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Vericity, Inc. - Quarter Report: 2021 June (Form 10-Q)

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

(Mark One)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2021 

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM                      TO                     

Commission File Number 001-38945

 

VERICITY, INC.

(Exact name of Registrant as specified in its Charter)

 

 

Delaware

 

46-2348863

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

8700 W. Bryn Mawr Avenue, Suite 900S, Chicago Illinois

 

60631

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (312) 288-0073

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol

 

Name on each exchange on which registered

Common Stock, Par Value $0.001 per share

 

VERY

 

NASDAQ Capital Market

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  No  

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files). Yes  No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

  

Accelerated filer

 

Non-accelerated filer

 

  

Smaller reporting company

 

Emerging growth company

 

 

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES  NO 

The number of shares of Registrant’s Common Stock outstanding as of August 13, 2021 was 14,875,000.

 

 


 

Table of Contents

 

 

 

 

 

Page

 

 

 

 

 

PART I –

 

Financial Information

 

 

 

Item 1.

 

Financial Statements (Unaudited) (at June 30, 2021 and December 31, 2020 and for the Three Months and Six Months Ended June 30, 2021 and 2020)

 

 

 

 

 

 

 

 

 

Interim Condensed Consolidated Balance Sheets

 

1

 

 

Interim Condensed Consolidated Statements of Operations

 

2

 

 

Interim Condensed Consolidated Statements of Comprehensive Income (Loss)

 

3

 

 

Interim Condensed Consolidated Statements of Changes in Equity

 

4

 

 

Interim Condensed Consolidated Statements of Cash Flows

 

5

 

 

Notes to the Interim Condensed Consolidated Financial Statements

 

6

 

 

 

Note 1 – Summary of Significant Accounting Policies

 

6

 

 

 

Note 2 – Investments

 

6

 

 

 

Note 3 – Policy Liabilities

 

11

 

 

 

Note 4 – Reinsurance

 

12

 

 

 

Note 5 – Closed Block

 

12

 

 

 

Note 6 – Commitments and Contingencies

 

14

 

 

 

Note 7 – Assets and Liabilities Measured at Fair Value

 

15

 

 

 

Note 8 – Long and Short-term Debt

 

18

 

 

 

Note 9– Accumulated Other Comprehensive Income (Loss)

 

19

 

 

 

Note 10 – Business Segments

 

19

 

 

 

Note 11 – Subsequent Events

 

20

 

 

 

 

 

 

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

21

Item 4.

 

Controls and Procedures

 

34

 

 

 

 

 

PART II –

 

Other Information

 

34

Item 1.

 

Legal Proceedings

 

34

Item 1A.

 

Risk Factors

 

34

Item 2.

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

34

Item 3.

 

Default upon Senior Securities

 

35

Item 4.

 

Mine Safety Disclosures

 

35

Item 5.

 

Other Information

 

35

Item 6.

 

Exhibits

 

36

Signature

 

 

 

37

 

 


 

Part 1. Financial Information

Item I. Financial Statements

Vericity, Inc.

Interim Condensed Consolidated Balance Sheets

(dollars in thousands)

 

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

(Audited)

 

Assets

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

Fixed maturities – available-for-sale – at fair value (amortized cost; $330,467

   and $328,263)

 

$

360,223

 

 

$

363,851

 

Equity securities – at fair value (cost; $6,783 and $6,530)

 

 

5,496

 

 

 

3,848

 

Mortgage loans (net of valuation allowances of $136 and $141)

 

 

47,760

 

 

 

50,427

 

Policyholder loans

 

 

6,303

 

 

 

6,414

 

Other invested assets

 

 

1,162

 

 

 

273

 

Total investments

 

 

420,944

 

 

 

424,813

 

Cash, cash equivalents and restricted cash

 

 

19,862

 

 

 

36,242

 

Accrued investment income

 

 

2,586

 

 

 

2,633

 

Reinsurance recoverables (net of allowances of $131 and $131)

 

 

168,467

 

 

 

158,015

 

Deferred policy acquisition costs

 

 

89,999

 

 

 

87,212

 

Commissions and agent balances (net of allowances of $886 and $749)

 

 

29,367

 

 

 

19,526

 

Intangible assets

 

 

1,635

 

 

 

1,635

 

Deferred income tax assets, net

 

 

12,484

 

 

 

10,926

 

Other assets

 

 

29,603

 

 

 

27,762

 

Total assets

 

 

774,947

 

 

 

768,764

 

Liabilities and Shareholders' Equity

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

Future policy benefits and claims

 

 

399,473

 

 

 

381,563

 

Policyholder account balances

 

 

82,197

 

 

 

83,869

 

Other policyholder liabilities

 

 

36,724

 

 

 

37,789

 

Policy dividend obligations

 

 

13,145

 

 

 

13,282

 

Reinsurance liabilities and payables

 

 

6,950

 

 

 

6,696

 

Long-term debt

 

 

23,462

 

 

 

24,933

 

Short-term debt

 

 

4,186

 

 

 

5,545

 

Other liabilities

 

 

24,122

 

 

 

19,854

 

Total liabilities

 

 

590,259

 

 

 

573,531

 

Commitments and Contingencies (Note 6)

 

 

 

 

 

 

 

 

Shareholders' Equity

 

 

 

 

 

 

 

 

Common stock, $.001 par value, 30,000,000 shares authorized, 14,875,000 shares, issued and outstanding

 

 

15

 

 

 

15

 

Additional paid-in capital

 

 

39,840

 

 

 

39,840

 

Retained earnings

 

 

131,547

 

 

 

138,777

 

Accumulated other comprehensive income (loss)

 

 

13,286

 

 

 

16,601

 

Total shareholders' equity

 

 

184,688

 

 

 

195,233

 

Total liabilities and shareholders' equity

 

$

774,947

 

 

$

768,764

 

 

See notes to interim condensed consolidated financial statements

1


Vericity, Inc.

Interim Condensed Consolidated Statements of Operations

(dollars in thousands, except earnings per share)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net insurance premiums

 

$

25,433

 

 

$

26,313

 

 

$

50,730

 

 

$

56,369

 

Net investment income

 

 

3,610

 

 

 

3,456

 

 

 

6,864

 

 

 

7,028

 

Net realized investment gains (losses)

 

 

1,297

 

 

 

1,307

 

 

 

2,813

 

 

 

(1,750

)

Other-than-temporary-impairments (OTTI)

 

 

(1

)

 

 

 

 

 

(3

)

 

 

(54

)

Earned commissions

 

 

11,808

 

 

 

4,403

 

 

 

22,430

 

 

 

8,528

 

Insurance lead sales

 

 

1,758

 

 

 

1,061

 

 

 

3,232

 

 

 

2,649

 

Other income

 

 

63

 

 

 

117

 

 

 

137

 

 

 

200

 

Total revenues

 

 

43,968

 

 

 

36,657

 

 

 

86,203

 

 

 

72,970

 

Benefits and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Life, annuity, and health claim benefits

 

 

17,430

 

 

 

20,916

 

 

 

39,382

 

 

 

41,677

 

Interest credited to policyholder account balances

 

 

751

 

 

 

781

 

 

 

1,473

 

 

 

1,564

 

Operating costs and expenses

 

 

22,748

 

 

 

18,657

 

 

 

46,076

 

 

 

42,186

 

Amortization of deferred policy acquisition costs

 

 

3,938

 

 

 

3,791

 

 

 

7,178

 

 

 

4,767

 

Total benefits and expenses

 

 

44,867

 

 

 

44,145

 

 

 

94,109

 

 

 

90,194

 

(Loss) income before income tax

 

 

(899

)

 

 

(7,488

)

 

 

(7,906

)

 

 

(17,224

)

Income tax expense (benefit)

 

 

264

 

 

 

(716

)

 

 

(676

)

 

 

(1,874

)

Net (loss) income

 

$

(1,163

)

 

$

(6,772

)

 

$

(7,230

)

 

$

(15,350

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share for the periods

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

 

 

(Unaudited)

 

Weighted average shares outstanding, basic and diluted

 

 

14,875,000

 

 

 

14,875,000

 

 

 

14,875,000

 

 

 

14,875,000

 

Basic earnings per share

 

$

(0.08

)

 

$

(0.46

)

 

$

(0.49

)

 

$

(1.03

)

Diluted earnings per share

 

$

(0.08

)

 

$

(0.46

)

 

$

(0.49

)

 

$

(1.03

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

See notes to interim condensed consolidated financial statements

2


Vericity, Inc.

Interim Condensed Consolidated Statements of Comprehensive Income (Loss)

(dollars in thousands)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

 

(Unaudited)

 

Net (loss) income

 

$

(1,163

)

 

$

(6,772

)

 

$

(7,230

)

 

$

(15,350

)

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net unrealized gains (losses) on investments

 

 

5,171

 

 

 

10,231

 

 

 

(3,315

)

 

 

2,978

 

Total other comprehensive income (loss)

 

 

5,171

 

 

 

10,231

 

 

 

(3,315

)

 

 

2,978

 

Total comprehensive income (loss)

 

$

4,008

 

 

$

3,459

 

 

$

(10,545

)

 

$

(12,372

)

 

See notes to interim condensed consolidated financial statements

3


Vericity, Inc.

Interim Condensed Consolidated Statements of Changes in Shareholders’ Equity

(dollars in thousands)

 

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

Common stock

 

 

 

 

 

 

 

 

Balance – beginning of period

 

$

15

 

 

$

15

 

Balance – end of period

 

$

15

 

 

$

15

 

 

 

 

 

 

 

 

 

 

Additional paid-in capital

 

 

 

 

 

 

 

 

Balance – beginning of period

 

$

39,840

 

 

$

39,840

 

Balance – end of period

 

$

39,840

 

 

$

39,840

 

 

 

 

 

 

 

 

 

 

Retained earnings

 

 

 

 

 

 

 

 

Balance – beginning of period

 

$

138,777

 

 

$

163,805

 

Net (loss) income

 

 

(7,230

)

 

 

(15,350

)

Balance – end of period

 

$

131,547

 

 

$

148,455

 

 

 

 

 

 

 

 

 

 

Accumulated other comprehensive income (loss)

 

 

 

 

 

 

 

 

Balance – beginning of period

 

$

16,601

 

 

$

8,757

 

Other comprehensive (loss) income

 

 

(3,315

)

 

 

2,978

 

Balance – end of period

 

$

13,286

 

 

$

11,735

 

Total shareholders' equity

 

$

184,688

 

 

$

200,045

 

 

See notes to interim condensed consolidated financial statements

4


Vericity, Inc.

Interim Condensed Consolidated Statements of Cash Flows

(dollars in thousands)

 

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

 

(Unaudited)

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(7,230

)

 

$

(15,350

)

Adjustments to reconcile net (loss)income to net cash provided (used) by operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization and other non-cash items

 

 

1,603

 

 

 

1,263

 

Interest credited to policyholder account balances

 

 

1,473

 

 

 

1,564

 

Deferred income tax

 

 

(677

)

 

 

(1,874

)

Net realized investment gains (losses)

 

 

(2,813

)

 

 

1,750

 

Other-than-temporary-impairments

 

 

3

 

 

 

54

 

Interest expense

 

 

784

 

 

 

638

 

Change in:

 

 

 

 

 

 

 

 

Equity securities

 

 

(245

)

 

 

(390

)

Accrued investment income

 

 

47

 

 

 

198

 

Reinsurance recoverables

 

 

(10,452

)

 

 

(12,951

)

Deferred policy acquisition costs

 

 

(2,786

)

 

 

(3,742

)

Commissions and agent balances

 

 

(9,841

)

 

 

(3,483

)

Other assets

 

 

(472

)

 

 

8,388

 

Insurance liabilities

 

 

18,324

 

 

 

29,023

 

Other liabilities

 

 

4,523

 

 

 

348

 

Net cash (used) provided by operating activities

 

 

(7,759

)

 

 

5,436

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

Sales, maturities and repayments of:

 

 

 

 

 

 

 

 

Fixed maturities

 

 

35,659

 

 

 

36,225

 

Short-term investments

 

 

 

 

 

29,800

 

Mortgage loans

 

 

3,181

 

 

 

1,187

 

Other invested assets

 

 

94

 

 

 

-

 

Purchases of:

 

 

 

 

 

 

 

 

Fixed maturities

 

 

(37,296

)

 

 

(48,253

)

Short-term investments

 

 

 

 

 

(250

)

Mortgage loans

 

 

(465

)

 

 

(1,541

)

Other invested assets

 

 

(90

)

 

 

(11

)

Change in policyholder loans, net

 

 

111

 

 

 

(165

)

Other, net

 

 

(3,145

)

 

 

(3,179

)

Net cash (used) provided by investing activities

 

 

(1,951

)

 

 

13,813

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Debt issued

 

 

1,234

 

 

 

7,671

 

Debt repaid

 

 

(4,849

)

 

 

(3,850

)

Deposits to policyholder account balances

 

 

257

 

 

 

228

 

Withdrawals from policyholder account balances

 

 

(3,312

)

 

 

(4,176

)

Net cash (used) by financing activities

 

 

(6,670

)

 

 

(127

)

Net (decrease) increase in cash, cash equivalents and restricted cash

 

 

(16,380

)

 

 

19,122

 

Cash, cash equivalents and restricted cash – beginning of period

 

 

36,242

 

 

 

37,842

 

Cash, cash equivalents and restricted cash – end of period

 

$

19,862

 

 

$

56,964

 

Supplemental cash flow information

 

 

 

 

 

 

 

 

Non-cash transactions:

 

 

 

 

 

 

 

See notes to interim condensed consolidated financial statements

5


Vericity, Inc.

Notes to Interim Condensed Consolidated Financial Statements

(dollars in thousands)

Note 1 – Summary of Significant Accounting Policies

Description of Business

Vericity, Inc. (the Company) is a Delaware corporation organized to be the stock holding company for Members Holding Company (Members) and its subsidiaries. On August 7, 2019, the Company completed the initial public offering of 14,875,000 shares of its common stock at a price of $10.00 per share (the IPO). The IPO was conducted in connection with the conversion of Members Mutual Holding Company from mutual to stock form and the acquisition by the Company of all of the capital stock of Members following its conversion to stock form after its plan of conversion and amended and restated articles of incorporation were approved at a special meeting of eligible members on August 6, 2019 (the Conversion). As a result of the Conversion, the Company became the holding company for converted Members Mutual Holding Company and its indirect subsidiaries, including Fidelity Life Association (Fidelity Life) and Efinancial, LLC (Efinancial).

The Company operates as a holding company and currently has no other business operations. Fidelity Life is an Illinois‑domiciled life insurance company that was founded in 1896. Fidelity Life markets life insurance products through independent and affiliated distributors and is licensed in the District of Columbia and all states, except New York and Wyoming. Efinancial markets life and other products for non‑affiliated insurance companies and sells life products for Fidelity Life.

The accompanying interim condensed consolidated financial statements present the accounts of the Company and subsidiaries for the six months ended June 30, 2021 and June 30, 2020 and at June 30, 2021 and December 31, 2020. These interim condensed consolidated financial statements and notes should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report in the Form 10-K for the year ended December 31, 2020. The results of operations for the interim periods should not be considered indicative of results to be expected for the full year.

