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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 10-K

 


 

x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the fiscal year ended December 31, 2004

 

¨ 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 2-39621

 


 

UNITED FIRE & CASUALTY COMPANY

(Exact name of registrant as specified in its charter)

 


 

Iowa   42-0644327
(State of Incorporation)   (IRS Employer Identification No.)

118 Second Avenue SE

Cedar Rapids, Iowa

  52407-3909
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (319) 399-5700

 


 

Securities Registered Pursuant to Section 12(b) of the Act: None

 

Securities Registered Pursuant to Section 12(g) of the Act: None

 


 

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  x     NO  ¨

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).    YES  x    NO  ¨

 

As of February 1, 2005, 20,132,556 shares of common stock were outstanding. The aggregate market value of voting stock held by nonaffiliates of the registrant as of June 30, 2004, was approximately $367.5 million. For purposes of this calculation, all directors and executive officers of the registrant are considered affiliates.

 



Table of Contents

FORM 10-K TABLE OF CONTENTS

 

          PAGE

PART I:

         

Item 1.

   Business    1

Item 2.

   Properties    8

Item 3.

   Legal Proceedings    8

Item 4.

   Submission of Matters to a Vote of Security Holders    8

PART II:

         

Item 5.

   Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities    8

Item 6.

   Selected Financial Data    9

Item 7.

   Management’s Discussion and Analysis of Financial Condition and Results of Operations    10

Item 7A.

   Quantitative and Qualitative Disclosures About Market Risk    31

Item 8.

   Financial Statements and Supplementary Data    33

Item 9.

   Changes in and Disagreements with Accountants on Accounting and Financial Disclosure    67

Item 9A.

   Controls and Procedures    67

Item 9B.

   Other Information    67

PART III:

         

Item 10.

   Directors and Executive Officers of the Registrant    68

Item 11.

   Executive Compensation    71

Item 12.

   Security Ownership of Certain Beneficial Owners and Management    76

Item 13.

   Certain Relationships and Related Transactions    78

Item 14.

   Principal Accounting Fees and Services    78

PART IV:

         

Item 15.

   Exhibits, Financial Statement Schedules    79
     Signatures    80


Table of Contents

PART I.

 

ITEM 1. BUSINESS

 

GENERAL DESCRIPTION

 

The terms “United Fire,” “we,” “us,” or “our” refer to United Fire & Casualty Company or United Fire & Casualty Company and its consolidated subsidiaries and affiliate, as the context requires. We are engaged in the business of writing property and casualty insurance and life insurance. We are an Iowa corporation incorporated in January 1946. Our principal executive office is located at 118 Second Avenue SE, P.O. Box 73909, Cedar Rapids, Iowa 52407-3909. Telephone: 319-399-5700.

 

Our property and casualty insurance segment includes United Fire and the following companies:

 

    Addison Insurance Company, an Illinois property and casualty insurer; Lafayette Insurance Company, a Louisiana property and casualty insurer; and American Indemnity Financial Corporation, a Delaware holding company, all of which are wholly owned by United Fire & Casualty Company.

 

    American Indemnity Financial Corporation owns substantially all of American Indemnity Company, a Texas property and casualty insurer. American Indemnity Company has two wholly owned insurance subsidiaries, Texas General Indemnity Company, a Colorado property and casualty insurer, and United Fire & Indemnity Company, a Texas property and casualty insurer. United Fire Lloyds, a Texas property and casualty insurer, is an affiliate of and operationally and financially controlled by United Fire & Indemnity Company.

 

Our life insurance segment consists of United Life Insurance Company, a wholly owned subsidiary of United Fire & Casualty Company.

 

A table reflecting revenues, net income and assets attributable to our segments is included in Note 12 of the Notes to Consolidated Financial Statements. All intercompany balances have been eliminated in consolidation.

 

As of December 31, 2004, we employed 653 full-time employees.

 

Our website provides access to our electronic filings with the Securities and Exchange Commission. These filings can be accessed through the “Investor Relations” section of our website free of charge. We also voluntarily provide paper and electronic copies of our filings free of charge upon request. Our company website address is www.unitedfiregroup.com.

