HALLMARK FINANCIAL SERVICES INC – 10-Q – Management's Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion should be read together with our consolidated financial statements and the notes thereto. This discussion contains forward-looking statements. Please see "Risks Associated with Forward-Looking Statements in this Form 10-Q" for a discussion of some of the uncertainties, risks and assumptions associated with these statements.
Introduction
Hallmark Financial Services, Inc. ("Hallmark" and, together with subsidiaries, "we," "us," "our," or the Company) is an insurance holding company that, through its subsidiaries, engages in the sale of property/casualty insurance products to businesses and individuals. Our business involves marketing, distributing, underwriting and servicing our insurance products, as well as providing other insurance related services. Our business is geographically concentrated in the south central and northwest regions ofthe United States , except for our Specialty Commercial business which is written on a national basis. We pursue our business activities through subsidiaries whose operations are organized into product-specific business units, which are supported by our insurance company subsidiaries.
Our non-carrier insurance activities are segregated by business units into the
following reportable segments:
Specialty Commercial Segment. Our Specialty Commercial Segment includes our
Commercial Auto business unit which offers primary and excess commercial
vehicle insurance products and services; our E&S Casualty business unit which
offers primary and excess liability, excess public entity liability and E&S
package and garage liability insurance products and services; our E&S Property
business unit which offers primary and excess commercial property insurance for
? both catastrophe and non-catastrophe exposures; our Professional Liability
business unit which offers healthcare and financial lines professional
liability insurance products and services primarily for businesses, medical
professionals, medical facilities and, through 2020, senior care facilities;
and our Aerospace & Programs business unit which offers general aviation and,
until exited during 2020, satellite launch property/casualty insurance products
and services, as well as certain specialty programs.
Standard Commercial Segment. Our Standard Commercial Segment includes the
? package and monoline property/casualty and, until exited during 2016,
occupational accident insurance products and services
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handled by our Commercial Accounts business unit; and the runoff of workers
compensation insurance products handled by our former Workers Compensation
operating unit until discontinued during 2016.
Personal Segment. Our Personal Segment includes the non-standard personal
? automobile and renters insurance products and services handled by our Specialty
Personal Lines business unit.
The retained premium produced by these reportable segments is supported by ourAmerican Hallmark Insurance Company of Texas ("AHIC"),Hallmark Specialty Insurance Company ("HSIC"),Hallmark Insurance Company ("HIC"),Hallmark National Insurance Company ("HNIC") andTexas Builders Insurance Company ("TBIC") insurance subsidiaries. In addition, control and management ofHallmark County Mutual Insurance Company ("HCM") is maintained through our wholly owned subsidiary,CYR Insurance Management Company ("CYR"). CYR has as its primary asset a management agreement with HCM which provides for CYR to have management and control of HCM. HCM is used to front certain lines of business in our Specialty Commercial and Personal Segments inTexas . HCM does not retain any business. AHIC, HIC, HSIC and HNIC have entered into a pooling arrangement pursuant to which AHIC retains 32% of the total net premiums written by any of them, HIC retains 32% of our total net premiums written by any of them, HSIC retains 26% of our total net premiums written by any of them and HNIC retains 10% of our total net premiums written by any of them. Neither HCM nor TBIC is a party to the intercompany pooling arrangement.