Basis of Presentation 

These interim condensed consolidated financial statements are prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The unaudited interim condensed consolidated financial information furnished herein reflects all adjustments which are, in the opinion of management, necessary to fairly state the results for the interim periods presented. All such adjustments are of a normal recurring nature. All intercompany accounts and transactions have been eliminated in consolidation. The consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been omitted from this report, as is permitted by such rules and regulations. Accordingly, these interim condensed consolidated financial statements should be read in conjunction with the financial statements as of and for the year ended December 31, 2020, and notes thereto, included in the Form 10-K.

Use of Estimates

The preparation of interim condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The more significant estimates employed in the preparation of the interim condensed consolidated financial statements include the determination of the valuation of investments in fixed maturity and equity securities, investment impairments, the valuation of deferred tax assets, future policy benefits and other policyholder liabilities.  

 

Note 2 Investments

The Company continuously monitors its investment strategies and individual holdings with consideration of current and projected market conditions, the composition of the Company’s liabilities, projected liquidity and capital investment needs, and compliance with investment policies and state regulatory guidelines.

6


Fixed Maturities

The amortized cost, gross unrealized gains, gross unrealized losses, fair value, and OTTI loss included in accumulated other comprehensive income (AOCI) of fixed maturities available-for-sale are as follows:

 

 

 

June 30, 2021

 

Fixed maturities

 

Amortized

Cost

 

 

Unrealized

Gains

 

 

Unrealized

Losses

 

 

Fair

Value

 

 

OTTI

Losses

 

U.S. government and agencies

 

$

9,857

 

 

$

2,225

 

 

$

 

 

$

12,082

 

 

$

 

U.S. agency mortgage-backed

 

 

17,543

 

 

 

1,160

 

 

 

(3

)

 

 

18,700

 

 

 

 

State and political subdivisions

 

 

60,963

 

 

 

3,127

 

 

 

(173

)

 

 

63,917

 

 

 

 

Corporate and miscellaneous

 

 

152,302

 

 

 

21,754

 

 

 

(250

)

 

 

173,806

 

 

 

 

Foreign government

 

 

378

 

 

 

35

 

 

 

 

 

 

413

 

 

 

 

Residential mortgage-backed

 

 

6,070

 

 

 

301

 

 

 

(32

)

 

 

6,339

 

 

 

(404

)

Commercial mortgage-backed

 

 

18,512

 

 

 

1,199

 

 

 

(15

)

 

 

19,696

 

 

 

 

Asset-backed

 

 

64,842

 

 

 

590

 

 

 

(162

)

 

 

65,270

 

 

 

 

Total fixed maturities

 

$

330,467

 

 

$

30,391

 

 

$

(635

)

 

$

360,223

 

 

$

(404

)

 

 

 

December 31, 2020

 

Fixed maturities

 

Amortized

Cost

 

 

Unrealized

Gains

 

 

Unrealized

Losses

 

 

Fair

Value

 

 

OTTI

Losses

 

U.S. government and agencies

 

$

11,386

 

 

$

2,886

 

 

$

 

 

$

14,272

 

 

$

 

U.S. agency mortgage-backed

 

 

21,015

 

 

 

1,461

 

 

 

 

 

 

22,476

 

 

 

 

State and political subdivisions

 

 

57,646

 

 

 

3,798

 

 

 

(15

)

 

 

61,429

 

 

 

 

Corporate and miscellaneous

 

 

143,242

 

 

 

26,069

 

 

 

(258

)

 

 

169,053

 

 

 

 

Foreign government

 

 

131

 

 

 

45

 

 

 

 

 

 

176

 

 

 

 

Residential mortgage-backed

 

 

6,060

 

 

 

388

 

 

 

(27

)

 

 

6,421

 

 

 

(151

)

Commercial mortgage-backed

 

 

18,567

 

 

 

1,503

 

 

 

(53

)

 

 

20,017

 

 

 

 

Asset-backed

 

 

70,216

 

 

 

605

 

 

 

(814

)

 

 

70,007

 

 

 

(260

)

Total fixed maturities

 

$

328,263

 

 

$

36,755

 

 

$

(1,167

)

 

$

363,851

 

 

$

(411

)

 

Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Maturities of mortgage-backed and asset-backed securities may be substantially shorter than their contractual maturity because they may require monthly principal installments and such loans may prepay principal. The amortized cost and fair value of fixed maturities available-for-sale by contractual maturity, are presented in the following table:

 

 

 

June 30, 2021

 

 

 

Amortized

Cost

 

 

Fair

Value

 

Due in one year or less

 

$

2,748

 

 

$

2,760

 

Due after one year through five years

 

 

38,376

 

 

 

41,629

 

Due after five years through ten years

 

 

53,694

 

 

 

58,221

 

Due after ten years

 

 

128,680

 

 

 

147,608

 

Securities not due at a single maturity date — primarily mortgage and

   asset-backed

 

 

106,969

 

 

 

110,005

 

Total fixed maturities

 

$

330,467

 

 

$

360,223

 

 

Fixed maturities with a carrying value of $3,568 and $3,852 were on deposit with governmental authorities, as required by law at June 30, 2021 and December 31, 2020, respectively.

The Company’s fixed maturities portfolio was primarily composed of investment grade securities, defined as a security having a rating of Aaa, Aa, A, or Baa from Moody’s, AAA, AA, A, or BBB from Standard & Poor’s, or National Association of Insurance Commissioners (NAIC) rating of NAIC 1 or NAIC 2. Investment grade securities comprised 97.3% and 97.9% of the Company’s total fixed maturities portfolio at June 30, 2021 and December 31, 2020, respectively.

At June 30, 2021 and December 31, 2020, the Company had commitments to make investments in available-for-sale securities in the amount of $10,000 and $3,027, respectively.

7


Mortgage Loans

The Company makes investments in commercial mortgage loans. The Company, along with other investors, owns a pro rata share of each loan. The Company participates in 34 such investment instruments with ownership shares ranging from 0.6% to 30.0% of the trust at June 30, 2021. The Company owns a share of 283 mortgage loans with an average loan balance of $169 and a maximum exposure related to any single loan of $555. Mortgage loan holdings are diversified by geography and property type as follows:

 

 

 

June 30, 2021

 

 

December 31, 2020

 

 

 

Gross Carrying

Value

 

 

% of Total

 

 

Gross Carrying

Value

 

 

% of Total

 

Property Type:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

15,706

 

 

 

32.8

%

 

$

16,252

 

 

 

32.1

%

Office

 

 

12,195

 

 

 

25.5

%

 

 

12,493

 

 

 

24.7

%

Industrial

 

 

7,230

 

 

 

15.1

%

 

 

8,095

 

 

 

16.0

%

Mixed use

 

 

5,624

 

 

 

11.7

%

 

 

6,014

 

 

 

11.9

%

Apartments

 

 

2,942

 

 

 

6.1

%

 

 

3,439

 

 

 

6.8

%

Medical office

 

 

3,068

 

 

 

6.4

%

 

 

3,119

 

 

 

6.2

%

Other

 

 

1,131

 

 

 

2.4

%

 

 

1,156

 

 

 

2.3

%

Gross carrying value of mortgage loans

 

 

47,896

 

 

 

100.0

%

 

 

50,568

 

 

 

100.0

%

Valuation allowance

 

 

(136

)

 

 

 

 

 

 

(141

)

 

 

 

 

Net carrying value of mortgage loans

 

$

47,760

 

 

 

 

 

 

$

50,427

 

 

 

 

 

 

 

 

June 30, 2021

 

 

December 31, 2020

 

 

 

Gross Carrying

Value

 

 

% of Total

 

 

Gross Carrying

Value

 

 

% of Total

 

U.S. Region:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

West South Central

 

$

11,581

 

 

 

24.2

%

 

$

11,780

 

 

 

23.3

%

East North Central

 

 

11,907

 

 

 

24.9

%

 

 

12,105

 

 

 

23.9

%

South Atlantic

 

 

10,102

 

 

 

21.1

%

 

 

10,908

 

 

 

21.6

%

West North Central

 

 

3,575

 

 

 

7.5

%

 

 

3,981

 

 

 

7.9

%

Mountain

 

 

3,471

 

 

 

7.2

%

 

 

4,404

 

 

 

8.7

%

Middle Atlantic

 

 

2,784

 

 

 

5.8

%

 

 

2,824

 

 

 

5.6

%

East South Central

 

 

2,989

 

 

 

6.2

%

 

 

3,060

 

 

 

6.1

%

New England

 

 

87

 

 

 

0.2

%

 

 

91

 

 

 

0.2

%

Pacific

 

 

1,400

 

 

 

2.9

%

 

 

1,415

 

 

 

2.8

%

Gross carrying value of mortgage loans

 

 

47,896

 

 

 

100.0

%

 

 

50,568

 

 

 

100.0

%

Valuation allowance

 

 

(136

)

 

 

 

 

 

 

(141

)

 

 

 

 

Net carrying value of mortgage loans

 

$

47,760

 

 

 

 

 

 

$

50,427

 

 

 

 

 

 

During the six months ended June 30, 2021 and June 30, 2020, $465 and $1,541 of new mortgage loans were purchased, respectively, which did not include second lien mortgage loans. There were no taxes, assessments, or any amounts advanced that were not included in the mortgage loan balances at June 30, 2021 and December 31, 2020. At June 30, 2021 and December 31, 2020, the Company had 5 and 6 mortgage loans with a total carrying value of $1,356 and $1,408 that were in a restructured status, respectively. There were no impairments for mortgage loans at June 30, 2021 and December 31, 2020.

The changes in the valuation allowance for commercial mortgage loans were as follows:

 

 

 

Six Months Ended June 30, 2021

 

 

Year Ended December 31, 2020

 

Beginning balance

 

$

141

 

 

$

53

 

Net (decrease) increase in valuation allowance

 

 

(5

)

 

 

88

 

Ending balance

 

$

136

 

 

$

141

 

 

At June 30, 2021 and December 31, 2020, the Company had no mortgage loans that were on nonaccrual status.

At June 30, 2021 and December 31, 2020, the Company had commitments to make investments in mortgage loans in the amount of $3,339 and $1,299, respectively.   

8


Net Investment Income

The sources of net investment income are as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Interest from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

$

3,066

 

 

$

2,994

 

 

$

5,980

 

 

$

5,962

 

Policyholder loans

 

 

35

 

 

 

86

 

 

 

127

 

 

 

172

 

Mortgage loans

 

 

796

 

 

 

624

 

 

 

1,422

 

 

 

1,264

 

Cash, cash equivalents and restricted cash

 

 

1

 

 

 

35

 

 

 

5

 

 

 

250

 

Dividends on equity securities

 

 

89

 

 

 

90

 

 

 

179

 

 

 

195

 

Gross investment income

 

 

3,987

 

 

 

3,829

 

 

 

7,713

 

 

 

7,843

 

Investment expenses

 

 

(377

)

 

 

(373

)

 

 

(849

)

 

 

(815

)

Net investment income

 

$

3,610

 

 

$

3,456

 

 

$

6,864

 

 

$

7,028

 

 

Investment expenses include investment management fees, some of which include incentives based on market performance, custodial fees and internal costs for investment-related activities.

Net Realized Investment Gains (Losses)

The sources of realized investment gains (losses) are as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Investment gains (losses) from:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

$

228

 

 

$

391

 

 

$

488

 

 

$

251

 

Equity securities

 

 

747

 

 

 

906

 

 

 

1,402

 

 

 

(2,009

)

Other invested assets

 

 

281

 

 

 

 

 

 

889

 

 

 

 

Mortgage loans

 

 

48

 

 

 

11

 

 

 

53

 

 

 

20

 

Investment expenses

 

 

(7

)

 

 

(1

)

 

 

(19

)

 

 

(12

)

Total net realized investment gains (losses)

 

$

1,297

 

 

$

1,307

 

 

$

2,813

 

 

$

(1,750

)

 

Other-Than-Temporary Impairments

The Company regularly reviews its investments portfolio for factors that may indicate that a decline in the fair value of an investment is other-than-temporary. A fixed maturity has OTTI if the fair value of the security is less than its amortized cost basis and the Company either intends to sell the fixed maturity or it is more likely than not the Company will be required to sell the fixed maturity before recovery of its amortized cost basis. For all other securities in an unrealized loss position in which the Company does not expect to recover the entire amortized cost basis, the security is deemed to be OTTI for credit reasons.

Significant judgment is required in the determination of whether an OTTI loss has occurred for a security. The Company has developed a consistent methodology and has identified significant inputs for determining whether an OTTI loss has occurred. Some of the factors considered in evaluating whether a decline in fair value is OTTI are the financial condition and prospects of the issuer, payment status, the probability of collecting scheduled principal and interest payments when due, credit ratings of the securities, and the duration and severity of the decline.

The credit loss component of fixed maturity impairment is calculated as the difference between amortized cost and the present value of the expected cash flows of the security. The present value is determined using the best estimate of cash flows discounted at the effective rate implicit to the security at the date of purchase or prior impairment. The methodology and assumptions for estimating the cash flows vary depending on the type of security. For mortgage-backed and asset-backed securities, cash flow estimates, including prepayment assumptions, are based on data from widely accepted third-party sources or internal estimates. In addition to prepayment assumptions, cash flow estimates vary based on assumptions regarding the underlying collateral characteristics, expectations of delinquency and default rates, and structural support, including subordination and guarantees. If the present value of the modeled expected cash flows equals or exceeds the amortized cost of a security, no credit loss exists, and the security is considered to be temporarily impaired. If the present value of the expected cash flows is less than amortized cost, the security is determined to be OTTI impaired for credit reasons and is recognized as an OTTI loss in earnings. The non-credit component, determined as the difference between the adjusted amortized cost basis and fair value, is recognized as OTTI in other comprehensive (loss) income.

