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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 10-Q

 


 

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

 

for the quarterly period ended June 30, 2004

 

Commission File Number 2-39621

 


 

UNITED FIRE & CASUALTY COMPANY

(Exact name of registrant as specified in its charter)

 


 

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

118 Second Avenue, S.E.

Cedar Rapids, Iowa

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

 

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

 


 

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

 

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

 

As of August 2, 2004, 10,057,343 shares of common stock were outstanding.

 



Table of Contents

UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

 

INDEX

 

     Page No.

Part I. Financial Information

    

Item 1. Financial Statements

    

Consolidated Balance Sheets as of June 30, 2004 (unaudited) and December 31, 2003

   2

Consolidated Statements of Income (unaudited) for the three-month periods ended June 30, 2004 and 2003

   3

Consolidated Statements of Income (unaudited) for the six-month periods ended June 30, 2004 and 2003

   4

Consolidated Statements of Cash Flows (unaudited) for the six-month periods ended June 30, 2004 and 2003

   5

Notes to Unaudited Consolidated Financial Statements

   6

Report of Independent Registered Public Accounting Firm

   10

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

   11

Item 3. Quantitative and Qualitative Disclosures about Market Risk

   18

Item 4. Controls and Procedures

   18

Part II. Other Information

    

Item 4. Submission of Matters to a Vote of Security Holders

   19

Item 6. Exhibits and Reports on Form 8-K

   19

Signatures

   20

 


Table of Contents

UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

PART I: FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

 

(In thousands)

 

  

June 30,

2004


   December 31,
2003


     (Unaudited)     

ASSETS

             

Investments

             

Fixed maturities

             

Held-to-maturity, at amortized cost (market value $107,332 in 2004 and $134,281 in 2003)

   $ 100,832    $ 125,122

Available-for-sale, at market (amortized cost $1,589,593 in 2004 and $1,424,828 in 2003)

     1,648,720      1,519,401

Equity securities, at market (cost $41,880 in 2004 and $37,858 in 2003)

     135,985      128,889

Trading securities, at market (amortized cost $6,470 in 2004 and $7,687 in 2003)

     6,581      8,099

Mortgage loans

     41,523      26,360

Policy loans

     7,819      8,068

Other long-term investments

     6,461      9,584

Short-term investments

     10,989      6,576
    

  

     $ 1,958,910    $ 1,832,099

Cash and Cash Equivalents

   $ 181,270    $ 265,064

Accrued Investment Income

     28,207      26,795

Premiums Receivable

     133,155      117,209

Deferred Policy Acquisition Costs

     104,602      86,232

Property and Equipment

     16,893      18,094

Reinsurance Receivables

     29,864      30,463

Prepaid Reinsurance Premiums

     3,309      3,605

Intangibles

     738      1,362

Income Taxes Receivable

     2,010      4,574

Other Assets

     18,210      19,658
    

  

TOTAL ASSETS

   $ 2,477,168    $ 2,405,155
    

  

LIABILITIES AND STOCKHOLDERS’ EQUITY

             

Liabilities

             

Future policy benefits and losses, claims and settlement expenses

             

Property and casualty insurance

   $ 439,136    $ 427,047

Life insurance

     1,233,784      1,210,822

Unearned premiums

     251,339      231,939

Accrued expenses and other liabilities

     56,589      55,605

Deferred income taxes

     34,264      40,360
    

  

TOTAL LIABILITIES

   $ 2,015,112    $ 1,965,773
    

  

Redeemable Preferred Stock

             

6.375% cumulative convertible preferred stock - Series A, no par value

   $ 65,627    $ 65,456

Stockholders’ Equity

             

Common stock

   $ 33,523    $ 33,475

Additional paid-in capital

     7,339      7,040

Retained earnings

     274,919      242,774

Accumulated other comprehensive income, net of tax

     80,648      90,637
    

  

TOTAL STOCKHOLDERS’ EQUITY

   $ 396,429    $ 373,926
    

  

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

   $ 2,477,168    $ 2,405,155
    

  

 

The Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

 

(In thousands, except per share data and number of shares)

 

  

Three months ended

June 30,


 
     2004

   2003

 

Revenues

               

Net premiums earned

   $ 120,337    $ 113,083  

Investment income, net of investment expenses

     28,505      26,622  

Realized investment gains (losses)

     698      (75 )

Other income

     49      820  
    

  


       149,589      140,450  
    

  


Benefits, Losses and Expenses

               

Losses and settlement expenses

     66,336      71,531  

Increase in liability for future policy benefits

     1,957      1,547  

Amortization of deferred policy acquisition costs

     27,013      22,809  

Other underwriting expenses

     10,726      11,726  

Interest on policyholders’ accounts

     14,217      14,135  
    

  


       120,249      121,748  
    

  


Income before income taxes

     29,340      18,702  

Federal income tax expense

     9,285      5,729  
    

  


Net income

   $ 20,055    $ 12,973  

Less preferred stock dividends and accretions

     1,174      1,174  
    

  


Earnings available to common shareholders

   $ 18,881    $ 11,799  
    

  


Weighted average common shares outstanding

     10,056,071      10,037,728  
    

  


Basic earnings per common share

   $ 1.88    $ 1.18  
    

  


Diluted earnings per common share

   $ 1.70    $ 1.10  
    

  


Cash dividends declared per common share

   $ 0.20    $ 0.19  
    

  


 

The Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF INCOME

 

(In thousands, except per share data and number of shares)

 

  

Six months ended

June 30,


 
     2004

   2003

 

Revenues

               

Net premiums earned

   $ 238,724    $ 223,931  

Investment income, net of investment expenses

     55,035      52,685  

Realized investment gains (losses)

     1,019      (2,848 )

Other income

     97      1,558  
    

  


       294,875      275,326  
    

  


Benefits, Losses and Expenses

               

Losses and settlement expenses

     130,416      139,629  

Increase in liability for future policy benefits

     4,033      3,872  

Amortization of deferred policy acquisition costs

     54,122      44,877  

Other underwriting expenses

     21,644      23,772  

Interest on policyholders’ accounts

     28,527      27,989  
    

  


       238,742      240,139  
    

  


Income before income taxes

     56,133      35,187  

Federal income tax expense

     17,607      10,593  
    

  


Net income

   $ 38,526    $ 24,594  

Less preferred stock dividends and accretions

     2,359      2,359  
    

  


Earnings available to common shareholders

   $ 36,167    $ 22,235  
    

  


Weighted average common shares outstanding

     10,052,119      10,037,598  
    

  


