Item 8. Financial Statements and Supplementary Data
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Index to Financial Statements | |
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Consolidated Financial Statements: | |
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Report of Independent Registered Public Accounting Firm | |
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Consolidated Balance Sheets – December 31, 2021 and 2020 | |
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Consolidated Statements of Operations – Years Ended December 31, 2021 and 2020 | |
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Consolidated Statements of Comprehensive Loss – Years Ended December 31, 2021 and 2020 | |
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Consolidated Statements of Changes in Shareholders’ Equity – Years Ended December 31, 2021 and 2020 | |
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Consolidated Statements of Cash Flows – Years Ended December 31, 2021 and 2020 | |
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Notes to Consolidated Financial Statements | |
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Financial Statement Schedules: | |
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Schedule I. Summary of Investments Other Than Investments in Related Parties – December 31, 2021 and 2020 | |
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Schedule II. Condensed Financial Information of Registrant – December 31, 2021 and 2020 | |
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Schedule III. Supplementary Insurance Information – December 31, 2021 and 2020 | |
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Schedule IV. Reinsurance – Years Ended December 31, 2021 and 2020 | |
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Schedule V. Valuation and Qualifying Accounts – Years Ended December 31, 2021 and 2020 | |
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All other Schedules are not required under related instructions or are not applicable and therefore have been omitted. |
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and
Shareholders of The National Security Group, Inc.
Elba, Alabama
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of The National Security Group, Inc. (the Company) as of December 31, 2021 and 2020, and the related consolidated statements of operations, comprehensive loss, changes in shareholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2021, and the related notes and financial statement schedules I, II, III, IV, and V (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the years in the two-year period ended December 31, 2021, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
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| Policy and Claim Reserves |
Description of the Matter | As more fully described in Notes 1 and 9 to the consolidated financial statements, significant estimates made by management include the reserves for future life insurance policy benefits and property and casualty benefits and loss reserves. |
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| The liability for future life insurance policy benefits is computed using a net level premium method including assumptions based on the issuance policy year with a corresponding interest rate with mortality assumptions with the withdrawal assumptions based on the Company’s experience. Claim liabilities represent the estimated liability for claims reported plus claims incurred but not yet reported and the related loss adjustment expenses which are determined using case-basis evaluations and statistical analysis. The Company generally seeks to reduce its exposure to catastrophes through individual risk selection and the purchase of catastrophe reinsurance. Management utilizes expected losses along with historical data analysis of paid and incurred loss development patterns over the past ten years. |
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| The principal considerations for our determination that the policy and claims reserves is a critical audit matter is due to the significant judgment used by management in determining the reserves. The significant judgment was primarily due to the sensitivity of management’s estimates to the actuarial methods selected and assumptions used in the loss development factors and ultimate claim costs. |
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How We Addressed the Matter in Our Audit | Our audit procedures related to the estimates and actuarial assumptions used by management and the Company’s external actuaries included the following procedures, among others:
•We obtained an understanding of the reserve estimation process through inquiry of management, •We performed walkthroughs of the processing of the information from inception to recording in the consolidated financial statements and related disclosures in the notes to the consolidated financial statements, •We obtained the actuarial reports from management and engaged independent actuaries for review of the life policies and the property and casualty claims. The independent actuaries reviewed the methodology, consistency, validity of the assumptions used and accepted actuarial methods, •We agreed the information from the actuary reports to the Loss Triangle data for the property and casualty policies and to the in-force file for the life insurance policies, •We reviewed the reconciliations from the source data to the general ledger as performed by management, •We performed various analytics on the data as well as the rollforward of balances from the balance sheet reporting dates, •We used a specialist to assist us in evaluating the appropriateness of the reserve balances recorded by management, and •Finally, with the assistance of the specialist, we evaluated the incorporation of the applicable assumptions into the model and tested the model's computational accuracy. |
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/s/ Warren Averett, LLC |
PCAOB ID # 2226 |
We have served as the Company’s auditor since 2009. |
Birmingham, Alabama |
March 23, 2022 |
THE NATIONAL SECURITY GROUP, INC.
CONSOLIDATED BALANCE SHEETS
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($ in thousands) | | December 31, 2021 | | December 31, 2020 |
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ASSETS | | | | |
Investments | | | | |
Fixed maturities held-to-maturity, at amortized cost (estimated fair value: 2021 - $650; 2020 - $946) | | $ | 608 | | | $ | 873 | |
Fixed maturities available-for-sale, at estimated fair value (cost: 2021 - $92,186; 2020 - $76,241) | | 94,743 | | | 81,399 | |
Equity securities, at estimated fair value (cost: 2021 - $1,609; 2020 - $1,918) | | 3,977 | | | 4,750 | |
Trading securities | | 191 | | | 169 | |
Receivable for securities sold | | 1,032 | | | 3 | |
Mortgage loans on real estate, at cost | | 142 | | | 145 | |
Investment real estate, at book value | | 2,671 | | | 2,934 | |
Policy loans | | 1,767 | | | 1,846 | |
Company owned life insurance | | 5,069 | | | 4,998 | |
Other invested assets | | 1,619 | | | 2,033 | |
Total Investments | | 111,819 | | | 99,150 | |
Cash and cash equivalents | | 10,034 | | | 19,887 | |
Accrued investment income | | 698 | | | 575 | |
Policy receivables and agents' balances, net | | 14,379 | | | 12,345 | |
Reinsurance recoverable | | 2,489 | | | 6,874 | |
Deferred policy acquisition costs | | 7,332 | | | 7,408 | |
Property and equipment, net | | 1,536 | | | 1,572 | |
Income tax recoverable | | 280 | | | 1,311 | |
Deferred income tax asset, net | | 2,403 | | | 706 | |
Other assets | | 713 | | | 712 | |
Total Assets | | $ | 151,683 | | | $ | 150,540 | |
LIABILITIES AND SHAREHOLDERS' EQUITY | | | | |
Property and casualty benefit and loss reserves | | $ | 8,930 | | | $ | 10,177 | |
Accident and health benefit and loss reserves | | 4,349 | | | 4,144 | |
Life and annuity benefit and loss reserves | | 34,966 | | | 34,731 | |
Unearned premiums | | 34,107 | | | 31,166 | |
Policy and contract claims | | 1,210 | | | 1,309 | |
Other policyholder funds | | 1,302 | | | 1,342 | |
Short-term notes payable and current portion of long-term debt | | 500 | | | 500 | |
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Long-term debt | | 12,690 | | | 13,177 | |
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Other liabilities | | 9,827 | | | 8,628 | |
Total Liabilities | | 107,881 | | | 105,174 | |
Contingencies | | | | |
Shareholders' equity | | | | |
Common stock | | 2,535 | | | 2,533 | |
Additional paid-in capital | | 5,650 | | | 5,626 | |
Accumulated other comprehensive income | | 2,021 | | | 3,585 | |
Retained earnings | | 33,639 | | | 33,665 | |
Treasury stock, at cost | | (43) | | | (43) | |
Total Shareholders' Equity | | 43,802 | | | 45,366 | |
Total Liabilities and Shareholders' Equity | | $ | 151,683 | | | $ | 150,540 | |
The Notes to Consolidated Financial Statements are an integral part of these statements.
THE NATIONAL SECURITY GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
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($ in thousands, except per share) | | | Year ended December 31, |
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REVENUES | | | | | | | |
Net premiums earned | | | | | $ | 61,423 | | | $ | 60,810 | |
Net investment income | | | | | 3,383 | | | 3,633 | |
Investment gains | | | | | 885 | | | 1,623 | |
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Other income | | | | | 519 | | | 583 | |
Total Revenues | | | | | 66,210 | | | 66,649 | |
BENEFITS, LOSSES AND EXPENSES | | | | | | | |
Policyholder benefits and settlement expenses | | | | | 41,272 | | | 53,930 | |
Amortization of deferred policy acquisition costs | | | | | 3,490 | | | 3,548 | |
Commissions | | | | | 8,069 | | | 7,543 | |
General and administrative expenses | | | | | 9,661 | | | 9,298 | |
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Taxes, licenses and fees | | | | | 2,442 | | | 2,484 | |
Interest expense | | | | | 592 | | | 864 | |
Total Benefits, Losses and Expenses | | | | | 65,526 | | | 77,667 | |
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Income (Loss) Before Income Taxes | | | | | 684 | | | (11,018) | |
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INCOME TAX EXPENSE (BENEFIT) | | | | | | | |
Current | | | | | 1,383 | | | (1,293) | |
Deferred | | | | | (1,281) | | | (1,106) | |
| | | | | 102 | | | (2,399) | |
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Net Income (Loss) | | | | | $ | 582 | | | $ | (8,619) | |
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INCOME (LOSS) PER COMMON SHARE BASIC AND DILUTED | | | | | $ | 0.23 | | | $ | (3.41) | |
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DIVIDENDS DECLARED PER SHARE | | | | | $ | 0.24 | | | $ | 0.24 | |
The Notes to Consolidated Financial Statements are an integral part of these statements.
THE NATIONAL SECURITY GROUP, INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
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($ in thousands) | | | Year ended December 31, |
| | | | | 2021 | | 2020 |
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Net income (loss) | | | | | $ | 582 | | | $ | (8,619) | |
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Other comprehensive income (loss), net of tax | | | | | | | |
Changes in: | | | | | | | |
Unrealized gains (losses) on securities, net of reclassification adjustment of $88 and $1,263 for 2021 and 2020, respectively | | | | | (2,053) | | | 1,580 | |
Unrealized gain (loss) on interest rate swap | | | | | 489 | | | (438) | |
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Other comprehensive income (loss), net of tax | | | | | (1,564) | | | 1,142 | |
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Comprehensive loss | | | | | $ | (982) | | | $ | (7,477) | |
The Notes to Consolidated Financial Statements are an integral part of these statements.
THE NATIONAL SECURITY GROUP, INC.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
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($ in thousands) | Total | | Retained Earnings | | Accumulated Other Comprehensive Income | | Common Stock | | Additional Paid-in Capital | | Treasury Stock |
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Balance at December 31, 2019 | $ | 53,461 | | | $ | 42,891 | | | $ | 2,443 | | | $ | 2,532 | | | $ | 5,602 | | | $ | (7) | |
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Common stock reacquired | (36) | | | — | | | — | | | — | | | — | | | (36) | |
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Comprehensive loss: | | | | | | | | | | | |
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Net loss for December 31, 2020 | (8,619) | | | (8,619) | | | — | | | — | | | — | | | — | |
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Other comprehensive income (net of tax) | 1,142 | | | — | | | 1,142 | | | — | | | — | | | — | |
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Common stock issued | 25 | | | — | | | — | | | 1 | | | 24 | | | — | |
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Cash dividends | (607) | | | (607) | | | — | | | — | | | — | | | — | |
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Balance at December 31, 2020 | $ | 45,366 | | | $ | 33,665 | | | $ | 3,585 | | | $ | 2,533 | | | $ | 5,626 | | | $ | (43) | |
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Comprehensive loss: | | | | | | | | | | | |
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Net income for December 31, 2021 | 582 | | | 582 | | | — | | | — | | | — | | | — | |
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Other comprehensive loss (net of tax) | (1,564) | | | — | | | (1,564) | | | — | | | — | | | — | |
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Common stock issued | 26 | | | — | | | — | | | 2 | | | 24 | | | — | |
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Cash dividends | (608) | | | (608) | | | — | | | — | | | — | | | — | |
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Balance at December 31, 2021 | $ | 43,802 | | | $ | 33,639 | | | $ | 2,021 | | | $ | 2,535 | | | $ | 5,650 | | | $ | (43) | |
The Notes to Consolidated Financial Statements are an integral part of these statements.
THE NATIONAL SECURITY GROUP, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
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($ in thousands) | Year ended December 31, |
| 2021 | | 2020 |
Cash Flows from Operating Activities | | | |
Net income (loss) | $ | 582 | | | $ | (8,619) | |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | | | |
Depreciation expense and amortization/accretion, net | 289 | | | 261 | |
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Net gains on investments | (885) | | | (1,623) | |
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Deferred income taxes | (1,281) | | | (1,106) | |
Amortization of deferred policy acquisition costs | 3,490 | | | 3,548 | |
Changes in assets and liabilities: | | | |
Change in receivable for securities sold | (1,029) | | | 53 | |
Change in accrued investment income | (123) | | | 131 | |
Change in reinsurance recoverable | 4,385 | | | (6,598) | |
Policy acquisition costs deferred | (3,414) | | | (3,290) | |
Change in accrued income taxes | 1,031 | | | (1,537) | |
Change in net policy liabilities and claims | (6) | | | 4,082 | |
Change in other assets/liabilities, net | 2,135 | | | 838 | |
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Other, net | 8 | | | (30) | |
Net cash provided by (used in) operating activities | 5,182 | | | (13,890) | |
Cash Flows from Investing Activities | | | |
Purchase of: | | | |
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Available-for-sale securities | (36,595) | | | (19,526) | |
Trading securities and short-term investments | (19) | | | (6) | |
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Property and equipment | (62) | | | (51) | |
Proceeds from sale or maturities of: | | | |
Held-to-maturity securities | 272 | | | 451 | |
Available-for-sale securities | 22,244 | | | 42,161 | |
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Real estate held for investment | 183 | | | 3 | |
Property and equipment | 7 | | | — | |
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Other invested assets, net | 83 | | | 51 | |
Net cash provided by (used in) investing activities | (13,887) | | | 23,083 | |
Cash Flows from Financing Activities | | | |
Change in other policyholder funds | (40) | | | (8) | |
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Change in short-term notes payable | (500) | | | (500) | |
Dividends paid | (608) | | | (607) | |
Net cash used in financing activities | (1,148) | | | (1,115) | |
Net change in cash and cash equivalents | (9,853) | | | 8,078 | |
Cash and cash equivalents, beginning of period | 19,887 | | | 11,809 | |
Cash and cash equivalents, end of period | $ | 10,034 | | | $ | 19,887 | |
The Notes to Consolidated Financial Statements are an integral part of these statements.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 – SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES
Principles of Consolidation and Basis of Presentation
The accompanying consolidated financial statements include the accounts of The National Security Group, Inc. (the Company) and its wholly-owned subsidiaries: National Security Insurance Company (NSIC), National Security Fire and Casualty Company (NSFC) and NATSCO, Inc. (NATSCO). NSFC includes a wholly-owned subsidiary, Omega One Insurance Company (Omega). The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP). In the opinion of management, all adjustments, consisting of normal and recurring items, necessary for the fair presentation of the consolidated financial statements have been included. All significant intercompany transactions and accounts have been eliminated in the consolidated financial statements. The financial information presented herein should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, which includes information and disclosures not presented herein.