9


A rollforward of the cumulative credit losses on fixed maturities are as follows:

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Beginning balance of credit losses on fixed maturities

 

$

833

 

 

$

869

 

Additional credit losses for which an OTTI was not previously recognized

 

 

3

 

 

 

68

 

Reduction of credit losses related to securities sold during period

 

 

 

 

 

(104

)

Ending balance of credit losses on fixed maturities

 

$

836

 

 

$

833

 

 

Unrealized Losses for Fixed Maturities

The Company’s fair value and gross unrealized losses for fixed maturities available-for-sale, aggregated by investment category and length of time that individual securities have been in a continuous gross unrealized loss position are as follows:

 

 

 

12 months or less

 

 

Longer than 12 months

 

 

Total

 

June 30, 2021

 

Estimated

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Estimated

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Estimated

Fair Value

 

 

Gross

Unrealized

Losses

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency mortgage-backed

 

$

134

 

 

$

(3

)

 

$

12

 

 

$

 

 

$

146

 

 

$

(3

)

State and political subdivisions

 

 

13,762

 

 

 

(173

)

 

 

 

 

 

 

 

 

13,762

 

 

 

(173

)

Corporate and miscellaneous

 

 

6,945

 

 

 

(217

)

 

 

1,271

 

 

 

(33

)

 

 

8,216

 

 

 

(250

)

Residential mortgage-backed

 

 

473

 

 

 

(9

)

 

 

418

 

 

 

(23

)

 

 

891

 

 

 

(32

)

Commercial mortgage-backed

 

 

823

 

 

 

(4

)

 

 

394

 

 

 

(11

)

 

 

1,217

 

 

 

(15

)

Asset-backed

 

 

17,329

 

 

 

(78

)

 

 

10,183

 

 

 

(84

)

 

 

27,512

 

 

 

(162

)

Total fixed maturities

 

$

39,466

 

 

$

(484

)

 

$

12,278

 

 

$

(151

)

 

$

51,744

 

 

$

(635

)

 

 

 

12 months or less

 

 

Longer than 12 months

 

 

Total

 

December 31, 2020

 

Estimated

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Estimated

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Estimated

Fair Value

 

 

Gross

Unrealized

Losses

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency mortgage-backed

 

$

17

 

 

$

 

 

$

12

 

 

$

 

 

$

29

 

 

$

 

State and political subdivisions

 

 

2,320

 

 

 

(15

)

 

 

 

 

 

 

 

 

2,320

 

 

 

(15

)

Corporate and miscellaneous

 

 

5,177

 

 

 

(256

)

 

 

254

 

 

 

(2

)

 

 

5,431

 

 

 

(258

)

Residential mortgage-backed

 

 

480

 

 

 

(10

)

 

 

140

 

 

 

(17

)

 

 

620

 

 

 

(27

)

Commercial mortgage-backed

 

 

1,028

 

 

 

(46

)

 

 

73

 

 

 

(7

)

 

 

1,101

 

 

 

(53

)

Asset-backed

 

 

34,859

 

 

 

(607

)

 

 

11,247

 

 

 

(207

)

 

 

46,106

 

 

 

(814

)

Total fixed maturities

 

$

43,881

 

 

$

(934

)

 

$

11,726

 

 

$

(233

)

 

$

55,607

 

 

$

(1,167

)

 

The indicated gross unrealized losses in all fixed maturity categories decreased to $635 from $1,167 at June 30, 2021 and December 31, 2020, respectively. Based on the Company’s current evaluation of its fixed maturities in an unrealized loss position, in accordance with our impairment policy and the Company’s current intentions regarding these securities, the Company concluded that these securities were not OTTI.  

10


Information and concentrations related to fixed maturities in an unrealized loss position are included below. The tables below include the number of fixed maturities in an unrealized loss position for greater than and less than 12 months and the percentage that were investment grade at June 30, 2021.

 

 

 

Unrealized Losses 12 months or less

 

 

 

Number of Securities

 

 

 

Total

 

 

Impairment is

Less than 10%

of Amortized

Cost

 

 

Impairment

is Between

10% and

20% of

Amortized

Cost

 

 

Impairment is

Greater than

20% of

Amortized

Cost

 

 

Percent

Investment

Grade

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency mortgage-backed

 

 

2

 

 

 

2

 

 

 

 

 

 

 

 

 

100

%

State and political subdivisions

 

 

37

 

 

 

37

 

 

 

 

 

 

 

 

 

100

%

Corporate and miscellaneous

 

 

46

 

 

 

44

 

 

 

 

 

 

2

 

 

 

80

%

Residential mortgage-backed

 

 

5

 

 

 

5

 

 

 

 

 

 

 

 

 

100

%

Commercial mortgage-backed

 

 

2

 

 

 

2

 

 

 

 

 

 

 

 

 

100

%

Asset-backed

 

 

38

 

 

 

38

 

 

 

 

 

 

 

 

 

100

%

Total fixed maturities

 

 

130

 

 

 

128

 

 

 

-

 

 

 

2

 

 

 

 

 

 

 

 

Unrealized Losses greater than 12 months

 

 

 

Number of Securities

 

 

 

Total

 

 

Impairment is

Less than 10%

of Amortized

Cost

 

 

Impairment

is Between

10% and

20% of

Amortized

Cost

 

 

Impairment is

Greater than

20% of

Amortized

Cost

 

 

Percent

Investment

Grade

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. agency mortgage-backed

 

 

1

 

 

 

1

 

 

 

 

 

 

 

 

 

80

%

Corporate and miscellaneous

 

 

3

 

 

 

2

 

 

 

1

 

 

 

 

 

 

100

%

Residential mortgage-backed

 

 

6

 

 

 

5

 

 

 

1

 

 

 

 

 

 

0

%

Commercial mortgage-backed

 

 

3

 

 

 

3

 

 

 

 

 

 

 

 

 

67

%

Asset-backed

 

 

17

 

 

 

16

 

 

 

1

 

 

 

 

 

 

100

%

Total fixed maturities

 

 

30

 

 

 

27

 

 

 

3

 

 

 

 

 

 

 

 

 

Note 3 – Policy Liabilities

Future Policy Benefits

Future policy benefits represent the reserve for direct and assumed traditional life insurance policies and annuities in payout status.

The annuities in payout status are certain structured settlement contracts. The policy liability for structured settlement contracts of $20,120 and $21,489 at June 30, 2021 and December 31, 2020, respectively, is computed as the present value of contractually specified future benefits. The amount included in the policy liability for structured settlements that are life contingent at June 30, 2021 and December 31, 2020, is $16,018 and $17,084, respectively.

To the extent that unrealized gains on fixed maturities would result in a premium deficiency had those gains actually been realized, a premium deficiency reserve is recorded. A liability of $6,970 and $8,010 is included as part of the liability for structured settlements with respect to this deficiency at June 30, 2021 and December 31, 2020, respectively. The offset to this liability is recorded as a reduction of the unrealized capital gains included in AOCI.

Participating life insurance in force was 9.5% and 11.6% of the face value of total life insurance at June 30, 2021 and December 31, 2020, respectively.

 

11


 

Note 4 Reinsurance

The Company uses reinsurance to mitigate exposure to potential losses, provide additional capacity for growth, and provide greater diversity of business. For ceded reinsurance, the Company remains liable to the extent that reinsuring companies may not be able to meet their obligations under the reinsurance agreements. To manage the risk from failure of a reinsurer to meet its obligations, the Company periodically evaluates the financial condition of all of its reinsurers.  

Reinsurance recoverable are as follows:

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Ceded future policy benefits

 

$

137,326

 

 

$

128,456

 

Claims and other amounts recoverables

 

 

31,141

 

 

 

29,559

 

Ending balance

 

$

168,467

 

 

$

158,015

 

 

The reconciliation of direct premiums to net premiums is as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Direct premiums

 

$

42,320

 

 

$

38,423

 

 

$

83,849

 

 

$

66,524

 

Assumed premiums

 

 

9,338

 

 

 

9,703

 

 

 

18,115

 

 

 

18,072

 

Ceded premiums

 

 

(26,225

)

 

 

(21,813

)

 

 

(51,234

)

 

 

(28,227

)

Net insurance premiums

 

$

25,433

 

 

$

26,313

 

 

$

50,730

 

 

$

56,369

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net policy charges on universal life products were $45, $90, $43 and $87 for the three months and six months ended June 30, 2021 and 2020, respectively, and are included in other income.

At June 30, 2021 and December 31, 2020, reserves related to fixed‑rate annuity deposits assumed from a former affiliate company amounted to approximately $73,453 and $74,918, respectively, and are included with policyholder account balances in the Interim Condensed Consolidated Balance Sheets.

 

Note 5 Closed Block

The Closed Block was formed at October 1, 2006 and contains all participating policies issued or assumed by Fidelity Life. The assets and future net cash flows of the Closed Block are available only for purposes of paying benefits, expenses and dividends of the Closed Block and are not available to the Company, except for an amount of additional funding that was established at the inception of the Closed Block. The additional funding was designed to protect the block against future experience, and if the funding is not required for that purpose, is subject to reversion to the Company in the future. Any reversion of Closed Block assets to the Company must be approved by the Illinois Department of Insurance (IDOI).

In October 2011, the IDOI approved a reversion of a portion of the initial funding that the Company had determined was not required to fund the Closed Block. The carrying value of the assets transferred from the Closed Block on October 31, 2011, the date of transfer, was $4,397.  

The assets and liabilities within the Closed Block are included in the Company’s consolidated financial statements on the same basis as other accounts of the Company. The maximum future earnings and accumulated other comprehensive income to be recognized from Closed Block assets and liabilities represent the estimated future Closed Block profits that will accrue to the Company and is calculated as the excess of Closed Block assets over Closed Block liabilities. Included in Closed Block assets at June 30, 2021 and December 31, 2020 is $10,308 and $10,170 of additional Closed Block funding, plus accrued interest, that is eligible for reversion to the Company if not needed to fund Closed Block experience, respectively.

The Closed Block was funded based on a model developed to forecast the future cash flows of the Closed Block, which is referred to as the actuarial calculation. The actuarial calculation projected the anticipated future cash flows of the Closed Block as established at the initial funding. We compare the actual results of the Closed Block to expected results from the actuarial calculation as part of the annual assessment of the current level of policyholder dividends. The assessment of policyholder dividends includes projections of future experience of the Closed Block. The review of Closed Block experience also includes consideration of whether a policy dividend obligation should be recorded to reflect favorable Closed Block experience that has not yet been reflected in the dividend scales. At June 30, 2021 and December 31, 2020, the Company recognized a policyholder dividend obligation of $13,145 and $13,282, respectively, resulting from the excess of actual cumulative earnings over the expected cumulative earnings and from accumulated net unrealized investment gains that have arisen subsequent to the establishment of the Closed Block.

12


The impacts on the Company’s comprehensive (loss) income from recognizing policyholder dividend obligations are as follows:

 

 

 

June 30,

 

 

December 31,

 

 

 

2021

 

 

2020

 

Actual cumulative (loss) income earnings over expected cumulative earnings

 

$

(9,742

)

 

$

(9,284

)

Income tax (benefit) expense

 

 

(2,046

)

 

 

(1,950

)

Net (loss) income impact

 

 

(7,696

)

 

 

(7,334

)

Accumulated net unrealized investment (losses) gains

 

 

(3,403

)

 

 

(3,998

)

Income tax (benefit) expense

 

 

(715

)

 

 

(839

)

Other comprehensive (loss) income impact

 

 

(2,688

)

 

 

(3,159

)

Comprehensive (loss) income impact

 

$

(10,384

)

 

$

(10,493

)

 

Information regarding the Closed Block liabilities (assets) designated to the Closed Block is as follows:

 

 

 

June 30,

 

 

December 31,

 

Closed Block Liabilities

 

2021

 

 

2020

 

Future policy benefits and claims

 

$

34,807

 

 

$

38,110

 

Policyholder account balances

 

 

7,044

 

 

 

7,272

 

Other policyholder liabilities

 

 

3,294

 

 

 

6,360

 

Policyholder dividend obligations

 

 

13,145

 

 

 

13,282

 

Other liabilities (assets)

 

 

(634

)

 

 

(619

)

Total Closed Block liabilities

 

 

57,656

 

 

 

64,405

 

Assets Designated to the Closed Block

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

Fixed maturities - available-for-sale (amortized cost $38,414 and

   $37,364, respectively)

 

 

43,756

 

 

 

43,738

 

Policyholder loans

 

 

1,204

 

 

 

1,245

 

Total investments

 

 

44,960

 

 

 

44,983

 

Cash, cash equivalents and restricted cash

 

 

802

 

 

 

2,614

 

Premiums due and uncollected

 

 

1,581

 

 

 

1,029

 

Accrued investment income

 

 

415

 

 

 

427

 

Reinsurance recoverables

 

 

16,806

 

 

 

22,689

 

Deferred income tax assets, net

 

 

3,297

 

 

 

3,130

 

Total assets designated to the Closed Block

 

 

67,861

 

 

 

74,872

 

Excess of Closed Block assets over liabilities

 

 

10,205

 

 

 

10,467

 

Amounts included in accumulated other comprehensive income:

 

 

 

 

 

 

 

 

Unrealized investment gains (losses), net of income tax

 

 

4,220

 

 

 

5,035

 

Allocated to policyholder dividend obligations, net of income tax

 

 

(2,688

)

 

 

(3,159

)

Total amounts included in accumulated other comprehensive income

 

 

1,532

 

 

 

1,876

 

Maximum future earnings and accumulated other comprehensive income to

   be recognized from Closed Block assets and liabilities (includes excess

   assets of $10,308 and $10,170, respectively)

 

$

(8,673

)

 

$

(8,591

)

 

 

 

 

June 30,

 

 

December 31,

 

Policyholder Dividend Obligations

 

2021

 

 

2020

 

Beginning balance

 

$

13,282

 

 

$

11,453

 

Impact from earnings allocable to policyholder dividend obligations

 

 

458

 

 

 

235

 

Change in net unrealized investment gains (losses) allocated to policyholder

   dividend obligations

 

 

(595

)

 

 

1,594

 

Ending balance

 

$

13,145

 

 

$

13,282

 

 

13


 

Information regarding the Closed Block revenues and expenses is as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net insurance premiums

 

$

795

 

 

$

1,193

 

 

$

1,695

 

 

$

6,454

 

Net investment income

 

 

364

 

 

 

385

 

 

 

715

 

 

 

762

 

Realized gains

 

 

36

 

 

 

31

 

 

 

36

 

 

 

31

 

Total revenues

 

 

1,195

 

 

 

1,609

 

 

 

2,446

 

 

 

7,247

 

Benefits and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Life and annuity benefits - including policyholder dividends

   of $223, $308, $623 and $700 respectively

 

 

771

 

 

 

1,432

 

 

 

2,695

 

 

 

5,878

 

Interest credited to policyholder account balances

 

 

44

 

 

 

46

 

 

 

86

 

 

 

92

 

Operating costs and expenses

 

 

(198

)

 

 

(67

)

 

 

(439

)

 

 

3,509

 

Total expenses

 

 

617

 

 

 

1,411

 

 

 

2,342

 

 

 

9,479

 

Revenues, net of expenses before provision for income tax

   expense

 

 

578

 

 

 

198

 

 

 

104

 

 

 

(2,232

)

Income tax expense (benefit)

 

 

121

 

 

 

41

 

 

 

22

 

 

 

(469

)

Revenues, net of expenses and provision for income tax

   expense (benefit)

 

$

457

 

 

$

157

 

 

$

82

 

 

$

(1,763

)

 

The Company charges the Closed Block with federal income taxes and state and local premium taxes, policy maintenance costs and investment management expenses relating to the Closed Block as provided in the Closed Block Memorandum.

 

The following table presents the amortized cost and fair value of the Closed Block fixed maturities portfolio by contractual maturity at June 30, 2021. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties:

 

 

 

 

 

 

 

 

 

 

 

 

Amortized Cost

 

 

Fair Value

 

Due after one year through five years

 

$

9,064

 

 

$

9,746

 

Due after five years through ten years

 

 

3,754

 

 

 

4,794

 

Due after ten years

 

 

22,698

 

 

 

26,317

 

Securities not due at a single maturity date — primarily mortgage and asset-

   backed

 

 

2,898

 

 

 

2,899

 

Total fixed maturities

 

$

38,414

 

 

$

43,756

 

 

Note 6 Commitments and Contingencies

Litigation

The Company is subject to legal and regulatory actions in the course of our business. Management does not believe such litigation will have a material impact on the Company’s interim condensed consolidated financial statements. The Company establishes accruals for litigation and regulatory matters when it is probable that a loss has been incurred and the amount of that loss can be reasonably estimated. For litigation and regulatory matters where a loss may be reasonably possible but not probable or, is probable but not reasonably able to be estimated, no accrual is established, but the matter, if material, is disclosed. The Company is not aware of any material legal or regulatory matters threatened or pending against the Company.