Basic earnings per common share

   $ 3.60    $ 2.22  
    

  


Diluted earnings per common share

   $ 3.27    $ 2.09  
    

  


Cash dividends declared per common share

   $ 0.40    $ 0.38  
    

  


 

The Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

(In thousands)

 

  

Six months ended

June 30,


 
     2004

    2003

 

Cash Flows From Operating Activities

                

Net income

   $ 38,526     $ 24,594  
    


 


Adjustments to reconcile net income to net cash provided by operating activities:

                

Net bond discount accretion

   $ (159 )   $ (353 )

Depreciation and amortization

     1,990       1,672  

Realized investment (gains) losses

     (1,019 )     2,848  

Net cash flows from trading investments

     1,481       (5,261 )

Deferred income tax benefit

     (170 )     (2,373 )

Changes in:

                

Accrued investment income

     (1,412 )     1,201  

Premiums receivable

     (15,946 )     (17,331 )

Deferred policy acquisition costs

     (1,336 )     (8,093 )

Reinsurance receivables

     599       1,526  

Prepaid reinsurance premiums

     296       2,832  

Income taxes receivable

     2,564       220  

Other assets

     1,448       (10,082 )

Future policy benefits and losses, claims and settlement expenses

     20,076       31,765  

Unearned premiums

     19,400       19,595  

Accrued expenses and other liabilities

     996       10,402  

Deferred income taxes

     —         4,444  

Other, net

     1,523       1,771  
    


 


Total adjustments

   $ 30,331     $ 34,783  
    


 


Net cash provided by operating activities

   $ 68,857     $ 59,377  
    


 


Cash Flows From Investing Activities

                

Proceeds from sale of available-for-sale investments

   $ 5,489     $ 21,764  

Proceeds from call and maturity of held-to-maturity investments

     24,881       26,102  

Proceeds from call and maturity of available-for-sale investments

     87,075       81,863  

Proceeds from short-term and other investments

     9,027       1,279  

Purchase of held-to-maturity investments

     —         (1,606 )

Purchase of available-for-sale investments

     (260,609 )     (79,775 )

Purchase of short-term and other investments

     (26,890 )     (30,389 )

Purchase of property and equipment

     (724 )     (1,669 )
    


 


Net cash (used in) provided by investing activities

   $ (161,751 )   $ 17,569  
    


 


Cash Flows From Financing Activities

                

Policyholders’ account balances:

                

Deposits to investment and universal life contracts

   $ 57,819     $ 95,634  

Withdrawals from investment and universal life contracts

     (42,844 )     (36,708 )

Issuance of common stock

     347       15  

Payment of cash dividends

     (6,222 )     (5,963 )
    


 


Net cash provided by financing activities

   $ 9,100     $ 52,978  
    


 


Net Change in Cash and Cash Equivalents

   $ (83,794 )   $ 129,924  

Cash and Cash Equivalents at Beginning of Period

     265,064       136,892  
    


 


Cash and Cash Equivalents at End of Period

   $ 181,270     $ 266,816  
    


 


 

The Notes to Unaudited Consolidated Financial Statements are an integral part of these statements.

 

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Table of Contents

UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 1. Basis of Presentation

 

The terms “United Fire,” “we,” “us,” or “our” refer to United Fire & Casualty Company or United Fire & Casualty Company and its consolidated subsidiaries and affiliate, as the context requires. In the opinion of the management of United Fire, the accompanying unaudited Consolidated Financial Statements contain all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position, the results of operations and cash flows for the periods presented. The results for the interim periods are not necessarily indicative of the results of operations that may be expected for the year. The Consolidated Financial Statements contained herein should be read in conjunction with our annual report on Form 10-K for the year ended December 31, 2003. The review report of Ernst & Young LLP as of and for the three and six-month periods ending June 30, 2004 accompanies the unaudited Consolidated Financial Statements included in Item 1 of Part I.

 

We maintain our records in conformity with the accounting practices prescribed or permitted by the insurance departments of the states in which we are domiciled. To the extent that certain of these practices differ from U.S. generally accepted accounting principles, we have made adjustments to present the accompanying Consolidated Financial Statements on the basis of U.S. generally accepted accounting principles.

 

To prepare our Consolidated Financial Statements in conformity with U.S. generally accepted accounting principles, we make estimates and assumptions that affect the amounts of assets and liabilities reported in our Consolidated Financial Statements, the disclosure of contingent assets and liabilities at the date of our Consolidated Financial Statements and the amounts of revenues and expenses during the reporting period reported in our Consolidated Financial Statements. Actual results could differ from the results reported.

 

We are a defendant in legal actions arising from normal business activities. Management, after consultation with legal counsel, is of the opinion that any liability resulting from these actions will not have a material impact on our financial position and operating results.

 

For purposes of reporting cash flows, cash and cash equivalents include cash, money market accounts and non-negotiable certificates of deposit with original maturities of three months or less. We paid net income taxes of $15.5 million and $8.3 million for the six-month periods ended June 30, 2004 and 2003, respectively. We made no significant payments of interest for the six month periods ended June 30, 2004 and 2003, other than interest credited to policyholders’ accounts.

 

Note 2. New Accounting Standards

 

In March 2004, the Emerging Issues Task Force reached a consensus on the other-than-temporary impairment recognition provisions of Issue 03-1 “The Meaning of Other-Than-Temporary- Impairment and Its Application to Certain Investments.” A three-step impairment model stipulated by Issue 03-1 should be applied to investment securities subject to Statement of Financial Accounting Standard No. 115. The three step model details the determination of whether an investment is impaired, the evaluation of whether an impairment is other-than-temporary and the recognition of an impairment loss equal to the amount of impairment. We are required to adopt and apply the provisions of Issue 03-1 prospectively, effective for reporting periods beginning after June 15, 2004. We do not believe the adoption of these provisions will have a material impact on our Consolidated Financial Statements.