 

MARKETING

 

We market our products principally through our home office in Cedar Rapids, Iowa, and in two regional locations: Westminster, Colorado, a suburb of Denver, and Galveston, Texas.

 

We are licensed as a property and casualty insurer in 41 states, primarily in the Midwest, West and South. Approximately 950 independent agencies represent United Fire and our property and casualty subsidiaries. The following states provided 55 percent of the direct premium volume in the property and casualty insurance segment in 2004: Texas (13.6%), Iowa (13.3%), Louisiana (11.1%), Colorado (8.8%) and Missouri (8.2%).

 

Our life insurance subsidiary is licensed in 27 states, primarily in the Midwest and West, and is represented by approximately 1,110 independent agencies. The following states provided more than 70 percent of the direct premium volume in the life insurance segment in 2004: Iowa (34.2%), Wisconsin (11.5%), Nebraska (10.2%), Illinois (8.3%) and Minnesota (7.4%).

 

Our regional offices are staffed with underwriting, claims and marketing representatives and administrative technicians, all of whom provide support and assistance to the independent agencies. Also, home office staff technicians and specialists provide support to the subsidiaries, regional offices and independent agencies. We use management reports to monitor subsidiary and regional offices for overall results and conformity to our policies.

 

We compete in the United States property and casualty insurance market with approximately 3,300 other insurers. The industry is highly competitive, with insurers competing on the basis of service, price and coverage. Because we rely heavily on independent agencies, we utilize a profit-sharing plan as an incentive for agents to place high-quality property and casualty business with us. We estimate property and casualty agencies will receive profit-sharing commissions of $18.4 million in 2005 based on business the agencies did in 2004.

 

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Our life insurance segment also operates in a highly competitive industry. We encounter significant competition in all lines of business from other life insurance companies and other providers of financial services. The life insurance segment utilizes competitive commission rates, other sales incentives and quality service to attract and maintain its relationship with independent agencies.

 

To enhance our ability to compete, we utilize technology in a variety of ways to assist our agents and improve the delivery of service to our policyholders. For example, on our public website, which provides general company and product information, we provide a section accessible exclusively to our agents where they can receive quotes, report claims online, make online applications, receive policy approval, request policy changes and process payments electronically. Our agents can also use the agent-only portion of our website to access detailed information about our products, order sales literature and download applications, questionnaires and other forms. Our life agents can view the status of customers’ applications and access detailed information on our annuity, universal life, term life and whole life policies. We electronically scan and store our documents, allowing multiple users to simultaneously retrieve and view them. Additionally, we provide our policyholders secure online access to their account information. We also offer a variety of online payment options for our policyholders, including payment via credit card, debit card and electronic check. We believe our investment in technology allows us to provide enhanced service to our agents, policyholders and investors.

 

PRODUCTS

 

Property and casualty insurance segment

 

We write both commercial and personal lines of property and casualty insurance. We focus on our commercial lines, which represented approximately 90 percent of our direct property and casualty premiums written for the year ended December 31, 2004. Our primary commercial lines are tailored business packages that include the following coverages: fire and allied lines, other liability, automobile, workers’ compensation and surety. We also write multiple peril, inland marine and specialty lines for our commercial policyholders.

 

Our personal lines, which represented approximately 10 percent of our direct property and casualty premiums written for the year ended December 31, 2004, primarily consist of automobile and fire and allied lines coverage. Additionally, we write policies covering recreational vehicles and watercraft.

 

The table below is a summary of our property and casualty direct premiums written by major category.