Federal Home Loan Bank of Chicago

The Company is a member of the Federal Home Loan Bank of Chicago (FHLBC). As a member, the Company is able to borrow on a collateralized basis from the FHLBC which can be used as an alternative source of liquidity. The FHLBC membership requires the Company to own member stock. At June 30, 2021 and December 31, 2020, the Company held $115 of FHLBC common stock which allows the Company to borrow up to $2,558. Interest on borrowed funds is charged at variable rates established from time to time by the FHLBC and depending on the borrowing option selected at the time of the borrowing. No amounts have been borrowed from the FHLBC as of June 30, 2021 and December 31, 2020.

 

14


 

Note 7 Assets and Liabilities Measured at Fair Value

Fair value is the estimated price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Company attempts to establish fair value as an exit price consistent with transactions taking place under normal market conventions. The Company utilizes market observable information to the extent possible and seeks to obtain quoted market prices for all securities. If quoted market prices in active markets are not available, the Company uses a number of methodologies to establish fair value estimates including discounted cash flow models, prices from recently executed transactions of similar securities, or broker/dealer quotes.

Fair values for the Company’s fixed maturity and equity securities are determined by management, utilizing prices obtained from third-party pricing services. Management reviews on an ongoing basis the reasonableness of the methodologies used by the pricing services to ensure prices received represent a reasonable estimate of fair value and to confirm representations regarding whether inputs are observable or unobservable. The main procedure the Company employs in fulfillment of this objective includes back-testing transactions, where past fair value estimates are compared to actual transactions executed in the market on similar dates.

The Company’s assets and liabilities have been classified into a three-level hierarchy based on the priority of the inputs to the respective valuation technique. 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 a 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 Level 2) and unobservable (Level 3). The levels of the fair value hierarchy are as follows:

Level 1 – Unadjusted quoted prices for identical assets in active markets the Company can access. Level 1 assets include securities that are traded in an active exchange market.

Level 2 – This level includes fixed maturities priced principally by independent pricing services using observable inputs other than Level 1 prices, such as quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments on inactive markets; and model-derived valuations for which all significant inputs are observable market data. Level 2 instruments include most corporate debt securities and U.S. government and agency mortgage-backed securities that are valued by models using inputs that are derived principally from or corroborated by observable market data.

Level 3 – Valuations derived from valuation techniques in which one or more significant inputs are unobservable. Level 3 instruments include less liquid assets for which significant inputs are unobservable in the market, such as structured securities with complex features that require significant management assumptions or estimation in the fair value measurement.

This hierarchy requires the use of observable market data when available.

Certain assets and liabilities are not carried at fair value on a recurring basis, including investments such as mortgage loans, intangible assets, future policy benefits excluding term life reserves and policyholder account balances. Accordingly, such items are only included in the fair value hierarchy disclosure when the items are subject to re-measurement at fair value after initial recognition (for example, when there is evidence of impairment) and the resulting re-measurement is reflected in the consolidated financial statements at the reporting date.

15


Recurring and Non-Recurring Fair Value Measurements

The Company’s assets that are carried at fair value on a recurring and non-recurring basis, by fair value hierarchy level, are as follows:

 

June 30, 2021

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total Fair Value

 

Recurring fair value measurements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments recorded as assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government and agencies

 

$

 

 

$

12,082

 

 

$

 

 

$

12,082

 

U.S. agency mortgage-backed

 

 

 

 

 

18,700

 

 

 

 

 

 

18,700

 

State and political subdivisions

 

 

 

 

 

63,404

 

 

 

513

 

 

 

63,917

 

Corporate and miscellaneous

 

 

2,802

 

 

 

157,009

 

 

 

13,995

 

 

 

173,806

 

Foreign government

 

 

 

 

 

413

 

 

 

 

 

 

413

 

Residential mortgage-backed

 

 

 

 

 

6,339

 

 

 

 

 

 

6,339

 

Commercial mortgage-backed

 

 

 

 

 

19,696

 

 

 

 

 

 

19,696

 

Asset-backed

 

 

 

 

 

62,417

 

 

 

2,853

 

 

 

65,270

 

Total fixed maturities

 

 

2,802

 

 

 

340,060

 

 

 

17,361

 

 

 

360,223

 

Equity securities

 

 

5,496

 

 

 

 

 

 

 

 

 

5,496

 

Total recurring assets

 

$

8,298

 

 

$

340,060

 

 

$

17,361

 

 

$

365,719

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2020

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total Fair Value

 

Recurring fair value measurements

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments recorded as assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government and agencies

 

$

 

 

$

14,272

 

 

$

 

 

$

14,272

 

U.S. agency mortgage-backed

 

 

 

 

 

22,476

 

 

 

 

 

 

22,476

 

State and political subdivisions

 

 

 

 

 

60,908

 

 

 

521

 

 

 

61,429

 

Corporate and miscellaneous

 

 

2,685

 

 

 

157,935

 

 

 

8,433

 

 

 

169,053

 

Foreign government

 

 

 

 

 

176

 

 

 

 

 

 

176

 

Residential mortgage-backed

 

 

 

 

 

6,421

 

 

 

 

 

 

6,421

 

Commercial mortgage-backed

 

 

 

 

 

20,017

 

 

 

 

 

 

20,017

 

Asset-backed

 

 

 

 

 

68,706

 

 

 

1,301

 

 

 

70,007

 

Total fixed maturities

 

 

2,685

 

 

 

350,911

 

 

 

10,255

 

 

 

363,851

 

Equity securities

 

 

3,833

 

 

 

15

 

 

 

 

 

 

3,848

 

Total recurring assets

 

$

6,518

 

 

$

350,926

 

 

$

10,255

 

 

$

367,699

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Summary of Significant Valuation Techniques for Assets on a Recurring Basis

Level 1 securities include principally exchange‑traded funds that are valued based on quoted market prices for identical assets.

All the fair values of the Company’s fixed maturities within Level 2 are based on prices obtained from independent pricing services. All of the Company’s prices for each security are generally sourced from multiple pricing vendors, and a vendor hierarchy is maintained by asset type and region of the world, based on historical pricing experience and vendor expertise. The Company ultimately uses the price from the pricing service highest in the vendor hierarchy based on the respective asset type and region. For fixed maturities that do not trade on a daily basis, the pricing services prepare estimates of fair value measurements using their pricing applications which incorporate a variety of inputs including, but not limited to, benchmark yields, reported trades, broker/dealer quotes, issuer spreads, and U.S. Treasury curves. Specifically, for asset-backed securities, key inputs include prepayment and default projections based on past performance of the underlying collateral and current market data. Securities with validated quotes from pricing services are reflected within Level 2 of the fair value hierarchy, as they generally are based on observable pricing for similar assets or other market significant observable inputs.

16


Level 3 fair value classification consists of investments in structured securities where the fair value of the security is determined by a pricing service using internal pricing models where one or more of the significant inputs is unobservable in the marketplace, or there is a single broker/dealer quote. The fair value of a broker-quoted asset is based solely on the receipt of an updated quote from a single market maker or a broker-dealer recognized as a market participant. The fair value of Level 3 liabilities is estimated on the discounted cash flows of contractual payments.

If the Company believes the pricing information received from third-party pricing services is not reflective of market activity or other inputs observable in the market, the Company may challenge the price through a formal process with the pricing service. Historically, the Company has not challenged or updated the prices provided by third-party pricing services. However, any such updates by a pricing service to be more consistent with the presented market observations, or any adjustments made by the Company to prices provided by third-party pricing services would be reflected in the balance sheet for the current period.  

When the inputs used to measure fair value fall within different levels of the hierarchy, the level within which the fair value measurement is categorized is based on the lowest level input that is significant to the fair value measurement in its entirety. Thus, a Level 3 fair value measurement may include inputs that are observable (Level 1 or Level 2) and unobservable (Level 3). Net transfers into and/or out of Level 3 are reported as having occurred at the beginning of the period and are based on observable inputs received from pricing sources; therefore, all net realized and unrealized gains and losses on these securities for the period are reflected in the table that follows. A summary of changes in fair value of Level 3 assets held at fair value on a recurring basis is as follows:

 

 

 

 

 

 

 

Total gains (losses) included in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2021

 

 

Net Income

(loss)

 

 

OCI

 

 

Purchases

 

 

Sales

 

 

Settlements

 

 

Net

Transfers

 

 

Balance at June 30, 2021

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

State and political subdivision

 

$

521

 

 

$

 

 

$

(7

)

 

$

 

 

$

 

 

$

 

 

$

 

 

$

514

 

Corporate and miscellaneous

 

 

8,433

 

 

 

(199

)

 

 

5

 

 

 

8,270

 

 

 

 

 

 

(2

)

 

 

(2,513

)

 

 

13,994

 

Asset-backed

 

 

1,301

 

 

 

(5

)

 

 

43

 

 

 

1,578

 

 

 

 

 

 

(64

)

 

 

 

 

 

2,853

 

Total assets

 

$

10,255

 

 

$

(204

)

 

$

41

 

 

$

9,848

 

 

$

 

 

$

(66

)

 

$

(2,513

)

 

$

17,361

 

 

 

 

 

 

 

 

Total gains (losses) included in:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

 

 

Net Income

 

 

OCI

 

 

Purchases

 

 

Sales

 

 

Settlements

 

 

Net

Transfers

 

 

Balance at December 31, 2020

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

State and political subdivisions

 

$

 

 

$

 

 

$

21

 

 

$

500

 

 

$

 

 

$

 

 

$

 

 

$

521

 

Corporate and miscellaneous

 

 

 

 

 

42

 

 

 

120

 

 

 

8,271

 

 

 

 

 

 

 

 

 

 

 

 

8,433

 

Asset-backed

 

 

1,215

 

 

 

 

 

 

(34

)

 

 

292

 

 

 

 

 

 

(172

)

 

 

 

 

 

1,301

 

Total assets

 

$

1,215

 

 

$

42

 

 

$

107

 

 

$

9,063

 

 

$

 

 

$

(172

)

 

$

 

 

$

10,255

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In 2021, there were 3 transfers from Level 3 to Level 2. There were no transfers between levels in 2020.  

Financial Instruments not Measured at Fair Value

The following tables provide fair value information for financial instruments that are carried on the balance sheet at amounts other than fair value. These tables exclude cash and cash equivalents and accrued investment income, that are not securities and therefore are not included in the three-level hierarchy table disclosed in the “Recurring and Non-Recurring Fair Value Measurements” section. The carrying amount and estimated fair values of the Company’s financial instruments that are not measured at fair value on the Interim Condensed Consolidated Balance Sheets are as follows:

 

 

 

 

 

 

 

Estimated Fair Value

 

June 30, 2021

 

Carrying Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial instruments recorded as assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage loans

 

$

47,760

 

 

$

 

 

$

 

 

$

44,530

 

 

$

44,530

 

Policyholder loans

 

 

6,303

 

 

 

 

 

 

 

 

 

8,191

 

 

 

8,191

 

Financial instruments recorded as liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Future policy benefits, excluding term life reserves

 

$

23,264

 

 

$

 

 

$

 

 

$

19,983

 

 

$

19,983

 

Long/short-term debt

 

 

27,648

 

 

 

 

 

 

 

 

 

34,194

 

 

 

34,194

 

Policyholder account balances

 

 

82,197

 

 

 

 

 

 

 

 

 

89,455

 

 

 

89,455

 

17


 

 

 

 

 

 

 

 

Estimated Fair Value

 

December 31, 2020

 

Carrying Value

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Financial instruments recorded as assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage loans

 

$

50,427

 

 

$

 

 

$

 

 

$

46,816

 

 

$

46,816

 

Policyholder loans

 

 

6,414

 

 

 

 

 

 

 

 

 

8,335

 

 

 

8,335

 

Financial instruments recorded as liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Future policy benefits, excluding term life reserves

 

$

24,495

 

 

$

 

 

$

 

 

$

20,454

 

 

$

20,454

 

Long/short-term debt

 

 

30,478

 

 

 

 

 

 

 

 

 

37,033

 

 

 

37,033

 

Policyholder account balances

 

 

83,869

 

 

 

 

 

 

 

 

 

92,190

 

 

 

92,190

 

 

The following methods and assumptions were used to estimate the fair value of these financial assets and liabilities.

Mortgage Loans — Fair value was based on the discounted value of future cash flows for all first mortgage loans adjusted for specific loan risk. The discount rate was based on the rate that would be offered for similar loans at the reporting date. Fair value excludes $2,399 and $2,675 of second and mezzanine mortgages carried at cost for which fair value is not measurable at June 30, 2021 and December 31, 2020, respectively.

Policyholder Loans Fair value of policyholder loans was estimated using discounted cash flows using risk-free interest rates with no adjustment for borrower credit risk as these loans are fully collateralized by the cash value of the underlying insurance policy.  

Future Policy Benefits and Policyholder Account Balances — For deposit liabilities with interest rate guarantees greater than one year or with defined maturities, the fair value was estimated by calculating an average present value of expected cash flows over a broad range of interest rate scenarios using the current market risk‑free interest rates adjusted for spreads required for publicly traded bonds issued by comparably rated insurers. For deposit liabilities with interest rate guarantees of less than one year, the fair value was based on the amount payable on demand at the reporting date.

Long and Short-Term Debt — Fair value was calculated using the discounted value of future cash flows method. The discount rate was based on the rate that is commensurable to the level of risk. The carrying amounts reported on the Interim Condensed Consolidated Balance Sheets have been divided in to short and long-term based upon expected maturity dates.

Note 8 – Long and Short-Term Debt

The Company originally entered into a financing arrangement with an external party in January 2018, from which the Company receives an advanced commission-based payment for certain Insurance Segment term policies sold through the Agency Segment, in exchange for a level commission that is paid by the Company over the period the policy remains in-force. The Company’s arrangement with the external party allows the Company to finance up to $30 million of commission. At June 30, 2021 and December 31, 2020, the Company had a net advance of $23,918 and $27,533, respectively, under this arrangement. At June 30, 2021, the Company expects to pay back the aggregate amounts as presented in the following table.

 

Due in one year or less

 

$

4,186

 

Due after one year through two years

 

 

3,699

 

Due after two years through three years

 

 

3,443

 

Due after three years through four years

 

 

3,252

 

Due after four years through five years

 

 

3,100

 

Due after five years

 

 

23,401

 

Less discount

 

 

(13,433

)

Total long/short-term debt

 

$

27,648

 

 

18


 

Note 9 Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss), net of taxes are as follows:

 

 

 

2021

 

 

2020

 

 

 

Net Unrealized

Gains (Losses)

on Investments

with OTTI Losses

 

 

Net Unrealized

Gains (Losses)

on Other

Investments

 

 

Total

 

 

Net Unrealized

Gains (Losses)

on Investments

with OTTI Losses

 

 

Net Unrealized

Gains (Losses)

on Other

Investments

 

 

Total

 

Balance at beginning of year

 

$

362

 

 

$

16,239

 

 

$

16,601

 

 

$

362

 

 

$

8,395

 

 

$

8,757

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Second Quarter

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss)

 

 

 

 

 

6,545

 

 

 

6,545

 

 

 

 

 

 

12,950

 

 

 

12,950

 

Deferred Income tax (expense) benefit

 

 

 

 

 

(1,374

)

 

 

(1,374

)

 

 

 

 

 

(2,719

)

 

 

(2,719

)

Second Quarter, net

 

 

 

 

 

5,171

 

 

 

5,171

 

 

 

 

 

 

10,231

 

 

$

10,231

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year to Date

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive (loss) income

 

 

 

 

 

(4,197

)

 

 

(4,197

)

 

 

 

 

 

3,773

 

 

 

3,773

 

Deferred Income tax benefit (expense)

 

 

 

 

 

882

 

 

 

882

 

 

 

 

 

 

(795

)

 

 

(795

)

Year to Date, net

 

 

 

 

 

(3,315

)

 

 

(3,315

)

 

 

 

 

 

2,978

 

 

 

2,978

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at end of period

 

$

362

 

 

$

12,924

 

 

$

13,286

 

 

$

362

 

 

$

11,373

 

 

$

11,735

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Note 10 Business Segments

The Company’s current operations are organized into three reportable segments: Insurance, Agency, and Corporate & Other.  