 

In May 2004, the Financial Accounting Standards Board issued Staff Position 106-2, “Accounting and Disclosure Requirements Related to the Medicare Prescription Drug, Improvement and Modernization Act of 2003”, which supersedes Staff Position 106-1. This statement provides guidance on the accounting and disclosure requirements for the effects of the Medicare Prescription Drug, Improvement and Modernization Act of 2003 on employers that sponsor postretirement health care plans that provide prescription drug benefits to plan participants. This Staff Position is effective for interim or annual periods beginning after June 15, 2004. We are currently evaluating the impact that Staff Position 106-2 will have on our Consolidated Financial Statements.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 3. Stock Options

 

We have a nonqualified employee stock option plan that authorizes the issuance of up to 500,000 shares of United Fire common stock to employees. Through June 30, 2004 we have granted options for 168,521 shares of United Fire common stock, of which options for 21,174 shares have been exercised. Pursuant to Statement of Financial Accounting Standard No. 123, “Accounting for Stock-Based Compensation,” we elected to apply Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued to Employees” and related interpretations in accounting for stock options issued under our stock-based compensation plan. Opinion No. 25 prescribes the use of the intrinsic value method of accounting for our employee and director stock-based compensation awards. Accordingly, we have not recognized compensation expense for these awards. We have determined that the unrecognized compensation expense for the six-month periods ended June 30, 2004 and 2003 determined upon application of Statement No. 123 has an immaterial impact on the net income and earnings per share as reported in our Consolidated Financial Statements.

 

Note 4. Employee Benefit Plans

 

The two main employee benefit plans we offer are a noncontributory defined benefit pension plan and an employee/retiree health and dental benefit plan.

 

All of our employees are eligible to participate in the noncontributory defined benefit pension plan after they have completed one year of service and attained twenty-one years of age. Under our pension plan, retirement benefits are primarily a function of the number of years of service and the level of compensation. Our policy is to fund this plan on a current basis to the extent that the contribution is deductible under existing tax regulations.

 

We offer the health and dental benefit plan to all of our eligible employees and retirees. The plan is composed of two programs: (1) the Self-Funded Retiree Health and Dental Benefit plan and (2) the Self-Funded Employee Health and Dental Benefit Plan. The plan provides health and dental benefits to our employees who are regularly scheduled to work for us for 24 or more hours per week and their covered dependents. Retired employees and their covered dependents are entitled to health and dental benefits provided the retired employees have attained at least age 55 and have continuously participated in the employee plan for at least 10 consecutive years immediately prior to retirement.

 

Net periodic pension cost totaled $.9 million for the first half of 2004, consisting primarily of service cost of $.9 million and interest cost of $1.1 million, offset by expected return on plan assets of $1.3 million. Net periodic postretirement benefit cost totaled $.8 million for the first half of 2004, consisting primarily of service cost of $.3 million and interest cost of $.4 million.

 

In the first half of 2003, net periodic pension cost and net periodic postretirement benefit cost totaled $1.1 and $.7 million, respectively.

 

We previously disclosed in our annual report on Form 10-K for the year ended December 31, 2003, that we expected to contribute $5.2 million to our pension plan in 2004. In the first half of 2004, we contributed $1.5 million to the pension plan. We do not anticipate that the total contribution for 2004 will vary from the amount previously disclosed.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 5. Segment Information

 

We have two reportable business segments in our operations: property and casualty insurance and life insurance. Our property and casualty insurance segment conducts business from our home office in Cedar Rapids, Iowa and from two other locations. All three locations are aggregated because they target a similar customer base, market the same products and use the same marketing strategies. The life insurance segment operates from our home office in Cedar Rapids, Iowa. Because all of our insurance products are sold only domestically, we allocate no revenue to foreign operations. Our management evaluates the two segments both on the basis of accounting practices prescribed by our states of domicile and on the basis of U.S. generally accepted accounting principles. We analyze results based on a variety of factors, including profitability, expenses and return on equity. The bases we use to determine and analyze segments and to measure segment profit have not changed from that reported in our annual report on Form 10-K for the year ended December 31, 2003.

 

We report the following analysis on the basis of U.S. generally accepted accounting principles. We have reconciled the analysis to our unaudited Consolidated Financial Statements to adjust for intersegment eliminations.

 

     (In Thousands)

 
     Property and
Casualty Insurance


    Life
Insurance


    Total

 

Six Months Ended June 30, 2004

                        

Net premiums earned

   $ 222,411     $ 16,433     $ 238,844  

Investment income, net of investment expenses

     14,070       40,978       55,048  

Realized investment gains (losses)

     1,030       (11 )     1,019  

Other income

     —         97       97  
    


 


 


Revenues

   $ 237,511     $ 57,497     $ 295,008  
    


 


 


Intersegment Eliminations

     (67 )     (66 )     (133 )
    


 


 


Total Revenues

   $ 237,444     $ 57,431     $ 294,875  
    


 


 


Net Income

   $ 35,435     $ 3,091     $ 38,526  
    


 


 


Assets

   $ 1,005,721     $ 1,471,447     $ 2,477,168  
    


 


 


Six Months Ended June 30, 2003

                        

Net premiums earned

   $ 209,064     $ 14,979     $ 224,043  

Investment income, net of investment expenses

     11,783       40,903       52,686  

Realized investment gains (losses)

     792       (3,637 )     (2,845 )

Other income

     1,496       62       1,558  
    


 


 


Revenues

   $ 223,135     $ 52,307     $ 275,442  
    


 


 


Intersegment Eliminations

     (55 )     (61 )     (116 )
    


 


 


Total Revenues

   $ 223,080     $ 52,246     $ 275,326  
    


 


 


Net Income

   $ 22,648     $ 1,946     $ 24,594  
    


 


 


Assets

   $ 896,018     $ 1,452,598     $ 2,348,616  
    


 


 


 

Note 6. Trading Securities

 

Our investment portfolio includes trading securities with embedded derivatives, which are primarily convertible redeemable preferred debt securities. These securities are recorded at fair value. Income or loss, including the change in the fair value of these trading securities, is recognized currently in earnings as a component of realized investment gains (losses). Our portfolio of trading securities had a market value of $6.6 million at June 30, 2004, compared to $8.1 million at December 31, 2003.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

 

Note 7. Comprehensive Income

 

Comprehensive income includes all changes in equity during a period except those resulting from investments by shareholders and dividends to shareholders. The primary components of our comprehensive income are net income and the change in net unrealized gains and losses on available-for-sale securities as adjusted for amounts that have been reclassified as realized gains and losses. Comprehensive income was $28.5 million and $56.0 million for the six months ended June 30, 2004 and 2003, respectively. Comprehensive income was $2.6 million and $38.0 million for the three months ended June 30, 2004 and 2003, respectively.

 

Note 8. Escrow Agreement

 

During the third quarter of 2001 we presented claims against an escrow account held for the deferred payment of $1.00 per share to prior shareholders of American Indemnity Financial Corporation, which we acquired in August 1999. The amount of this escrow totaled approximately $2.0 million. During 2003, we filed a lawsuit to enforce the payment to us of the amount of our claims. In the first quarter of 2004 we achieved a favorable settlement of this lawsuit, which resulted in the payment to us of approximately $1.9 million of the funds that were held in the escrow account.

