% 72% 73% 86% 90% 100% 100% Lender Year 1 Year 2 Lender The following table reconciles the Program and Lender loss development tables to the liability for unpaid losses and loss adjustment expenses: ($ in thousands) 2016 Net outstanding liabilities for unpaid losses and LAE Program $ Lender Liabilities for unpaid losses and LAE, net of reinsurance Reinsurance Recoverable on unpaid losses Program Lender Total reinsurance recoverable on unpaid losses Unallocated loss adjustment expenses — Total gross liability for unpaid losses and LAE $ On September 30, 2016, the Company acquired 100% of the outstanding common shares of United National Specialty Insurance Company, which was subsequently renamed to City National Insurance Company or (“CNIC”). CNIC was acquired as a shell company with a 100% quota share reinsurance agreement. Total gross liability for “Unpaid losses and loss adjustment expenses” includes $12.5 million of gross liability acquired as a part of the acquisition. |
Statutory Accounting
Statutory Accounting | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Statutory Accounting | 12. Statutory Accounting A reconciliation of the Company’s insurance subsidiaries’ shareholders’ equity and net income as of and for the years ended December 31 from Statutory Accounting Principles (SAP) to GAAP is as follows: ($ in thousands) 2016 2015 Shareholders’ equity (insurance subsidiaries only): Per statutory basis $ $ Adjustments for: Allowance for return commissions Allowance for policy cancellations Commissions payable Deferred acquisition costs Deferred income taxes Investments Management fees Intangible assets Nonadmitted assets — Shareholders’ equity in accordance with GAAP $ $ ($ in thousands) 2016 2015 2014 Net income (insurance subsidiaries only): Per statutory basis $ $ $ Adjustments for: Allowance for return commissions Allowance for policy cancellations Commission expense Deferred acquisition costs Deferred income taxes Management fees Investments — Other — Net income in accordance with GAAP $ $ $ At December 31, 2016 and 2015, the amount of statutory capital and surplus for the consolidated insurance subsidiaries was $269.4 million and $229.8 million, respectively. At December 31, 2016 and 2015, minimum statutory capital and surplus required was $5.0 million for the Company’s insurance subsidiaries domiciled in Texas and $750 thousand for the Company’s insurance subsidiaries domiciled in Delaware. The Texas Department of Insurance (the “Department”) requires approval for dividends from insurance subsidiaries that exceed statutory guidelines. The maximum dividend that may be paid without prior approval of the Commissioner of Insurance is limited to the greater of 10% of statutory surplus at the end of the preceding calendar year or the statutory net income of the preceding calendar year. At December 31, 2016, unrestricted net assets available for dividends were $26.9 million. The Company is required to comply with the NAIC’s Risk-Based Capital (“RBC”) requirements. Under the RBC standards, risks specific to the Company in such areas as asset risk, insurance risk, interest rate risk, and business risk are evaluated and compared to the Company’s capital and surplus to determine solvency margins. In its calculation of risk-based capital for SNIC and NSIC, the Company has deducted amounts for which it holds collateral (either trust funds in the name of the Company or irrevocable letters of credit) for amounts recoverable from reinsurance companies. The Company believes this practice to be appropriate because the credit risk for the related reinsurance balances is virtually eliminated due to the protection provided by the collateral. This practice differs from NAIC annual statement instructions. There is no monetary effect on net income or statutory surplus from the use of this practice. If the Company had not used this practice, the RBC calculations would not have resulted in a regulatory event in 2016 or 2015. At periodic intervals, the Department routinely examines the insurance subsidiaries’ statutory financial statements as part of its legally prescribed oversight of the insurance industry. Based on these examinations, regulators can direct that the statutory-basis financial statements be adjusted in accordance with their findings. The Texas Department of Insurance completed its examination of the December 31, 2006 through December 31, 2010, statutory-basis financial statements of NSIC and SNIC in 2012, with no significant findings reported. The Delaware Insurance Department also completed its examination of the December 31, 2006 through December 31, 2010, statutory-basis financial statements of USIC in 2012, with no significant findings reported. SNIC, NSIC and USIC are currently under examination by their respective departments of insurance for the years 2011-2015 with an anticipated completion during 2017. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions | |
Related-Party Transactions | 13. Related-Party Transactions The accompanying consolidated financial statements include transactions with a former affiliate, Trace Air, Inc. The Company was party to an aircraft lease with a term expiring in 2020. Pursuant to the lease agreement, the Company leased the aircraft at a rate of $1,800 per hour of use, subject to a minimum monthly lease rate of $36 thousand. In addition, the Company was responsible for operating and maintenance costs associated with the aircraft. Under this agreement, we made aggregate payments to Trace Air, Inc. of $359 thousand in 2014. This lease agreement was terminated following the completion of the private placement of company stock (See Note 20 — “Common Stock”). Prior to the private placement in 2014, we entered into a one-year consulting agreement with Lonnie Ledbetter that became effective upon his resignation as a director, officer and employee of the Company. This agreement became effective upon completion of the private placement, pursuant to which we paid Lonnie Ledbetter a total of $500 thousand ($250 thousand in 2015 and 2014, respectively) in exchange for him providing certain consulting services to us during the term of the agreement. Lonnie Ledbetter completed his one-year consultancy with the Company on June 25, 2015. In 2014, prior to the completion of the private placement, the Company transferred real estate and certain vehicles valued at $513 thousand, equally to Trace Ledbetter and Luke Ledbetter, which amounts were included in founder special compensation in the 2014 consolidated statement of income. |
401(k) Profit-Sharing Plan and
401(k) Profit-Sharing Plan and Trust | 12 Months Ended |
Dec. 31, 2016 | |
401(k) Profit-Sharing Plan and Trust | |
401(k) Profit-Sharing Plan and Trust | 14. 401(k) Profit-Sharing Plan and Trust The Company has a 401(k) profit-sharing plan for employees that covers all officers and employees who are at least 18 years of age. The Company is required to make a matching contribution of 100% of the first 1% and 50% of the next 5% of employees’ contributions. For employee contributions made prior to January 1, 2015, the Company was required to make matching contributions of 50% of employees’ contributions, limited to 6% of eligible employees’ compensation. Also, the Company may make additional matching and profit-sharing contributions that are discretionary and are determined at the end of each plan year. The employer contribution expense included in general and administrative expenses is $1.4 million, $1.2 million and $1.1 million of December 31, 2016, 2015, and 2014, respectively. |
Stock-based Payments
Stock-based Payments | 12 Months Ended |
Dec. 31, 2016 | |
Stock-based Payments | |
Stock-based Payments | 15. Stock-Based Payments On May 29, 2014, the Company’s shareholders approved the 2014 Long-Term Incentive Plan (“2014 Plan”), which provides for an aggregate of 4.4 million shares of our common stock that may be issued to employees and non-employee directors. Awards under the 2014 Plan may be in the form of stock options (including incentive stock options that meet the requirements of Section 422 of the Internal Revenue Code and non-statutory stock options), restricted stock, restricted stock units, stock appreciation rights and performance units. The fair value of the restricted shares granted is determined based on the most recent trading price of the stock as of the grant date. The fair value of each stock option grant is established on the grant date using the Black-Scholes option pricing model. The Company granted 575,000, zero and 2,783,873 options during the years ended December 31, 2016, 2015, and 2014 respectively. The following table summarizes the assumptions used to value these options: Grant Date June 25, 2014 February 8, 2016 June 22, 2016 Options granted Risk-free rate of return % % % Expected dividend yields % % % Expected volatility % % % Expected award life (years) The Company measures compensation cost for stock awards at fair value and recognizes it over the service period for awards expected to vest. Total stock-based compensation expense related to stock options and stock grants for the year ended December 31, 2016, 2015, and 2014 was $4.6 million, $4.1 million, and $2.0 million respectively. Total recognized tax benefit related to the stock options and stock grants was $1.6 million, $1.4 million and $688 thousand for the years ended December 31, 2016 and 2015, and 2014 respectively. As of December 31, 2016, there was $3.5 million of total unrecognized compensation cost related to non-vested share-based compensation grants. This unrecognized compensation is expected to be recognized over a weighted-average period of 1.3 years. The total fair value of stock awards that vested during the years ended December 31, 2016 and 2015 was $3.8 million and $3.9 million respectively. No awards vested during the year ended December 31, 2014. A summary of nonvested stock activity, including stock options and restricted stock grants, for the year ended December 31, 2016 and 2015 is as follows : Weighted-Average Weighted-Average Restricted Grant Date Fair Value Stock Grant Date Fair Value December 31, 2016 Shares per Restricted Share Options per Stock Option Nonvested at beginning of period $ $ Granted Vested Nonvested at end of period Weighted-Average Weighted-Average Restricted Grant Date Fair Value Stock Grant Date Fair Value December 31, 2015 Shares per Restricted Share Options per Stock Option Nonvested at beginning of period $ $ Granted — — Forfeited — — Vested Nonvested at end of period A summary of stock option activity for the year ended December 31, 2016 is as follows : Weighted Weighted Weighted Weighted Average Average Share Average Average Number Exercise Price on Date Fair Remaining Aggregate of Awards Price of Exercise Value Contractual Life Intrinsic Value Outstanding, beginning of period $ $ — $ — $ — Granted — — — Exercised/Released — — — — — — Outstanding, end of period — Vested and exercisable, end of the period — Vested and unvested exercisable, end of the period — Vested and expected to vest, end of the period — As of December 31, 2016, there were approximately 575 thousand shares of common stock available for future grants under the 2014 Plan . |
Concentration of Risk
Concentration of Risk | 12 Months Ended |
Dec. 31, 2016 | |
Concentration of Risk | |
Concentration of Risk | 16. Concentration of Risk The Company maintains cash and cash equivalents in accounts with financial institutions in excess of the amount insured by the Federal Deposit Insurance Corporation. The Company monitors the financial stability of these institutions regularly, and Management does not believe there is significant credit risk associated with deposits in excess of federally insured amounts. The Company’s writings in California, Texas, Florida and New York comprised 56%, 57% and 53% of gross premiums written for the years ending December 31, 2016, 2015 and 2014, respectively. Four general agents comprised 57%, 57% and 65% of gross premiums written in the Program Services segment for the years ending December 31, 2016, 2015, and 2014 respectively. The five largest reinsurers with unsecured reinsurance recoverables, all of which are rated A or higher by A.M. Best, accounted for approximately 17%, 15%, 7%, 6%, and 5% of the Company’s unsecured reinsurance recoverables at December 31, 2016. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Leases | 17. Leases The Company previously leased a portion of its home office building to an unaffiliated third party under the terms of an operating lease. Rental income for the year ended December 31, 2014 is $2.1 million. In November 2013, the Company received an early termination notice from the unaffiliated third party relating to the operating lease between the parties. The early termination notice was in compliance with the terms of the lease. The Company recognized $1.5 million in lease termination fees in 2014 due to the early termination of the lease. The lease was considered an operating lease through the early termination date of November 30, 2014. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies | |
Commitments and Contingencies | 18 . Commitments and Contingencies The Company is involved in various legal proceedings incidental to its normal business activities. Management of the Company does not anticipate that the outcome of such legal actions will have a material effect on the Company’s consolidated financial position or results of operations. The Company’s insurance subsidiaries are subject to assessments from various insurance regulatory agencies related to insurance company insolvencies. Management is not aware of any material assessments for which notice has not yet been received. However, to the extent that such assessments are made, the Company has the contractual right to recover these amounts from the underlying reinsurers. The Company has a Collateral Protection Alliance (the “Alliance”) with CUMIS Insurance Society, Inc., a subsidiary of CUNA Mutual, to administer and write CPI business for CUNA Mutual’s customers. The Alliance includes an agency agreement and a reinsurance agreement whereby the Company cedes a portion of the business back to CUNA Mutual. In connection with the Alliance, the Company has a purchase option and CUNA Mutual has a put option, whereby the Company is obligated to purchase CUNA Mutual’s right to participate in future Program Services business at a specified price in the event of termination of the Alliance. The terms of the Alliance with CUNA Mutual were modified on May 19, 2014, whereby CUNA Mutual’s quota share percentage under the reinsurance agreement was reduced; the Alliance was extended through July 31, 2018 with an automatic three-year renewal (subject to the right of either party to give notice of nonrenewal); the termination rights for each party were modified, and the purchase price calculation was modified. In consideration of these changes, State National paid contract modification expense of $17.8 million. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share | |
Earnings Per Share | 19. Earnings Per Share We have adopted the provisions of ASC 260, “Earnings Per Share,” requiring presentation of both basic and diluted earnings per share. Earnings per share have been adjusted to reflect a 736 for one stock split in the form of a stock dividend on June 23, 2014. A reconciliation of the numerators and denominators of the basic and diluted per share calculations is presented below: Year Ended December 31, December 31, December 31, ($ in thousands, except for per share amounts) 2016 2015 2014 Numerator for both basic and diluted earnings per share: Net income (loss) $ $ $ Denominator for both basic and diluted earnings per share: Weighted-average common shares outstanding Dilutive effect of outstanding securities (determined using the treasury stock method) Weighted-average common shares outstanding and potential common shares outstanding |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2016 | |
Common Stock. | |
Common Stock | 20. Common Stock On June 25, 2014, the Company completed the sale of an aggregate of 31,050,000 shares of our common stock in a private placement exempt from registration under the Securities Act and received net proceeds of approximately $280.6 million. Of the net proceeds from the private placement, the Company used approximately (i) $190.6 million to purchase 21,030,294 shares of common stock from certain of our shareholders pursuant to a stock redemption agreement entered into prior to the private placement, (ii) $17.8 million to make pre-tax payments to CUNA Mutual pursuant to a recent amendment of the alliance agreement (See Note 18 — “Commitments and Contingencies”) and (iii) $50 million to contribute to the capital of our insurance subsidiaries. On October 12, 2015, the Company announced a share repurchase program authorizing the repurchase up to $50 million in shares of the Company's common stock through December 31, 2016. On November 22, 2016, the Company’s Board of Directors extended the repurchase program through December 31, 2017. Repurchases are made in accordance with the guidelines specified under Rule 10b-18 and may be made under Rule 10b5-1, under the Securities Exchange Act of 1934. During the year ended December 31, 2016, the Company purchased 969,341 shares of its common stock at an aggregate purchase price including commissions of $10.0 million. The excess cost of the repurchased shares over par value was charged to retained earnings. A summary of common stock repurchases for the years ended December 31, 2016 and 2015 is as follows: ($ in thousands, except share and per share data) 2016 2015 Shares repurchased Average price per share $ $ Aggregate cost $ $ Authorization remaining at end of period $ $ |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | |
Segment Information | 21. Segment Information The Company’s reportable segments are strategic business units that offer different products and services. They are managed separately because each business requires different technology and business strategies. The Company operates through three business segments of which the two operating segments are Program Services and Lender Services. In the Program Services segment, the Company operates an issuing carrier (“fronting”) business that leverages our “A” (Excellent) A.M. Best rating, expansive licenses and reputation to provide insurance capacity access to U.S. property and casualty insurance markets. In the Lender Services segment, the Company specializes in providing collateral protection insurance, which insures automobiles held as collateral for loans made by financial institutions. The other segment is the Corporate segment. This segment consists of the investment portfolio, subordinated debentures, and includes rental income, investment income, interest expense, and corporate expenses. The Company’s Corporate segment includes an asset for Property and equipment, net. The depreciation of this asset is allocated to all segments based on estimated usage. The depreciation allocated to the Lender Services segment was $1.3 million, $1.4 million and $1.4 million for the years ended December 31, 2016, 2015 and 2014, respectively. The depreciation allocated to the Program Services segment was $359 thousand, $343 thousand and $397 thousand for the years ended December 31, 2016, 2015 and 2014, respectively. The following is business segment information for the twelve months ended December 31, 2016, 2015 and 2014: December 31, 2016 ($ in thousands) Program Lender Corporate Total Revenues: Premiums earned $ $ $ — $ Commission income — — Ceding fees — — Net investment income — — Realized net investment gains — — Other income — Total revenues Expenses: Losses and loss adjustment expenses — Commissions — Taxes, licenses, and fees — General and administrative Interest expense — — Total expenses Income (loss) before income taxes Income tax expense — — Net income (loss) $ $ $ $ Supplemental Information: Gross premiums written $ $ $ — $ Net premiums written $ $ $ — $ December 31, 2015 ($ in thousands) Program Lender Corporate Total Revenues: Premiums earned $ $ $ — $ Commission income — — Ceding fees — — Net investment income — — Realized net investment gains — — Other income — Total revenues Expenses: Losses and loss adjustment expenses — Commissions — Taxes, licenses, and fees — General and administrative Interest expense — — Total expenses Income (loss) before income taxes Income tax expense/(benefit) — — Net income (loss) $ $ $ $ Supplemental Information: Gross premiums written $ $ $ — $ Net premiums written $ $ $ — $ December 31, 2014 ($ in thousands) Program Lender Corporate Total Revenues: Premiums earned $ $ $ — $ Commission income — — Ceding fees — — Net investment income — — Realized net investment gains — — Other income — Total revenues Expenses: Losses and loss adjustment expenses — Commissions — Taxes, licenses, and fees — General and administrative Founder special compensation — — Offering-related expenses — — Contract modification expense — — Interest expense — — Total expenses Income (loss) before income taxes Income tax expense/(benefit) — — Net income (loss) $ $ $ $ Supplemental Information: Gross premiums written $ $ $ — $ Net premiums written $ $ $ — $ The following tables summarize the financial position of the Company’s segments as of December 31, 2016 and 2015. December 31, 2016 ($ in thousands) Program Lender Corporate Total Assets: Accounts receivable from agents, net $ $ $ — $ Reinsurance recoverable on paid losses — Reinsurance recoverables — Deferred income taxes, net — — Goodwill and intangible assets, net — Other assets Total assets $ $ $ $ Liabilities: Unpaid losses and loss adjustment expenses $ $ $ — $ Unearned premiums — Allowance for policy cancellations — — Deferred ceding fees — — Other liabilities Total liabilities $ $ $ $ December 31, 2015 ($ in thousands) Program Lender Corporate Total Assets: Accounts receivable from agents, net $ $ $ — $ Reinsurance recoverable on paid losses — Reinsurance recoverables — Deferred income taxes, net — — Goodwill and intangible assets, net — Other assets Total assets $ $ $ $ Liabilities: Unpaid losses and loss adjustment expenses $ $ $ — $ Unearned premiums — Allowance for policy cancellations — — Deferred ceding fees — — Other liabilities Total liabilities $ $ $ $ |
Condensed Quarterly Financial D
Condensed Quarterly Financial Data - Unaudited | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Condensed Quarterly Financial Data - Unaudited | 22. Condensed Quarterly Financial Data - Unaudited The following tables summarize our quarterly financial data: 2016 Quarters Ended ($ in thousands) Mar 31 Jun 30 Sep 30 Dec 31 Total revenues $ $ $ $ Total expenses Income (loss) before income taxes Income tax expense (benefit) Net income (loss) Basic earnings per share $ $ $ $ Diluted earnings per share 2015 Quarters Ended ($ in thousands) Mar 31 Jun 30 Sep 30 Dec 31 Total revenues $ $ $ $ Total expenses Income (loss) before income taxes Income tax expense (benefit) Net income (loss) Basic earnings per share $ $ $ $ Diluted earnings per share The Company earns minimum ceding fees on certain programs based on estimates of annual premiums to be written for those programs that are subject to minimum premium levels and related ceding fees. The company re-estimated its 2015 annual projection for such programs during the second, third and fourth quarters of 2015, which resulted in $1.3 million, $1.9 million and $1.0 million of additional minimum ceding fees earned for the quarters ending June 30, 2015, September 30, 2015 and December 31, 2015, respectively. The Company re-estimated its 2016 annual projection for such programs during the third and fourth quarters of 2016, which resulted in an additional $0.6 million and $0.7 million of minimum ceding fees earned for the two quarters ending September 30, 2016 and December 31, 2016. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations | |
Business Combinations | 23. Business Combinations On September 30, 2016 (“the acquisition date”), the Company acquired 100% of the outstanding common shares of United National Specialty Insurance Company, which was subsequently renamed City National Insurance Company (“CNIC”). CNIC is an admitted shell company with licenses in 49 states. The purpose of the acquisition is to provide exclusive capacity for one of our programs. The acquisition date fair value of the consideration transferred totaled $18.7 million in cash. The following table summarizes the fair values of assets acquired and liabilities assumed at the acquisition date. ($ in thousands) Cash and cash equivalents $ Fixed-maturity securities Accounts receivable from agents, net Reinsurance recoverables Interest receivable Goodwill and intangible assets, net Total identifiable assets acquired $ Unpaid losses and loss adjustment expenses $ Unearned premiums Total liabilities assumed Net assets acquired $ CNIC was acquired as a shell company with a 100% quota share reinsurance agreement. There was no income statement impact resulting from the acquisition. There is no goodwill to assign to reporting segments. The indefinite lived intangible asset is assigned to the Program Services segment. The Company recognized $277 thousand of acquisition related costs that were expensed in the current period. These costs are included in the consolidated statements of income as “General and administrative” expenses. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events | |
Subsequent Events | 24. Subsequent Events Effective January 1, 2017, the Company acquired 100% of the outstanding common shares of Fireman’s Fund Insurance Company of Ohio, which was subsequently renamed Independent Specialty Insurance Company (“ISIC”). ISIC is an excess and surplus lines, or non-admitted, shell company. The purpose of the acquisition is to provide exclusive capacity for one of our programs. The acquisition date fair value of the consideration transferred totaled $49.4 million in cash. ISIC was acquired as a shell company with a 100% quota share reinsurance agreement. There was no income statement impact resulting from the acquisition. There is no goodwill to assign to reporting segments. The indefinite lived intangible asset is assigned to the Program Services segment. The following table summarizes the fair values of assets acquired and liabilities assumed at the acquisition date. ($ in thousands) Cash and cash equivalents $ Fixed-maturity securities Reinsurance recoverables Interest receivable Goodwill and intangible assets, net Other receivables Total identifiable assets acquired $ Unpaid losses and loss adjustment expenses $ Other liabilities Total liabilities assumed Net assets acquired $ |
Annual Schedules
Annual Schedules | 12 Months Ended |
Dec. 31, 2016 | |
Parent Company Only | |
Financial Information Of Parent Company Only Disclosure Text Block | Annual Schedules State National Companies, Inc. Balance Sheet December 31 2016 2015 Assets Cash and cash equivalents $ $ Investment in subsidiaries Deferred income taxes, net Other assets Total assets $ $ Liabilities Income taxes payable $ $ Other liabilities Other payables, affiliate — Total liabilities Shareholders’ equity Common stock, $.001 par value (150,000,000 shares authorized; 41,924,440 and 42,699,550 shares issued at December 31, 2016 and December 31, 2015, respectively) Preferred stock, $.001 par value (10,000,000 shares authorized; no shares issued and outstanding at December 31, 2016 and December 31, 2015) — — Additional paid-in capital Retained earnings Accumulated other comprehensive income Total shareholders’ equity Total liabilities and shareholders’ equity $ $ State National Companies, Inc. Statements of Incom Year Ended December 31, 2016 2015 2014 Revenues: Equity in earnings of subsidiaries $ $ $ Total revenues Expenses: General and administrative Total expenses Income before income taxes Income taxes: Current Deferred Net income $ $ $ State National Companies, Inc. Statements of Cash Flow Year Ended December 31, 2016 2015 2014 Operating activities: Net income $ $ $ Adjustments to reconcile net income to net cash used in operating activities: Equity in earnings of subsidiaries Deferred income taxes, net Share-based compensation Change in: Income taxes receivable Other assets Other liabilities — — Other payables, affiliate Net cash used in operating activities Investing activities: Capital contribution to subsidiary — — Net cash used in investing activities — — Financing activities: Distributions received — Dividends paid Proceeds from issuances of common stock — — Costs directly attributable to issuance of common stock — — Redemption of existing common stock — Net cash provided by financing activities Net change in cash and cash equivalents Cash and cash equivalents at beginning of year — Cash and cash equivalents at end of year $ $ $ |
Supplementary Insurance Informa
Supplementary Insurance Information | 12 Months Ended |
Dec. 31, 2016 | |
Supplementary Insurance Information | |
Supplementary Insurance Information | State National Companies, Inc. Supplementary Insurance Informatio December 31, 2016 Loss and LAE Earned Net Investment Loss and LAE DAC General and Net Written ($ in thousands) DAC Reserves UPR Premium Income Incurred Amortization Administrative Expenses Premium Program $ — $ $ $ $ — $ $ — $ $ Lender — Corporate — — — — — — — Total $ $ $ $ $ $ $ $ $ December 31, 2015 Loss and LAE Earned Net Investment Loss and LAE DAC General and Net Written ($ in thousands) DAC Reserves UPR Premium Income Incurred Amortization Administrative Expenses Premium Program $ — $ $ $ $ — $ $ — $ $ Lender — Corporate — — — — — — — Total $ $ $ $ $ $ $ $ $ December 31, 2014 Loss and LAE Earned Net Investment Loss and LAE DAC General and Net Written ($ in thousands) DAC Reserves UPR Premium Income Incurred Amortization Administrative Expenses Premium Program $ — $ $ $ $ — $ $ — $ $ Lender — Corporate — — — — — — — Total $ $ $ $ $ $ $ $ $ |
Supplementary Schedule of Allow
Supplementary Schedule of Allowance For Policy Cancellations | 12 Months Ended |
Dec. 31, 2016 | |
Supplementary Schedule of Allowance for Policy Cancellations | |
Schedule Of Supplementary Policy Cancellations | State National Companies, Inc. Supplementary Schedule of Allowance for Policy Cancellation Year Ended December 31, ($ in thousands) 2016 2015 2014 Beginning balance $ $ $ Additions Deductions Prior year development Ending balance $ $ $ Allowance for policy cancellations is established based on estimates of expected future policy cancellations associated with new business written. Deductions are made as policy cancellations occur and return premiums are paid in subsequent months. The allowance for policy cancellations in 2016, 2015, and 2014 included upward revisions to prior year estimates of $1.4 million, $0.6 million and $4.2 million, respectively. Because of the interplay between the allowance for policy cancellations and the related unearned premium reserve, changes in the allowance for policy cancellations are partially offset by related changes in the unearned premium reserve and amounts ceded to reinsurers. After taking into account the associated changes in unearned premium and amounts ceded to reinsurers, the net negative impact to the balance sheet and the corresponding reduction in net income from the revised estimates in each of the years ending December 31, 2016, 2015, and 2014 was approximately $0.6 million, $0.2 million and $2.2 million, respectively. |
Summary of Significant Accoun35
Summary of Significant Accounting Policies (Policy ) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies | |
Description of Business | Description of Business State National Companies, Inc. (the “Company”) refers to a group of companies that conducts insurance-related activities along two major segments. The Company’s Program Services segment generates fee income, in the form of ceding fees, by offering issuing carrier capacity to both specialty general agents and other producers (“GAs”), who sell, control, and administer books of insurance business that are supported by third parties that assume reinsurance risk. Substantially all of the underwriting risk associated with the Program Services segment is ceded to unaffiliated, highly rated reinsurance companies or other reinsurers that provide collateral. The Company’s Lender Services segment generates premiums primarily from the sale of collateral protection insurance (“CPI”), which insures automobiles or other vehicles held as collateral for loans made by credit unions, banks and specialty finance companies. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. The Company includes the results of operations of an acquired business in its consolidated financial statements from the date of the acquisition. |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which, as to our insurance company subsidiaries, differ from statutory accounting practices prescribed or permitted for insurance companies by insurance regulatory authorities. |
Estimates | Estimates The preparation of financial statements in conformity with GAAP requires Management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ materially from these estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Cash and Cash Equivalents: The carrying amounts reported in the consolidated balance sheets approximate fair value. Restricted Cash and Investments: The carrying amounts reported in the consolidated balance sheets approximate fair value. Short-term Investments: The carrying amounts reported in the consolidated balance sheets approximate fair value. Investments : See Note 9 – “Fair Value Measurements” Land held for sale : The land held for sale is carried at fair value less expected selling costs. Payables and Receivables : Reinsurance recoverable on paid losses, reinsurance recoverables, agents’ balances receivable and payable, and payable to insurance companies are carried at cost, which approximates fair value. Subordinated Debentures: The amounts reported in the consolidated balance sheets are carried at par, which approximates their estimated fair value due to the floating interest rate provisions of the debt instruments. Income taxes receivable/payable : The carrying amounts reported in the consolidated balance sheets approximate fair value. Other assets/liabilities : The carrying amounts reported in the consolidated balance sheets approximate fair value. |
Cash and Cash Equivalents | Cash and Cash Equivalents All highly liquid investments with an original maturity of three months or less are considered cash equivalents. |
Short-Term Investments | Short-Term Investments Short-term investments represent liquid investments with original maturities of more than three months but less than one year. |
Restricted Cash and Investments | Restricted Cash and Investments Restricted cash and investments are primarily comprised of deposits made by a reinsurer that cover losses for a program up to the contractual threshold. These fiduciary cash and investment balances are invested at the direction of the reinsurer for this program; accordingly, income earned on these balances inures to the benefit of the reinsurer. |
Investments | Investments Investments are considered available-for-sale and are carried at fair value. The Company measures the fair value of the investments based upon quoted market prices from an independent pricing service and its third-party investment managers, using observable market information. The cost of securities sold is based on the specific identification method. Unrealized gains and losses associated with the available-for-sale portfolio, as a result of temporary changes in fair value during the period such investments are held, are reflected net of income taxes and reported in other comprehensive income as a separate component of shareholders’ equity. Unrealized losses associated with the available-for-sale portfolio that are deemed to be other-than-temporary are charged to income in the period in which the other-than-temporary impairment is determined. Debt security premiums and discounts are amortized into earnings using the effective-interest method. The Company evaluates its investment portfolio for impairments of individual securities that are deemed to be other-than-temporary. Fixed maturity securities that are determined to have other-than-temporary impairment and it is more likely than not the Company will sell before recovery of their amortized cost, are written down to fair value and the entire amount of the write-down is included in net income, net of realized investment gains. For all other impaired fixed-maturity securities, the impairment loss is separated into the amount representing the credit loss and the amount representing all other factors. The amount of impairment loss that represents the credit loss is included in net income, net of realized investment gains. The amount of the impairment loss that relates to all other factors is included in other comprehensive income. Equity securities that are determined to have other-than-temporary impairment are recognized in net income, net of realized investment gains. The process for identifying other-than-temporary declines in fair value involves the consideration of several factors, including, but not limited to, whether the issuer has been downgraded to below investment-grade, the length of time in which there has been a significant decline in value, the liquidity and overall financial condition of the issuer, the nature and performance of the collateral or other credit support backing the security, the significance of the decline in value, and whether the Company has the intent to sell the security or may be required to sell the security prior to its anticipated recovery. The Company reviews securities for other-than-temporary impairment internally and with its investment advisors. The Company invests in convertible securities that have embedded derivatives. Derivatives embedded within non-derivative instruments, such as options embedded in convertible fixed maturity securities, are bifurcated from the host instrument when the embedded derivative meets the criteria for bifurcation. However, for reporting purposes, these embedded derivatives are presented together with the host contract and carried at estimated fair value. Changes in the estimated fair value of the embedded derivatives are reflected in “Realized net investment gains” in the consolidated statements of income, while changes in the estimated fair value of the underlying fixed maturity securities are reflected in “Unrealized holding gains (losses)” in the consolidated statements of comprehensive income. |