 

          In the first quarter of 2021 and in connection with now selling the majority of our insurance products through the AmeriLife agency arrangement, the Company has removed Eliminations as a separate component of our segment presentation to better align with the decline in intersegment earned commissions.  

  

Intersegment earned commissions and deferral of agents selling costs for a successful policy sale previously reported as Eliminations are now reported as part of the Corporate & Other segment, and amortization of deferred policy acquisition costs and commission related to policy acquisition costs previously reported as Eliminations are now reported as part of the Insurance segment.

 

These changes were made to better reflect the manner in which the Company is currently organized for purposes of making operating decisions and assessing performance. There was no change to the Agency segment. Segment data for prior reporting periods has been adjusted to reflect the new segment reporting.

The reclassification of historical segment information has no effect on the Company's previously reported consolidated results of operations, financial condition, or cash flows.

The Insurance Segment is composed of three broad lines consisting of Traditional Life, Closed Block, and Assumed Life and Annuities. Traditional Life and the Closed Block are distinct operations; the Assumed life and annuities business and the small amount of structured settlements are all blocks in runoff from a prior management arrangement.

The Agency Segment includes the insurance distribution operations of the Company and includes commission revenue from the sale of Fidelity Life products.  

The Corporate & Other Segment includes expenses that will benefit the overall organization, which are not allocated to a segment. This segment recognizes net investment income on cash and invested assets held mainly as a result of the IPO and interest expense related to our commission financing agreement.

All intercompany accounts and transactions have been eliminated in consolidation, including any profit or loss from the sale of Insurance Segment products through the Agency Segment.

19


The segment results are as follows:

 

 

 

Three Months Ended June 30, 2021

 

 

Three Months Ended June 30, 2020

 

 

 

 

Insurance

 

 

Agency

 

 

Corporate & Other

 

 

Total

Consolidated

 

 

Insurance

 

 

Agency

 

 

Corporate & Other

 

 

Total

Consolidated

 

 

Net insurance premiums

 

$

25,433

 

 

$

 

 

$

 

 

$

25,433

 

 

$

26,313

 

 

$

 

 

$

 

 

$

26,313

 

 

Net investment income

 

 

3,551

 

 

 

 

 

 

59

 

 

 

3,610

 

 

 

3,456

 

 

 

 

 

 

 

 

 

3,456

 

 

Net realized investment gains (losses)

 

 

1,102

 

 

 

 

 

 

195

 

 

 

1,297

 

 

 

1,307

 

 

 

 

 

 

 

 

 

1,307

 

 

Other-than-temporary-impairments

 

 

(1

)

 

 

 

 

 

 

 

 

(1

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Earned commissions

 

 

 

 

 

12,414

 

 

 

(606

)

 

 

11,808

 

 

 

 

 

 

10,836

 

 

 

(6,433

)

 

 

4,403

 

 

Other income

 

 

63

 

 

 

1,758

 

 

 

 

 

 

1,821

 

 

 

117

 

 

 

1,061

 

 

 

 

 

 

1,178

 

 

Total revenues

 

 

30,148

 

 

 

14,172

 

 

 

(352

)

 

 

43,968

 

 

 

31,193

 

 

 

11,897

 

 

 

(6,433

)

 

 

36,657

 

 

Life, annuity, and health claim benefits

 

 

18,181

 

 

 

 

 

 

 

 

 

18,181

 

 

 

21,697

 

 

 

 

 

 

 

 

 

21,697

 

 

Operating costs and expenses

 

 

5,875

 

 

 

14,276

 

 

 

2,597

 

 

 

22,748

 

 

 

5,753

 

 

 

12,408

 

 

 

496

 

 

 

18,657

 

 

Amortization of deferred policy acquisition costs

 

 

3,938

 

 

 

 

 

 

 

 

 

3,938

 

 

 

3,791

 

 

 

 

 

 

 

 

 

3,791

 

 

Total benefits and expenses

 

 

27,994

 

 

 

14,276

 

 

 

2,597

 

 

 

44,867

 

 

 

31,241

 

 

 

12,408

 

 

 

496

 

 

 

44,145

 

 

(Loss) income before income tax

 

$

2,154

 

 

$

(104

)

 

$

(2,949

)

 

$

(899

)

 

$

(48

)

 

$

(511

)

 

$

(6,929

)

 

$

(7,488

)

 

 

 

 

 

Six Months Ended June 30, 2021

 

 

Six Months Ended June 30, 2020

 

 

 

Insurance

 

 

Agency

 

 

Corporate & Other

 

 

Total

Consolidated

 

 

Insurance

 

 

Agency

 

 

Corporate & Other

 

 

Total

Consolidated

 

Net insurance premiums

 

$

50,730

 

 

$

 

 

$

 

 

$

50,730

 

 

$

56,369

 

 

$

 

 

$

 

 

$

56,369

 

Net investment income

 

 

6,759

 

 

 

 

 

 

105

 

 

 

6,864

 

 

 

6,935

 

 

 

 

 

 

93

 

 

 

7,028

 

Net realized investment gains (losses)

 

 

2,223

 

 

 

 

 

 

590

 

 

 

2,813

 

 

 

(1,750

)

 

 

 

 

 

 

 

 

(1,750

)

Other-than-temporary-impairment

 

 

(3

)

 

 

 

 

 

 

 

 

(3

)

 

 

(54

)

 

 

 

 

 

 

 

 

(54

)

Earned commissions

 

 

 

 

 

24,288

 

 

 

(1,858

)

 

 

22,430

 

 

 

 

 

 

21,427

 

 

 

(12,899

)

 

 

8,528

 

Other income

 

 

137

 

 

 

3,232

 

 

 

 

 

 

3,369

 

 

 

200

 

 

 

2,649

 

 

 

 

 

 

2,849

 

Total revenues

 

 

59,846

 

 

 

27,520

 

 

 

(1,163

)

 

 

86,203

 

 

 

61,700

 

 

 

24,076

 

 

 

(12,806

)

 

 

72,970

 

Life, annuity, and health claim benefits

 

 

40,855

 

 

 

 

 

 

 

 

 

40,855

 

 

 

43,241

 

 

 

 

 

 

 

 

 

43,241

 

Operating costs and expenses

 

 

12,166

 

 

 

28,308

 

 

 

5,602

 

 

 

46,076

 

 

 

16,493

 

 

 

25,389

 

 

 

304

 

 

 

42,186

 

Amortization of deferred policy acquisition costs

 

 

7,178

 

 

 

 

 

 

 

 

 

7,178

 

 

 

4,767

 

 

 

 

 

 

 

 

 

4,767

 

Total benefits and expenses

 

 

60,199

 

 

 

28,308

 

 

 

5,602

 

 

 

94,109

 

 

 

64,501

 

 

 

25,389

 

 

 

304

 

 

 

90,194

 

(Loss) income before income tax

 

$

(353

)

 

$

(788

)

 

$

(6,765

)

 

$

(7,906

)

 

$

(2,801

)

 

$

(1,313

)

 

$

(13,110

)

 

$

(17,224

)

 

 

 

June 30, 2021

 

 

December 31, 2020

 

 

 

Insurance

 

 

Agency

 

 

Corporate & Other

 

 

Total

Consolidated

 

 

Insurance

 

 

Agency

 

 

Corporate & Other

 

 

Total

Consolidated

 

Investments and cash

 

$

426,490

 

 

$

2,269

 

 

$

12,047

 

 

$

440,806

 

 

$

436,757

 

 

$

3,469

 

 

$

20,829

 

 

$

461,055

 

Commissions and agent balances

 

 

5,722

 

 

 

23,515

 

 

 

130

 

 

 

29,367

 

 

 

(12,231

)

 

 

31,651

 

 

 

106

 

 

 

19,526

 

Deferred policy acquisition costs

 

 

89,999

 

 

 

 

 

 

 

 

 

89,999

 

 

 

87,212

 

 

 

 

 

 

 

 

 

87,212

 

Intangible assets

 

 

 

 

 

1,635

 

 

 

 

 

 

1,635

 

 

 

 

 

 

1,635

 

 

 

 

 

 

1,635

 

Reinsurance recoverables

 

 

168,467

 

 

 

 

 

 

 

 

 

168,467

 

 

 

158,015

 

 

 

 

 

 

 

 

 

158,015

 

Deferred income tax (liabilities) assets, net

 

 

(5,345

)

 

 

 

 

 

17,829

 

 

 

12,484

 

 

 

(7,351

)

 

 

 

 

 

18,277

 

 

 

10,926

 

Other

 

 

24,472

 

 

 

4,482

 

 

 

3,235

 

 

 

32,189

 

 

 

23,845

 

 

 

2,909

 

 

 

3,641

 

 

 

30,395

 

Total assets

 

$

709,805

 

 

$

31,901

 

 

$

33,241

 

 

$

774,947

 

 

$

686,247

 

 

$

39,664

 

 

$

42,853

 

 

$

768,764

 

 

The Company’s investment in equity method investees and the related equity income is attributable to the Corporate & Other Segment.

All the Company’s significant revenues and long-lived assets are located in the United States, which is the Company’s country of domicile.

Note 11 Subsequent Events

Management has evaluated subsequent events up to and including August 16, 2021, the date these Interim Condensed Consolidated Financial Statements were issued and determined there were no reportable subsequent events.

20


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations for the three and six months ended June 30, 2021 and 2020

MANAGEMENT’S DISCUSSION AND ANALYSIS OF

FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward-Looking Statements

This Form 10-Q contains “forward-looking” statements that are intended to enhance the reader’s ability to assess our future financial and business performance. Forward-looking statements include, but are not limited to, statements that represent our beliefs concerning future operations, strategies, financial results or other developments, and contain words and phrases such as “may,” “expects,” “should,” “believes,” “anticipates,” “estimates,” “intends” or similar expressions. In addition, statements that refer to our future financial performance, anticipated growth and trends in our business and in our industry and other characterizations of future events or circumstances are forward-looking statements. Because these forward-looking statements are based on estimates and assumptions that are subject to significant business, economic and competitive uncertainties, many of which are beyond our control or are subject to change, actual results could be materially different.

Consequently, such forward-looking statements should be regarded solely as our current plans, estimates and beliefs with respect to, among other things, future events and financial performance. Except as required under the federal securities laws, we do not intend, and do not undertake, any obligation to update any forward-looking statements to reflect future events or circumstances after the date of such statements.

The forward-looking statements include, among other things, those items listed below:

 

future economic conditions in the markets in which we compete that could be less favorable than expected and could have impacts on demand for our products and services;

 

our ability to grow and develop our Agency business through expansion of retail call centers, online sales, wholesale operations and other areas of opportunity;

 

our ability to grow and develop our insurance business and successfully develop and market new products;

 

our ability to enter new markets successfully and capitalize on growth opportunities either through acquisitions or organically;

 

financial market conditions, including, but not limited to, changes in interest rates and the level and trends of stock market prices causing a reduction of net investment income or realized losses and reduction in the value of our investment portfolios;

 

increased competition in our businesses, including the potential impacts of aggressive price competition by other insurance companies, payment of higher commissions to agents that could affect demand for our insurance products and impact the ability to grow and retain agents in our Agency Segment and the entry of new competitors and the development of new products by new or existing competitors, resulting in a reduction in the demand for our products and services;

 

the effect of legislative, judicial, economic, demographic, and regulatory events in the jurisdictions where we do business;

 

the effect of challenges to our patents and other intellectual property;

 

costs, availability, and collectability of reinsurance;

 

the potential impact on our reported net income that could result from the adoption of future accounting standards issued by the Financial Accounting Standards Board or other standard-setting bodies;

 

the inability to maintain or grow our strategic partnerships or our inability to realize the expected benefits from our relationship with the Standby Purchaser;

 

the inability to manage future growth and integration of our operations; and

 

changes in industry trends and financial strength ratings assigned by nationally recognized statistical rating organizations.

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with the financial statements and accompanying notes included in Item 1 of this Form 10-Q. Some of the information contained in this discussion and analysis and set forth elsewhere in this Form 10-Q constitutes forward looking information that involves risks and uncertainties. You should review “Forward Looking Statements” for a discussion of important factors that could cause actual results to differ materially from the results described, or implied by, the forward-looking statements contained herein.

21


Overview

We provide life insurance protection targeted to the middle American market. We believe there is a substantial unmet need for life insurance, particularly among domestic households with annual incomes of between $50,000 and $125,000, a market we refer to as our target Middle Market. We differentiate our product and service offerings through innovative product design and sales processes, with an emphasis on rapidly issued products that are not medically underwritten at the time of sale.

We conduct our business through our two operating subsidiaries, Fidelity Life, an Illinois-domiciled life insurance company, and Efinancial, a call center-based insurance agency. Efinancial sells Fidelity Life products through its own call center distribution platform, independent agents and other marketing organizations. Efinancial, in addition to offering Fidelity Life products, sells insurance products of unaffiliated carriers. We report our operating results in three segments: Agency, Insurance and Corporate & Other.

COVID-19

 

The Company continues to monitor the effects of the changing economic environment on our fixed maturities portfolio and currently have a number of securities on our watch list, which are mainly concentrated in the oil and gas and airline sectors. Our assessment through June 30, 2021 has resulted in no additional material OTTI due to COVID-19 and the recent market events.

 

In the six months ended June 30, 2021 and June 30, 2020, the Company had an estimated $3.9 million and $0.9 million, respectively in net incurred policyholder claims that included COVID-19 as a contributing cause of death.

 

National Service Group of AmeriLife, LLC

 

In the second quarter 2020, Fidelity Life entered into a General Agent’s agreement with an unaffiliated third party, National Service Group of AmeriLife, LLC (“AmeriLife”). The President of this entity, Scott Perry also sits on the Company’s Board of Directors. This agreement provides Fidelity Life access to AmeriLife distribution channels, its commission systems and assists in streamlining administrative processes related to commissions. This agreement also allows Efinancial to operate as a sub agent to AmeriLife. On May 15, 2020, the Company began selling products using this new distribution arrangement. Due to the large amount of the Company’s insurance policies now being sold through AmeriLife, dissolution of this agency arrangement could have a material impact on the Company’s financial statements. The Company has additional arrangements with AmeriLife wherein Efinancial’s sub agents may sell third party products through AmeriLife.  To date it is not believed that any of these arrangements will exceed the related party thresholds described in 17 CFR § 229.404.  Should these or other arrangements change or exceed the aforementioned threshold, after review by the CFO and General Counsel, the Company’s Chairman will be advised and written sign-off will be required from the Chairman.   

