UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
Form 8-K
_____________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event Reported): April 28, 2020
Donegal Group Inc.
(Exact Name of Registrant as Specified in Charter)
DE | 0-15341 | 23-2424711 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
1195 RIVER RD, MARIETTA, PA 17547 |
(Address of Principal Executive Offices) (Zip Code) |
717-426-1931
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
|
||
[ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
[ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
[ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
[ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbols | Name of Each Exchange on Which Registered | ||
Class A Common Stock, $.01 par value | DGICA | The NASDAQ Global Select Market | ||
Class B Common Stock, $.01 par value | DGICB | The NASDAQ Global Select Market |
Item 2.02. Results of Operations and Financial Condition.
On April 28, 2020, the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
SIGNATURE
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 hereunto duly authorized.
Donegal Group Inc. | ||
Date: April 28, 2020 | By: | /s/ Jeffrey D. Miller |
Jeffrey D. Miller | ||
Executive Vice President & Chief Financial Officer | ||
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press Release dated April 28, 2020 |
EXHIBIT 99.1
Donegal Group Inc. Announces First Quarter 2020 Results
MARIETTA, Pa., April 28, 2020 (GLOBE NEWSWIRE) -- Donegal Group Inc. (NASDAQ: DGICA and DGICB) today reported its financial results for the first quarter of 2020.
The Company will hold a conference call to discuss these results on Wednesday, April 29, 2020 at 11:00 A.M. Eastern Time. You may listen to the webcast of this conference call by accessing the event link at http://investors.donegalgroup.com .
Significant items include:
Three Months Ended March 31, | |||||||||
2020 | 2019 | % Change | |||||||
(dollars in thousands, except per share amounts) | |||||||||
Income Statement Data | |||||||||
Net premiums earned | $ | 187,253 | $ | 188,073 | -0.4 | % | |||
Investment income, net | 7,376 | 7,049 | 4.6 | ||||||
Net investment (losses) gains | (10,695 | ) | 18,097 | NM 2 | |||||
Total revenues | 184,911 | 214,714 | -13.9 | ||||||
Net income | 3,731 | 23,023 | -83.8 | ||||||
Non-GAAP operating income 1 | 12,341 | 7,302 | 69.0 | ||||||
Per Share Data | |||||||||
Net income – Class A (diluted) | $ | 0.13 | $ | 0.82 | -84.1 | % | |||
Net income – Class B | 0.12 | 0.75 | -84.0 | ||||||
Non-GAAP operating income – Class A (diluted) | 0.43 | 0.26 | 65.4 | ||||||
Non-GAAP operating income – Class B | 0.40 | 0.24 | 66.7 | ||||||
Book value | 15.92 | 15.10 | 5.4 | ||||||
1
The “Definitions of Non-GAAP and Operating Measures” section of this release defines and reconciles data that we prepare on an accounting basis other than U.S. generally accepted accounting principles (“GAAP”).
2 Not meaningful.
Management Commentary
Kevin G. Burke, President and Chief Executive Officer of Donegal Group Inc., noted, “While we are pleased with our results for the first quarter of 2020, our thoughts are centered on the impact that the COVID-19 pandemic is having both globally and locally on our employees, agents, policyholders and stockholders. Donegal Group is closely monitoring the ongoing impact of the pandemic while adhering to the various government requirements and evolving regulations throughout the regions where we operate. We proactively implemented measures in mid-March to promote the safety and health of employees and their families and to ensure a continuation of essential services to agents and policyholders. Our core operations are functioning effectively with the vast majority of our employees performing their duties remotely. We will continue to adapt to meet the changing needs of our customers and to respond to challenges resulting from the ongoing economic impacts in the coming months.”
Mr. Burke continued, “Net income for the first quarter of 2020 benefitted from solid underwriting performance, with the 97.0% combined ratio for the first quarter of 2020 comparing favorably to the 99.3% combined ratio for the prior-year quarter. We continued to gain traction on underwriting initiatives we have implemented to improve profitability. Our commercial lines segment continued to perform well in spite of ongoing commercial automobile profitability challenges, and we are pleased with the continuing growth we achieved in that segment. The favorable underwriting performance was partially offset by net investment losses, primarily related to the decline in the market value of equity securities we held at March 31, 2020. Setting aside the impact of equity market volatility primarily related to COVID-19, we were pleased with our operating performance for the first quarter of 2020.”