 

Years Ended December 31


   2004

   Percent
of Total


    2003

   Percent
of Total


    2002

   Percent
of Total


 
     (Dollars in Thousands)  

Commercial lines:

                                       

Fire and allied lines (1)

   $ 144,861    30.3 %   $ 149,269    31.9 %   $ 136,698    30.8 %

Other liability (2)

     124,290    26.0       110,881    23.6       99,970    22.6  

Automobile

     96,044    20.1       91,891    19.6       84,943    19.2  

Workers’ compensation

     34,055    7.1       32,931    7.0       31,346    7.1  

Surety

     28,816    6.0       26,380    5.6       24,299    5.5  

Miscellaneous

     3,189    0.7       2,444    0.5       2,124    0.5  
    

  

 

  

 

  

Total commercial lines

   $ 431,255    90.2 %   $ 413,796    88.2 %   $ 379,380    85.7 %
    

  

 

  

 

  

Personal lines:

                                       

Automobile

   $ 23,946    5.0 %   $ 29,534    6.3 %   $ 35,115    7.9 %

Fire and allied lines (3)

     23,218    4.7       25,115    5.4       27,693    6.3  

Miscellaneous

     421    0.1       558    0.1       644    0.1  
    

  

 

  

 

  

Total personal lines

   $ 47,585    9.8 %   $ 55,207    11.8 %   $ 63,452    14.3 %
    

  

 

  

 

  

Total

   $ 478,840          $ 469,003          $ 442,832       
    

        

        

      

(1) “Fire and allied lines” includes fire, allied lines, commercial multiple peril and inland marine.
(2) “Other liability” is business insurance covering bodily injury and property damage arising from general business operations, accidents on the insured’s premises and products manufactured or sold.
(3) “Fire and allied lines” includes fire, allied lines, homeowners and inland marine.

 

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The following table shows loss ratios, expense ratios and combined ratios for the periods indicated for us and for the property and casualty industry. These ratios have been prepared on a statutory basis. We obtained the industry ratios from A.M. Best Company.

 

Years Ended December 31


   2004

    Industry(1)

    2003

    Industry

    2002

    Industry

 

Loss ratio

   56.1 %   72.4 %   62.5 %   74.9 %   71.9 %   81.7 %

Expense ratio (2)

   30.3     25.2     30.6     25.2     30.0     25.7  
    

 

 

 

 

 

Combined ratio

   86.4 %   97.6 %   93.1 %   100.1 %   101.9 %   107.4 %
    

 

 

 

 

 


(1) A.M. Best Company estimate.
(2) Includes policyholder dividends.

 

The following table shows our loss ratios, expense ratios and combined ratios for the periods indicated. The ratios are presented in accordance with U.S. generally accepted accounting principles (“GAAP”). Industry ratios are unavailable because they are not normally calculated in accordance with GAAP.

 

Years ended December 31


   2004

    2003

    2002

 

Loss ratio

   56.1 %   62.5 %   71.9 %

Expense ratio (1)

   29.2     29.1     29.9  
    

 

 

Combined ratio

   85.3 %   91.6 %   101.8 %
    

 

 


(1) Includes policyholder dividends.

 

Life insurance segment

 

United Life Insurance Company underwrites all of our life insurance business. Our principal life insurance products are single premium annuities, universal life products and traditional life (primarily single premium whole life) products. Universal and traditional life products became a larger portion of our life insurance business during 2004. Our 2004 life insurance premium revenues, as determined on the basis of statutory accounting principles, were allocated as follows: single premium annuities (approximately 62 percent); traditional life products (approximately 18 percent); and universal life products (approximately 16 percent). Statutory accounting principles require us to recognize deposits for policyholders on universal life and annuity products as premiums when they are collected. Under GAAP, we are required to recognize these deposits as policyholder liabilities. Other traditional products underwritten and marketed included various term life insurance products as well as whole life insurance. Additionally, we offer an individual disability income rider that may be attached to our life insurance products. We do not write variable annuities or variable insurance products.

 

Total life insurance in force, before ceded reinsurance, is $4,189.3 million as of December 31, 2004. Traditional life insurance represents 47 percent of insurance in force at December 31, 2004 and 2003. Universal life insurance represents 43 percent of insurance in force at December 31, 2004 and 2003.

 

REINSURANCE

 

Property and casualty insurance segment

 

Our property and casualty insurance segment follows the industry practice of reinsuring a portion of its exposure by ceding to reinsurers a portion of the premium received and a portion of the risk under the policies reinsured. We purchase reinsurance to reduce the net liability on individual risks to predetermined limits and to protect against catastrophic losses from a single catastrophe, such as a hurricane or tornado. In 2004, we ceded written premiums of $28.2 million, which was 6 percent of our direct and assumed written premium.

