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Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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: March 31, 2020
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: 001-33067
SELECTIVE INSURANCE GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
 
New Jersey
22-2168890
(State or Other Jurisdiction of Incorporation or Organization)
(I.R.S. Employer Identification No.)

40 Wantage Avenue
Branchville, New Jersey 07890        
(Address of Principal Executive Offices) (Zip Code)
973
948-3000
(Registrant’s Telephone Number, Including Area Code)
 
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
 
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol
 
Name of each exchange on which registered
Common Stock, par value $2 per share
 
SIGI
 
NASDAQ Global Select 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 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, a 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
 
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As of April 24, 2020, there were 59,707,580 shares of common stock, par value $2.00 per share, outstanding. 


Table of Contents

 
SELECTIVE INSURANCE GROUP, INC.
 
 
Table of Contents
 
 
 
Page No.
 
 
 
 
 
 
 
 
 
1
 
 
 
 
2
 
 
 
 
3
 
 
 
 
4
 
 
 
 
5
 
 
 
 
6
 
 
 
 
 
 
 
 
28
 
 
 
 
28
 
 
 
 
29
 
 
 
 
32
 
 
 
 
34
 
 
 
 
38
 
 
 
 
44
 
 
 
 
44
 
 
 
 
47
 
 
 
 
47
 
 
 
 
48
 
 
 
48
 
 
 
50
 
 
 
 
 
 
51
 
 
 
51
 
 
 
54
 
 
 
54
 
 
 
55
 
 
 


Table of Contents

PART I. FINANCIAL INFORMATION
 
ITEM 1. FINANCIAL STATEMENTS.
 
SELECTIVE INSURANCE GROUP, INC.
CONSOLIDATED BALANCE SHEETS
 
Unaudited
 
 
($ in thousands, except share amounts)
 
March 31,
2020
 
December 31,
2019
ASSETS
 
 

 
 

Investments:
 
 

 
 

Fixed income securities, held-to-maturity – at carrying value (fair value: $21,921 – 2020; $21,975 – 2019)
 
$
20,408

 
20,800

Less: allowance for credit losses
 
(28
)
 

Fixed income securities, held-to-maturity, net of allowance for credit losses
 
20,380

 
20,800

 
 
 
 
 
Fixed income securities, available-for-sale – at fair value
(allowance for credit losses: $15,787 – 2020; amortized cost: $5,877,779 – 2020 and $5,879,986 – 2019)
 
5,945,360

 
6,095,620

 
 
 
 
 
Commercial mortgage loans - at carrying value (fair value: $13,856 – 2020)
 
14,096

 

Less: allowance for credit losses
 
(240
)
 

Commercial mortgage loans, net of allowance for credit losses
 
13,856

 

 
 
 
 
 
Equity securities – at fair value (cost:  $116,249 – 2020; $72,061 – 2019)
 
99,989

 
72,937

Short-term investments (at cost which approximates fair value)
 
517,558

 
282,490

Other investments
 
244,934

 
216,807

Total investments (Note 4 and 6)
 
6,842,077


6,688,654

Cash
 
9,429

 
300

Restricted cash
 
5,177

 
7,675

Interest and dividends due or accrued
 
43,893

 
44,846

 
 
 
 
 
Premiums receivable
 
815,271

 
830,301

Less: allowance for credit losses (Note 7)
 
(18,000
)
 
(6,400
)
Premiums receivable, net of allowance for credit losses
 
797,271

 
823,901

 
 
 
 
 
Reinsurance recoverable
 
565,036

 
577,635

Less: allowance for credit losses (Note 8)
 
(1,502
)
 
(4,400
)
Reinsurance recoverable, net of allowance for credit losses
 
563,534

 
573,235

 
 
 
 
 
Prepaid reinsurance premiums
 
162,491

 
166,705

Deferred federal income tax (Note 14)
 
43,099

 
6,776

Property and equipment – at cost, net of accumulated depreciation and amortization of:
$231,651 – 2020; $227,566 – 2019
 
80,061

 
77,409

Deferred policy acquisition costs
 
269,581

 
271,186

Goodwill
 
7,849

 
7,849

Other assets
 
150,588

 
128,614

Total assets
 
$
8,975,050

 
8,797,150

 
 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 

 
 

Liabilities:
 
 

 
 

Reserve for loss and loss expense (Note 9)
 
$
4,103,635

 
4,067,163

Unearned premiums
 
1,514,577

 
1,523,167

Short-term debt (Note 5)
 
302,000

 

Long-term debt (Note 5)
 
550,577

 
550,597

Current federal income tax
 
12,352

 
2,987

Accrued salaries and benefits
 
74,031

 
126,753

Other liabilities
 
321,422

 
331,547

Total liabilities
 
$
6,878,594

 
6,602,214

 
 
 
 
 
Stockholders’ Equity:
 
 

 
 

Preferred stock of $0 par value per share:
 
$

 

Authorized shares 5,000,000; no shares issued or outstanding
 
 
 
 
Common stock of $2 par value per share:
 
 
 
 
Authorized shares 360,000,000
 
 
 
 
Issued: 103,832,370 – 2020; 103,484,159 – 2019
 
207,665

 
206,968

Additional paid-in capital
 
427,328

 
418,521

Retained earnings
 
2,083,340

 
2,080,529

Accumulated other comprehensive income (loss) (Note 12)
 
(22,117
)
 
81,750

Treasury stock – at cost (shares:  44,124,825 – 2020; 44,023,006 – 2019)
 
(599,760
)
 
(592,832
)
Total stockholders’ equity
 
$
2,096,456

 
2,194,936

Commitments and contingencies
 


 


Total liabilities and stockholders’ equity
 
$
8,975,050

 
8,797,150


The accompanying notes are an integral part of these unaudited interim consolidated financial statements.

1


SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
 
Quarter Ended March 31,
($ in thousands, except per share amounts)
 
2020
 
2019
Revenues:
 
 

 
 

Net premiums earned
 
$
651,703

 
632,573

Net investment income earned
 
55,967

 
50,618

Net realized and unrealized (losses) gains:
 
 

 
 

Net realized investment gains on disposals
 
4,100

 
3,444

Unrealized (losses) gains on equity securities
 
(17,137
)
 
10,111

Other-than-temporary impairments
 
(31,629
)
 
(104
)
Total net realized and unrealized (losses) gains
 
(44,666
)
 
13,451

Other income
 
1,825

 
2,320

Total revenues
 
664,829

 
698,962

 
 
 
 
 
Expenses:
 
 

 
 

Loss and loss expense incurred
 
400,324

 
386,579

Amortization of deferred policy acquisition costs
 
136,501

 
129,674

Other insurance expenses
 
95,346

 
85,079

Interest expense
 
7,601

 
11,526

Corporate expenses
 
9,060

 
12,410

Total expenses
 
648,832

 
625,268

 
 
 
 
 
Income before federal income tax
 
15,997

 
73,694

 
 
 
 
 
Federal income tax expense:
 
 

 
 

Current
 
9,886

 
12,581

Deferred
 
(9,125
)
 
(235
)
Total federal income tax expense
 
761

 
12,346

 
 
 
 
 
Net income
 
$
15,236

 
61,348

 
 
 
 
 
Earnings per share:
 
 

 
 

Basic net income
 
$
0.26

 
1.04

 
 
 
 
 
Diluted net income
 
$
0.25

 
1.02

 
 
 
 
 
 
The accompanying notes are an integral part of these unaudited interim consolidated financial statements. 
 


2


SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Net income
 
$
15,236

 
61,348

 
 
 
 
 
Other comprehensive (loss) income, net of tax:
 
 

 
 

Unrealized (losses) gains on investment securities:
 
 

 
 

Unrealized holding (losses) gains arising during period
 
(74,245
)
 
81,313

Non-credit portion of OTTI recognized in OCI
 
(51,658
)
 

  Amounts reclassified into net income:
 
 
 
 
Held-to-maturity securities
 
20

 
(7
)
Net realized losses (gains) on disposals and intent-to-sell OTTI on AFS securities
 
8,948

 
(851
)
Credit loss expense recognized in OTTI
 
12,472

 

Total unrealized (losses) gains on investment securities
 
(104,463
)
 
80,455

 
 
 
 
 
Defined benefit pension and post-retirement plans:
 
 

 
 

Amounts reclassified into net income:
 
 
 
 
Net actuarial loss
 
596

 
525

  Total defined benefit pension and post-retirement plans
 
596

 
525

Other comprehensive (loss) income
 
(103,867
)
 
80,980

Comprehensive (loss) income
 
$
(88,631
)
 
142,328

 
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
 


3


SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
 
Quarter Ended March 31,
($ in thousands, except share and per share amounts)
 
2020
 
2019
Common stock:
 
 
 
 
Beginning of period
 
$
206,968

 
205,697

Dividend reinvestment plan
 
14

 
11

Stock purchase and compensation plans
 
683

 
743

End of period
 
207,665

 
206,451

 
 
 
 
 
Additional paid-in capital:
 
 
 
 
Beginning of period
 
418,521

 
390,315

Dividend reinvestment plan
 
408

 
365

Stock purchase and compensation plans
 
8,399

 
8,201

End of period
 
427,328

 
398,881

 
 
 
 
 
Retained earnings:
 
 
 
 
Beginning of period, as previously reported
 
2,080,529

 
1,858,414

Cumulative effect adjustment due to adoption of lease guidance, net of tax (Note 2)
 

 
342

Cumulative effect adjustment due to adoption of guidance on allowance for credit losses, net of tax (Note 2)
 
1,435

 

Balance at beginning of period, as adjusted
 
2,081,964

 
1,858,756

Net income
 
15,236

 
61,348

Dividends to stockholders
 
(13,860
)
 
(11,985
)
End of period
 
2,083,340

 
1,908,119

 
 
 
 
 
Accumulated other comprehensive (loss) income:
 
 
 
 
Beginning of period
 
81,750

 
(77,956
)
Other comprehensive (loss) income
 
(103,867
)
 
80,980

End of period
 
(22,117
)
 
3,024

 
 
 
 
 
Treasury stock:
 
 
 
 
Beginning of period
 
(592,832
)
 
(584,668
)
Acquisition of treasury stock
 
(6,928
)
 
(6,585
)
End of period
 
(599,760
)
 
(591,253
)
Total stockholders’ equity
 
$
2,096,456

 
1,925,222

 
 
 
 
 
Dividends declared per share to stockholders
 
$
0.23

 
0.20

 
 
 
 
 
Common stock, shares outstanding:
 
 
 
 
Beginning of period
 
59,461,153

 
58,948,554

Dividend reinvestment plan

 
6,975

 
5,694

Stock purchase and compensation plan
 
341,236

 
371,628

Acquisition of treasury stock
 
(101,819
)
 
(102,971
)
End of period
 
59,707,545

 
59,222,905

 
Selective Insurance Group, Inc. also has authorized, but not issued, 5,000,000 shares of preferred stock, without par value, of which 300,000 shares have been
designated Series A junior preferred stock, without par value.
  
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
 


4


SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Operating Activities
 
 

 
 

Net income
 
$
15,236

 
61,348

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

 
 

Depreciation and amortization
 
15,415

 
16,278

Stock-based compensation expense
 
7,038

 
6,677

Undistributed gains of equity method investments
 
(5,602
)
 
(971
)
Distributions in excess of current year income of equity method investments
 
614

 
1,771

Net realized and unrealized losses (gains)
 
44,666

 
(13,451
)
Loss on disposal of fixed assets
 
14

 

 
 
 
 
 
Changes in assets and liabilities:
 
 

 
 

Increase in reserve for loss and loss expense, net of reinsurance recoverable
 
49,077

 
68,607

(Decrease) increase in unearned premiums, net of prepaid reinsurance
 
(4,376
)
 
40,374

Decrease in net federal income taxes
 
276

 
12,044

Decrease (increase) in premiums receivable
 
25,572

 
(44,396
)
Decrease (increase) in deferred policy acquisition costs
 
1,605

 
(8,142
)
Decrease (increase) in interest and dividends due or accrued
 
880

 
(491
)
Decrease in accrued salaries and benefits
 
(52,722
)
 
(38,529
)
Decrease (increase) in other assets
 
4,583

 
(8,711
)
Decrease in other liabilities
 
(62,959
)
 
(45,769
)
Net cash provided by operating activities
 
39,317

 
46,639

 
 
 
 
 
Investing Activities
 
 

 
 

Purchase of fixed income securities, available-for-sale
 
(319,539
)
 
(474,962
)
Purchase of commercial mortgage loans
 
(14,096
)
 

Purchase of equity securities
 
(45,511
)
 
(6,702
)
Purchase of other investments
 
(27,433
)
 
(12,178
)
Purchase of short-term investments
 
(2,086,599
)
 
(2,416,285
)
Sale of fixed income securities, available-for-sale
 
101,671

 
218,411

Sale of short-term investments
 
1,851,532

 
2,449,725

Redemption and maturities of fixed income securities, held-to-maturity
 
405

 
579

Redemption and maturities of fixed income securities, available-for-sale
 
227,686

 
86,572

Sale of equity securities
 
1,320

 
3,721

Sale of other investments
 

 
4,995

Distributions from other investments
 
3,152

 
11,350

Purchase of property and equipment
 
(8,416
)
 
(7,955
)
Net cash used in investing activities
 
(315,828
)
 
(142,729
)
 
 
 
 
 
Financing Activities
 
 

 
 

Dividends to stockholders
 
(13,313
)
 
(11,462
)
Acquisition of treasury stock
 
(6,928
)
 
(6,585
)
Net proceeds from stock purchase and compensation plans
 
1,525

 
1,760

Proceeds from borrowings
 
387,000

 
341,256

Repayments of borrowings
 
(85,000
)
 
(235,000
)
Repayments of finance lease obligations
 
(142
)
 
(284
)
Net cash provided by financing activities
 
283,142

 
89,685

Net increase (decrease) in cash and restricted cash
 
6,631

 
(6,405
)
Cash and restricted cash, beginning of year
 
7,975

 
16,919

Cash and restricted cash, end of period
 
$
14,606

 
10,514


The accompanying notes are an integral part of these unaudited interim consolidated financial statements.

5


NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1. Basis of Presentation and Accounting Policies
(a) Basis of Presentation
The words "Company,” “we,” “us,” or “our” refer to Selective Insurance Group, Inc. (the "Parent"), and its subsidiaries except as expressly indicated or the context requires otherwise. We have prepared our interim unaudited consolidated financial statements (“Financial Statements”) in conformity with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. In preparing the Financial Statements in conformity with GAAP, we are required to make estimates and assumptions that affect the reported financial statement balances and the disclosure of contingent assets and liabilities. Actual results could differ from those estimates. All significant intercompany accounts and transactions between the Parent and its subsidiaries are eliminated in consolidation.

Our Financial Statements reflect all adjustments that, in our opinion, are normal, recurring, and necessary for a fair presentation of our results of operations and financial condition. Our Financial Statements cover the first quarters ended March 31, 2020 (“First Quarter 2020”) and March 31, 2019 (“First Quarter 2019”). These Financial Statements do not include all of the information and disclosures required by GAAP and the SEC for audited annual financial statements. Results of operations for any interim period are not necessarily indicative of results for a full year. Consequently, our Financial Statements should be read in conjunction with the consolidated financial statements contained in our Annual Report on Form 10-K for the year ended December 31, 2019 (“2019 Annual Report”) filed with the SEC.

(b) Accounting Policies
There have been no material changes from the accounting policies disclosed in Note 2. "Summary of Significant Accounting Policies" in Item 8. “Financial Statements and Supplementary Data.” of our 2019 Annual Report other than those associated with our First Quarter 2020 adoption of ASU 2016-13, Financial Instruments - Credit Losses ("CECL") and our recent investment allocation to commercial mortgage loans ("CMLs"). The pertinent additions and changes to our accounting policies are centered around the following items: (i) Investments, (ii) Allowance for Uncollectible Premiums Receivable, and (iii) Allowance for Uncollectible Reinsurance Recoverable.

Investments

Fixed Income Securities
We have updated our policy associated with our review of fixed income securities for other-than-temporary impairments ("OTTI"), and we follow a two-step process:

(i) We review our fixed income securities in an unrealized loss position to determine: (i) if we have the intent to sell the security; or (ii) if it is more likely than not we will be required to sell the security before its anticipated recovery. If we determine that we have the intent or likely requirement to sell the security, we write down its amortized cost to its fair value. In writing down amortized cost, any amount previously recorded as an allowance for credit losses is reversed and any incremental impairment is recorded directly to earnings as OTTI.

(ii) If we do not have either the intent or likely requirement to sell the security, our evaluation for expected credit losses primarily focuses on performing a discounted cash flow (“DCF”) analysis on each of our fixed income securities to determine if an allowance for credit loss is required. We incorporate the results of the DCF analysis on individual security holdings into our calculation of the allowance for credit losses as follows:

For our held-to-maturity ("HTM") portfolio, the allowance for credit losses is calculated as the shortfall between amortized cost at the reporting date and the present value of future cash flows calculated in the DCF analysis.

For our available-for-sale ("AFS") portfolio and fixed income securities included in our short-term investment portfolio, the allowance for credit losses is calculated in the same manner as for the HTM portfolio; but the allowance amount is limited to the difference between the security’s amortized cost and fair value, or the fair value floor. This treatment is appropriate as we have the ability to recover the amortized cost of an AFS security either through: (i) collection of the contractual cash flows; or (ii) sale of the security.

Fair value declines on our AFS securities not recorded through OTTI are recognized in accumulated other comprehensive income, after tax.


6


Our DCF analyses calculate the present value of future cash flows using various models that are specific to the major security types within our portfolio. These models use security-specific information as well as forecasted macroeconomic data to determine possible expected credit loss scenarios based on projected changes in the economy. The forecasted economic data incorporated into the models is based on the Federal Reserve Board’s annual supervisory stress test review on certain large banks and financial institutions. Additionally, we have the ability to incorporate internally-developed forecast information into the models as we deem appropriate. Model scenarios include a baseline assumption with projections for moderate economic expansion, an adverse assumption with projections for a weakening economy, and a severely adverse assumption with projections for a global recession. In developing our best estimate of the allowance for credit losses, we consider our outlook as to the probability of each of these scenarios occurring over the estimated contractual cash flows of our investment portfolio.

For additional information about the various assumptions we make, including the discount rates used in our DCF analyses, see Note 2. "Summary of Significant Accounting Policies" in Item 8. “Financial Statements and Supplementary Data.” of our 2019 Annual Report.

The allowance for credit losses are recorded as a contra-asset reflected in the carrying value of the investment on the Consolidated Balance Sheet, and are charged to earnings as credit loss expense, which is a component of "Other-than-temporary impairments" within "Net realized and unrealized (losses) gains" on our Consolidated Statements of Income. The income statement treatment is consistent with how we accounted for credit losses prior to the adoption of CECL. However, subsequent changes in the expected cash flows associated with a future period's updated DCF analysis are recorded as an increase to (or reversal of) credit loss expense with the offset recorded to the allowance. We charge write-offs against the allowance when either: (i) we determine the recovery of amortized cost to be uncollectible based on our evaluation of the financial condition of the issuer; (ii) we have the intent, or requirement, to sell a security for which an allowance for credit losses was previously established; and (iii) we have sold a security that for which an allowance for credit losses was previously established.

Accrued interest on fixed income securities and CMLs is recorded as a component of “Interest and dividends due or accrued” on our Consolidated Balance Sheet. If accrued interest is due but not paid within 90 days, we reverse the delinquent amount against investment income, which is a component of “Net investment income earned” on our Consolidated Statements of Income. We do not record a valuation allowance on our accrued interest balance as we reverse delinquent amounts on a timely basis. We consider a debt security to be past due at the time any principal or interest payments become 90 days delinquent.
 
Commercial Mortgage Loans
Beginning in 2020, our investment portfolio contains an allocation to CMLs. As of March 31, 2020, CMLs accounted for less than 1% of our invested assets. CMLs are loans secured by commercial property, such as an office building, multi-family apartment complex, industrial warehouse, or shopping center. We may acquire investments in CMLs through direct originations under a loan syndication arrangement or purchase CMLs in the marketplace. We record our investment in CMLs on the settlement date of the loan. Our CMLs are classified as held-for-investment and reported at amortized cost, net of the applicable allowance for credit losses, on our Consolidated Balance Sheet.

We evaluate our CMLs for expected credit loss under the same methodology described above for fixed income securities using a DCF model. The discount rate used in this DCF model is either the effective interest rate implicit in the CML at the date of acquisition for fixed rate investments, or the effective interest rate in effect as of the reporting date for non-fixed-rate CMLs.

The allowance for credit losses on our CML investments is calculated as the shortfall between amortized cost at the reporting date and the present value of future cash flows calculated in the DCF analysis. The treatment of earnings and the related classification of the expected credit losses on the Consolidated Statements of Income and the Consolidated Balance Sheet are consistent with our fixed income securities as described above.

Allowance for Uncollectible Premiums Receivable
We estimate an allowance for expected credit losses on our outstanding premiums receivable balance at each reporting date. In determining this allowance, we use a method that considers the aging of the receivable, based on the effective year of the related policy, along with our historical receivable loss experience. We also contemplate expected macroeconomic conditions over the expected collection period of these receivables that, because the majority of the balances are collected within a year or two of policy issuance, are short-term in nature.

Expected credit losses on premiums receivable are charged to earnings as credit loss expense, which is a component of "Other insurance expenses" on our Consolidated Statements of Income with an offsetting allowance being recorded as a contra-asset reflected in the carry value of the receivable. Subsequent changes in the allowance are recorded as an increase to (or reversal

7


of) credit loss expense. We charge write-offs against the allowance when we determine the account to be uncollectible after considering information obtained from our collection efforts.

Allowance for Uncollectible Reinsurance Recoverable
The "Reinsurance recoverable" balance on our Consolidated Balance Sheets represents our estimate of amounts that will be recovered from reinsurers under our various treaties. Generally, amounts recoverable from reinsurers are recognized as assets at the same time and in a manner consistent with the paid and unpaid losses associated with the reinsured policies. We would consider a recoverable balance from a reinsurer to be past due if payment is not received by the first day following the invoice due date. We require collateral to secure reinsurance recoverable balances primarily from our reinsurance carriers that are not authorized, otherwise approved, or certified to do business in one or more of our ten insurance subsidiaries' domiciliary states. Our ten insurance subsidiaries are collectively referred to as the "Insurance Subsidiaries." This collateral is typically in the form of a letter of credit or cash.

We estimate an allowance for expected credit losses on our outstanding reinsurance recoverable balance at each reporting date. Credit risk is mitigated to the extent we have obtained collateral as described above. We, therefore, reduce the recoverable balance by the amount of the collateral as part of our allowance calculation. We then pool the uncollateralized balances by similar risk characteristics, including the financial strength rating of the reinsurer, and use a probability-of-default methodology in calculating the allowance. Historical default rates are sourced from AM Best and are coupled with severity assumptions in developing a baseline scenario. We then stress this scenario by incorporating forecasts of industry catastrophe losses and economic factors sourced through third-party data providers. In developing our best estimate of the allowance for credit losses, we consider our outlook as to the probability of each of these scenarios occurring.

Expected credit losses on reinsurance recoverable balances are charged to earnings as credit loss expense, which is a component of “Loss and loss expense incurred” on our Consolidated Statements of Income with an offsetting allowance for the credit loss being recorded as a contra-asset reflected in the carry value of the recoverable balance. Subsequent changes in the allowance are recorded as an increase to (or reversal of) credit loss expense. We charge write-offs against the allowance when we determine the recoverable balance to be uncollectible after considering information obtained from our efforts to collect amounts due or through a review of the financial condition of the reinsurer.

NOTE 2. Adoption of Accounting Pronouncements 
In June 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-13, Financial Instruments - Credit Losses, and subsequent additional implementation guidance (collectively referred to as “ASU 2016-13”) that changes the way entities recognize impairment of financial assets. The new guidance requires immediate recognition of estimated credit losses expected to occur over the remaining life of many financial assets through the establishment of a valuation allowance. The valuation allowance is a measurement of expected losses based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. Additionally, ASU 2016-03 requires the presentation of the impacted financial assets on the consolidated balance sheet net of the valuation allowance.