Jeffrey D. Miller, Executive Vice President and Chief Financial Officer of Donegal Group Inc., commented on the first quarter results, “Net premiums written declined slightly as we continued to shift our business mix toward a greater proportion of commercial lines where we have historically achieved higher levels of profitability. The loss ratio was 62.6% for the first quarter of 2020, compared to 65.5% for the prior-year quarter, with the decrease largely due to a combination of improving loss cost trends in our core lines of business and relatively mild winter weather conditions throughout our operating regions. The expense ratio for the first quarter of 2020 increased modestly, in part due to our continuing implementation of new technology initiatives that will ultimately enhance our operational capabilities and efficiency. We recorded a $1.6 million income tax benefit during the first quarter of 2020 related to the anticipated carryback of 2018 net operating losses to past tax years, as allowed under the Coronavirus Aid, Relief and Economic Security Act that was enacted in March 2020.”
Mr. Burke concluded, “Our net income along with unrealized gains within our available-for-sale fixed-maturity portfolio due to a decline in market interest rates during the first quarter of 2020 contributed to an increase in our book value to $15.92 at March 31, 2020, compared to $15.67 at December 31, 2019.”
Insurance Operations
Donegal Group is an insurance holding company whose insurance subsidiaries offer personal and commercial property and casualty lines of insurance in three Mid-Atlantic states (Delaware, Maryland and Pennsylvania), three New England states (Maine, New Hampshire and Vermont), six Southern states (Alabama, Georgia, North Carolina, South Carolina, Tennessee and Virginia) and eight Midwestern states (Illinois, Indiana, Iowa, Michigan, Nebraska, Ohio, South Dakota and Wisconsin)
. Donegal Mutual Insurance Company and the insurance subsidiaries of Donegal Group conduct business together as the Donegal Insurance Group.
Three Months Ended March 31, | ||||||||
2020
|
2019
|
% Change | ||||||
(dollars in thousands) | ||||||||
Net Premiums Earned | ||||||||
Commercial lines | $ | 101,775 | $ | 91,481 | 11.3 | % | ||
Personal lines | 85,478 | 96,592 | -11.5 | |||||
Total net premiums earned | $ | 187,253 | $ | 188,073 | -0.4 | % | ||
Net Premiums Written | ||||||||
Commercial lines: | ||||||||
Automobile | $ | 38,393 | $ | 34,302 | 11.9 | % | ||
Workers' compensation | 34,169 | 33,392 | 2.3 | |||||
Commercial multi-peril | 40,427 | 37,840 | 6.8 | |||||
Other | 8,710 | 8,147 | 6.9 | |||||
Total commercial lines | 121,699 | 113,681 | 7.1 | |||||
Personal lines: | ||||||||
Automobile | 47,768 | 56,026 | -0.1 | |||||
Homeowners | 23,777 | 25,028 | -5.0 | |||||
Other | 4,993 | 5,180 | -3.6 | |||||
Total personal lines | 76,538 | 86,234 | -11.2 | |||||
Total net premiums written | $ | 198,237 | $ | 199,915 | -0.8 | % | ||
Net Premiums Written
The 0.8% decrease in net premiums written for the first quarter of 2020 compared to the first quarter of 2019, as shown in the table above, represents an 11.2% decline in personal lines net premiums written, offset by 7.1% growth in commercial lines net premiums written. The $1.7 million decline in net premiums written for the first quarter of 2020 compared to the first quarter of 2019 included:
Underwriting Performance
We evaluate the performance of our commercial lines and personal lines segments primarily based upon the underwriting results of our insurance subsidiaries as determined under statutory accounting practices. The following table presents comparative details with respect to the GAAP and statutory combined ratios 1 for the three months ended March 31, 2020 and 2019:
Three Months Ended | |||||
March 31, | |||||
2020 | 2019 | ||||
GAAP Combined Ratios (Total Lines) | |||||
Loss ratio (non-weather) | 58.9 | % | 60.4 | % | |
Loss ratio (weather-related) | 3.7 | 5.1 | |||
Expense ratio | 33.4 | 32.6 | |||
Dividend ratio | 1.0 | 1.2 | |||
Combined ratio | 97.0 | % | 99.3 | % | |
Statutory Combined Ratios | |||||
Commercial lines: | |||||
Automobile | 117.4 | % | 116.5 | % | |
Workers' compensation | 90.1 | 88.8 | |||
Commercial multi-peril | 89.1 | 90.9 | |||
Other | 64.2 | 65.2 | |||
Total commercial lines | 96.0 | 96.4 | |||
Personal lines: | |||||
Automobile | 100.0 | 101.3 | |||
Homeowners | 90.7 | 95.4 | |||
Other | 66.5 | 70.3 | |||
Total personal lines | 94.7 | 97.8 | |||
Total lines | 95.4 | % | 97.1 | % | |
For the first quarter of 2020, the loss ratio decreased to 62.6%, compared to 65.5% for the first quarter of 2019. Weather-related losses of $6.9 million for the first quarter of 2020, or 3.7 percentage points of the loss ratio, decreased from $9.7 million for the first quarter of 2019, or 5.1 percentage points of the loss ratio. Weather-related loss activity for the first quarter of 2020 was lower than our previous five-year average of $10.7 million for first-quarter weather-related losses.