 

Note 9. Earnings Per Share

 

We compute earnings per share in accordance with Statement of Financial Accounting Standard No. 128, “Earnings per Share.” Accordingly, we compute basic earnings per share by dividing net income or loss available to common stockholders (net income or loss less dividends to preferred stockholders and accretions of preferred stock issuance costs) by the weighted-average number of common shares outstanding during the period. Diluted earnings per share gives effect to all potentially dilutive common shares outstanding during the period. The potentially dilutive shares we consider in our diluted earnings per share calculation relate to our convertible preferred stock and our outstanding stock options.

 

We determine the dilutive effect of our convertible preferred stock using the “if-converted” method. Under this method, we add to the denominator of the earnings per share calculation a number determined by multiplying the number of convertible preferred shares outstanding by the stated conversion rate. We add to the numerator of the earnings per share equation the amount of preferred dividends and accretions to reflect the assumed conversion to common stock of all the convertible preferred stock. If the effect of the if-converted method is anti-dilutive, the effect on diluted earnings per share of our convertible preferred stock is disregarded. The effect of the if-converted method was dilutive for the three and six-month periods ended June 30, 2004 and 2003, and was therefore included in the respective calculations of diluted earnings per share.

 

We determine the dilutive effect of our outstanding stock options using the “treasury stock” method. Under this method, we assume the exercise of all of the outstanding options whose exercise price is less than the weighted-average fair market value of our common stock during the reporting period. This method assumes that the proceeds from the hypothetical stock option exercises are used to repurchase shares of common stock at the weighted-average fair market value of the stock during the period. The net of the assumed options exercised and assumed common shares repurchased represents the number of potentially dilutive common shares, which we add to the denominator of the earnings per share calculation.

 

The components of basic and diluted earnings per share are as follows:

 

(In thousands, except per share data)

 

  

Three months ended

June 30,


  

Six months ended

June 30,


     2004

   2003

   2004

   2003

Net income

   $ 20,055    $ 12,973    $ 38,526    $ 24,594

Earnings available to common shareholders

     18,881      11,799      36,167      22,235

Weighted average common shares outstanding

     10,056      10,038      10,052      10,038

Potentially dilutive common shares

     1,755      1,723      1,736      1,722
    

  

  

  

Weighted average common and potential shares outstanding

     11,811      11,761      11,788      11,760

Basic earnings per common share

   $ 1.88    $ 1.18    $ 3.60    $ 2.22

Diluted earnings per common share

     1.70      1.10      3.27      2.09
    

  

  

  

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

Board of Directors and Stockholders of

United Fire & Casualty Company

 

We have reviewed the consolidated balance sheet of United Fire & Casualty Company as of June 30, 2004, and the related consolidated statements of income for the three-month and six-month periods ended June 30, 2004 and 2003, and the consolidated statements of cash flows for the six-month periods ended June 30, 2004 and 2003. These financial statements are the responsibility of the Company’s management.

 

We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

 

Based on our review, we are not aware of any material modifications that should be made to the consolidated interim financial statements referred to above for them to be in conformity with U.S. generally accepted accounting principles.

 

We have previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of United Fire & Casualty Company as of December 31, 2003, and the related consolidated statements of income, stockholders’ equity, and cash flows for the year then ended, not presented herein, and in our report dated February 13, 2004, we expressed an unqualified opinion on those consolidated financial statements.

 

/s/ Ernst & Young LLP

 

July 27, 2004

Chicago, Illinois

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

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

 

FORWARD LOOKING STATEMENT

 

This discussion may contain forward-looking statements about our operations, anticipated performance and other similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor under the Securities Act of 1933 and the Securities Act of 1934 for forward-looking statements. The forward-looking statements are not historical facts and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. Such forward-looking statements are based on current expectations, estimates, forecasts and projections about the industry in which we operate, management’s beliefs and assumptions made by management. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “continues,” “seeks,” “estimates,” “predicts,” “should,” “could,” “may,” “will continue,” “will be,” “will promote,” “might,” “hope,” “encouraging,” “optimistic” and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is expressed in such forward-looking statements. Among the factors that could cause our actual outcomes and results to differ are the following: inherent uncertainties with respect to loss reserving; the occurrence of catastrophic events or other insured or reinsured events with a frequency or severity exceeding our estimates; the actual amount of new and renewal business and demand for our products and services; the competitive environment in which we operate, including price, product and service competition; developments in domestic and global financial markets that could affect our investment portfolio and financing plans; impact of regulatory actions on our Consolidated Financial Statements; uncertainties relating to government and regulatory policies; additional government and stock exchange policies relating to corporate governance, and the cost to comply; legal developments; changing rates of inflation, interest rates and other economic conditions; a continuation or worsening of domestic and global economic conditions; our relationship with our agencies; the valuation of invested assets; the recovery of deferred acquisition costs; or our relationship with our reinsurers. These are representative of the risks, uncertainties and assumptions that could cause actual outcomes and results to differ materially from what is expressed in forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates. Except as required under the federal securities laws and the rules and regulations of the Securities and Exchange Commission, we do not have any intention or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

 

REGULATION G COMPLIANCE MEASURES

 

In response to disclosure regulations adopted by the Securities and Exchange Commission as part of its implementation of the Sarbanes-Oxley Act of 2002 (specifically Regulation G which became effective in March 2003), measures used in this discussion that are not based on U.S. generally accepted accounting principles (Non-GAAP) are defined and reconciled to the most directly comparable GAAP measures and operating measures in the “Non-GAAP Financial Measures” section at the end of this discussion.

 

CRITICAL ACCOUNTING POLICIES

 

Critical accounting policies are defined as those that are reflective of significant judgments and uncertainties and that potentially may result in materially different results under different assumptions and conditions. Our discussion and analysis of our results of operations and financial condition are based upon our Consolidated Financial Statements, which we have prepared in accordance with U.S. generally accepted accounting principles. As we prepare these financial statements, we must make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We evaluate our estimates on an on going basis. We base our estimates on historical experience and on other assumptions that we believe to be reasonable under the circumstances. Actual results could differ from those estimates. Our critical accounting policies most sensitive to estimates include the valuation of investments, the valuation of reserves for losses, claims and settlement expenses, the valuation of reserves for future policy benefits, the calculation of the deferred acquisition cost asset, and the valuation of pension and postretirement benefit obligations. These critical accounting policies are more fully described in our Management’s Discussion and Analysis of Results of Operations and Financial Condition presented in our annual report on Form 10-K for the year ended December 31, 2003.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

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

 

RESULTS OF OPERATIONS

 

Net income for the second quarter of 2004 was $20.1 million, or $1.88 per share (after providing for the dividend on convertible preferred stock), which includes net realized investment gains (before tax) of $.7 million. Net income for the second quarter of 2003 was $13.0 million, or $1.18 per share (after providing for the dividend on convertible preferred stock), which included net realized investment losses (before tax) of $.1 million. Second quarter diluted earnings were $1.70 per share and $1.10 per share for 2004 and 2003, respectively.