Agency Segment

This segment primarily consists of the operations of Efinancial. Efinancial is a call center-based insurance agency that markets life insurance for Fidelity Life and unaffiliated insurance companies. Efinancial’s primary operations are conducted through employee agents from three call center locations, which we refer to as our retail channel. In addition, Efinancial operates as a wholesale agency, assisting independent agents that seek to produce business for the carriers that Efinancial represents, which we refer to as our wholesale channel. The Agency Segment’s main source of revenue is commissions earned on the sale of insurance policies sold through our retail and wholesale channels. Efinancial also generates data and click-through revenue (reported as part of Insurance Lead Sales on the related Interim Condensed Consolidated Statements of Operations) through its eCoverage web presence.

Agency Segment expenses consist of marketing costs to acquire potential customers, salary and bonuses paid to our employee agents, salary and other costs of employees involved in managing the underwriting process for our insurance applications, sales management, agent licensing, training and compliance costs. Other Agency Segment expenses include costs associated with financial and administrative employees, facilities rent, and information technology. After payroll, the most significant Agency Segment expense is the cost of acquiring leads. We partially offset our sales leads expense through advertising revenues from individuals who click on specific advertisements while viewing one of our web pages, and through the resale of leads that are not well suited for our call center.

Insurance Segment

This segment consists of the operations of Fidelity Life. Fidelity Life underwrites primarily term life insurance through Efinancial and a diverse group of independent insurance distributors. Fidelity Life specializes in life insurance products that can be issued immediately or within a short period following a sales call, using non-medical underwriting at the time of policy issuance.

Fidelity Life engages in the following business lines:

Core Life - Our Core Life insurance business is the primary business of the Insurance Segment. Core Life represents a significant portion of the insurance business written by Fidelity Life since it resumed independent operations in 2005. Our Core Life business consists of in­force policies that are considered to be of high strategic importance to Fidelity Life.

22


Non­Core Life - Our Non­Core Life business consists of: products that are currently being marketed but are not deemed to be of high strategic importance to the Company; in­force policies from product lines introduced since Fidelity Life resumed independent operations in 2005 but were subsequently discontinued; and an older annuity block of business that was not included in the Closed Block.

Closed Block - Our Closed Block represents all in­force participating insurance policies of Fidelity Life. The Closed Block was established in connection with our 2007 reorganization into a mutual holding company structure.

Annuities and Assumed Life - We have assumed reinsurance commitments with respect to annuity contract holder deposits and a block of life insurance contracts that were ceded by former affiliates of Fidelity Life. Under an agreement with Protective Life Insurance Company (Protective Life), the successor to a former affiliate of Fidelity Life, Fidelity Life had assumed a portion of risk on a group of life insurance contracts primarily written in the 1980s and early 1990s.

Insurance Segment revenues consist of net insurance premiums, net investment income, and net realized gains (losses) on investments. We recognize premium revenue from our policyholders. We purchase reinsurance coverage to help manage the risk on our insurance policies by paying, or ceding, a portion of the policyholder premiums to the reinsurance company. Our net insurance premiums reflect amounts collected from policyholders, plus premiums assumed under reinsurance agreements less premiums ceded to reinsurance companies. Net investment income represents primarily interest income earned on fixed maturity investments. We also realize gains and losses on sales of investment securities.

Insurance Segment expenses consist of benefits paid to policyholders or their beneficiaries under life insurance policies. Benefit expenses also include additions to the reserve for future policyholder benefits to recognize our estimated future obligations under the policies. Benefit expenses are shown net of amounts ceded under our reinsurance contracts. Our Insurance Segment also incurs policy acquisition costs that consist of commissions paid to agents, policy underwriting, issue costs and variable sales costs. A portion of these policy acquisition costs are deferred and expensed over the life of the insurance policies acquired during the period. In addition to policy acquisition costs, we incur expenses that vary based on the number of contracts that we have in-force, or variable policy administrative costs. These variable costs consist of expenses paid to third-party administrators based on rates for each policy administered. Our insurance operations also incur overhead costs for functional and administrative staff to support insurance operations, financial reporting and information technology.

Corporate & Other Segment

The results of this segment consist of net investment income and net realized investment gains (losses) earned on invested assets. We also include certain corporate expenses that are not allocated to our other segments, including expenses of the Company, board expenses, allocation of executive management time spent on corporate matters, and financial reporting and auditing costs related to our consolidation and internal controls. Our Corporate & Other Segment recognizes income (loss) to the extent that net investment income and net realized investment gains (losses) exceed (are less than) corporate expenses. This segment also includes certain items previously reported in the elimination segment, see “Note 10 – Business Segments” in the Notes to the Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

 

Critical Accounting Policies

Our critical accounting policies are described in “Note 1—Basis of Presentation and Summary of Significant Accounting Policies” to our Consolidated Financial Statements as of and for the year ended December 31, 2020 included in the Form 10-K. The preparation of the Interim Condensed Consolidated Financial Statements in conformity with GAAP requires management to use judgment in making estimates and assumptions that affect reported amounts of assets, liabilities, revenues, expenses and related disclosures. We regularly evaluate our estimates and judgments based on historical experience, market indicators and other relevant factors and circumstances. Actual results may differ from these estimates under different assumptions or conditions and may affect our financial position and results of operations. Accordingly, these Interim Condensed Consolidated Financial Statements should be read in conjunction with the financial statements as of and for the year ended December 31, 2020, and notes thereto, included in the Form 10-K.

23


Results of Operations

The major components of operating revenues, benefits and expenses and net (loss) income were as follows:

Vericity, Inc. Consolidated Results of Operations

(dollars in thousands)

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

Revenues

 

2021

 

 

2020

 

 

2021

 

 

2020

 

Net insurance premiums

 

$

25,433

 

 

$

26,313

 

 

$

50,730

 

 

$

56,369

 

Net investment income

 

 

3,610

 

 

 

3,456

 

 

 

6,864

 

 

 

7,028

 

Net realized investment gains (losses)

 

 

1,297

 

 

 

1,307

 

 

 

2,813

 

 

 

(1,750

)

Other-than-temporary-impairments

 

 

(1

)

 

 

-

 

 

 

(3

)

 

 

(54

)

Earned commissions

 

 

11,808

 

 

 

4,403

 

 

 

22,430

 

 

 

8,528

 

Insurance lead sales

 

 

1,758

 

 

 

1,061

 

 

 

3,232

 

 

 

2,649

 

Other income

 

 

63

 

 

 

117

 

 

 

137

 

 

 

200

 

Total revenues

 

 

43,968

 

 

 

36,657

 

 

 

86,203

 

 

 

72,970

 

Benefits and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Life, annuity, and health claim benefits

 

 

17,430

 

 

 

20,916

 

 

 

39,382

 

 

 

41,677

 

Interest credited to policyholder account balances

 

 

751

 

 

 

781

 

 

 

1,473

 

 

 

1,564

 

Operating costs and expenses

 

 

22,748

 

 

 

18,657

 

 

 

46,076

 

 

 

42,186

 

Amortization of deferred policy acquisition costs

 

 

3,938

 

 

 

3,791

 

 

 

7,178

 

 

 

4,767

 

Total benefits and expenses

 

 

44,867

 

 

 

44,145

 

 

 

94,109

 

 

 

90,194

 

(Loss) income before income taxes

 

 

(899

)

 

 

(7,488

)

 

 

(7,906

)

 

 

(17,224

)

Income tax expense (benefit)

 

 

264

 

 

 

(716

)

 

 

(676

)

 

 

(1,874

)

Net (loss) income

 

$

(1,163

)

 

$

(6,772

)

 

$

(7,230

)

 

$

(15,350

)

Three Months Ended June 30, 2021 Compared to the Three Months June 30, 2020

Total Revenues

For the three months ended June 30, 2021, total revenues were $44.0 million compared to $36.7 million for the three months ended June 30, 2020. This increase of $7.3 million resulted from an increase in earned commissions and insurance lead sales, partially offset by lower net insurance premiums.

Benefits and Expenses

For the three months ended June 30, 2021, total benefits and expenses were $44.9 million compared to $44.1 million for the three months ended June 30, 2020. This increase of $0.8 million was primarily due to higher operating costs and expenses and amortization of deferred policy acquisition costs, partially offset by lower claim benefits.

(Loss) Income Before Income Taxes

For the three months ended June 30, 2021, net loss before taxes was $0.9 million compared to net loss before taxes of $7.5 million for the three months ended June 30, 2020. The lower net loss of $6.6 million was primarily due to an increase in earned commissions and lower claim benefits, partially offset by higher operating costs.

Six Months Ended June 30, 2021 Compared to the Six Months June 30, 2020

Total Revenues

For the six months ended June 30, 2021, total revenues were $86.2 million compared to $73.0 million for the six months ended June 30, 2020. This increase of $13.2 million resulted from an increase in earned commissions, net realized investment gains and insurance lead sales, partially offset by lower net insurance premiums and net investment income.

Benefits and Expenses

For the six months ended June 30, 2021, total benefits and expenses were $94.1 million compared to $90.2 million for the six months ended June 30, 2020. This increase of $3.9 million was primarily due to higher operating costs and expenses and amortization of deferred policy acquisition costs expenses, partially offset by lower claim benefits.

24


(Loss) Income Before Income Taxes

For the six months ended June 30, 2021, net loss before taxes was $7.9 million compared to net loss before taxes of $17.2 million for the six months ended June 30, 2020. The lower net loss of $9.3 million was primarily due to increases in earned commissions, net realized gains and lower claim benefits, partially offset by lower net insurance premiums, higher operating costs and higher amortization of deferred policy acquisition costs.

Analysis of Segment Results

Reconciliation of Segment Results to Consolidated Results

The following analysis reconciles the reported segment results to the Company’s total consolidated results.

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(dollars in thousands)

 

 

(dollars in thousands)

 

(Loss) income before income tax by segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency

 

$

(104

)

 

$

(511

)

 

$

(788

)

 

$

(1,313

)

Insurance

 

 

2,154

 

 

 

(48

)

 

 

(353

)

 

 

(2,801

)

Corporate & Other

 

 

(2,949

)

 

 

(6,929

)

 

 

(6,765

)

 

 

(13,110

)

(Loss) income before income taxes

 

 

(899

)

 

 

(7,488

)

 

 

(7,906

)

 

 

(17,224

)

Income tax (benefit) expense

 

 

264

 

 

 

(716

)

 

 

(676

)

 

 

(1,874

)

Net (loss) income

 

$

(1,163

)

 

$

(6,772

)

 

$

(7,230

)

 

$

(15,350

)

Agency Segment

The results of our Agency Segment were as follows:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(dollars in thousands)

 

 

(dollars in thousands)

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earned commissions

 

$

12,414

 

 

$

10,836

 

 

$

24,288

 

 

$

21,427

 

Insurance lead sales

 

 

1,758

 

 

 

1,061

 

 

 

3,232

 

 

 

2,649

 

Total revenues

 

 

14,172

 

 

 

11,897

 

 

 

27,520

 

 

 

24,076

 

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses

 

 

14,276

 

 

 

12,408

 

 

 

28,308

 

 

 

25,389

 

Total expenses

 

 

14,276

 

 

 

12,408

 

 

 

28,308

 

 

 

25,389

 

(Loss) income before income taxes

 

$

(104

)

 

$

(511

)

 

$

(788

)

 

$

(1,313

)

Three Months Ended June 30, 2021 Compared to the Three Months Ended June 30, 2020

Earned Commissions

For the three months ended June 30, 2021, earned commissions were $12.4 million compared to $10.8 million for the three months ended June 30, 2020. This increase of $1.6 million resulted from increased sales in the retail channel, which was primarily driven by increased marketing efforts and efficiency, partially offset by lower sales in the wholesale channel.

Insurance Lead Sales

For the three months ended June 30, 2021 insurance lead sales were $1.8 million compared to $1.1 million for the three months ended June 30, 2020. This increase of $0.7 million was primarily due to higher click-through revenue.

Operating Costs and Expenses

For the three months ended June 30, 2021, operating costs and expenses were $14.3 million compared to $12.4 million for the three months ended June 30, 2020. This increase of $1.9 million was primarily due to increased variable costs of $1.1 million and other operating costs of $0.8 million

25


(Loss) Income Before Income Taxes

For the three months ended June 30, 2021, the Agency Segment net loss was $0.1 million compared to net loss of $0.5 million for the three months ended June 30, 2020. This decrease in net loss of $0.4 million was the result of increased earned commissions, partially offset by increased operating costs and expenses.

Six Months Ended June 30, 2021 Compared to the Six Months Ended June 30, 2020

Earned Commissions

For the six months ended June 30, 2021, earned commissions were $24.3 million compared to $21.4 million for the six months ended June 30, 2020. This increase of $2.9 million resulted from increased sales in the retail channel, which was primarily driven by increased marketing efforts and efficiency, partially offset by lower sales in the wholesale channel.

Insurance Lead Sales

For the six months ended June 30, 2021, insurance lead sales were $3.2 million compared to $2.6 million for the six months ended June 30, 2020. This increase of $0.6 million was primarily due to higher click-through revenue.

Operating Costs and Expenses

For the six months ended June 30, 2021, operating costs and expenses were $28.3 million compared to $25.4 million for the six months ended June 30, 2020. This increase of $2.9 million was primarily due to increased variable costs of $1.7 million and other operating costs of $0.7 million.

(Loss) Income Before Income Taxes

For the six months ended June 30, 2021, the Agency Segment net loss was $0.8 million compared to net loss of $1.3 million for the six months ended June 30, 2020. This decrease in net loss of $0.5 million was the result of increased earned commissions, partially offset by increased operating costs and expenses.

Insurance Segment

The results of our Insurance Segment were as follows:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(dollars in thousands)

 

 

(dollars in thousands)

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net insurance premiums

 

$

25,433

 

 

$

26,313

 

 

$

50,730

 

 

$

56,369

 

Net investment income

 

 

3,551

 

 

 

3,456

 

 

 

6,759

 

 

 

6,935

 

Net realized investment gains (losses)

 

 

1,102

 

 

 

1,307

 

 

 

2,223

 

 

 

(1,750

)

Other-than-temporary-impairments

 

 

(1

)

 

 

-

 

 

 

(3

)

 

 

(54

)

Other income

 

 

63

 

 

 

117

 

 

 

137

 

 

 

200

 

Total revenues

 

 

30,148

 

 

 

31,193

 

 

 

59,846

 

 

 

61,700

 

Benefits and expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Life, annuity, and health claim benefits

 

 

17,459

 

 

 

20,916

 

 

 

39,382

 

 

 

41,677

 

Interest credited to policyholder account balances

 

 

722

 

 

 

781

 

 

 

1,473

 

 

 

1,564

 

Operating costs and expenses

 

 

5,875

 

 

 

5,753

 

 

 

12,166

 

 

 

16,493

 

Amortization of deferred policy acquisition costs

 

 

3,938

 

 

 

3,791

 

 

 

7,178

 

 

 

4,767

 

Total benefits and expenses

 

 

27,994

 

 

 

31,241

 

 

 

60,199

 

 

 

64,501

 

(Loss) income before income taxes

 

$

2,154

 

 

$

(48

)

 

$

(353

)

 

$

(2,801

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended June 30, 2021 Compared to the Three Months Ended June 30, 2020

Net Insurance Premiums

For the three months ended June 30, 2021, net insurance premiums were $25.4 million compared to $26.3 million for the three months ended June 30, 2020. The decrease of $0.9 million in net insurance premiums was primarily due to a decrease in our Core Life lines of $0.5 million, mainly driven by decreases in LifeTime Benefit Term (LBT) and a decrease in Closed Block of $0.4 million. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

26


 

Net Investment Income

For the three months ended June 30, 2021, net investment income increased to $3.6 million compared to $3.5 million for the three months ended June 30, 2020. The $0.1 million increase was mainly due to higher book yields in the mortgage loan portfolio due to prepayment penalty income in the second quarter of 2021. For more information on net investment income, see “Note 2 – Investments” in the Notes to the Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

Net Realized Investment Gains

For the three months ended June 30, 2021, net realized investment gains were $1.1 million compared to $1.3 million net realized investment gains for the three months ended June 30, 2020. The $0.2 million decrease was mainly due to lower mark to market gains in our equity portfolio.