Large fire losses, which we define as individual fire losses in excess of $50,000, for the first quarter of 2020 were $6.3 million, or 3.4 percentage points of the loss ratio. That amount was slightly lower than the large fire losses of $6.6 million, or 3.5 percentage points of the loss ratio, for the first quarter of 2019.
Net development of reserves for losses incurred in prior accident years of $4.3 million decreased the loss ratio for the first quarter of 2020 by 2.3 percentage points, compared to $4.0 million that decreased the loss ratio for the first quarter of 2019 by 2.1 percentage points. With the exception of modest unfavorable development in the homeowners and commercial automobile lines of business, our insurance subsidiaries experienced modest favorable development in all lines of business in the first quarter of 2020.
The expense ratio was 33.4% for the first quarter of 2020, compared to 32.6% for the first quarter of 2019. The increase in the expense ratio reflected an increase in technology systems-related expenses and higher underwriting-based incentive costs for the first quarter of 2020 compared to the prior-year quarter.
Investment Operations
Donegal Group’s investment strategy is to generate an appropriate amount of after-tax income on its invested assets while minimizing credit risk through investment in high-quality securities. As a result, we had invested 89.7% of our consolidated investment portfolio in diversified, highly rated and marketable fixed-maturity securities at March 31, 2020.
March 31, 2020 | December 31, 2019 | ||||||||||||
Amount | % | Amount | % | ||||||||||
(dollars in thousands) | |||||||||||||
Fixed maturities, at carrying value: | |||||||||||||
U.S. Treasury securities and obligations of U.S. | |||||||||||||
government corporations and agencies | $ | 97,619 |
8.4
|
% | $ | 102,281 |
9.2
|
% | |||||
Obligations of states and political subdivisions | 277,449 |
23.9
|
261,431 |
23.5
|
|||||||||
Corporate securities | 315,225 |
27.2
|
315,641 |
28.4
|
|||||||||
Mortgage-backed securities | 351,327 |
30.2
|
361,693 |
32.6
|
|||||||||
Total fixed maturities | 1,041,620 |
89.7
|
1,041,046 |
93.7
|
|||||||||
Equity securities, at fair value | 46,179 |
4.0
|
55,477 |
5.0
|
|||||||||
Short-term investments, at cost | 72,719 |
6.3
|
14,030 |
1.3
|
|||||||||
Total investments | $ | 1,160,518 |
100.0
|
% | $ | 1,110,553 |
100.0
|
% | |||||
Average investment yield | 2.6 | % | 2.8 | % | |||||||||
Average tax-equivalent investment yield | 2.7 | % | 2.9 | % | |||||||||
Average fixed-maturity duration (years) | 3.8 | 4.2 | |||||||||||
Short-term investments at March 31, 2020 increased by $58.7 million from the year-end 2019 balance, primarily reflecting contingent liquidity funding that Atlantic States Insurance Company, our largest insurance subsidiary, obtained in March 2020 for added security in light of uncertainty surrounding the economic impact of the COVID-19 pandemic. Atlantic States Insurance Company issued $50.0 million of debt to the Federal Home Loan Bank of Pittsburgh in exchange for a cash advance in the same amount. The debt carries a fixed interest rate of 0.83% and is due in March 2021.
Net investment income of $7.4 million for the first quarter of 2020 increased 4.6% compared to $7.0 million in net investment income for the first quarter of 2019. The increase in net investment income reflected primarily an increase in average invested assets relative to the prior-year first quarter.
Net investment losses of $10.7 million for the first quarter of 2020 were primarily related to unrealized losses in the fair value of equity securities held at March 31, 2020. Net investment gains of $18.1 million for the first quarter of 2019 included $12.7 million from the sale of Donegal Financial Services Corporation with the remainder primarily related to unrealized gains in the fair value of equity securities we held at March 31, 2019.
Definitions of Non-GAAP and Operating Measures
We prepare our consolidated financial statements on the basis of GAAP. Our
insurance subsidiaries also prepare financial statements based on statutory accounting principles
state insurance regulators prescribe or permit (“SAP”)
. In addition to using GAAP-based performance measurements, we also utilize certain non-GAAP financial measures that we believe provide value in managing our business and for comparison to the financial results of our peers. These non-GAAP measures are net premiums written, operating income or loss and statutory combined ratio.