 

We use many reinsurers, both domestic and foreign; this helps us to avoid concentrations of credit risk associated with our reinsurance. Our principal reinsurers include Employers Reinsurance Corporation, Folksamerica Reinsurance Company, Hanover Ruckversicherungs, Platinum Underwriters Re and Partner Reinsurance Company of the United States.

 

We have several programs that provide reinsurance coverage. This reinsurance coverage limits the risk of loss that we retain by reinsuring direct risks in excess of our retention limits. For our property and casualty lines of business, our retention was $2.0 million for losses that pertain to 2004, $1.5 million for losses that pertain to 2003, $1.3 million for losses that pertain to 2002, $1.0 million for losses that pertain to years 1995 through 2001 and $.8 million or less for losses that pertain to years prior to 1995. In addition, we reinsure personal and commercial umbrella policy losses in excess of $1.0 million up to $5.0 million, and we reinsure surety policy losses in excess of $1.3 million up to $5.0 million, 90 percent of losses in excess of $5.0 million up to $15.0 million and 80 percent of losses in excess of $15.0 million up to $20.0 million. We also have reinsurance that limits the total direct loss we may incur from a single catastrophe. The catastrophe reinsurance program provides coverage of 95 percent of $95.0 million for losses in excess of our retention of $10.0 million for a catastrophic event.

 

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The ceding of reinsurance does not legally discharge us from primary liability under our policies, and we must pay the loss if the reinsurer fails to meet its obligation. We monitor the financial condition of our reinsurers. At December 31, 2004 and 2003, there were no uncollectable reinsurance balances that would result in a material impact on our financial statements. In accordance with GAAP and industry practice, we account for premiums, both written and earned, and losses incurred net of reinsurance ceded.

 

Historically, we have acted as a reinsurer, assuming both property and casualty reinsurance from other insurance or reinsurance companies. Most of the business we have assumed is property reinsurance, with an emphasis on catastrophe coverage. During the second quarter of 2000, we began to significantly reduce our writing of assumed reinsurance business. Most of our reinsurance business expired on or before December 31, 2000, and we continue to limit our exposure through the selective renewal of our remaining reinsurance contracts. We continue to have exposure related to the assumed reinsurance contracts that we have elected to continue to write and those that are in run-off status.

 

Life insurance segment

 

Our life insurance segment purchases reinsurance to limit the dollar amount of any one risk of loss. On standard individual life cases where the insured is age 65 or less our retention is $.2 million. On standard individual life cases where the insured is age 66 or older our retention is $.1 million. Our accidental death benefit rider on an individual policy is reinsured at 100 percent, up to a maximum benefit of $.3 million. Our group coverage, both life and accidental death and dismemberment, is reinsured at 50 percent. Catastrophe excess reinsurance coverage applies when three or more insureds die in a “catastrophic accident.” For catastrophe excess claims, we retain the first $1.0 million of ultimate net loss, and the reinsurer agrees to indemnify us for the excess up to a maximum of $5.0 million. We supplement this coverage when appropriate with “known concentration” coverage. Known concentration coverage is typically tied to a specific event and time period, with a threshold of a minimum number of lives involved in the event, minimum event deductible (company’s retention) and a maximum payout. In 2004, we ceded written premiums of $1.7 million, which was 6 percent of our direct and assumed written premium.

 

The ceding of reinsurance does not legally discharge United Life Insurance Company from primary liability under its policies. United Life Insurance Company must pay the loss if the reinsurer fails to meet its obligations. United Life Insurance Company’s primary reinsurance companies are RGA Reinsurance Company, Generali USA Life Reassurance Company and American United Life Insurance Company. Most of these companies insure both life and accident and health risks. At December 31, 2004 and 2003, there were no uncollectable reinsurance balances that would result in a material impact on our financial statements.

 

The life insurance segment began assuming credit life and accident and health insurance in 2002. We discontinued this practice in May 2004. We continue to have exposure related to our assumed reinsurance contracts that are in a run-off status.