Deferred Acquisition Costs | Deferred Acquisition Costs Certain costs, primarily premium taxes, commissions, and general expenses that are directly related to the successful acquisition of new or renewal business are deferred to the extent recoverable from future premiums earned. Deferred acquisition costs are amortized in proportion to the related unearned premium reserve over the terms of the related policies. Investment income is not included in the Company’s recoverability analysis of deferred acquisition costs. |
Deferred Ceding Fees | Deferred Ceding Fees Ceding fees that are associated with unearned premiums are established as a liability and earned pro rata over the life of the underlying business. |
Property, Equipment, and Depreciation | Property, Equipment, and Depreciation Property and equipment are recorded at cost and depreciated. Depreciation is computed using the straight-line method over the estimated useful lives of the assets (ranging from three to twenty years). Gains and losses on the disposition of fixed assets are determined on a specific asset identification basis and are included in net income. Land held for sale is carried at fair value less expected selling costs. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is the difference between the purchase price in a business combination and the fair value of assets acquired and liabilities assumed, and is not amortized. Intangible assets include assets with an indefinite life, primarily insurance licenses, and are not amortized. Intangible assets also include assets with a finite life, primarily customer relationships/lists, and are amortized over the estimated useful life of the asset in proportion to the expected benefit. Goodwill is tested for impairment on an annual basis or more frequently if events or changes in circumstances indicate that the carrying amount may not be recoverable. The impairment test is performed using a two-step process. In the first step, the fair value of a reporting unit is compared to its carrying value. If the carrying value of a reporting unit exceeds its fair value, the second step of the impairment test is performed for purposes of measuring the impairment. In the second step, the fair value of the reporting unit is allocated to all of the assets and liabilities of the reporting unit to determine an implied goodwill value. If the carrying amount of the reporting unit goodwill exceeds the implied goodwill value, an impairment loss is recognized in an amount equal to that excess. As of December 31, 2016, the Company performed the first step of its annual goodwill assessment for the individual reporting units to which goodwill is allocated and determined there is no impairment of goodwill. The Company periodically evaluates the recoverability of intangible assets and takes into account events or circumstances that warrant revised estimates of useful lives or that indicate that impairment exists. No impairments were recognized in 2016, 2015 or 2014. |
Unpaid Losses and Loss Adjustment Expenses | Unpaid Losses and Loss Adjustment Expenses The liability for unpaid losses and loss adjustment expenses (“LAE”) includes an estimate for claims reported and an additional liability for claims incurred but not reported, based on the Company’s historical loss experience. While Management believes the amounts included in the consolidated financial statements are adequate, such estimates may be more or less than the amount ultimately paid when the claims are settled. These estimates are continually reviewed and adjusted, as necessary, as experience develops or as new information becomes known; such adjustments are included in current operations. |
Allowance for Policy Cancellations | Allowance for Policy Cancellations An allowance for policy cancellations is provided for the estimated amount of return premiums and policy fees, net of commission expense and premium taxes that will be incurred on expected future policy cancellations associated with the Company’s CPI business. The allowance is based on the Company’s historical cancellation experience. While Management believes the amounts included in the consolidated financial statements are adequate, such estimates may be more or less than the amounts ultimately refunded. The estimates are continually reviewed by Management, and any changes are reflected in current operations. |
Reinsurance | Reinsurance Reinsurance premiums, losses, and loss adjustment expenses are accounted for on bases consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. |
Earnings Per Share | Earnings Per Share The computation of earnings per share is based upon the weighted average number of common shares outstanding during the period plus the effect of common shares potentially issuable (in periods in which they have a dilutive effect). Earnings per share have been adjusted to reflect a 736 for 1 stock split in the form of a stock dividend on June 23, 2014. |
Income Taxes | Income Taxes Prior to June 25, 2014, the Company had elected for its parent company to be taxed for federal income tax purposes as a “Subchapter S corporation” under the Internal Revenue Code. On June 25, 2014, the Company completed a private placement of common stock, which resulted in the termination of its Subchapter S corporation status. Prior to this change in tax status, deferred income taxes were recorded only on the Company’s insurance subsidiaries (and their immediate parent) to reflect the tax consequences on future years of differences between the tax bases of assets and liabilities and their financial reporting amounts at each year-end. Prior to June 25, 2014 all other entities included in the consolidated group filed under Subchapter S Corporation status; therefore, no provision for income taxes had been recorded for these entities. On June 25, 2014 the Company recorded a net deferred income tax benefit related to this change in tax status to reflect the tax consequences on future years of differences between the tax bases of assets and liabilities and their financial reporting amounts. For any uncertain tax positions not meeting the “more likely than not” recognition threshold, accounting standards require recognition, measurement, and disclosure in the financial statements. There were no uncertain tax positions at December 31, 2016 and December 31, 2015. |
Income Recognition | Income Recognition Premiums on CPI business are earned on a pro rata basis over the terms of the policies after taking into consideration the allowance for policy cancellations. Premiums on Program Services business are earned on a pro rata basis over the terms of the policies. Ceding fees are earned on the same basis as the underlying premiums. |
Program Services | Program Services In connection with writing Program Services business, the Company enters into contractual agreements with both the producing general agents and the reinsurers, whereby the general agents and reinsurers are typically obligated to each other for payment of insurance amounts, including premiums, commissions, and losses. To the extent these funds are not the obligation of the Company and are settled directly between the general agent and the reinsurer, no receivables or payables are recorded for these amounts. All obligations of the Company’s insurance subsidiaries owed to or on behalf of their policyholders are recorded by the Company and, to the extent appropriate, offsetting reinsurance recoverables are recorded. |
Minimum Ceding Fees | Minimum Ceding Fees Minimum ceding fees are fees the Company receives pursuant to contractual minimum premium requirements for certain programs where either significant premium capacity is reserved for that program or where the expected premium volume is not reasonably assured. For those programs where a minimum applies, the ceding fees are considered as two distinct pieces: (1) “premium-related fees,” which are earned as the associated gross written premium is earned, typically pro rata on an annual basis; and (2) “capacity fees,” which are determined based on the shortfall, if any, between the program’s contractual annual premium minimum and the amount of premium estimated to be written in the contract year, which fees are earned over the contract year. Minimum ceding fees earned are based on estimates of annual premiums to be written for those programs that are subject to minimum premium levels and related ceding fees. These estimates are based upon various assumptions made regarding the production plans for the underlying program. These assumptions are reviewed by Management and the amount of annual premiums expected to be written are re-estimated as needed. As actual premiums emerge and revisions are made to earlier estimates, minimum ceding fees are earned or reversed and are reflected in current operations. |
Stock-based Compensation | Stock-Based Compensation Compensation expense for stock-based payments is recognized based on the measurement-date fair value for awards that will settle in shares. Compensation expense for restricted stock grants and stock option awards that contain a service condition are recognized on a straight line pro rata basis over the vesting period. For restricted stock awards that contain a performance condition, the expense is recognized based on the awards expected to vest and the cumulative expense is adjusted whenever the estimate of the number of awards to vest changes. An estimation of future forfeitures of stock-based awards is incorporated into the determination of compensation expense. See Note 15 — “Stock-Based Payments” for related disclosures. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the FASB issued an accounting standards update (ASU 2014-09), “Revenue from Contracts with Customers” (Topic 606). The core guidance of the ASU presents a comprehensive revenue recognition model that requires a company to recognize revenue to depict the transfer of goods or services to a customer at an amount that reflects the consideration it expects to receive in exchange for those goods or services. The ASU provides a five-step analysis of transactions to determine when and how revenue is recognized and requires additional disclosures sufficient to describe the nature, amount, timing and uncertainty of revenue and cash flows for these transactions. In August 2015, the FASB issued ASU 2015-14 to defer the effective date to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period. An entity can choose to apply the guidance using either the full retrospective or a modified retrospective approach. The Company is currently evaluating which approach to apply at adoption. The Company has assessed its revenue streams to identify those contracts that are clearly excluded from the scope of the standard and those that may be subject to the new standard. Insurance contracts within the scope of Topic 944, “Financial Services – Insurance” are excluded from the scope of Topic 606. The Company does not plan to early adopt and expects the impact of this pronouncement to be minimal. In August 2014, the FASB issued an accounting standards update (ASU 2014-15), “Presentation of Financial Statements – Going Concern (Sub-Topic 205-40). The ASU requires management to perform a two-step evaluation to assess an entity’s ability to continue as a going concern within one year after the date that the financial statements are issued. Management must first evaluate whether there are conditions and events that raise substantial doubt about the entity’s ability to continue as a going concern. If management concludes that substantial doubt is raised, management also is required to consider whether its plans alleviate that doubt. Disclosures in the notes to the financial statements are required if management concludes that substantial doubt exists or that its plans alleviate substantial doubt that was raised. This ASU is effective for annual periods ending after December 15, 2016 and for annual periods and interim periods thereafter. The Company adopted the provisions of this ASU as of December 31, 2016. In May 2015, the FASB issued an accounting standards update (ASU 2015-09), “Disclosures about Short-Duration Contracts” (Topic 944) intended to make targeted improvements to disclosure requirements for insurance companies that issue short-duration contracts. The amendments in this update are expected to increase transparency of significant estimates made in measuring those liabilities, improve comparability by requiring consistent disclosure of information, and provide financial statement users with additional information to facilitate analysis of the amount, timing, and uncertainty of cash flows arising from contracts issued by insurance entities and the development of loss reserve estimates. This ASU is effective for annual periods beginning after December 15, 2015, and interim periods within annual periods beginning after December 15, 2016. The Company adopted the provisions of this ASU on December 31, 2016. See Note 11 – “Losses and Loss Adjustment Expenses” for related disclosures. In September 2015, the FASB issued an accounting standards update (ASU 2015-16), “Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments” (Topic 805) which applies to all entities that have reported provisional amounts for items in a business combination for which the accounting is incomplete by the end of the reporting period in which the combination occurs and during the measurement period have an adjustment to provisional amounts recognized. The amendments in this update require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments in this update require that the acquirer record, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments in this update require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. This ASU is effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years, and should be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The only disclosures required at transition are the nature of and reason for the change in accounting principle. An entity should disclose that information in the first annual period of adoption and in the interim periods within the first annual period if there is a measurement-period adjustment during the first annual period in which the changes are effective. The Company adopted the provisions of this ASU on January 1, 2016. In January 2016, the FASB issued an accounting standards update (ASU 2016-01), “Recognition and Measurement of Financial Assets and Financial Liabilities” (Sub-Topic 825-10). The amendments in this update supersede the guidance to classify equity securities with readily determinable fair values into different categories (that is, trading or available-for-sale) and require equity securities to be measured at fair value with changes in the fair value recognized through net income. The amendments are expected to improve financial reporting by providing relevant information about an entity’s equity investments and reducing the number of items that are recognized in other comprehensive income. This ASU is effective for annual and interim periods beginning after December 15, 2017. The Company is currently evaluating what impact this ASU will have on financial results and disclosures. In February 2016, the FASB issued an accounting standards update (ASU 2016-02), “Leases” (Topic 842) that requires lessees to put most leases on their balance sheets but recognize expenses on their income statements. The FASB is issuing this update to increase transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements. This ASU is effective for annual and interim periods beginning after December 15, 2018. Early adoption is permitted. The Company does not plan to early adopt and is currently evaluating what impact this ASU will have on financial results and disclosures. In March 2016, the FASB issued an accounting standards update (ASU 2016-08), “Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net).” The new standard requires an entity to determine whether it is a principal or an agent in a transaction in which another party is involved in providing goods or services to a customer by evaluating the nature of its promise to the customer. An entity is a principal and therefore records revenue on a gross basis if it controls the promised good or service before transferring the good or service to the customer. An entity is an agent and records as revenue the net amount it retains for its agency services if its role is to arrange for another entity to provide the goods or services. The amendments clarify how an entity should identify the unit of accounting for the principal versus agent evaluation, and how it should apply the control principle to certain types of arrangements, such as service transactions, by explaining what a principal controls before the specified good or service is transferred to the customer. This ASU’s effective date and transition requirements are the same as those of the new revenue recognition standard which is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. An entity can choose to apply the guidance using either the full retrospective or a modified retrospective approach. The Company is currently evaluating which approach to apply at adoption. The Company has assessed its revenue streams to identify those contracts that are clearly excluded from the scope of the standard and those that may be subject to the new standard. Insurance contracts within the scope of Topic 944, “Financial Services – Insurance” are excluded from the scope of Topic 606. The Company expects the impact of this pronouncement to be minimal. In March 2016, the FASB issued an accounting standards update (ASU 2016-09), “Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.” Under the new guidance, companies will no longer record excess tax benefits and certain tax deficiencies in additional paid-in capital (APIC). Instead, companies will record all excess tax benefits and tax deficiencies as income tax expense or benefit in the income statement, and APIC pools will be eliminated. For interim reporting purposes, companies will account for excess tax benefits and tax deficiencies as discrete items in the period in which they occur. In addition, the guidance eliminates the requirement that excess tax benefits be realized before companies can