Net premiums written and operating income or loss are non-GAAP financial measures investors in insurance companies commonly use. We define net premiums written as the amount of full-term premiums our insurance subsidiaries record for policies effective within a given period less premiums our insurance subsidiaries cede to reinsurers. We define operating income or loss as net income or loss excluding after-tax net investment gains or losses, after-tax restructuring charges and other significant non-recurring items. Because our calculation of operating income or loss may differ from similar measures other companies use, investors should exercise caution when comparing our measure of operating income or loss to the measure of other companies.
The following table provides a reconciliation of net premiums earned to net premiums written for the periods indicated:
Three Months Ended March 31, | ||||||||
2020 | 2019 | % Change | ||||||
(dollars in thousands) | ||||||||
Reconciliation of Net Premiums | ||||||||
Earned to Net Premiums Written | ||||||||
Net premiums earned | $ | 187,253 | $ | 188,073 | -0.4 | % | ||
Change in net unearned premiums | 10,984 | 11,842 | -7.2 | |||||
Net premiums written | $ | 198,237 | $ | 199,915 | -0.8 | % | ||
The following table provides a reconciliation of net income to operating income for the periods indicated:
Three Months Ended March 31, | |||||||||
2020 | 2019 | % Change | |||||||
(dollars in thousands, except per share amounts) | |||||||||
Reconciliation of Net Income | |||||||||
to Non-GAAP Operating Income | |||||||||
Net income | $ | 3,731 | $ | 23,023 | -83.8 | % | |||
Investment losses (gains) (after tax) | 8,449 | (15,721 | ) | NM | |||||
Other, net | 161 | - | NM | ||||||
Non-GAAP operating income | $ | 12,341 | $ | 7,302 | 69.0 | % | |||
Per Share Reconciliation of Net Income | |||||||||
to Non-GAAP Operating Income | |||||||||
Net income – Class A (diluted) | $ | 0.13 | $ | 0.82 | -84.1 | % | |||
Investment losses (gains) (after tax) | 0.29 | (0.56 | ) | NM | |||||
Other, net | 0.01 | - | NM | ||||||
Non-GAAP operating income – Class A | $ | 0.43 | $ | 0.26 | 65.4 | % | |||
Net income – Class B | $ | 0.12 | $ | 0.75 | -84.0 | % | |||
Investment losses (gains) (after tax) | 0.27 | (0.51 | ) | NM | |||||
Other, net | 0.01 | - | NM | ||||||
Non-GAAP operating income – Class B | $ | 0.40 | $ | 0.24 | 66.7 | % | |||
The statutory combined ratio is a non-GAAP standard measurement of underwriting profitability that is based upon amounts determined under SAP. The statutory combined ratio is the sum of:
The statutory combined ratio does not reflect investment income, federal income taxes or other non-operating income or expense. A statutory combined ratio of less than 100% generally indicates underwriting profitability.
Conference Call and Webcast
We will hold a conference call and webcast on Wednesday, April 29, 2020, beginning at 11:00 A.M. Eastern Time. You may listen via the Internet by accessing the webcast link on our website at http://investors.donegalgroup.com . A replay of the conference call will also be available via our website.
About Donegal Group Inc.
Donegal Group is an insurance holding company. The insurance subsidiaries of Donegal Group and Donegal Mutual Insurance Company conduct business together as the Donegal Insurance Group. Our Class A common stock and Class B common stock trade on the NASDAQ Global Select Market under the symbols DGICA and DGICB, respectively. We are focused on several primary strategies, including growing profitably in commercial lines, improving our financial performance, leveraging technology to transform our business, strategically modernizing our business in order to achieve operational excellence and competing effectively to enhance our market position.
Safe Harbor
We base all statements contained in this release that are not historic facts on our current expectations. These statements are forward-looking in nature (as defined in the Private Securities Litigation Reform Act of 1995) and involve a number of risks and uncertainties. Actual results could vary materially. Factors that could cause actual results to vary materially include: our ability to attract new business, retain existing business and collect balances due to us as a result of the prolonged economic challenges resulting from the COVID-19 pandemic and related business shutdown, adverse and catastrophic weather events, our ability to maintain profitable operations, the adequacy of the loss and loss expense reserves of our insurance subsidiaries, business and economic conditions in the areas in which our insurance subsidiaries operate, interest rates, competition from various insurance and other financial businesses, terrorism, the availability and cost of reinsurance, legal and judicial developments including those related to COVID-19 business interruption coverage exclusions, changes in regulatory requirements and other risks we describe in the periodic reports we file with the Securities and Exchange Commission. You should not place undue reliance on any such forward-looking statements. We disclaim any obligation to update such statements or to announce publicly the results of any revisions that we may make to any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.