We adopted this guidance on January 1, 2020, and applied a modified retrospective approach for the adoption and recorded a net cumulative-effect adjustment to increase the opening balance of 2020 retained earnings by $1.4 million, after tax. Also, as prescribed in ASU 2016-13, we did not adjust the amortized cost basis of any securities for which we had previously recorded OTTI. The cumulative-effect increase to retained earnings represents the net adjustment required to establish valuation allowances on our held-to-maturity ("HTM") debt securities and to re-estimate valuation allowances on our premiums receivables and reinsurance recoverables under ASU 2016-13. See Note 1. Basis of Presentation and Accounting Policies of this Form 10-Q for accounting policy updates related to ASU 2016-13. Additionally, see Note 4. "Investments," Note 7. "Allowance for Uncollectible Premiums Receivable," and Note 8. "Reinsurance" of this Form 10-Q for additional information regarding credit losses related to the respective financial assets.

In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement: Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). ASU 2018-13 modifies the disclosure requirements for fair value measurements by removing certain disclosures, and modifying and adding disclosure requirements. The additional disclosure requirements include (i) the change in unrealized gains and losses for the period included in other comprehensive income (“OCI”) for recurring Level 3 fair value measurements held at the end of the reporting period, and (ii) the range and weighted average of significant observable inputs used to develop Level 3 fair value measurements. We adopted the provisions related to removed disclosures in the fourth quarter of 2019 and adopted the remaining disclosure requirements in the first quarter of 2020 as permitted under ASU 2018-13. As this literature requires disclosure only, ASU 2018-13 has no impact on our financial condition or results of operations.

8


In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software: Customer’s
Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU
2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing hosting service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. We adopted this guidance prospectively on January 1, 2020, and it did not have a material impact on our financial condition or results of operations.
Pronouncements to be effective in the future
In December 2019, the FASB issued ASU 2019-12, Income Taxes - Simplifying the Accounting for Income Taxes (“ASU
2019-12”). Among other items, the amendments in ASU 2019-12 simplify the accounting treatment of tax law changes and year-to-date losses in interim periods. An entity generally recognizes the effects of a change in tax law in the period of enactment; however, there is an exception for tax laws with delayed effective dates. Under current guidance, an entity may not adjust its annual effective tax rate for a tax law change until the period in which the law is effective. This exception was removed by ASU 2019-12. This guidance provides that all effects of a tax law change are recognized in the period of enactment, including adjustment of the estimated annual effective tax rate.

For year-to-date losses in interim periods, an entity is required to estimate its annual effective tax rate for the full fiscal year at the end of each interim period and use that rate to calculate its income taxes on a year-to-date basis. Current guidance provides an exception that, when an interim period loss exceeds the anticipated loss for the year, the income tax benefit is limited to the amount that would be recognized if the year-to-date loss were the anticipated loss for the full year. ASU 2019-12 removes this exception and provides that, in this situation, an entity would compute its income tax benefit at each interim period based on its estimated annual effective tax rate.

ASU 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim periods within those annual periods. Early adoption is permitted. We are currently evaluating the impact of this guidance on our financial condition and results of operations.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting (“ASU 2020-04”), which provides optional expedients and exceptions to the guidance in GAAP on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition away from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. Companies can elect to adopt ASU 2020-04 as of the beginning of the interim period that includes March 2020, or any date thereafter through December 31, 2022. We are currently evaluating the impact of this guidance on our financial condition and results of operations.

NOTE 3. Statements of Cash Flows
Supplemental cash flow information was as follows:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Cash paid during the period for:
 
 

 
 

Interest
 
$
8,854

 
4,477

Federal income tax
 

 

 
 
 
 
 
Cash paid for amounts included in the measurement of lease liabilities:

 
 
 
 
Operating cash flows from operating leases
 
2,130

 
1,983

Operating cash flows from financing leases

 
6

 

Financing cash flows from finance leases

 
142

 
284

 
 
 
 
 
Non-cash items:
 
 
 
 
Corporate actions related to fixed income securities, AFS1
 
8,040

 
18,447

Tax-free exchange of fixed income securities, HTM
 
2,596

 

Assets acquired under finance lease arrangements

 
29

 

Assets acquired under operating lease arrangements

 
3,828

 
6,136

Non-cash purchase of property and equipment
 
5

 
162


1Examples of such corporate actions include exchanges, non-cash acquisitions, and stock splits.


9


The following table provides a reconciliation of cash and restricted cash reported within the Consolidated Balance Sheets that equate to the amount reported in the Consolidated Statements of Cash Flows:
($ in thousands)
 
March 31, 2020
 
December 31, 2019
Cash
 
$
9,429

 
300

Restricted cash
 
5,177

 
7,675

Total cash and restricted cash shown in the Statements of Cash Flows
 
$
14,606

 
7,975



Amounts included in restricted cash represent cash received from the National Flood Insurance Program ("NFIP"), which is restricted to pay flood claims under the Write Your Own program.

NOTE 4. Investments
(a) Our HTM fixed income securities as of March 31, 2020, represented less than 1% of our total invested assets, largely unchanged from December 31, 2019. The carry value and net unrealized/unrecognized gains were $20.4 million and $1.6 million, respectively, at March 31, 2020, and $20.8 million and $1.2 million, respectively, at December 31, 2019.

Unrecognized holding gains and losses of HTM securities are not reflected in the Financial Statements, as they represent fair value fluctuations from the date a security is designated as HTM through the date of the balance sheet.

(b) Information regarding our AFS securities as of March 31, 2020 and December 31, 2019 was as follows:
March 31, 2020
 
 
 
 
 
 
 
 
 
 
($ in thousands)
 
Cost/
Amortized
Cost
 
Allowance for Credit Losses
 
Unrealized
Gains
 
Unrealized
Losses
 
Fair
Value
AFS fixed income securities:
 
 
 
 
 
 
 
 
 
 
U.S. government and government agencies
 
$
134,569

 

 
7,668

 

 
142,237

Foreign government
 
12,987

 
(21
)
 
172

 
(252
)
 
12,886

Obligations of states and political subdivisions
 
1,146,160

 
(29
)
 
52,516

 
(1,434
)
 
1,197,213

Corporate securities
 
1,911,377

 
(13,412
)
 
44,397

 
(32,858
)
 
1,909,504

Collateralized loan obligations ("CLO") and other asset-backed securities ("ABS")
 
789,240

 
(1,565
)
 
2,084

 
(67,498
)
 
722,261

Commercial mortgage-backed securities ("CMBS")
 
516,702

 
(38
)
 
26,511

 
(12,142
)
 
531,033

Residential mortgage-backed securities ("RMBS")
 
1,366,744

 
(722
)
 
66,931

 
(2,727
)
 
1,430,226

Total AFS fixed income securities
 
$
5,877,779

 
(15,787
)
 
200,279

 
(116,911
)
 
5,945,360

 
December 31, 2019
 
 
 
 
 
 
 
 
($ in thousands)
 
Cost/
Amortized
Cost
 
Unrealized
Gains
 
Unrealized
Losses
 
Fair
Value
AFS fixed income securities:
 
 
 
 
 
 
 
 
U.S. government and government agencies
 
$
112,680

 
3,506

 

 
116,186

Foreign government
 
18,011

 
533

 
(2
)
 
18,542

Obligations of states and political subdivisions
 
1,168,185

 
62,175

 
(270
)
 
1,230,090

Corporate securities
 
1,866,881

 
81,906

 
(1,310
)
 
1,947,477

CLO and other ABS
 
790,517

 
7,929

 
(5,434
)
 
793,012

CMBS
 
514,709

 
23,902

 
(267
)
 
538,344

RMBS
 
1,409,003

 
43,421

 
(455
)
 
1,451,969

Total AFS fixed income securities
 
$
5,879,986

 
223,372

 
(7,738
)
 
6,095,620



Unrealized gains and losses of AFS securities represent fair value fluctuations from the later of: (i) the date a security is designated as AFS; or (ii) the date that an OTTI charge is recognized on an AFS security, through the date of the balance sheet. These unrealized gains and losses are recorded in accumulated other comprehensive income (loss) ("AOCI") on the Consolidated Balance Sheets.


10


The following table provides a rollforward of the allowance for credit losses on our AFS fixed income securities for 2020:
March 31, 2020
 
 
 
 
 
 
 
 
 
 
 
 
($ in thousands)
 
Beginning Balance
 
Current Provision for Securities without Prior Allowance
 
Increase or (Decrease) on Securities with Prior Allowance, excluding intent (or Requirement) to Sell Securities
 
Reductions for Securities Sold
 
Reductions for Securities Identified as Intent (or Requirement) to Sell during the Period
 
Ending Balance
Foreign government
 

 
21

 

 

 

 
21

Obligations of states and political subdivisions
 

 
29

 

 

 

 
29

Corporate securities
 

 
13,412

 

 

 

 
13,412

CLO and other ABS
 

 
1,565

 

 

 

 
1,565

CMBS
 

 
38

 

 

 

 
38

RMBS
 

 
722

 

 

 

 
722

Total AFS fixed income securities
 
$

 
15,787

 

 

 

 
15,787



During 2020, we did not experience any write-offs or recoveries of our AFS fixed income securities, nor did we purchase any assets with credit deterioration, therefore these items are not included in the table above.

As disclosed in Note 1. "Basis of Presentation and Accounting Policies," we do not evaluate accrued interest on our AFS securities for credit impairment as we write-off these balance in a timely manner. As of March 31, 2020, accrued interest on AFS securities amounted to $42.8 million and we did not record any write-offs of accrued interest during First Quarter 2020.
 
(c) Quantitative information about unrealized losses on our AFS portfolio is provided below.
March 31, 2020
 
Less than 12 months
 
12 months or longer
 
Total
($ in thousands)
 
Fair Value
 
Unrealized
Losses
 
Fair Value
 
Unrealized
Losses
 
Fair Value
 
Unrealized
Losses
AFS fixed income securities:
 
 

 
 

 
 

 
 

 
 
 
 
Foreign government
 
4,376

 
(252
)
 

 

 
4,376

 
(252
)
Obligations of states and political subdivisions
 
70,830

 
(1,434
)
 

 

 
70,830

 
(1,434
)
Corporate securities
 
553,419

 
(31,677
)
 
8,185

 
(1,181
)
 
561,604

 
(32,858
)
CLO and other ABS
 
445,676

 
(49,404
)
 
136,413

 
(18,094
)
 
582,089

 
(67,498
)
CMBS
 
144,010

 
(11,119
)
 
11,373

 
(1,023
)
 
155,383

 
(12,142
)
RMBS
 
71,741

 
(2,561
)
 
1,974

 
(166
)
 
73,715

 
(2,727
)
Total AFS fixed income securities
 
$
1,290,052

 
(96,447
)
 
157,945

 
(20,464
)
 
1,447,997

 
(116,911
)

December 31, 2019
 
Less than 12 months
 
12 months or longer
 
Total
($ in thousands)
 
Fair
Value
 
Unrealized
Losses
 
Fair Value
 
Unrealized
Losses
 
Fair Value
 
Unrealized
Losses
AFS fixed income securities:
 
 

 
 

 
 

 
 

 
 
 
 
Foreign government
 
1,416

 
(2
)
 

 

 
1,416

 
(2
)
Obligations of states and political subdivisions
 
35,838

 
(270
)
 

 

 
35,838

 
(270
)
Corporate securities
 
84,832

 
(480
)
 
20,182

 
(830
)
 
105,014

 
(1,310
)
CLO and other ABS
 
205,191

 
(1,938
)
 
204,385

 
(3,496
)
 
409,576

 
(5,434
)
CMBS
 
62,893

 
(264
)
 
828

 
(3
)
 
63,721

 
(267
)
RMBS
 
126,089

 
(425
)
 
5,375

 
(30
)
 
131,464

 
(455
)
Total AFS fixed income securities
 
$
516,259

 
(3,379
)
 
230,770

 
(4,359
)
 
747,029

 
(7,738
)
 
We do not currently intend to sell any of the securities in the tables above, nor is it likely we will be required to sell any of these securities. Considering these factors and our review of these securities under our methodology for analyzing OTTI, we have concluded that they are temporarily impaired as we believe: (i) they will mature at par value; (ii) they have not incurred a credit impairment; and (iii) future values of these securities will fluctuate with changes in interest rates. This conclusion reflects our current judgment as to the financial position and future prospects of the entity that issued the investment security and underlying collateral.

The COVID-19-related governmental orders have caused uncertainty and extreme volatility in the financial markets. Consequently, our gross unrealized losses on our AFS fixed income securities portfolio increased to $116.9 million from $7.7

11


million at December 31, 2019. The increase in total unrealized losses was driven by widening credit spreads as a result of the uncertainty in the marketplace, and partially offset by a significant decline in benchmark risk-free rates.
(d) Fixed income securities at March 31, 2020, are shown below by contractual maturity. Mortgage-backed securities are included in the maturity tables using the estimated average life of each security. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations, with or without call or prepayment penalties. 
 
 
AFS
 
HTM
($ in thousands)
 
Fair Value
 
Carrying Value
 
Fair Value
Due in one year or less
 
$
295,885

 
929

 
965

Due after one year through five years
 
3,471,503

 
13,943

 
15,115

Due after five years through 10 years
 
1,925,970

 
5,508

 
5,841

Due after 10 years
 
252,002

 

 

Total fixed income securities
 
$
5,945,360

 
20,380

 
21,921

  
(e) The following table summarizes our other investment portfolio by strategy:
Other Investments
 
March 31, 2020
 
December 31, 2019
($ in thousands)
 
Carrying Value
 
Remaining Commitment
 
Maximum Exposure to Loss1
 
Carrying Value
 
Remaining Commitment
 
Maximum Exposure to Loss1
Alternative Investments
 
 

 
 

 
 
 
 
 
 
 
 
   Private equity
 
$
131,936

 
102,801

 
234,737

 
118,352

 
93,138

 
211,490

   Private credit
 
46,515

 
101,587

 
148,102

 
42,532

 
105,340

 
147,872

   Real assets
 
23,385

 
23,406

 
46,791

 
23,256

 
20,741

 
43,997

Total alternative investments
 
201,836

 
227,794

 
429,630

 
184,140

 
219,219

 
403,359

Other securities
 
43,098

 

 
43,098

 
32,667

 

 
32,667

Total other investments
 
$
244,934

 
227,794

 
472,728

 
216,807

 
219,219

 
436,026


1The maximum exposure to loss includes both the carry value of these investments and the related remaining commitments. In addition, tax credits that have been previously recognized in Other securities are subject to the risk of recapture, which we do not consider significant. 

We are contractually committed to make additional investments up to the remaining commitments outlined above; however, we do not have a future obligation to fund losses or debts on behalf of these investments. We have not provided any non-contractual financial support at any time during 2020 or 2019.

The following table shows gross summarized financial information for our other investments portfolio, including the portion we do not own. The majority of these investments are carried under the equity method of accounting. The last line of the table below reflects our share of the aggregate income or loss, which is the portion included in our Financial Statements. As the majority of these investments report results to us on a one-quarter lag, the summarized financial statement information for the three-month period ended December 31 is included in our First Quarter results. This information is as follows:
Income Statement Information
 
Quarter Ended March 31,
($ in millions)
 
2020
 
2019
Net investment (loss) income
 
$
12.7


(150.0
)
Realized (losses) gains
 
164.8


143.3

Net change in unrealized appreciation (depreciation)
 
1,204.0


554.3

Net income
 
$
1,381.5


547.6

Insurance Subsidiaries’ alternative investments income
 
$
6.3

 
0.6


 
As noted above, the $6.3 million of income associated with our alternative investment portfolio is largely recorded on a one-quarter lag, so the carry value of $201.8 million at March 31, 2020, does not reflect the significant COVID-19-related financial market volatility. Refer to Note 16. "Subsequent Events" below for additional information regarding our estimate of the results of our alternative investments portfolio to be recorded in the second quarter of 2020.
 
(f) Certain Insurance Subsidiaries have pledged certain AFS fixed income securities as collateral as members of the Federal Home Loan Bank of Indianapolis ("FHLBI") and the Federal Home Loan Bank of New York ("FHLBNY"). In addition, we had certain securities deposited with various state and regulatory agencies at March 31, 2020, to comply with insurance laws. We retain all rights regarding all securities pledged as collateral.

12


The following table summarizes the market value of these securities at March 31, 2020:
($ in millions)
 
FHLBI Collateral
 
FHLBNY Collateral
 
State and Regulatory Deposits
 
Total
U.S. government and government agencies
 
$

 

 
23.4

 
23.4

Obligations of states and political subdivisions
 

 

 
4.0

 
4.0

Corporate securities
 

 

 
0.3

 
0.3

CMBS
 
7.1

 
28.1

 

 
35.2

RMBS
 
139.7

 
225.7

 

 
365.4

Total pledged as collateral
 
$
146.8

 
253.8

 
27.7


428.3


 
(g) We did not have exposure to any credit concentration risk of a single issuer greater than 10% of our stockholders' equity, other than certain U.S. government-backed investments, as of March 31, 2020, or December 31, 2019.

(h) The components of pre-tax net investment income earned were as follows:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Fixed income securities
 
$
50,253


49,033

CMLs
 
62

 

Equity securities
 
1,552


1,640

Short-term investments
 
1,166


2,044

Other investments
 
6,342


660

Investment expenses
 
(3,408
)

(2,759
)
Net investment income earned
 
$
55,967

 
50,618


(i) The following table summarizes OTTI by asset type for the periods indicated:
 
 
Quarter Ended March 31,
 
 
2020
 
2019
($ in thousands)
 
Credit Loss Expense
 
Other Impairment Charges
 
Recognized in Earnings
 
Recognized in Earnings
AFS fixed income securities:
 
 
 
 
 
 
 
 
U.S. government and government agencies
 

 
14

 
14

 

Foreign government
 
21

 

 
21

 

Obligations of states and political subdivisions
 
29

 
62

 
91

 
65

Corporate securities
 
13,412

 
11,603

 
25,015

 

CLO and other ABS
 
1,565

 
2,000

 
3,565

 

CMBS
 
38

 
1,852

 
1,890

 

RMBS
 
722

 
71

 
793

 

Total AFS fixed income securities
 
15,787

 
15,602

 
31,389

 
65

CMLs
 
240

 

 
240

 

Other Investments
 

 

 

 
39

Total OTTI
 
16,027

 
15,602

 
31,629

 
104



The $31.6 million of OTTI during First Quarter 2020 was a $31.5 million increase from First Quarter 2019. Included in the $31.6 million of First Quarter 2020 OTTI are $15.6 million of other impairment charges, which represent securities that are in an unrealized loss position that we intend to sell. This provided our investment managers significant flexibility to trade and optimize our investment portfolio in the COVID-19-related financial market volatility.


13


(j) Net realized and unrealized gains and losses (excluding OTTI charges) for First Quarter 2020 and 2019 included the following:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Net realized gains (losses) on the disposals of securities:
 
 
 
 
Fixed income securities
 
$
4,276

 
1,143

Equity securities
 
(3
)
 
2,280

Short-term investments
 
(168
)
 
14

Other investments
 
(5
)
 
7

Net realized gains (losses) on the disposal of securities
 
4,100

 
3,444

OTTI charges
 
(31,629
)
 
(104
)
Net realized gains (losses)
 
(27,529
)
 
3,340

Unrealized (losses) gains recognized in income on equity securities
 
(17,137
)
 
10,111

Total net realized and unrealized investment (losses) gains
 
$
(44,666
)
 
13,451



The $58.1 million increase in net realized and unrealized investment losses was primarily driven by the increase in OTTI discussed above, coupled with a $27.2 million increase in unrealized losses on our equity securities in First Quarter 2020, related to the COVID-19-related financial market disruption.

Unrealized (losses) recognized in income on equity securities, as reflected in the table above, include the following:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Unrealized (losses) gains recognized in income on equity securities:
 
 
 
 
On securities remaining in our portfolio at March 31, 2020
 
$
(17,140
)
 
12,055

On securities sold in each respective period
 
3

 
(1,944
)
Total unrealized (losses) gains recognized in income on equity securities
 
$
(17,137
)
 
10,111



The components of net realized gains on disposals of securities for the periods indicated were as follows:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
HTM fixed income securities
 
 
 
 
Gains
 
$
1

 

Losses
 

 

AFS fixed income securities
 
 

 
 

Gains
 
5,653

 
1,844

Losses
 
(1,378
)
 
(701
)
Equity securities
 
 

 
 

Gains
 

 
2,280

Losses
 
(3
)
 

Short-term investments
 
 
 
 
Gains
 
22

 
14

Losses
 
(190
)
 

Other investments
 
 
 
 
Gains
 

 
7

Losses
 
(5
)


Total net realized gains on disposals of securities
 
$
4,100


3,444



Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold.



14


NOTE 5. Indebtedness
The table below provides a summary of our outstanding debt at March 31, 2020, and December 31, 2019:
Outstanding Debt
 
Issuance Date
 
Maturity Date
 
Interest Rate
 
Original Amount
 
2020
 
Carry Value
($ in thousands)
 
 
 
 
 
Unamortized Issuance Costs
 
Debt Discount
 
March 31, 2020
 
December 31, 2019
Description
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Short-term
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Issuance:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FHLBNY
 
3/12/2020
 
9/14/2020
 
0.78
%
 
100,000

 

 

 
100,000

 

FHLBNY
 
3/18/2020
 
9/18/2020
 
0.68
%
 
85,000

 

 

 
85,000

 

FHLBI
 
3/19/2020
 
12/14/2020
 
0.58
%
 
67,000

 

 

 
67,000

 

Line of Credit
 
3/24/2020
 
9/24/2020
 
2.244
%
 
50,000

 

 

 
50,000

 

Total short-term debt
 
 
 
 
 
 
 
 
 

 

 
302,000

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   Other Outstanding:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
      FHLBI
 
12/16/2016
 
12/16/2026
 
3.03
%
 
60,000

 

 

 
60,000

 
60,000

      FHLBNY
 
8/15/2016
 
8/16/2021
 
1.56
%
 
25,000

 

 

 
25,000

 
25,000

      FHLBNY
 
7/21/2016
 
7/21/2021
 
1.61
%
 
25,000

 

 

 
25,000

 
25,000

      Senior Notes
 
11/3/2005
 
11/1/2035
 
6.70
%
 
100,000

 
346

 
515

 
99,139

 
99,125

      Senior Notes
 
11/16/2004
 
11/15/2034
 
7.25
%
 
50,000

 
180

 
89

 
49,731

 
49,725

Senior Notes
 
3/1/2019
 
3/1/2049
 
5.375
%
 
300,000

 
3,092

 
5,823

 
291,085

 
291,010

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Finance lease obligations
 
 
 
 
 
 
 
 
 
 
 
 
 
622

 
737

Total long-term debt
 
 
 
 
 
 
 

 
3,618

 
6,427

 
550,577

 
550,597

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total debt
 
 
 
 
 
 
 
 
 
3,618

 
6,427

 
852,577

 
550,597



Our long-term debt balance did not materially change from December 31, 2019. However, we increased our short-term debt by $302 million during the First Quarter 2020 as a contingency in light of the COVID-19-related volatility and uncertainty in the financial markets. The proceeds from these short-term borrowings were invested in high-quality money market funds, and for the most part, were to increase liquidity and operating flexibility in the next few quarters.

Our short-term borrowings in First Quarter 2020 consisted of the following:

On February 18, 2020, Selective Insurance Company of America (“SICA”) borrowed short-term funds of $85 million from the FHLBNY at an interest rate of 1.81%. This borrowing was refinanced upon its maturity on March 18, 2020, at a lower interest rate of 0.68%. This borrowing matures on September 18, 2020.

On March 12, 2020, SICA borrowed $100 million from the FHLBNY at an interest rate of 0.78%. This borrowing matures on September 14, 2020.

On March 19, 2020 Selective Insurance Company of South Carolina ("SISC") and Selective Insurance Company of the Southeast ("SISE") borrowed $39 million and $28 million, respectively, from the FHLBI at an interest rate of 0.58%. These borrowings mature on December 14, 2020.