recognize them. The guidance requires companies to present excess tax benefits as an operating activity on the statement of cash flows rather than as a financing activity. This ASU is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted. The Company prospectively adopted the provisions of this ASU on January 1, 2016 and the impact was immaterial to financial results. There would have been no impact to prior periods. In May 2016, the FASB issued an accounting standards update (ASU 2016-12), “Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients.” The amendments clarify that, for a contract to be considered completed at transition, all (or substantially all) of the revenue must have been recognized under legacy GAAP. The amendments also clarify how an entity should evaluate the collectability threshold and when an entity can recognize nonrefundable consideration received as revenue if an arrangement does not meet the standard’s contract criteria. This ASU’s effective date and transition requirements are the same as those of the new revenue recognition standard which is effective for annual reporting periods beginning after December 15, 2017, including interim reporting periods within that period. An entity can choose to apply the guidance using either the full retrospective or a modified retrospective approach. The Company is currently evaluating which approach to apply at adoption. The Company has assessed its revenue streams to identify those contracts that are clearly excluded from the scope of the standard and those that may be subject to the new standard. Insurance contracts within the scope of Topic 944, “Financial Services – Insurance” are excluded from the scope of Topic 606. The Company expects the impact of this pronouncement to be minimal. In June 2016, the FASB issued an accounting standards update (ASU 2016-13), “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” The standard will replace today’s “incurred loss” approach with an “expected loss” model for instruments measured at amortized cost and require entities to record allowances for available-for-sale (AFS) debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment (OTTI) model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. This ASU is effective for annual and interim periods beginning after December 15, 2019. The Company will be evaluating what impact this ASU will have on financial results and disclosures. In August 2016, the FASB issued an accounting standards update (ASU 2016-14), “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” This ASU amends guidance related to debt prepayment or extinguishment costs, settlement of zero-coupon debt instruments or other debt instruments with coupon rates that are insignificant in relation to the effective interest rate of the borrowing, contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims and corporate-owned life insurance, distributions received from equity method investees and beneficial interests in securitization transactions. The guidance will generally be applied retrospectively and is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those years. The Company does not expect financial results and disclosures to be significantly impacted by this ASU. In November 2016, the FASB issued an accounting standards update (ASU 2016-18), “Statement of Cash Flows (Topic 230): Restricted Cash.” The amendments require entities to show the changes in the total of cash, cash equivalents, restricted cash and restricted cash equivalents in the statement of cash flows. As a result, entities will no longer present transfers between cash and cash equivalents and restricted cash and restricted cash equivalents in the statement of cash flows. This ASU is effective for annual and interim periods beginning after December 15, 2017. The Company will be evaluating what impact this ASU will have on disclosures. |
Reclassification | Reclassifications The Company adopted ASU 2015-03, “Interest – Imputation of Interest” on January 1, 2016. Presentation of “Other Assets” and “Debt, net” on the prior year balance sheet have been retrospectively adjusted to reflect the adoption of this ASU. The 2015 presentation of each line was adjusted by $760 thousand to reflect the netting of unamortized debt issuance costs. |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Investments | |
Summary of amortized cost, gross unrealized gains and losses, and the fair value of investment securities by class | Cost or Gross Gross December 31, 2016 Amortized Unrealized Unrealized Fair ($ in thousands) Cost Gains Losses Value Fixed-maturity securities Government $ $ $ $ Government agency State and municipality Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock Common stock — Total equity securities Total investments $ $ $ $ Cost or Gross Gross December 31, 2015 Amortized Unrealized Unrealized Fair ($ in thousands) Cost Gains Losses Value Fixed-maturity securities Government $ $ $ $ Government agency State and municipality Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock Common stock Total equity securities Total investments $ $ $ $ |
Schedule of gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position | Less than 12 Months 12 Months or More Total December 31, 2016 Fair Unrealized Fair Unrealized Fair Unrealized ($ in thousands) Value Losses Value Losses Value Losses Fixed-maturity securities Government $ $ $ — $ — $ $ Government agency — — State and municipality — — Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock Common stock — — Total equity securities $ $ $ $ $ $ Less than 12 Months 12 Months or More Total December 31, 2015 Fair Unrealized Fair Unrealized Fair Unrealized ($ in thousands) Value Losses Value Losses Value Losses Fixed-maturity securities Government $ $ $ $ $ $ Government agency — — State and municipality Industrial and miscellaneous Residential mortgage-backed Commercial mortgage-backed Redeemable preferred stock Total fixed-maturity securities Equity securities Non-redeemable preferred stock — — Common stock — — Total equity securities — — $ $ $ $ $ $ |
Schedule of gross realized gains (losses) | Year Ended December 31, December 31, December 31, ($ in thousands) 2016 2015 2014 Realized gains: Fixed-maturity securities $ $ $ Equity securities Gross realized gains Realized losses: Fixed-maturity securities Equity securities — Other-than-temporary impairment losses on fixed-maturity securities — Gross realized losses Change in fair value of embedded derivatives — Net realized investment gains (losses) $ $ $ |
Schedule detailing the maturities of the Company's fixed-maturity securities, available-for-sale | Fair ($ in thousands) Amortized Cost Value Due in one year or less $ $ Due after one year through five years Due after five years through ten years Due after ten years Residential mortgage-backed securities Commercial mortgage-backed securities $ $ |
Schedule of net investment income | Year Ended December 31, December 31, December 31, ($ in thousands) 2016 2015 2014 Interest on investments $ $ $ Dividends Gross investment income Investment expenses Net investment income $ $ $ |
Deferred Acquisition Costs (Tab
Deferred Acquisition Costs (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of deferred acquisition costs | ($ in thousands) 2016 2015 2014 Balance, beginning of year $ $ $ Capitalized costs Amortization Balance, end of year $ $ $ |
Property, Equipment, and Depr38
Property, Equipment, and Depreciation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Summary of property, equipment, and depreciation | ($ in thousands) 2016 2015 Land held for use $ $ Land held for sale Building and improvements Transportation equipment Furniture and fixtures Computer equipment and software Accumulated depreciation and amortization Property and equipment, net $ $ |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Goodwill and Intangible Assets | |
Schedule of net carrying amount of intangible assets and goodwill | ($ in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount December 31, 2016 Goodwill $ $ — $ Customer relationships/lists Insurance licenses — $ $ $ December 31, 2015 Goodwill $ $ — $ Customer relationships/lists $ $ $ |
Subordinated Debentures (Tables
Subordinated Debentures (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Summary of TPS Debentures | ($ in thousands) 2016 2015 Floating Rate Capital Securities at LIBOR plus 4.00%, issued December 4, 2002, maturing on December 4, 2032 $ $ Floating Rate Capital Securities at LIBOR plus 4.10%, issued December 16, 2003, maturing on January 8, 2034 Floating Rate Capital Securities at LIBOR plus 3.80%, issued May 26, 2004, maturing on May 24, 2034 $ $ |
Income Tax Provision (Tables)
Income Tax Provision (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Components of income tax expense | The components of income tax expense for the years ended December 31 are as follows: 2016 ($ in thousands) Federal State Total Federal and state income tax expense (benefit) Current $ $ $ Deferred Total income tax expense (benefit) $ $ $ 2015 ($ in thousands) Federal State Total Federal and state income tax expense (benefit) Current $ $ $ Deferred Total income tax expense (benefit) $ $ $ 2014 ($ in thousands) Federal State Total Federal and state income tax expense (benefit) Current $ $ $ Deferred Total income tax expense (benefit) $ $ $ |
Schedule of components of net deferred income tax asset | ($ in thousands) 2016 2015 Deferred income tax assets: Allowance for policy cancellations $ $ Unpaid losses and loss adjustment expenses Deferred ceding fees Management fee Compensation Intangible assets Unrealized losses on equity securities Unrealized losses on fixed maturities and other investment securities Write-down of other-than-temporarily impaired investment securities Other Total deferred income tax assets Deferred income tax liabilities: Unearned premiums Unrealized gains on equity securities Unrealized gains on fixed maturities and other investment securities Deferred acquisition costs Fixed assets Other Total deferred income tax liabilities Net deferred income tax asset $ $ |
Schedule of reconciliation of federal income tax expense computed by applying the federal statutory tax rate to income (loss) before federal income tax | 2016 2015 2014 Effective Effective Effective ($ in thousands) Amount Tax Rate Amount Tax Rate Amount Tax Rate Expected tax expense (benefit) $ % $ % $ % Exclusion of Subchapter S income — — — — Change in tax status — — — — Change in federal statutory rate — — — — Accrual/adjustment prior year — — Tax-exempt income State income taxes Meals and entertainment Other — — Total income tax expense (benefit) $ % $ % $ % |
Reinsurance (Tables)
Reinsurance (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Reinsurance | |
Summary of balances | December 31, December 31, ($ in thousands) 2016 2015 Ceded unearned premiums $ $ Ceded loss and loss adjustment expense reserves Total reinsurance recoverables Secured reinsurance recoverables Unsecured reinsurance recoverables $ $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Measurements | |
Schedule of investments measured at fair value on recurring basis | December 31, 2016 ($ in thousands) Level 1 Level 2 Level 3 Total Fixed-maturity securities Government $ — $ $ — $ Government agency — — State and municipality — — Industrial and miscellaneous — — Residential mortgage-backed — — Commercial mortgage-backed — — Redeemable preferred stock — — Total fixed-maturity securities — — Equity securities Non-redeemable preferred stock — — Common stock — — Total equity securities — — Total investments $ — $ $ — $ December 31, 2015 ($ in thousands) Level 1 Level 2 Level 3 Total Fixed-maturity securities Government $ — $ $ — $ Government agency — — State and municipality — — Industrial and miscellaneous — — Residential mortgage-backed — — Commercial mortgage-backed — — Redeemable preferred stock — — Total fixed-maturity securities — — Equity securities Non-redeemable preferred stock — — Common stock — — Total equity securities — — Total investments $ — $ $ — $ |
Premiums Earned (Tables)
Premiums Earned (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of premiums earned | ($ in thousands) 2016 2015 2014 Premiums written $ $ $ Premiums assumed Premiums ceded Net premiums retained Change in net unearned premiums Total premiums earned $ $ $ Premiums assumed as a % of net premiums retained % % % |
Losses and Loss Adjustment Ex45
Losses and Loss Adjustment Expenses (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of losses and loss adjustment expenses | ($ in thousands) 2016 2015 2014 Direct losses and loss adjustment expenses $ $ $ Assumed losses and loss adjustment expenses Ceded losses and loss adjustment expenses Total net losses and loss adjustment expenses $ $ $ |
Schedule in the liability for unpaid losses and loss adjustment expenses | ($ in thousands) 2016 2015 2014 Balance at January 1, $ $ $ Reinsurance recoverables Net balance at January 1, Incurred related to: Current year Prior year Total incurred Paid related to: Current year Prior year Total paid Net balance at December 31, Reinsurance recoverables Balance at December 31, $ $ $ |
Schedule of incurred and paid losses by accident year | Incurred losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Total $ Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Total $ The Lender Services segment writes business that is short-tailed due to the nature of the coverages. Therefore, two years of incurred and paid losses by accident year are presented in the tables below: Incurred losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2015 2016 2015 $ $ 2016 Total $ Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance ($ in thousands) For the years ended December 31, Accident year 2015 2016 2015 $ $ 2016 Total $ |
Schedule of incurred but not reported (“IBNR”) liabilities and claims frequency, which is measured by claim event, for each accident year | Total of incurred but not reported ($ in thousands) liabilities plus expected Cumulative number of Accident Year development on reported claims reported claims 2007 $ 2008 2009 2010 2011 2012 2013 2014 2015 2016 — $ The following table presents IBNR liabilities and claims frequency, which is measured by claim event, for each accident year presented for the Lender Services segment: Total of incurred but not reported ($ in thousands) liabilities plus expected Cumulative number of Accident Year development on reported claims reported claims 2015 $ 2016 $ |
Schedule of the average annual percentage payout of incurred claims by age, net of reinsurance | Program Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10 Program 28% 48% 60% 67% 72% 73% 86% 90% 100% 100% Lender Year 1 Year 2 Lender |
Schedule reconciles the Program and Lender loss development tables to the liability for unpaid losses and loss adjustment expenses | ($ in thousands) 2016 Net outstanding liabilities for unpaid losses and LAE Program $ Lender Liabilities for unpaid losses and LAE, net of reinsurance Reinsurance Recoverable on unpaid losses Program Lender Total reinsurance recoverable on unpaid losses Unallocated loss adjustment expenses — Total gross liability for unpaid losses and LAE $ |
Statutory Accounting (Tables)
Statutory Accounting (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Reconciliation of (SAP) to GAAP | ($ in thousands) 2016 2015 Shareholders’ equity (insurance subsidiaries only): Per statutory basis $ $ Adjustments for: Allowance for return commissions Allowance for policy cancellations Commissions payable Deferred acquisition costs Deferred income taxes Investments Management fees Intangible assets Nonadmitted assets — Shareholders’ equity in accordance with GAAP $ $ ($ in thousands) 2016 2015 2014 Net income (insurance subsidiaries only): Per statutory basis $ $ $ Adjustments for: Allowance for return commissions Allowance for policy cancellations Commission expense Deferred acquisition costs Deferred income taxes Management fees Investments — Other — Net income in accordance with GAAP $ $ $ |
Stock-based Payments (Tables)
Stock-based Payments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Stock-based Payments | |
Schedule summarizes the assumptions used to value the options | Grant Date June 25, 2014 February 8, 2016 June 22, 2016 Options granted Risk-free rate of return % % % Expected dividend yields % % % Expected volatility % % % Expected award life (years) |
Schedule of nonvested stock activity | Weighted-Average Weighted-Average Restricted Grant Date Fair Value Stock Grant Date Fair Value December 31, 2016 Shares per Restricted Share Options per Stock Option Nonvested at beginning of period $ $ Granted Vested Nonvested at end of period Weighted-Average Weighted-Average Restricted Grant Date Fair Value Stock Grant Date Fair Value December 31, 2015 Shares per Restricted Share Options per Stock Option Nonvested at beginning of period $ $ Granted — — Forfeited — — Vested Nonvested at end of period |
Schedule of stock option activity | Weighted Weighted Weighted Weighted Average Average Share Average Average Number Exercise Price on Date Fair Remaining Aggregate of Awards Price of Exercise Value Contractual Life Intrinsic Value Outstanding, beginning of period $ $ — $ — $ — Granted — — — Exercised/Released — — — — — — Outstanding, end of period — Vested and exercisable, end of the period — Vested and unvested exercisable, end of the period — Vested and expected to vest, end of the period — |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Earnings Per Share | |
Schedule of reconciliation of the numerators and denominators of the basic and diluted per share calculations | Year Ended December 31, December 31, December 31, ($ in thousands, except for per share amounts) 2016 2015 2014 Numerator for both basic and diluted earnings per share: Net income (loss) $ $ $ Denominator for both basic and diluted earnings per share: Weighted-average common shares outstanding Dilutive effect of outstanding securities (determined using the treasury stock method) Weighted-average common shares outstanding and potential common shares outstanding |
Common Stock (Tables)
Common Stock (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Common Stock. | |
Summary of common stock repurchases | ($ in thousands, except share and per share data) 2016 2015 Shares repurchased Average price per share $ $ Aggregate cost $ $ Authorization remaining at end of period $ $ |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Segment Information | |