Description of Business
NSIC is licensed in the states of Alabama, Florida, Georgia, Mississippi, South Carolina, Tennessee and Texas and was organized in 1947 to provide life and burial insurance policies to the home service market. Business is produced by both company and independent agents. Primary products include ordinary life, accident and health, supplemental hospital, and cancer insurance products.
NSFC is licensed in Alabama, Arkansas, Florida, Georgia, Kentucky, Mississippi, Oklahoma, South Carolina, Tennessee and West Virginia. In addition, NSFC operates on a surplus lines basis in Louisiana. NSFC operates in various property and casualty lines, the most significant of which are: dwelling fire and extended coverage, homeowners and mobile homeowners.
Omega is licensed in the states of Alabama and Louisiana. Omega currently has no insurance policies inforce but is party to an intercompany reinsurance agreement with NSFC. Intercompany transactions are eliminated upon consolidation in the accompanying consolidated financial statements.
The Company is incorporated under the laws of the State of Delaware. Its common stock is traded on the NASDAQ Global Market under the ticker symbol NSEC. Pursuant to the regulations of the United States Securities and Exchange Commission (SEC), the Company is considered a “Smaller Reporting Company” as defined by SEC Rule 12b-2 of the Exchange Act. The Company has elected to comply with the scaled disclosure requirements of Regulation S-K and only two years of financial statements are included herein.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Among the more significant estimates included in these consolidated financial statements are reserves for future life insurance policy benefits, liabilities for losses and loss adjustment expenses, reinsurance recoverable associated with loss and loss adjustment expense liabilities, deferred policy acquisition costs, deferred income tax assets and liabilities, assessments of other-than-temporary impairments on investments and accruals for contingencies. Actual results could differ from the estimates used in preparing these consolidated financial statements.
Concentration of Risk
The Company's property and casualty subsidiaries, composing 92.3% of consolidated direct written premium, produced business during 2021 in eight states. However, 51% of property and casualty segment direct written premium is generated in the states of Alabama, Mississippi and Louisiana, subjecting the Company to significant geographic concentration. Consequently, adverse weather conditions or changes in the legal, regulatory or economic environment could adversely impact the Company. The Company is currently in the process of exiting Louisiana to mitigate Gulf Coast hurricane exposure concentration.
Table of Contents
THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The Company's life, accident and health insurance subsidiary, composing approximately 7.7% of consolidated direct written premium, is licensed in seven states. However, over 77% of life segment direct premium is generated in the states of Alabama and Georgia. Consequently, changes in the legal, regulatory or economic environment in these states could adversely impact the Company.
For the year ended December 31, 2021, there was not an agency that individually produced greater than 5% of the Company's direct written premium.
Investments
The Company's investment securities are classified as follows:
•Held-to-maturity investments are fixed maturity securities for which the Company has the positive intent and ability to hold to maturity. These securities are reported at cost, adjusted for amortization of premiums and accretion of discounts which are recognized in interest income using methods which approximate level yields over the period to maturity.
•Trading securities are securities acquired with the intent to sell in the near term and are carried at fair value with changes in fair value reported in earnings.
•Securities available-for-sale are fixed maturity securities and equity securities not classified as either held-to-maturity or trading. These securities are reported at fair value. Substantially all of our fixed maturity and equity securities are classified as available-for-sale.
Changes in fair value of trading securities are reported in the consolidated statement of operations.
Changes in fair value of fixed maturity securities available-for-sale are reported as net unrealized gains or losses as a component of other comprehensive income (loss).
Changes in fair value of equity securities available-for-sale are reported as investment gains/losses in the consolidated statement of operations.
Investment gains and losses on fixed maturity securities arise when the investments are sold. Investment gains and losses on the sale of fixed maturity investments available-for-sale are determined using the specific-identification method and include write downs for fixed maturity securities considered to be other-than-temporarily impaired.
When a fixed maturity security has a decline in value, where fair value is below amortized cost, an other-than-temporary impairment (OTTI) is triggered in circumstances where:
•the Company has the intent to sell the security
•it is more-likely-than-not that the Company will be required to sell the security before recovery of its amortized cost basis
•the Company does not expect to recover the entire amortized cost basis of the security
If the Company intends to sell the security or if it is more-likely-than-not the Company will be required to sell the security before recovery, an OTTI is recognized as a realized loss in the consolidated statement of operations equal to the difference between the security's amortized cost and its fair value. If the Company does not intend to sell the security or it is not more-likely-than-not that the Company will be required to sell the security before recovery, the OTTI is separated into an amount representing the credit loss, which is recognized as an investment loss in the consolidated statement of operations, and the amount related to all other factors, which is recognized in other comprehensive income (loss).
Interest on fixed income securities is credited to income as it accrues on the principal amounts outstanding adjusted for amortization of premiums and accretion of discounts computed utilizing the interest method. Premiums and discounts on mortgage backed securities amortize or accrete using anticipated prepayments with changes in anticipated prepayments accounted for prospectively. The model used to determine anticipated prepayment assumptions for mortgage backed securities uses separate home sale, refinancing, curtailment and pay-off assumptions derived from a variety of industry sources. Mortgage backed security valuations are subject to prospective adjustments in yield due to changes in prepayment assumptions. The utilization of the prospective
Table of Contents
THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
method will result in a recalculated effective yield that will equate the carrying amount of the investment to the present value of the projected future cash flows. The recalculated yield is used to accrue income on investments for subsequent periods.
Mortgage loans and policy loans are stated at the unpaid principal balance of such loans, net of any related allowance for loan losses.
Investment real estate is reported at cost, less allowances for depreciation computed on the straight-line basis. Investment real estate consists primarily of undeveloped commercial real estate.
Other investments consist primarily of investments in notes and equity investments in limited liability companies. The Company has no influence or control over the operating or financial policies of the limited liability companies, and consequently, these investments are accounted for using the cost method.
The Company owns life insurance (COLI) contracts on certain management and supervisory employees each having a face amount of approximately $2,000,000 (including cash surrender value at the time of payment). The Company's original investment in currently inforce company owned life insurance is $4,082,000. The primary purpose of the program is to offset future employee benefit expenses through earnings on the cash value of the policies. The Company is the owner and principal beneficiary of these policies. The life insurance contracts are carried at their current cash surrender value. Cash surrender value at December 31, 2021 and December 31, 2020 was $5,069,000 and $4,998,000, respectively. Changes in cash surrender values are included in the consolidated statement of operations. The change in surrender value included in the consolidated statement of operations for the years ended December 31, 2021 and 2020 was an increase of $71,000 and an increase of $343,000, respectively. Proceeds from the COLI contracts are recorded when the benefits become payable under the terms of the policy and proceeds in excess of cash surrender value are recognized as a gain on company owned life insurance.
Investments with other-than-temporary impairment in value are written down to estimated realizable values and losses recognized as a component of investments gains and losses in the consolidated statements of operations. The fair value of the investment becomes its new cost basis.
Fair Values of Financial Instruments
The Company uses the following methods and assumptions to estimate fair values:
Investments
•Fixed income security fair values are based on quoted market prices when available. If not available, fair values are based on values obtained from investment brokers and independent pricing services.
•Equity security fair values are based on quoted market prices.
•Multiple observable inputs are not available for some of our investments, primarily private placements and limited partnerships. Management values these investments either using non-binding broker quotes or pricing models that utilize market based assumptions that have limited observable inputs. These investments compose less than 1% of total assets.
Receivables and reinsurance recoverable - The carrying amounts reported approximate fair value.
Interest rate swaps - The estimated fair value of the interest rate swaps is based on valuations received from financial institution counterparties.
Trust preferred securities obligations and line of credit obligations - The carrying amounts reported for these instruments are equal to the principal balance outstanding and approximate fair value.
Cash and Cash Equivalents
Cash and cash equivalents consist of demand deposit and money market accounts and investments with maturities of three months or less when purchased. Cash and cash equivalents are carried at cost, which approximates fair value.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Policy Receivables
Receivable balances are reported at unpaid balances, less a provision for credit losses.
Policy Receivables and Agents' Balances
Policy receivables and agents' balances are reported at net realizable value. Management determines the allowance for doubtful accounts based on historical losses and current economic conditions. On a continuing basis, management analyzes delinquent receivables, and once these receivables are determined to be uncollectible, they are written off through a charge against an existing allowance account or against earnings.
Property and Equipment
Property and equipment is carried at cost less accumulated depreciation and includes expenditures that substantially increase the useful lives of existing property and equipment. Significant costs incurred for internally developed software are capitalized and amortized over estimated useful lives of 3 years. Maintenance, repairs, and minor renovations are charged to expense as incurred. Upon sale or retirement of property and equipment, the costs and related accumulated depreciation are eliminated from the respective account and the resulting gain or loss is included in the consolidated statement of operations. The Company provides for depreciation of property and equipment using the straight-line method designed to amortize costs over estimated useful lives. Estimated useful lives range up to 40 years for buildings and from 3-10 years for equipment, furniture and fixtures. Property and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable.
Leases
The Company leases automobiles and some office equipment. The Company accounts for leases existing prior to January 1, 2019 under their original classification and omits any new costs classified as initial direct costs. The Company classified all leases as operating leases and accounts for separate lease and nonlease components as a single lease component. Leases are not considered material and the Company recognizes a right of use (ROU) asset which is included in other assets and a corresponding lease liability in other liabilities. The ROU asset recognized by the Company at December 31, 2021 was $251,000 and the corresponding lease liability was $258,000. The ROU asset recognized by the Company at December 31, 2020 was $242,000 and the corresponding lease liability was $251,000.
Statement of Cash Flows
For purposes of reporting cash flows, cash and cash equivalents includes cash-on-hand, demand deposits with banks and overnight investments consisting primarily of repurchase agreements.
Premium Revenue
Life insurance premiums are recognized as revenues when due. Property and casualty insurance premiums include direct writings plus reinsurance assumed less reinsurance ceded and are recognized on a pro-rata basis over the terms of the policies. Unearned premiums represent that portion of direct premiums written that are applicable to the unexpired terms of policy contracts in force and are reported as a liability. Prepaid reinsurance premiums represent the unexpired portion of premiums ceded to reinsurers and are reported as an asset.
Deferred Policy Acquisition Costs
The costs of acquiring new insurance business are deferred and amortized over the lives of the policies. Deferred costs include commissions, premium taxes, other agency compensation and expenses, and other underwriting expenses directly related to the level of new business produced.
Acquisition costs relating to life contracts are amortized over the premium paying period of the contracts, or the first renewal period of term policies, if earlier. Assumptions utilized in amortization are consistent with those utilized in computing policy liabilities.
The method of computing the deferred policy acquisition costs for property and casualty policies limits the amount deferred to a percentage of related unearned premiums.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Policy Liabilities
The liability for future life insurance policy benefits is computed using a net level premium method including the following assumptions:
| | | | | | | | |
Years of Issue | | Interest Rate |
1947 - 1968 | | 4% |
1969 - 1978 | | 6% graded to 5% |
1979 - 2003 | | 7% graded to 6% |
2004 - 2012 | | 5.25% |
2013 - 2014 | | 4.25% |
2015 - 2021 | | 4% |
Mortality assumptions include various percentages of the 1955-60 and 1965-70 Select and Ultimate Basic Male Mortality Table. Withdrawal assumptions are based on the Company's experience.
Policyholder Benefit and Claim Settlement Expenses
The liability for unpaid claims represents the estimated liability for unpaid loss and loss adjustment expenses incurred but not yet reported under insurance contracts for loss events that have occurred on or before the balance sheet date. The liability for claims and related adjustment expenses are determined using case-basis evaluations and statistical analysis and represent estimates of the ultimate net cost of all losses incurred through December 31 of each year. Liability estimates are continually reviewed and adjusted as necessary; such adjustments are included in the period in which they are determined. Liability estimates are based on reports of losses from policyholders, individual case loss estimates, and estimates of losses incurred but not yet reported. Policyholder benefit and settlement expenses in the consolidated statement of operations include paid claims, settlement cost and changes in claim liability estimates. Loss and adjustment expenses charged to earnings are net of amounts recovered and estimates of recoverable amounts under ceded reinsurance contracts.