 

The overall improvement in second quarter net income was the result of growth in property and casualty premium, a decrease in claims frequency, improvement in catastrophe loss experience and a decrease in investment write-downs as compared to the prior year.

 

Total revenues were $149.6 million in the second quarter of 2004, an increase of $9.1 million, or 6.5 percent, over the second quarter of 2003. Net premiums earned increased 6.4 percent to $120.3 million in the second quarter of 2004, compared to $113.1 million in the second quarter of 2003. Net realized investment gains were $.7 million in the second quarter of 2004, compared to net realized investment losses of $.1 million in the second quarter of 2003. Investment income was $28.5 million in the second quarter of 2004, a 7.1 percent increase from the second quarter of 2003.

 

For the first half of 2004 net income was $38.5 million, or $3.60 per share. For the six months ended June 30, 2003, net income was $24.6 million, or $2.22 per share. Diluted earnings for the first half of 2004 was $3.27 per share. Diluted earnings for the first half of 2003 was $2.09 per share. Net realized investment gains (before tax) were $1.0 million through June 30, 2004, compared to net realized investment losses (before tax) of $2.8 million for the first six months of 2003.

 

Property and Casualty Insurance Segment

 

In the second quarter of 2004, our property and casualty insurance segment’s pre-tax income was $26.0 million, compared to $15.5 million in the second quarter of 2003. Premium growth, decreased claims frequency and a decrease in catastrophe losses significantly contributed to the improvement in pre-tax income. This improvement was offset to some extent by amortization of the deferred acquisition cost asset. The amortization of deferred policy acquisition costs has increased as a result of the higher level of acquisition costs we deferred throughout 2003 when compared to 2002. These costs are deferred and amortized to expense as the related premiums are earned. The elevated 2003 deferred acquisition cost asset will result in an increased level of deferred policy acquisition cost amortization throughout 2004 as compared to amortization expense recognized throughout 2003.

 

Net premiums written in the second quarter of 2004 were $127.7 million compared to $117.4 million in the second quarter of 2003. Net premiums earned in the second quarter of 2004 were $111.7 million compared to $105.7 million in the second quarter of 2003. The growth in net premiums written and net premiums earned achieved during 2004 is attributable to pricing and other underwriting initiatives pursued in recent years. In the two year period preceding 2004 we have implemented premium rate increases in several of our lines of business. While these pricing increases have leveled in 2004, we continue to realize the impact of the prior year premium rate increases as the related premium is earned.

 

Pre-tax catastrophe losses, net of reinsurance, of $5.0 million for the second quarter of 2004 added 4.5 points to the combined ratio, resulting in an after-tax earnings reduction of $.33 per share. In comparison, pre-tax catastrophe losses, net of reinsurance, of $12.3 million for the second quarter of 2003 added 11.6 points to the combined ratio, resulting in an after-tax earnings reduction of $.80 per share. The improvement in catastrophe loss experience between quarters is attributable to a decrease in losses incurred related to abnormally severe weather events in the second quarter of 2004 when compared to the second quarter of 2003.

 

Pre-tax catastrophe losses for the six months ended June 30, 2004, net of reinsurance, were $5.3 million, which added 2.4 points to the combined ratio. These catastrophe losses resulted in an after-tax earnings impact of $.34 per share. For the same period of 2003, pre-tax catastrophe losses were $12.8 million, which added 6.1 points to the combined ratio. These catastrophe losses resulted in an after-tax earnings impact of $.83 per share.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

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

 

We analyze our property and casualty financial results through the review and comparison of financial measures common to the insurance industry, which include the loss and loss adjustment expense ratios (collectively referred to as the “net loss ratio”), the underwriting expense ratio (the “expense ratio”) and the combined ratio. The ratios used in this discussion have been prepared on the basis of U.S. generally accepted accounting principles.

 

The combined ratio is a commonly used financial measure of underwriting performance, which is computed as the sum of the net loss ratio and the expense ratio. A combined ratio below 100 percent indicates a profitable book of business. Our combined ratio for the second quarter of 2004 was 83.8 percent, compared to 93.0 percent for the second quarter of 2003. Our combined ratio for the first six months of 2004 was 83.7 percent, compared to 91.3 percent for the same period in 2003.

 

The catastrophe losses discussed previously negatively impacted these combined ratios. Without the effect of catastrophes, our combined ratios would have been as follows: second quarter of 2004 – 79.2 percent; second quarter of 2003 – 81.3 percent; six month period ended June 30, 2004 – 81.2 percent; and six month period ended June 30, 2003 – 85.2 percent.

 

We review the net loss ratio to measure our profitability by line. We make pricing and underwriting decisions based upon these results. Our net loss ratio was 55.3 percent for the second quarter of 2004 versus 64.3 percent for the second quarter of 2003. Our net loss ratio was 54.2 percent for the first half of 2004 versus 62.9 percent for the first half of 2003. The improvement in the net loss ratio is primarily attributable to the underwriting initiatives pursued in recent years, a decrease in claims frequency and a decrease in catastrophe losses. The commercial lines net loss ratios (including reinsurance) were as follows: second quarter of 2004 – 55.6 percent; second quarter of 2003 – 60.5 percent; six month period ended June 30, 2004 – 54.5 percent; and six month period ended June 30, 2003 – 60.1 percent. The personal lines net loss ratios were as follows: second quarter of 2004 – 52.5 percent; second quarter of 2003 – 87.6 percent; six month period ended June 30, 2004 – 52.1 percent; and six month period ended June 30, 2003 – 79.6 percent. The significant improvement in the personal lines results had a limited impact on our overall net loss ratio because our personal lines business represents only 10 percent of our overall net premium volume.