Life, Annuity and Health Claim Benefits

For the three months ended June 30, 2021, life, annuity and health claim benefits were $17.4 million compared with $21.0 million for the three months ended June 30, 2020. This decrease of $3.6 million was primarily due to a decrease in Core life and Non-Core life net claim benefits of $1.6 million and a decrease in future policy benefit reserves of $1.2 million. In addition, Closed Block decreased by $0.7 million. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

Operating Costs and Expenses

For the three months ended June 30, 2021, operating costs and expenses were $5.9 million compared to $5.8 million for the three months ended June 30, 2020. The $0.1 million increase was attributable to an increase in reinsurance allowances of $0.6 million, partially offset by increased other operating expenses of $0.4 million.  

Amortization of Deferred Policy Acquisition Costs

          For the three months ended June 30, 2021, amortization of deferred policy acquisition costs was $3.9 million compared to $3.8 million for the three months ended June 30, 2020. The increase of $0.1 million relates to the Closed Block. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

(Loss) Income Before Income Taxes

For the three months ended June 30, 2021, net income was $2.2 million compared to net loss of $0.0 million for the three months ended June 30, 2020. This increase in net income of $2.2 million resulted primarily from a $3.5 million decrease in life, annuity and health claim benefits, partially offset by decreases of $0.9 million in net insurance premiums and $0.2 million in net realized investment gains.  

Six Months Ended June 30, 2021 Compared to the Six Months Ended June 30, 2020

Net Insurance Premiums

For the six months ended June 30, 2021, net insurance premiums were $50.7 million compared to $56.4 million for the six months ended June 30, 2020. This decrease of $5.7 million in net insurance premiums was primarily due to a decrease of $4.8 million related to Closed Block and a decrease in our Core Life lines of $0.8 million, mainly driven by decreases in LifeTime Benefit Term (LBT) and RAPIDecision® Life. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

Net Investment Income

 

For the six months ended June 30, 2021, net investment income was $6.8 million compared to $6.9  million for the six months ended June 30, 2020. The decrease was mainly due to lower invested asset base in short term investments and lower fixed maturity yields partially offset by an increase in mortgage loan income primarily driven by increased prepayment penalty income.

 

 

27


 

Net Realized Investment Gains

For the six months ended June 30, 2021, net realized investment gains increased to $2.2 million compared to a loss of $1.8 million for the six months ended June 30, 2020. The $4.0 million increase was mainly due to the equity portfolio which incurred mark to market gains of $1.4 million and losses of $2.0 million in the first six months of 2021 and 2020, respectively, and $0.3 million higher realized gains on other invested assets related to net asset value changes and $0.2 million from sales of fixed maturities.

Life, Annuity and Health Claim Benefits

For the six months ended June 30, 2021, life, annuity and health claim benefits were $39.4 million compared with $41.7 million for the six months ended June 30, 2020. The decrease of $2.3 million was primarily due to a decrease of $3.2 million in Closed Block. This decrease was partially offset by an increase in Core life and Non-Core life net claim benefits of $3.8 million, partially offset by a decrease in future policy benefit reserves of $3.0 million. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

Operating Costs and Expenses

For the six months ended June 30, 2021, operating costs and expenses decreased to $12.2 million from $16.5 million for the six months ended June 30, 2020. The decrease of $4.3 million was primarily due to an increase in ceded allowances of $5.6 million, which includes $3.9 million related to Closed Block. Other operating expenses increased by $1.3 million primarily attributable to depreciation on capitalized projects. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

Amortization of Deferred Policy Acquisition Costs

          For the six months ended June 30, 2021, amortization of deferred policy acquisition costs was $7.2 million compared to $4.8 million for the six months ended June 30, 2020. The increase of $2.4 million primarily relates to the Closed Block. See “Closed Block” section in this Form 10-Q for further discussion regarding Closed Block and “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

(Loss) Income Before Income Taxes

For the six months ended June 30, 2021, net loss was $0.4 million compared to net loss of $2.8 million for the six months ended June 30, 2020. This increase of $2.4 million resulted primarily from lower operating costs and expenses of $4.2 million, $4.0 million in net realized investment gains and $2.3 million in life, annuity and health claim benefits, partially offset by decreases in net insurance premiums of $5.7 million and an increase in amortization of deferred acquisition costs of $2.4 million.

Closed Block

The Closed Block was formed as of October 1, 2006 and contains all participating policies issued or assumed by Fidelity Life. The assets and future net cash flows of the Closed Block are available only for purposes of paying benefits, expenses and dividends of the Closed Block and are not available to the Company, except for an amount of additional funding that was established at inception. The additional funding was designed to protect the block against future adverse experience, and if the funding is not required for that purpose, it is subject to reversion to the Company in the future. Any reversion of Closed Block assets to the Company must be approved by the Illinois Department of Insurance.

The maximum future earnings to be recognized from Closed Block assets and liabilities represent the estimated future Closed Block profits that will accrue to the Company and is calculated as the excess of Closed Block assets over Closed Block liabilities. Included in Closed Block assets at June 30, 2021 and December 31, 2020, are $10.3 million and $10.2 million, respectively, of additional Closed Block funding, plus accrued interest, that is eligible for reversion to the Company if not needed to fund Closed Block experience.

The Closed Block was funded based on a model developed to forecast the future cash flows of the Closed Block which is referred to as the “glide path.” The glide path model projected the anticipated future cash flows of the Closed Block as established at the initial funding. We compare the actual results of the Closed Block to expected results from the glide path as part of the annual assessment of the current level of policyholder dividends. The assessment of policyholder dividends includes projections of future experience of the Closed Block policies and the investment experience of the Closed Block assets. The review of Closed Block experience also includes consideration of whether a policy dividend obligation should be recorded to reflect favorable Closed Block experience that has not yet been reflected in the dividend scales. See “Note 5—Closed Block” in the accompanying Notes to the Interim Condensed Consolidated Financial Statements.

28


The block where there are no dividends expected had a significant number of policies issued in December 1999 which had level premiums for the first 20 durations, followed by premiums which increased significantly in duration 21 as the premiums from that point forward go to an annually increasing scale. The approximate increase in premiums going from the 20th to the 21st duration is 1300%. Direct policies are a mixture of annual, semi-annual, quarterly, and monthly premium payment modes, whereas ceded policies are all annual premium mode. Therefore, both direct and ceded premiums increased significantly in the fourth quarter of 2019 on the Closed Block compared to the prior year as this group of policies ended their level term with larger impacts affecting ceded premiums more than direct premiums as a result of these modal differences.

Most of these policies lapsed in the first quarter of 2020 causing increases in net insurance premiums due to modal differences in direct and ceded premiums and a reduction in ceding allowances included in operating costs and expenses and life, annuity and health claim benefits and offset by a decrease in amortization of deferred policy acquisition costs.

Corporate & Other Segment

The results of the Corporate & Other Segment were as follows:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

2021

 

 

2020

 

 

 

(dollars in thousands)

 

 

(dollars in thousands)

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

$

59

 

 

$

 

 

$

105

 

 

$

93

 

Net realized investment gains

 

 

195

 

 

 

 

 

 

590

 

 

 

 

Earned commissions

 

 

(606

)

 

 

(6,433

)

 

 

(1,858

)

 

 

(12,899

)

Total revenues

 

 

(352

)

 

 

(6,433

)

 

 

(1,163

)

 

 

(12,806

)

Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating costs and expenses

 

 

2,597

 

 

 

496

 

 

 

5,602

 

 

 

304

 

Total expenses

 

 

2,597

 

 

 

496

 

 

 

5,602

 

 

 

304

 

(Loss) income before income taxes

 

$

(2,949

)

 

$

(6,929

)

 

$

(6,765

)

 

$

(13,110

)

Three Months Ended June 30, 2021 Compared to the Three Months Ended June 30, 2020

Net Realized Investment Gains

For the three months ended June 30, 2021, net realized investment gains were $0.2 million compared to $0.0 million for the three months ended June 30, 2020. This change is a result of gains from other invested assets related to net asset value changes of other invested assets.

Earned Commissions

For the three months ended June 30, 2021, earned commissions were ($0.6) million compared to ($6.4) million for the three months ended June 30, 2020. This increase is attributable to the elimination of lower intersegment earned commissions resulting from declining intersegment sales.

Operating Expenses

For the three months ended June 30, 2021, operating expenses were $2.6 million compared to $0.5 million for the three months ended June 30, 2020. The increase of $2.1 million is primarily related to $2.6 million lower deferral of internal agent selling expenses from lower intersegment sales, partially offset by a decline in corporate costs of $0.5 million.

(Loss) Income Before Income Taxes

For the three months ended June 30, 2021, net loss decreased from $6.9 million to $2.9 million for the three months ended June 30, 2020. The reduced loss is primarily a result of lower intersegment sales.

Six Months Ended June 30, 2021 Compared to the Six Months Ended June 30, 2020

Net Realized Investment Gains

For the six months ended June 30, 2021, net realized investment gains were $0.6 million compared to $0.0 million for the six months ended June 30, 2020. This change is a result of gains from other invested assets related to net asset value changes of other invested assets.

29


Earned Commissions

For the six months ended June 30, 2021, earned commissions were ($1.9) million compared to ($12.9) million for the six months ended June 30, 2020. This increase is attributable to the elimination of lower intersegment earned commissions resulting from declining intersegment sales.

Operating Expenses

For the six months ended June 30, 2021, operating expenses were $5.6 million compared to $0.3 million for the six months ended June 30, 2020. The increase of $5.3 million is primarily related to $5.5 million lower deferral of internal agent selling expenses related to lower intersegment sales, partially offset by a decline in corporate costs of $0.2 million.

(Loss) Income Before Income Taxes

For the six months ended June 30, 2021, net loss decreased from $13.1 million to $6.8 million for the six months ended June 30, 2020. The reduced loss is primarily a result of lower intersegment sales.

Investments

Investment Returns

We invest available cash and funds that support our regulatory capital, surplus requirements and policy reserves in investment securities that are included in the Insurance and Corporate & Other Segments. We earn income on these investments in the form of interest on fixed maturities (bonds and mortgage loans) and dividends (equity holdings). Net investment income is recorded as revenue, net of investment related expenses. The amount of net investment income that we recognize will vary depending on the amount of invested assets that we own, the types of investments, the interest rates earned, and amount of dividends received on our investments.

Gains and losses on sales of investments are classified as “realized investment gains (losses)” and are recorded as revenue. Capital appreciation and depreciation caused by changes in the market value of investments classified as “available-for-sale” is recorded in accumulated other comprehensive income. The amount of investment gains and losses that we recognize depends on the amount of and the types of invested assets we own, and the market conditions related to those investments. Our cash needs can vary from time to time and could require that we sell invested assets to fund cash needs.

Investment Guidelines

Our investment strategy and guidelines are developed by management and approved by the Investment Committee of Fidelity Life’s board of directors. Our investment strategy related to the Insurance Segment is designed to maintain a well-diversified, high quality fixed income portfolio that will provide adequate levels of net investment income and liquidity to meet our policyholder obligations under our life insurance policies and our assumed annuity deposits. To help maintain liquidity, we establish the duration of invested assets within a tolerance to the policy liability duration. The investments of the Insurance Segment are managed with an emphasis on current income within quality and diversification constraints. The focus is on book yield of the fixed income portfolio as the anticipated portfolio yield is a key element used in pricing our insurance products and establishing policyholder crediting rates on our annuity contracts.

We apply our overall investment strategy and guidelines on a consolidated basis for purposes of monitoring compliance with our overall guidelines. All of our investments are owned by Fidelity Life and are maintained in compliance with insurance regulations. Critical guidelines of our investment plan include:

 

Asset concentration guidelines that limit the amount that we hold in any one issuer of securities,

 

Asset quality guidelines applied on a portfolio basis and for individual issues that establish a minimum asset quality standard for portfolios and establish minimum asset quality standards for investment purchases and investment holdings,

 

Liquidity guidelines that limit the amount of illiquid assets that can be held at any time, and

 

Diversification guidelines that limit the exposure at any time to the total portfolio by investment sectors.

Our investment portfolios are all managed by third-party investment managers that specialize in insurance company asset management. These managers are selected based upon their expertise in the particular asset classes that we own. We contract with an investment management firm to provide overall assistance with oversight of our portfolio managers, evaluation of investment performance and assistance with development and implementation of our investment strategy. This investment management firm reports to our Chief Financial Officer and to the Investment Committee of Fidelity Life’s board of directors. On a quarterly basis, or more frequently if circumstances require, we review the performance of all portfolios and portfolio managers with the Investment Committee.

30


The following table shows the distribution of the fixed maturities classified as available-for-sale by quality rating using the rating assigned by Standard & Poor’s (S&P), a nationally recognized statistical rating organization. For securities where the S&P rating is not available (not rated), the NAIC rating is used. Over the periods presented, we have maintained a consistent weighted average bond quality rating of “A.” The percentage allocation of total investment grade securities was 97.3% and 97.9% at June 30, 2021 and December 31, 2020, respectively.

 

 

 

Estimated Fair Value

 

 

 

June 30, 2021

 

 

December 31, 2020

 

 

 

(dollars in thousands)

 

S&P Rating

 

 

 

 

 

 

 

 

 

 

 

AAA

 

$

80,445

 

 

 

22.4

%

 

$

91,153

 

 

 

25.2

%

AA

 

 

77,777

 

 

 

21.6

%

 

 

75,167

 

 

 

20.7

%

A

 

 

83,539

 

 

 

23.2

%

 

 

95,263

 

 

 

26.2

%

BBB

 

 

71,845

 

 

 

19.9

%

 

 

72,945

 

 

 

20.0

%

Not rated

 

 

36,815

 

 

 

10.2

%

 

 

21,261

 

 

 

5.8

%

Total investment grade

 

 

350,421

 

 

 

97.3

%

 

 

355,789

 

 

 

97.9

%

BB

 

 

5,942

 

 

 

1.6

%

 

 

4,814

 

 

 

1.3

%

B

 

 

3,474

 

 

 

1.0

%

 

 

2,627

 

 

 

0.7

%

CCC

 

 

382

 

 

 

0.1

%

 

 

418

 

 

 

0.1

%

D

 

 

4

 

 

 

0.0

%

 

 

5

 

 

 

0.0

%

Not Rated

 

 

 

 

 

0.0

%

 

 

198

 

 

 

0.0

%

Total below investment grade

 

 

9,802

 

 

 

2.7

%

 

 

8,062

 

 

 

2.1

%

Total

 

$

360,223

 

 

 

100.0

%

 

$

363,851

 

 

 

100.0

%

 

The following table sets forth the maturity profile of our fixed maturities at June 30, 2021 from December 31, 2020. Expected maturities could differ from contractual maturities because borrowers may have the right to call or prepay obligations, with or without penalty.