Earnings Per Share
Earnings per share of common stock is based on the weighted average number of shares outstanding during each year. The adjusted weighted average shares outstanding were 2,531,764 at December 31, 2021 and 2,530,651 at December 31, 2020. The Company did not have any dilutive securities as of December 31, 2021 and 2020.
Reinsurance
The Company's insurance operations re-insure certain risks in order to limit losses, minimize exposure to large risks, provide additional capacity for future growth and effect business-sharing arrangements. See Note 10 for additional information regarding the Company's reinsurance practices.
Income Taxes
The Company files a consolidated United States federal income tax return that includes the holding company and its subsidiaries. The Company is currently subject to a statutory rate of 21%. Tax related interest and penalties are reported as components of income tax expense.
The Company uses the asset and liability method of accounting for income taxes. Deferred income taxes arise from the recognition of temporary differences between financial statement carrying amounts and the tax basis of the Company's assets and liabilities and capital or operating loss carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided when it is more-likely-than-not that some portion of the deferred tax asset will not be realized. The effect of a change in tax rates is recognized in the period the new rate is enacted. Changes in deferred tax assets and liabilities are included as a component of income tax expense, with the exception of changes impacting other comprehensive income (loss). Changes in deferred tax assets and liabilities associated with components of other comprehensive income (loss) are charged or credited to other comprehensive income (loss).
The Company evaluates all tax positions taken on its U.S. federal income tax return. No material uncertainties exist for any tax positions taken by the Company.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Contingencies
Liabilities for loss contingencies arising from, but not limited to, litigation, claims, assessments, fines and penalties are recorded when it is probable that a liability has been incurred and the amount of the assessment and/or remediation can be reasonably estimated. Significant attorney fees are estimated and recorded when incurred.
Reclassifications
Certain 2020 amounts have been reclassified from the prior year consolidated financial statements to conform to the 2021 presentation.
Advertising
The Company expenses advertising costs as incurred.
Concentration of Credit Risk
The Company maintains cash balances which are generally held in non-interest bearing demand deposit accounts subject to FDIC insured limits of $250,000 per entity. At December 31, 2021, the net amount exceeding FDIC insured limits was $6,716,000 at three financial institutions. The Company has not experienced any losses in such accounts. Management of the Company reviews financial information of financial institutions on a quarterly basis and believes the Company is not exposed to any significant credit risk on cash and cash equivalents.
Policy receivables are reported at unpaid balances. Policy receivables are generally offset by associated unearned premium liabilities and are not subject to significant credit risk. Receivables from agents, less provision for credit losses, are composed of balances due from independent agents. At December 31, 2021, the single largest balance due from one agent totaled $52,000.
Reinsurance contracts do not relieve the Company of its obligations to policyholders. A failure of a reinsurer to meet its obligation could result in losses to the insurance subsidiaries. Allowances for losses on reinsurance recoverables are established if amounts are believed to be uncollectible. At December 31, 2021 and December 31, 2020, no amounts were deemed uncollectible. The Company, at least annually, evaluates the financial condition of all reinsurers and evaluates any potential concentrations of credit risk. At December 31, 2021, management does not believe the Company is exposed to any significant credit risk related to its reinsurance program.
Treasury Shares
Treasury shares are reported at cost and are reflected on the consolidated balance sheets as a reduction of total equity.
Accounting Changes Not Yet Adopted
Reference Rate Reform
In March 2020, the Financial Accounting Standards Board (FASB) issued guidance that provides temporary optional expedients and exceptions to the current guidance on contract modifications and hedge accounting to ease the financial reporting burdens related to the expected market transition from the London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The Company has exposure to LIBOR based financial instruments through its subordinated debentures. The contracts with respect to these borrowings contain alternative reference rates that would automatically take effect upon the phasing out of LIBOR and would not materially change the liability exposure. The guidance was effective upon issuance and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. The Company is evaluating the optional expedients and exceptions in the guidance but does not expect the adoption of this guidance to have a material impact on its financial position or results of operations.
Targeted Improvements to the Accounting for Long-Duration Contracts
In August 2018, the FASB issued guidance to improve the existing recognition, measurement, presentation and disclosure requirements for long-duration contracts issued by an insurance entity. The guidance improves timeliness of recognizing changes in the liability for future policy benefits and modifies the rate used to discount future cash flows. The guidance will simplify and improve accounting for certain market-based options or guarantees associated with deposit type contracts and simplify the amortization of deferred policy acquisition costs. The guidance also introduces certain financial statement presentation requirements, as well as significant additional quantitative and qualitative disclosures. The guidance is effective for fiscal years beginning after December 15,
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
2024 and interim periods within those fiscal years beginning after December 15, 2025. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance. Due to the nature and extent of the changes required to the Company’s life insurance operations, the adoption of this standard is expected to have a material impact on the consolidated financial statements.
Financial Instruments - Credit Losses
In June 2016, the FASB issued guidance that replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The FASB released additional guidance in November 2018 that provides scope clarification. This guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those years. The Company does not expect the adoption to have a material impact on its financial position or results of operations.
Recently Adopted Accounting Standards
Simplifying the Accounting for Income Taxes
In December 2019, the FASB issued guidance to simplify the accounting for income taxes. The guidance removes certain exceptions to general principles in the income tax guidance and amends existing guidance to improve consistent application. The guidance is effective for fiscal years beginning after December 15, 2020. The Company adopted this guidance on January 1, 2021. The adoption of this guidance did not have a material impact on its financial position or results of operations.
NOTE 2 – VARIABLE INTEREST ENTITIES
The Company holds passive interests in limited partnerships that are considered to be Variable Interest Entities (VIE) under the provisions of ASC 810 Consolidation. The Company is not the primary beneficiary of the entities and is not required to consolidate under ASC 810. The entities are private placement investment funds formed for the purpose of investing in private equity investments. The Company owns less than 1% of the limited partnerships. The carrying value of the investments totals $555,000 at December 31, 2021 ($460,000 at December 31, 2020) and is included as a component of Other Invested Assets in the accompanying consolidated balance sheets.
In December 2005, the Company formed National Security Capital Trust I, a statutory trust created under the Delaware Statutory Trust Act, for the sole purpose of issuing, in private placement transactions, $9,000,000 of trust preferred securities (TPS) and using the proceeds thereof, together with the equity proceeds received from the Company in the initial formation of the Trust, to purchase $9,279,000 of variable rate subordinated debentures issued by the Company. The Company owns all voting securities of the Trust and the subordinated debentures are the sole assets of the Trust. The Trust will meet the obligations of the TPS with the interest and principal paid on the subordinated debentures. The Company received net proceeds from the TPS transactions, after commissions and other costs of issuance, of $9,005,000. The Company also holds all the voting securities issued by the Trust and such trusts are considered to be VIE's. The Trust is not consolidated because the Company is not the primary beneficiary of the trust. The Subordinated Debentures, disclosed in Note 8, are reported in the accompanying consolidated balance sheets as a component of long-term debt. The Company's equity investments in the Trust total $279,000 and are included in Other Assets in the accompanying consolidated balance sheets.
In June 2007, the Company formed National Security Capital Trust II for the sole purpose of issuing, in private placement transactions, $3,000,000 of trust preferred securities and using the proceeds thereof, together with the equity proceeds received from the Company in the initial formation of the Trust, to purchase $3,093,000 of unsecured junior subordinated deferrable interest debentures. The Company owns all voting securities of the Trust and the subordinated debentures are the sole assets of the Trust. The Trust will meet the obligations of the TPS with the interest and principal paid on the subordinated debentures. The Company received net proceeds from the TPS transactions, after commissions and other costs of issuance, of $2,995,000. The Company also holds all the voting securities issued by the Trust and such trusts are considered to be VIE's. The Trust is not consolidated because the Company is not the primary beneficiary of the Trust. The Subordinated Debentures, disclosed in Note 8, are reported in the accompanying consolidated balance sheets as a component of long-term debt. The Company's equity investments in the Trust total $93,000 and are included in Other Assets in the accompanying consolidated balance sheets.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 3 – STATUTORY ACCOUNTING PRACTICES
The accompanying consolidated financial statements have been prepared in conformity with generally accepted accounting principles (GAAP) which vary in certain respects from reporting practices prescribed or permitted by insurance regulatory authorities. The significant differences for statutory reporting include: (a) acquisition costs of acquiring new business are charged to operations as incurred, (b) life policy liabilities are established utilizing interest and mortality factors specified by regulatory authorities, (c) the Asset Valuation Reserve (AVR) and the Interest Maintenance Reserve (IMR) are recorded as liabilities in the life subsidiary, and (d) non-admitted assets (primarily furniture and equipment, agents' debit balances and prepaid expenses) are charged directly to surplus.
Statutory net income (loss) and capital and surplus, excluding intercompany transactions, are summarized as follows:
| | | | | | | | | | | |
($ in thousands) | 2021 | | 2020 |
NSIC - including realized capital gains of $36 and $447, respectively | $ | 677 | | | $ | 918 | |
NSFC - including realized capital gains of $10 and $957, respectively | $ | (971) | | | $ | (8,823) | |
Omega - including realized capital gains of $1,249 and $190, respectively | $ | 884 | | | $ | (954) | |
Statutory risk-based adjusted capital: | | | |
NSIC - including AVR of $1,063 and $1,014, respectively | $ | 12,034 | | | $ | 10,784 | |
NSFC - including investment in Omega of $6,949 and $7,085, respectively | $ | 35,405 | | | $ | 36,505 | |
Omega | $ | 6,946 | | | $ | 7,083 | |
The above amounts exclude allocation of direct expenses of the Company. NSIC, NSFC and Omega are in compliance with statutory restrictions with regard to minimum amounts of surplus and capital.
NOTE 4 – INVESTMENTS
Our investment in available-for-sale securities, which are reported at fair value, includes fixed maturity securities and equity securities. Net unrealized gains or losses on fixed maturities are reported after-tax as a component of other comprehensive income (loss). Changes in fair value of equity securities are reported in investment gains/losses as a component of net income.
The amortized cost and aggregate fair values of investments in available-for-sale securities as of December 31, 2021 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands)
Available-for-sale securities: | | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
U.S. Government corporations and agencies | | $ | 5,171 | | | $ | 173 | | | $ | 19 | | | $ | 5,325 | |
| | | | | | | | |
| | | | | | | | |
Agency mortgage backed securities | | 18,407 | | | 333 | | | 217 | | | 18,523 | |
Asset backed securities | | 4,710 | | | 63 | | | 17 | | | 4,756 | |
Private label mortgage backed securities | | 2,878 | | | 17 | | | 38 | | | 2,857 | |
Corporate bonds | | 51,391 | | | 2,635 | | | 418 | | | 53,608 | |
| | | | | | | | |
States, municipalities and political subdivisions | | 9,629 | | | 131 | | | 86 | | | 9,674 | |
| | | | | | | | |
Total Fixed Maturities | | 92,186 | | | 3,352 | | | 795 | | | 94,743 | |
Equity securities | | 1,609 | | | 2,368 | | | — | | | 3,977 | |
Total | | $ | 93,795 | | | $ | 5,720 | | | $ | 795 | | | $ | 98,720 | |
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The amortized cost and aggregate fair values of investments in held-to-maturity securities as of December 31, 2021 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands)
Held-to-maturity securities: | | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
| | | | | | | | |
Agency mortgage backed securities | | $ | 608 | | | $ | 42 | | | $ | — | | | $ | 650 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
Total | | $ | 608 | | | $ | 42 | | | $ | — | | | $ | 650 | |
The amortized cost and aggregate fair values of investments in available-for-sale securities as of December 31, 2020 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands)
Available-for-sale securities: | | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
U.S. Government corporations and agencies | | $ | 4,300 | | | $ | 323 | | | $ | 9 | | | $ | 4,614 | |
Agency mortgage backed securities | | 19,773 | | | 919 | | | 63 | | | 20,629 | |
Asset backed securities | | 8,233 | | | 137 | | | 27 | | | 8,343 | |
Private label mortgage backed securities | | 1,418 | | | 50 | | | 55 | | | 1,413 | |
Corporate bonds | | 35,930 | | | 3,771 | | | 50 | | | 39,651 | |
States, municipalities and political subdivisions | | 6,587 | | | 189 | | | 27 | | | 6,749 | |
| | | | | | | | |
Total Fixed Maturities | | 76,241 | | | 5,389 | | | 231 | | | 81,399 | |
Equity securities | | 1,918 | | | 2,832 | | | — | | | 4,750 | |
Total | | $ | 78,159 | | | $ | 8,221 | | | $ | 231 | | | $ | 86,149 | |
The amortized cost and aggregate fair values of investments in held-to-maturity securities as of December 31, 2020 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands)
Held-to-maturity securities: | | Amortized Cost | | Gross Unrealized Gains | | Gross Unrealized Losses | | Fair Value |
Agency mortgage backed securities | | $ | 873 | | | $ | 73 | | | $ | — | | | $ | 946 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
Total | | $ | 873 | | | $ | 73 | | | $ | — | | | $ | 946 | |
The amortized cost and aggregate fair value of debt securities at December 31, 2021, by contractual maturity, are presented in the following table. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | | | | | | | | | | | | | |
| | | | |
($ in thousands) | | Amortized Cost | | Fair Value |
Available-for-sale securities: | | | | |
Due in one year or less | | $ | 3,002 | | | $ | 3,032 | |
Due after one year through five years | | 22,179 | | | 23,092 | |
Due after five years through ten years | | 21,780 | | | 22,543 | |
Due after ten years | | 45,225 | | | 46,076 | |
Total | | $ | 92,186 | | | $ | 94,743 | |
| | | | |
Held-to-maturity securities: | | | | |
| | | | |
Due after one year through five years | | $ | 8 | | | $ | 8 | |
Due after five years through ten years | | 3 | | | 3 | |
Due after ten years | | 597 | | | 639 | |
Total | | $ | 608 | | | $ | 650 | |
A summary of securities available-for-sale with unrealized losses as of December 31, 2021, along with the related fair value, aggregated by the length of time that investments have been in a continuous unrealized loss position, is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) | | Less than 12 months | | 12 months or longer | | Total |
December 31, 2021 | | Fair Value | | Gross Unrealized Losses | | Fair Value | | Gross Unrealized Losses | | Fair Value | | Gross Unrealized Losses | | Total Securities in a Loss Position |
U.S. Government corporations and agencies | | $ | 1,814 | | | $ | 19 | | | $ | — | | | $ | — | | | $ | 1,814 | | | $ | 19 | | | 2 |
Agency mortgage backed securities | | 10,129 | | | 217 | | | — | | | — | | | 10,129 | | | 217 | | | 19 |
Asset backed securities | | 1,501 | | | 17 | | | — | | | — | | | 1,501 | | | 17 | | | 3 |
Private label mortgage backed securities | | 1,963 | | | 38 | | | — | | | — | | | 1,963 | | | 38 | | | 2 |
Corporate bonds | | 11,121 | | | 418 | | | — | | | — | | | 11,121 | | | 418 | | | 18 |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
States, municipalities and political subdivisions | | 3,629 | | | 77 | | | 798 | | | 9 | | | 4,427 | | | 86 | | | 7 |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | $ | 30,157 | | | $ | 786 | | | $ | 798 | | | $ | 9 | | | $ | 30,955 | | | $ | 795 | | | 51 |
There were no securities held-to-maturity with unrealized losses as of December 31, 2021.