On March 24, 2020, Selective Insurance Group ("SIGI") borrowed $50 million on its line of credit issued by the Bank of Montreal at an interest rate of 2.244%. The borrowings can be repaid at anytime, without a prepayment penalty, through the December 20, 2022 maturity of the line of credit. The interest rate is based on a spread over 180 LIBOR and will reset on September 24, 2020 if the borrowings under the line of credit remain outstanding at that time.

As of March 31, 2020, we were compliant with our required financial debt covenants under the line of credit.

For additional information on our indebtedness and debt covenants, see Note 10. "Indebtedness" in Item 8. "Financial Statements and Supplementary Data." of our 2019 Annual Report.


15


NOTE 6. Fair Value Measurements
We primarily measure the financial assets in our investment portfolio at fair value as disclosed on the Consolidated Balance Sheets. The following table presents the carrying amounts and estimated fair values of our financial liabilities as of March 31, 2020 and December 31, 2019:
 
 
March 31, 2020
 
December 31, 2019
($ in thousands)
 
Carrying Amount
 
Fair Value
 
Carrying Amount
 
Fair Value
Financial Liabilities
 
 
 
 
 
 
 
 
Short-term debt:
 
 
 
 
 
 
 
 
0.78% Borrowings from FHLBNY
 
$
100,000

 
100,096

 

 

0.68% Borrowings from FHLBNY
 
85,000

 
85,039

 

 

0.58% Borrowings from FHLBI
 
67,000

 
67,006

 

 

2.244% Line of Credit1
 
50,000

 

 

 

Total short-term debt
 
302,000

 
252,141

 

 

 
 
 
 
 
 
 
 
 
Long-term debt:
 
 
 
 
 
 
 
 
7.25% Senior Notes
 
49,911

 
61,134

 
49,910

 
66,365

6.70% Senior Notes
 
99,485

 
118,561

 
99,480

 
123,104

5.375% Senior Notes
 
294,177

 
316,400

 
294,157

 
357,025

1.61% borrowings from FHLBNY
 
25,000

 
25,261

 
25,000

 
24,901

1.56% borrowings from FHLBNY
 
25,000

 
25,260

 
25,000

 
24,875

3.03% borrowings from FHLBI
 
60,000

 
65,404

 
60,000

 
63,002

Subtotal long-term debt
 
553,573

 
612,020

 
553,547

 
659,272

Unamortized debt issuance costs
 
(3,618
)
 
 
 
(3,687
)
 
 
Finance lease obligations
 
622

 
 
 
737

 
 
Total long-term debt
 
$
550,577

 
 
 
550,597

 
 

1Total short-term debt includes our $50 million line of credit borrowing. As there is no scheduled or definitive repayment plan for this borrowing as of March 31, 2020, the fair value cannot be calculated and the borrowing is not classified in the fair value hierarchy table below.

For more information about these new short-term borrowings, refer to Note 5. "Indebtedness" above. For a discussion of the fair value hierarchy and techniques used to value our financial assets and liabilities, refer to Note 2. "Summary of Significant Accounting Policies" in Item 8. "Financial Statements and Supplementary Data." of our 2019 Annual Report.

The following tables provide quantitative disclosures of our financial assets that were measured and recorded at fair value at March 31, 2020, and December 31, 2019:
March 31, 2020
 
 
 
Fair Value Measurements Using
($ in thousands)
 
Assets
Measured at
Fair Value
 
Quoted Prices in
Active Markets for
Identical Assets/
Liabilities (Level 1)
1
 
Significant Other
 Observable
Inputs
 (Level 2)1
 
Significant Unobservable
 Inputs
 (Level 3)
Description
 
 

 
 

 
 

 
 

Measured on a recurring basis:
 
 

 
 

 
 

 
 

AFS fixed income securities:
 
 
 
 
 
 
 
 
U.S. government and government agencies
 
$
142,237

 
44,093

 
98,144

 

Foreign government
 
12,886

 

 
12,886

 

Obligations of states and political subdivisions
 
1,197,213

 

 
1,194,323

 
2,890

Corporate securities
 
1,909,504

 

 
1,885,319

 
24,185

CLO and other ABS
 
722,261

 

 
685,889

 
36,372

RMBS
 
1,430,226

 

 
1,430,226

 

CMBS
 
531,033

 

 
531,033

 

Total AFS fixed income securities
 
5,945,360

 
44,093

 
5,837,820

 
63,447

Equity securities:
 
 
 
 
 
 
 
 
Common stock1
 
98,410

 
59,175

 

 

Preferred stock
 
1,579

 
1,579

 

 

Total equity securities
 
99,989

 
60,754

 

 

Short-term investments
 
517,558

 
504,243

 
13,315

 

Total assets measured at fair value
 
$
6,562,907

 
609,090

 
5,851,135


63,447



16


December 31, 2019
 
 
 
Fair Value Measurements Using
($ in thousands)
 
Assets
Measured at
Fair Value
 
Quoted Prices in
 Active Markets for
Identical Assets/Liabilities
(Level 1)1
 
Significant
Other Observable
Inputs
 (Level 2)1
 
Significant Unobservable
Inputs
 (Level 3)
Description
 
 

 
 

 
 

 
 

Measured on a recurring basis:
 
 

 
 

 
 

 
 

AFS fixed income securities:
 
 
 
 
 
 
 
 
U.S. government and government agencies
 
$
116,186

 
41,083

 
75,103

 

Foreign government
 
18,542

 

 
18,542

 

Obligations of states and political subdivisions
 
1,230,090

 

 
1,230,090

 

Corporate securities
 
1,947,477

 

 
1,930,426

 
17,051

CLO and other ABS
 
793,012

 
3,635

 
772,343

 
17,034

RMBS
 
1,451,969

 

 
1,451,969

 

CMBS
 
538,344

 

 
538,344

 

Total AFS fixed income securities
 
6,095,620

 
44,718

 
6,016,817

 
34,085

Equity securities:
 
 
 
 
 
 
 
 
Common stock1
 
69,900

 
32,145

 

 

Preferred stock
 
3,037

 
3,037

 

 

Total equity securities
 
72,937

 
35,182

 

 

Short-term investments
 
282,490

 
265,306

 
17,184

 

Total assets measured at fair value
 
$
6,451,047

 
345,206

 
6,034,001

 
34,085


1Investments amounting to $39.2 million at March 31, 2020, and $37.8 million at December 31, 2019, were measured at fair value using net asset value per share (or its practical expedient) and are not classified in the fair value hierarchy. These investments are not redeemable and the timing of liquidations of the underlying assets is unknown at each reporting period disclosed above. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to total assets measured at fair value.

The following table provides a summary of Level 3 changes in First Quarter 2020 and First Quarter 2019:
March 31, 2020
 
 
 
 
 
 
 
 
($ in thousands)
 
Obligations of states and political subdivisions
 
Corporate Securities
 
CLO and Other ABS
 
Total
Fair value, December 31, 2019
 

 
17,051

 
17,034

 
34,085

Total net (losses) gains for the period included in:
 
 
 
 
 
 
 
 
OCI
 

 
1

 
(1,756
)
 
(1,755
)
Net realized and unrealized (losses) gains
 

 
(61
)
 
(214
)
 
(275
)
Purchases
 

 
3,002

 
4,831

 
7,833

Sales
 

 

 

 

Issuances
 

 

 

 

Settlements
 

 

 

 

Transfers into Level 3
 
2,890

 
4,192

 
20,107

 
27,189

Transfers out of Level 3
 

 

 
(3,630
)
 
(3,630
)
Fair value, March 31, 2020
 
2,890

 
24,185

 
36,372

 
63,447

 
 
 
 
 
 
 
 
 
Change in unrealized (losses) gains for the period included in earnings for assets held at period end
 

 
(61
)
 
(214
)
 
(275
)
Change in unrealized gains (losses) for the period included in other comprehensive income for assets held at period end
 

 
1

 
(1,756
)
 
(1,755
)


17


March 31, 2019
 
 
 
 
 
 
($ in thousands)
 
Corporate Securities
 
CLO and Other ABS
 
Total
Fair value, December 31, 2018
 

 
7,409

 
7,409

Total net (losses) gains for the period included in:
 
 
 
 
 
 
OCI
 

 
(225
)
 
(225
)
Net realized and unrealized (losses) gains
 

 

 

Purchases
 

 
12,434

 
12,434

Sales
 

 

 

Issuances
 

 

 

Settlements
 

 

 

Transfers into Level 3
 
16,419

 
11,674

 
28,093

Transfers out of Level 3
 

 

 

Fair value, March 31, 2019
 
16,419

 
31,292

 
47,711

 
 
 
 
 
 
 
Change in unrealized gains (losses) for the period included in earnings for assets held at period end
 

 

 


  
The following tables provide quantitative information regarding our financial assets and liabilities that were disclosed at fair value at March 31, 2020, and December 31, 2019:
March 31, 2020
 
 
 
Fair Value Measurements Using
($ in thousands)
 
Assets/
Liabilities
Disclosed at
Fair Value
 
Quoted Prices in
 Active Markets for
 Identical Assets/
Liabilities
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Financial Assets
 
 

 
 

 
 

 
 

HTM:
 
 

 
 

 
 

 
 

Obligations of states and political subdivisions
 
$
4,871

 

 
4,871

 

Corporate securities
 
17,050

 

 
17,050

 

Total HTM fixed income securities
 
$
21,921

 

 
21,921

 

 
 
 
 
 
 
 
 
 
CMLs
 
13,856

 

 

 
13,856

 
 
 
 
 
 
 
 
 
Financial Liabilities
 
 

 
 

 
 

 
 

Short-term debt:
 
 
 
 
 
 
 
 
0.78% Borrowings from FHLBNY
 
100,096

 

 
100,096

 

0.68% Borrowings from FHLBNY
 
85,039

 

 
85,039

 

0.58% Borrowings from FHLBI
 
67,006

 

 
67,006

 

Total short-term debt
 
252,141

 

 
252,141

 

 
 
 
 
 
 
 
 
 
Long-term debt:
 
 
 
 
 
 
 
 
7.25% Senior Notes
 
$
61,134

 

 
61,134

 

6.70% Senior Notes
 
118,561

 

 
118,561

 

5.375% Senior Notes
 
316,400

 

 
316,400

 

1.61% borrowings from FHLBNY
 
25,261

 

 
25,261

 

1.56% borrowings from FHLBNY
 
25,260

 

 
25,260

 

3.03% borrowings from FHLBI
 
65,404

 

 
65,404

 

Total long-term debt
 
$
612,020

 

 
612,020

 


18


December 31, 2019
 
 
 
Fair Value Measurements Using
($ in thousands)
 
Assets/
Liabilities
Disclosed at
Fair Value
 
Quoted Prices in
 Active Markets for
 Identical Assets/
Liabilities
(Level 1)
 
Significant Other
Observable Inputs
(Level 2)
 
Significant
Unobservable
Inputs
(Level 3)
Financial Assets
 
 

 
 

 
 

 
 

HTM:
 
 

 
 

 
 

 
 
Obligations of states and political subdivisions
 
$
4,921

 

 
4,921

 

Corporate securities
 
17,054

 

 
17,054

 

Total HTM fixed income securities
 
$
21,975

 

 
21,975

 

 
 
 
 
 
 
 
 
 
Financial Liabilities
 
 

 
 
 
 
 
 
Long-term debt:
 
 
 
 
 
 
 
 
7.25% Senior Notes
 
$
66,365

 

 
66,365

 

6.70% Senior Notes
 
123,104

 

 
123,104

 

5.375% Senior Notes
 
357,025

 

 
357,025

 

1.61% borrowings from FHLBNY
 
24,901

 

 
24,901

 

1.56% borrowings from FHLBNY
 
24,875

 

 
24,875

 

3.03% borrowings from FHLBI
 
63,002

 

 
63,002

 

Total long-term debt
 
$
659,272

 

 
659,272

 



NOTE 7. Allowance for Uncollectible Premiums Receivable
The following table provides a rollforward of the allowance for credit losses on our premiums receivable balance during First Quarter 2020:
($ in thousands)
March 31, 2020
Balance, December 31, 2019
$
6,400

Cumulative effect adjustment1
1,058

Balance, January 1, 2020
$
7,458

Current period provision for expected credit losses
11,195

Write-offs charged against the allowance
(653
)
Recoveries

Allowance for credit losses, end of period
$
18,000


1See Note 2. "Adoption of Accounting Pronouncements" above for additional information regarding our adoption of ASU 2016-13.

Based on an evaluation of the recoverability of our premiums receivable, in light of the billing accommodations we announced during First Quarter 2020 and the impact of recent state regulations that provided for the deferral of payments without cancellation for a period up to 90 day in certain states, which will increase earned but uncollected premiums, we recognized an additional allowance for credit losses of $10.5 million, net of write-offs. The billing accommodations include individualized payment flexibility and suspending the effect of policy cancellations, late payment notices, and late or reinstatement fees.


19


NOTE 8. Reinsurance
We evaluate and monitor the financial condition of our reinsurers under voluntary reinsurance arrangements to minimize our exposure to significant losses from reinsurer insolvencies. The following table provides (i) a disaggregation of our reinsurance recoverable balance by financial strength rating, and (ii) an aging analysis of our past due reinsurance recoverable balances as of March 31, 2020:
 
 
March 31, 2020
($ in thousands)
 
Current
 
Past Due
 
Total Reinsurance Recoverables
Financial strength rating of rated reinsurers1
 
 
 
 
 
 
A++
 
$
20,835

 
$

 
$
20,835

A+
 
428,354

 
3,229

 
431,583

A
 
25,915

 

 
25,915

A-
 
508

 

 
508

B++
 
316

 
94

 
410

B+
 
21

 

 
21

Total rated reinsurers
 
$
475,949

 
$
3,323

 
$
479,272

 
 
 
 
 
 
 
Non-rated reinsurers
 
 
 
 
 
 
Federal and state pools
 
80,245

 
60

 
80,305

Other than federal and state pools
 
5,459

 

 
5,459

Total non-rated reinsurers
 
$
85,704

 
$
60

 
$
85,764

 
 
 
 
 
 
 
Total reinsurance recoverable, gross
 
$
561,653

 
$
3,383

 
$
565,036

Less: allowance for credit losses2
 
(1,502
)
 

 
(1,502
)
Total reinsurance recoverable, net
 
$
560,151

 
$
3,383

 
$
563,534

1Credit ratings as of March 31, 2020.
2Represents our current expectation of credit losses on total current and past due reinsurance recoverables, and is not identifiable by reinsurer.

We evaluate our estimate of expected credit losses through the methodology outlined in Note 1. “Basis of Presentation and Accounting Policies.”

The following table provides a rollforward of the allowance for credit losses on our reinsurance recoverable balance at March 31, 2020:
($ in thousands)
 
March 31, 2020
Balance, December 31, 2019
 
$
4,400

Cumulative effect adjustment1
 
(2,903
)
Balance, January 1, 2020
 
$
1,497

Current period provision for expected credit losses
 
5

Write-offs charged against the allowance
 

Recoveries
 

Allowance for credit losses, end of period
 
$
1,502

1See Note 2. "Adoption of Accounting Pronouncements" for additional information regarding our adoption of ASU 2016-13.




















20


The following table contains a listing of direct, assumed, and ceded reinsurance amounts for premiums written, premiums earned, and loss and loss expenses incurred for the periods indicated. For more information concerning reinsurance, refer to Note 8. “Reinsurance” in Item 8. “Financial Statements and Supplementary Data.” of our 2019 Annual Report.
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Premiums written:
 
 

 
 

Direct
 
$
746,431

 
766,394

Assumed
 
6,043

 
6,555

Ceded
 
(105,147
)
 
(100,002
)
Net
 
$
647,327

 
672,947

Premiums earned:
 
 

 
 

Direct
 
$
754,892

 
728,037

Assumed
 
6,173

 
6,562

Ceded
 
(109,362
)
 
(102,026
)
Net
 
$
651,703

 
632,573

Loss and loss expenses incurred:
 
 

 
 

Direct
 
$
425,795

 
424,657

Assumed
 
4,898

 
5,265

Ceded
 
(30,369
)
 
(43,343
)
Net
 
$
400,324

 
386,579


Direct premiums written decreased in First Quarter 2020 compared to First Quarter 2019 as a result of a $75 million increase in our return audit and mid-term endorsement premium accrual during First Quarter 2020, which reflects lower exposure that determines the premium that we charge due to the economic impacts of the COVID-19 pandemic and the anticipated decline in sales and payroll exposures on the general liability and workers compensation lines of business.

Ceded premiums and losses related to our participation in the NFIP, under which 100% of our flood premiums, losses, and loss expenses are ceded to the NFIP, are as follows:
Ceded to NFIP
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Ceded premiums written
 
$
(62,087
)
 
(60,013
)
Ceded premiums earned
 
(66,861
)
 
(62,263
)
Ceded loss and loss expenses incurred
 
(5,096
)
 
(13,686
)


NOTE 9. Reserve for Loss and Loss Expense
The table below provides a roll forward of reserve for loss and loss expense balances:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Gross reserve for loss and loss expense, at beginning of year
 
$
4,067,163

 
3,893,868

Less: reinsurance recoverable on unpaid loss and loss expense, at beginning of year1
 
547,066

 
537,388

Net reserve for loss and loss expense, at beginning of year
 
3,520,097

 
3,356,480

Incurred loss and loss expense for claims occurring in the:
 
 

 
 

Current year
 
407,276

 
397,253

Prior years
 
(6,952
)
 
(10,674
)
Total incurred loss and loss expense
 
400,324

 
386,579

Paid loss and loss expense for claims occurring in the:
 
 

 
 

Current year
 
70,610

 
73,964

Prior years
 
281,736

 
246,168

Total paid loss and loss expense
 
352,346

 
320,132

Net reserve for loss and loss expense, at end of period
 
3,568,075

 
3,422,927

Add: Reinsurance recoverable on unpaid loss and loss expense, at end of period
 
535,560

 
543,582

Gross reserve for loss and loss expense at end of period
 
$
4,103,635

 
3,966,509

1Includes an adjustment of $2.9 million related to our adoption of ASU 2016-13. Refer to Note 2. "Adoption of Accounting Pronouncements" for additional information.

Our current year incurred losses of $407.3 million include an estimate of $10.0 million for COVID-19-related losses related to a small portion of our policies that include a $25,000 sub-limited coverage for specified extra expenses to clean or disinfect a property when ordered by a Board of Health. In most instances, COVID-19 does not cause a direct physical loss to property,

21


and when combined with other policy wording requirements, we do not expect material business interruption losses from COVID-19. We also attach a regulatory approved virus exclusion to all standard commercial lines property and businessowners policies.

Prior year reserve development in First Quarter 2020 was $7.0 million and included $10.0 million of favorable casualty reserve development in our workers compensation lines of business that was partially offset by $3.0 million of unfavorable property reserve development. Prior year reserve development in First Quarter 2019 was $10.7 million, driven by favorable casualty reserve development of $8.0 million in our workers compensation line of business and $2.0 million in our general liability line of business.

NOTE 10. Segment Information
We evaluate the results of our four reportable segments as follows:

Our Standard Commercial Lines, Standard Personal Lines, and E&S Lines are evaluated on before and after-tax underwriting results (net premiums earned, incurred loss and loss expense, policyholder dividends, policy acquisition costs, and other underwriting expenses), return on equity ("ROE") contribution, and combined ratios.

Our Investments segment is primarily evaluated on after-tax net investment income and its ROE contribution. After-tax net realized and unrealized gains and losses, which are not included in non-GAAP operating income, are also included in our Investment segment results.

In computing the results of each segment, we do not make adjustments for interest expense or corporate expenses. We do not maintain separate investment portfolios for the segments and do not allocate assets to each segment.

The following summaries present revenues (net investment income and net realized and unrealized gains on investments for the Investments segment) and pre-tax income for the individual segments:
Revenue by Segment
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Standard Commercial Lines:
 
 

 
 

Net premiums earned:
 
 

 
 

Commercial automobile
 
$
149,690

 
131,186

Workers compensation
 
66,706

 
78,715

General liability
 
164,580

 
161,525

Commercial property
 
93,869

 
86,067

Businessowners’ policies
 
27,036

 
26,081

Bonds
 
9,639

 
8,904

Other
 
5,060

 
4,706

Miscellaneous income
 
1,391

 
2,044

Total Standard Commercial Lines revenue
 
517,971

 
499,228

Standard Personal Lines:
 
 
 
 
Net premiums earned:
 
 
 
 
Personal automobile
 
42,487

 
43,163

Homeowners
 
31,490

 
32,130

Other
 
2,151

 
2,014

Miscellaneous income
 
434

 
276

Total Standard Personal Lines revenue
 
76,562

 
77,583

E&S Lines:
 
 
 
 
Net premiums earned:
 
 
 
 
Casualty lines
 
44,072

 
44,528

Property lines
 
14,923

 
13,554

Miscellaneous income
 

 

Total E&S Lines revenue
 
58,995

 
58,082

Investments:
 
 

 
 

Net investment income
 
55,967

 
50,618

Net realized and unrealized investment (losses) gains
 
(44,666
)
 
13,451

Total Investments revenue
 
11,301

 
64,069

Total revenues
 
$
664,829

 
698,962




22


Income Before and After Federal Income Tax
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Standard Commercial Lines:
 
 

 
 

Underwriting gain, before federal income tax
 
$
17,126

 
25,815

Underwriting gain, after federal income tax
 
13,529

 
20,394

Combined ratio
 
96.7
%
 
94.8

ROE contribution
 
2.4

 
4.4

 
 
 
 
 
Standard Personal Lines:
 
 
 
 
Underwriting gain, before federal income tax
 
$
387

 
3,167

Underwriting gain, after federal income tax
 
306

 
2,502

Combined ratio
 
99.5
%
 
95.9

ROE contribution
 
0.1

 
0.5

 
 
 
 
 
E&S Lines:
 
 
 
 
Underwriting gain, before federal income tax
 
$
3,844

 
4,579

Underwriting gain, after federal income tax
 
3,037

 
3,617

Combined ratio
 
93.5
%
 
92.1

ROE contribution
 
0.6

 
0.8

 
 
 
 
 
Investments:
 
 

 
 

Net investment income
 
$
55,967

 
50,618

Net realized and unrealized investment (losses) gains
 
(44,666
)
 
13,451

Total investment segment income, before federal income tax
 
11,301

 
64,069

Tax on investment segment income
 
1,104

 
12,120

Total investment segment income, after federal income tax

$
10,197


51,949

ROE contribution of after-tax net investment income
 
8.5

 
8.9


Reconciliation of Segment Results to Income Before Federal Income Tax
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Underwriting gain
 
 
 
 
Standard Commercial Lines
 
$
17,126

 
25,815

Standard Personal Lines
 
387

 
3,167

E&S Lines
 
3,844

 
4,579

Investment income
 
11,301

 
64,069

Total all segments
 
32,658

 
97,630

Interest expense
 
(7,601
)
 
(11,526
)
Corporate expenses
 
(9,060
)
 
(12,410
)
Income, before federal income tax
 
$
15,997

 
73,694



NOTE 11. Retirement Plans
The primary pension plan for our employees is the Retirement Income Plan for Selective Insurance Company of America (the “Pension Plan”). SICA also sponsors the Supplemental Excess Retirement Plan (the “Excess Plan”) and a life insurance benefit plan. All plans are closed to new entrants and benefits ceased accruing under the Pension Plan and the Excess Plan after March 31, 2016. For more information concerning SICA's retirement plans, refer to Note 14. “Retirement Plans” in Item 8. “Financial Statements and Supplementary Data.” of our 2019 Annual Report.

The following tables provide information about the Pension Plan:
 
 
Pension Plan
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Net Periodic Pension Cost (Benefit):
 
 
 
 
Interest cost
 
$
2,828

 
3,377

Expected return on plan assets
 
(5,477
)
 
(5,279
)
Amortization of unrecognized net actuarial loss
 
704

 
644

Total net periodic pension cost (benefit)1
 
$
(1,945
)
 
(1,258
)

1 The components of net periodic pension cost (benefit) are included within "Loss and loss expense incurred" and "Other insurance expenses" on the Consolidated Statements of Income.