 

 

 

June 30, 2021

 

 

December 31, 2020

 

(dollars in thousands)

 

Amortized

Cost

 

 

%

 

 

Estimated

Fair Value

 

 

%

 

 

Amortized

Cost

 

 

%

 

 

Estimated

Fair Value

 

 

%

 

Due in one year or less

 

$

2,748

 

 

 

0.8

%

 

$

2,760

 

 

 

0.8

%

 

$

9,296

 

 

 

2.8

%

 

$

9,371

 

 

 

2.6

%

Due after one year through five years

 

 

38,376

 

 

 

11.6

%

 

 

41,629

 

 

 

11.6

%

 

 

42,301

 

 

 

12.9

%

 

 

46,085

 

 

 

12.7

%

Due after five years through ten years

 

 

53,694

 

 

 

16.2

%

 

 

58,221

 

 

 

16.2

%

 

 

41,115

 

 

 

12.5

%

 

 

45,997

 

 

 

12.6

%

Due after ten years

 

 

128,680

 

 

 

39.0

%

 

 

147,608

 

 

 

40.9

%

 

 

119,693

 

 

 

36.5

%

 

 

143,477

 

 

 

39.4

%

Securities not due at a single maturity

   date-primarily mortgage and

   asset-backed securities

 

 

106,969

 

 

 

32.4

%

 

 

110,005

 

 

 

30.5

%

 

 

115,858

 

 

 

35.3

%

 

 

118,921

 

 

 

32.7

%

Total fixed maturities

 

$

330,467

 

 

 

100.0

%

 

$

360,223

 

 

 

100.0

%

 

$

328,263

 

 

 

100.0

%

 

$

363,851

 

 

 

100.0

%

 

Every quarter, we review all investments where the market value is less than the carrying value to ascertain if the impairment of the security’s value is OTTI. The quarterly review is targeted to focus on securities with larger impairments and that have been in an impaired status for longer periods of time. See “Note 9 – Accumulated Other Comprehensive Income (Loss)” in the accompanying Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

Net Investment Income

One key measure of our net investment income is the book yield on our holdings of fixed maturities classified as available-for-sale. Fair value of these securities totaled $360.2 million and $363.9 million as of June 30, 2021 and December 31, 2020, respectively. Book yield is the effective interest rate, before investment expenses, that we earn on these investments. Book yield is calculated as the percent of net investment income to the average amortized cost of the underlying investments for the period. For the three months ended June 30, 2021 and 2020, our book yield on fixed maturities available-for-sale was 3.6% and 3.9%, respectively. See “Note 2 – Investments” in the Notes to the Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

31


Interest Credited to Policyholder Account Balances

Included with the future policy benefits is the liability for contract holder deposits on deferred annuity contracts assumed through two reinsurance agreements effective in 1991 and 1992 and certain other policy funds left on deposit with the Company. The aggregate liability for deposits is as follows:

 

 

 

June 30, 2021

 

 

December 31, 2020

 

 

June 30, 2021

 

 

June 30, 2020

 

 

 

Ending

Balance

 

 

Ending

Balance

 

 

Year to Date

Interest

Credited

 

 

Year to Date

Interest

Credited

 

 

 

(dollars in thousands)

 

Annuity contract holder deposits—assumed

 

$

73,453

 

 

$

74,918

 

 

$

1,368

 

 

$

1,451

 

Dividends left on deposit

 

 

7,045

 

 

 

7,271

 

 

 

86

 

 

 

92

 

Other

 

 

1,699

 

 

 

1,680

 

 

 

19

 

 

 

21

 

   Total

 

$

82,197

 

 

$

83,869

 

 

$

1,473

 

 

$

1,564

 

The liability for deferred annuity deposits represents the contract holder account balances. Due to the declines in market interest rates and the book yield on our investment portfolio, we credit interest on all contract holder deposit liabilities at contractual rates that are currently at the minimum rate allowed by the contract or by state regulations.

Our Insurance Segment realizes operating profit from the excess of our book yield realized on fixed maturities that support our contract holder deposits over the amount of interest that we credit to the contract holder. We refer to this operating profit as the “spread” we earn on contract holder deposits. If book yields decline further, the amount of spread between the interest earned and credited will be reduced.

Net Realized Investment Gains (Losses)

Net realized investment gains (losses) are subject to general economic trends and generally correlate with movements in major market indexes. The amounts classified as net realized gains (losses) in our Interim Condensed Consolidated Statements of Operations include amounts realized from sales of investments, mark-to-market adjustments and OTTI of individual securities related to credit impairment. See “Note 2 – Investments” in the Notes to the Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

Unrealized Holding Gains (Losses)

The Company records capital appreciation/depreciation on the available-for-sale fixed maturities. At June 30, 2021 and 2020, accumulated other comprehensive income, from mark-to-market adjustments of our available-for-sale fixed income securities, net of federal income taxes and reserves was $(3.3) million and $3.0 million, respectively. See “Note 9 – Accumulated other comprehensive income (loss)” in the Notes to the Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

Financial Position

 

At June 30, 2021, we had total assets of $774.9 million compared to total assets at December 31, 2020 of $768.8 million, an increase of $6.1 million. Reinsurance recoverables increased $10.5 million as a result of a $8.4 million increase in ceded policy and claim reserves and an increase of $2.0 million related to timing of settlements of reinsured claims. Commission and agent balances increased $9.8 million due to increases in agent debit balances as result of changes in commission payment structures and increased production. Deferred policy acquisition costs increased $2.8 million primarily due to deferrals on new business in excess of amortization. Other assets increased $1.8 million, primarily due to increases internally developed software. Deferred income taxes increased $1.6 million, primarily due to a deferred tax credit as a result of net loss and tax on unrealized investment market losses. The above increases were offset primarily by the following: Cash and cash equivalents decrease of $16.4 million is attributable to cash used in operating, investing and financing activities. See Cash Flows section for further discussion on changes in cash. The invested asset base decreased $3.9 million, mainly due to $5.8 million in net unrealized losses, partially offset by net purchases.

 

At June 30, 2021, we had total liabilities of $590.3 million compared to total liabilities of $573.5 million at December 31, 2020, an increase of $16.8 million. Future policy benefits and claims increased $17.9 million, primarily due to a $22.7 million increase in Core Life and Non-Core Life lines resulting from growth of the underlying blocks of business, partially offset by decreases in Annuities and assumed life of $1.5 million and Closed Block of $3.3 million. Other liabilities increased $4.3 million, primarily related to timing of investment trades and higher operating expense accruals, reinsurance liabilities and payables increased $0.2 million, primarily related to timing of ceded premium payments. The increases were partially offset by a decrease in debt of $2.8 million related to net payments under our commission financing agreement with Hannover Life and a $1.7 million decrease in Policyholder account balances, largely due to annuity payments. Other policyholder liabilities decreased $1.1 million due to increased claims incurred during the year.

32


At June 30, 2021, total equity decreased to $184.7 million from $195.2 million at December 31, 2020. This decrease in equity of $10.5 million was attributable to decreases in retained earnings of $7.2 million due to net loss and other comprehensive loss of $3.3 million related to market declines in fixed maturities.

Liquidity and Capital Resources

Our principal sources of funds are from premium revenues, commission revenues, net investment income and proceeds from the sale or maturity of investments and net borrowings. The Company’s primary uses of funds are for payment of life, annuity and health claim benefits, contract holder withdrawals on assumed annuity contracts, new business acquisition costs for our insurance operations (i.e., commissions, underwriting and issue costs), cost of sales for Agency operations (i.e., agent compensation, purchased lead and lead generation costs), operating costs and expenses and purchases of investments. Our investment portfolio is structured to provide funds periodically over time, through net investment income and maturities, for the payment of policy benefits and contract holder withdrawals.

Under our commission financing arrangement with Hannover Life, Fidelity Life is able to pay level annual commissions instead of first year only commissions to Efinancial for sales of RAPIDecision® Life policies and Hannover Life advances to Efinancial amounts approximately equal to first year only commissions for sales of those policies. This arrangement reduces Fidelity Life’s surplus strain associated with issuing RAPIDecision® Life business while helping to provide liquidity for Efinancial through the receipt of larger first year only commissions. In the first quarter of 2021, the Company ceased new advances on this financing arrangement. As of June 30, 2021 and December 31, 2020, we had net advances of $23.9 million and $27.5 million, respectively, under this arrangement.

We are a member of the Federal Home Loan Bank of Chicago (the “FHLBC”). As a member, we are able to borrow on a collateralized basis from the FHLBC. We own FHLBC common stock with a book value of $0.1 million, which allows us to borrow up to $2.6 million. Interest on borrowed funds is charged at variable rates established from time to time by the FHLBC based on the interest rate option selected at the time of the borrowing. There have been no borrowings from the FHLBC during 2021 and 2020.  

Following the Conversion, Fidelity Life has agreed not to pay any dividends without the approval of a majority of the Company designees. In connection with the approval of the Conversion by the Illinois Director of Insurance, we agreed, for a period of ‎twenty-four months following the completion of the Conversion, to (i) seek the prior approval of the Illinois ‎Department of Insurance for any declaration of an ordinary dividend by Fidelity Life, and (ii) either maintain $20 ‎million of the proceeds of the offering at the Company or use all or a portion of that $20 million to fund our operations.‎

Cash Flows

For the six months ended June 30, 2021, the Company had a net decrease in cash of $16.5 million compared to a net increase of $19.1 million for the six months ended June 30, 2020.

The decrease in cash flows from operating activities is primarily due to increased paid claims and timing related to reinsurance recoverables.

Cash flows from investing activities mainly includes our fixed maturities, mortgage loans, and equity holdings. Period to period, the cash flows associated with the changes in these portfolios will vary between cash sources and cash uses depending on the need for cash or the excess of cash from operating activities, as well as portfolio trading due to investment market conditions. In the first six months of 2021 cash of $1.9 million was used to acquire $3.1 million of capitalized software, partially offset by net invested assets sales of $1.2 million.

Cash flows from financing activities declined due to changes in the commission financing arrangement. Also included in financing cash are cash withdrawals by contract holders of annuities that were primarily written in the late 1980s.

The following table summarizes our cash flows for the six months ended June 30, 2021 and 2020:

 

 

 

Six Months Ended June 30,

 

 

 

2021

 

 

2020

 

 

 

(dollars in thousands)

 

Consolidated Summary of Cash Flows

 

 

 

 

 

 

 

 

Net cash (used) provided by operating activities

 

$

(7,759

)

 

$

5,436

 

Net cash (used) provided by investing activities

 

 

(1,951

)

 

 

13,813

 

Net cash (used) by financing activities

 

 

(6,670

)

 

 

(127

)

Net (decrease) increase in cash, cash equivalents and restricted cash

 

$

(16,380

)

 

$

19,122

 

 

33


 

Recent Accounting Pronouncements

All applicable adopted accounting pronouncements have been reflected in our Interim Condensed Consolidated Financial Statements as of and for the six months ended June 30, 2021. See “Note 1 – Summary of Significant Accounting Policies” in the Notes to the Interim Condensed Consolidated Financial Statements included in this Form 10-Q.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our principal executive officer and principal financial officer have concluded that, as of such date, our disclosure controls and procedures were effective at a reasonable assurance level.

Changes in Internal Control over Financial Reporting

There was no change in our internal control over financial reporting (as defined in Rules 13a-15(d) and 15d-15(d) under the Exchange Act) during the period covered by this Quarterly Report on Form 10-Q that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectives of Controls and Procedures

Management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rule 13a-15(f) under the Exchange Act. In fulfilling this responsibility, estimates and judgments by management are required to assess the expected benefits and related costs of control procedures. The objectives of internal control include providing management with reasonable, but not absolute, assurance that assets are safeguarded against loss from unauthorized use or disposition, and that transactions are executed in accordance with management’s authorization and recorded properly to permit the preparation of consolidated financial statements in conformity with GAAP.

 

 

Part II. OTHER INFORMATION

We are, from time to time, involved in various legal proceedings in the ordinary course of business. While it is not possible to forecast the outcome of such legal proceedings, in light of existing insurance, reinsurance, and established reserves, we believe that there is no individual case pending that is likely to have a material adverse effect on our financial condition or results of operations.

Item 1A. Risk Factors

Not applicable to smaller reporting companies.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds  

Use of IPO Proceeds

The Company completed its IPO on August 7, 2019, pursuant to a Form S-1 declared effective by the SEC on June 20, 2019 (File No. 333-231952). Below are further details of the use of the IPO proceeds: Vericity, Inc. registered the sale of a maximum of 20,125,000 shares, of which 14,875,000 were sold in the IPO. Raymond James served as managing underwriter in the IPO.

 

The amount registered and the aggregate price of the offering amount was 20,125,000 and $201,250,000, respectively, and the amount sold and the aggregate price of the offering amount was 14,875,000 and $148,750,000, respectively.

 

The common stock was registered pursuant to the Form S-1 described above.

 

The total offering expenses incurred in connection with the IPO were $15.9 million, including $4.0 million paid to the underwriters. Offering expenses of $11.9 million were comprised of $5.9 million in legal fees and expenses, $2.6 million of actuarial fees and expenses, $1.8 million of printing and mailing, and $1.6 million of accounting fees and expenses.

 

The net offering proceeds to Vericity, Inc. after deducting total offering expenses and the special one-time distribution was $39.8 million. 

34


 

Vericity, Inc. expects that any unallocated net proceeds from the offering will be used for general corporate purposes, including paying holding company expenses and the special one-time distribution to stockholders referenced in Item 5. Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of Equity Securities” in the Form 10-K for the year ended December 31, 2019.

 

Additionally, pursuant to an agreement with the Illinois Department of Insurance, at least $20 million of the proceeds of the offering will be used to fund the operations of Vericity, Inc.’s various subsidiaries. 

Item 3. Default upon Senior Securities

None

Item 4. Mine Safety Disclosures

None  

Item 5. Other Information

None

35


Item 6. Exhibits

 

 

 

 

  31.1

 

Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended

 

 

 

  31.2

 

Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) and Rule 15d-14(a) of the Securities Exchange Act, as amended

 

 

 

  32.1

 

Certification of Chief Executive Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

  32.2

 

Certification of Chief Financial Officer, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 

 

 

 

101.INS

 

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because XBRL tags are embedded within the Inline XBRL document.

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document.

 

 

 

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

 

 

 

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document.

 

 

 

101.LAB

 

Inline XBRL Taxonomy Extension Label Linkbase Document

 

 

 

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 

 

36


 

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

Vericity, Inc.

 

 

 

 

Date: August 16, 2021

 

By:

/s/ Chris S. Kim

 

 

 

Chris S. Kim

 

 

 

Executive Vice President, Chief Financial Officer and Treasurer

 

 

37