A summary of securities available-for-sale with unrealized losses as of December 31, 2020, along with the related fair value, aggregated by the length of time that investments have been in a continuous unrealized loss position, is as follows:
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) | | Less than 12 months | | 12 months or longer | | Total |
December 31, 2020 | | Fair Value | | Gross Unrealized Losses | | Fair Value | | Gross Unrealized Losses | | Fair Value | | Gross Unrealized Losses | | Total Securities in a Loss Position |
U.S. Government corporations and agencies | | $ | 666 | | | $ | 9 | | | $ | — | | | $ | — | | | $ | 666 | | | $ | 9 | | | 1 |
Agency mortgage backed securities | | 2,264 | | | 56 | | | 2 | | | 7 | | | 2,266 | | | 63 | | | 8 |
Asset backed securities | | 1,737 | | | 27 | | | — | | | — | | | 1,737 | | | 27 | | | 2 |
Private label mortgage backed securities | | 891 | | | 55 | | | — | | | — | | | 891 | | | 55 | | | 1 |
Corporate bonds | | 2,467 | | | 45 | | | 495 | | | 5 | | | 2,962 | | | 50 | | | 5 |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
States, municipalities and political subdivisions | | 1,713 | | | 27 | | | — | | | — | | | 1,713 | | | 27 | | | 3 |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | | | | | | | | | | | | | |
| | $ | 9,738 | | | $ | 219 | | | $ | 497 | | | $ | 12 | | | $ | 10,235 | | | $ | 231 | | | 20 |
There were no securities held-to-maturity with unrealized losses as of December 31, 2020.
The Company conducts periodic reviews to identify and evaluate securities in an unrealized loss position in order to identify other-than-temporary impairments. For securities in an unrealized loss position, the Company assesses whether the Company has the intent to sell the security or more-likely-than-not will be required to sell the security before the anticipated recovery. If either of these conditions is met, the Company is required to recognize an other-than-temporary impairment with the entire unrealized loss reported in earnings. For securities in an unrealized loss position that do not meet these conditions, the Company assesses whether the impairment of a security is other-than-temporary. If the impairment is determined to be other-than-temporary, the Company is required to separate the other-than-temporary impairments into two components: the amount representing the credit loss and the amount related to all other factors. The credit loss is the portion of the amortized book value in excess of the net present value of the projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. The credit loss component of other-than-temporary impairments is reported in earnings, whereas the amount relating to factors other than credit losses are recorded in other comprehensive income (loss), net of taxes.
Management has evaluated each security in a significant unrealized loss position in the fixed maturity investment portfolio. The Company has no material exposure to sub-prime mortgage loans and approximately 6% of the fixed income investment portfolio is rated below investment grade. Based on a review of the available financial information, the prospect for future earnings of each company and consideration of the Company’s intent and ability to hold the securities until market values recovered, it was determined that the securities in an accumulated loss position in the portfolio were temporary impairments.
For the year ended December 31, 2021, the Company realized no other-than-temporary impairments. For the year ended December 31, 2020, the Company realized $180,000 other-than-temporary impairments. At December 31, 2021, the three largest losses not realized as an impairment in the fixed maturity portfolio totaled $105,000, $44,000 and $39,000. After evaluation by management, it was determined that each of these losses were driven by changes in market interest rates. Management currently has the intent and ability to hold these investments until recovery so no other-than-temporary impairments were recognized. At December 31, 2020, the three largest losses not realized as an impairment in the fixed maturity portfolio totaled $55,000, $37,000 and $27,000.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Major categories of investment income are summarized as follows:
| | | | | | | | | | | | | | | |
($ in thousands) | | | Year ended December 31, |
| | | | | 2021 | | 2020 |
Fixed maturities | | | | | $ | 3,222 | | | $ | 3,482 | |
Equity securities | | | | | 114 | | | 128 | |
Mortgage loans on real estate | | | | | 7 | | | 7 | |
Investment real estate | | | | | — | | | 1 | |
Policy loans | | | | | 137 | | | 143 | |
| | | | | | | |
Other | | | | | 47 | | | 15 | |
| | | | | 3,527 | | | 3,776 | |
Less: Investment expenses | | | | | 144 | | | 143 | |
Net investment income | | | | | $ | 3,383 | | | $ | 3,633 | |
Major categories of investment gains (losses) are summarized as follows:
| | | | | | | | | | | | | | | |
($ in thousands) | | | Year ended December 31, |
| | | | | 2021 | | 2020 |
Realized gains on fixed maturities | | | | | $ | 111 | | | $ | 1,361 | |
Realized gains on equity securities | | | | | 1,237 | | | 426 | |
Gains on trading securities | | | | | 3 | | | 13 | |
Change in fair value of equity securities | | | | | (464) | | | (344) | |
Change in surrender value of company owned life insurance | | | | | 71 | | | 343 | |
| | | | | | | |
Other gains (losses) principally real estate | | | | | (73) | | | 4 | |
Other-than-temporary impairments | | | | | — | | | (180) | |
Net investment gains | | | | | $ | 885 | | | $ | 1,623 | |
An analysis of the net change in unrealized gains (losses) on available-for-sale securities follows:
| | | | | | | | | | | |
($ in thousands) | December 31, 2021 | | December 31, 2020 |
Fixed maturities | $ | (2,599) | | | $ | 2,000 | |
Deferred income tax | 546 | | | (420) | |
Change in net unrealized gains (losses) on available-for-sale securities | $ | (2,053) | | | $ | 1,580 | |
NOTE 5 – FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES
Our available-for-sale securities consists of fixed maturity and equity securities which are recorded at fair value in the accompanying consolidated balance sheets.
We are permitted to elect to measure financial instruments and certain other items at fair value, with the change in fair value recorded in earnings. We elected not to measure any eligible items using the fair value option.
Accounting standards define fair value as the price that would be received to sell an asset or would be paid to transfer a liability in an orderly transaction between market participants at the measurement date, and establishes a framework to make the measurement of fair value more consistent and comparable. In determining fair value, we primarily use prices and other relevant information generated by market transactions involving identical or
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
comparable assets. The Company categorizes assets and liabilities carried at their fair value based upon a fair value hierarchy:
Level 1 - Quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 1 assets and liabilities consist of money market fund deposits and certain of our marketable debt and equity instruments, including equity instruments offsetting deferred compensation, that are traded in an active market with sufficient volume and frequency of transactions.
Level 2 - Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated by observable market data for substantially the full term of the assets or liabilities. Level 2 assets include certain of our marketable debt and equity instruments with quoted market prices that are traded in less active markets or priced using a quoted market price for similar instruments. Level 2 assets also include marketable equity instruments with security-specific restrictions that would transfer to the buyer, marketable debt instruments priced using indicator prices which represent non-binding market consensus prices that can be corroborated by observable market quotes, as well as derivative contracts and debt instruments priced using inputs that are observable in the market or can be derived principally from or corroborated by observable market data. Marketable debt instruments in this category generally include commercial paper, bank time deposits, repurchase agreements for fixed-income instruments, and a majority of floating-rate notes, corporate bonds, and municipal bonds.
Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value of assets or liabilities. Level 3 assets and liabilities include marketable debt instruments, non-marketable equity investments, derivative contracts, and company issued debt with values determined using inputs that are both unobservable and significant to the values of the instruments being measured. Level 3 assets also include marketable debt instruments that are priced using indicator prices that we were unable to corroborate with observable market quotes. Marketable debt instruments in this category generally include asset-backed securities and certain floating-rate notes, corporate bonds, and municipal bonds.
Assets/Liabilities Measured at Fair Value on a Recurring Basis
Financial assets measured at fair value on a recurring basis as of December 31, 2021 are summarized in the following table by the type of inputs applicable to the fair value measurements:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) | | Fair Value Measurements at Reporting Date Using |
Description | | Total | | Level 1 | | Level 2 | | Level 3 |
Financial Assets | | | | | | | | |
Fixed maturities available-for-sale | | | | | | | | |
U.S. Government corporations and agencies | | $ | 5,325 | | | $ | 5,325 | | | $ | — | | | $ | — | |
| | | | | | | | |
| | | | | | | | |
Agency mortgage backed securities | | 18,523 | | | 11,916 | | | 6,607 | | | — | |
Asset backed securities | | 4,756 | | | 2,730 | | | 2,026 | | | — | |
| | | | | | | | |
Corporate bonds | | 53,608 | | | — | | | 53,608 | | | — | |
| | | | | | | | |
| | | | | | | | |
Private label asset backed securities | | 2,857 | | | — | | | 2,857 | | | — | |
States, municipalities and political subdivisions | | 9,674 | | | — | | | 9,674 | | | — | |
| | | | | | | | |
| | | | | | | | |
Trading securities | | 191 | | | 191 | | | — | | | — | |
Equity securities | | 3,977 | | | 2,363 | | | — | | | 1,614 | |
Total Financial Assets | | $ | 98,911 | | | $ | 22,525 | | | $ | 74,772 | | | $ | 1,614 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
The methods and assumptions the Company uses to estimate the fair value of assets and liabilities measured at fair value on a recurring basis are summarized below.
Fixed maturities available-for-sale — The fair values of the Company’s public fixed maturity securities are generally based on prices obtained from independent pricing services. Consistent with the fair value hierarchy described above, securities with quoted market prices in active markets for identical assets are reflected within Level 1 while
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
securities with validated quotes from pricing services are generally reflected within Level 2, as they are primarily based on observable pricing for similar assets and/or other market observable inputs.
Trading securities — Trading securities consist primarily of mutual funds whose fair values are determined consistent with similar instruments described above under “Fixed Maturities” and below under “Equity Securities.”
Equity securities — Equity securities consist principally of investments in common and preferred stock of publicly traded companies and privately traded securities. The fair values of our publicly traded equity securities are based on quoted market prices in active markets for identical assets and are classified within Level 1 in the fair value hierarchy.
Estimated fair values for our privately traded equity securities require a substantial level of judgment. Privately traded equity securities are classified within Level 3.
Interest rate swaps — Interest rate swaps are recorded at fair value either as assets, within other assets or as liabilities, within other liabilities. The fair values of our interest rate swaps are provided by a third-party broker and are classified within Level 3.
As of December 31, 2021, Level 3 fair value measurements of assets include $1,614,000 of equity securities in a local community bank whose value is based on an evaluation of the financial statements of the entity. The Company does not develop the unobservable inputs used in measuring fair value.
As of December 31, 2021, there were no liabilities with Level 3 fair value measurements. In 2020, liabilities with Level 3 fair value measurements included various interest rate swap agreements whose value was based on analysis provided by a third party that utilizes financial modeling tools and assumptions on interest and other factors. The Company does not develop the unobservable inputs used in measuring fair value. Additional information regarding the interest rate swap agreements is provided in Note 8.