23


 
 
Pension Plan
 
 
Quarter Ended March 31,
 
 
2020
 
2019
Weighted-Average Expense Assumptions:
 
 
 
 
Discount rate
 
3.33
%
 
4.46
%
Effective interest rate for calculation of interest cost
 
2.95

 
4.12

Expected return on plan assets
 
5.80

 
6.50



NOTE 12. Comprehensive Income
The components of comprehensive income, both gross and net of tax, for First Quarter 2020 and 2019 were as follows:
First Quarter 2020
 
 
 
 
 
 
($ in thousands)
 
Gross
 
Tax
 
Net
Net income
 
$
15,997

 
761

 
15,236

Components of other comprehensive loss:
 
 

 
 

 
 

Unrealized losses on investment securities:
 
 

 
 

 
 

Unrealized holding losses during the period
 
(93,981
)
 
(19,736
)
 
(74,245
)
Non-credit portion of OTTI recognized in OCI
 
(65,390
)
 
(13,732
)
 
(51,658
)
Amounts reclassified into net income:
 
 
 
 
 
 
HTM securities
 
25

 
5

 
20

Realized losses on disposals and intent-to-sell OTTI on AFS securities
 
11,327

 
2,379

 
8,948

Credit loss expense recognized in OTTI
 
15,787

 
3,315

 
12,472

    Total unrealized losses on investment securities
 
(132,232
)
 
(27,769
)
 
(104,463
)
Defined benefit pension and post-retirement plans:
 
 

 
 

 
 

Amounts reclassified into net income:
 
 

 
 

 
 

Net actuarial loss
 
754

 
158

 
596

    Total defined benefit pension and post-retirement plans
 
754

 
158

 
596

Other comprehensive loss
 
(131,478
)
 
(27,611
)
 
(103,867
)
Comprehensive loss
 
$
(115,481
)
 
(26,850
)
 
(88,631
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
First Quarter 2019
 
 
 
 
 
 
($ in thousands)
 
Gross
 
Tax
 
Net
Net income
 
$
73,694

 
12,346

 
61,348

Components of OCI:
 
 

 
 

 
 

Unrealized gains on investment securities:
 
 

 
 

 
 

Unrealized holding gains during the period
 
102,926

 
21,613

 
81,313

Amounts reclassified into net income:
 
 
 
 
 
 
HTM securities
 
(9
)
 
(2
)
 
(7
)
Realized gains on disposals and OTTI of AFS securities
 
(1,077
)
 
(226
)
 
(851
)
    Total unrealized gains on investment securities
 
101,840

 
21,385

 
80,455

Defined benefit pension and post-retirement plans:
 
 

 
 

 
 

Amounts reclassified into net income:
 
 

 
 

 
 

Net actuarial loss
 
664

 
139

 
525

    Total defined benefit pension and post-retirement plans
 
664

 
139

 
525

Other comprehensive income
 
102,504

 
21,524

 
80,980

Comprehensive income
 
$
176,198

 
33,870

 
142,328



The balances and changes in each component of AOCI (net of taxes) as of March 31, 2020, were as follows:
March 31, 2020
 
 
 
Defined Benefit
Pension and Post-Retirement Plans
 
 
 
 
Net Unrealized Gains (Losses) on Investment Securities
 
 
Total AOCI
($ in thousands)
 
OTTI
Related1
 
HTM
Related
 
All
Other
 
Investments
Subtotal
 
 
Balance, December 31, 2019
 
$
(71
)
 
25

 
170,439

 
170,393

 
(88,643
)
 
81,750

OCI before reclassifications
 
(51,658
)
 

 
(74,245
)
 
(125,903
)
 

 
(125,903
)
Amounts reclassified from AOCI
 
12,472

 
20

 
8,948

 
21,440

 
596

 
22,036

Net current period OCI
 
(39,186
)
 
20

 
(65,297
)
 
(104,463
)
 
596

 
(103,867
)
Balance, March 31, 2020
 
$
(39,257
)
 
45

 
105,142

 
65,930

 
(88,047
)
 
(22,117
)

1Represents unrealized gains and losses on AFS securities with credit-related OTTI recognized in earnings.

24


The reclassifications out of AOCI were as follows:
 
Quarter Ended March 31,
Affected Line Item in the Unaudited Consolidated Statements of Income
($ in thousands)
2020
 
2019
HTM related
 
 
 
 
Unrealized losses on HTM disposals
$
1

 

Net realized and unrealized (losses) gains
Amortization of net unrealized losses (gains) on HTM securities
24

 
(9
)
Net investment income earned
 
25

 
(9
)
Income before federal income tax
 
(5
)
 
2

Total federal income tax expense
 
20

 
(7
)
Net income
Net realized losses (gains) on disposals and intent-to-sell OTTI
 
 
 
 
Net realized losses (gains) on disposals and intent-to-sell OTTI
11,327

 
(1,077
)
Net realized and unrealized (losses) gains
 
11,327

 
(1,077
)
Income before federal income tax
 
(2,379
)
 
226

Total federal income tax expense
 
8,948

 
(851
)
Net income
OTTI related
 
 
 
 
    Credit loss expense recognized in OTTI
15,787

 

Net realized and unrealized (losses) gains
 
15,787

 

Income before federal income tax
 
(3,315
)
 

Total federal income tax expense
 
12,472

 

Net income
 
 
 
 
 
Defined benefit pension and post-retirement life plans
 
 
 
 
Net actuarial loss
162

 
145

Loss and loss expense incurred
 
592

 
519

Other insurance expenses
Total defined benefit pension and post-retirement life
754

 
664

Income before federal income tax
 
(158
)
 
(139
)
Total federal income tax expense
 
596

 
525

Net income
 
 
 
 
 
Total reclassifications for the period
$
22,036

 
(333
)
Net income


NOTE 13. Leases
We have various operating leases for office space, equipment, and fleet vehicles. We also have various finance leases for computer hardware. These lease agreements expire at various dates through 2030 and are generally expected to be renewed or replaced by similar leases.

The components of lease expense for First Quarter 2020 and 2019 were as follows:
 
 
Quarter Ended March 31,
($ in thousands)
 
 2020
 2019
Operating lease cost, included in Other insurance expenses on the Consolidated Statements of Income
 
$
2,259

2,152

Finance lease cost:
 
 
 
Amortization of assets, included in Other insurance expenses on the Consolidated Statements of Income
 
142

284

Interest on lease liabilities, included in Interest expense on the Consolidated Statements of Income
 
6


Total finance lease cost
 
148

284

 
 
 
 
Variable lease cost, included in Other insurance expenses on the Consolidated Statements of Income
 
176

788

 
 
 
 
Short-term lease cost, included in Other insurance expenses on the Consolidated Statements of Income
 
476

739



The following table provides supplemental information regarding our operating and finance leases.
 
March 31, 2020
 
December 31, 2019
 
Weighted-average remaining lease term
 
 
 
 
Operating leases
6
years
6
years
Finance leases
2
 
2
 
Weighted-average discount rate
 
 
 
 
Operating leases
3.2
%
3.4
%
Finance leases
2.2
 
2.1
 


25


Operating and finance lease asset and liability balances are included within the following line items on the Consolidated Balance Sheets:
($ in thousands)
March 31, 2020
 
December 31, 2019
Operating leases
 
 
 
Other assets
$
28,270

 
$
26,535

Other liabilities
29,364

 
27,506

Finance leases
 
 
 
Property and equipment - at cost, net of accumulated depreciation and amortization
615

 
731

Long-term debt
622

 
737



The maturities of our lease liabilities at March 31, 2020, and December 31, 2019, were as follows:
March 31, 2020
 
 
 
 
($ in thousands)
 
Finance Leases
Operating Leases
Total
Year ended December 31,
 
 
 
 
2020 (excluding the three months ended March 31, 2020)
 
$
332

6,291

6,623

2021
 
248

6,372

6,620

2022
 
54

4,798

4,852

2023
 

3,434

3,434

2024
 

2,920

2,920

Thereafter
 

8,638

8,638

Total lease payments
 
634

32,453

33,087

Less: imputed interest
 
12

3,089

3,101

Total lease liabilities
 
$
622

29,364

29,986


December 31, 2019
 
 
 
 
($ in thousands)
 
Finance Leases
Operating Leases
Total
2020
 
$
451

8,244

8,695

2021
 
248

6,168

6,416

2022
 
54

4,590

4,644

2023
 

3,329

3,329

2024
 

2,920

2,920

Thereafter
 

8,638

8,638

Total lease payments
 
753

33,889

34,642

Less: imputed interest
 
16

2,995

3,011

Less: leases that have not yet commenced
 

3,388

3,388

Total lease liabilities
 
$
737

27,506

28,243



Refer to Note. 3 "Statements of Cash Flows" of this Form 10-Q for supplemental cash and non-cash transactions included in the measurement of operating and finance lease liabilities.

NOTE 14. Federal Income Taxes
A reconciliation of federal income tax on income at the corporate rate to the effective tax rate is as follows:
 
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Tax at statutory rate (21% in 2020 and 2019)
 
$
3,359

 
15,476

Tax-advantaged interest
 
(1,214
)
 
(1,253
)
Dividends received deduction
 
(55
)
 
(83
)
Executive compensation
 
351

 
473

Stock-based compensation
 
(1,881
)
 
(2,635
)
Other
 
201

 
368

Federal income tax expense
 
$
761

 
12,346



During First Quarter 2020, we recorded federal income taxes based on our actual effective tax rate during the quarter instead of an estimate of our full-year effective tax rate. This approach gives consideration to the anticipated volatility in certain

26


components of our net income. Estimating these components is challenging given the uncertainty around the future impact of the COVID-19-related governmental directives and their impact on the financial markets and potential volatility.

Our effective tax rate during First Quarter 2020 was 4.8%, down from 16.8% a year ago. This decrease was driven by net realized and unrealized losses of $44.7 million, pre-tax, which significantly offset the other components of pre-tax net income and reduced the effective tax rate. After considering all positive and negative evidence about our federal net operating and capital loss carryback capacity, expected levels of pre-tax financial statement income, and federal taxable income, we believe it is more likely than not the existing deductible temporary differences will reverse during periods in which we generate net federal taxable income or have adequate federal carryback capacity. As a result, we had no valuation allowance recognized for federal tax assets at March 31, 2020 ($43.1 million net deferred tax asset) or December 31, 2019 ($6.8 million net deferred tax asset).

NOTE 15. Litigation
As of March 31, 2020, we do not believe we are involved in any legal action that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows.

In the ordinary course of conducting business, we are parties in various legal actions. Most are claims litigation involving our Insurance Subsidiaries as either: (i) liability insurers defending or providing indemnity for third-party claims brought against our customers; (ii) insurers defending first-party coverage claims brought against them; or (iii) liability insurers seeking declaratory judgment on our insurance coverage obligations. We account for such activity through the establishment of unpaid loss and loss expense reserves. In ordinary course claims litigation, we expect that any potential ultimate liability, after consideration of provisions made for potential losses and costs of defense, will not be material to our consolidated financial condition, results of operations, or cash flows.

All of our commercial property and businessowners policies require direct physical loss of or damage to property by a covered cause of loss. Whether COVID-19-related contamination, the existence of the COVID-19 pandemic, and the resulting COVID-19-related government shutdown orders cause physical loss of or damage to property is already the subject of much public debate and first-party coverage litigation against some insurers. We cannot predict the outcome of that litigation, which may interpret language similar or identical to what is in our insurance policies. It also is our practice to attach to all standard commercial property and businessowners policies an exclusion that states that all loss or property damage caused by or resulting from any virus, bacterium, or other microorganism that induces or is capable of inducing physical distress, illness, or disease is not a covered cause of loss. That exclusion also may be the subject of first-party coverage litigation against some insurers. We cannot predict the outcome of that litigation, which may interpret language similar or identical to what is in our insurance policies.
 
From time to time, our Insurance Subsidiaries also are named as defendants in other legal actions, some of which assert claims for substantial amounts. Plaintiffs may style these actions as putative class actions and seek judicial certification of a state or national class for allegations involving our business practices, such as improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies or improper reimbursement for automobile parts. Similarly, our Insurance Subsidiaries can be named in individual actions seeking extra-contractual damages, punitive damages, or penalties, often alleging bad faith in the handling of insurance claims. We believe that we have valid defenses to these allegations and we account for such activity through the establishment of unpaid loss and loss expense reserves. In these other legal actions, we expect that any potential ultimate liability, after consideration of provisions made for estimated losses, will not be material to our consolidated financial condition. Nonetheless, litigation outcomes are inherently unpredictable and, because the amounts sought in certain of these actions are large or indeterminate, it is possible that any adverse outcomes could have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.

NOTE 16. Subsequent Events
Governmental (international, federal, state, and local) directives to contain or delay the spread of the COVID-19 pandemic have resulted in directives requiring social distancing, operational alteration or temporary closure of most non-essential businesses to public access, and “sheltering-in-place” of everyone other than essential service workers. These actions have disrupted regular commerce, supply chains, and travel.

Most of these governmental directives were issued in First Quarter 2020, and to date, these directives have significantly limited the operations of those businesses that are considered non-essential, and their employees, along with the general public who are "sheltering-in-place." As a result, we are expecting that claims frequency for our personal and commercial automobile lines of business will decline because of the reduced miles being driven consistent with the governmental directives. As the number of vehicles we insure has not significantly declined and we expect that frequencies will return to normal after the governmental directives expire or are lifted, we do not believe that changes in our filed rating plans are appropriate. Unlike our workers

27


compensation and general liability lines of business policies, in which we anticipate a decline in sales and payroll exposures, our commercial and personal automobile policies do not provide for an audit that would reduce annual premium. Because of the unprecedented nature of the COVID-19-related governmental directives and the associated expected short-term favorable claims frequency impact, we felt it was appropriate to seek regulatory approval during April to provide a premium-based credit to our personal and commercial automobile customers. The premium-based credit would provide for an amount to be returned to customers with in-force policies equivalent to 15% of their April and May premiums. This approval process has been completed and this premium-based credit will be recorded as other insurance expense in the second quarter of 2020 of approximately $20 million. We believe the impact to our other insurance expenses will be largely offset by a reduction in our loss and loss expenses as a result of expected reduced insured automobile accident claims frequency in those respective months.

The COVID-19-related governmental directives also have induced significant uncertainty and volatility in the financial markets and decreased equity market valuations. To date, this has been reflected in the market values of our invested assets and the corresponding OTTI charges discussed in Note 4. "Investments." However, as our other investment portfolio largely consists of alternative investments that are recorded on a one quarter lag, the impact of the First Quarter 2020 financial market volatility on those alternative investments will not be reflected in our Financial Statements until second quarter of 2020. While it is extremely difficult to accurately estimate the potential losses associated with this portion of our investment portfolio, we performed a sensitivity analysis that indicates a potential pre-tax loss of between $15 million and $20 million. However, while these are our current estimates, our second quarter net investment income will reflect the actual decrease reported by these alternative investments as of March 31, 2020.

We cannot predict the extent and duration of the current COVID-19-related governmental directives, which also may change based on future COVID-19 infection rates, nor can we predict COVID-19-related impacts on the economy or financial markets or changes in legislation. A change in any of these factors, however, could impact our estimates and assumptions in future periods. Changes in these assumptions and estimates in future periods may be material to the results of our operations and could materially reduce our net income, cash flow, and stockholders' equity.

We also expect to incur estimated pre-tax net losses of approximately $35 million due to several severe storms in April, which impacted parts of the mid-west and east coast regions of the United States with damaging wind and tornadoes.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Forward-Looking Statements
The terms "Company," "we," "us," and "our" refer to Selective Insurance Group, Inc. (the "Parent"), and its subsidiaries, except as expressly indicated or the context otherwise requires. In this Quarterly Report on Form 10-Q, we discuss and make statements about our intentions, beliefs, current expectations, and projections for our future operations and performance. Such statements are “forward-looking statements” under the Private Securities Litigation Reform Act of 1995. These forward-looking statements often are identified by words such as “anticipates,” “believes,” “expects,” “will,” “should,” and “intends” and their negatives. We caution prospective investors that forward-looking statements are not guarantees of future performance. Risks and uncertainties are inherent in our future performance. Factors that could cause actual results to differ materially from those indicated in forward-looking statements include, without limitation, those discussed in Item 1A. “Risk Factors” and Part II. “Other Information” of this Form 10-Q. Our stated risk factors may not be exhaustive. We operate in a continually changing business environment, and new risk factors emerge from time to time. We can neither predict such new risk factors nor can we assess the impact, if any, such new risk factors may have on our businesses or the extent to which any factor or combination of factors may cause actual results to differ materially from those expressed or implied in any forward-looking statement. In light of these risks, uncertainties, and assumptions, the forward-looking events discussed in this report might not occur. We make forward-looking statements based on currently available information and assume no obligation to update them due to changes in underlying factors, new information, future developments, or otherwise.

Introduction
We classify our business into four reportable segments:

Standard Commercial Lines;
Standard Personal Lines;
E&S Lines; and
Investments.


28


For further details about these segments, refer to Note 10. "Segment Information" in Item 1. "Financial Statements." of this Form 10-Q and Note 11. "Segment Information" in Item 8. "Financial Statements and Supplementary Data." of our Annual Report on Form 10-K for the year ended December 31, 2019 ("2019 Annual Report").

We write our Standard Commercial and Standard Personal Lines products and services through nine insurance subsidiaries, some of which write flood business through the federal government's National Flood Insurance Program's ("NFIP") Write Your Own Program ("WYO"). We write our E&S products and services through another subsidiary, Mesa Underwriters Specialty Insurance Company, which provides us with a nationally-authorized non-admitted platform for customers who generally cannot obtain coverage in the standard marketplace. Collectively, we refer to our ten insurance subsidiaries as the "Insurance Subsidiaries."

The following is Management’s Discussion and Analysis (“MD&A”) of the consolidated results of operations and financial condition, as well as known trends and uncertainties, that may have a material impact in future periods. Investors should read the MD&A in conjunction with Item 1. "Financial Statements." of this Form 10-Q and the consolidated financial statements in our 2019 Annual Report filed with the U.S. Securities and Exchange Commission.

In the MD&A, we will discuss and analyze the following:
Current Events and economic impacts from the COVID-19-related government directives;
Critical Accounting Policies and Estimates;
Financial Highlights of Results for the First Quarters ended March 31, 2020 (“First Quarter 2020”) and March 31, 2019 (“First Quarter 2019”);
Results of Operations and Related Information by Segment;
Federal Income Taxes;
Financial Condition, Liquidity, and Capital Resources;
Ratings;
Off-Balance Sheet Arrangements; and
Contractual Obligations, Contingent Liabilities, and Commitments.

Current Events: Coronavirus ("COVID-19") Pandemic

Business Overview
Selective ended 2019 and entered 2020 with record levels of GAAP equity, holding company cash and invested assets, statutory surplus and strong financial results. We believe our financial position reflects our disciplined capital management and underwriting and investment execution. Early in 2020, the COVID-19 pandemic quickly moved from China to the rest of Asia, Europe, the United States ("U.S."), and the rest of the globe. Governmental (international, federal, state, and local) actions to contain or delay the spread of the COVID-19 pandemic have resulted in directives requiring social distancing, operational alteration or temporary closure of most non-essential businesses to limit public access, and the “sheltering-in-place” of everyone other than essential workers in many instances. We smoothly transitioned our non-essential office-based employees to remote home-based status, and have continued to service our customers, agents, and other stakeholders and maintain our expected service-level standards for claims handling, underwriting, and safety management. Currently, approximately 2,250 of our 2,300 employees are working remotely. Under most governmental directives, insurance is an essential business. That has permitted a limited number of employees to access our offices for critical on-site activities, such as information technology ("IT") operations and security, check printing, facilities maintenance, physical security, and special cleaning.

Because most of our employees are now working remotely, we have changed some of the methods of regular communication and increased the use of video and phone conferencing on robust and secure applications. Our officers, managers, and supervisors have enhanced their connection with their teams. Our Chief Executive Officer hosts bi-weekly company-wide virtual town hall meetings to provide an organizational update and address areas of general employee concern. To keep our employees fully informed about COVID-19-related developments, we (i) disseminate regular health, safety, and other communications (ii) established an on-line coronavirus center with information, links to valuable resources, and helpful videos and (iii) continued our pre-COVID-19 online “‘pulse surveys”’ to gauge employees’ views on various issues. Our employees have rated our communications around COVID-19 positively.

Our methods to communicate with customers, agents, and vendors generally have remained the same since the COVID-19 crisis, although the frequency of communication has increased. Additionally, our field model and safety management functions, which typically rely on in-person meetings, have been replaced with greater telecommunications, and virtual or remote interactions. One of our strategic initiatives for several years has been to provide our customers with a superior omni-channel customer experience. Accordingly, we have developed the ability to respond to our customers in their preferred

29


method of communication - whether by phone, email, text, or social media and we have been able to send and receive COVID-19-related notifications through all of these channels.

Our internal operations have also been functioning well and continue to work effectively despite the changes in the environment. We continue to process claims, underwrite the renewal inventory of our policies, and operate our corporate functions during this time of working remotely.

AM Best lowered its outlook on the U.S. commercial lines sector to "Negative" from "Stable" after Fitch Ratings ("Fitch") took a similar action. Both cited COVID-19 as the reason for the negative outlook and expectations for (i) lower premium volume, (ii) reduced surplus/equity from investment declines; and (iii) lower-for-longer interest rates.

On April 10, 2020, Fitch reaffirmed our "A+" rating with a "stable" outlook. In taking this action, Fitch cited our strong capitalization and financial performance, with stable underwriting results and return metrics that have remained favorable compared to our peers. The review considered Fitch's current assessment of the impact of COVID-19, including (i) its economic impact, under a set of ratings assumptions related to interest rate levels, (ii) declines in the market values of stocks, bonds, derivatives, and other capital market instruments typically owned or traded by insurance companies, (iii) market liquidity, and (iv) the magnitude of claim/benefit exposures related to the COVID-19 pandemic.
  
Our field-based agency management specialist, claims management specialist and safety management models have proven to be advantageous in the COVID-19 crisis, as our existing IT infrastructure and security were able to accommodate the move of nearly all of our office-based employees to remote home-based employees and maintain expected customer or agent service levels. Our strong relationships with, and our continued support for, our approximately 1,350 local independent distribution partners, most of whom also have transitioned to a remote work environment, have also enabled customer servicing at expected service levels.

Control Environment
Since the beginning of the COVID-19 pandemic, we have not had to modify in any significant way our existing internal controls or processes. To monitor and manage COVID-19-related developments, we convened our existing Executive Risk Committee (comprised of our Executive Chairman, Chief Executive Officer, Chief Financial Officer, and other key financial executives, including our Chief Accounting Officer, Chief Investment Officer, Chief Risk Officer, Chief Audit Executive, General Counsel, Chief Claims Officer, Chief Actuary, Chief Information Officer, and Business Unit leaders) (“ERC”) daily throughout the second half of March and three times a week in April. The ERC actively reviews and addresses all significant operational, compliance, and financial risk matters. This oversight includes matters such as employee health and safety, facilities matters, operational business continuity, information technology including third-party IT vendors, regulatory developments, premium collections, past due accounts, investments, liquidity, capital, cash flow, claims activity, and other key business metrics. Our Management Investment Committee ("MIC") has also met at least weekly since the COVID-19-related financial market disruption. The MIC has carefully reviewed detailed portfolio metrics and market projections, and has interacted directly with our portfolio managers during this crisis, allowing them to make proactive investment decisions on an informed basis. Our Board of Directors also has held weekly meetings with senior executives over the same period to ensure appropriate corporate governance and oversight.

We have not experienced any material impact to our internal control environment over financial reporting despite the fact that the majority of our employees are working remotely due to the COVID-19 pandemic. We are continually monitoring and assessing the COVID-19 current events to minimize the impact these events may have on our internal controls and their design and operating effectiveness.