Results of Operations
Management overview. During the three months endedSeptember 30, 2021 , our total revenue was$97.4 million , representing a decrease of 19% from the$120.3 million in total revenue for the same period of 2020. During the nine months endedSeptember 30, 2021 , our total revenue was$313.6 million , representing a decrease of 10% from the$349.8 million in total revenue for the same period of 2020. During the three months endedSeptember 30, 2021 , we reported pre-tax income of$4.4 million , as compared to a pre-tax loss of$37.8 million reported during the same period the prior year. During the nine months endedSeptember 30, 2021 , we reported pre-tax income of$14.6 million , as compared to a pre-tax loss of$102.5 million reported during the same period the prior year. The decrease in revenue for the three months endedSeptember 30, 2021 compared to the same period of the prior year was primarily due to lower net premiums earned of$22.3 million , lower net investment income of$0.5 million , lower finance charges of$0.2 million , partially offset by lower net investment losses of$0.1 million . The decrease in revenue for the nine months endedSeptember 30, 2021 compared to the same period of the prior year was primarily due to decreased net premiums earned of$69.2 million , lower net investment income of$2.7 million , lower commission and fees of$0.1 million and lower finance charges of$1.2 million , partially offset by higher net investment gains of$37.0 million . The improvement in pre-tax results for the three months endedSeptember 30, 2021 compared to the same period of the prior year was primarily due to decreased losses and loss adjustment expenses ("LAE") of$58.8 million , lower operating expenses of$5.8 million and lower amortization of intangible assets of$0.5 million , partially offset by decreased revenue discussed above. The decrease in losses and LAE was primarily due to lower current accident year loss trends and a$12.4 million improvement in unfavorable net prior year loss reserve development. Losses and LAE for the third quarter of 2021 included$2.8 million of net catastrophe losses as compared to$9.6 million during the same period of the prior year.
The improvement in pre-tax results for the nine months endedSeptember 30, 2021 as compared to the same period the prior year was primarily due to the absence of$46.0 million of impairment charges to goodwill and indefinite-lived intangible assets taken during the first quarter of 2020, a$98.6 million decrease in losses and LAE, a$6.9 million decrease in operating expenses and a$1.4 million decrease in amortization of intangible assets, partially offset by the decreased revenue discussed above. The impairment charges during the first quarter of 2020 resulted from our determination that a significant decline in market capitalization below stockholders' equity indicated the impairment of 31 Table of Contents
the goodwill and indefinite-lived intangible assets included in our balance sheet. The decrease in losses and LAE was primarily the result of exiting the contract binding line of the primary automobile business marketed by our Commercial Auto business unit commencing inFebruary 2020 , as well as a$30.7 million improvement in unfavorable net prior year loss reserve development. We reported net income of$3.4 million for the three months endedSeptember 30, 2021 as compared to a net loss of$28.4 million for the same period in 2020. We reported net income of$11.6 million for the nine months endedSeptember 30, 2021 as compared to a net loss of$86.5 million for the same period in 2020. On a diluted basis per share, we reported net income of$0.19 per share for the three months endedSeptember 30, 2021 , compared to net loss of$1.56 per share for the same period in 2020. On a diluted basis per share, we reported net income of$0.64 per share for the nine months endedSeptember 30, 2021 , as compared to a net loss of$4.77 per share for the same period in 2020. Our effective tax rate was 20.8% for the first nine months of 2021 compared to 15.6% for the same period in 2020. The effective rate for the nine months endedSeptember 30, 2021 varied from the statutory tax rates primarily due to tax-exempt interest income. The effective tax rate for the nine months endedSeptember 30, 2020 varied from the statutory tax rates primarily due to the non-deductible impairment of goodwill and indefinite-lived intangible assets.
Third Quarter 2021 as Compared to Third Quarter 2020
The following is additional business segment information for the three months
ended
Three Months Ended
Specialty Commercial Standard Commercial Segment Segment Personal Segment Corporate Consolidated 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Gross premiums written$ 126,716 $ 150,016 $ 24,935 $ 24,726 $ 17,453 $ 21,722 $ - $ -$ 169,104 $ 196,464 Ceded premiums written (69,424) (72,977) (8,644) (7,270) (72) (3,161) - - (78,140)
(83,408)
Net premiums written 57,292 77,039 16,291 17,456 17,381 18,561
- - 90,964 113,056 Change in unearned premiums 2,623 3,979 1,177 (744) (417) 429 - - 3,383 3,664 Net premiums earned 59,915 81,018 17,468
16,712 16,964 18,990 - - 94,347
116,720
Total revenues 62,493 83,749 18,157
17,398 18,316 20,513 (1,616) (1,367) 97,350
120,293
Losses and loss adjustment expenses 36,560 92,625 10,411 14,683 16,735 15,247 - - 63,706
122,555
Pre-tax income (loss)
Net loss ratio (1) 61.0 % 114.3 % 59.6 % 87.9 % 98.7 % 80.3 % 67.5 % 105.0 % Net expense ratio (1) 22.0 % 22.2 % 32.9 % 26.1 % 26.1 % 32.0 % 28.4 % 27.7 % Net combined ratio (1) 83.0 % 136.5 % 92.5 % 114.0 % 124.8 % 112.3 % 95.9 % 132.7 % Net (Unfavorable) Favorable Prior Year Development$ (1,305) $ (11,493) $ 993 $ (1,431) $ (1,197) $ (987) $ (1,509) $ (13,911)
The net loss ratio is calculated as incurred losses and LAE divided by net
premiums earned, each determined in accordance with GAAP. The net expense
(1) ratio is calculated as total underwriting expenses offset by agency fee
income divided by net premiums earned, each determined in accordance with
GAAP. Net combined ratio is calculated as the sum of the net loss ratio and
the net expense ratio.