Donegal Group Inc. | |||||||
Consolidated Statements of Income | |||||||
(unaudited; in thousands, except share data) | |||||||
Quarter Ended March 31, | |||||||
2020 | 2019 | ||||||
Net premiums earned | $ | 187,253 | $ | 188,073 | |||
Investment income, net of expenses | 7,376 | 7,049 | |||||
Net investment (losses) gains | (10,695 | ) | 18,097 | ||||
Lease income | 109 | 111 | |||||
Installment payment fees | 868 | 1,089 | |||||
Equity in earnings of DFSC | - | 295 | |||||
Total revenues | 184,911 | 214,714 | |||||
Net losses and loss expenses | 117,247 | 123,111 | |||||
Amortization of deferred acquisition costs | 29,937 | 30,592 | |||||
Other underwriting expenses | 32,598 | 30,685 | |||||
Policyholder dividends | 1,842 | 2,350 | |||||
Interest | 224 | 565 | |||||
Other expenses, net | 560 | 566 | |||||
Total expenses | 182,408 | 187,869 | |||||
Income before income tax (benefit) expense | 2,503 | 26,845 | |||||
Income tax (benefit) expense | (1,228 | ) | 3,822 | ||||
Net income | $ | 3,731 | $ | 23,023 | |||
Net income per common share: | |||||||
Class A - basic and diluted | $ | 0.13 | $ | 0.82 | |||
Class B - basic and diluted | $ | 0.12 | $ | 0.75 | |||
Supplementary Financial Analysts' Data | |||||||
Weighted-average number of shares | |||||||
outstanding: | |||||||
Class A - basic | 23,260,386 | 22,849,717 | |||||
Class A - diluted | 23,448,022 | 22,921,267 | |||||
Class B - basic and diluted | 5,576,775 | 5,576,775 | |||||
Net premiums written | $ | 198,237 | $ | 199,915 | |||
Book value per common share | |||||||
at end of period | $ | 15.92 | $ | 15.10 |
Donegal Group Inc. | |||||||
Consolidated Balance Sheets | |||||||
(in thousands) | |||||||
March 31, | December 31, | ||||||
2020 | 2019 | ||||||
(unaudited) | |||||||
ASSETS | |||||||
Investments: | |||||||
Fixed maturities: | |||||||
Held to maturity, at amortized cost | $ | 487,157 | $ | 476,094 | |||
Available for sale, at fair value | 554,463 | 564,952 | |||||
Equity securities, at fair value | 46,179 | 55,477 | |||||
Short-term investments, at cost | 72,719 | 14,030 | |||||
Total investments | 1,160,518 | 1,110,553 | |||||
Cash | 52,282 | 49,319 | |||||
Premiums receivable | 182,064 | 165,733 | |||||
Reinsurance receivable | 374,758 | 367,021 | |||||
Deferred policy acquisition costs | 60,315 | 59,285 | |||||
Prepaid reinsurance premiums | 163,623 | 142,476 | |||||
Other assets | 29,811 | 28,774 | |||||
Total assets | $ | 2,023,371 | $ | 1,923,161 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||
Liabilities: | |||||||
Losses and loss expenses | $ | 888,212 | $ | 869,674 | |||
Unearned premiums | 542,278 | 510,147 | |||||
Accrued expenses | 22,026 | 28,454 | |||||
Borrowings under lines of credit | 85,000 | 35,000 | |||||
Subordinated debentures | 5,000 | 5,000 | |||||
Other liabilities | 21,294 | 23,870 | |||||
Total liabilities | 1,563,810 | 1,472,145 | |||||
Stockholders' equity: | |||||||
Class A common stock | 263 | 262 | |||||
Class B common stock | 56 | 56 | |||||
Additional paid-in capital | 269,889 | 268,152 | |||||
Accumulated other comprehensive income | 3,704 | 504 | |||||
Retained earnings | 226,875 | 223,268 | |||||
Treasury stock | (41,226 | ) | (41,226 | ) | |||
Total stockholders' equity | 459,561 | 451,016 | |||||
Total liabilities and stockholders' equity | $ | 2,023,371 | $ | 1,923,161 |
For Further Information:
Jeffrey D. Miller, Executive Vice President & Chief Financial Officer
Phone: (717) 426-1931
E-mail:
investors@donegalgroup.com