Given the remote environment the governmental directives require, remote access to critical systems is required. Our cybersecurity program, however, was well–positioned to support increased remote working arrangements and respond to an increase in attempted attacks to exploit the COVID-19 outbreak without rolling back controls to enable remote working. For several years, our IT security strategy has emphasized endpoint controls for cloud computing and employee mobility. This strategy leveraged a virtual private network with multi-factor authentication, which is supplemented by a virtual desktop infrastructure where necessary or appropriate to create a highly available and centrally-managed end-user environment. Our cybersecurity strategy has always included an information security education and awareness program that combines training, testing, and reinforces key security exposures, including phishing and social engineering. We also recently bolstered our phishing risk management by deploying multiple technology-driven controls that include malicious content checks, malicious link blocking, and reputation-based rules. The program also anticipated malicious traffic volumes (denial of service) and deployed safeguards to prevent interruption to key customer and agent-facing technologies.



30


Financial Overview
Our First Quarter 2020 underwriting results include the following COVID-19-related items:

A $75 million increase in our return audit and mid-term endorsement premium accrual to reflect the anticipated decline in sales and payroll exposures on the workers compensation and general liability lines of business based on our estimate of reduced exposures due to the significant economic slowdown. Net of reduced losses and commissions, we expect the earned impact of the return audit and mid-term endorsement premium accrual to reduce pre-tax underwriting results for the full year by $15 million, of which $4 million was recorded in First Quarter 2020;

A $10 million pre-tax incurred but not reported ("IBNR") reserve estimate for losses related to a small portion of our policies that include a $25,000 sub-limited coverage for specified extra expenses to clean or disinfect a property when ordered by a Board of Health; and

An additional allowance for uncollectible premiums receivable of $10.5 million, pre-tax, after evaluating the recoverability of our premiums receivable in light of the COVID-19-related billing accommodations we announced in First Quarter 2020 and the impact of recent state regulations that provided for the deferral of payments without cancellation for a period up to 90 days in certain states, which will increase earned but uncollected premiums. We have offered customers, sometimes in collaboration with or at the direction of our regulators, individualized payment flexibility and suspended the effect of policy cancellations, late payment notices, and late or reinstatement fees.

Overall, these three items reduced after-tax underwriting results by $19 million, or $0.32 per diluted share, increased the combined ratio by 3.5 points and decreased our First Quarter 2020 annualized return on equity ("ROE") by 3.6 percentage points.

Our First Quarter 2020 investment results included the following items that reflected the significant economic conditions created by COVID-19:

We recognized $31.6 million in pre-tax net other-than-temporary impairments ("OTTI"), $15.6 million of which represents impairments on securities we intend to sell to provide our investment managers with flexibility to trade and optimize our investment portfolio given the uncertainty of the financial markets and their continued volatility. The remaining $16.0 million in OTTI losses were credit-related impairment losses under the new ASU 2016-13, Financial Instruments - Credit Losses ("CECL") accounting standard. The CECL impairments reflect the significant widening of credit spreads and reduced future economic activity over the near-term due to COVID-19. For more details about these and other items related to our financial results, see the "Financial Highlights of Results for First Quarter 2020 and First Quarter 2019" section below.

Due to the unprecedented financial market volatility and resulting significant decline in fixed income and equity market valuations in March, combined with the COVID-19-related governmental orders, and out of abundance of caution, we increased our short-term debt by $302 million in March 2020 through borrowings from the Federal Home Loan Bank of New York ("FHLBNY") and the the Federal Home Loan Bank of Indianapolis (“FHLBI”) and our Credit Agreement ("Line of Credit"). Our primary objective was to increase liquidity and operating flexibility at the Parent and Insurance Subsidiaries. We expect to repay these short-term borrowings, which were invested in highly liquid money market funds, in the short- to medium-term. For further details, see Note 5. "Indebtedness" in Item 1. "Financial Statements." of this Form 10-Q.

In the second quarter of 2020, we expect the following items to be impacted by the economic conditions created by COVID-19:

As our other investment portfolio largely consists of alternative investments that are recorded on a one quarter lag, the impact of the First Quarter 2020 financial market volatility on those alternative investments will not be reflected in our consolidated financial statements until the second quarter of 2020. While it is extremely difficult to accurately estimate the potential losses associated with this portion of our investment portfolio, we performed a sensitivity analysis that indicates a potential pre-tax loss of between $15 million and $20 million. However, while these are our current estimates, our second quarter net investment income will reflect the actual decrease reported by these alternative investments as of March 31, 2020.

In addition, we are expecting that claims frequency for our personal and commercial automobile lines of business will decline because of the reduced miles being driven resulting from governmental directives. As the number of vehicles we insure have not significantly declined and we expect that frequencies will return to normal after the governmental directives expire or are lifted, we do not believe that changes in our filed rating plans are appropriate. Because of the unprecedented nature of the

31


COVID-19-related governmental directives and the associated expected favorable claims frequency impact, we felt it was appropriate to seek regulatory approval during April to provide a premium-based credit to our personal and commercial automobile customers with in-force policies equivalent to 15% of their April and May premiums. This approval process has been completed and will result in other insurance expense in the second quarter of 2020 of approximately $20 million. We believe the impact to our other insurance expenses will be largely offset by a reduction in our loss and loss expenses as a result of expected reduced insured automobile accident claims frequency in those respective months. However, the ultimate extent of the frequency reduction cannot be known at this time.

Critical Accounting Policies and Estimates
Our unaudited interim consolidated financial statements include amounts for which we have made informed estimates and judgments for transactions not yet completed. Such estimates and judgments affect the reported amounts in the consolidated financial statements. As outlined in our 2019 Annual Report, those estimates and judgments most critical to the preparation of the consolidated financial statements involved the following: (i) reserves for loss and loss expense; (ii) pension and post-retirement benefit plan actuarial assumptions; (iii) investment valuation and OTTI; and (iv) reinsurance. There have been no material changes from the critical accounting policies and estimates disclosed on pages 31 through 40 of our 2019 Annual Report; however, in light of the COVID-19 pandemic, we have made additional changes to critical accounting estimates that are described below.

Further economic instability related to existing and future COVID-19-related governmental directives or changes in legislation could ultimately impact our estimates and assumptions, and consequently, changes in the below estimates may be material to our results of operations in future periods.

Reserves for Loss and Loss Expenses
There has been considerable discussion and focus on the potential for insurance industry losses arising from COVID-19, particularly as it relates to claims from business interruption losses.  Our Standard Commercial Lines property and businessowners policies require direct physical loss of or damage to property by a covered cause of loss, for our property policies to respond to a claim.  While each potential claim will be adjusted on its unique facts and based on the terms and conditions of the specific policy, COVID-19-related contamination, the existence of a pandemic and/or the resulting preventative government shutdown orders generally are not insured under Standard Commercial property and businessowners policies.

Our Standard Commercial property and businessowners policies also specifically exclude all loss or damage caused by or resulting from a virus or bacteria. We believe this exclusion will apply to preclude coverage for losses related to the COVID-19 virus.  Approximately 6% of our policyholders purchase a sub-limited extra expense coverage that provides up to $25,000 in limit for the additional cost associated with cleaning the property when ordered by a Board of Health after an outbreak of communicable disease at the premises. Our current year incurred losses include an estimate of $10 million of IBNR in response to the COVID-19 pandemic.  For our E&S segment, our property forms contain the same language as our standard commercial lines segment that requires “direct physical loss of or damage to”, but most of these forms do not contain a specific virus or bacteria exclusion.  Property accounts for approximately 30% of our E&S segment premium, and, of that amount, only about a quarter of our customers within our E&S segment purchase policies with business interruption coverage.  In total, within our standard commercial lines and E&S segments, 95% of our property policies include the specific virus or bacteria exclusion.  In addition, we may experience some workers’ compensation and general liability losses associated with COVID-19.  At this time, we do not expect these losses to be significant and exposure to these losses are covered within our existing reserving methodologies and reserves.

If the COVID-19 pandemic results in significant property or liability related losses, we have substantial reinsurance protection, that we believe would provide us with recoveries. Our main property catastrophe excess of loss treaty program has a $40 million retention and then provides coverage up to $775 million in ground up losses, subject to some co-participation and reinstatement premium.  For losses outside of our original 22 state footprint, including our five new expansion states and some of our largest E&S states, the retention drops to $5 million.  With property losses and potential business interruption claims, including any COVID-19-related losses, our reinsurers “follow the fortunes” of our underlying polices. That means, if any clause in the underlying policy is invalidated - whether by a court or a legislature - our reinsurance coverage would continue to apply.  Our property catastrophe excess of loss program contains aggregating language that allows us, in our sole discretion, to accumulate all property losses commencing within a 168 hour period to a single occurrence or multiple occurrences.  We also have the sole discretion to decide when the 168 hours begins, and all losses that occurred during and continuing after that period, such as the case with business interruption losses, would be included in the reinsured loss calculation.  Our casualty excess of loss contract, which would cover workers’ compensation and general liability claims, has a $2 million retention and provides coverage limits above that to $90 million.  Similar to our property catastrophe reinsurance program, our casualty excess of loss program allows us to aggregate multiple losses, including losses under different liability coverages, as a single

32


occurrence.  Our casualty reinsurers also follow our fortunes in the policy interpretation.  Except for the $10 million of property IBNR we recorded for the sub-limited property coverages, we do not expect material COVID-19-related losses. If the facts and circumstances change, we have a robust reinsurance program that provides significant protection.

OTTI
The various COVID-19-related governmental directives impacted the financial markets, which became volatile. The volatility increased gross unrealized losses on our available-for-sale ("AFS") fixed income securities portfolio from $7.7 million at December 31, 2019, to $116.9 million at the end of First Quarter 2020. We analyzed these unrealized losses for OTTI in accordance with our existing accounting policy, which includes performing discounted cash flow ("DCF") analyses on each security at the lot level and using three different economic scenarios.
In performing these DCF analyses, we calculate the present value of future cash flows using various models specific to the major security types in our portfolio. These models use security-specific information and forecasted macroeconomic data to determine possible expected credit loss scenarios based on projected changes in the economy. The forecasted economic data incorporated in the models is based on the Federal Reserve Board’s annual supervisory stress test review on certain large banks and financial institutions. We also have the ability to incorporate internally-developed forecast information into the models as we deem appropriate. Model scenarios include a baseline assumption with moderate economic expansion, an adverse assumption with a weakening economy, and a severely adverse assumption with a global recession. In developing our best estimate of the allowance for credit losses, we consider our outlook as to the probability of each of these scenarios occurring.

Based on these analyses, we recorded OTTI charges for expected credit losses of $16.0 million during First Quarter 2020. After giving consideration to these credit loss allowances, the remaining unrealized losses on these securities were $49.7 million. Based on our analyses, we also determined that securities with an aggregate unrealized loss balance of $67.2 million were not other-than-temporarily impaired as of March 31, 2020. We believe that the total unrealized loss balance of $116.9 million was driven by widening credit spreads tied to financial market uncertainty about the various COVID-19-related governmental directives. If the assumptions used in our DCF analyses, or our outlook as to the occurrence probability of our DCF model scenarios were to change, the resulting impairment could be material to our results of operations. For additional information about the unrealized losses in our AFS fixed income portfolio, see Note 4. "Investments" in Item 1. "Financial Statements." of this Form 10-Q.

Premium Audit
We estimate the amount of premium anticipated to be either billed or returned on policies subsequent to expiration based on exposure levels (i.e., payroll or sales). This estimate of earned but unbilled premium is based on historical trends adjusted for the uncertainty of current and future economic conditions. In First Quarter 2020, we recorded a $75 million return audit and mid-term endorsement premium accrual, which was in response to the COVID-19 pandemic and the anticipated decline in sales and payroll exposures on the general liability and workers compensation lines of business. Further economic instability or extended COVID-19-related governmental directives could ultimately impact our estimates and assumptions, and consequently, changes in this liability estimate may be material to the results of operations in future periods. For additional details about this estimate, see Note 8. "Reinsurance" in Item 1. "Financial Statements." of this Form 10-Q.

Allowance for Uncollectible Premiums Receivable
We estimate an allowance for expected credit losses on our outstanding premiums receivable balance at each reporting date. In determining this allowance, we use a method that considers the aging of the receivable, based on the effective year of the related policy, along with our historical credit loss experience. We also contemplate expected macroeconomic conditions over the expected receivables collection period that, because the majority of the balances are collected within a year of policy issuance, is short-term in nature. In First Quarter 2020, we increased our allowance for uncollectible accounts by $10.5 million to reflect the higher risk of non-payment due to the significant COVID-19-related decline in economic activity, coupled with the individual payment flexibility that we are currently offering our customers and our suspension of the effect of policy cancellations, late payment notices, and late or reinstatement fees. Due to the impact of recent state regulations that provided for the deferral of payments without cancellation for a period up to 90 days in certain states, which will increase earned but uncollected premiums, we expect an increase in our allowance for uncollectible premiums receivable in the second and third quarters of 2020.

Similar to our estimate of premium audit, future COVID-19-related economic instability or governmental directives could ultimately impact our estimates and assumptions. Consequently, a change in our allowance estimate may be material to our results of operations in future periods. For additional details about this estimate, see Note 7. "Allowance for Uncollectible Premiums Receivable" in Item 1. "Financial Statements." of this Form 10-Q.


33


Financial Highlights of Results for First Quarter 2020 and First Quarter 20191 
($ and shares in thousands, except per share amounts)
 
Quarter Ended March 31,
 
Change
% or Points
 
 
2020
 
2019
 
 
Financial Data:
 
 
 
 
 
 
 
Revenues
 
$
664,829

 
698,962

 
(5
)
%
After-tax net investment income
 
45,483

 
41,323

 
10

 
After-tax underwriting income
 
16,872

 
26,513

 
(36
)
 
Net income before federal income tax
 
15,997

 
73,694

 
(78
)
 
Net income
 
15,236

 
61,348

 
(75
)
 
 
 
 
 
 
 
 
 
Key Metrics:
 
 
 
 
 
 
 
Combined ratio
 
96.7
%
 
94.7

 
2.0

pts 
Invested assets per dollar of stockholders' equity
 
$
3.26

 
3.24

 
1

%
ROE
 
2.8

 
13.2

 
(10.4
)
pts
Statutory premiums to surplus ratio
 
1.4x

 
1.4x

 

 
 
 
 
 
 
 
 
 
Per Share Amounts:
 
 
 
 
 
 
 
Diluted net income per share
 
0.25

 
1.02

 
(75
)
%
Book value per share
 
$
35.11

 
32.51

 
8

 
Dividends declared per share to stockholders
 
0.23

 
0.20

 
15

 
 
 
 
 
 
 
 
 
Non-GAAP Information:
 
 
 
 
 
 
 
Non-GAAP operating income2
 
$
50,522

 
54,020

 
(6
)
%
Diluted non-GAAP operating income per share2
 
0.84

 
0.90

 
(7
)
 
Annualized non-GAAP operating ROE2
 
9.4
%
 
11.6

 
(2.2
)
pts 
1 
Refer to the Glossary of Terms attached to our 2019 Annual Report as Exhibit 99.1 for definitions of terms used of this Form 10-Q.
2 
Non-GAAP operating income is an important financial measure that we, analysts, and investors use because the timing of the realization of net investment gains and losses on sales of securities in any given period is largely discretionary. In addition, net realized investment gains and losses, OTTI charged to earnings, unrealized gains and losses on equity securities, and debt retirement costs could distort the analysis of trends.

Reconciliations of net income, net income per diluted share, and annualized ROE to non-GAAP operating income, non-GAAP operating income per diluted share, and annualized non-GAAP operating ROE, respectively, are provided in the tables below:
Reconciliation of net income to non-GAAP operating income
 
Quarter Ended March 31,
($ in thousands)
 
2020
 
2019
Net income
 
$
15,236

 
61,348

Net realized and unrealized losses (gains), before tax
 
44,666

 
(13,451
)
Debt retirement costs, before tax
 

 
4,175

Tax on reconciling items
 
(9,380
)
 
1,948

Non-GAAP operating income
 
$
50,522

 
54,020

Reconciliation of net income per diluted share to non-GAAP operating income per diluted share
 
Quarter Ended March 31,
 
 
2020
 
2019
Net income per diluted share

 
$
0.25

 
1.02

Net realized and unrealized losses (gains), before tax
 
0.74

 
(0.22
)
Debt retirement costs, before tax

 

 
0.07

Tax on reconciling items

 
(0.15
)
 
0.03

Non-GAAP operating income per diluted share

 
$
0.84

 
0.90

Reconciliation of annualized ROE to annualized non-GAAP operating ROE
 
Quarter Ended March 31,
 
 
2020
 
2019
Annualized ROE
 
2.8
 %
 
13.2

Net realized and unrealized losses (gains), before tax
 
8.3

 
(2.9
)
Debt retirement costs, before tax
 

 
0.9

Tax on reconciling items
 
(1.7
)
 
0.4

Annualized non-GAAP operating ROE
 
9.4
 %
 
11.6



34


The components of our annualized ROE are as follows:
Annualized ROE Components
 
Quarter Ended March 31,
 
Change Points
 
 
2020
 
2019
 
Standard Commercial Lines Segment
 
2.4
 %
 
4.4

 
(2.0
)
Standard Personal Lines Segment
 
0.1

 
0.5

 
(0.4
)
E&S Lines Segment
 
0.6

 
0.8

 
(0.2
)
Total insurance operations
 
3.1

 
5.7

 
(2.6
)
 
 
 
 
 
 
 
Investment income
 
8.5

 
8.9

 
(0.4
)
Net realized and unrealized (losses) gains
 
(6.6
)
 
2.3

 
(8.9
)
Total investments segment
 
1.9

 
11.2

 
(9.3
)
 
 
 
 
 
 
 
Other
 
(2.2
)
 
(3.7
)
 
1.5

 
 
 
 
 
 
 
Annualized ROE
 
2.8
 %
 
13.2

 
(10.4
)
                
In First Quarter 2020, we generated net income per diluted share of $0.25, compared to $1.02 in First Quarter 2019. Non-GAAP operating income per diluted share was $0.84, compared to $0.90 a year ago. The First Quarter 2020 non-GAAP operating income was primarily impacted by $19 million, or $0.32 per diluted share, of COVID-19-related underwriting items, which are further discussed in "Current Events" above. The COVID-19 related underwriting items were partially offset by (i) growth in our Investment segment of $0.07, primarily driven by our alternative investments, and (ii) a decrease in corporate expenses of approximately $0.04, related to employee long-term incentive compensation awards that fluctuate with the stock price of the company.
Our book value per share declined by 5% in First Quarter 2020. The decrease was caused by a reduction in the value of our fixed income securities portfolio, which experienced net unrealized after-tax losses of approximately $105 million during First Quarter 2020.
Insurance Operations
Our insurance segments delivered profitable results in First Quarter 2020, contributing 3.1 points to a combined annualized ROE of 2.8%. The First Quarter 2020 annualized ROE decreased 2.6 points compared to First Quarter 2019, reflecting an increase in our combined ratio of 2.0 points. The increase was principally driven by a higher expense ratio of 1.9 points, primarily reflecting the 1.6-point increase in our allowance for uncollectible accounts on our premiums receivable, which is discussed in "Current Events" above.

The following table provides quantitative information for analyzing the combined ratio:
All Lines
 
Quarter Ended March 31,
 
Change % or Points
 
($ in thousands)
 
2020
 
2019
 
 
Insurance Operations Results:
 
 
 
 
 
Net premiums written ("NPW")
 
$
647,327

 
672,947

 
(4
)
%
Net premiums earned (“NPE”)
 
651,703

 
632,573

 
3

 
Less:
 
 
 
 

 
 
 
Loss and loss expense incurred
 
400,324

 
386,579

 
4

 
Net underwriting expenses incurred
 
229,237

 
210,653

 
9

 
Dividends to policyholders
 
785

 
1,780

 
(56
)
 
Underwriting income
 
$
21,357

 
33,561

 
(36
)
%
Combined Ratios:
 
 
 
 

 
 
 
Loss and loss expense ratio
 
61.4

%
61.1

 
0.3

pts 
Underwriting expense ratio
 
35.2

 
33.3

 
1.9

 
Dividends to policyholders ratio
 
0.1

 
0.3

 
(0.2
)
 
Combined ratio
 
96.7

 
94.7

 
2.0

 

Our First Quarter 2020 decrease in NPW compared to a year ago reflected a $75 million accrual for estimated return audit and mid-term endorsement premiums related to the COVID-19 pandemic discussed in "Current Events" above. Excluding that estimate, the results continue to reflect our efforts to (i) achieve overall renewal pure price increases at levels that are in line with expected loss trend, (ii) generate new business, and (iii) improve the underlying profitability of our business through various underwriting initiatives. Although there was a reduction in our overall NPW, our new business in First Quarter 2020 grew to $152.8 million compared to $145.0 million in First Quarter 2019. Contributing to our new business growth was the net appointment of 27 retail agents, excluding agency consolidations.

35


Loss and Loss Expenses
The slight increase in the loss and loss expense ratio during First Quarter 2020 was impacted by the following:
 
First Quarter 2020
 
First Quarter 2019
 
 
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 
 
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 
Change in Ratio
 
Catastrophe losses
$
33.2

5.1

pts
 
$
20.9

3.3

pts
1.8

pts
(Favorable) prior year casualty reserve development
(10.0
)
(1.5
)
 
 
(10.0
)
(1.6
)
 
0.1

 
Non-catastrophe property loss and loss expenses1
108.1

16.6

 
 
108.0

17.1

 
(0.5
)
 
Total
131.3

20.2

 
 
118.9

18.8

 
1.4

 
1Non-catastrophe property loss and loss expenses include an estimate of $10 million in response to the COVID-19 pandemic, which is discussed in "Current Events" above.

Details of the prior year casualty reserve development were as follows:
(Favorable)/Unfavorable Prior Year Casualty Reserve Development
Quarter Ended March 31,
($ in millions)
2020
 
2019
General liability
$

 
(2.0
)
Workers compensation
(10.0
)
 
(8.0
)
   Total Standard Commercial Lines
(10.0
)
 
(10.0
)
 
 
 
 
Total (favorable) prior year casualty reserve development
$
(10.0
)
 
(10.0
)
 
 
 
 
(Favorable) impact on loss ratio
(1.5
)
pts
(1.6
)

In addition to the items described above, there was a 0.8-point benefit in First Quarter 2020 from the mix of business due to the aforementioned estimated total return audit and mid-term endorsement premium accrual.

For additional qualitative reserve development discussion, please refer to the insurance segment sections below in "Results of Operations and Related Information by Segment."

Investments Segment
Net investment income, after tax, grew 10% in First Quarter 2020, compared to last year, mainly due to: (i) higher alternative investment portfolio income of $5.7 million, which is recorded on a one-quarter lag; (ii) cash flows from operations that were 6% of NPW in First Quarter 2020; and (iii) $302 million in proceeds from our short-term borrowings that were invested in high-quality money market funds in First Quarter 2020 due to the COVID-19-related volatility and uncertainty in the financial markets. Net investment income, after tax, contributed 8.5 points to ROE in First Quarter 2020, compared to 8.9 points in First Quarter 2019.

Net realized and unrealized gains and losses reduced First Quarter 2020 ROE by 6.6 points, compared to First Quarter 2019 when it increased ROE by 2.3 points. Net realized and unrealized investment losses in First Quarter 2020 were $44.7 million, down from $13.5 million in First Quarter 2019. First Quarter 2020 results included $31.6 million of OTTI, which was a $31.5 million increase from First Quarter 2019. Approximately $15.6 million of our OTTI in First Quarter 2020 represented impairments on securities we intend to sell, to provide our investment managers with flexibility to trade and optimize our investment portfolio during the COVID-19-related financial market volatility. The remaining OTTI losses of $16.0 million were credit-related impairment losses under the new CECL accounting standard. The CECL impairments reflect the significant widening of credit spreads and reduced future economic activity over the near term due to COVID-19-related governmental directives. In addition, unrealized losses on our equity securities portfolio increased $27.2 million compared to First Quarter 2019, which was primarily related to COVID-19-related financial market impacts.