Specialty Commercial Segment
Gross premiums written for the Specialty Commercial Segment were$126.7 million for the three months endedSeptember 30, 2021 , which was$23.3 million , or 16%, less than the$150.0 million reported for the same period of 2020. Net premiums written were$57.3 million for the three months endedSeptember 30, 2021 as compared to$77.0 million for the same period of 2020. The decrease in gross and net premiums written was primarily the result of lower premium 32
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production in our Commercial Auto, Professional Liability and E&S Property
business units, partially offset by increased premium production in our
Casualty and Aerospace & Programs
The$62.5 million of total revenue for the three months endedSeptember 30, 2021 was$21.2 million less than the$83.7 million reported by the Specialty Commercial Segment for the same period in 2020. This decrease in revenue was primarily due to lower net premiums earned of$21.1 million driven primarily by decreased net premiums earned in the Commercial Auto business unit and the Professional Liability business unit. Further contributing to the decrease in revenue was lower net investment income of$0.1 million for the three months endedSeptember 30, 2021 as compared to the same period of 2020. The Specialty Commercial Segment reported pre-tax income of$12.6 million for the third quarter of 2021 as compared to pre-tax loss of$27.3 million reported for the same period in 2020. The pre-tax income was primarily the result of lower losses and LAE of$56.1 million , lower operating expenses of$4.6 million and lower amortization of intangible assets of$0.4 million during the three months endedSeptember 30, 2021 as compared to the same period during 2020, partially offset by the lower total revenue discussed above. Our Specialty Commercial Segment reported lower losses and LAE for the quarter endedSeptember 30, 2021 compared to the same period of the prior year as the combined result of (a) a$48.1 million decrease in losses and LAE in our Commercial Auto business unit due largely to exit of the contract binding line of business as well as a$10.9 million improvement in unfavorable prior year net loss reserve development, (b) a$10.5 million decrease in losses and LAE in our E&S Property business unit due primarily due to a$6.1 million improvement in net catastrophe losses,$0.6 million lower unfavorable net prior year loss reserve development and lower current accident year non-catastrophe losses, (c) a$6.5 million increase in losses and LAE in our E&S Casualty business unit due primarily to a$3.0 million increase in unfavorable prior year net loss reserve development and higher current accident year loss trends, (d) a$0.7 million increase in losses and LAE in our Aerospace & Programs business unit due primarily to higher current accident year net loss trends driven by higher satellite losses, partially offset by a$0.1 million lower unfavorable net loss reserve development, and (e) a$4.7 million decrease in losses and LAE attributable to our Professional Liability business unit due primarily to lower current accident year loss trends and favorable net prior year loss reserve development of$1.1 million during the third quarter of 2021 as compared to unfavorable net prior year loss reserve development of$0.5 million during
the same period the prior year.