 

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RESERVES

 

Property and casualty insurance segment

 

We and our property and casualty subsidiaries are required by applicable insurance laws to maintain reserves for losses and loss adjustment expenses with respect to both reported and unreported losses. Loss reserves are estimates at a given time of the ultimate amount expected to be paid on losses that are, in fact, incurred. Reserves for loss adjustment expenses are intended to cover the actual cost of investigating losses and defending lawsuits arising from losses. These reserves are continuously revised based on historical analysis and management’s expectations. We base estimates of losses on facts and circumstances known when the estimates are made.

 

Loss reserves have two components: reserves for reported losses and reserves for incurred but not yet reported losses. We estimate reserves for reported losses in one of two ways. For some classes of reported losses under $5,000, we base reserves upon a pre-set schedule determined by averaging similar claims paid over a recent 13-month period. We periodically revise the pre-set schedule in response to changes in experience or as investigations progress and further information is received. We establish other reserves for reported losses on an individual case basis. Our claims personnel establish reserves on expected losses based on a variety of factors, including the type of claim, our knowledge of the circumstances surrounding each loss, the policy provisions relating to the type of loss, trends in the legal system and other factors.

 

For incurred but not yet reported losses, we estimate the amount of reserves for each line of business on the basis of historical and statistical information. We consider historical patterns of paid and reported claims, industry data and the probable number and nature of losses arising from occurrences that have not yet been reported.

 

The process of estimating loss reserves involves a considerable degree of judgment by our claims personnel. Because reserves are estimates of the amount expected to be paid based on facts and circumstances known at any given time, we continuously review our loss reserves. During the claims settlement period, which may extend over a long period of time, our claims personnel may become aware of additional facts regarding claims and trends which cause us to refine and adjust our estimates of ultimate liability. Consequently, actual loss reserves may deviate from estimates reflected in our Consolidated Financial Statements. Such deviations may be significant.

 

We do not discount reserves based on the time value of money. We consider inflation in the reserving process by reviewing cost trends, loss adjustment expenses, historical reserving results and considering likely future economic conditions.

 

The table on the following page shows the calendar year development of net loss and loss adjustment expense reserve liabilities and payments for us and our property and casualty subsidiaries for the years 1995 through 2004. The top line of the table shows the estimated net liability for unpaid losses and loss adjustment expenses recorded at the end of each of the indicated years. This liability represents the estimated amount of losses and loss adjustment expenses for losses arising in all prior years that are unpaid at the end of each year, including losses that had been incurred but not yet reported, net of applicable ceded reinsurance. The first portion of the table shows the re-estimated amount of the previously recorded liability based on experience as of the end of each succeeding year. The estimate is increased or decreased as more information becomes known about the losses for individual years. Conditions and trends that have affected development of the liability in the past may not necessarily exist in the future. Accordingly, it may not be appropriate to extrapolate future redundancies or deficiencies based on this table. The second portion of the table displays cumulative net losses and loss adjustment expenses paid for each of the years indicated. The third portion of the table displays the reinsurance recoverable, the re-estimated amount of reinsurance recoverable and the resulting gross liabilities.

 

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(Dollars in Thousands)                                        

Years Ended December 31


  1995

  1996

  1997

  1998

  1999

  2000

  2001

  2002

  2003

  2004

Net Liability for Unpaid

                                                           

Losses and Loss Adjustment Exp.:

  $ 188,700   $ 209,876   $ 218,912   $ 243,006   $ 310,637   $ 320,506   $ 326,910   $ 356,889   $ 399,740   $ 436,280

Net Liability Re-Estimated as of

                                                           

One year later

    159,571     176,332     192,297     213,047     273,706     273,469     315,854     344,590     361,153      

Two years later

    145,486     169,348     185,700     233,325     261,217     290,872     323,354     340,502            

Three years later

    142,877     164,030     198,298     226,353     273,921     300,011     321,168                  

Four years later

    140,639     172,366     198,931     232,851     279,740     302,884                        

Five years later

    147,412     176,411     202,765     235,860     279,653                              

Six years later

    152,134     177,384     208,071     235,560                                    

Seven years later

    155,543     181,611     206,938                                          

Eight years later

    160,179     181,512                                                

Nine years later

    159,508