Other
Our interest and corporate expenses, which are primarily comprised of stock compensation expense at the holding company
level, reduced ROE by 2.2 points in First Quarter 2020, compared to 3.7 points in First Quarter 2019. The variance was driven primarily by a 0.5-point decrease in stock compensation expense related to employee long-term incentive compensation awards, as the stock price decreased 24% in First Quarter 2020 compared to a 4% increase in First Quarter 2019. In First Quarter 2019, we also incurred debt retirement costs of $3.3 million related to our 5.375% Senior Notes issuance that reduced that quarter's ROE by 0.7 points.


36


Outlook
We ended 2019 with a solid balance sheet, a high level of embedded profitability within our underwriting and investment portfolios, and strong financial strength ratings, which places us in a position to withstand this COVID-19-related period of economic downturn, market volatility, and heightened uncertainty.

We generated an annualized operating ROE of 9.4% in First Quarter 2020, which was 1.6 points below our 2020 target of 11%. Our 2020 non-GAAP operating ROE target of 11% is based on our current estimated weighted average cost of capital, the current interest rate environment, and property and casualty insurance market conditions.

During these unprecedented times, we remain focused on our key strategic initiatives. In 2020, we will continue to focus on the following areas to maintain our financial position:

Actively managing the investment portfolio to minimize the impact of lower interest rates on after-tax yields while managing credit, duration, and liquidity risk through our international external investment managers with great depth of expertise. The sharp decline in equity markets and expected values of alternative investments during the First Quarter 2020, and a prolonged low interest rate environment, partially offset by widening credit spreads, continue to put downward pressure on industry-wide investment portfolio returns. Lower investment returns will force the industry to improve its underwriting results to generate adequate returns. We are well positioned with sophisticated underwriting and pricing tools, and appropriately priced in-force book of business to continue to generate profitable underwriting results.

Continuing to achieve written renewal pure price increases that meet or exceed expected loss trend and delivering on our strategy for continued disciplined growth. Our first quarter overall renewal pure pricing was 4.0%. While we continue to navigate a challenging economic environment, we are comfortable with the overall price adequacy of our book of business, obtaining renewal pure price increases that have been in line with expected loss trend. As we look forward, we will continue to maintain adequate profitability by providing relief to our customers and balancing the need for pricing.

Delivering on our strategy for continued disciplined growth. We have consistently maintained a disciplined underwriting appetite over the past decade. In the current economic environment, we continue to work with our agents to provide our policyholders the support they need. Our field-based model, which provides high-touch service to our policyholders and agents for safety management, claims handling, and underwriting, is a clear advantage in the current environment. We will continue working to achieve our longer-term Standard Commercial Lines target to attain a 3% market share in the states in which we operate, by appointing distribution partners representing approximately 25% of their markets and seeking an average share of wallet of 12% with these partners. This goal represents an additional premium opportunity of about $3 billion.

Identifying opportunities to enhance operational efficiencies, and evaluating process improvements by better leveraging technologies, automation, and robotics, to lower our expense ratio over time. While we recognize it is essential to continue investing in initiatives related to our technology platforms, sophisticated underwriting tools, and customer experience, we are committed to balancing these goals with an efficient operating structure. As previously discussed, our expense ratio was elevated this quarter due to COVID-19 impacts, and in the short-term, we have taken actions to reduce our expenses. Over the longer term, we will focus on right-sizing our expense structure to meet the business opportunity set, and we will seek meaningful opportunities to generate efficiencies through process re-design and technological improvements.

In addition to our focus on maintaining our strong financial position in 2020 and beyond, we continue to enhance our customer experience strategy by offering value-added technologies and services. We have made major strides in recent years to enhance the customer experience, including various self-service and digital service offerings. In the current challenging environment, we provide our policyholders the option of engaging with us in the channel that works best for them. Our new marketing tagline, "Be Uniquely Insured," was rolled out in 2019, and speaks to our differentiated value proposition for our customers and distribution partners. Investing in and building out technologies that improve the customer experience journey remains a core focus for us.

As we look to the remainder of 2020, we will not let the COVID-19 pandemic, market volatility, or challenging economic conditions deter us from pursuing our objective of being an industry leader. We have a team in place that is focused on identifying opportunities and ways in which we can enhance our product, service capabilities and operating structure,
to position us well for the post-COVID environment. We will continue to strive to offer best-in-class customer service and product offerings, while also generating superior returns for our shareholders over time.

37


For 2020, we revised our full year guidance to the following:

A GAAP combined ratio, excluding catastrophe losses, of between 92% and 93%. This represents an increase from our prior guidance of 91.5% and is primarily due to pressure on the expense ratio from the estimated full-year impact of COVID-19. This also assumes no additional prior year development;
Catastrophe losses of 4.5 points on the combined ratio, reflecting higher than expected catastrophe losses through April, combined with lower earned premium. Because COVID-19 has not been designated a catastrophe event by the Insurance Services Office's Property Claims Services unit, such losses are not included in this ratio;
After-tax net investment income of approximately $160 million, down from our prior guidance of $185 million, principally due to an expected change in our full-year after-tax net investment income from alternative investments. We now expect a range of between $10 million and $15 million in after-tax net investment losses from our alternative investments, compared to our prior estimate of a $14 million gain;
An overall effective tax rate of approximately 18.5%, which includes an effective tax rate of 18.5% for net investment income, reflecting a tax rate of 5.25% for tax-advantaged municipal bonds and a tax rate of 21% for all other items; and
Weighted average shares of 60.5 million on a diluted basis.

Our 2020 guidance reflects the current estimated full-year impact of COVID-19 on our industry, and insurance and investment operations. Given the significant uncertainty surrounding the ultimate duration and severity of the COVID-19 pandemic, and the depth and duration of the economic recession and market volatility, as well as the impact that federal, state and local actions can have on our business, including regulatory insurance directives, there remains significant uncertainty around our full-year guidance. We will update our full-year guidance, as appropriate, upon the release of our second quarter of 2020 financial results.

Results of Operations and Related Information by Segment

Standard Commercial Lines Segment
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in thousands)
 
2020
 
2019
 
 
Insurance Segments Results:
 
 

 
 

 
 

 
NPW
 
$
518,432

 
546,683

 
(5
)
%
NPE
 
516,580

 
497,184

 
4

 
Less:
 
 
 
  

 
 

 
Loss and loss expense incurred
 
312,158

 
298,809

 
4

 
Net underwriting expenses incurred
 
186,511

 
170,780

 
9

 
Dividends to policyholders
 
785

 
1,780

 
(56
)
 
Underwriting income
 
$
17,126

 
25,815

 
(34
)
%
Combined Ratios:
 
 

 
 

 
 

 
Loss and loss expense ratio
 
60.4

%
60.1

 
0.3

pts
Underwriting expense ratio
 
36.1

 
34.3

 
1.8

 
Dividends to policyholders ratio
 
0.2

 
0.4

 
(0.2
)
 
Combined ratio
 
96.7

 
94.8

 
1.9

 

The decrease in NPW was mainly due to a $75 million increase in our return audit and mid-term endorsement premium accrual related to the COVID-19 pandemic discussed in "Current Events" above, of which $46 million was recorded in our general liability line of business and $29 million was recorded in our workers compensation line of business. This was partially offset by (i) direct new business, and (ii) renewal pure price increases.

 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in millions)
 
2020
 
2019
 
 
Direct new business
 
$
115.4

 
109.0

 
6
%
Renewal pure price increases
 
4.0

 
3.4

 
0.6
 
Retention
 
85

%
84

 
1
pts

38


The loss and loss expense ratio increased slightly in First Quarter 2020 compared to First Quarter 2019, driven, in part, by the following:
 
First Quarter 2020
 
First Quarter 2019
 
 
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 
 
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 
Change in Ratio
 
Catastrophe losses
$
20.7

4.0

pts
 
$
16.0

3.2

pts
0.8
pts
Non-catastrophe property loss and loss expenses1
79.6

15.4

 
 
74.4

15.0

 
0.4
 
(Favorable) prior year casualty reserve development
(10.0
)
(1.9
)
 
 
(10.0
)
(2.0
)
 
0.1
 
Total
90.3

17.5

 
 
80.4

16.2

 
1.3
 
1Non-catastrophe property loss and loss expenses included an estimate of $10 million in response to COVID-19, which is discussed in "Current Events" above.

For additional information regarding favorable prior year casualty reserve development by line of business, see the "Financial Highlights of Results for First Quarter 2020 and First Quarter 2019" section above and the line of business discussions below.

The 1.8-point increase in the underwriting expense ratio in First Quarter 2020 compared to First Quarter 2019 was primarily driven by a 1.4-point increase in the allowance for uncollectible premium receivable mentioned in "Current Events" above.

The following is a discussion of our most significant Standard Commercial Lines of business:
General Liability
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in thousands)
 
2020
 
2019
 
 
NPW1
 
$
150,794

 
178,699

 
(16
)
%
  Direct new business
 
35,886

 
32,185

 
11

 
  Retention
 
86

%
85

 
1

pts
  Renewal pure price increases
 
3.8

 
2.4

 
1.4

 
NPE
 
$
164,580

 
161,525

 
2

%
Underwriting income
 
13,074

 
19,049

 
(31
)
 
Combined ratio
 
92.1

%
88.2

 
3.9

pts
% of total Standard Commercial Lines NPW
 
29

 
33

 
 

 
1NPW was reduced by a $46 million estimated return audit and mid-term endorsement premium accrual.

The fluctuations in the combined ratios illustrated in the table above included the following:

First Quarter 2020
First Quarter 2019


($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio

Loss and Loss Expense Incurred
Impact on
Combined Ratio

Change
Points

(Favorable) prior year casualty reserve development
$

pts
$
(2.0
)
(1.2
)
pts
1.2
pts

The First Quarter 2019 reserve development was primarily attributable to favorable reserve development on loss severities in accident years 2015 and 2016.

In addition, the combined ratio increased due to the following: (i) an increase in the underwriting expense ratio in First Quarter 2020 compared to First Quarter 2019 due to a 1.4-point increase in the allowance for uncollectible premiums receivable discussed above; and (ii) a 0.8-point increase due to the lower earned premium resulting from our return audit and mid-term endorsement premium accrual in response to the COVID-19 pandemic discussed above.

Commercial Automobile
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in thousands)
 
2020
 
2019
 
 
NPW
 
$
168,310

 
147,245

 
14

%
  Direct new business
 
28,857

 
28,190

 
2

 
  Retention
 
85

%
82

 
3

pts
  Renewal pure price increases
 
7.6

 
7.3

 
0.3

 
NPE
 
$
149,690

 
131,186

 
14

%
Underwriting loss
 
(774
)
 
(8,721
)
 
91

 
Combined ratio
 
100.5

%
106.6

 
(6.1
)
pts
% of total Standard Commercial Lines NPW
 
32

 
27

 
 

 

39


The increases in NPW shown in the table above reflect renewal pure price increases, higher retention, and an increase in new business. The growth in NPW of 14% in First Quarter 2020 compared to First Quarter 2019 reflects a 7% growth in vehicle counts and a 7.6% renewal pure price increase, due to our efforts to improve profitability on this line in recent years.

As a result of the COVID-19 pandemic and the associated expected favorable claims frequency impact, this line of business will be impacted by a premium-based credit to our commercial automobile customers, which will be recorded as other insurance expenses in the second quarter of 2020. For further details, see Note 16. "Subsequent Events" in Item 1. "Financial Statements." of this Form 10-Q and "Current Events" above.

The combined ratio improvements outlined above were driven by the following:
 
First Quarter 2020
 
First Quarter 2019
 
 
 
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
 
 
Loss and Loss Expense Incurred
Impact on
Combined Ratio
 
 
Change in Ratio
 
Non-catastrophe property loss and loss expenses
$
23.0

15.4

pts
 
$
25.1

19.1

pts
 
(3.7
)
pts
Catastrophe losses
0.3

0.2

 
 
0.2

0.1

 
 
0.1

 
Total
23.3

15.6

 
 
25.3

19.2

 
 
(3.6
)
 

Partially offsetting these decreases was a 1.6-point increase in the allowance for uncollectible premium receivable due to the COVID-19 pandemic discussed in "Current Events" above.

This line of business remains an area of focus for both us and the industry, as profitability challenges continue to generate
combined ratios that are higher than our risk-adjusted targeted combined ratio. To address profitability in this line, we have
been implementing significant price increases in recent years while working to enhance our underwriting tools to improve the accuracy of our rating information to prevent premium leakage. We have also been actively managing our new and renewal business, which we expect will have a positive impact on profitability through business mix improvement.

Workers Compensation
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in thousands)
 
2020
 
2019
 
 
NPW1
 
$
51,196

 
85,065

 
(40
)
%
Direct new business
 
15,357

 
16,948

 
(9
)
 
Retention
 
84

%
84

 

pts
Renewal pure price decreases
 
(2.6
)
 
(1.6
)
 
(1.0
)
 
NPE
 
$
66,706

 
78,715

 
(15
)
%
Underwriting income
 
11,035

 
10,719

 
3

 
Combined ratio
 
83.5

%
86.4

 
(2.9
)
pts
% of total Standard Commercial Lines NPW
 
10

 
16

 
 

 
1NPW was reduced by a $29 million estimated return audit and mid-term endorsement premium accrual.

The decrease in the combined ratio in First Quarter 2020 compared to the same prior year period was primarily driven by favorable prior year casualty reserve development, as follows:
 
First Quarter 2020
First Quarter 2019
 
 
 
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
 
Loss and Loss Expense Incurred
Impact on
Combined Ratio
 
 
Change
Points
 
(Favorable) prior year casualty reserve development
$
(10.0
)
(15.0
)
pts
$
(8.0
)
(10.2
)
pts
 
(4.8
)
pts

The development in First Quarter 2020 was primarily due to lower severities in accident years 2017 and prior, and the development in First Quarter 2019 was primarily due to lower severities in accident years 2016 and prior.

The favorable development was partially offset by the following impacts due to the COVID-19 pandemic discussed in "Current Events" above: (i) a 1.1-point increase in the allowance for uncollectible premium receivable; and (ii) a 0.9-point increase due to the lower earned premium resulting from our return audit and mid-term endorsement premium accrual.




40


Commercial Property
 
 
 
 
 
 
 
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in thousands)
 
2020
 
2019
 
 
NPW
 
$
103,126

 
93,029

 
11

%
  Direct new business
 
24,586

 
21,042

 
17

 
  Retention
 
84

%
83

 
1

pts
Renewal pure price increases
 
4.2

 
3.5

 
0.7

 
NPE
 
$
93,869

 
86,067

 
9

%
Underwriting (loss) income
 
(8,552
)
 
1,903

 
(549
)
 
Combined ratio
 
109.1

%
97.8

 
11.3

pts
% of total Standard Commercial Lines NPW
 
20

 
17

 
 

 

The increase in the combined ratio in First Quarter 2020 compared to First Quarter 2019, was driven by the following:

First Quarter 2020

First Quarter 2019
 


($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio


Loss and Loss Expense Incurred
Impact on
Combined Ratio

 
Change
% or
Points

Catastrophe losses
$
19.7

20.9
pts

$
12.5

14.6
pts
 
6.3
pts
Non-catastrophe property loss and loss expenses1
45.6

48.6


39.1

45.5

 
3.1

Total
65.3

69.5
 
 
51.6

60.1
 
 
9.4
 
1Non-catastrophe property loss and loss expenses included an estimate of $10 million in response to the COVID-19 pandemic, which is discussed in "Current Events" above.

Higher catastrophe losses in First Quarter 2020 compared to First Quarter 2019 were driven by a tornado and subsequent hail that impacted Tennessee in early-March 2020.

In addition, the underwriting expense ratio increased in First Quarter 2020 compared to First Quarter 2019 due to a 1.4-point increase in the allowance for uncollectible premium receivable discussed in "Current Events" above.

Standard Personal Lines Segment
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
 
($ in thousands)
 
2020
 
2019
 
 
 
Insurance Segments Results:
 
 

 
 

 
 

 
 
NPW
 
$
67,640

 
69,369

 
(2
)
 
%
NPE
 
76,128

 
77,307

 
(2
)
 
 
Less:
 
 
 
 

 
 
 
 
Loss and loss expense incurred
 
54,332

 
53,070

 
2

 
 
Net underwriting expenses incurred
 
21,409

 
21,070

 
2

 
 
Underwriting (loss) income
 
$
387

 
3,167

 
(88
)
 
%
Combined Ratios:
 
 
 
 

 
 
 
 
Loss and loss expense ratio
 
71.4

%
68.6

 
2.8

 
pts
Underwriting expense ratio
 
28.1

 
27.3

 
0.8

 
 
Combined ratio
 
99.5

 
95.9

 
3.6

 
 

NPW was lower in First Quarter 2020 compared to the same prior year period, reflecting the impact of a decrease in direct new business primarily as a result of the highly competitive personal automobile market. Retention decreased in First Quarter 2020 compared to last year, as we continue to achieve renewal pure price increases in line with expected loss trends.  The deteriorating competitive position of our automobile business also has led to lower new homeowners business because most personal lines policies are written on an account basis and include both automobile and homeowners policies.

 
 
Quarter Ended March 31,
Change
% or
Points
 
($ in millions)
 
2020
 
2019
 
Direct new business
 
$
9.9

 
10.3

(4
)
%
Retention
 
83

%
84

(1
)
pts
Renewal pure price increases
 
3.7

 
5.2

(1.5
)
 


41


The loss and loss expense ratio increased 2.8 points in First Quarter 2020 compared to First Quarter 2019. The drivers of these fluctuations are as follows:
 
First Quarter 2020
 
First Quarter 2019
 
 
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 
 
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 
Change in Ratio
 
Catastrophe losses
12.0

15.7

 
 
4.1

5.3

 
10.4

pts
Non-catastrophe property loss and loss expenses
$
22.8

30.0

pts
 
$
29.1

37.6

pts
(7.6
)
 
Total
34.8

45.7

 
 
33.2

42.9

 
2.8

 

Higher catastrophe losses in First Quarter 2020 compared to First Quarter 2019 were driven by a tornado that impacted Tennessee in March 2020.

The underwriting expense ratio increased 0.8 points in First Quarter 2020 compared to First Quarter 2019, driven primarily by a 2.1-point increase in the allowance for uncollectible premiums receivable discussed in "Current Events" above.

As a result of the COVID-19 pandemic and the associated expected favorable claims frequency impact, this line of business will be impacted by a premium-based credit to our personal lines customers, which will be recorded as other insurance expenses in the second quarter of 2020. For further details, see Note 16. "Subsequent Events" in Item 1. "Financial Statements." of this Form 10-Q and "Current Events" above.

E&S Lines Segment
 
 
Quarter Ended March 31,
 
Change
% or
Points
 
($ in thousands)
 
2020
 
2019
 
 
Insurance Segments Results:
 
 

 
 

 
 

 
NPW
 
$
61,255

 
56,895

 
8

%
NPE
 
58,995

 
58,082

 
2

 
Less:
 
 

 
 

 
 

 
Loss and loss expense incurred
 
33,834

 
34,700

 
(2
)
 
Net underwriting expenses incurred
 
21,317

 
18,803

 
13

 
Underwriting income
 
$
3,844

 
4,579

 
(16
)
%
Combined Ratios:
 
 

 
 

 
 

 
Loss and loss expense ratio
 
57.4

%
59.7

 
(2.3
)
pts
Underwriting expense ratio
 
36.1

 
32.4

 
3.7

 
Combined ratio
 
93.5

 
92.1

 
1.4

 

NPW increased 8% in First Quarter 2020 compared to last year. After two consecutive years in which we exited underperforming business segments, our focus has shifted to profitably growing segments of our E&S book that have demonstrated long-term stability. 

Quantitative information on the premium in this segment is as follows:
 
 
Quarter Ended March 31,
Change
% or
Points
 
($ in millions)
 
2020
 
2019
 
Direct new business
 
$
27.5

 
25.7

7

%
Renewal pure price increases
 
3.9

%
4.2

(0.3
)
pts

The loss and loss expense ratio decreased 2.3 points in First Quarter 2020 compared to First Quarter 2019 primarily due to a decrease in the current year loss costs. This was partially offset by the items outlined in the tables below:
 
First Quarter 2020
 
 
First Quarter 2019
 
 
 
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
 
 
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
 
Change in Ratio
 
Catastrophe losses
0.5

0.8
 
 
0.8

1.4
 
(0.6
)
pts
Non-catastrophe property loss and loss expenses
5.7

9.7
 
 
4.5

7.8
 
1.9

 
Total
6.2

10.5
 
 
5.3

9.2
 
1.3

 


42


The underwriting expense ratio increased 3.7 points in First Quarter 2020 compared to First Quarter 2019, primarily driven by a 2.3-point increase in the allowance for uncollectible premium receivable due to the COVID-19 pandemic discussed in "Current Events" above.

Investments
We entered the COVID-19 crisis with our investment portfolio well-positioned from a risk and liquidity perspective. Our fixed income securities and short-term investment portfolios represented 95% of our invested assets at March 31, 2020, and 96% of our invested assets at December 31, 2019. These portfolios had a weighted average credit rating of “ AA-,” as of both March 31, 2020 and December 31, 2019, with 97% of the securities in these portfolios being investment grade quality as of such dates. The sector composition and credit quality of our major asset categories within our fixed income securities portfolio did not significantly change from December 31, 2019. Our investment managers have been actively engaged in monitoring and managing the exposure to credit risk in our portfolio associated with the impact of the COVID-19 pandemic and related economic conditions. They have also been managing the portfolio's exposure to floating rate securities which reset principally to 90-day LIBOR. Given the reduction in the valuation of U.S. public equities and the significant widening of high yield credit spreads since December 31, 2019, we expect to modestly increase our allocation to risk assets during the course of 2020, subject to market conditions.

Total Invested Assets
 
 
 
 
 
 
 
($ in thousands)
 
March 31, 2020
 
December 31, 2019
 
Change
 
Total invested assets
 
$
6,842,077

 
6,688,654

 
2

%
Invested assets per dollar of stockholders' equity
 
3.26

 
3.05

 
7


Unrealized gain – before tax1
 
67,195

 
216,564

 
(69
)
 
Unrealized gain – after tax1
 
53,084

 
171,085

 
(69
)
 
1Includes unrealized gains on fixed income and equity securities.

The increase in invested assets at March 31, 2020 compared to December 31, 2019, was driven by operating cash flow generated in First Quarter 2020 of $39 million and net proceeds of $302 million from short-term borrowings. This increase was partially offset by net unrealized losses on fixed income securities of approximately $132 million. For additional information regarding these short-term borrowings, see Note 5. "Indebtedness" in Item 1. "Financial Statements." of this Form 10-Q.

For details regarding the credit quality of our portfolio, see Item 3. “Quantitative and Qualitative Disclosures About Market Risk.” of this Form 10-Q.

Net Investment Income
The components of net investment income earned for the indicated periods were as follows:
 
 
Quarter Ended March 31,
 
Change
% or Points
 
($ in thousands)
 
2020
 
2019
 
Fixed income securities
 
$
50,253

 
49,033

 
2
 %
 
Commercial mortgage loans ("CMLs")
 
62

 

 
NM

 
Equity securities
 
1,552

 
1,640

 
(5
)
 
Short-term investments
 
1,166

 
2,044

 
(43
)
 
Other investments
 
6,342

 
660

 
861

 
Investment expenses
 
(3,408
)
 
(2,759
)
 
(24
)
 
Net investment income earned – before tax
 
55,967

 
50,618

 
11

 
Net investment income tax expense
 
(10,484
)
 
(9,295
)
 
(13
)
 
Net investment income earned – after tax
 
$
45,483

 
41,323

 
10

 
Effective tax rate
 
18.7
%
 
18.4

 
0.3

pts
Annualized after-tax yield on fixed income securities
 
2.7

 
3.0

 
(0.3
)
 
Annualized after-tax yield on investment portfolio
 
2.7

 
2.8

 
(0.1
)
 

The increase in pre-tax net investment income in First Quarter 2020, compared to the same period last year, was primarily driven by an increase in pre-tax income from our other investments portfolio, primarily driven by a $3.3 million increase in private equity strategy investment income in this portfolio compared to the prior year period. Our other investment portfolio largely consists of alternative investments that are recorded on a one quarter lag. The impact of the First Quarter 2020 financial market volatility on those alternative investments related to COVID-19 will not be reflected in our consolidated financial statements until the second quarter of 2020. For additional details on the impact of the COVID-19 pandemic on our investment portfolio, see "Current Events" above.