The table below presents a reconciliation for all assets and for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the year ended December 31, 2021:
| | | | | | | | | | | | | | |
($ in thousands)
For the year ended December 31, 2021 | | Equity Securities | | Interest Rate Swap |
Beginning balance | | $ | 1,502 | | | $ | (619) | |
Total gains or losses (realized and unrealized): | | | | |
Included in earnings | | 112 | | | — | |
Included in other comprehensive income | | — | | | 619 | |
Purchases: | | — | | | — | |
Sales: | | — | | | — | |
Issuances: | | — | | | — | |
Settlements: | | — | | | — | |
Transfers in/(out) of Level 3 | | — | | | — | |
Ending balance | | $ | 1,614 | | | $ | — | |
The amount of total gains or losses for the period included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held as of December 31, 2021: | | $ | 112 | | | $ | — | |
For the year ended December 31, 2021, there were no assets or liabilities measured at fair values on a nonrecurring basis.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2020 are summarized in the following table by the type of inputs applicable to the fair value measurements:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) | | Fair Value Measurements at Reporting Date Using |
Description | | Total | | Level 1 | | Level 2 | | Level 3 |
Financial Assets | | | | | | | | |
Fixed maturities available-for-sale | | | | | | | | |
U.S. Government corporations and agencies | | $ | 4,614 | | | $ | 4,614 | | | $ | — | | | $ | — | |
| | | | | | | | |
| | | | | | | | |
Agency mortgage backed securities | | 20,629 | | | 12,044 | | | 8,585 | | | — | |
Asset backed securities | | 8,343 | | | 2,343 | | | 6,000 | | | — | |
| | | | | | | | |
Corporate bonds | | 39,651 | | | — | | | 39,651 | | | — | |
| | | | | | | | |
| | | | | | | | |
Private label asset backed securities | | 1,413 | | | 891 | | | 522 | | | — | |
States, municipalities and political subdivisions | | 6,749 | | | — | | | 6,749 | | | — | |
| | | | | | | | |
Trading securities | | 169 | | | 169 | | | — | | | — | |
Equity securities available-for-sale | | 4,750 | | | 3,248 | | | — | | | 1,502 | |
Total Financial Assets | | $ | 86,318 | | | $ | 23,309 | | | $ | 61,507 | | | $ | 1,502 | |
Financial Liabilities | | | | | | | | |
Interest rate swap | | $ | (619) | | | $ | — | | | $ | — | | | $ | (619) | |
Total Financial Liabilities | | $ | (619) | | | $ | — | | | $ | — | | | $ | (619) | |
The table below presents a reconciliation for all assets and for all liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the year ended December 31, 2020:
| | | | | | | | | | | | | | |
($ in thousands)
For the year ended December 31, 2020 | | Equity Securities Available-for-Sale | | Interest Rate Swap |
Beginning balance | | $ | 1,315 | | | $ | (65) | |
Total gains or losses (realized and unrealized): | | | | |
Included in earnings | | 187 | | | — | |
Included in other comprehensive income | | — | | | (554) | |
Purchases: | | — | | | — | |
Sales: | | — | | | — | |
Issuances: | | — | | | — | |
Settlements: | | — | | | — | |
Transfers in/(out) of Level 3 | | — | | | — | |
Ending balance | | $ | 1,502 | | | $ | (619) | |
The amount of total gains or losses for the period included in earnings attributable to the change in unrealized gains or losses relating to assets and liabilities still held as of December 31, 2020: | | $ | 187 | | | $ | — | |
For the year ended December 31, 2020, there were no assets or liabilities measured at fair value on a nonrecurring basis.
The Company is exposed to certain risks in the normal course of its business operations. The primary risk that is managed through the use of derivatives is interest rate risk on floating rate borrowings. This risk is managed through the use of interest rate swap agreements which are designated as cash flow hedges. For cash flow hedges, the effective portion of the gain or loss on the interest rate swap is included as a component of other comprehensive income (loss) and reclassified into earnings in the same period during which the hedged transaction
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
is recognized in earnings. The Company does not hold or issue derivatives that are not designated as hedging instruments. See Note 8 for additional information about the interest rate swap agreements.
The following methods and assumptions were used to estimate fair value of each class of financial instrument for which it is practical to estimate that value:
Cash and cash equivalents — the carrying amount is a reasonable estimate of fair value.
Fixed maturities held-to-maturity — the carrying amount is amortized cost; the fair values of the Company’s public fixed maturity securities that are classified as held-to-maturity are generally based on prices obtained from independent pricing services.
Mortgage loans — the carrying amount is a reasonable estimate of fair value due to the restrictive nature and limited marketability of the mortgage notes.
Policy loans — the carrying amount is a reasonable estimate of fair value.
Company owned life insurance — the carrying amount is a reasonable estimate of fair value.
Other invested assets — the carrying amount is a reasonable estimate of fair value.
Other policyholder funds — the carrying amount is a reasonable estimate of fair value.
Debt — the carrying amount is a reasonable estimate of fair value.
The carrying amount and estimated fair value of the Company’s financial instruments as of December 31, 2021 and December 31, 2020 are as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) | | December 31, 2021 | | December 31, 2020 |
Assets and related instruments | | Carrying Value | | Estimated Fair Value | | Carrying Value | | Estimated Fair Value |
Held-to-maturity securities | | $ | 608 | | | $ | 650 | | | $ | 873 | | | $ | 946 | |
Mortgage loans | | 142 | | | 142 | | | 145 | | | 145 | |
Policy loans | | 1,767 | | | 1,767 | | | 1,846 | | | 1,846 | |
Company owned life insurance | | 5,069 | | | 5,069 | | | 4,998 | | | 4,998 | |
Other invested assets | | 1,619 | | | 1,619 | | | 2,033 | | | 2,033 | |
Liabilities and related instruments | | | | | | | | |
Other policyholder funds | | 1,302 | | | 1,302 | | | 1,342 | | | 1,342 | |
Short-term notes payable and current portion of long-term debt | | 500 | | | 500 | | | 500 | | | 500 | |
Long-term debt | | 12,690 | | | 12,690 | | | 13,177 | | | 13,177 | |
NOTE 6 – PROPERTY AND EQUIPMENT
Major categories of property and equipment are summarized as follows:
| | | | | | | | | | | |
($ in thousands) | December 31, 2021 | | December 31, 2020 |
Building and improvements | $ | 3,504 | | | $ | 3,491 | |
Electronic data processing equipment | 1,511 | | | 1,498 | |
Furniture and fixtures | 475 | | | 483 | |
| 5,490 | | | 5,472 | |
Less accumulated depreciation | 3,954 | | | 3,900 | |
Property and equipment, net | $ | 1,536 | | | $ | 1,572 | |
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Depreciation expense for the year ended December 31, 2021 was $96,000 ($109,000 for the year ended December 31, 2020).
NOTE 7 – INCOME TAXES
The Company recognizes tax-related interest and penalties as a component of tax expense. The Company files income tax returns in the U.S. federal jurisdiction and various states. The Company is not subject to examinations by authorities related to its U.S. federal or state income tax filings for years prior to 2015. Tax returns have been filed through the year 2020.
Net deferred tax liabilities are determined based on the estimated future tax effects of differences between the financial statement and tax basis of assets and liabilities given the provisions of the enacted tax laws. Management believes that, based on its historical pattern of taxable income, the Company will produce sufficient income in the future to realize its deferred tax assets. The Company recognized net deferred tax asset positions of $2,403,000 at December 31, 2021 and $706,000 at December 31, 2020.
The tax effect of significant differences representing deferred tax assets and liabilities are as follows:
| | | | | | | | | | | | | | |
| | | | |
($ in thousands) | | As of December 31, 2021 | | As of December 31, 2020 |
General expenses | | $ | 1,548 | | | $ | 1,448 | |
Unearned premiums | | 1,436 | | | 1,313 | |
Claims liabilities | | 751 | | | 698 | |
| | | | |
| | | | |
NOL carryforward | | 1,459 | | | 632 | |
Impairment on real estate owned | | 147 | | | 147 | |
| | | | |
| | | | |
Unrealized loss on interest rate swaps | | — | | | 130 | |
Deferred tax assets | | 5,341 | | | 4,368 | |
| | | | |
Unrealized gains on trading securities | | — | | | (3) | |
Depreciation | | (99) | | | (95) | |
Deferred policy acquisition costs | | (1,540) | | | (1,555) | |
Pre-1984 policyholder surplus account | | (265) | | | (331) | |
Unrealized gains on securities available-for-sale | | (537) | | | (1,083) | |
Unrealized gains on equity securities | | (497) | | | (595) | |
Deferred tax liabilities | | (2,938) | | | (3,662) | |
| | | | |
Net deferred tax asset | | $ | 2,403 | | | $ | 706 | |
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The appropriate income tax effects of changes in temporary differences are as follows:
| | | | | | | | | | | | | | |
($ in thousands) | | Year ended December 31, |
| | 2021 | | 2020 |
Deferred policy acquisition costs | | $ | (15) | | | $ | (55) | |
Other-than-temporary impairments | | — | | | (28) | |
| | | | |
Trading securities | | (3) | | | 2 | |
Unearned premiums | | (123) | | | (25) | |
General expenses | | (100) | | | (179) | |
Depreciation | | 4 | | | 2 | |
Claims liabilities | | (53) | | | (53) | |
| | | | |
| | | | |
Impact of repeal of special provision on pre-1984 policyholder surplus | | (66) | | | (66) | |
NOL carryforward | | (827) | | | (632) | |
Unrealized losses on equity securities | | (98) | | | (72) | |
| | | | |
Deferred income tax benefit | | $ | (1,281) | | | $ | (1,106) | |
Total income tax expense (benefit) varies from amounts computed by applying current federal income tax rates to income or loss before income taxes. The reasons for these differences and the approximate tax effects are as follows:
| | | | | | | | | | | | | | |
| | Year ended December 31, |
| | 2021 | | 2020 |
Federal income tax rate applied to pre-tax income (loss) | | 21.0 | % | | 21.0 | % |
Dividends received deduction and tax-exempt interest | | (1.0) | % | | 0.1 | % |
Company owned life insurance | | (2.2) | % | | 0.7 | % |
Rate differential - NOL carryback | | (8.1) | % | | — | % |
| | | | |
| | | | |
| | | | |
| | | | |
Other, net | | 5.2 | % | | — | % |
Effective federal income tax rate | | 14.9 | % | | 21.8 | % |
At December 31, 2021, the Company has approximately $6,950,000 of net operating loss carryforwards available ($1,459,000 tax benefit) to be applied to future periods. These carryforwards expire in 2040.
NOTE 8 – NOTES PAYABLE AND LONG-TERM DEBT
Short-term debt and current portion of long-term debt consisted of the following as of December 31, 2021 and December 31, 2020:
| | | | | | | | | | | | | | |
($ in thousands) | | December 31, | | December 31, |
| | 2021 | | 2020 |
| | | | |
| | | | |
Current portion of installment note payable due in November with variable interest rate equal to the WSJ prime rate plus 0.5%, with a 4.75% floor. Unsecured. | | $ | 500 | | | $ | 500 | |
| | | | |
| | | | |
| | $ | 500 | | | $ | 500 | |
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Long-term debt consisted of the following as of December 31, 2021 and December 31, 2020:
| | | | | | | | | | | | | | |
($ in thousands) | | December 31, | | December 31, |
| | 2021 | | 2020 |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Promissory note with variable interest rate equal to the WSJ prime rate plus 0.5%, with a 4.75% floor; maturity November 2023. Annual installment payments beginning November 2020. Unsecured. | | $ | 500 | | | $ | 1,000 | |
| | | | |
Subordinated debentures issued on December 15, 2005 with floating rate interest equal to 3-Month LIBOR plus 375 basis points; net of $131,000 in debt issuance cost ($140,000 in 2020); maturity December 15, 2035. Interest payable quarterly. Redeemable prior to maturity. Unsecured. | | 9,148 | | | 9,139 | |
| | | | |
Subordinated debentures issued on June 21, 2007 with floating rate interest equal to 3-Month LIBOR plus 340 basis points; net of $51,000 in debt issuance cost ($55,000 in 2020); maturity June 15, 2037. Interest payable quarterly. Redeemable prior to maturity. Unsecured. | | 3,042 | | | 3,038 | |
| | $ | 12,690 | | | $ | 13,177 | |
Annual maturities of all outstanding debt for the next five years and beyond are as follows: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) | | | | | | | | | | |
2022 | | 2023 | | 2024 | | 2025 | | 2026 | | Thereafter |
$ | 500 | | | $ | 500 | | | $ | — | | | $ | — | | | $ | — | | | $ | 12,190 | |
On February 26, 2020, the Company entered into a forward swap effective March 16, 2020, with a notional amount of $3,000,000 and designated the swap as a hedge against changes in cash flows attributable to changes in the benchmark interest rate (LIBOR) associated with the subordinated debentures issued June 21, 2007. Quarterly, commencing June 15, 2020, under the terms of the forward swap, the Company paid interest at a fixed rate of 4.93%. This swap was terminated on March 22, 2021. On February 26, 2020, the Company entered into a forward swap with a notional amount of $9,000,000 effective March 16, 2020, which hedges against changes in cash flows following the termination of the fixed rate period. Quarterly, commencing June 15, 2020 under the terms of the forward swap, the Company pays interest at a fixed rate of 5.28%. This swap was terminated on March 22, 2021. At December 31, 2020, the swaps had fair values of $155,000 (liability) and $464,000 (liability), respectively, for a total liability of $619,000. The December 31, 2020 swap liability is reported as a component of other liabilities on the consolidated balance sheets. A net valuation gain of $489,000 (net of tax) is included in accumulated other comprehensive income related to the swap agreements at December 31, 2021. A net valuation loss of $438,000 (net of tax) was included in accumulated other comprehensive income related to the swap at December 31, 2020.