Schedule of business segment information | December 31, 2016 ($ in thousands) Program Lender Corporate Total Revenues: Premiums earned $ $ $ — $ Commission income — — Ceding fees — — Net investment income — — Realized net investment gains — — Other income — Total revenues Expenses: Losses and loss adjustment expenses — Commissions — Taxes, licenses, and fees — General and administrative Interest expense — — Total expenses Income (loss) before income taxes Income tax expense — — Net income (loss) $ $ $ $ Supplemental Information: Gross premiums written $ $ $ — $ Net premiums written $ $ $ — $ December 31, 2015 ($ in thousands) Program Lender Corporate Total Revenues: Premiums earned $ $ $ — $ Commission income — — Ceding fees — — Net investment income — — Realized net investment gains — — Other income — Total revenues Expenses: Losses and loss adjustment expenses — Commissions — Taxes, licenses, and fees — General and administrative Interest expense — — Total expenses Income (loss) before income taxes Income tax expense/(benefit) — — Net income (loss) $ $ $ $ Supplemental Information: Gross premiums written $ $ $ — $ Net premiums written $ $ $ — $ December 31, 2014 ($ in thousands) Program Lender Corporate Total Revenues: Premiums earned $ $ $ — $ Commission income — — Ceding fees — — Net investment income — — Realized net investment gains — — Other income — Total revenues Expenses: Losses and loss adjustment expenses — Commissions — Taxes, licenses, and fees — General and administrative Founder special compensation — — Offering-related expenses — — Contract modification expense — — Interest expense — — Total expenses Income (loss) before income taxes Income tax expense/(benefit) — — Net income (loss) $ $ $ $ Supplemental Information: Gross premiums written $ $ $ — $ Net premiums written $ $ $ — $ |
Schedule of the financial assets of the Entity's segments | December 31, 2016 ($ in thousands) Program Lender Corporate Total Assets: Accounts receivable from agents, net $ $ $ — $ Reinsurance recoverable on paid losses — Reinsurance recoverables — Deferred income taxes, net — — Goodwill and intangible assets, net — Other assets Total assets $ $ $ $ Liabilities: Unpaid losses and loss adjustment expenses $ $ $ — $ Unearned premiums — Allowance for policy cancellations — — Deferred ceding fees — — Other liabilities Total liabilities $ $ $ $ December 31, 2015 ($ in thousands) Program Lender Corporate Total Assets: Accounts receivable from agents, net $ $ $ — $ Reinsurance recoverable on paid losses — Reinsurance recoverables — Deferred income taxes, net — — Goodwill and intangible assets, net — Other assets Total assets $ $ $ $ Liabilities: Unpaid losses and loss adjustment expenses $ $ $ — $ Unearned premiums — Allowance for policy cancellations — — Deferred ceding fees — — Other liabilities Total liabilities $ $ $ $ |
Condensed Quarterly Financial51
Condensed Quarterly Financial Data - Unaudited (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes | |
Schedule of quarterly financial data | 2016 Quarters Ended ($ in thousands) Mar 31 Jun 30 Sep 30 Dec 31 Total revenues $ $ $ $ Total expenses Income (loss) before income taxes Income tax expense (benefit) Net income (loss) Basic earnings per share $ $ $ $ Diluted earnings per share 2015 Quarters Ended ($ in thousands) Mar 31 Jun 30 Sep 30 Dec 31 Total revenues $ $ $ $ Total expenses Income (loss) before income taxes Income tax expense (benefit) Net income (loss) Basic earnings per share $ $ $ $ Diluted earnings per share |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
United National Specialty Company (“UNSIC”) | |
Schedule summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date | ($ in thousands) Cash and cash equivalents $ Fixed-maturity securities Accounts receivable from agents, net Reinsurance recoverables Interest receivable Goodwill and intangible assets, net Total identifiable assets acquired $ Unpaid losses and loss adjustment expenses $ Unearned premiums Total liabilities assumed Net assets acquired $ |
Subsequent Events (Tables)
Subsequent Events (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Fireman’s Fund Insurance Company ("ISIC") | |
Schedule summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date | ($ in thousands) Cash and cash equivalents $ Fixed-maturity securities Reinsurance recoverables Interest receivable Goodwill and intangible assets, net Other receivables Total identifiable assets acquired $ Unpaid losses and loss adjustment expenses $ Other liabilities Total liabilities assumed Net assets acquired $ |
Summary of Significant Accoun54
Summary of Significant Accounting Policies (Details) | Jun. 23, 2014 | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($)item | Dec. 31, 2016USD ($)segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) |
Earnings Per Share | |||||||||||||||
Stock split ratio | 0.0014 | ||||||||||||||
Goodwill and Intangible Assets | |||||||||||||||
Impairments of goodwill | $ 0 | ||||||||||||||
Intangible assets impairments | 0 | $ 0 | $ 0 | ||||||||||||
Income Taxes | |||||||||||||||
Uncertain tax positions | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | 0 | 0 | ||||||||
Income tax expense (benefit) | $ 8,041,000 | $ 8,671,000 | $ 5,613,000 | $ 5,411,000 | $ 7,260,000 | $ 6,899,000 | $ 5,658,000 | $ 5,071,000 | 27,736,000 | $ 24,888,000 | $ (9,696,000) | ||||
New Accounting Pronouncements and Changes in Accounting Principles | |||||||||||||||
Adjustment to other assets and debt to reflect the netting of unamortized debt issuance costs | $ 760,000 | ||||||||||||||
Number of major segments | 2 | 2 | |||||||||||||
Minimum | |||||||||||||||
New Accounting Pronouncements and Changes in Accounting Principles | |||||||||||||||
Estimated useful lives | 3 years | ||||||||||||||
Maximum | |||||||||||||||
New Accounting Pronouncements and Changes in Accounting Principles | |||||||||||||||
Estimated useful lives | 20 years |
Investments - Amortized Cost, G
Investments - Amortized Cost, Gross Unrealized Gains and Losses, and Fair Value (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 |
Investments | ||
Cost or Amortized Cos | $ 333,265 | $ 332,560 |
Gross Unrealized Gains | 6,021 | 6,322 |
Gross Unrealized Losses | (3,955) | (3,816) |
Total investments | 335,331 | 335,066 |
Fixed-maturity securities | ||
Investments | ||
Cost or Amortized Cos | 329,994 | 327,764 |
Gross Unrealized Gains | 5,717 | 5,486 |
Gross Unrealized Losses | (3,604) | (3,728) |
Total investments | 332,107 | 329,522 |
Government | ||
Investments | ||
Cost or Amortized Cos | 28,020 | 18,890 |
Gross Unrealized Gains | 87 | 124 |
Gross Unrealized Losses | (102) | (35) |
Total investments | 28,005 | 18,979 |
Government agency | ||
Investments | ||
Cost or Amortized Cos | 1,522 | 2,025 |
Gross Unrealized Gains | 18 | 31 |
Gross Unrealized Losses | (2) | (7) |
Total investments | 1,538 | 2,049 |
State and municipality | ||
Investments | ||
Cost or Amortized Cos | 57,885 | 68,461 |
Gross Unrealized Gains | 508 | 1,895 |
Gross Unrealized Losses | (183) | (14) |
Total investments | 58,210 | 70,342 |
Industrial and miscellaneous | ||
Investments | ||
Cost or Amortized Cos | 147,761 | 132,797 |
Gross Unrealized Gains | 3,765 | 2,139 |
Gross Unrealized Losses | (2,111) | (2,618) |
Total investments | 149,415 | 132,318 |
Residential mortgage-backed | ||
Investments | ||
Cost or Amortized Cos | 51,237 | 80,566 |
Gross Unrealized Gains | 536 | 1,213 |
Gross Unrealized Losses | (697) | (793) |
Total investments | 51,076 | 80,986 |
Commercial mortgage-backed | ||
Investments | ||
Cost or Amortized Cos | 40,410 | 22,235 |
Gross Unrealized Gains | 300 | 68 |
Gross Unrealized Losses | (327) | (150) |
Total investments | 40,383 | 22,153 |
Redeemable preferred stock | ||
Investments | ||
Cost or Amortized Cos | 3,159 | 2,790 |
Gross Unrealized Gains | 503 | 16 |
Gross Unrealized Losses | (182) | (111) |
Total investments | 3,480 | 2,695 |
Equity securities | ||
Investments | ||
Cost or Amortized Cos | 3,271 | 4,796 |
Gross Unrealized Gains | 304 | 836 |
Gross Unrealized Losses | (351) | (88) |
Total investments | 3,224 | 5,544 |
Non-redeemable preferred stock | ||
Investments | ||
Cost or Amortized Cos | 3,267 | 4,012 |
Gross Unrealized Gains | 304 | 422 |
Gross Unrealized Losses | (350) | (69) |
Total investments | 3,221 | 4,365 |
Common stock | ||
Investments | ||
Cost or Amortized Cos | 4 | 784 |
Gross Unrealized Gains | 414 | |
Gross Unrealized Losses | (1) | (19) |
Total investments | $ 3 | $ 1,179 |
Investments - Gross Unrealized
Investments - Gross Unrealized Losses, Fair Value and Length of Time Securities in Continuous Unrealized Loss Position (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Fair Value | |||
Less Than 12 Months | $ 145,656 | $ 126,856 | |
12 Months or More | 7,072 | 18,031 | |
Total | 152,728 | 144,887 | |
Unrealized Losses | |||
Less Than 12 Months | (3,084) | (2,714) | |
12 Months or More | (871) | (1,102) | |
Total | $ (3,955) | (3,816) | |
Number of securities in unrealized loss position | item | 270 | ||
Proceeds from sales of investments in fixed-maturity, equity and short-term securities | $ 64,500 | 39,100 | $ 14,800 |
Fixed-maturity securities | |||
Fair Value | |||
Less Than 12 Months | 145,083 | 124,036 | |
12 Months or More | 7,030 | 18,031 | |
Total | 152,113 | 142,067 | |
Unrealized Losses | |||
Less Than 12 Months | (2,771) | (2,626) | |
12 Months or More | (833) | (1,102) | |
Total | (3,604) | (3,728) | |
Government | |||
Fair Value | |||
Less Than 12 Months | 19,371 | 2,757 | |
12 Months or More | 1,290 | ||
Total | 19,371 | 4,047 | |
Unrealized Losses | |||
Less Than 12 Months | (102) | (23) | |
12 Months or More | (12) | ||
Total | (102) | (35) | |
Government agency | |||
Fair Value | |||
Less Than 12 Months | 538 | 665 | |
Total | 538 | 665 | |
Unrealized Losses | |||
Less Than 12 Months | (2) | (7) | |
Total | (2) | (7) | |
State and municipality | |||
Fair Value | |||
Less Than 12 Months | 21,523 | 405 | |
12 Months or More | 369 | ||
Total | 21,523 | 774 | |
Unrealized Losses | |||
Less Than 12 Months | (183) | (1) | |
12 Months or More | (13) | ||
Total | (183) | (14) | |
Industrial and miscellaneous | |||
Fair Value | |||
Less Than 12 Months | 52,995 | 74,782 | |
12 Months or More | 2,784 | 2,440 | |
Total | 55,779 | 77,222 | |
Unrealized Losses | |||
Less Than 12 Months | (1,485) | (2,139) | |
12 Months or More | (626) | (479) | |
Total | (2,111) | (2,618) | |
Residential mortgage-backed | |||
Fair Value | |||
Less Than 12 Months | 29,776 | 31,090 | |
12 Months or More | 3,338 | 13,227 | |
Total | 33,114 | 44,317 | |
Unrealized Losses | |||
Less Than 12 Months | (535) | (258) | |
12 Months or More | (162) | (535) | |
Total | (697) | (793) | |
Commercial mortgage-backed | |||
Fair Value | |||
Less Than 12 Months | 18,673 | 13,317 | |
12 Months or More | 773 | 413 | |
Total | 19,446 | 13,730 | |
Unrealized Losses | |||
Less Than 12 Months | (293) | (147) | |
12 Months or More | (34) | (3) | |
Total | (327) | (150) | |
Redeemable preferred stock | |||
Fair Value | |||
Less Than 12 Months | 2,207 | 1,020 | |
12 Months or More | 135 | 292 | |
Total | 2,342 | 1,312 | |
Unrealized Losses | |||
Less Than 12 Months | (171) | (51) | |
12 Months or More | (11) | (60) | |
Total | (182) | (111) | |
Equity securities | |||
Fair Value | |||
Less Than 12 Months | 573 | 2,820 | |
12 Months or More | 42 | ||
Total | 615 | 2,820 | |
Unrealized Losses | |||
Less Than 12 Months | (313) | (88) | |
12 Months or More | (38) | ||
Total | (351) | (88) | |
Non-redeemable preferred stock | |||
Fair Value | |||
Less Than 12 Months | 570 | 2,067 | |
12 Months or More | 42 | ||
Total | 612 | 2,067 | |
Unrealized Losses | |||
Less Than 12 Months | (312) | (69) | |
12 Months or More | (38) | ||
Total | (350) | (69) | |
Common stock | |||
Fair Value | |||
Less Than 12 Months | 3 | 753 | |
Total | 3 | 753 | |
Unrealized Losses | |||
Less Than 12 Months | (1) | (19) | |
Total | $ (1) | $ (19) | |
Investment-grade | |||
Unrealized Losses | |||
Percentage of investments in unrealized loss position | 95.00% |
Investments - Gross Realized Ga
Investments - Gross Realized Gains (Losses) (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016USD ($)item | Dec. 31, 2015USD ($)item | Dec. 31, 2014USD ($) | |
Realized gains: | |||
Fixed-maturity securities | $ 2,959 | $ 1,493 | $ 1,388 |
Equity securities | 362 | 493 | 34 |
Gross realized gains | 3,321 | 1,986 | 1,422 |
Realized losses: | |||
Fixed-maturity securities | (714) | (653) | (92) |
Equity securities | (98) | (19) | |
Other-than-temporary impairment losses on fixed-maturity securities | (201) | (96) | |
Gross realized losses | (1,013) | (749) | (111) |
Change in fair value of embedded derivatives | 427 | 651 | |
Net realized investment gains (losses) | $ 2,735 | $ 1,888 | $ 1,311 |
Number of non-cash exchanges of an investment security | item | 1 | 11 | |
Non-cash consideration received for exchanges | $ 533 | $ 4,900 | |
Gains recognized on exchanges | $ 153 | $ 33 |
Investments - Maturities of Fix
Investments - Maturities of Fixed-Maturity Securities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Amortized Cost | ||
Due in one year or less | $ 13,763 | |
Due after one year through five years | 123,865 | |
Due after five years through ten years | 86,843 | |
Due after ten years | 13,876 | |
Total amortized cost for fixed maturity securities | 329,994 | $ 327,764 |
Fair value | ||
Due in one year or less | 13,798 | |
Due after one year through five years | 125,660 | |
Due after five years through ten years | 86,395 | |
Due after ten years | 14,795 | |
Total fixed maturity securities | 332,107 | $ 329,522 |
Mortgage-backed securities | ||
Fair value | ||
Mortgage-backed securities collateralized by subprime residential loans | $ 800 | |
Percentage of total investments which are collateralized by subprime residential loans | 0.24% | |
Residential mortgage-backed | ||
Amortized Cost | ||
Residential mortgage-backed securities and Commercial mortgage-backed securities | $ 51,237 | |
Fair value | ||
Residential mortgage-backed securities and Commercial mortgage-backed securities | 51,076 | |
Commercial mortgage-backed | ||
Amortized Cost | ||
Residential mortgage-backed securities and Commercial mortgage-backed securities | 40,410 | |
Fair value | ||
Residential mortgage-backed securities and Commercial mortgage-backed securities | $ 40,383 |
Investments - Net Investment In
Investments - Net Investment Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Net investment income | |||
Interest on investments | $ 8,448 | $ 8,357 | $ 5,254 |
Dividends | 491 | 301 | 135 |
Gross investment income | 8,939 | 8,658 | 5,389 |
Investment expenses | (900) | (710) | (548) |
Net investment income | 8,039 | 7,948 | $ 4,841 |
Fair value of fixed-maturity securities on deposit | $ 77,000 | $ 53,500 |
Deferred Acquisition Costs (Det
Deferred Acquisition Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Deferred acquisition costs | |||
Balance, beginning of year | $ 1,075 | $ 1,036 | $ 1,095 |
Capitalized costs | 5,854 | 5,359 | 4,907 |
Amortization | (5,735) | (5,320) | (4,966) |
Balance, end of year | $ 1,194 | $ 1,075 | $ 1,036 |
Property, Equipment, and Depr61
Property, Equipment, and Depreciation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Property and equipment | $ 29,492 | $ 31,282 | |
Accumulated depreciation and amortization | (13,329) | (14,119) | |
Property and equipment, net | 16,163 | 17,163 | |
Depreciation and amortization | 1,700 | 1,800 | $ 1,800 |
Gains from sale of property and equipment | 3 | 107 | (47) |
Land held for use | |||
Property and equipment | 3,443 | 3,443 | |
Land held for sale | |||
Property and equipment | 1,034 | 1,034 | |
Building and Building Improvements [Member] | |||
Property and equipment | 15,330 | 15,234 | |
Transportation Equipment [Member] | |||
Property and equipment | 818 | 873 | |
Furniture and Fixtures [Member] | |||
Property and equipment | 3,277 | 3,241 | |
ComputerEquipmentAndSoftware[Member] | |||
Property and equipment | 5,590 | 7,457 | |
Property, Plant and Equipment [Member] | |||
Gains from sale of property and equipment | $ 3 | $ 107 | $ 454 |
Goodwill and Intangible Asset62
Goodwill and Intangible Assets (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Goodwill and intangible assets | |||
Goodwill and intangible assets | $ 12,588,000 | $ 5,958,000 | |
Goodwill | 2,565,000 | 2,565,000 | |
Accumulated Amortization Excluding Goodwill | (16,327,000) | (15,607,000) | |
Gross amount | 28,915,000 | 21,565,000 | |
Impairments of goodwill | 0 | ||
Expected Amortization Expense | |||
2,017 | 699,000 | ||
2,018 | 644,000 | ||
2,019 | 260,000 | ||
2,020 | 244,000 | ||
2,021 | 228,000 | ||
Customer relationships/lists | |||
Goodwill and intangible assets | |||
Gross Finite-Lived intangible assets | 19,000,000 | 19,000,000 | |
Accumulated Amortization Excluding Goodwill | (16,327,000) | (15,607,000) | |
Definite-lived intangible assets, net of amortization | 2,673,000 | 3,393,000 | |
Amortization Expense | $ 720,000 | 725,000 | $ 765,000 |
Expected useful lives of definite lived intangible assets | 15 years | ||
Non-compete agreements | |||
Goodwill and intangible assets | |||
Amortization Expense | $ 0 | 0 | $ 458,000 |
Non-compete agreements | Minimum | |||
Goodwill and intangible assets | |||
Expected useful lives of definite lived intangible assets | 5 years | ||
Non-compete agreements | Maximum | |||
Goodwill and intangible assets | |||
Expected useful lives of definite lived intangible assets | 9 years | ||
Insurance licenses | |||
Goodwill and intangible assets | |||
Indefinite-Lived intangible assets | $ 7,350,000 | ||
Program Services segment | |||
Goodwill and intangible assets | |||
Goodwill and intangible assets | 9,465,000 | 2,115,000 | |
Goodwill | 2,100,000 | 2,100,000 | |
Program Services segment | Insurance licenses | |||
Goodwill and intangible assets | |||
Indefinite-Lived intangible assets | 7,400,000 | ||
Lender Services segment | |||
Goodwill and intangible assets | |||
Goodwill and intangible assets | 3,123,000 | 3,843,000 | |
Goodwill | 450,000 | 450,000 | |
Definite-lived intangible assets, net of amortization | $ 2,700,000 | $ 3,400,000 |
Subordinated Debentures (Detail
Subordinated Debentures (Details) $ in Thousands | Mar. 31, 2016USD ($) | Oct. 08, 2014USD ($) | Dec. 31, 2004USD ($)item | Dec. 31, 2016USD ($)item | Dec. 31, 2014USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | ||||||
Number of business trusts | item | 4 | |||||
Debt, net | $ 44,500 | $ 44,500 | ||||
Gain (Loss) on Repurchase of Debt Instrument | $ 610 | $ 610 | ||||
Number of years after which early redemption is allowed | 5 years | |||||
Multiples in which the debt can be redeemed (including accrued interest) | $ 1 | |||||
Variable rate (As a percent) | 1.00% | |||||
Number of consecutive quarters for which payment of interest is deferred | item | 20 | |||||
Debt issuance costs amortization period | 30 years | |||||
Affiliated Entity [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from trust preferred securities | $ 52,000 | |||||
Other Assets [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ 1,300 | |||||
Accumulated amortization of debt issuance costs | 572 | 529 | ||||
Subordinated debentures | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from issuance of subordinated long-term debt | $ 53,600 | |||||
Carrying value | 7,500 | |||||
Repurchase of subordinated debentures | 6,750 | |||||
Accrued interest | $ 49 | |||||
Floating Rate Capital Securities 2032 Member | ||||||