Operating expenses decreased
production related expenses of
expenses of
driven by decreased incentive compensation expense and lower professional
services of
The Specialty Commercial Segment reported a net loss ratio of 61.0% for the three months endedSeptember 30, 2021 as compared to 114.3% for the same period in 2020. The gross loss ratio before reinsurance was 81.5% for the three months endedSeptember 30, 2021 as compared to 100.4% for the same period in 2020 driven primarily by lower current accident year loss trends and lower catastrophe losses. The Specialty Commercial Segment reported$5.2 million of gross catastrophe losses during the third quarter of 2021 as compared to$40.5 million during the same period of 2020. The decrease in the net loss ratio was also impacted by$1.3 million of unfavorable prior year net loss reserve development for the three months endedSeptember 30, 2021 as compared to unfavorable prior year net loss reserve development of$11.5 million for the same period of 2020. Net catastrophe losses of$2.2 million for the three months endedSeptember 30, 2021 as compared to catastrophe losses of$8.1 million during the third quarter of 2020 also contributed to the decrease in the net loss ratio. The Specialty Commercial Segment reported a net expense ratio of 22.0% for the third quarter of 2021 as compared to 22.2% for the same period of 2020 driven primarily by lower operating expenses. Standard Commercial Segment Gross premiums written for the Standard Commercial Segment were$24.9 million for the three months endedSeptember 30, 2021 , which was$0.2 million more than the$24.7 million reported for the same period in 2020. Net premiums written were$16.3 million for the three months endedSeptember 30, 2021 as compared to$17.5 million for the 33 Table of Contents
same period in 2020. The increase in the gross premiums written was due to
higher premium production in our Commercial Accounts business unit. The
decrease in net premiums written was due to higher ceded catastrophe premiums
during the third quarter of 2021
Total revenue for the Standard Commercial Segment of$18.2 million for the three months endedSeptember 30, 2021 , was$0.8 million more than the$17.4 million reported for the same period in 2020. This increase in total revenue was due to higher net premiums earned of$0.8 million due to higher premium production for the three months endedSeptember 30, 2021 as compared to the same period of 2020. Our Standard Commercial Segment reported pre-tax income of$2.0 million for the three months endedSeptember 30, 2021 as compared to a pre-tax loss of$1.7 million reported for the same period of 2020. The pre-tax income was the result of lower loss and LAE of$4.3 million and the higher revenue discussed above, partially offset by higher operating expenses of$1.4 million . Increased operating expenses were primarily the result of higher production related expenses of$1.1 million , higher other operating expenses of$0.1 million and higher salary and related expenses of$0.2 million . The Standard Commercial Segment reported a net loss ratio of 59.6% for the three months endedSeptember 30, 2021 as compared to 87.9% for the same period of 2020. The gross loss ratio before reinsurance for the three months endedSeptember 30, 2021 was 52.9% as compared to 72.0% reported for the same period of 2020. The decrease in the net loss ratio was due primarily to net catastrophe losses of$0.5 million during the third quarter of 2021 compared to$1.5 million for the same period of the prior year and lower non-catastrophe current accident year loss trends. The Standard Commercial Segment reported favorable net loss reserve development of$1.0 million during the three months endedSeptember 30, 2021 as compared to unfavorable net loss reserve development of$1.4 million during the same period of 2020 The Standard Commercial Segment reported a net expense ratio of 32.9% for the third quarter of 2021 as compared to 26.1% for the same period of 2020. The increase in the expense ratio was primarily due to higher production related expenses. Personal Segment
Gross premiums written for the Personal Segment were$17.5 million for the three months endedSeptember 30, 2021 as compared to$21.7 million for the same period in the prior year. Net premiums written for our Personal Segment were$17.4 million in the third quarter of 2021, which was a decrease of$1.2 million from the$18.6 million reported for the third quarter of 2020. The decrease in gross and net written premiums was primarily due to lower premium production in our current geographical footprint. Total revenue for the Personal Segment was$18.3 million for the third quarter of 2021 as compared to$20.5 million for the same period in 2020. The decrease in revenue was primarily due to lower net premiums earned of$2.0 million and lower finance charges of$0.2 million during the third quarter of 2021 as compared to the same period during 2020. Pre-tax loss for the Personal Segment was$3.9 million for the three months endedSeptember 30, 2021 as compared to a pre-tax loss of$2.1 million for the same period of 2020. The pre-tax loss was primarily the result of higher losses and LAE of$1.5 million and the decreased revenue as discussed above, partially offset by decreased operating expenses of$1.8 million and decreased amortization of intangible assets of$0.1 million for the three months endedSeptember 30, 2021 as compared to the same period during 2020. The Personal Segment reported a net loss ratio of 98.7% for the three months endedSeptember 30, 2021 as compared to 80.3% for the same period of 2020. The gross loss ratio before reinsurance was 99.5% for the three months endedSeptember 30, 2021 as compared to 80.3% for the same period in 2020. The higher gross and net loss ratios were impacted by higher current accident year loss trends and$0.2 million higher net unfavorable prior year loss reserve development. The Personal Segment reported a net expense ratio of 26.1% for the third quarter of 2021 as compared to 32.0% for the same period of 2020.