The Company’s interest rate swaps included provisions requiring the Company to post collateral when the derivative is in a net liability position. At December 31, 2020, the Company had securities on deposit with fair market values of $957,000 (all of which was posted as collateral). Due to swap termination in 2021, there was no collateral on deposit related to the swaps at December 31, 2021.
NOTE 9 – POLICY AND CLAIM RESERVES
The Company regularly updates its reserve estimates as new information becomes available and events occur that may impact the resolution of unsettled claims. Reserve estimation can be an inherently uncertain process and reserve estimates can be revised up or down depending on changes in circumstances. Changes in prior years' reserve estimates are reflected in the results of operations in the year such changes are determined.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table is a reconciliation of beginning and ending property and casualty reserve balances for claims and claim adjustment expense:
| | | | | | | | | | | | | | | | | | | |
($ in thousands) | | | Year ended December 31, | | |
| | | | | 2021 | | 2020 | | |
Summary of claims and claim adjustment expense reserves | | | | | | | | | |
Balance, beginning of year | | | | | $ | 10,177 | | | $ | 7,199 | | | |
Less reinsurance recoverable on unpaid losses | | | | | 3,321 | | | 249 | | | |
Net balances at beginning of year | | | | | 6,856 | | | 6,950 | | | |
Net losses: | | | | | | | | | |
Provision for claims and claim adjustment expenses for claims arising in current year | | | | | 37,207 | | | 50,112 | | | |
Estimated claims and claim adjustment expenses for claims arising in prior years | | | | | (522) | | | (687) | | | |
Total increases | | | | | 36,685 | | | 49,425 | | | |
Claims and claim adjustment expense payments for claims arising in: | | | | | | | | | |
Current year | | | | | 32,579 | | | 44,816 | | | |
Prior years | | | | | 4,171 | | | 4,703 | | | |
Total payments | | | | | 36,750 | | | 49,519 | | | |
Net balance at end of period | | | | | 6,791 | | | 6,856 | | | |
Plus reinsurance recoverable on unpaid losses | | | | | 2,139 | | | 3,321 | | | |
Claims and claim adjustment expense reserves at end of period | | | | | $ | 8,930 | | | $ | 10,177 | | | |
Claims and claim adjustment expense reserves before reinsurance recoverables at December 31, 2021 were down significantly compared to prior year primarily due to fewer outstanding hurricane losses at the balance sheet date compared to prior year. The estimate for claims arising in prior years was reduced $522,000 in 2021 (reduced $687,000 in 2020) due to favorable loss development during the year on claims arising in prior years.
The Company has a geographic exposure to catastrophe losses in certain areas of the country, particularly the north-central Gulf of Mexico and the Georgia and South Carolina coast. Catastrophes can be caused by various events including hurricanes, windstorms, earthquakes, hail, severe winter weather, explosions and fires, and the incidence and severity of catastrophes are inherently unpredictable. The extent of losses from a catastrophe is a function of both the total amount of insured exposure in the area affected by the event and the severity of the event. Most catastrophe losses are restricted to small geographic areas; however, hurricanes and earthquakes may produce significant damage in large, heavily populated areas. The Company generally seeks to reduce its exposure to catastrophes through individual risk selection and the purchase of catastrophe reinsurance. At December 31, 2021, the Company's estimate of unpaid losses and adjustment expenses for claims incurred in prior years related to catastrophes that exceeded our retention totaled $117,000 before reinsurance ($0 in 2020).
The claim development table that follows presents incurred and cumulative paid claims and adjustment expense by accident year. Information presented is undiscounted and net of reinsurance.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Homeowners, Dwelling Fire and Other Liability
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, | | | |
| 20121 | | 20131 | | 20141 | | 20151 | | 20161 | | 20171 | | 20181 | | 2019 | | 2020 | | 2021 | | | |
| Incurred Claims and Allocated Claims Adjustment Expenses, Net of Reinsurance | | | |
| | | | | | |
| ($ in thousands) | | | | | | | | | | | | | | | | | | | |
Years | | | | | | | | | | | | | | | | | | | | IBNR Reserves Dec. 31, 2021 | | Cumulative Number of Reported Claims |
2012 | $ | 29,959 | | | $ | 30,190 | | | $ | 30,402 | | | $ | 30,091 | | | $ | 29,948 | | | $ | 29,885 | | | $ | 29,827 | | | $ | 29,834 | | | $ | 29,830 | | | $ | 29,831 | | $ | — | | | 5,206 | |
2013 | — | | | 27,436 | | | 27,147 | | | 27,076 | | | 27,023 | | | 27,191 | | | 27,236 | | | 27,022 | | | 27,015 | | | 27,013 | | 3 | | | 5,217 | |
2014 | — | | | — | | | 25,929 | | | 26,422 | | | 26,290 | | | 26,225 | | | 26,130 | | | 26,096 | | | 26,086 | | | 26,086 | | — | | | 4,759 | |
2015 | — | | | — | | | — | | | 31,484 | | | 30,861 | | | 30,360 | | | 30,890 | | | 30,960 | | | 31,033 | | | 30,822 | | 193 | | | 5,868 | |
2016 | — | | | — | | | — | | | — | | | 36,287 | | | 35,343 | | | 35,399 | | | 35,144 | | | 35,151 | | | 35,137 | | — | | | 5,207 | |
2017 | — | | | — | | | — | | | — | | | — | | | 40,210 | | | 38,958 | | | 38,642 | | | 38,675 | | | 38,685 | | 4 | | | 5,341 | |
2018 | — | | | — | | | — | | | — | | | — | | | — | | | 37,079 | | | 36,195 | | | 36,229 | | | 36,668 | | 349 | | | 4,813 | |
2019 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 35,929 | | | 35,199 | | | 35,231 | | 135 | | | 4,852 | |
2020 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 50,722 | | | 49,911 | | 495 | | | 6,366 | |
2021 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 37,814 | | 2,595 | | | 4,947 | |
| | | | | | | | | | | | | | | | | Total | | $ | 347,198 | | | | |
1Required supplementary information (unaudited) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Cumulative Paid Claims and Allocated Claims Adjustment Expenses, Net of Reinsurance | | | |
| | | | |
| ($ in thousands) | | | | | | | | | | | | | | | | | | | |
Years | 20121 | | 20131 | | 20141 | | 20151 | | 20161 | | 20171 | | 20181 | | 2019 | | 2020 | | 2021 | | | |
2012 | $ | 26,162 | | | $ | 29,135 | | | $ | 29,614 | | | $ | 29,765 | | | $ | 29,834 | | | $ | 29,835 | | | $ | 29,823 | | | $ | 29,824 | | | $ | 29,825 | | | $ | 29,825 | | | | |
2013 | — | | | 24,157 | | | 26,114 | | | 26,487 | | | 26,661 | | | 26,788 | | | 26,976 | | | 27,011 | | | 27,006 | | | 27,006 | | | | |
2014 | — | | | — | | | 22,844 | | | 25,461 | | | 25,800 | | | 26,033 | | | 26,095 | | | 26,094 | | | 26,086 | | | 26,086 | | | | |
2015 | — | | | — | | | — | | | 25,923 | | | 30,066 | | | 30,190 | | | 30,296 | | | 30,366 | | | 30,492 | | | 30,519 | | | | |
2016 | — | | | — | | | — | | | — | | | 31,893 | | | 34,722 | | | 35,030 | | | 35,139 | | | 35,131 | | | 35,132 | | | | |
2017 | — | | | — | | | — | | | — | | | — | | | 35,209 | | | 38,245 | | | 38,499 | | | 38,659 | | | 38,674 | | | | |
2018 | — | | | — | | | — | | | — | | | — | | | — | | | 32,456 | | | 35,543 | | | 35,924 | | | 36,121 | | | | |
2019 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 30,796 | | | 34,593 | | | 34,905 | | | | |
2020 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 45,423 | | | 49,024 | | | | |
2021 | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | 33,185 | | | | |
| | | | | | | | | | | | | | | | | Total | | $ | 340,477 | | | | |
| | | All outstanding liabilities before 2011, net of reinsurance | | 70 | | | | |
| | | Liabilities for claims and claim adjustment expenses, net of reinsurance | | $ | 6,791 | | | | |
1Required supplementary information (unaudited)
The cumulative number of reported claims presented above is reported on a per claimant basis.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Average Annual Percentage Payout of Incurred Claims by Age (in Years), Net of Reinsurance |
| (Required Supplementary Information - Unaudited) |
Years | 1 | | 2 | | 3 | | 4 | | 5 | | 6 | | 7 | | 8 | | 9 | | 10 |
| 88.5 | % | | 9.3 | % | | 1.0 | % | | 0.5 | % | | 0.3 | % | | 0.2 | % | | — | % | | 0.2 | % | | — | % | | — | % |
The tables presented above represent homeowners, dwelling fire and other liability lines of business. The Company combined the data for these lines of business because the policy coverage and payout pattern for homeowners and dwelling fire are not materially different. Also, other liability is combined with dwelling fire because liability coverage is only sold as an additional coverage offered only with the dwelling fire policy. The Company offers no stand alone liability products.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Management periodically estimates the liability for claims that have been reported but not paid and for claims incurred but not reported (IBNR). Management utilizes expected losses along with historical data analysis of paid and incurred loss development patterns over the past ten years to aide in establishing the claims liability. Management also separately evaluates any recent large events in establishing claim reserves. The Company also engages a consulting actuary to review managements' estimates of claim liabilities each year. There has been no material change in reserving methodology in 2021 compared to prior years.
As shown in the table above depicting average annual payout of incurred claims, 88.5% of claims are settled within twelve months of the date of loss and cumulatively, 97.8% of claims are settled within two years of the date of loss. While reserves for reported but unpaid and incurred but not reported claims can ultimately prove to be excessive or deficient, the short duration of the Company's claim liabilities serves to lessen the uncertainty compared to longer tail lines of insurance. The Company has no material exposure to difficult to estimate long tail liabilities such as toxic waste cleanup, asbestos related illness or other environmental remediation exposures.
| | | | | | | | | | | |
Reconciliation of the Disclosure of Incurred and Paid Claims Development to the Liability for Unpaid Claims and Claim Adjustment Expenses |
| | | |
($ in thousands) | December 31, 2021 | | December 31, 2020 |
Net outstanding liabilities | | | |
Homeowners' insurance | $ | 2,399 | | | $ | 2,359 | |
Dwelling fire insurance | 2,483 | | | 2,877 | |
Other Liability insurance | 1,908 | | | 1,618 | |
Other short-duration insurance lines | 1 | | | 2 | |
Liabilities for unpaid claims and claim adjustment expenses, net of reinsurance | 6,791 | | | 6,856 | |
| | | |
Reinsurance recoverable on unpaid claims | | | |
Homeowners' insurance | 2,064 | | | 2,620 | |
Dwelling fire insurance | 75 | | | 700 | |
Other Liability insurance | — | | | — | |
Other short-duration insurance lines | — | | | 1 | |
Total reinsurance recoverable on unpaid claims | 2,139 | | | 3,321 | |
| | | |
Insurance lines other than short-duration | — | | | — | |
Unallocated claims adjustment expenses | — | | | — | |
Other | — | | | — | |
| — | | | — | |
| | | |
Total gross liability for unpaid claims and claim adjustment expense | $ | 8,930 | | | $ | 10,177 | |
Accident and Health Claim Reserves
The Company, through its life insurance subsidiary, underwrites a limited number of short duration accident and health contracts. These claims are typically settled in three years or less and the reserve for unpaid claims totaled $390,000 at December 31, 2021 ($426,000 at December 31, 2020). These claims are a component of policy and contract claims which totaled $1,210,000 at December 31, 2021 ($1,309,000 at December 31, 2020).
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Cumulative incurred and paid claims over the last three years, along with annual percentage payouts related to accident and health claims, is as follows:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| For the Years Ended December 31, | | | | |
| 20191 | | 2020 | | 2021 | | | | |
| Incurred Claims and Allocated Claims Adjustment Expenses, Net of Reinsurance ($ in thousands) | | | | |
| | | | | |
| | | | | | | | | |
Years | | | | | | | IBNR Reserves Dec. 31, 2021 | | Cumulative Number of Reported Claims |
2019 | $ | 935 | | | $ | 968 | | | $ | 935 | | | $ | — | | | 1,468 | |
2020 | | | 818 | | | 741 | | | — | | | 1,019 | |
2021 | | | | | 778 | | | 390 | | | 793 | |
1Required supplementary information (unaudited)
| | | | | | | | | | | | | | | | | |
| Cumulative Paid Claims and Allocated Claims Adjustment Expenses, Net of Reinsurance ($ in thousands) |
| |
| | | | | |
Years | 20191 | | 2020 | | 2021 |
2019 | $ | 614 | | | $ | 917 | | | $ | 929 | |
2020 | | | 451 | | | 703 | |
2021 | | | | | 433 | |
1Required supplementary information (unaudited)
| | | | | | | | | | | | | | | | | |
| Average Annual Percentage Payout of Incurred Claims by Age |
| Required supplementary information (unaudited) |
Years | 1 | | 2 | | 3 |
| 60.7% | | 35.7% | | 2.9% |
NOTE 10 – REINSURANCE
The Company's insurance operations utilize reinsurance in the risk management process in order to limit losses, minimize exposure to large risks, provide additional capacity for future growth and effect business-sharing arrangements. Life reinsurance is placed through yearly renewable term coverage. Property and casualty reinsurance is placed on an excess of loss basis to cover losses from catastrophe events. Reinsurance contracts do not relieve the insurance subsidiaries of the obligation indemnify policyholders with respect to the underlying insurance contracts. Failure of re-insurers to honor their obligations could result in credit related losses to the insurance subsidiaries. The insurance subsidiaries evaluate the financial conditions of their reinsurance companies and monitor concentrations of credit risk arising from similar geographic regions, activities, or economic characteristics of the companies to minimize their exposure to significant losses from reinsurance insolvencies.
