SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2013 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES |
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A. BASIS OF PRESENTATION |
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The unaudited condensed consolidated interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP) for interim financial reporting and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include all of the disclosures required by GAAP for complete financial statements. As such, these unaudited condensed consolidated interim financial statements should be read in conjunction with our 2012 Annual Report on Form 10-K. Management believes that the disclosures are adequate to make the information presented not misleading, and all normal and recurring adjustments necessary to present fairly the financial position at September 30, 2013 and the results of operations of RLI Corp. and Subsidiaries for all periods presented have been made. The results of operations for any interim period are not necessarily indicative of the operating results for a full year. |
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The preparation of the unaudited condensed consolidated interim financial statements requires management to make estimates and assumptions relating to the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated interim financial statements, and the reported amounts of revenue and expenses during the period. These estimates are inherently subject to change and actual results could differ significantly from these estimates. |
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B. ADOPTED ACCOUNTING STANDARDS |
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ASU 2012-02, Intangibles-Goodwill and Other (Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment |
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This ASU permits an entity the option to first assess qualitative factors to determine whether it is more likely than not that an indefinite-lived intangible asset is impaired. The results of the qualitative assessment are used as a basis in determining whether it is necessary to perform the two-step quantitative impairment test. If the qualitative assessment supports the conclusion that it is more likely than not that the fair value of the asset exceeds its carrying amount, the entity would not need to perform the two-step quantitative impairment test. The focus of the guidance is to reduce the cost and complexity of performing impairment tests for indefinite-lived intangible assets other than goodwill, and to improve consistency in impairment testing among long-lived asset categories. |
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We adopted ASU 2012-02 on January 1, 2013. The adoption did not have a material effect on our financial statements. There have been no triggering events that would suggest possible impairment or that it is more likely than not that the fair values of indefinite-lived intangible assets are less than their carrying amounts. |
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ASU 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income |
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This ASU was issued to improve the reporting of reclassifications out of accumulated other comprehensive income. The guidance requires an entity to present, either on the face of the statement where net earnings is presented or in the notes, significant amounts reclassified out of accumulated other comprehensive income by the respective line items in the statement of earnings. The intent of the guidance is to provide financial statement users with a single location to determine the effect of reclassification adjustments on the financial statements. |
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We adopted ASU 2013-02 on January 1, 2013. The required disclosures have been included in note 1.F. to these unaudited condensed consolidated interim financial statements. |
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C. PROSPECTIVE ACCOUNTING STANDARDS |
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There are no prospective accounting standards which would impact our financial statements as of September 30, 2013. |
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D. INTANGIBLE ASSETS |
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In accordance with GAAP guidelines, the amortization of goodwill and indefinite-lived intangible assets is not permitted. Goodwill and indefinite-lived intangible assets remain on the balance sheet and are tested for impairment on an annual basis, or earlier if there is reason to suspect that their values may have been diminished or impaired. Goodwill and intangibles totaled $75.1 million at September 30, 2013. These assets relate to acquisition activity including our recent acquisitions of Contractors Bonding and Insurance Company (CBIC) and Rockbridge Underwriting Agency (Rockbridge). |
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Goodwill resulting from acquisitions completed prior to 2011 totaled $26.2 million and is attributable to our surety segment. Goodwill and intangible assets resulting from the CBIC acquisition in April 2011 totaled $32.6 million. The CBIC-related assets include goodwill attributable to our casualty and surety segments of $5.3 million and $15.1 million, respectively, and an indefinite-lived intangible asset in the amount of $8.8 million. Annual impairment testing was performed on each of these goodwill and indefinite-lived intangible assets during the second quarter of 2013. Based upon these reviews, none of the assets were impaired. In addition, as of September 30, 2013, there were no triggering events that occurred that would suggest an updated review was necessary. Definite-lived intangible assets related to the CBIC acquisition totaled $3.4 million, net of amortization, as of September 30, 2013. |
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The remaining $16.3 million of goodwill and intangibles relates to our purchase of Rockbridge in November 2012. Goodwill attributable to our casualty segment totaled $12.4 million. Definite-lived intangible assets totaled $3.9 million, net of amortization, as of September 30, 2013. Our initial annual impairment testing on this goodwill will be performed in the fourth quarter of 2013. As of September 30, 2013, there were no triggering events that occurred that would suggest an interim review was necessary. See note 6 to the unaudited condensed consolidated interim financial statements for further discussion. |