The
decrease in the expense ratio was due primarily to lower operating expenses. 34 Table of Contents Corporate
Total revenue for Corporate decreased by$0.2 million for the three months endedSeptember 30, 2021 as compared to the same period the prior year. This decrease in total revenue was due predominately to lower net investment income of$0.3 million for the three months endedSeptember 30, 2021 as compared to the same period during 2020, partially offset by a$0.1 million improvement in investment losses during the third quarter of 2021 as compared to the same period of 2020.
Corporate pre-tax loss was
2021
The improvement in pre-tax results for the third quarter of 2021 as compared to the same period the prior year was primarily due to lower operating expenses of$0.7 million driven primarily by lower professional services of$0.3 million , lower salary and related expense of$0.5 million and higher general expenses of$0.1 million , partially offset by lower revenue discussed above. Nine Months EndedSeptember 30, 2021 as compared to Nine Months EndedSeptember 30, 2020 (in thousands): Nine Months Ended September 30, Specialty Commercial Standard Commercial Segment Segment Personal Segment Corporate Consolidated 2021 2020 2021 2020 2021 2020 2021 2020 2021 2020 Gross premiums written$ 366,896 $ 438,113 $ 82,382 $ 74,944 $ 52,560 $ 68,640 $ - $ -$ 501,838 $ 581,697 Ceded premiums written (202,433) (207,699) (29,224) (21,770) (234) (9,798) - - (231,891) (239,267) Net premiums written 164,463 230,414 53,158 53,174 52,326 58,842 - - 269,947 342,430 Change in unearned premiums 24,985 21,681 (2,077) (3,643) (72) 1,549 - - 22,836 19,587 Net premiums earned 189,448 252,095 51,081 49,531 52,254 60,391 - - 292,783 362,017 Total revenues 196,982 262,761 53,085 52,130 56,390 65,300 7,134 (30,430) 313,591 349,761 Losses and loss adjustment expenses 125,655 220,215 36,640 37,313 47,379 50,750 - - 209,674 308,278 Pre-tax income (loss) 28,816 (5,752) 347 (154) (8,275) (5,836) (6,280) (90,742) 14,608 (102,484) Net loss ratio (1) 66.3 % 87.4 % 71.7 % 75.3 % 90.7 % 84.0 % 71.6 % 85.2 % Net expense ratio (1) 23.4 % 19.3 % 32.1 % 30.6 % 27.9 % 27.0 % 28.0 % 24.2 % Net combined ratio (1) 89.7 % 106.7 % 103.8 % 105.9 % 118.6 % 111.0 % 99.6 % 109.4 % Net (Unfavorable) Favorable Prior Year Development (533) (23,961) 2,336 (2,350) (4,356) (6,948) (2,553) (33,259) The net loss ratio is calculated as incurred losses and LAE divided by net
premiums earned, each determined in accordance with GAAP. The net expense
(1) ratio is calculated as total underwriting expenses offset by agency fee
income divided by net premiums earned, each determined in accordance with
GAAP. Net combined ratio is calculated as the sum of the net loss ratio and
the net expense ratio.