43



Realized and Unrealized Gains and Losses
Our general philosophy for sales of securities is to reduce our exposure to securities and sectors based on economic evaluations when the fundamentals for that security or sector have deteriorated, or to opportunistically trade out of securities to other securities with better economic return characteristics. Net realized and unrealized gains and losses for the indicated periods were as follows:
 
 
Quarter Ended March 31,
 
Change %
($ in thousands)
 
2020
 
2019
Net realized gains on disposals, excluding OTTI
 
$
4,100

 
3,444

 
19
 %
Unrealized (losses) gains recognized in income on equity securities
 
(17,137
)
 
10,111

 
(269
)%
OTTI charges1
 
(31,629
)
 
(104
)
 
NM

Total net realized and unrealized (losses) gains
 
$
(44,666
)
 
13,451

 
(432
)%
 1See Note 2. "Adoption of Accounting Pronouncements" in Item 1. "Financial Statements." of the Form 10-Q for additional information regarding our adoption of ASU 2016-13, Financial Instruments - Credit Losses.

Net realized and unrealized investment losses in First Quarter 2020 were $44.7 million, which included $31.6 million of OTTI. Approximately half of our OTTI represented impairments on securities we intend to sell, to provide our investment managers flexibility to trade and optimize our investment portfolio in response to the COVID-19 pandemic. The remaining OTTI losses were credit-related impairment losses under the new credit loss accounting standard. The credit impairments were the result of increased default risk reflected in the significant widening of credit spreads, partially offset by a significant decline in benchmark risk-free rates. In addition, unrealized losses on our equity securities portfolio increased $27.2 million compared to First Quarter 2019, due to the financial disruption caused by the COVID-19 pandemic.

Federal Income Taxes
The following table provides information regarding federal income taxes:
 
Quarter Ended March 31,
($ in millions)
2020
 
2019
Federal income tax expense
$
0.8

 
12.3

Effective tax rate
4.8
%
 
16.8


During First Quarter 2020, we recorded federal income taxes based on our actual effective tax rate during the quarter instead of an estimate of our full-year effective tax rate. This approach gives consideration to the anticipated volatility in certain components of our net income. Estimating these components is challenging given the uncertainty around the future impact of the COVID-19-related governmental directives and their impact on the financial markets and potential volatility.

Our effective tax rate during First Quarter 2020 was 4.8%, down from 16.8% in the comparable prior year period. This decrease was driven by net realized and unrealized losses of $44.7 million, pre-tax, which provided a significant offset to the other components of pre-tax net income and reduced the effective tax rate. For further discussion on the effective tax rate, see Note 14. "Federal Income Taxes" in Item 1. "Financial Statements." of this Form 10-Q.

Financial Condition, Liquidity, and Capital Resources
Capital resources and liquidity reflect our ability to generate cash flows from business operations, borrow funds at competitive rates, and raise new capital to meet operating and growth needs.

We entered the COVID-19 crisis with our investment portfolio well-positioned from a risk and liquidity perspective. Overall, our primary focus has been increasing liquidity at both the Insurance Subsidiaries and the Parent. Through the COVID-19-related financial market disruption, we adopted a more defensive posture. We initially stopped reinvesting principal and interest from the fixed income portfolio to increase our liquidity and marginally reduce risk. Given our decision to initially suspend reinvestment activities, coupled with additional short-term borrowings in First Quarter 2020 of $302 million, our short-term investments and cash totaled $527 million at March 31, 2020, compared to $283 million as of December 31, 2019. 

We increased our liquidity to reduce the likelihood of becoming a forced seller of invested assets to fund operations if there is a significant slowdown in premium payments as a result of the COVID-19 pandemic.  The cost of the excess liquidity is about $0.1 million per month, and represents the additional interest expense on our short-term borrowings, net of the interest income we generate on the government and prime money market funds in which we have invested the proceeds.

In First Quarter 2020, we did not experience a meaningful decrease in daily cash collections. Given our geographic footprint and focus on small-to-medium size business, we expect many of our customers to have significant disruptions to their

44


businesses. This will result in potential premium collection issues as a result of recent insurance regulations that provided for the deferral of payments without cancellation for a period up to 90 days in certain states. The ultimate depth and duration of the economic slowdown, combined with the impact of the federal fiscal stimulus packages, and whether or not a business is considered essential or non-essential, will in part determine whether our customers' businesses are temporarily or permanently impaired. We continue to monitor our cash positions daily to ensure we remain well positioned from a liquidity perspective.

In addition, we continue to monitor closely market activity and the impact on our investment portfolio. Credit markets stabilized in late-March in response to the Federal Reserve Board’s actions, and conditions have continued to improve during the start of the second quarter of 2020. There have been a record level of new fixed income security issuances, and because of that activity and our strong liquidity position, starting in late-March we permitted our core fixed income security portfolio managers to begin reinvesting the interest and proceeds of maturities of fixed income securities into highly liquid and high credit quality securities.

The following discussion provides further details about the Company's financial condition, liquidity, and capital resources.

Liquidity
We manage liquidity with a focus on generating sufficient cash flows to meet the short-term and long-term cash requirements of our business operations. We maintain liquidity at the parent primarily through (i) short-term investments that are generally
maintained in “AAA” rated money market funds approved by the National Association of Insurance Commissioners,
(ii) high-quality, highly-liquid government and corporate fixed income securities; and (iii) a cash balance. In the aggregate,
cash and investments at the Parent amounted to $337 million at March 31, 2020 and $278 million at December 31, 2019, with the increase principally due to $50 million in proceeds from a short-term borrowing under our Line of Credit.

The level of liquidity at the Parent may fluctuate based on various factors, including the amount and availability of dividends
from our Insurance Subsidiaries, investment income, expenses, other liquidity needs of the Parent, Parent borrowings, and asset allocation investment decisions. Our target is to maintain liquidity at the Parent of at least two times its expected annual needs, which is currently estimated at approximately $160 million.

Sources of Liquidity
Sources of cash for the Parent have historically consisted of dividends from the Insurance Subsidiaries, the investment portfolio discussed above, borrowings under lines of credit and loan agreements with certain Insurance Subsidiaries, and the issuance of stock and debt securities. We continue to monitor these sources, giving consideration to our long-term liquidity and capital preservation strategies.

Insurance Subsidiary Dividends
We currently anticipate that the Insurance Subsidiaries may pay $140 million in total dividends to the Parent in 2020, a $30 million increase from $110 million paid in 2019, of which $35 million was paid during First Quarter 2020. As of December 31, 2019, our allowable ordinary maximum dividend was $267 million for 2020.

Any dividends to the Parent are subject to the approval and/or review of the insurance regulators in the respective Insurance Subsidiaries' domiciliary states and are generally payable only from earned surplus as reported in the statutory annual statements of those subsidiaries as of the preceding December 31. Although past dividends have historically been met with regulatory approval, there is no assurance that future dividends that may be declared will be approved. For additional information regarding dividend restrictions, refer to Note 20. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” in Item 8. “Financial Statements and Supplementary Data.” of our 2019 Annual Report.
In addition to regulatory restrictions on the availability of dividends that our Insurance subsidiaries can pay to the Parent, the maximum amount of dividends the Parent can pay our shareholders is limited by certain New Jersey corporate law provisions that limit dividends if either: (i) the Parent would be unable to pay its debts as they became due in the usual course of business; or (ii) the Parent's total assets would be less than its total liabilities. The Parent's ability to pay dividends to shareholders also are impacted by covenants in the Line of Credit that obligate it to, among other things, maintain a minimum consolidated net worth and maximum ratio of consolidated debt to total capitalization.

The Insurance Subsidiaries generate liquidity through insurance float, which is created by collecting premiums and earning
investment income before claims are paid. The period of the float can extend over many years. Our investment portfolio
consists of maturity dates that continually provide a source of cash flow for claims payments in the ordinary course of business.
As protection for the capital resources at the Insurance Subsidiaries, we purchase reinsurance coverage for any significantly
large claims or catastrophes that may occur during the year.

45


Line of Credit
On December 20, 2019, the Parent entered into a Line of Credit among the Parent, the lenders named therein (the “Lenders”), and the Bank of Montreal, Chicago Branch, as Administrative Agent. Under the Line of Credit, the Lenders have agreed to provide the Parent with a $50 million revolving credit facility, which can be increased to $125 million with the consent of the Lenders. The Line of Credit will mature on December 20, 2022 and has an interest rate, which varies and is based on, among other factors, the Parent’s debt ratings. On March 24, 2020, to bolster liquidity, the Parent borrowed $50 million under the Line of Credit for a six month term at an interest rate of approximately 2.25%.

For additional information regarding the Line of Credit agreement and corresponding representations, warranties, and covenants, refer to Note 10. "Indebtedness" in Item 8. "Financial Statements." of our 2019 Annual Report. We met all covenants under our Line of Credit agreement as of March 31, 2020.

Several of our Insurance Subsidiaries are members of certain branches of the Federal Home Loan Bank, which provides those subsidiaries with additional access to liquidity. Membership is as follows:
Branch
Insurance Subsidiary Member
FHLBI
Selective Insurance Company of South Carolina ("SICSC")1
Selective Insurance Company of the Southeast ("SICSE")1
FHLBNY
Selective Insurance Company of America ("SICA")
Selective Insurance Company of New York ("SICNY")
1These subsidiaries are jointly referred to as the "Indiana Subsidiaries" as they are domiciled in Indiana.

The Line of Credit permits aggregate borrowings from the FHLBI and the FHLBNY up to 10% of the respective member company’s admitted assets for the previous year end. Additionally, as SICNY is domiciled in New York, this company's borrowings from the FHLBNY are limited to the lower of 5% of admitted assets for the most recently completed fiscal quarter or 10% of admitted assets for the previous year end. We have a remaining capacity of $62.1 million for Federal Home Loan Bank borrowings, with a $2.8 million additional stock purchase requirement to allow the member companies to borrow their full remaining capacity amounts.

All borrowings from both the FHLBI and the FHLBNY are required to be secured by investments pledged as collateral. For additional information regarding collateral outstanding, refer to Note 4. "Investments" in Item 1. "Financial Statements." of this Form 10-Q.

Short-term Borrowings
We significantly increased our short-term debt during First Quarter 2020 amid the COVID-19 pandemic, which has been followed by a period of extreme volatility and uncertainty in the financial markets. As was noted above, the $302 million of proceeds from these borrowings, including the $50 million borrowing from the Line of Credit, were invested in high-quality money market funds. For further information regarding these borrowings, see Note 5. "Indebtedness" in Item 1. "Financial Statements." of this Form 10-Q.

Intercompany Loan Agreements
The Parent has lending agreements with the Indiana Subsidiaries that have been approved by the Indiana Department of Insurance, which provide additional liquidity to the Parent. Similar to the Line of Credit agreement, these lending agreements limit borrowings by the Parent from the Indiana Subsidiaries to 10% of the admitted assets of the respective Indiana Subsidiary. The outstanding balance on these intercompany loans was $40.0 million as of both March 31, 2020 and December 31, 2019. The remaining capacity under these intercompany loan agreements was $89.4 million as of both March 31, 2020 and December 31, 2019.

Capital Market Activities
The Parent had no private or public issuances of stock during First Quarter 2020.

Uses of Liquidity
The liquidity generated from the sources discussed above is used, among other things, to pay dividends to our shareholders. Dividends on shares of the Parent's common stock are declared and paid at the discretion of the Board of Directors based on our operating results, financial condition, capital requirements, contractual restrictions, and other relevant factors.

On May 5, 2020, our Board of Directors declared, for stockholders of record as of May 18, 2020, a $0.23 per share dividend to be paid on June 1, 2020.


46


Our ability to meet our interest and principal repayment obligations on our debt, as well as our ability to continue to pay dividends to our stockholders, is dependent on liquidity at the Parent coupled with the ability of the Insurance Subsidiaries to pay dividends, if necessary, and/or the availability of other sources of liquidity to the Parent. Excluding the short-term borrowings described above, our next two principal repayments each in the amount of $25 million, are due in 2021, and the next principal payment is due in 2026.

Restrictions on the ability of the Insurance Subsidiaries to declare and pay dividends, without alternative liquidity options, could materially affect our ability to service debt and pay dividends on common stock.

Capital Resources
Capital resources provide protection for policyholders, furnish the financial strength to support the business of underwriting insurance risks, and facilitate continued business growth. At March 31, 2020, we had GAAP stockholders' equity of $2.1 billion and statutory surplus of $1.9 billion. With total debt of $852.6 million and long-term debt of $550.6 million at March 31, 2020, our debt-to-capital ratio was 28.9% and our long-term debt-to-capital ratio was 20.8%.
 
Our cash requirements include, but are not limited to, principal and interest payments on various notes payable, dividends to stockholders, payment of claims, payment of commitments under limited partnership agreements and capital expenditures, as well as other operating expenses, which include commissions to our distribution partners, labor costs, premium taxes, general and administrative expenses, and income taxes. For further details regarding our cash requirements, refer to the section below entitled, “Contractual Obligations, Contingent Liabilities, and Commitments.”
 
We continually monitor our cash requirements and the amount of capital resources that we maintain at the holding company and operating subsidiary levels. As part of our long-term capital strategy, we strive to maintain capital metrics, relative to the macroeconomic environment, that support our targeted financial strength. Based on our analysis and market conditions, we may take a variety of actions, including, but not limited to, contributing capital to the Insurance Subsidiaries in our insurance operations, issuing additional debt and/or equity securities, repurchasing existing debt, repurchasing shares of the Parent’s common stock, and increasing stockholders’ dividends.
 
Our capital management strategy is intended to protect the interests of the policyholders of the Insurance Subsidiaries and our stockholders, while enhancing our financial strength and underwriting capacity.

Book value per share decreased to $35.11 as of March 31, 2020, from $36.91 as of December 31, 2019, driven by $1.75 in unrealized losses on our fixed income securities portfolio and $0.23 in dividends to our shareholders, partially offset by $0.25 in net income per share.

Ratings
Our ratings remain the same as reported in our "Overview" section of Item 1. "Business." of our 2019 Annual Report and are as follows:
NRSRO
 
Financial Strength Rating
 
Outlook
AM Best
 
A
 
Positive
Moody's Investor Services ("Moody's")
 
A2
 
Stable
Fitch
 
A+
 
Stable
Standard & Poor's Global Ratings ("S&P")
 
A
 
Stable

On April 10, 2020, Fitch reaffirmed our "A+" rating with a "stable" outlook. In taking this action, Fitch cited our strong capitalization and financial performance and our stable underwriting results and return metrics that have remained favorable compared to our peers. Fitch's review included its current assessment of COVID-19-related issues, including (i) economic impact under a set of ratings assumptions related to interest rate levels, (ii) declines in the market values of stocks, bonds, derivatives and other capital market instruments typically owned or traded by insurance companies, (iii) market liquidity, and (iv) the magnitude of potential related claim/benefit exposures.

Off-Balance Sheet Arrangements
At March 31, 2020, and December 31, 2019, we had no material relationships with unconsolidated entities or financial partnerships, such as structured finance or special purpose entities, established to facilitate off-balance sheet arrangements or other contractually narrow or limited purposes. Consequently, we are not exposed to any material financing, liquidity, market, or credit risk related to off-balance sheet arrangements.


47


Contractual Obligations, Contingent Liabilities, and Commitments
Our future cash payments associated with (i) loss and loss expense reserves and (ii) contractual obligations pursuant to operating and financing leases for office space and equipment have not materially changed since December 31, 2019. The following table provides future cash payments on our notes payable as of March 31, 2020, including $302 million of short-term borrowings in First Quarter 2020, which are discussed in Note 5. "Indebtedness" in Item 1. "Financial Statements." of this Form 10-Q:
Contractual Obligations
 
Payment Due by Period
 
 
 
 
Less than
1 year
 
1-3
years
 
3-5
years
 
More than
5 years
($ in millions)
 
Total
 
 
 
 
Notes payable
 
$
862.0

 
302.0

 
50.0

 

 
510.0

Interest on debt obligations
 
644.4

 
30.7

 
56.9

 
56.6

 
500.2

Total
 
$
1,506.4

 
332.7

 
106.9

 
56.6

 
1,010.2


At March 31, 2020, we also had certain contractual obligations that may require us to invest additional amounts in our investment portfolio as follows:
($ in millions)
 
Amount of Obligation
Year of Expiration of Obligation
Alternative and other investments
 
$
227.8

2036
Non-publicly traded collateralized loan obligations in our fixed income securities portfolio
 
31.6

2030
Non-publicly traded common stock within our equity portfolio
 
2.4

2021
CMLs
 
2.9

Less than a year
Privately-placed corporate securities
 
$
2.0

Less than a year
Total
 
$
266.7

 

There is no certainty that any such additional investment will be required. We expect to have the capacity to repay and/or refinance these obligations as they come due.
 
We have issued no material guarantees on behalf of others and have no trading activities involving non-exchange traded contracts accounted for at fair value. For additional details on transactions with related parties, see Note 16. "Related Party Transactions" in Item 8. "Financial Statements and Supplementary Data." of our 2019 Annual Report.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

While the information provided in Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" as set forth in our 2019 Annual Report remains applicable, please refer to the following additional information regarding credit, liquidity, and equity price risk as of March 31, 2020.

Credit Risk
We entered the COVID-19 crisis with our investment portfolio well-positioned from a risk and liquidity perspective. With 8.4% of portfolio allocated to risk assets at March 31, 2020, we are underweight our longer-term risk asset allocation target of 12%. Our fixed income securities and short-term investment portfolios have an average credit quality of "AA-." Given the reduction in the valuation of U.S. public equities and the significant widening of high yield credit spreads since December 31, 2019, we expect to modestly increase our allocation to risk assets during the course of 2020, subject to market conditions.
















48


Details on the credit quality of our invested assets are provided below:
March 31, 2020
 
 
 
 
 
 
 
 
 
Credit Rating
($ in millions)
Amortized Cost
Fair Value
% of Invested Assets
Yield to Worst
Effective Duration in Years
Average Life in Years
 
AAA
AA
A
BBB
Non-Investment Grade
Not Rated
Short-term investments
$
518

$
518

7.6
%
1.0
%
0.0

0.0

 
$
494

$
23

$

$

$
1

$

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Fixed income securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
U.S. government obligations
134

142

2.1
 
1.1
 
3.9

4.4

 
142






Foreign government obligations
13

13

0.2
 
4.0
 
3.6

4.2

 

1

4

8



State and municipal obligations
1,151

1,202

17.6
 
1.8
 
5.3

5.4

 
216

622

306

58



Corporate securities
1,927

1,927

28.2
 
4.1
 
4.0

5.5

 
14

89

803

837

184


Mortgage-backed securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage-backed securities ("RMBS"):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Agency RMBS
1,287

1,353

19.8
 
1.3
 
2.0

3.3

 
1,353






Non-agency RMBS
80

77

1.1
 
5.6
 
1.4

3.6

 
32

7

33


5


Total RMBS
1,367

1,430

20.9
 
1.6
 
2.0

3.3

 
1,385

7

33


5


Commercial mortgage-backed securities ("CMBS")
517

531

7.8
 
3.2
 
5.0

6.5

 
478

22

23

8



Total mortgage-backed securities
1,884

1,961

28.7
 
2.0
 
2.8

4.2

 
1,863

29

56

8

5


Collateralized loan obligations ("CLO") and other asset-backed securities ("ABS"):
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   Auto
45

45

0.7
 
3.8
 
2.5

2.4

 
36

5

4




   Aircraft
57

42

0.6
 
13.3
 
3.3

4.2

 

2

40




   CLOs
512

469

6.8
 
5.5
 
1.1

4.7

 
287

111

26

35

9

1

   Credit cards
19

19

0.3
 
1.7
 
1.9

2.2

 
19






   Other ABS
156

147

2.2
 
5.8
 
2.4

5.2

 
23

2

90

25

7


Total CLOs and Other ABS
789

722

10.5
 
5.8
 
1.6

4.5

 
365

120

160

60

16

1

Total securitized assets
2,673

2,683

39.2
 
3.0
 
2.5

4.3

 
2,228

149

216

68

21

1

Total fixed income securities and short-term investments
6,416

6,485

94.8
 
2.9
 
3.3

4.5

 
3,094

884

1,329

971

206

1

Total fixed income securities and short-term investments by credit rating percentage
 
 
 
 
 
 
 
 
 
47.7
%
13.6
%
20.5
%
15.0
%
3.2
%
%
Commercial mortgage loans
14

14

0.2
 
3.7
 
7.5

4.7

 


12

2



Equity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stock1
114

98

1.4
 
0.8
 


 





98

Preferred stock
2

2

 
5.4
 


 




2


Total equity securities
116

100

1.4
 
0.9
 


 




2

98

Other investments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Alternative investments:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Private equity
132

132

1.9
 
 


 





132

Private credit
47

47

0.7
 
 


 





47

Real assets
23

23

0.3
 
 


 





23

Total alternative investments
202

202

2.9
 
 


 





202

Other investments
43

43

0.7
 
 


 





43

Total other investments
245

245

3.6
 
 


 





245

Total invested assets
$
6,791

$
6,844

100
 
 


 
$
3,094

$
884

$
1,341

$
973

$
208

$
344

(1)Includes investments in exchange traded funds, mutual funds, business development corporations, and real estate investment trusts.

Equity Price Risk
Our other investment portfolio represented approximately 4% of total invested assets as of March 31, 2020, and primarily includes alternative investments in limited partnerships. We account for these investments under the equity method, and they typically report income on a one-quarter lag. In the second quarter of 2020, we expect to record after-tax net investment losses

49


of between $15 million and $20 million from our private equity, private credit, and real asset limited partnership investments in our alternative investments portfolio due to an expected reduction in the underlying investment valuations resulting from the COVID-19-related financial disruption in First Quarter 2020. However, while these are our current estimates, our second quarter net investment income will reflect the actual decrease reported by these alternative investments as of March 31, 2020. For additional information regarding these alternative investment strategies, see Note 5. “Investments” in Item 8. “Financial Statements and Supplementary Data.” of our 2019 Annual Report.

Liquidity Risk
Overall, our primary focus during the COVID-19 crisis has been on increasing liquidity at the holding company and operating subsidiary levels. We had initially stopped reinvesting interest and proceeds from maturities from our fixed income securities portfolio to bolster liquidity and reduce risk organically at the margin. However, credit markets stabilized in late March in response to targeted actions taken by the Federal Reserve Board, and there was a record level of new issuances in the marketplace. Given that activity and our strong liquidity position, which was aided by the short-term borrowings discussed in the "Indebtedness" section below, we have permitted our core fixed income securities managers to reinvest the interest and proceeds from maturities from fixed income securities into highly liquid and high credit quality securities.

We ended the quarter with strong liquidity with short-term investments and cash of $527.0 million, which provides us significant financial flexibility should we see a slowdown in premium collections, or an acceleration of payments, including commissions and loss payments. Additionally, our investment portfolio remains highly-liquid as illustrated in the table below:
 
March 31, 2020
 
December 31, 2019
 
Asset Category
Percentage of Invested Assets
 
Percentage of Invested Assets
 
Highly-liquid assets
74

%
74

%
Generally liquid assets, may become less liquid with market stress1
22

 
22

 
Generally illiquid assets2
4

 
4

 
Total
100

%
100

%
1These exposures are concentrated within CMBS, CLO and other ABS.
2These exposures include our alternative investments and other non-traded securities.

Indebtedness
Our long-term debt balance did not materially change from December 31, 2019. However, as mentioned above, we significantly increased our short-term debt during the First Quarter 2020 in response to the COVID-19 pandemic, with the primary objective of increasing liquidity and operating flexibility in the short- to medium-term. The proceeds from the borrowings detailed in the table below, which were outstanding as of March 31, 2020, were invested in high-quality money market funds.
 