Debt Instrument [Line Items] | ||||||
Debt, net | 17,500 | 17,500 | ||||
Floating Rate Capital Securities January 2034 Member | ||||||
Debt Instrument [Line Items] | ||||||
Debt, net | 12,000 | 12,000 | ||||
Floating Rate Capital Securities May 2034 Member | ||||||
Debt Instrument [Line Items] | ||||||
Debt, net | $ 15,000 | $ 15,000 | ||||
London Interbank Offered Rate (LIBOR) [Member] | Floating Rate Capital Securities 2032 Member | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 4.00% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Floating Rate Capital Securities January 2034 Member | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 4.10% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Floating Rate Capital Securities May 2034 Member | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 3.80% | |||||
Three-month LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Variable rate basis | three-month LIBOR | |||||
Revolving Credit Facility (“credit agreement”) | T.B.A. Insurance Group, Ltd Member | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 15,000 | $ 15,000 | ||||
Unused capacity commitment fee percentage | 0.125% | 0.125% | ||||
Minimum tangible net worth required by financial covenant | $ 150,000 | $ 150,000 | ||||
Minimum asset market value required by financial covenant | $ 25,000 | $ 25,000 | ||||
Revolving Credit Facility (“credit agreement”) | London Interbank Offered Rate (LIBOR) [Member] | T.B.A. Insurance Group, Ltd Member | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate (as a percent) | 1.85% | 1.85% | ||||
Variable rate basis floor | 0.15% | 0.15% |
Income Tax Provision (Details)
Income Tax Provision (Details) - USD ($) $ in Thousands | Jan. 01, 2014 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Federal And State Income Tax Expense Benefit Abstract | ||||||||||||
Federal current | $ 28,457 | $ 24,019 | $ 10,827 | |||||||||
State current | 1,626 | 1,722 | 687 | |||||||||
Federal deferred | (2,431) | (794) | (21,156) | |||||||||
State deferred | 84 | (59) | (54) | |||||||||
Deferred tax expense (benefit) | (2,347) | (853) | (21,210) | |||||||||
Federal income tax expense (benefit) | 26,026 | 23,225 | (10,329) | |||||||||
State income tax expense (benefit) | 1,710 | 1,663 | 633 | |||||||||
Total income tax expense (benefit) | $ 8,041 | $ 8,671 | $ 5,613 | $ 5,411 | $ 7,260 | $ 6,899 | $ 5,658 | $ 5,071 | 27,736 | 24,888 | (9,696) | |
Deferred Tax Assets, Gross [Abstract] | ||||||||||||
Allowance for policy cancellations | 23,246 | 20,864 | 23,246 | 20,864 | ||||||||
Unpaid losses and loss adjustment expenses | 182 | 156 | 182 | 156 | ||||||||
Deferred ceding fees | 11,279 | 10,192 | 11,279 | 10,192 | ||||||||
Management fee | 37 | 111 | 37 | 111 | ||||||||
Compensation | 4,117 | 3,638 | 4,117 | 3,638 | ||||||||
Intangible assets | 514 | 376 | 514 | 376 | ||||||||
Unrealized losses on equity securities | 123 | 31 | 123 | 31 | ||||||||
Unrealized losses on fixed maturities and other investment securities | 1,261 | 1,305 | 1,261 | 1,305 | ||||||||
Write-down of other-than-temporarily impaired investment securities | 111 | 249 | 111 | 249 | ||||||||
Other | 33 | 116 | 33 | 116 | ||||||||
Total deferred income tax assets | 40,903 | 37,038 | 40,903 | 37,038 | ||||||||
Deferred Tax Liabilities, Net [Abstract] | ||||||||||||
Unearned premiums | 8,412 | 7,522 | 8,412 | 7,522 | ||||||||
Unrealized gains on equity securities | 107 | 292 | 107 | 292 | ||||||||
Unrealized gains on fixed maturities and other investment securities | 2,001 | 1,920 | 2,001 | 1,920 | ||||||||
Deferred acquisition costs | 418 | 376 | 418 | 376 | ||||||||
Fixed assets | 131 | 302 | 131 | 302 | ||||||||
Other | 976 | 418 | 976 | 418 | ||||||||
Total deferred income tax liabilities | 12,045 | 10,830 | 12,045 | 10,830 | ||||||||
Net deferred income tax asset | 28,858 | 26,208 | 28,858 | 26,208 | ||||||||
Valuation allowance | 0 | 0 | 0 | 0 | ||||||||
Amount | ||||||||||||
Expected tax expense (benefit) | 26,885 | 24,344 | 461 | |||||||||
Exclusion of Subchapter S income | 8,465 | |||||||||||
Change in tax status | (19,316) | |||||||||||
Change in federal statutory rate | (75) | |||||||||||
Accrual/adjustment prior year | (175) | 174 | ||||||||||
Tax-exempt income | (379) | (432) | (304) | |||||||||
State income taxes | 1,140 | 1,060 | 826 | |||||||||
Meals and entertainment | 109 | 94 | 61 | |||||||||
Other | (19) | (3) | 12 | |||||||||
Total income tax expense (benefit) | 8,041 | $ 8,671 | $ 5,613 | $ 5,411 | 7,260 | $ 6,899 | $ 5,658 | $ 5,071 | $ 27,736 | $ 24,888 | $ (9,696) | |
Effective Tax Rate | ||||||||||||
Expected tax expense (benefit) (as a percent) | 35.00% | 35.00% | 35.00% | |||||||||
Exclusion of Subchapter S income (as a percent) | 643.00% | |||||||||||
Change in tax status (as a percent) | (1467.20%) | |||||||||||
Change in federal statutory rate (as a percent) | (5.70%) | |||||||||||
Accrual/adjustment prior year | (0.20%) | 13.20% | ||||||||||
Tax-exempt income (as a percent) | (0.50%) | (0.60%) | (23.10%) | |||||||||
State income taxes (as a percent) | 1.50% | 1.50% | 62.80% | |||||||||
Meals and entertainment | 0.10% | 0.10% | 4.60% | |||||||||
Other (as a percent) | 0.80% | |||||||||||
Total income tax expense (benefit) (as a percent) | 36.10% | 35.80% | (736.60%) | |||||||||
Income Tax Examination, Penalties and Interest Accrued [Abstract] | ||||||||||||
Income tax penalties and interest | 0 | $ 0 | ||||||||||
Carryforwards | ||||||||||||
Operating loss carryforwards | 0 | 0 | ||||||||||
Minimum | ||||||||||||
Effective Tax Rate | ||||||||||||
Expected tax expense (benefit) (as a percent) | 34.30% | |||||||||||
Maximum | ||||||||||||
Effective Tax Rate | ||||||||||||
Expected tax expense (benefit) (as a percent) | 35.00% | |||||||||||
Parent Company [Member] | ||||||||||||
Federal And State Income Tax Expense Benefit Abstract | ||||||||||||
Deferred tax expense (benefit) | (1,282) | $ (1,415) | $ (552) | |||||||||
Deferred Tax Liabilities, Net [Abstract] | ||||||||||||
Net deferred income tax asset | $ 3,250 | $ 1,968 | $ 3,250 | $ 1,968 |
Reinsurance (Details)
Reinsurance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Percentage of certain CPI policies ceded | 30.00% | |
Ceded unearned premiums | $ 651,938 | $ 559,638 |
Ceded loss and loss adjustment expense reserves | 1,690,926 | 1,352,022 |
Total reinsurance recoverables | 2,342,864 | 1,911,660 |
Secured reinsurance recoverables | (1,678,243) | (1,527,335) |
Unsecured reinsurance recoverables | $ 664,621 | $ 384,325 |
Fair value of the collateral held as a percentage of the secured reinsurance recoverables | 132.00% | |
Minimum | ||
Fair value of the collateral held as a percentage of the secured reinsurance recoverables | 100.00% |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value Measurements | ||
Fixed-maturity securities | $ 332,107 | $ 329,522 |
Equity securities | 3,224 | 5,544 |
Level 3 activity | 0 | 0 |
Transfers between Level 1, Level 2, and Level 3 | 0 | 0 |
Level 2 | ||
Fair Value Measurements | ||
Fair value of embedded derivatives | 9,500 | |
Recurring basis | ||
Fair Value Measurements | ||
Total | 335,331 | 335,066 |
Recurring basis | Fixed-maturity securities | ||
Fair Value Measurements | ||
Fixed-maturity securities | 332,107 | 329,522 |
Recurring basis | Government | ||
Fair Value Measurements | ||
Fixed-maturity securities | 28,005 | 18,979 |
Recurring basis | Government agency | ||
Fair Value Measurements | ||
Fixed-maturity securities | 1,538 | 2,049 |
Recurring basis | State and municipality | ||
Fair Value Measurements | ||
Fixed-maturity securities | 58,210 | 70,342 |
Recurring basis | Industrial and miscellaneous | ||
Fair Value Measurements | ||
Fixed-maturity securities | 149,415 | 132,318 |
Recurring basis | Residential mortgage-backed | ||
Fair Value Measurements | ||
Fixed-maturity securities | 51,076 | 80,986 |
Recurring basis | Commercial mortgage-backed | ||
Fair Value Measurements | ||
Fixed-maturity securities | 40,383 | 22,153 |
Recurring basis | Redeemable preferred stock | ||
Fair Value Measurements | ||
Fixed-maturity securities | 3,480 | 2,695 |
Recurring basis | Equity securities | ||
Fair Value Measurements | ||
Equity securities | 3,224 | 5,544 |
Recurring basis | Non-redeemable preferred stock | ||
Fair Value Measurements | ||
Equity securities | 3,221 | 4,365 |
Recurring basis | Common stock | ||
Fair Value Measurements | ||
Equity securities | 3 | 1,179 |
Recurring basis | Level 2 | ||
Fair Value Measurements | ||
Total | 335,331 | 335,066 |
Fair value of embedded derivatives | 8,600 | |
Recurring basis | Level 2 | Fixed-maturity securities | ||
Fair Value Measurements | ||
Fixed-maturity securities | 332,107 | 329,522 |
Recurring basis | Level 2 | Government | ||
Fair Value Measurements | ||
Fixed-maturity securities | 28,005 | 18,979 |
Recurring basis | Level 2 | Government agency | ||
Fair Value Measurements | ||
Fixed-maturity securities | 1,538 | 2,049 |
Recurring basis | Level 2 | State and municipality | ||
Fair Value Measurements | ||
Fixed-maturity securities | 58,210 | 70,342 |
Recurring basis | Level 2 | Industrial and miscellaneous | ||
Fair Value Measurements | ||
Fixed-maturity securities | 149,415 | 132,318 |
Recurring basis | Level 2 | Residential mortgage-backed | ||
Fair Value Measurements | ||
Fixed-maturity securities | 51,076 | 80,986 |
Recurring basis | Level 2 | Commercial mortgage-backed | ||
Fair Value Measurements | ||
Fixed-maturity securities | 40,383 | 22,153 |
Recurring basis | Level 2 | Redeemable preferred stock | ||
Fair Value Measurements | ||
Fixed-maturity securities | 3,480 | 2,695 |
Recurring basis | Level 2 | Equity securities | ||
Fair Value Measurements | ||
Equity securities | 3,224 | 5,544 |
Recurring basis | Level 2 | Non-redeemable preferred stock | ||
Fair Value Measurements | ||
Equity securities | 3,221 | 4,365 |
Recurring basis | Level 2 | Common stock | ||
Fair Value Measurements | ||
Equity securities | $ 3 | $ 1,179 |
Premiums Earned (Details)
Premiums Earned (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Premiums Earned, Net [Abstract] | |||
Premiums written | $ 1,447,706 | $ 1,262,990 | $ 1,032,608 |
Premiums assumed | 15,550 | 2,097 | 1,517 |
Premiums ceded | (1,330,660) | (1,144,579) | (935,051) |
Net premiums retained | 132,596 | 120,508 | 99,074 |
Change in net unearned premiums | (2,942) | (2,440) | (2,424) |
Total premiums earned | $ 129,654 | $ 118,068 | $ 96,650 |
Premiums assumed as a % of net premiums retained | 11.70% | 1.70% | 1.50% |
Losses and Loss Adjustment Ex68
Losses and Loss Adjustment Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Policyholder Benefits and Claims Incurred, Net [Abstract] | |||
Direct losses and loss adjustment expenses | $ 927,937 | $ 696,249 | $ 714,708 |
Assumed losses and loss adjustment expenses | 5,815 | 1,225 | 2,469 |
Ceded losses and loss adjustment expenses | (874,996) | (641,721) | (676,356) |
Total net losses and loss adjustment expenses | 58,756 | 55,753 | 40,821 |
Liability for Unpaid Claims and Claims Adjustment Expense, Incurred Claims [Abstract] | |||
Current year | 58,200 | 53,965 | 41,314 |
Prior year | 556 | 1,788 | (493) |
Total incurred | 58,756 | 55,753 | 40,821 |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid [Abstract] | |||
Balance at January 1 | 1,364,774 | 1,209,905 | 1,016,641 |
Reinsurance recoverables | (1,352,022) | (1,199,780) | (1,006,892) |
Net balance at January 1 | 12,752 | 10,125 | 9,749 |
Current year | 48,918 | 45,239 | 34,251 |
Prior year | 9,810 | 7,887 | 6,194 |
Total paid | 58,728 | 53,126 | 40,445 |
Net balance at December 31 | 12,780 | 12,752 | 10,125 |
Reinsurance recoverable | 1,690,926 | 1,352,022 | 1,199,780 |
Balance at December 31 | 1,703,706 | 1,364,774 | 1,209,905 |
Estimate of ultimate losses incurred | 556 | 1,788 | (493) |
Favorable and unfavorable development | 600 | 1,800 | (500) |
Program Services segment | |||
Policyholder Benefits and Claims Incurred, Net [Abstract] | |||
Total net losses and loss adjustment expenses | 1,053 | 1,987 | 217 |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid [Abstract] | |||
Balance at January 1 | 1,354,211 | ||
Reinsurance recoverable | 1,688,774 | ||
Balance at December 31 | 1,692,267 | 1,354,211 | |
Favorable and unfavorable development | (1,100) | (2,000) | |
Lender Services segment | |||
Policyholder Benefits and Claims Incurred, Net [Abstract] | |||
Total net losses and loss adjustment expenses | 57,703 | 53,766 | 40,604 |
Liability for Unpaid Claims and Claims Adjustment Expense, Claims Paid [Abstract] | |||
Balance at January 1 | 10,563 | ||
Reinsurance recoverable | 2,152 | ||
Balance at December 31 | 11,439 | $ 10,563 | |
Favorable and unfavorable development | $ 500 | $ 700 |
Losses and Loss Adjustment Ex69
Losses and Loss Adjustment Expenses - Short-Duration Contracts (Details) $ in Thousands | Dec. 31, 2016USD ($)item | Sep. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($) | Dec. 31, 2011USD ($) | Dec. 31, 2010USD ($) | Dec. 31, 2009USD ($) | Dec. 31, 2008USD ($) | Dec. 31, 2007USD ($) |
Short-duration Insurance Contracts | |||||||||||
Liabilities for unpaid losses and LAE, net of reinsurance | $ 12,780 | ||||||||||
Total reinsurance recoverable on unpaid losses | 1,690,926 | $ 1,352,022 | $ 1,199,780 | $ 1,006,892 | |||||||
Total gross liability for unpaid losses and LAE | 1,703,706 | 1,364,774 | 1,209,905 | 1,016,641 | |||||||
Program Services segment | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | 15,325 | ||||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 11,832 | ||||||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 3,493 | ||||||||||
Year 1 | 28.00% | ||||||||||
Year 2 | 48.00% | ||||||||||
Year 3 | 60.00% | ||||||||||
Year 4 | 67.00% | ||||||||||
Year 5 | 72.00% | ||||||||||
Year 6 | 73.00% | ||||||||||
Year 7 | 86.00% | ||||||||||
Year 8 | 90.00% | ||||||||||
Year 9 | 100.00% | ||||||||||
Year 10 | 100.00% | ||||||||||
Liabilities for unpaid losses and LAE, net of reinsurance | $ 3,493 | ||||||||||
Total reinsurance recoverable on unpaid losses | 1,688,774 | ||||||||||
Total gross liability for unpaid losses and LAE | 1,692,267 | 1,354,211 | |||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2007 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | 2,187 | 2,438 | 2,574 | 2,441 | $ 1,911 | $ 1,943 | $ 2,019 | $ 1,904 | $ 2,475 | $ 2,468 | |
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 2,186 | 2,436 | 2,436 | 2,433 | 1,895 | 1,891 | 1,874 | 1,760 | 1,567 | $ 880 | |
Incurred but not reported liabilities plus expected development on reported claims | $ 1 | ||||||||||
Cumulative number of reported claims | item | 297,060 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2008 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 1,676 | 1,679 | 1,675 | 1,686 | 1,708 | 1,733 | 1,810 | 2,125 | 2,054 | ||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 1,667 | 1,654 | 1,651 | 1,643 | 1,613 | 1,554 | 1,487 | 1,284 | $ 807 | ||
Incurred but not reported liabilities plus expected development on reported claims | $ 8 | ||||||||||
Cumulative number of reported claims | item | 87,176 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2009 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 2,758 | 2,701 | 2,426 | 2,294 | 2,151 | 1,639 | 1,899 | 1,918 | |||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 2,238 | 2,132 | 1,935 | 1,690 | 1,458 | 1,104 | 1,003 | $ 573 | |||
Incurred but not reported liabilities plus expected development on reported claims | $ 519 | ||||||||||
Cumulative number of reported claims | item | 74,604 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2010 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 3,960 | 3,729 | 2,696 | 2,740 | 2,342 | 1,641 | 1,441 | ||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 3,086 | 2,239 | 1,954 | 1,463 | 1,099 | 741 | $ 366 | ||||
Incurred but not reported liabilities plus expected development on reported claims | $ 874 | ||||||||||
Cumulative number of reported claims | item | 62,041 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2011 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 3,353 | 2,892 | 2,169 | 2,103 | 1,813 | 886 | |||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 1,913 | 1,374 | 997 | 639 | 381 | $ 53 | |||||
Incurred but not reported liabilities plus expected development on reported claims | $ 1,441 | ||||||||||
Cumulative number of reported claims | item | 49,878 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2012 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 1,362 | 793 | 692 | 701 | 949 | ||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 734 | 390 | 234 | 135 | $ 58 | ||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 629 | ||||||||||
Cumulative number of reported claims | item | 52,233 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2013 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 19 | 22 | 34 | 56 | |||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 2 | 2 | 2 | $ 2 | |||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 17 | ||||||||||
Cumulative number of reported claims | item | 59,350 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2014 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 2 | 2 | 4 | ||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 1 | 1 | $ 1 | ||||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 2 | ||||||||||
Cumulative number of reported claims | item | 63,576 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2015 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 5 | 5 | |||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 3 | 3 | |||||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 2 | ||||||||||
Cumulative number of reported claims | item | 60,347 | ||||||||||
Program Services segment | Short-duration Insurance Contracts, Accident Year 2016 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 3 | ||||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | $ 2 | ||||||||||
Cumulative number of reported claims | item | 49,215 | ||||||||||
Lender Services segment | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 112,276 | ||||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 102,989 | ||||||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 9,287 | ||||||||||
Year 1 | 84.00% | ||||||||||
Year 2 | 100.00% | ||||||||||
Liabilities for unpaid losses and LAE, net of reinsurance | $ 9,287 | ||||||||||
Total reinsurance recoverable on unpaid losses | 2,152 | ||||||||||
Total gross liability for unpaid losses and LAE | 11,439 | 10,563 | |||||||||
Lender Services segment | Short-duration Insurance Contracts, Accident Year 2015 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | 54,079 | 53,960 | |||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 54,073 | $ 45,236 | |||||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 5 | ||||||||||
Cumulative number of reported claims | item | 26,361 | ||||||||||