 

Six-month periods ended June 30,


   2004

    2003

 

(Dollars in Thousands)


   Premiums
Earned


   Losses & Loss
Adjustment
Expenses
Incurred


    Net
Loss
Ratio


    Premiums
Earned


   Losses & Loss
Adjustment
Expenses
Incurred


   Net
Loss
Ratio


 

Commercial lines:

                                         

Fire and allied lines

   $ 66,231    $ 27,489     41.5 %   $ 60,181    $ 33,903    56.3 %

Other liability

     53,232      38,827     72.9       46,320      26,755    57.8  

Automobile

     45,544      25,845     56.7       42,388      23,862    56.3  

Workers’ compensation

     17,360      10,733     61.8       16,898      14,219    84.1  

Fidelity and surety

     11,437      2,598     22.7       10,132      4,587    45.3  

Miscellaneous

     409      50     12.2       440      138    31.4  
    

  


 

 

  

  

Total commercial lines

   $ 194,213    $ 105,542     54.3 %   $ 176,359    $ 103,464    58.7 %
    

  


 

 

  

  

Personal lines:

                                         

Automobile

   $ 13,216    $ 8,241     62.4 %   $ 16,034    $ 12,471    77.8 %

Fire and allied lines

     11,453      5,464     47.7       12,741      10,725    84.2  

Miscellaneous

     242      (716 )   N/A       385      27    7.0  
    

  


 

 

  

  

Total personal lines

   $ 24,911    $ 12,989     52.1 %   $ 29,160    $ 23,223    79.6 %
    

  


 

 

  

  

Reinsurance

   $ 3,287    $ 2,101     63.9 %   $ 3,545    $ 4,719    133.1 %
    

  


 

 

  

  

Total

   $ 222,411    $ 120,632     54.2 %   $ 209,064    $ 131,406    62.9 %
    

  


 

 

  

  

 

Our expense ratio was 28.5 percent for the second quarter of 2004, compared to 28.7 percent for the second quarter of 2003. The expense ratio was 29.4 percent for the first half of 2004, compared to 28.5 percent for the first half of 2003.

 

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

 

Life Insurance Segment

 

In the second quarter of 2004 our life insurance segment recorded pre-tax income of $3.3 million, compared to $3.2 million for the second quarter of 2003. This nominal improvement was the result of a combination of factors. We recorded no investment write-downs in the second quarter of 2004, compared to investment write-downs of $2.0 million in the second quarter of 2003. The decrease in investment write-downs contributed to the recognition of a net realized investment gain of $.4 million in the second quarter of 2004, compared to a $1.0 million net realized investment loss in the second quarter of 2003. Net premiums earned in the second quarter of 2004 were $8.6 million compared to $7.4 million in the second quarter of 2003. These improvements in our life insurance segment’s quarterly results were offset to some extent by increases in benefits, losses and expenses, primarily losses and settlement expenses and amortization of deferred policy acquisition costs.

 

Historically, the principal product of our life insurance segment has been the single premium deferred annuity. Pursuant to U.S. generally accepted accounting principles, annuity deposits are not reported as net premiums earned. Rather, annuity deposits are recorded as liabilities for future policyholder benefits. Revenues for annuities consist of policy surrender charges and investment income earned on policyholder deposits. In the second quarter of 2004, annuity deposits were $12.3 million, compared to $37.9 million in the second quarter of 2003. The decrease in annuities written reflects the gradual recovery from the temporary suspension of new fixed annuity business which was in effect for the second half of 2003.

 

Effective June 30, 2003, we temporarily suspended the sale of all new fixed annuity business. We made this decision in consideration of the difficulty we had in finding suitable investment vehicles in terms of duration and quality to fit our asset-liability matching needs, which had resulted in the accumulation of significant amounts of cash. While this accumulation improved our liquidity, it also resulted in negative spreads on new business.

 

As a result of the improving investment environment, we re-entered the fixed annuity marketplace in most of our licensed states effective January 1, 2004.

 

Investment Results

 

We recorded net investment income (before tax) of $55.0 million for the six-month period ended June 30, 2004, compared to $52.7 million for the six-month period ended June 30, 2003. Our invested assets grew from $1,832.1 million at December 31, 2003 to $1,958.9 million at June 30, 2004.

 

Net realized investment gains (before tax) for the six-month period ended June 30, 2004 totaled $1.0 million, versus a $2.8 million realized investment loss (before tax) for the six-month period ended June 30, 2003. The improvement is primarily attributable to a decrease in other-than-temporary investment impairments between periods. During the first half of 2004, we recorded no investment write-downs, compared to $6.0 million for the same period in 2003.

 

We continually monitor the difference between our cost basis and the estimated fair value of our investments. Our accounting policy for impairment recognition requires other-than-temporary impairment charges to be recorded when we determine that it is more likely than not that we will be unable to collect all amounts due according to the contractual terms of the fixed maturity security or that the anticipated recovery in market value of the equity security will not occur in a reasonable amount of time. Impairment charges on investments are recorded based on the fair value of the investments at the measurement date and are included in net realized investment gains and losses. Factors considered in evaluating whether a decline in value is other-than-temporary include: the length of time and the extent to which the fair value has been less than cost; the financial conditions and near-term prospects of the issuer; and our intent and ability to retain the investment for a period of time sufficient to allow for any anticipated recovery.

 

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

 

The composition of our investment portfolio at June 30, 2004 is presented in the following table in accordance with U.S. generally accepted accounting principles:

 

     Property & Casualty
Insurance Segment


   

Life Insurance

Segment


    Total

 

(Dollars in Thousands)


        Percent of
Total


         Percent of
Total


         Percent of
Total


 

Fixed maturities(1)

   $ 440,454    74.8 %   $ 1,309,098    95.6 %   $ 1,749,552    89.4 %

Equity securities

     129,147    21.9       6,838    0.5       135,985    6.9  

Trading securities

     6,581    1.1       —      —         6,581    0.3  

Mortgage loans

     5,061    0.9       36,462    2.7       41,523    2.1  

Policy loans

     —      —         7,819    0.6       7,819    0.4  

Other long-term investments

     6,461    1.1       —      —         6,461    0.3  

Short-term investments

     1,375    0.2       9,614    0.6       10,989    0.6  
    

  

 

  

 

  

Total

   $ 589,079    100.0 %   $ 1,369,831    100.0 %   $ 1,958,910    100.0 %
    

  

 

  

 

  


(1) Available-for-sale fixed maturities are carried at fair value, while held-to-maturity fixed maturities are carried at amortized cost.