In the normal course of business, NSFC seeks to reduce the loss that may arise from catastrophes or other individually significant large loss events that cause unfavorable underwriting results or have adverse impacts on regulatory capital levels by re-insuring certain levels of risk in various areas of exposure with reinsurance companies. NSFC maintains a catastrophe reinsurance agreement to cover losses from catastrophic events, primarily hurricanes and tropical storms.
Under the catastrophe reinsurance program, the Company retains the first $4,000,000 in losses from the first catastrophe event and $2,000,000 from a second catastrophe event.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Catastrophe reinsurance coverage is maintained in three layers as follows:
| | | | | |
Layer | Reinsurers' Limits of Liability |
First Layer | 100% of $13,500,000 in excess of $4,000,000 retention |
Second Layer | 100% of $25,000,000 in excess of $17,500,000 |
Third Layer | 100% of $30,000,000 in excess of $42,500,000 |
Catastrophe Aggregate | 100% of $2,000,000 in excess of $2,000,000 after $2,000,000 aggregate deductible |
Each reinsurance layer covers events occurring from January 1 through December 31 of the contract year. All significant reinsurance companies under the program carry AM Best ratings of A- (Excellent) or higher, or equivalent ratings.
The Company's catastrophe reinsurance contract allows for one reinstatement. The Company maintains reinstatement premium protection (RPP) to cover reinstatement premiums incurred. The RPP further reduces risk from a major catastrophe and serves to protect the Company's capital position by reducing the modeled 100 year event net cost.
Amounts recoverable from re-insurers are estimated in a manner consistent with the claim liability associated with the underlying insurance policies. Amounts paid for prospective reinsurance contracts are reported as prepaid reinsurance premiums and amortized over the remaining contract period.
In the normal course of business, NSIC seeks to limit its exposure to loss on any single insured and to recover a portion of benefits paid by ceding reinsurance to reinsurance companies under excess coverage contracts. NSIC retains a maximum of $50,000 of coverage per individual life. Cost is amortized over the reinsurance contract period.
At December 31, 2021, the largest reinsurance recoverable of a single reinsurer was $219,000 ($1,263,000 at December 31, 2020). Amounts reported as ceded incurred losses were related to development of losses from prior year catastrophes.
NOTE 11 – EMPLOYEE BENEFIT PLANS
The Company and its subsidiaries have an established retirement savings plan (401K Plan). All full-time employees are eligible to participate, and all employer contributions are fully vested for employees who have completed 1,000 hours of service in the year of contribution. Company matching contributions for the year ended December 31, 2021 amounted to $185,000 ($191,000 in 2020). The Company contributes dollar-for-dollar matching contributions up to 5% of compensation subject to government limits.
The Company established a non-qualified deferred compensation plan under which Company directors are allowed to defer all or a portion of directors' fees into various investment options. A supplemental executive retirement plan (SERP) covers named executive officers, with the Company contributing 15% of executive compensation to the plan. Contributions to the plan are fully vested upon the earlier of death, disability, change in control, or ten years of participation in the plan. Costs for amounts related to the non-qualified deferred compensation plans for the year ended December 31, 2021 and 2020 amounted to an approximate increase of $234,000 and an increase of $430,000 in employee benefit related expenses, respectively.
The Company and its subsidiaries established an Employee Stock Ownership Plan (ESOP) in January 2010, to enable eligible employees to acquire a proprietary interest in the Company's common stock and to provide retirement and other benefits to such employees. There were no contributions during the year ended December 31, 2021 and contributions of $100,000 were made during the year ended December 31, 2020. All contributions were made in cash for purchase of Company shares in the open market. The Company has not allocated newly issued shares directly to the plan and the plan has no debt.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 12 – REGULATORY REQUIREMENTS AND DIVIDEND RESTRICTIONS
The Company is dependent on dividends from its insurance subsidiaries to fund operations and for the payment of shareholder dividends. Dividend payments from the insurance subsidiaries are subject to regulatory review/approval and statutory limitations. The statutory limitations are outlined as follows:
The amount of dividends paid from NSIC to the Company in any year may not exceed, without prior approval of regulatory authorities, the greater of 10% of statutory surplus as of the end of the preceding year, or the statutory net gain from operations for the preceding year. At December 31, 2021, NSIC's retained earnings unrestricted for the payment of dividends in the next twelve months amounted to $1,097,000.
NSFC is similarly restricted in the amount of dividends payable to the Company; dividends may not exceed the greater of 10% of statutory surplus as of the end of the preceding year, or net income for the preceding year. At December 31, 2021, NSFC's retained earnings unrestricted for the payment of dividends in the next twelve months amounted to $3,541,000.
The payment of any subsidiary dividend requires prior notice to the regulatory authorities who may disallow the dividend if, in their judgment, payment of the dividend would have an adverse effect on the surplus of the subsidiary. Additionally, there are other considerations that can limit the payment of dividends to amounts less than statutory limits. Some of these considerations include potential adverse impact on regulatory capital ratios and impact on ratings issued by rating agencies such as AM Best and Demotech.
At December 31, 2021, securities with market values of $3,203,000 ($3,349,000 at December 31, 2020) were pledged with various states pursuant to statutory requirements.
NOTE 13 – SHAREHOLDERS' EQUITY
During the year ended December 31, 2021 and year ended December 31, 2020, changes in shareholders' equity consisted of net income of $582,000 and a net loss of $8,619,000, respectively; dividends paid of $608,000 in 2021 and $607,000 in 2020; an other comprehensive loss of $1,564,000 in 2021 and other comprehensive income of $1,142,000 in 2020; common stock issued of $26,000 in 2021 and $25,000 in 2020; and the purchase of treasury shares of $36,000 in 2020. Other comprehensive income (loss) consisted of changes in accumulated unrealized gains/losses on securities available-for-sale and changes in accumulated unrealized losses on interest rate swaps.
Preferred Stock
Preferred Stock may be issued in one or more series as shall from time to time be determined and authorized by the Board of Directors. The directors may make specific provisions regarding (a) the voting rights, if any (b) whether such dividends are to be cumulative or noncumulative (c) the redemption provisions, if any (d) participating rights, if any (e) any sinking fund or other retirement provisions (f) dividend rates (g) the number of shares of such series and (h) liquidation preference. There is currently no Preferred Stock issued or outstanding.
Common Stock
The holders of the Class A Common Stock will have one-twentieth of one vote per share, and the holders of the common stock will have one vote per share. There is currently no Class A Common Stock issued or outstanding.
In the event of any liquidation, dissolution or distribution of the assets of the Company remaining after the payments to the holders of the Preferred Stock of the full preferential amounts to which they may be entitled as provided in the resolution or resolutions creating any series thereof, the remaining assets of the Company shall be divided and distributed among the holders of both classes of common stock, except as may otherwise be provided in any such resolution or resolutions.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The table below provides information regarding the Company's preferred and common stock as of December 31, 2021 and December 31, 2020:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| December 31, 2021 | | |
| Authorized | | Issued | | Treasury | | Outstanding | | | | | | |
Preferred Stock, $1 par value | 500,000 | | | — | | | — | | | — | | | | | | | |
Class A Common Stock, $1 par value | 2,000,000 | | | — | | | — | | | — | | | | | | | |
Common Stock, $1 par value | 3,000,000 | | | 2,535,577 | | | 2,945 | | | 2,532,632 | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | December 31, 2020 |
| | | | | | | | | Authorized | | Issued | | Treasury | | Outstanding |
Preferred Stock, $1 par value | | | | | | | | | 500,000 | | | — | | | — | | | — | |
Class A Common Stock, $1 par value | | | | | | | | | 2,000,000 | | | — | | | — | | | — | |
Common Stock, $1 par value | | | | | | | | | 3,000,000 | | | 2,533,315 | | | 2,945 | | | 2,530,370 | |
On May 21, 2021, 2,262 shares of common stock were issued to directors as compensation under the 2019 Equity
Incentive Plan previously approved by shareholders.
Treasury Stock
Treasury stock may be purchased pursuant to the share repurchase plan authorized by the Board of Directors in May 2020. Effective June 1, 2020, the Board authorized the repurchase of up to $500,000 of the Company's outstanding common stock. The plan expired May 31, 2021.
During the year ended December 31, 2021, the Company repurchased no shares of common stock. During the year ended December 31, 2020, the Company purchased 2,509 shares of common stock which were placed in treasury stock.
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 14 – ACCUMULATED OTHER COMPREHENSIVE INCOME
Accumulated other comprehensive income ("AOCI") includes certain items that are reported directly within a separate component of shareholders' equity. The following table presents changes in AOCI balances:
| | | | | | | | | | | | | | |
($ in thousands) | | Year ended December 31, |
| | 2021 | | 2020 |
Unrealized Gains (Losses) on Cash Flow Hedges | | | | |
Balance at beginning of period | | $ | (489) | | | $ | (51) | |
Other comprehensive income (loss) for period: | | | | |
Other comprehensive gain (loss) before reclassifications | | 489 | | | (438) | |
| | | | |
| | | | |
Net current period other comprehensive income (loss) | | 489 | | | (438) | |
Balance at end of period | | $ | — | | | $ | (489) | |
| | | | |
Unrealized Gains (Losses) on Available-for-Sale Securities | | | | |
Balance at beginning of period | | $ | 4,074 | | | $ | 2,494 | |
Other comprehensive income (loss) for period: | | | | |
Other comprehensive income (loss) before reclassifications | | (1,965) | | | 317 | |
| | | | |
| | | | |
Amounts reclassified from accumulated other comprehensive loss | | (88) | | | 1,263 | |
Net current period other comprehensive income (loss) | | (2,053) | | | 1,580 | |
Balance at end of period | | $ | 2,021 | | | $ | 4,074 | |
| | | | |
Total Accumulated Other Comprehensive Income at end of period | | $ | 2,021 | | | $ | 3,585 | |
The following table presents the amounts reclassified out of AOCI for the year ended December 31, 2021:
| | | | | | | | | | | | | | |
($ in thousands)
Details about Accumulated Other Comprehensive Income Components | | Amounts Reclassified from Accumulated Other Comprehensive Income | | Affected Line Item in the Statement Where Net Income is Presented |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Unrealized Gains on Available-for-Sale Securities | | $ | 111 | | | Net investment gains |
| | 111 | | | Total before tax |
| | (23) | | | Tax expense |
| | $ | 88 | | | Net of Tax |
The following table presents the amounts reclassified out of AOCI for the year ended December 31, 2020:
| | | | | | | | | | | | | | |
($ in thousands)
Details about Accumulated Other Comprehensive Income Components | | Amounts Reclassified from Accumulated Other Comprehensive Income | | Affected Line Item in the Statement Where Net Income is Presented |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Unrealized Gains on Available-for-Sale Securities | | $ | 1,599 | | | Net investment gains |
| | 1,599 | | | Total before tax |
| | (336) | | | Tax expense |
| | $ | 1,263 | | | Net of Tax |
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 15 – SEGMENTS
The Company’s property and casualty insurance operations comprise one business segment. The property and casualty insurance segment primarily underwrites home insurance coverage with primary lines of business consisting of dwelling fire and extended coverage, homeowners (including mobile homeowners) and other liability.
Management organizes the business utilizing a niche strategy focusing on lower valued dwellings and older homes that can be difficult to insure in the standard insurance market. Our chief decision makers (Chief Executive Officer, Chief Financial Officer and subsidiary President) review results and operating plans making decisions on resource allocations on a company-wide basis. The Company’s products are primarily produced through independent agents within the states in which we operate.
The Company’s life and accident and health operations comprise the second business segment. The life and accident and health insurance segment consists of two lines of business: traditional life insurance and supplemental accident and health insurance.