Lender Services segment | Short-duration Insurance Contracts, Accident Year 2016 | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Incurred losses and allocated loss adjustment expenses, net of reinsurance | $ 58,197 | ||||||||||
Cumulative paid losses and allocated loss adjustment expenses, net of reinsurance | 48,916 | ||||||||||
Incurred but not reported liabilities plus expected development on reported claims | $ 9,282 | ||||||||||
Cumulative number of reported claims | item | 23,757 | ||||||||||
United National Specialty Company (“UNSIC”) | |||||||||||
Short-duration Insurance Contracts | |||||||||||
Percentage of common shares outstanding acquired | 100.00% | ||||||||||
Percentage of quota share reinsurance agreement | 100.00% | ||||||||||
Unpaid losses and loss adjustment expenses from acquired company | $ 12,539 |
Statutory Accounting (Details)
Statutory Accounting (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reconciliations of stockholder's equity | |||||||||||
Shareholders’ equity in accordance with GAAP | $ 296,380 | $ 263,457 | $ 296,380 | $ 263,457 | $ 240,872 | ||||||
Reconciliations of net income | |||||||||||
Net income (loss) | $ 14,096 | $ 15,323 | $ 9,988 | $ 9,670 | 13,914 | $ 12,396 | $ 9,682 | $ 8,674 | $ 49,077 | 44,666 | 11,013 |
Maximum percentage of statutory surplus | 10.00% | 10.00% | |||||||||
Unrestricted net assets available for dividends | $ 26,900 | $ 26,900 | |||||||||
Subsidiaries [Member] | |||||||||||
Reconciliations of stockholder's equity | |||||||||||
Per statutory basis | 269,415 | 229,830 | 269,415 | 229,830 | |||||||
Allowance for return commissions | 34,673 | 31,001 | 34,673 | 31,001 | |||||||
Allowance for policy cancellations | (28,563) | (26,009) | (28,563) | (26,009) | |||||||
Commissions payable | 16,295 | 14,681 | 16,295 | 14,681 | |||||||
Deferred acquisition costs | 16,507 | 14,616 | 16,507 | 14,616 | |||||||
Deferred income taxes | (7,162) | (6,754) | (7,162) | (6,754) | |||||||
Unrealized gain on investments available-for-sale | 3,057 | 3,217 | 3,057 | 3,217 | |||||||
Management fees | (21,676) | (18,208) | (21,676) | (18,208) | |||||||
Intangible assets | 2,091 | 1,947 | 2,091 | 1,947 | |||||||
Nonadmitted assets | 19 | 19 | |||||||||
Shareholders’ equity in accordance with GAAP | 284,656 | 244,321 | 284,656 | 244,321 | |||||||
Reconciliations of net income | |||||||||||
Net income - Per Statutory basis | 14,470 | 15,922 | 6,780 | ||||||||
Allowance for return commissions | 3,672 | 2,155 | 7,571 | ||||||||
Allowance for policy cancellations | (2,554) | (2,337) | (7,028) | ||||||||
Commission expense | 1,614 | 576 | 3,508 | ||||||||
Deferred acquisition costs | 1,891 | 1,467 | (84) | ||||||||
Deferred income taxes | (410) | (2,353) | 195 | ||||||||
Management fees | (3,468) | (1,395) | (2,975) | ||||||||
Convertible securities | 836 | 1,142 | |||||||||
Other | (16) | (129) | |||||||||
Net income (loss) | 16,051 | 15,161 | $ 7,838 | ||||||||
Amount of statutory capital and surplus | 269,415 | 229,830 | 269,415 | 229,830 | |||||||
NSIC (Member) | |||||||||||
Reconciliations of net income | |||||||||||
Minimum statutory capital and surplus | 5,000 | 5,000 | 5,000 | 5,000 | |||||||
USIC (Member) | |||||||||||
Reconciliations of net income | |||||||||||
Minimum statutory capital and surplus | $ 750 | $ 750 | $ 750 | $ 750 |
Related-Party Transaction (Deta
Related-Party Transaction (Details) - USD ($) | Jun. 25, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 |
Related Party Transaction | ||||
Founder special compensation | $ 17,914,000 | |||
Trace Air Inc | ||||
Related Party Transaction | ||||
Aircraft lease payment (per hour) | $ 1,800 | |||
Minimum monthly lease rate | $ 36,000 | |||
Operating and maintenance cost | 359,000 | |||
Trace and Luke Ledbetter [Member] | Private placement | ||||
Related Party Transaction | ||||
Founder special compensation | 513,000 | |||
Lonnie Ledbetter | ||||
Related Party Transaction | ||||
Consulting agreement term | 1 year | |||
Consulting service payment | $ 250,000 | $ 250,000 | $ 500,000 |
401(k) Profit-Sharing Plan an72
401(k) Profit-Sharing Plan and Trust (Details) - USD ($) $ in Millions | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Minimum age of officers and employees covered under plan | 18 years | |||
Contribution required to made by employer which match with employees contribution (as a percent) | 50.00% | |||
Eligible employees compensation (as a percent) | 6.00% | |||
Employer contribution expense | $ 1.4 | $ 1.2 | $ 1.1 | |
First One Percent Member | ||||
Contribution required to made by employer which match with employees contribution (as a percent) | 100.00% | |||
Eligible employees compensation (as a percent) | 1.00% | |||
Next Five Percent Member | ||||
Contribution required to made by employer which match with employees contribution (as a percent) | 50.00% | |||
Eligible employees compensation (as a percent) | 5.00% |
Stock-based Payments - Assumpti
Stock-based Payments - Assumptions (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 22, 2016 | Feb. 08, 2016 | Jun. 25, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | May 29, 2014 |
Stock-based Payments | |||||||
Granted (in shares) | 575,000 | 0 | 2,783,873 | ||||
Share-based Compensation | $ 4,578 | $ 4,142 | $ 2,012 | ||||
Long-Term Incentive Plan 2014 | |||||||
Stock-based Payments | |||||||
Share-based Compensation | 4,600 | 4,100 | 2,000 | ||||
Tax benefits recognized from stock options and stock grants | 1,600 | 1,400 | 688 | ||||
Total unrecognized compensation | $ 3,500 | ||||||
Weighted average period | 1 year 3 months 18 days | ||||||
Total fair value of stock awards that vested | $ 3,800 | 3,900 | 0 | ||||
Shares available for grant | 575,000 | ||||||
Long-Term Incentive Plan 2014 | Employee and non-employee director | |||||||
Stock-based Payments | |||||||
Shares issued | 4,400,000 | ||||||
Parent Company [Member] | |||||||
Stock-based Payments | |||||||
Share-based Compensation | $ 4,578 | $ 4,142 | $ 2,012 | ||||
Stock Options | |||||||
Stock-based Payments | |||||||
Granted (in shares) | 75,000 | 500,000 | 2,783,873 | 575,000 | |||
Weighted average exercise price of non-vested options (in dollars per share) | $ 2.73 | $ 3.22 | $ 3.22 | ||||
Average assumptions used to value stock-based payments | |||||||
Volatility (as a percent) | 26.66% | 26.53% | 32.96% | ||||
Expected award life | 5 years 6 months | 5 years 6 months | 5 years 6 months | ||||
Risk-free interest rate (as a percent) | 1.27% | 1.25% | 1.85% | ||||
Dividend yield (as a percent) | 2.30% | 2.44% | 0.40% |
Stock-based Payments - Restrict
Stock-based Payments - Restricted Shares and Stock Options Activity (Details) - $ / shares | Jun. 22, 2016 | Feb. 08, 2016 | Jun. 25, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Stock Options | ||||||
Granted (in shares) | 575,000 | 0 | 2,783,873 | |||
Restricted Shares | ||||||
Restricted Shares | ||||||
Nonvested (in shares) | 144,362 | 12,000 | ||||
Granted (in shares) | 211,383 | 241,088 | ||||
Forfeited (in shares) | (17,152) | |||||
Vested (in shares) | (77,695) | (91,574) | ||||
Nonvested (in shares) | 278,050 | 144,362 | 12,000 | |||
Weighted-Average Grant Date Fair Value per Restricted Share | ||||||
Nonvested (in dollars per share) | $ 10.05 | $ 10 | ||||
Granted (in dollars per share) | 12 | 10.02 | ||||
Forfeited (in dollars per share) | 9.98 | |||||
Vested (in dollars per share) | 10.11 | 9.98 | ||||
Nonvested (in dollars per share) | $ 11.52 | $ 10.05 | $ 10 | |||
Stock Options | ||||||
Stock Options | ||||||
Nonvested (in shares) | 1,855,918 | 2,783,873 | ||||
Granted (in shares) | 75,000 | 500,000 | 2,783,873 | 575,000 | ||
Vested (in shares) | (927,955) | (927,955) | ||||
Nonvested (in shares) | 1,502,963 | 1,855,918 | 2,783,873 | |||
Weighted-Average Grant Date Fair Value per Stock Option | ||||||
Nonvested (in dollars per share) | $ 3.22 | $ 3.22 | ||||
Granted (in dollars per share) | 1.93 | |||||
Vested (in dollars per share) | 3.22 | 3.22 | ||||
Nonvested (in dollars per share) | $ 2.73 | $ 3.22 | $ 3.22 |
Stock-based Payments - Awards a
Stock-based Payments - Awards and Weighted Average Price (Details) | Jun. 22, 2016shares | Feb. 08, 2016shares | Jun. 25, 2014shares | Dec. 31, 2016USD ($)$ / sharesshares | Dec. 31, 2015$ / sharesshares | Dec. 31, 2014shares |
Number of Awards | ||||||
Granted (in shares) | shares | 575,000 | 0 | 2,783,873 | |||
Stock Options | ||||||
Number of Awards | ||||||
Outstanding, beginning of period (in shares) | shares | 2,783,873 | |||||
Granted (in shares) | shares | 75,000 | 500,000 | 2,783,873 | 575,000 | ||
Outstanding, end of period (in shares) | shares | 3,358,873 | 2,783,873 | ||||
Vested and exercisable, end of the period (in shares) | shares | 1,855,910 | |||||
Vested and unvested exercisable, end of the period (in shares) | shares | 1,855,910 | |||||
Vested and expected to vest, end of the period (in shares) | shares | 3,358,873 | |||||
Weighted Average Exercise Price | ||||||
Outstanding, beginning of period (in dollars per share) | $ 10 | |||||
Granted (in dollars per share) | 9.96 | |||||
Outstanding, end of period (in dollars per share) | 9.99 | $ 10 | ||||
Vested and exercisable, end of the period (in dollars per share) | 10 | |||||
Vested and unvested exercisable, end of the period (in dollars per share) | 10 | |||||
Vested and expected to vest, end of the period (in dollars per share) | $ 9.99 | |||||
Weighted Average Fair Value | ||||||
Weighted average fair value of options outstanding (in dollars per share) | 3.22 | |||||
Granted | $ 1.93 | |||||
Weighted average fair value of options outstanding (in dollars per share) | 3 | 3.22 | ||||
Vested and exercisable, end of the period (in dollars per share) | 3.22 | |||||
Vested and unvested exercisable, end of the period (in dollars per share) | $ | $ 3.22 | |||||
Vested and expected to vest, end of the period | 3 | |||||
Weighted Average Remaining Contractual Life | ||||||
Outstanding (in years) | 7 years 9 months 18 days | |||||
Vested and exercisable, end of the period (in years) | 7 years 6 months | |||||
Vested and unvested exercisable, end of the period (in years) | 7 years 6 months | |||||
Vested and expected to vest, end of the period (in years) | 7 years 9 months 18 days | |||||
Aggregate Intrinsic Value | ||||||
Outstanding (in dollars) | $ | $ 12,988,000 | |||||
Vested and exercisable, end of the period (in dollars) | $ | 7,163,813 | |||||
Vested and unvested exercisable, end of the period (in dollars) | $ | 7,163,813 | |||||
Vested and expected to vest, end of the period (in dollars) | $ | $ 12,988,000 |
Concentration of Risk (Details)
Concentration of Risk (Details) - item | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Reinsurer | |||
Concentration of Risk | |||
Number of reinsurers | 5 | ||
Reinsurer | Unsecured reinsurance recoverables | One reinsurer | |||
Concentration of Risk | |||
Concentration of risk (as a percent) | 17.00% | ||
Reinsurer | Unsecured reinsurance recoverables | Two reinsurer | |||
Concentration of Risk | |||
Concentration of risk (as a percent) | 15.00% | ||
Reinsurer | Unsecured reinsurance recoverables | Three reinsurer | |||
Concentration of Risk | |||
Concentration of risk (as a percent) | 7.00% | ||
Reinsurer | Unsecured reinsurance recoverables | Four reinsurer | |||
Concentration of Risk | |||
Concentration of risk (as a percent) | 6.00% | ||
Reinsurer | Unsecured reinsurance recoverables | Five reinsurer | |||
Concentration of Risk | |||
Concentration of risk (as a percent) | 5.00% | ||
General Agents Member | Gross premiums written | Four General Agents | |||
Concentration of Risk | |||
Number of general agents | 4 | ||
Concentration of risk (as a percent) | 57.00% | 57.00% | 65.00% |
Geographic concentration risk | Gross premiums written | California Texas New York and Florida | |||
Concentration of Risk | |||
Concentration of risk (as a percent) | 56.00% | 57.00% | 53.00% |
Leases (Details)
Leases (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2014USD ($) | |
Leases | |
Rental income | $ 2.1 |
Lease termination fees | $ 1.5 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | May 19, 2014 | Dec. 31, 2014 |
Commitments and Contingencies | ||
Contract modification expense | $ 17,800 | |
Alliance | CUNA | ||
Commitments and Contingencies | ||
Automatic renewal term | 3 years | |
Contract modification expense | $ 17,800 |
Earnings Per Share (Details)
Earnings Per Share (Details) $ in Thousands | Jun. 23, 2014 | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Dec. 31, 2014USD ($)shares |
Earnings Per Share | ||||||||||||
Stock split ratio | 0.0014 | |||||||||||
Numerator for both basic and diluted earnings per share: | ||||||||||||
Net income (loss) | $ | $ 14,096 | $ 15,323 | $ 9,988 | $ 9,670 | $ 13,914 | $ 12,396 | $ 9,682 | $ 8,674 | $ 49,077 | $ 44,666 | $ 11,013 | |
Denominator for both basic and diluted earnings per share: | ||||||||||||
Weighted-average common shares outstanding (in shares) | 42,056,661 | 44,165,458 | 39,383,641 | |||||||||
Dilutive effect of outstanding securities (determined using the treasury stock method) (in shares) | 101,049 | 23,135 | 6,214 | |||||||||
Weighted-average common shares outstanding and potential common shares outstanding (in shares) | 42,157,710 | 44,188,593 | 39,389,855 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 25, 2014 | Dec. 31, 2016 | Dec. 31, 2015 | Oct. 12, 2015 |
Common Stock | ||||
Amount contributed to the capital of entities insurance subsidiaries | $ 50,000 | |||
Value of shares authorized for repurchase | $ 50,000 | |||
Purchase price including commissions | $ 10,000 | |||
Share repurchase agreement | ||||
Shares repurchased | 969,341 | 1,788,640 | ||
Average price per share | $ 10.32 | $ 9.62 | ||
Aggregate cost | $ 10,002 | $ 17,203 | ||
Authorization remaining at end of period | $ 22,795 | $ 32,797 | ||
Alliance | CUNA | ||||
Common Stock | ||||
Pre-tax payments | $ 17,800 | |||
Common stock | ||||
Common Stock | ||||
Number of common stock shares purchased from certain shareholders pursuant to stock redemption agreement | 21,030,294 | |||
Value of common stock shares purchased from certain shareholders pursuant to stock redemption agreement | $ 190,600 | |||
Common stock | Private placement | ||||
Common Stock | ||||
Stock Issued During Period, Shares, New Issues | 31,050,000 | |||
Net proceeds received | $ 280,600 |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||
Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2016item | Dec. 31, 2016segment | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | |
Business segment information | |||||||||||||
Number of Operating Segments | 2 | 2 | |||||||||||
Number of business segments | segment | 3 | ||||||||||||
Revenues: | |||||||||||||
Premiums earned | $ 129,654 | $ 118,068 | $ 96,650 | ||||||||||
Commission income | 1,381 | 1,465 | 1,533 | ||||||||||
Ceding fees | 73,314 | 67,956 | 45,732 | ||||||||||
Net investment income | 8,039 | 7,948 | 4,841 | ||||||||||
Realized net investment gains (losses) | 2,735 | 1,888 | 1,311 | ||||||||||
Other income | 1,947 | 1,623 | 4,460 | ||||||||||
Total revenues | $ 60,074 | $ 57,917 | $ 48,979 | $ 50,100 | $ 55,300 | $ 51,151 | $ 46,368 | $ 46,129 | 217,070 | 198,948 | 154,527 | ||
Expenses: | |||||||||||||
Losses and loss adjustment expenses | 58,756 | 55,753 | 40,821 | ||||||||||
Commissions | 5,777 | 5,502 | 3,882 | ||||||||||
Taxes, licenses, and fees | 3,472 | 3,130 | 2,832 | ||||||||||
General and administrative | 70,014 | 62,978 | 58,891 | ||||||||||
Founder special compensation | 17,914 | ||||||||||||
Offering-related expenses | 8,833 | ||||||||||||
Contract modification expense | 17,800 | ||||||||||||
Interest expense | 2,238 | 2,031 | 2,237 | ||||||||||
Total expenses | 37,937 | 33,923 | 33,378 | 35,019 | 34,126 | 31,856 | 31,028 | 32,384 | 140,257 | 129,394 | 153,210 | ||
Income (loss) before income taxes | 22,137 | 23,994 | 15,601 | 15,081 | 21,174 | 19,295 | 15,340 | 13,745 | 76,813 | 69,554 | 1,317 | ||
Total income tax expense (benefit) | 8,041 | 8,671 | 5,613 | 5,411 | 7,260 | 6,899 | 5,658 | 5,071 | 27,736 | 24,888 | (9,696) | ||
Net income (loss) | $ 14,096 | $ 15,323 | $ 9,988 | $ 9,670 | $ 13,914 | $ 12,396 | $ 9,682 | $ 8,674 | 49,077 | 44,666 | 11,013 | ||
Supplemental Information for Property, Casualty Insurance Underwriters [Abstract] | |||||||||||||
Gross premiums written | 1,463,256 | 1,265,087 | 1,034,125 | ||||||||||
Net premiums written | 132,596 | 120,508 | 99,074 | ||||||||||
Program Services segment | |||||||||||||
Business segment information | |||||||||||||
Depreciation, Depletion and Amortization | 359 | 343 | 397 | ||||||||||
Revenues: | |||||||||||||
Premiums earned | 3 | (1) | (4) | ||||||||||
Ceding fees | 73,314 | 67,956 | 45,732 | ||||||||||
Total revenues | 73,317 | 67,955 | 45,728 | ||||||||||
Expenses: | |||||||||||||
Losses and loss adjustment expenses | 1,053 | 1,987 | 217 | ||||||||||
Commissions | 6 | 5 | 2 | ||||||||||
Taxes, licenses, and fees | 16 | 14 | 8 | ||||||||||
General and administrative | 14,599 | 12,446 | 10,855 | ||||||||||
Total expenses | 15,674 | 14,452 | 11,082 | ||||||||||
Income (loss) before income taxes | 57,643 | 53,503 | 34,646 | ||||||||||
Net income (loss) | 57,643 | 53,503 | 34,646 | ||||||||||
Supplemental Information for Property, Casualty Insurance Underwriters [Abstract] | |||||||||||||
Gross premiums written | 1,301,756 | 1,119,125 | 909,501 | ||||||||||
Net premiums written | 3 | (3) | (5) | ||||||||||
Lender Services segment | |||||||||||||
Business segment information | |||||||||||||
Depreciation, Depletion and Amortization | 1,300 | 1,400 | 1,400 | ||||||||||
Revenues: | |||||||||||||
Premiums earned | 129,651 | 118,069 | 96,654 | ||||||||||
Commission income | 1,381 | 1,465 | 1,533 | ||||||||||
Other income | 1,930 | 1,498 | 1,266 | ||||||||||
Total revenues | 132,962 | 121,032 | 99,453 | ||||||||||
Expenses: | |||||||||||||
Losses and loss adjustment expenses | 57,703 | 53,766 | 40,604 | ||||||||||
Commissions | 5,771 | 5,497 | 3,880 | ||||||||||
Taxes, licenses, and fees | 3,456 | 3,116 | 2,824 | ||||||||||
General and administrative | 41,989 | 39,837 | 38,995 | ||||||||||
Contract modification expense | 17,800 | ||||||||||||
Total expenses | 108,919 | 102,216 | 104,103 | ||||||||||
Income (loss) before income taxes | 24,043 | 18,816 | (4,650) | ||||||||||
Net income (loss) | 24,043 | 18,816 | (4,650) | ||||||||||
Supplemental Information for Property, Casualty Insurance Underwriters [Abstract] | |||||||||||||
Gross premiums written | 161,500 | 145,962 | 124,624 | ||||||||||
Net premiums written | 132,593 | 120,511 | 99,079 | ||||||||||
Corporate | |||||||||||||
Revenues: | |||||||||||||
Net investment income | 8,039 | 7,948 | 4,841 | ||||||||||
Realized net investment gains (losses) | 2,735 | 1,888 | 1,311 | ||||||||||
Other income | 17 | 125 | 3,194 | ||||||||||
Total revenues | 10,791 | 9,961 | 9,346 | ||||||||||
Expenses: | |||||||||||||
General and administrative | 13,426 | 10,695 | 9,041 | ||||||||||
Founder special compensation | 17,914 | ||||||||||||
Offering-related expenses | 8,833 | ||||||||||||