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The aforementioned definite-lived intangible assets are amortized against future operating results based on their estimated useful lives. Amortization of intangible assets resulting from the acquisitions of CBIC and Rockbridge was $0.4 million for the third quarter of 2013, and $1.0 million for the nine months ended September 30, 2013. |
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E. EARNINGS PER SHARE |
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Basic earnings per share (EPS) excludes dilution and is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the dilution that could occur if securities or other contracts to issue common stock or common stock equivalents were exercised or converted into common stock. When inclusion of common stock equivalents increases the earnings per share or reduces the loss per share, the effect on earnings is anti-dilutive. Under these circumstances, the diluted net earnings or net loss per share is computed excluding the common stock equivalents. |
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The following represents a reconciliation of the numerator and denominator of the basic and diluted EPS computations contained in the unaudited condensed consolidated interim financial statements. |
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| | For the Three-Month Period | | For the Three-Month Period | |
| | Ended September 30, 2013 | | Ended September 30, 2012 | |
(in thousands, except | | Income | | Shares | | Per Share | | Income | | Shares | | Per Share | |
per share data) | | (Numerator) | | (Denominator) | | Amount | | (Numerator) | | (Denominator) | | Amount | |
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Basic EPS | | | | | | | | | | | | | |
Income available to common shareholders | | $ | 37,647 | | 21,422 | | $ | 1.76 | | $ | 25,463 | | 21,218 | | $ | 1.2 | |
Effect of Dilutive Securities | | | | | | | | | | | | | |
Stock options | | — | | 351 | | | | — | | 268 | | | |
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Diluted EPS | | | | | | | | | | | | | |
Income available to common shareholders | | $ | 37,647 | | 21,773 | | $ | 1.73 | | $ | 25,463 | | 21,486 | | $ | 1.19 | |
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| | For the Nine-Month Period | | For the Nine-Month Period | |
| | Ended September 30, 2013 | | Ended September 30, 2012 | |
(in thousands, except | | Income | | Shares | | Per Share | | Income | | Shares | | Per Share | |
per share data) | | (Numerator) | | (Denominator) | | Amount | | (Numerator) | | (Denominator) | | Amount | |
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Basic EPS | | | | | | | | | | | | | |
Income available to common shareholders | | $ | 92,396 | | 21,337 | | $ | 4.33 | | $ | 78,249 | | 21,207 | | $ | 3.69 | |
Effect of Dilutive Securities | | | | | | | | | | | | | |
Stock options | | — | | 328 | | | | — | | 312 | | | |
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Diluted EPS | | | | | | | | | | | | | |
Income available to common shareholders | | $ | 92,396 | | 21,665 | | $ | 4.26 | | $ | 78,249 | | 21,519 | | $ | 3.64 | |
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F. COMPREHENSIVE EARNINGS |
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Our comprehensive earnings include net earnings plus unrealized gains/losses on our available-for-sale investment securities, net of tax. In reporting comprehensive earnings on a net basis in the statement of earnings, we used a 35 percent tax rate. The following table illustrates the changes in the balance of each component of accumulated other comprehensive earnings for each period presented in the unaudited condensed consolidated interim financial statements. |
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| | For the Three-Month Periods Ended | | For the Nine-Month Periods | | | | | | | |
September 30, | Ended September 30, | | | | | | |
(in thousands) | | 2013 | | 2012 | | 2013 | | 2012 | | | | | | | |
Unrealized Gains/Losses on Available-for-Sale Securities | | | | | | | | | | | | | | | |
Beginning balance | | $ | 127,242 | | 133,991 | | $ | 143,170 | | 117,325 | | | | | | | |
Other comprehensive earnings before reclassifications | | 5,203 | | 25,127 | | (5,354 | ) | 50,066 | | | | | | | |
Amounts reclassified from accumulated other comprehensive earnings | | (7,149 | ) | (4,080 | ) | (12,520 | ) | (12,353 | ) | | | | | | |
Net current-period other comprehensive earnings | | $ | (1,946 | ) | 21,047 | | $ | (17,874 | ) | 37,713 | | | | | | | |
Ending balance | | $ | 125,296 | | 155,038 | | $ | 125,296 | | 155,038 | | | | | | | |
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The sale or other-than-temporary impairment of an available-for-sale security results in amounts being reclassified from accumulated other comprehensive earnings to current period net earnings. The effects of reclassifications out of accumulated other comprehensive earnings by the respective line items of net earnings are presented in the following table. |
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| | Amount Reclassified from Accumulated Other | | | | | | | |
Comprehensive Earnings | | | | |
(in thousands) | | For the Three-Month | | For the Nine-Month | | Affected line item in the | | | | | |
Component of Accumulated | Periods Ended | Periods Ended | | | | |
| September 30, | September 30, | | | | |
Other Comprehensive Earnings | | 2013 | | 2012 | | 2013 | | 2012 | | Statement of Earnings | | | | | |
Unrealized gains and losses on available-for-sale securities | | $ | 10,998 | | 6,278 | | $ | 19,261 | | 20,161 | | Net realized investment gains | | | | | |
| | — | | — | | — | | (1,156 | ) | Other-than-temporary impairment (OTTI) losses on investments | | | | | |
| | 10,998 | | 6,278 | | 19,261 | | 19,005 | | Earnings before income taxes | | | | | |
| | (3,849 | ) | (2,198 | ) | (6,741 | ) | (6,652 | ) | Income tax expense | | | | | |
| | $ | 7,149 | | 4,080 | | $ | 12,520 | | 12,353 | | Net earnings | | | | | |
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