Total assets by industry segment at December 31, 2021 and December 31, 2020 are summarized below:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands)
Assets by industry segment | | Total | | P&C Insurance Operations | | Life Insurance Operations | | Non-Insurance Operations |
| | | | | | | | |
December 31, 2021 | | $ | 151,683 | | | $ | 87,657 | | | $ | 59,278 | | | $ | 4,748 | |
| | | | | | | | |
December 31, 2020 | | $ | 150,540 | | | $ | 85,375 | | | $ | 59,394 | | | $ | 5,771 | |
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THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Net income (loss) by business segment for the year ended December 31, 2021 and 2020 is summarized below:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands) Year ended December 31, 2021 | P&C Insurance Operations | | Life Insurance Operations | | Non-Insurance Operations | | Inter- company Eliminations | | Total |
REVENUES | | | | | | | | | |
Net premiums earned | $ | 55,869 | | | $ | 5,554 | | | $ | — | | | $ | — | | | $ | 61,423 | |
Net investment income | 1,456 | | | 2,419 | | | 48 | | | (540) | | | 3,383 | |
Investment gains (losses) | 296 | | | 606 | | | (17) | | | — | | | 885 | |
| | | | | | | | | |
Other income | 518 | | | 834 | | | 1,106 | | | (1,939) | | | 519 | |
| 58,139 | | | 9,413 | | | 1,137 | | | (2,479) | | | 66,210 | |
BENEFITS AND EXPENSES | | | | | | | | | |
Policyholder benefits paid | 36,685 | | | 4,973 | | | — | | | (386) | | | 41,272 | |
Amortization of deferred policy acquisition costs | 2,748 | | | 742 | | | — | | | — | | | 3,490 | |
Commissions | 7,759 | | | 310 | | | — | | | — | | | 8,069 | |
General and administrative expenses | 8,479 | | | 1,961 | | | 1,314 | | | (2,093) | | | 9,661 | |
| | | | | | | | | |
Taxes, licenses and fees | 2,250 | | | 192 | | | — | | | — | | | 2,442 | |
Interest expense | — | | | 43 | | | 549 | | | — | | | 592 | |
| 57,921 | | | 8,221 | | | 1,863 | | | (2,479) | | | 65,526 | |
Income (Loss) Before Income Taxes | 218 | | | 1,192 | | | (726) | | | — | | | 684 | |
INCOME TAX EXPENSE (BENEFIT) | (26) | | | 280 | | | (152) | | | — | | | 102 | |
Net Income (Loss) | $ | 244 | | | $ | 912 | | | $ | (574) | | | $ | — | | | $ | 582 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
($ in thousands)
Year ended December 31, 2020 | | P&C Insurance Operations | | Life Insurance Operations | | Non-Insurance Operations | | Inter-company Eliminations | | Total |
REVENUES | | | | | | | | | | |
Net premiums earned | | $ | 55,101 | | | $ | 5,709 | | | $ | — | | | $ | — | | | $ | 60,810 | |
Net investment income | | 1,530 | | | 2,583 | | | 60 | | | (540) | | | 3,633 | |
Investment gains | | 1,043 | | | 567 | | | 13 | | | — | | | 1,623 | |
| | | | | | | | | | |
Other income | | 582 | | | 1,242 | | | 1,035 | | | (2,276) | | | 583 | |
| | 58,256 | | | 10,101 | | | 1,108 | | | (2,816) | | | 66,649 | |
BENEFITS AND EXPENSES | | | | | | | | | | |
Policyholder benefits paid | | 49,425 | | | 5,215 | | | — | | | (710) | | | 53,930 | |
Amortization of deferred policy acquisition costs | | 2,724 | | | 824 | | | — | | | — | | | 3,548 | |
Commissions | | 7,212 | | | 331 | | | — | | | — | | | 7,543 | |
General and administrative expenses | | 8,589 | | | 1,923 | | | 892 | | | (2,106) | | | 9,298 | |
| | | | | | | | | | |
Taxes, licenses and fees | | 2,268 | | | 216 | | | — | | | — | | | 2,484 | |
Interest expense | | — | | | 41 | | | 823 | | | — | | | 864 | |
| | 70,218 | | | 8,550 | | | 1,715 | | | (2,816) | | | 77,667 | |
Income (Loss) Before Income Taxes | | (11,962) | | | 1,551 | | | (607) | | | — | | | (11,018) | |
INCOME TAX EXPENSE (BENEFIT) | | (2,583) | | | 306 | | | (122) | | | — | | | (2,399) | |
Net Income (Loss) | | $ | (9,379) | | | $ | 1,245 | | | $ | (485) | | | $ | — | | | $ | (8,619) | |
Table of Contents
THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The following table presents the Company’s gross and net premiums written for the property and casualty segment and the life and accident and health segment for the year ended December 31, 2021 and 2020, respectively:
| | | | | | | | | | | | | | | | |
($ in thousands) | | | | Year ended December 31, |
| | | | | | 2021 | | 2020 |
Life, accident and health operations premiums written: | | | | | | |
Traditional life insurance | | | | | | $ | 3,997 | | | $ | 4,110 | |
Accident and health insurance | | | | | | 1,692 | | | 1,727 | |
Gross life, accident and health | | | | | | 5,689 | | | 5,837 | |
Reinsurance premium ceded | | | | | | (85) | | | (80) | |
Net life, accident and health premiums written | | | | | | $ | 5,604 | | | $ | 5,757 | |
Property and Casualty operations premiums written: | | | | | | |
Dwelling fire & extended coverage | | | | | | $ | 46,896 | | | $ | 40,590 | |
Homeowners (Including mobile homeowners) | | | | | | 19,688 | | | 20,143 | |
| | | | | | | | |
Other liability | | | | | | 1,973 | | | 2,212 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
Gross property and casualty | | | | | | 68,557 | | | 62,945 | |
Reinsurance premium ceded | | | | | | (9,982) | | | (7,296) | |
Net property and casualty written | | | | | | $ | 58,575 | | | $ | 55,649 | |
Consolidated gross premiums written | | | | | | $ | 74,246 | | | $ | 68,782 | |
Reinsurance premium ceded | | | | | | (10,067) | | | (7,376) | |
Consolidated net premiums written | | | | | | $ | 64,179 | | | $ | 61,406 | |
The following table presents the Company’s gross and net premiums earned for the property and casualty segment and the life and accident and health segment for the year ended December 31, 2021 and 2020, respectively:
| | | | | | | | | | | | | | | | |
($ in thousands) | | | | Year ended December 31, |
| | | | | | 2021 | | 2020 |
Life, accident and health operations premiums earned: | | | | | | |
Traditional life insurance | | | | | | $ | 3,947 | | | $ | 4,071 | |
Accident and health insurance | | | | | | 1,692 | | | 1,718 | |
Gross life, accident and health | | | | | | 5,639 | | | 5,789 | |
Reinsurance premium ceded | | | | | | (85) | | | (80) | |
Net life, accident and health premiums earned | | | | | | $ | 5,554 | | | $ | 5,709 | |
Property and Casualty operations premiums earned: | | | | | | |
Dwelling fire & extended coverage | | | | | | $ | 43,663 | | | $ | 39,775 | |
Homeowners (Including mobile homeowners) | | | | | | 20,097 | | | 20,392 | |
| | | | | | | | |
Other liability | | | | | | 2,091 | | | 2,230 | |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
Gross property and casualty | | | | | | 65,851 | | | 62,397 | |
Reinsurance premium ceded | | | | | | (9,982) | | | (7,296) | |
Net property and casualty earned | | | | | | $ | 55,869 | | | $ | 55,101 | |
Consolidated gross premiums earned | | | | | | $ | 71,490 | | | $ | 68,186 | |
Reinsurance premium ceded | | | | | | (10,067) | | | (7,376) | |
Consolidated net premiums earned | | | | | | $ | 61,423 | | | $ | 60,810 | |
Table of Contents
THE NATIONAL SECURITY GROUP, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 16 – CONTINGENCIES
In the ordinary course of business, the Company and its subsidiaries are routinely a defendant in or party to pending or threatened legal actions and proceedings related to the conduct of their insurance operations. These suits can involve alleged breaches of contracts, torts, including bad faith and fraud claims based on alleged wrongful or fraudulent acts of the Company's subsidiaries, and other miscellaneous causes of action. It is inherently difficult to predict the outcome of such matters, particularly when the claimant seeks very large or indeterminate damages or when the matters present novel legal theories or involve multiple parties. An accrued liability is established when loss contingencies are both probable and estimable. However, there is potential loss exposure in excess of any accrued amounts. The Company monitors pending matters for further development that could affect the amount of the accrued liability.
The Company's property & casualty subsidiaries had one longstanding action remaining in Texas filed in the aftermath of Hurricane Ike which was favorably resolved in the second quarter of 2020 with no material impact on these consolidated financial statements.
The Company maintains loss and loss adjustment expense reserves on litigated claims that occur in the routine course of business in the insurance operations of the subsidiaries. These reserves are included in the liability for benefit and loss reserves on the balance sheet and include estimates for associated legal costs for individual claims. In addition the Company has a current accrual of $750,000 for legal expenses and third party claimant settlement cost. There are no individual actions not accrued that are deemed material by management based upon an evaluation of information presently available.
NOTE 17 – SUPPLEMENTAL CASH FLOW INFORMATION
Cash paid for interest during the year ended December 31, 2021 was $562,000 ($765,000 in 2020). Cash paid for income taxes during the year ended December 31, 2021 was $352,000. Cash paid for income taxes during the year ended December 31, 2020 was $244,000.
During the year ended December 31, 2021, non-cash changes in equity included $2,000 in common stock issued to Directors in lieu of cash compensation along with a corresponding $24,000 increase in additional paid-in capital. During the year ended December 31, 2020, non-cash changes in equity included $1,000 in common stock issued to Directors in lieu of cash compensation along with a corresponding $24,000 increase in additional paid-in capital.
NOTE 18 – SUBSEQUENT EVENTS
Management has evaluated subsequent events and their potential effects on these consolidated financial statements through the filing date of this Form 10-K. Subsequent to the date of these consolidated financial statements and prior to the filing date of this Form 10-K the Company executed a plan of merger agreement with VR Insurance Holdings, Inc. Further details can be found on the 8-K filed on January 27, 2022.
Table of Contents
THE NATIONAL SECURITY GROUP, INC.
FINANCIAL STATEMENT SCHEDULES
Schedule I. Summary of Investments Other Than Investments in Related Parties
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
THE NATIONAL SECURITY GROUP, INC. ($ in thousands) | | | | | | | | | | | |
| December 31, 2021 | | December 31, 2020 |
| | | | | | | | | | | |
| Cost | | Fair Value | | Amount per the Balance Sheet | | Cost | | Fair Value | | Amount per the Balance Sheet |
Securities Held-to-Maturity: | | | | | | | | | | | |
| | | | | | | | | | | |
| | | | | | | | | | | |
Agency mortgage backed securities | $ | 608 | | | $ | 650 | | | $ | 608 | | | $ | 873 | | | $ | 946 | | | $ | 873 | |
| | | | | | | | | | | |
| | | | | | | | | | | |
Total Securities Held-to-Maturity | 608 | | | 650 | | | 608 | | | 873 | | | 946 | | | 873 | |
Securities Available-for-Sale: | | | | | | | | | | | |
Equity Securities: | | | | | | | | | | | |
Banks and insurance companies | 842 | | | 2,966 | | | 2,966 | | | 842 | | | 2,545 | | | 2,545 | |
Industrial and all other | 767 | | | 1,011 | | | 1,011 | | | 1,076 | | | 2,205 | | | 2,205 | |
Total equity securities | 1,609 | | | 3,977 | | | 3,977 | | | 1,918 | | | 4,750 | | | 4,750 | |
Debt Securities: | | | | | | | | | | | |
U.S. Government corporations and agencies | 5,171 | | | 5,325 | | | 5,325 | | | 4,300 | | | 4,614 | | | 4,614 | |
Agency mortgage backed securities | 18,407 | | | 18,523 | | | 18,523 | | | 19,773 | | | 20,629 | | | 20,629 | |
Asset backed securities | 4,710 | | | 4,756 | | | 4,756 | | | 8,233 | | | 8,343 | | | 8,343 | |
Private label asset backed securities | 2,878 | | | 2,857 | | | 2,857 | | | 1,418 | | | 1,413 | | | 1,413 | |
Corporate bonds | 51,391 | | | 53,608 | | | 53,608 | | | 35,930 | | | 39,651 | | | 39,651 | |
States, municipalities and political subdivisions | 9,629 | | | 9,674 | | | 9,674 | | | 6,587 | | | 6,749 | | | 6,749 | |
| | | | | | | | | | | |
Total Debt Securities | 92,186 | | | 94,743 | | | 94,743 | | | 76,241 | | | 81,399 | | | 81,399 | |
Total Available-for-Sale | 93,795 | | | 98,720 | | | 98,720 | | | 78,159 | | | 86,149 | | | 86,149 | |
Total Securities | 94,403 | | | 99,370 | | | 99,328 | | | 79,032 | | | 87,095 | | | 87,022 | |
Trading securities | 191 | | | 191 | | | 191 | | | 169 | | | 169 | | | 169 | |
Mortgage loans on real estate | 142 | | | 142 | | | 142 | | | 145 | | | 145 | | | 145 | |
Investment real estate | 2,671 | | | 2,671 | | | 2,671 | | | 2,934 | | | 2,934 | | | 2,934 | |
Policy loans | 1,767 | | | 1,767 | | | 1,767 | | | 1,846 | | | 1,846 | | | 1,846 | |
Company owned life insurance | 4,082 | | | 5,069 | | | 5,069 | | | 4,082 | | | 4,998 | | | 4,998 | |
Other invested assets | 2,651 | | | 2,651 | | | 2,651 | | | 2,036 | | | 2,036 | | | 2,036 | |
Total investments | $ | 105,907 | | | $ | 111,861 | | | $ | 111,819 | | | $ | 90,244 | | | $ | 99,223 | | | $ | 99,150 | |