Interest expense | 2,238 | 2,031 | 2,237 | ||||||||||
Total expenses | 15,664 | 12,726 | 38,025 | ||||||||||
Income (loss) before income taxes | (4,873) | (2,765) | (28,679) | ||||||||||
Total income tax expense (benefit) | 27,736 | 24,888 | (9,696) | ||||||||||
Net income (loss) | (32,609) | (27,653) | (18,983) | ||||||||||
Parent Company [Member] | |||||||||||||
Revenues: | |||||||||||||
Total revenues | 53,310 | 48,896 | 13,019 | ||||||||||
Expenses: | |||||||||||||
General and administrative | 6,556 | 6,503 | 3,086 | ||||||||||
Total expenses | 6,556 | 6,503 | 3,086 | ||||||||||
Income (loss) before income taxes | 46,754 | 42,393 | 9,933 | ||||||||||
Net income (loss) | $ 49,077 | $ 44,666 | $ 11,013 |
Segment Information - Reinsuran
Segment Information - Reinsurance (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Revenues [Abstract] | ||||||||||||
Revenues | $ 60,074 | $ 57,917 | $ 48,979 | $ 50,100 | $ 55,300 | $ 51,151 | $ 46,368 | $ 46,129 | $ 217,070 | $ 198,948 | $ 154,527 | |
Assets [Abstract] | ||||||||||||
Accounts receivable from agents, net | 35,964 | 23,913 | 35,964 | 23,913 | ||||||||
Reinsurance recoverable on paid losses | 1,430 | 1,187 | 1,430 | 1,187 | ||||||||
Reinsurance recoverables | 2,342,864 | 1,911,660 | 2,342,864 | 1,911,660 | ||||||||
Deferred income taxes, net | 28,858 | 26,208 | 28,858 | 26,208 | ||||||||
Goodwill and intangible assets, net | 12,588 | 5,958 | 12,588 | 5,958 | ||||||||
Other assets | 455,033 | 418,632 | 455,033 | 418,632 | ||||||||
Total assets | 2,876,737 | 2,387,558 | 2,876,737 | 2,387,558 | ||||||||
Liabilities | ||||||||||||
Unpaid losses and loss adjustment expenses | 1,703,706 | 1,364,774 | 1,703,706 | 1,364,774 | 1,209,905 | $ 1,016,641 | ||||||
Unearned premiums | 680,691 | 585,448 | 680,691 | 585,448 | ||||||||
Allowance for policy cancellations | 66,418 | 59,610 | 66,418 | 59,610 | 55,500 | $ 39,623 | ||||||
Deferred ceding fees | 32,226 | 29,119 | 32,226 | 29,119 | ||||||||
Other liabilities | 97,316 | 85,150 | 97,316 | 85,150 | ||||||||
Total liabilities | 2,580,357 | 2,124,101 | 2,580,357 | 2,124,101 | ||||||||
Stockholders' Equity Attributable to Parent [Abstract] | ||||||||||||
Common stock, $.001 par value (150,000,000 shares authorized; 41,924,440 and 42,699,550 shares issued at December 31, 2016 and December 31, 2015, respectively) | 42 | 43 | 42 | 43 | ||||||||
Additional paid-in capital | 229,297 | 224,719 | 229,297 | 224,719 | ||||||||
Retained earnings | 66,230 | 37,322 | 66,230 | 37,322 | ||||||||
Accumulated other comprehensive income | 811 | 1,373 | 811 | 1,373 | ||||||||
Total shareholders' equity | 296,380 | 263,457 | 296,380 | 263,457 | 240,872 | |||||||
Total liabilities and shareholders' equity | 2,876,737 | 2,387,558 | 2,876,737 | 2,387,558 | ||||||||
Program Services segment | ||||||||||||
Revenues [Abstract] | ||||||||||||
Revenues | 73,317 | 67,955 | 45,728 | |||||||||
Assets [Abstract] | ||||||||||||
Accounts receivable from agents, net | 35,142 | 23,869 | 35,142 | 23,869 | ||||||||
Reinsurance recoverable on paid losses | 125 | 92 | 125 | 92 | ||||||||
Reinsurance recoverables | 2,334,582 | 1,904,605 | 2,334,582 | 1,904,605 | ||||||||
Goodwill and intangible assets, net | 9,465 | 2,115 | 9,465 | 2,115 | ||||||||
Other assets | 3,152 | 4,423 | 3,152 | 4,423 | ||||||||
Total assets | 2,382,466 | 1,935,104 | 2,382,466 | 1,935,104 | ||||||||
Liabilities | ||||||||||||
Unpaid losses and loss adjustment expenses | 1,692,267 | 1,354,211 | 1,692,267 | 1,354,211 | ||||||||
Unearned premiums | 645,808 | 554,425 | 645,808 | 554,425 | ||||||||
Deferred ceding fees | 32,226 | 29,119 | 32,226 | 29,119 | ||||||||
Other liabilities | 32,349 | 21,088 | 32,349 | 21,088 | ||||||||
Total liabilities | 2,402,650 | 1,958,843 | 2,402,650 | 1,958,843 | ||||||||
Lender Services segment | ||||||||||||
Revenues [Abstract] | ||||||||||||
Revenues | 132,962 | 121,032 | 99,453 | |||||||||
Assets [Abstract] | ||||||||||||
Accounts receivable from agents, net | 822 | 44 | 822 | 44 | ||||||||
Reinsurance recoverable on paid losses | 1,305 | 1,095 | 1,305 | 1,095 | ||||||||
Reinsurance recoverables | 8,282 | 7,055 | 8,282 | 7,055 | ||||||||
Goodwill and intangible assets, net | 3,123 | 3,843 | 3,123 | 3,843 | ||||||||
Other assets | 4,292 | 3,797 | 4,292 | 3,797 | ||||||||
Total assets | 17,824 | 15,834 | 17,824 | 15,834 | ||||||||
Liabilities | ||||||||||||
Unpaid losses and loss adjustment expenses | 11,439 | 10,563 | 11,439 | 10,563 | ||||||||
Unearned premiums | 34,883 | 31,023 | 34,883 | 31,023 | ||||||||
Allowance for policy cancellations | 66,418 | 59,610 | 66,418 | 59,610 | ||||||||
Other liabilities | 6,247 | 6,176 | 6,247 | 6,176 | ||||||||
Total liabilities | 118,987 | 107,372 | 118,987 | 107,372 | ||||||||
Corporate | ||||||||||||
Revenues [Abstract] | ||||||||||||
Revenues | 10,791 | 9,961 | 9,346 | |||||||||
Assets [Abstract] | ||||||||||||
Deferred income taxes, net | 28,858 | 26,208 | 28,858 | 26,208 | ||||||||
Other assets | 447,589 | 410,412 | 447,589 | 410,412 | ||||||||
Total assets | 476,447 | 436,620 | 476,447 | 436,620 | ||||||||
Liabilities | ||||||||||||
Other liabilities | 58,720 | 57,886 | 58,720 | 57,886 | ||||||||
Total liabilities | 58,720 | 57,886 | 58,720 | 57,886 | ||||||||
Parent Company [Member] | ||||||||||||
Revenues [Abstract] | ||||||||||||
Revenues | 53,310 | 48,896 | $ 13,019 | |||||||||
Assets [Abstract] | ||||||||||||
Deferred income taxes, net | 3,250 | 1,968 | 3,250 | 1,968 | ||||||||
Total assets | 296,586 | 266,375 | 296,586 | 266,375 | ||||||||
Liabilities | ||||||||||||
Total liabilities | 206 | 2,918 | 206 | 2,918 | ||||||||
Stockholders' Equity Attributable to Parent [Abstract] | ||||||||||||
Common stock, $.001 par value (150,000,000 shares authorized; 41,924,440 and 42,699,550 shares issued at December 31, 2016 and December 31, 2015, respectively) | 42 | 43 | 42 | 43 | ||||||||
Additional paid-in capital | 229,297 | 224,719 | 229,297 | 224,719 | ||||||||
Retained earnings | 66,230 | 37,322 | 66,230 | 37,322 | ||||||||
Accumulated other comprehensive income | 811 | 1,373 | 811 | 1,373 | ||||||||
Total shareholders' equity | 296,380 | 263,457 | 296,380 | 263,457 | ||||||||
Total liabilities and shareholders' equity | $ 296,586 | $ 266,375 | $ 296,586 | $ 266,375 |
Condensed Quarterly Financial83
Condensed Quarterly Financial Data - Unaudited (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total revenues | $ 60,074 | $ 57,917 | $ 48,979 | $ 50,100 | $ 55,300 | $ 51,151 | $ 46,368 | $ 46,129 | $ 217,070 | $ 198,948 | $ 154,527 |
Total expenses | 37,937 | 33,923 | 33,378 | 35,019 | 34,126 | 31,856 | 31,028 | 32,384 | 140,257 | 129,394 | 153,210 |
Income (loss) before income taxes | 22,137 | 23,994 | 15,601 | 15,081 | 21,174 | 19,295 | 15,340 | 13,745 | 76,813 | 69,554 | 1,317 |
Income tax expense (benefit) | 8,041 | 8,671 | 5,613 | 5,411 | 7,260 | 6,899 | 5,658 | 5,071 | 27,736 | 24,888 | (9,696) |
Net income | $ 14,096 | $ 15,323 | $ 9,988 | $ 9,670 | $ 13,914 | $ 12,396 | $ 9,682 | $ 8,674 | $ 49,077 | $ 44,666 | $ 11,013 |
Basic earnings per share (in dollars per share) | $ 0.34 | $ 0.37 | $ 0.24 | $ 0.23 | $ 0.32 | $ 0.28 | $ 0.22 | $ 0.20 | $ 1.17 | $ 1.01 | $ 0.28 |
Diluted earnings per share (in dollars per share) | $ 0.33 | $ 0.37 | $ 0.24 | $ 0.23 | $ 0.32 | $ 0.28 | $ 0.22 | $ 0.20 | $ 1.16 | $ 1.01 | $ 0.28 |
Additional minimum ceding fees | $ 700 | $ 600 | $ 1,000 | $ 1,900 | $ 1,300 |
Business Combinations (Details)
Business Combinations (Details) | Sep. 30, 2016USD ($)state | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Net assets acquired | |||
Goodwill | $ 2,565,000 | $ 2,565,000 | |
United National Specialty Company (“UNSIC”) | |||
Business Acquisition [Line Items] | |||
Percentage of common shares outstanding acquired | 100.00% | ||
Number of states in which the acquired company has licenses | state | 49 | ||
Percentage of quota share reinsurance agreement | 100.00% | ||
Consideration transferred in cash | $ 18,700,000 | ||
Impact to income statement | 0 | ||
Net assets acquired | |||
Cash and cash equivalents | 1,269,000 | ||
Fixed-maturity securities | 9,940,000 | ||
Accounts receivable from agents, net | 94,000 | ||
Reinsurance recoverables | 14,406,000 | ||
Interest receivable | 31,000 | ||
Goodwill and intangible assets, net | 7,350,000 | ||
Total identifiable assets acquired | 33,090,000 | ||
Unpaid losses and loss adjustment expenses | 12,539,000 | ||
Unearned premiums | 1,867,000 | ||
Total liabilities assumed | 14,406,000 | ||
Net assets acquired | $ 18,684,000 | ||
Program Services segment | |||
Net assets acquired | |||
Goodwill | 2,100,000 | 2,100,000 | |
Lender Services segment | |||
Net assets acquired | |||
Goodwill | 450,000 | $ 450,000 | |
General and Administrative Expense | United National Specialty Company (“UNSIC”) | |||
Business Acquisition [Line Items] | |||
Acquisition related costs | $ 277,000 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Jan. 01, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Net assets acquired | |||
Goodwill | $ 2,565,000 | $ 2,565,000 | |
Fireman’s Fund Insurance Company ("ISIC") | Subsequent event | |||
Subsequent Events | |||
Percentage of common shares outstanding acquired | 100.00% | ||
Consideration transferred in cash | $ 49,400,000 | ||
Percentage of quota share reinsurance agreement | 100.00% | ||
Impact to income statement | $ 0 | ||
Net assets acquired | |||
Cash and cash equivalents | 17,400,000 | ||
Fixed-maturity securities | 29,611,000 | ||
Reinsurance recoverables | 45,127,000 | ||
Interest receivable | 142,000 | ||
Goodwill and intangible assets, net | 2,300,000 | ||
Other receivables | 107,000 | ||
Total identifiable assets acquired | 94,687,000 | ||
Unpaid losses and loss adjustment expenses | 45,127,000 | ||
Other liabilities | 180,000 | ||
Total liabilities assumed | 45,307,000 | ||
Net assets acquired | $ 49,380,000 |
Consolidated Balance Sheets (86
Consolidated Balance Sheets (Parent company only) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Assets | ||||
Cash and cash equivalents | $ 91,698 | $ 51,770 | $ 38,348 | $ 69,431 |
Income taxes receivable | 329 | 3,330 | ||
Deferred income taxes, net | 28,858 | 26,208 | ||
Other assets | 5,248 | 4,353 | ||
Total assets | 2,876,737 | 2,387,558 | ||
Liabilities | ||||
Other liabilities | 36,023 | 35,151 | ||
Total liabilities | 2,580,357 | 2,124,101 | ||
Shareholders' equity | ||||
Common stock, $.001 par value (150,000,000 shares authorized; 41,924,440 and 42,699,550 shares issued at December 31, 2016 and December 31, 2015, respectively) | 42 | 43 | ||
Additional paid-in capital | 229,297 | 224,719 | ||
Retained earnings | 66,230 | 37,322 | ||
Accumulated other comprehensive income | 811 | 1,373 | ||
Total shareholders' equity | 296,380 | 263,457 | 240,872 | |
Total liabilities and shareholders' equity | 2,876,737 | 2,387,558 | ||
Parent Company [Member] | ||||
Assets | ||||
Cash and cash equivalents | 62 | 982 | $ 57 | |
Investment in subsidiaries | 292,782 | 262,892 | ||
Deferred income taxes, net | 3,250 | 1,968 | ||
Other assets | 492 | 533 | ||
Total assets | 296,586 | 266,375 | ||
Liabilities | ||||
Income taxes payable | 34 | 11 | ||
Other liabilities | 172 | 2,873 | ||
Other payables, affiliate | 34 | |||
Total liabilities | 206 | 2,918 | ||
Shareholders' equity | ||||
Common stock, $.001 par value (150,000,000 shares authorized; 41,924,440 and 42,699,550 shares issued at December 31, 2016 and December 31, 2015, respectively) | 42 | 43 | ||
Additional paid-in capital | 229,297 | 224,719 | ||
Retained earnings | 66,230 | 37,322 | ||
Accumulated other comprehensive income | 811 | 1,373 | ||
Total shareholders' equity | 296,380 | 263,457 | ||
Total liabilities and shareholders' equity | $ 296,586 | $ 266,375 |
Consolidated Balance Sheets - P
Consolidated Balance Sheets - Parenthetical (Parent company only) (Details) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 41,924,440 | 42,699,550 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Parent Company [Member] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 150,000,000 | 150,000,000 |
Common stock, shares issued | 41,924,440 | 42,699,550 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Consolidated Statements of In88
Consolidated Statements of Income (Parent company only) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Revenues: | |||||||||||
Total revenues | $ 60,074 | $ 57,917 | $ 48,979 | $ 50,100 | $ 55,300 | $ 51,151 | $ 46,368 | $ 46,129 | $ 217,070 | $ 198,948 | $ 154,527 |
Expenses: | |||||||||||
General and administrative | 70,014 | 62,978 | 58,891 | ||||||||
Total expenses | 37,937 | 33,923 | 33,378 | 35,019 | 34,126 | 31,856 | 31,028 | 32,384 | 140,257 | 129,394 | 153,210 |
Income (loss) before income taxes | 22,137 | 23,994 | 15,601 | 15,081 | 21,174 | 19,295 | 15,340 | 13,745 | 76,813 | 69,554 | 1,317 |
Income taxes: | |||||||||||
Current tax expense (benefit) | 30,083 | 25,741 | 11,514 | ||||||||
Deferred tax expense (benefit) | (2,347) | (853) | (21,210) | ||||||||
Net income (loss) | $ 14,096 | $ 15,323 | $ 9,988 | $ 9,670 | $ 13,914 | $ 12,396 | $ 9,682 | $ 8,674 | 49,077 | 44,666 | 11,013 |
Parent Company [Member] | |||||||||||
Revenues: | |||||||||||
Equity in earnings of subsidiaries | 53,310 | 48,896 | 13,019 | ||||||||
Total revenues | 53,310 | 48,896 | 13,019 | ||||||||
Expenses: | |||||||||||
General and administrative | 6,556 | 6,503 | 3,086 | ||||||||
Total expenses | 6,556 | 6,503 | 3,086 | ||||||||
Income (loss) before income taxes | 46,754 | 42,393 | 9,933 | ||||||||
Income taxes: | |||||||||||
Current tax expense (benefit) | (1,041) | (858) | (528) | ||||||||
Deferred tax expense (benefit) | (1,282) | (1,415) | (552) | ||||||||
Net income (loss) | $ 49,077 | $ 44,666 | $ 11,013 |
Consolidated Statements of Ca89
Consolidated Statements of Cash Flows (Parent company only) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Operating activities | |||||||||||
Net income | $ 14,096 | $ 15,323 | $ 9,988 | $ 9,670 | $ 13,914 | $ 12,396 | $ 9,682 | $ 8,674 | $ 49,077 | $ 44,666 | $ 11,013 |
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||||||||||
Deferred income taxes | (2,347) | (853) | (21,210) | ||||||||
Share-based compensation | 4,578 | 4,142 | 2,012 | ||||||||
Change in | |||||||||||
Income taxes receivable | 3,001 | (5,092) | 3,213 | ||||||||
Other assets | (895) | 1,116 | 47 | ||||||||
Other liabilities | 3,631 | 3,637 | 4,272 | ||||||||
Other liabilities, affiliate | (100) | ||||||||||
Net cash provided by (used in) operating activities | 71,152 | 60,996 | 23,176 | ||||||||
Investing activities | |||||||||||
Net cash provided by (used in) investing activities | (8,268) | (26,994) | (127,975) | ||||||||
Financing activities | |||||||||||
Dividends paid | (10,083) | (6,165) | (16,683) | ||||||||
Proceeds from issuances of common stock | 289,322 | ||||||||||
Costs directly attributable to issuance of common stock | (1,578) | ||||||||||
Redemption of existing common stock | (12,873) | (14,415) | (190,595) | ||||||||
Net cash provided by (used in) financing activities | (22,956) | (20,580) | 73,716 | ||||||||
Net change in cash and cash equivalents | 39,928 | 13,422 | (31,083) | ||||||||
Cash and cash equivalents at beginning of period | 51,770 | 38,348 | 51,770 | 38,348 | 69,431 | ||||||
Cash and cash equivalents at end of period | 91,698 | 51,770 | 91,698 | 51,770 | 38,348 | ||||||
Parent Company [Member] | |||||||||||
Operating activities | |||||||||||
Net income | 49,077 | 44,666 | 11,013 | ||||||||
Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] | |||||||||||
Equity in earnings of subsidiaries | (53,310) | (48,896) | (13,019) | ||||||||
Deferred income taxes | (1,282) | (1,415) | (552) | ||||||||
Share-based compensation | 4,578 | 4,142 | 2,012 | ||||||||
Change in | |||||||||||
Income taxes receivable | 23 | 68 | (57) | ||||||||
Other assets | 41 | 184 | (717) | ||||||||
Other liabilities | 141 | ||||||||||
Other liabilities, affiliate | 1,796 | 2,216 | (8,328) | ||||||||
Net cash provided by (used in) operating activities | 1,064 | 965 | (9,648) | ||||||||
Investing activities | |||||||||||
Capital contribution to subsidiary | (87,000) | ||||||||||
Net cash provided by (used in) investing activities | (87,000) | ||||||||||
Financing activities | |||||||||||
Distributions received | 3,500 | 16,239 | |||||||||
Dividends paid | (12) | (3,540) | (16,683) | ||||||||
Proceeds from issuances of common stock | 289,322 | ||||||||||
Costs directly attributable to issuance of common stock | (1,578) | ||||||||||
Redemption of existing common stock | (1,972) | (190,595) | |||||||||
Net cash provided by (used in) financing activities | (1,984) | (40) | 96,705 | ||||||||
Net change in cash and cash equivalents | (920) | 925 | 57 | ||||||||
Cash and cash equivalents at beginning of period | $ 982 | $ 57 | 982 | 57 | |||||||
Cash and cash equivalents at end of period | $ 62 | $ 982 | $ 62 | $ 982 | $ 57 |
Supplementary Insurance Infor90
Supplementary Insurance Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Supplementary Insurance Information, by Segment [Line Items] | |||
DAC | $ 1,194 | $ 1,075 | $ 1,036 |
Loss and LAE Reserves | 1,703,706 | 1,364,774 | 1,209,905 |
UPR | 680,691 | 585,448 | 480,124 |
Earned Premium | 129,654 | 118,068 | 96,650 |
Net Investment Income | 8,039 | 7,948 | 4,841 |
Loss and LAE Incurred | 58,756 | 55,753 | 40,821 |
DAC Amortization | 5,735 | 5,320 | 4,966 |
General and Administrative Expenses | 70,014 | 62,978 | 76,805 |
Net Written Premium | 132,596 | 120,508 | 99,074 |
Program Services segment | |||
Supplementary Insurance Information, by Segment [Line Items] | |||
Loss and LAE Reserves | 1,692,266 | 1,354,211 | 1,201,279 |
UPR | 645,808 | 554,425 | 451,993 |
Earned Premium Charge | 3 | (1) | (4) |
Loss and LAE Incurred | 1,053 | 1,987 | 217 |
General and Administrative Expenses | 14,599 | 12,446 | 10,855 |
New Written Premium Charge | 3 | (3) | (5) |
Lender Services segment | |||
Supplementary Insurance Information, by Segment [Line Items] | |||
DAC | 1,194 | 1,075 | 1,036 |
Loss and LAE Reserves | 11,440 | 10,563 | 8,626 |
UPR | 34,883 | 31,023 | 28,131 |
Earned Premium | 129,651 | 118,069 | 96,654 |
Loss and LAE Incurred | 57,703 | 53,766 | 40,604 |
DAC Amortization | 5,735 | 5,320 | 4,966 |
General and Administrative Expenses | 41,989 | 39,837 | 38,995 |
Net Written Premium | 132,593 | 120,511 | 99,079 |
Corporate | |||
Supplementary Insurance Information, by Segment [Line Items] | |||
Net Investment Income | 8,039 | 7,948 | 4,841 |
General and Administrative Expenses | $ 13,426 | $ 10,695 | $ 26,955 |
Supplementary Schedule of All91
Supplementary Schedule of Allowance For Policy Cancellations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Allowance for policy cancellations. | |||
Beginning balance | $ 59,610 | $ 55,500 | $ 39,623 |
Additions | 279,387 | 253,879 | 209,335 |
Deductions | (273,965) | (250,412) | (197,678) |
Prior year development | 1,386 | 643 | 4,220 |
Ending balance | 66,418 | 59,610 | 55,500 |
Net negative impact to the balance sheet | $ 600 | $ 200 | $ 2,200 |