 
 
 
March 31, 2020
($ in thousands)
 
Date of
Maturity
 
Carrying
Amount
 
Fair
Value
Financial liabilities
 
 
 
 

 
 

Short-term debt
 
 
 
 

 
 

0.78% Borrowings from FHLBNY
 
9/14/2020
 
$
100,000

 
100,096

0.68% Borrowings from FHLBNY
 
9/18/2020
 
85,000

 
85,039

0.58% Borrowings from FHLBI
 
12/14/2020
 
67,000

 
67,006

2.244% Borrowings from Bank of Montreal "Line of Credit"1
 
9/24/2020
 
50,000

 

Total short-term debt
 
 
 
302,000

 
252,141

1Total short-term debt includes our $50 million Line of Credit borrowing. As there is no scheduled or definitive repayment plan for this borrowing as of March 31, 2020, the fair value cannot be calculated.

Refer to Note 10. "Indebtedness" in Item 8. "Financial Statements and Supplementary Data." of our 2019 Annual Report for additional information on our long-term borrowings and Note 5. "Indebtedness" in Part 1. "Financial Information" of this Form 10-Q for additional information regarding our short-term borrowing activity.

ITEM 4. CONTROLS AND PROCEDURES.

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this report. In performing this evaluation, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in Internal Control Integrated Framework ("COSO Framework") in 2013. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures as of the

50


end of such period are: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that we are required to disclose in the reports that we file or submit under the Exchange Act; and (ii) effective in ensuring that information that we are required to disclose in the reports that we file or submit under the Exchange Act is appropriately accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions about required disclosure.

Except for internal controls over financial reporting related to the implementation of ASU 2016-13, Financial Instruments - Credit Losses, no changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) occurred during First Quarter 2020 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management tested the design and operating effectiveness of internal controls over financial reporting related to the new processes regarding our allowances for credit losses and concluded they were effective.

We have not experienced any material impact to our internal control environment over financial reporting despite the fact that the majority of our employees are working remotely due to the COVID-19 pandemic. We are continually monitoring and assessing the COVID-19 current events to minimize the impact these events may have on our internal controls and their design and operating effectiveness.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

As of March 31, 2020, we have no material pending legal proceedings that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows. Incidental to our insurance operations, we are engaged in ordinary routine legal proceedings that, because litigation outcomes are inherently unpredictable, could have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods. For additional information regarding our legal risks, refer to Note 14. "Litigation" in Item 1. "Financial Statements." of this Form 10-Q and Item 1A. “Risk Factors” below in Part II. “Other Information.”

ITEM 1A. RISK FACTORS.

There are certain risk factors that can have a significant impact on our business, liquidity, capital resources, results of operations, financial condition, and debt ratings. These risk factors might affect, alter, or change actions that we might take in executing our long-term capital strategy, including without limitation, contributing capital to any or all of the Insurance Subsidiaries, issuing additional debt and/or equity securities, repurchasing our existing debt and/or equity securities, or increasing or decreasing stockholders' dividends. We operate in a continually changing business environment and new risk factors emerge from time to time. Consequently, we can neither predict such new risk factors nor assess the potential future impact, if any, they might have on our business. Our risk factors disclosed in Item 1A. “Risk Factors.” in our 2019 Annual Report remain accurate with the following addition:

Governmental actions to contain or delay the spread of the COVID-19 pandemic since early March 2020 have disrupted ordinary business commerce and impacted financial markets. These governmental actions, for which we cannot predict the extent, duration, and possible alteration based on future COVID-19-related developments, could materially and adversely affect our results of operations, financial position, and liquidity.

Governmental (international, federal, state, and local) actions to contain or delay the spread of the COVID-19 pandemic have resulted in directives requiring social distancing, operational alteration, or temporary closure of most non-essential businesses to limit public access, and the “sheltering-in-place” of everyone other than essential workers in many instances. These actions have generally:

Negatively impacted the global and United States domestic economies, with some sectors such as travel and leisure, retail, energy, and real estate more significantly affected than others;

Increased unemployment;

Increased international, federal, state, and local governmental budget deficits, which has led to adverse rating actions against certain governmental units and increased the general risk of governmental debt default that could impact the value of related fixed income securities;

Induced significant volatility in financial markets;

51


Decreased valuations in markets for equity, fixed income, and alternative investments;

Impacted individual income and business revenue, and increased the number of individuals and businesses experiencing financial distress with the potential for insolvency;

Decreased premium collections, late payment fees, and reinstatement fees;

Generated other state and federal legislative or executive branch proposals to (i) require insurance policies to retroactively cover COVID-19-related losses that were expressly excluded under the terms of some property insurance policies, and (ii) presume that COVID-19 is a work-related illness for certain employees under workers compensation policies;

Generated state insurance department bulletins or orders requesting or mandating premium credits and rebates on certain insurance policies that may exceed actual COVID-19-related frequency experience decreases;

Disrupted regular commerce, supply chains, and travel;

Increased expense management focus by individuals and all-sized businesses;

Increased the demand for and/or limited the availability of medical resources; and

Increased e-commerce, video, phone, and other methods of remote trade and business transaction.

The economic impacts of the COVID-19-related governmental actions may impact our revenue, loss and loss expense, liquidity, or regulatory capital and surplus, and operations, particularly as these relate, without limitation, to the following:

Impact on Our Insurance Operations

Because our general liability and workers compensation policies provide for premium audit, we must estimate the amount of return premium that we may owe policyholders for revenues and payrolls lowered due to the extent and duration of the COVID-19-related governmental directives and any related economic contraction. Such return premiums could be significant and will impact our underwriting results.

To help our customers maintain insurance coverages, we are offering - sometimes in collaboration with or at the direction of our regulators - individualized payment flexibility and suspension of policy cancellations, late payment notices, and late or reinstatement fees. Customers afforded this treatment have until the later of May 31, 2020 or the end of the grace period established by the customers’ home state insurance commissioner.

In the second quarter of 2020, we are offering a credit equal to 15% of insureds’ premiums for commercial automobile and personal automobile lines of insurance for April and May. This two-month premium-based credit was based on a limited amount of claim's reporting data about the impact of the COVID-19-related governmental directives on miles driven, which has reduced claims frequencies. We do not have traditional actuarial analysis to support these credits. The actual impact of the COVID-19-related governmental actions will not be fully known until some point in the future. Should the various governmental directives be extended beyond May 31, 2020, it is possible that we will give further premium credit to our customers to the extent supported by further data. Based on the continued COVID-19-related economic impact, it is possible that state insurance commissioners may take other regulatory actions requiring premium-based credit in lines other than commercial and personal automobile, and we face the risk that we may be required to return more premium than is warranted by our filed rating plans and actual loss experience.

All of our commercial property and businessowners policies require direct physical loss of or damage to insured property by a covered cause of loss. Whether COVID-19-related contamination, the existence of a pandemic, and/or the resulting government shutdown orders cause physical loss of or damage to property is already the subject of much debate and litigation. We cannot predict the outcome of that litigation. It also is our practice to attach to all standard lines commercial property and businessowners policies an exclusion that states that all loss or property damage caused by or resulting from any virus, bacterium or other microorganism that induces or is capable of inducing physical distress, illness, or disease is not a covered cause of loss. We offer some limited coverages that could apply in COVID-19-related claims and circumstances, primarily tied to clean-up and food-contamination that are subject to sub-limits. Approximately 95% of our commercial property and businessowners policies include the very specific and regulatory approved virus exclusion.

52


There currently are various public policy debates and legislative proposals at both the federal and state levels that would impose liability (including retroactively) for COVID-19-related business interruption losses on policies that do not provide such coverage terms. We cannot predict the outcome of such proposals, which may be influenced by media attention on and lobbying efforts by property and casualty insurance policyholders whose policies do not provide coverage for business interruption losses connected with the COVID-19-related governmental directives. We are aware of meritorious arguments that such proposals, if enacted, would be unconstitutional and impair future commercial activity. Nonetheless, if such proposals were enacted and upheld as constitutional, they would have a material impact on our profitability, liquidity and overall financial condition.

Limited availability of medical resources could result in medical inflation and complicate, delay and/or extend medical treatment that could impact exposure on workers’ compensation, general liability, and personal and commercial automobile claims.

We may have increased workers’ compensation loss and loss expenses if policyholder employees in high-risk roles with essential businesses contracted COVID-19 in the workplace. We may experience higher frequency in workers’ compensation claims, particularly if any of the various state legislative or executive order proposals are enacted to create presumptions that the contraction of COVID-19 by an essential industry employee who interacted with the public is work-related. We may also see an extension of workers' compensation benefits if employees do not have jobs to which they can return.

We may also experience elevated loss frequency and severity in our liability coverages from efforts by the plaintiff’s bar to generate COVID-19-related claim activity that impacts our policyholders.

Frequency and severity could also increase with respect to our auto and property coverages due to, among other things, disruptions in supply chains and changes in business practices and individual behaviors resulting from the stay-at-home and social distancing measures, such as arson and fraud.

Due to the COVID-19-related governmental orders, we may experience delayed reporting of losses, settlement negotiations, and trial of disputed claims that may disrupt our normal claims resolution trends.

Service levels could deteriorate if significant numbers of our remote employees or key business partners are unable to work effectively while sheltering-in-place. Examples of potential work impacts include local Internet disruption that prevents access to our virtual private network, widespread employee contraction of the COVID-19 illness, other governmental directives, or similar unavoidable events. Because our employees are working remotely, it also is possible that we will be subject to increased cybersecurity attacks from bad actors.

Impact on our Investment Operations

The significant equity and debt financial market volatility from the COVID-19 pandemic and the related governmental orders may impact our net investment income due to the following:
  
Financial market volatility is reflected in our alternative investment portfolio performance;

Increased spreads on fixed income securities may create mark-to-market investment valuation losses and reduce unrealized capital gains, which will impact GAAP equity;

OTTI losses may increase due to securities we intend to sell, as we give our third-party investment managers flexibility to take advantage of the spread widening in fixed income securities, particularly in asset classes more significantly impacted by COVID-19-related governmental directives and to which the Federal Reserve Board is providing liquidity and structural support; and

Inflation related to COVID-19 issues could be higher or lower than our expectations and impact our investment returns.


53


ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

The following table provides information regarding our purchases of our common stock in First Quarter 2020:
Period
 
Total Number of
Shares Purchased1
 
Average Price
Paid per Share
 
Total Number of
Shares Purchased
as Part of Publicly
Announced Programs
 
Maximum Number of
Shares that May Yet
Be Purchased Under the Announced Programs
January 1 – 31, 2020
 
16

 
$
66.25

 

 

February 1 - 29, 2020
 
101,544

 
68.07

 

 

March 1 - 31, 2020
 
259

 
55.78

 

 

Total
 
101,819

 
$
68.04

 

 

1We purchased these shares from employees to satisfy tax withholding obligations associated with the vesting of their restricted stock units.

ITEM 6. EXHIBITS.

Exhibit No.  
 
 
 
Description of the Company's Securities Registered Under Section 12 of the Securities Exchange Act of 1934.

 
Amendment No. 2 to Selective Insurance Supplemental Pension Plan, As Amended and Restated Effective as of January 1, 2005.
 
Employment Agreement between Selective Insurance Company of America and Michael H. Lanza, dated as of March 2, 2020 (incorporated by reference herein to Exhibit 10.1 of the Company's Current Report on Form 8-K filed March 2, 2020, File No. 001-33067).
*11
 
Statement Re: Computation of Per Share Earnings.
 
Certification of Chief Executive Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
 
Certification of Chief Financial Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
 
Certification of Chief Executive Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
 
Certification of Chief Financial Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
*101
 
The following financial statements from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, formatted in Inline Extensible Business Reporting Language (iXBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Stockholders' Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements.
*104
 
The cover page from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, formatted in iXBRL.
 * Filed herewith.
** Furnished and not filed herewith.





54


SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
 
SELECTIVE INSURANCE GROUP, INC.
Registrant 
 
Date:
May 6, 2020
 
By: /s/ John J. Marchioni
 
 
 
John J. Marchioni
 
 
 
President and Chief Executive Officer
 
 
 
(principal executive officer)
 
 
 
 
Date:
May 6, 2020
 
By: /s/ Mark A. Wilcox
 
 
 
Mark A. Wilcox
 
 
 
Executive Vice President and Chief Financial Officer
 
 
 
(principal financial officer)
 

55
Exhibit 4.1


DESCRIPTION OF THE REGISTRANT’S SECURITIES
REGISTERED PURSUANT TO SECTION 12 OF THE
SECURITIES EXCHANGE ACT OF 1934
The following description sets forth certain material terms and provisions of Selective Insurance Group, Inc.’s (“Selective,” “we,” “us,” and “our”) securities that are registered under Section 12 of the Securities Exchange Act of 1934, as amended, as of the date of the Quarterly Report on Form 10-Q of which this Exhibit is a part.
DESCRIPTION OF CAPITAL STOCK
The following description is a summary and does not purport to be complete. It is subject to, and qualified in its entirety by reference to, the Amended and Restated Certificate of Incorporation of Selective (the “Certificate of Incorporation”) and the By-Laws of Selective (the “Bylaws”), each of which is incorporated by reference as an exhibit to Selective’s Annual Report on Form 10-K. The terms of these securities also may be affected by the New Jersey Business Corporation Act.
Authorized Capital Stock
We are authorized to issue a total of 365,000,000 shares of capital stock consisting of 360,000,000 shares of common stock, par value $2.00 per share, and 5,000,000 shares of preferred stock, without par value. Our common stock is listed on the NASDAQ Global Select Market under the trading symbol “SIGI.”
Common Stock
All shares of common stock have equal rights. Each outstanding share of common stock is entitled to one vote per share on all matters submitted to a vote of our stockholders, except as set forth in the Certificate of Incorporation. Holders of common stock do not have cumulative voting rights.
Subject to the preferences that may be applicable to any then outstanding shares of preferred stock, holders of common stock are entitled to receive ratably on a per share basis such dividends and other distributions in cash, stock, or property of Selective as may be declared by our Board of Directors (the “Board”) from time to time out of the legally available assets or funds of Selective. Upon our voluntary or involuntary liquidation, dissolution or winding up, holders of common stock are entitled to receive ratably all assets of Selective available for distribution to its stockholders after payment of any amounts due to creditors and any amounts due to the holders of our preferred stock.
Holders of our common stock have no preemptive rights and no right to convert their common stock into any other securities. There are no redemption or sinking fund provisions applicable to our common stock.
Holders of our common stock will have no liability for further calls or assessments and will not be personally liable for the payment of our debts except as they may be liable by reason of their own conduct or acts.
The Board may authorize the issuance of preferred stock with voting, conversion, dividend, liquidation, and other rights that may adversely affect the rights of the holders of our common stock.
Preferred Stock
Under our Certificate of Incorporation, we are authorized to issue up to 5,000,000 shares of preferred stock, without par value, in one or more series. Of the 5,000,000 shares of preferred stock authorized, 300,000 shares have been designated Series A Junior Preferred Stock, without par value.
Certain Anti-Takeover Provisions of Our Certificate Incorporation and Bylaws
The following is a summary of certain provisions of our Certificate of Incorporation and Bylaws that may have the effect of delaying, deterring, or preventing hostile takeovers or changes in control or management of Selective. Such

1


Exhibit 4.1


provisions could deprive our stockholders of opportunities to realize a premium on their stock. At the same time, these provisions may have the effect of inducing any persons seeking to acquire or control us to negotiate terms acceptable to the Board.
Vacancies on the Board of Directors
Our Bylaws provide that any vacancies in the Board for any reason will be filled only by a majority of our directors remaining in office, and directors so elected will hold office until the next election of directors. The inability of our stockholders to fill vacancies on our Board may make it more difficult to change the composition of the Board.
Removal of Directors
Our Certificate of Incorporation and Bylaws provide that a director may be removed from office by our stockholders only for cause and by the affirmative vote of the majority of the votes cast by stockholders entitled to vote for the election of directors. The vote of 66 2/3% of our outstanding voting stock is required to amend or repeal this provision.
Cumulative Voting
Our Certificate of Incorporation and Bylaws do not provide for cumulative voting. Accordingly, the holders of a majority of the shares of our common stock entitled to vote in any election of directors may elect all of the directors standing for election.
Super Majority Vote for Business Combinations
Under our Certificate of Incorporation, a merger, consolidation, sale of all or substantially all of our assets or other business combination involving an interested stockholder holding 10% or more of the voting power of our capital stock requires the affirmative vote of 66 2/3% of our outstanding voting stock unless the transaction has been approved by a majority of those members of the Board who are not affiliated with the interested stockholder or unless the interested stockholder offers a fair price and reasonably uniform terms to all other stockholders. The vote of 66 2/3% of our outstanding voting stock is required to amend or repeal this provision.
Advance Notification of Stockholder Nominations and Proposals
Our Bylaws provide that in order for nominations of directors or other business to be properly brought before an annual meeting by our stockholders, subject to certain limited exceptions, the stockholders must give notice to us not less than 120 days nor more than 150 days prior to the anniversary of our previous annual meeting of stockholders. The notice must contain specific information regarding the nominee for director, or other business to be addressed, as well as information regarding the stockholder who is proposing the nomination.
Regulation of Insurance Company Takeovers
We own, directly or indirectly, all of the shares of stock of our insurance company subsidiaries domiciled in New Jersey, New York, and Indiana. State insurance laws require prior approval by state insurance departments of any acquisition of control of an insurance company domiciled in the state or a company that controls an insurance company domiciled in the state. For this purpose, control generally includes ownership of 10% or more of the voting securities of, or the possession of proxies representing 10% or more, of an insurance company or insurance holding company, unless the state insurance commissioner determines otherwise. As such, any purchase of 10% or more of our common stock could require approval of the insurance departments in the states mentioned above.

2

Exhibit 10.1

SELECTIVE INSURANCE SUPPLEMENTAL PENSION PLAN

AMENDMENT NO. 2

THIS AMENDMENT No. 2 is made by Selective Insurance Company of America (the “Company”) to the Selective Insurance Supplemental Pension Plan, As Amended and Restated Effective as of January 1, 2005 (the “Plan”).
W I T N E S S E T H:
WHEREAS, the Company maintains the Plan for the benefit of certain key employees of the Company and those of its affiliates which have adopted the Plan; and

WHEREAS, the Company amended the Plan by Amendment No. 1, dated March 25, 2013, to cease all future benefit accruals under the Plan effective as of March 31, 2016; and

WHEREAS, the Plan currently provides that benefits under the SERP for calendar months commencing on or after a participant’s Normal Retirement Age, as defined in the SERP, shall be permanently withheld in accordance with the suspension of benefits provisions of the Retirement Income Plan for Selective Insurance Company of America (the “Retirement Plan”); and

WHEREAS, the Company wishes to amend the Plan, effective as of January 1, 2020, consistent with the changes contemporaneously made to the Retirement Plan, to discontinue suspension of benefits for participants who, after payment of their benefits under the Plan has commenced, are reemployed by the Company or any of its affiliates for a specific project and for a period that is not reasonably expected to last more than twelve (12) months, each as described in the offer letter made to the participant; and

WHEREAS, the Company or its delegee may amend the Plan at any time, pursuant to Section 18(a) thereof, by an instrument in writing.

NOW, THEREFORE, effective as of January 1, 2020, the Company hereby amends Section 9(c) of the Plan to read as follows:

(c) If a Member continues to perform Hours of Service after his Normal Retirement Age, Plan benefits for calendar months commencing on or after his Normal Retirement Age shall be permanently withheld in accordance with the suspension of benefits provisions of the Retirement Plan. For the avoidance of doubt, effective as of January 1, 2020, Plan benefits shall not be withheld for a Member who (i) has incurred a Separation from Service, (ii) has commenced receipt of retirement benefits under the Plan, and (iii) is subsequently reemployed by the Company or an Affiliate at any time (either before or on or after January 1, 2020) for a specific project and for a period that is not reasonably expected to last more than twelve (12) months, each as described in the offer letter made to the Member. Such benefits (y) shall be paid during the period of reemployment in the same form, in the same amounts, and at the same time(s) as the Member’s benefit payments immediately prior to the date of reemployment; and (z) shall constitute an additional benefit that is a Post-2004 Benefit.

IN WITNESS WHEREOF, this Amendment No. 2 is hereby executed on this 25th day of February, 2020.

SELECTIVE INSURANCE COMPANY OF AMERICA


By: /s/ Michael H. Lanza
Name: Michael H. Lanza
Title: Executive Vice President and General Counsel

1



Exhibit 11

SELECTIVE INSURANCE GROUP, INC. AND CONSOLIDATED SUBSIDIARIES
COMPUTATION OF EARNINGS PER SHARE


First Quarter 2020
 
Income
(Numerator)
 
Shares
(Denominator)
 
Per Share
Amount
(in thousands, except per share amounts)
 
 
 
Basic Earnings Per Share ("EPS"):
 
 
 
 
 
 
Net income available to common stockholders
 
$
15,236

 
59,712

 
$
0.26

 
 
 
 
 
 
 
Effect of dilutive securities:
 
 
 
 
 
 
Stock compensation plans
 

 
495

 
 
 
 
 
 
 
 
 
Diluted EPS:
 
 
 
 
 
 
Net income available to common stockholders
 
$
15,236

 
60,207

 
$
0.25

 
 
 
 
 
 
 
First Quarter 2019
 
Income
(Numerator)
 
Shares
(Denominator)
 
Per Share
Amount
(in thousands, except per share amounts)
 
 
 
Basic EPS:
 
 
 
 
 
 
Net income available to common stockholders
 
$
61,348

 
59,252

 
$
1.04

 
 
 
 
 
 
 
Effect of dilutive securities:
 
 
 
 
 
 
Stock compensation plans
 

 
624

 
 
 
 
 
 
 
 
 
Diluted EPS:
 
 
 
 
 
 
Net income available to common stockholders
 
$
61,348

 
59,876

 
$
1.02











Exhibit 31.1
  
Certification pursuant to Rule 13a-14(a), as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
  
I, JOHN J. MARCHIONI, President and Chief Executive Officer of Selective Insurance Group, Inc. (the “Company”), certify, that:
 
1. I have reviewed this quarterly report on Form 10-Q of the Company;
 
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations, comprehensive income and cash flows of the registrant as of, and for, the periods presented in this report;
 
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
 
5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 
Date:
May 6, 2020
 
By: /s/ John J. Marchioni
 
 
 
John J. Marchioni
 
 
 
President and Chief Executive Officer
 





Exhibit 31.2
  
Certification pursuant to Rule 13a-14(a), as adopted pursuant to
Section 302 of the Sarbanes-Oxley Act of 2002
  
I, MARK A. WILCOX, Executive Vice President and Chief Financial Officer of Selective Insurance Group, Inc. (the “Company”), certify, that:
 
1. I have reviewed this quarterly report on Form 10-Q of the Company;
 
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
 
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations, comprehensive income and cash flows of the registrant as of, and for, the periods presented in this report;
 
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
(b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
(c)
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
(d)
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
 
5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
(b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
 
Date:
May 6, 2020
 
By: /s/ Mark A. Wilcox
 
 
 
Mark A. Wilcox
 
 
 
Executive Vice President and Chief Financial Officer





Exhibit 32.1
 
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

 
I, JOHN J. MARCHIONI , President and Chief Executive Officer of Selective Insurance Group, Inc. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the quarterly report on Form 10-Q of the Company for the quarterly period ended March 31, 2020 (the “Form 10-Q”), which this certification accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:
May 6, 2020
 
By: /s/ John J. Marchioni
 
 
 
John J. Marchioni
 
 
 
President and Chief Executive Officer





Exhibit 32.2
 
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002

 
I, MARK A. WILCOX, Executive Vice President and Chief Financial Officer of Selective Insurance Group, Inc. (the “Company”), hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that the quarterly report on Form 10-Q of the Company for the quarterly period ended March 31, 2020 (the “Form 10-Q”), which this certification accompanies, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, and the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:
May 6, 2020
 
By: /s/ Mark A. Wilcox
 
 
 
Mark A. Wilcox
 
 
 
Executive Vice President and Chief Financial Officer