 

FINANCIAL CONDITION

 

At June 30, 2004, our consolidated total assets were $2,477.2 million, compared to $2,405.2 million at December 31, 2003. Invested assets, primarily fixed maturity securities, increased $126.8 million, or 6.9 percent, from December 31, 2003. The increase in invested assets we have experienced this year is attributable to improvements in the investment environment. As interest rates have increased, we have realized an increase in the suitable investment opportunities available to us. As a result, we have purchased investments during the first half of the year at a rate exceeding sales, calls and maturities of investments. The increase in invested assets resulting from the increase in investment activity during the first half of 2004 was offset to some extent by the effect that the changes in the interest rate environment had on the carrying value of our available-for-sale fixed maturity security portfolio. As interest rates have risen, the fair market value of our fixed maturity portfolio has declined. Since our available-for-sale fixed maturity securities are carried at fair market value, this increase in interest rates has led to a significant decrease in the carrying value of our invested assets and the related unrealized gain recognized on these investments. The unrealized gain from these investments is reported net of tax as a separate component of stockholders’ equity. The changes in our total reported invested asset balance are summarized by the following table:

 

(In Thousands)


      

Invested Assets at 12/31/03

   $ 1,832,099  

Purchases

     288,735  

Sales

     (7,957 )

Calls / Maturities

     (121,233 )

Realized gain on sale

     1,319  

Mark to market adjustment (1)

     (1,812 )

Net bond discount accretion

     159  

Change in unrealized gain

     (32,400 )
    


Change in carrying value of invested assets

     126,811  
    


Invested Assets at 06/30/04

   $ 1,958,910  
    



(1) U.S. generally accepted accounting principles require that changes in the fair market value of both our portfolio of trading securities and limited liability partnership investments be recognized currently in earnings.

 

At June 30, 2004, $1,648.7 million, or 93.9 percent, of our fixed income security portfolio was classified as available-for-sale, compared to $1,519.4 million, or 91.9 percent, at December 31, 2003. We classify our remaining fixed maturities as held-to-maturity and report them at amortized cost. Our trading securities consist primarily of convertible redeemable preferred debt securities, which are recorded at fair value, with any changes in fair value recognized in earnings. At June 30, 2004, cash and cash equivalents totaled $181.3 million compared to $265.1 million at December 31, 2003. The decrease was the result of the increased level of investment activity undertaken by us in the first half of 2004.

 

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

 

Our deferred policy acquisition costs increased $18.3 million, or 21.3 percent, to $104.6 million at June 30, 2004 from the deferred policy acquisition costs at December 31, 2003. Our property and casualty insurance segment’s deferred policy acquisition costs increased $4.1 million, or 9.1 percent, to $49.1 million at June 30, 2004 from the deferred policy acquisition costs at December 31, 2003. Our life insurance segment’s deferred policy acquisition costs increased $14.2 million, or 34.4 percent, to $55.5 million at June 30, 2004 from the deferred policy acquisition costs at December 31, 2003. One component of our life insurance segment’s estimate of the deferred policy acquisition costs related to universal life and annuity business is the impact of unrealized gains and losses resulting from certain available-for-sale securities in our investment portfolio. The unrealized investment component of our life insurance segment’s deferred acquisition costs calculation decreased the reported deferred acquisition costs by $29.1 million at June 30, 2004, compared to a decrease of $46.3 million at December 31, 2003.

 

Cash flow and liquidity is derived from various sources. We invest premiums and annuity deposits in assets maturing at regular intervals in order to meet our obligations to pay policy benefits, claims and claim adjusting expenses. Net cash provided by our operating activities was $68.9 million for the six months ended June 30, 2004 compared to $59.4 million for the six months ended June 30, 2003. The increase in cash provided by operating activities was primarily due to the improvement in underwriting results between periods. We also have significant cash flows from sales of investments and from scheduled and unscheduled investment security maturities, redemptions and prepayments. These cash flows totaled $126.5 million through June 30, 2004 and $131.0 million through June 30, 2003. If our operating and investment cash flows are not sufficient to support our operations, we have additional short-term investments that we could utilize for this purpose. At June 30, 2004, our consolidated invested assets included $11.0 million of short-term investments, which consist primarily of bonds maturing within a year. We may also borrow up to $20 million on a bank line of credit. Under the terms of our credit agreement, interest on outstanding notes is payable at the lender’s prevailing prime rate, minus one percent. We did not utilize our line of credit during 2003 or in the first six months of 2004.

 

Financing activities provided cash of $9.1 million through the first six months of 2004, compared to $53.0 million through the first six months of 2003. Cash provided by financing activities included annuity and universal life deposits, less withdrawals, of $15.0 million through June 30, 2004, compared to $58.9 million for the same period of 2003. The decrease between periods is attributable to the gradual recovery from the temporary suspension of new fixed annuity business in place for the second half of 2003.

 

Stockholders’ equity increased from $373.9 million at December 31, 2003 to $396.4 million at June 30, 2004 an increase of 6.0 percent. The increases in stockholders’ equity included net income of $38.5 million and proceeds from the issuance of common stock pursuant to our employee stock option plan totaling $.3 million. The decreases to stockholders’ equity included a decrease in unrealized gain on investments (net of tax) of $9.9 million, stockholder dividends of $6.2 million and preferred stock issuance cost accretion totaling $.2 million. At June 30, 2004, book value was $39.42 per common share compared to $37.23 per common share at December 31, 2003.

 

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

 

Non-GAAP Financial Measures

 

We believe that investor understanding of our financial performance is enhanced by disclosure of certain non-GAAP financial measures. The non-GAAP financial measures we utilize in this release are net operating income, net premiums written, catastrophe losses and statutory combined ratio. Net operating income is a key measure used by management and investors in monitoring the operating results of a company’s core business. Net premiums written, catastrophe losses and statutory combined ratio are statutory financial measures prepared in accordance with statutory accounting rules as prescribed by the National Association of Insurance Commissioners’ Accounting Practices and Procedures Manual.

 

Net premiums written: Net premiums written is a statutory accounting measure representing the amount of premiums charged for policies issued during the period. These premiums are reported as revenue as they are earned over the underlying policy period. Net premiums written applicable to the unexpired term of a policy are recorded as unearned premium. We evaluate net premiums written as a measure of business production for the period under review.

 

(In Thousands)


  

Net Premiums

Written


   Net Change in
Unearned Premium


   

Net Premiums

Earned


Second Quarter

                     

2004

   $ 135,297    $ (14,960 )   $ 120,337

2003

   $ 124,992    $ (11,909 )   $ 113,083
    

  


 

Year to date

                     

2004

   $ 258,357    $ (19,633 )   $ 238,724

2003

   $ 246,305    $ (22,374 )   $ 223,931
    

  


 

 

Catastrophe losses: A catastrophe loss is a single incident or series of closely related incidents causing severe insured losses. Catastrophes are by their nature unpredictable. The frequency and severity of catastrophic losses we experience in any year impacts our results of operations and financial position. In analyzing the underwriting performance of our property and casualty insurance segment, we evaluate performance both including and excluding catastrophe losses. We define catastrophes to include events that cause $25.0 million or more in industry-wide direct insured losses to property and that affect a significant number of insureds and insurers. This is the same definition utilized by the Insurance Services Office, a supplier of property and casualty statistical data. At United Fire, we also include in our catastrophe totals those events we believe are, or will be, material to our operations, either in amount or in number of claims made.

 

Statutory combined ratio: The combined ratio is a commonly used financial measure of underwriting performance. A combined ratio below 100 percent indicates a profitable book of business. The combined ratio is the sum of two separately calculated ratios, the loss and loss adjustment expense ratio (referred to as the “net loss ratio”) and the underwriting expense ratio (the “expense ratio”). When prepared in accordance with U.S. generally accepted accounting principles, the net loss ratio is calculated by dividing the sum of losses and loss adjustment expenses by net premium earned. The expense ratio is calculated by dividing non-deferred underwriting expenses and amortization of deferred policy acquisition costs by net premiums earned. When prepared in accordance with statutory accounting principles, the net loss ratio is calculated by dividing the sum of losses and loss adjustment expenses by net premium earned. The expense ratio is calculated by dividing underwriting expenses by net premiums written.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

We have exposure to market risk arising from potential losses due to adverse changes in interest rates and market prices. Our primary market risk exposure is changes in interest rates, although we have some exposure to changes in equity prices and limited exposure to foreign currency exchange rates.

 

Active management of market risk is integral to our operations. Our investment guidelines define the overall framework for managing our market and other investment risks, including accountability and controls. In addition, each of our subsidiaries has specific investment policies that delineate the investment limits and strategies that are appropriate given each entity’s liquidity, surplus, product and regulatory requirements. We respond to market risk by rebalancing our existing asset portfolio and by managing the character of future investment purchases.

 

We write covered call options from time to time on common stocks that we own. We write these options on our equity portfolio to generate additional portfolio income; we do not use these instruments for hedging purposes. The writing of covered call options does not compose a significant portion of our investment operations. Generally, we write the covered calls on stocks we view as over-priced relative to their market value. We have not written covered call options that are in-the-money when they are written, but we are not restricted from doing so. Some market analysts consider the practice of writing covered calls to be a conservative equity strategy.

 

There have been no material changes in our market risk or market risk factors from that reported in our annual report on Form 10-K for the year ended December 31, 2003.

 

ITEM 4. CONTROLS AND PROCEDURES

 

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 15d-15(e) under the Securities Exchange Act of 1934) as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures as of the end of the period covered by this report were designed and functioning effectively to provide reasonable assurance that the information required to be disclosed by us in reports filed under the Securities Exchange Act of 1934 is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms. We believe that a controls system, no matter how well designed and operated, cannot provide absolute assurance that the objectives of the controls system are met, and no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected.

 

As required by Rule 15d-15(e) under the Securities Exchange Act of 1934, our management, including our Chief Executive Officer and Chief Financial Officer, evaluated our internal control over financial reporting to determine whether any changes occurred during our second fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on this evaluation, no such change in our internal control over financial reporting occurred during our second fiscal quarter of 2004.

 

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UNITED FIRE & CASUALTY COMPANY AND SUBSIDIARIES

 

PART II - OTHER INFORMATION

 

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

At United Fire’s Annual Stockholders’ Meeting on May 19, 2004, the following proposals were adopted by the margins indicated.

 

Proposal 1: To elect the following Class B directors for a term of three years or until such time as their respective successors have been elected or appointed.

 

     Number of Shares

     VOTED FOR

   ABSTAINING

Mary K. Quass

   9,039,062    138,129

John A. Rife

   9,046,043    131,149

Kyle D. Skogmann

   9,037,718    131,474

 

Proposal 2: Granting of non-employee director stock options.

 

Number of Shares

VOTED FOR

  AGAINST

  ABSTAINING

7,370,523   552,160   392,060

 

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

 

  (a) Exhibits

 

3.1   Fourth Restated Articles of Incorporation (incorporated by reference to Exhibit 4.1 of Amendment No. 1 to our Form S-3 Registration Statement filed with the Securities and Exchange Commission on April 4, 2002, SEC File Number 333-83446)
3.2   First Amendment to Fourth Restated Articles of Incorporation (incorporated by reference to Exhibit 4.3 of Amendment No. 3 to our Form S-3 Registration Statement filed with the Securities and Exchange Commission as of May 3, 2002, SEC File Number 333-83446)
3.3   By-Laws of United Fire & Casualty Company, as amended, incorporated by reference to the Registrant’s Form S-8 Registration Statement, filed with the Commission on December 19, 1997
10.1   United Fire & Casualty Company Nonqualified Employee Stock Option Plan, incorporated by reference from Registrant’s Form S-8 Registration Statement, filed with the Commission on September 9, 1998
10.2   United Fire & Casualty Company Employee Stock Purchase Plan, incorporated by reference from Registrant’s Form S-8 Registration Statement, filed with the Commission on December 22, 1997
10.3   United-Lafayette 401(k) Profit Sharing Plan, incorporated by reference from Registrant’s Form S-8 Registration Statement, filed with the Commission on July 15, 2003
31.1   Certification of John A. Rife, Pursuant To Section 302 of the Sarbanes-Oxley Act Of 2002
31.2   Certification of Kent G. Baker, Pursuant To Section 302 of the Sarbanes-Oxley Act Of 2002
32.1   Certification of John A. Rife, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2   Certification of Kent G. Baker, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

  (b) Reports on Form 8-K

 

On April 2, 2004, we filed a report on Form 8-K in connection with the closing of our New Orleans Regional office and the consolidation of the business with that of our regional office in Galveston, Texas.

 

On May 4, 2004, we filed a report on Form 8-K in connection with our first quarter earnings release date April 30, 2004.

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

UNITED FIRE & CASUALTY COMPANY
(Registrant)

August 4, 2004


(Date)

 

/s/ John A. Rife


John A. Rife

President, Chief Executive Officer

/s/ Kent G. Baker


Kent G. Baker

Vice President, Chief Financial Officer and Principal Accounting Officer

 

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