Specialty Commercial Segment
Gross premiums written for the Specialty Commercial Segment were$366.9 million for the nine months endedSeptember 30, 2021 which was$71.2 million , or 16%, less than the$438.1 million reported for the same period of 2020. Net premiums written were$164.5 million for the nine months endedSeptember 30, 2021 as compared to$230.4 million for the same period of 2020. The decrease in gross and net premiums written was primarily the result of lower premium production in our Commercial Auto, Professional Liability,E&S Property and Aerospace & Programs business units, partially offset by increased premium production in our E&S Casualty business unit.
The$197.0 million of total revenue for the nine months endedSeptember 30, 2021 was$65.8 million less than the$262.8 million reported by the Specialty Commercial Segment for the same period in 2020. This decrease in revenue was primarily due to lower net premiums earned of$62.6 million due primarily to the decreased premium production 35 Table of Contents
discussed above, as well as lower net investment income of
nine months ended
Pre-tax income for the Specialty Commercial Segment was$28.8 million during the nine months endedSeptember 30, 2021 as compared to a pre-tax loss of$5.8 million for the same period in 2020. The pre-tax income was primarily the result of lower losses and LAE of$94.6 million , lower operating expenses of$4.6 million and lower amortization of intangible assets of$1.2 million during the nine months endedSeptember 30, 2021 as compared to the same period during 2020, partially offset by the lower revenue discussed above. Our Specialty Commercial Segment reported lower losses and LAE for the nine months endedSeptember 30, 2021 compared to the same period of the prior year as the combined result of (a) a$91.7 million decrease in losses and LAE in our Commercial Auto business unit due largely to exit of the contract binding line of business, as well as a$27.7 million improvement in prior year net loss reserve development, (b) a$12.2 million decrease in losses and LAE in our E&S Property business unit due primarily to a$10.7 million improvement in net catastrophe losses, partially offset by unfavorable net prior year loss reserve development of$1.0 million during the nine months endedSeptember 30, 2021 as compared to$1.9 million of favorable prior year net loss reserve development during the same period of 2020 and higher current accident year non-catastrophe losses, (c) a $16.3 million increase in losses and LAE in our E&S Casualty business unit due primarily to higher unfavorable prior year net loss reserve development of$6.7 million and higher net premiums earned, (d) a$1.6 million decrease in losses and LAE in our Aerospace & Programs business unit due primarily to lower current accident year net loss trends driven by lower satellite losses, and (e) a$5.4 million decrease in losses and LAE attributable to our Professional Liability business unit due primarily to$5.4 million higher favorable net prior year loss reserve development, partially offset by higher current accident year loss trends. Operating expenses decreased$4.6 million primarily as the result of lower production related expenses of$2.8 million , lower occupancy and related expenses of$0.7 million , lower professional services of$1.5 million , lower travel and related expenses of$0.1 million and lower salary and related expenses of$0.5 million driven by decreased incentive compensation expense, partially offset by higher other operating expenses of$1.0 million . The Specialty Commercial Segment reported a net loss ratio of 66.3% for the nine months endedSeptember 30, 2021 as compared to 87.4% for the same period in 2020. The gross loss ratio before reinsurance was 82.2% for the nine months endedSeptember 30, 2021 as compared to 89.7% for the same period in 2020. The decrease in the net loss ratio was impacted by$0.5 million of unfavorable prior year net loss reserve development for the nine months endedSeptember 30, 2021 as compared to unfavorable prior year net loss reserve development of$24.0 million for the same period of 2020. Net catastrophe losses of$5.9 million for the nine months endedSeptember 30, 2021 as compared to net catastrophe losses of$16.4 million during the same period of 2020 also contributed to the decrease in the loss ratio. The Specialty Commercial Segment reported a net expense ratio of 23.4% for the nine months endedSeptember 30, 2021 as compared to 19.3% for the same period of 2020 driven primarily by lower net premiums earned.
Standard Commercial Segment Gross premiums written for the Standard Commercial Segment were$82.4 million for the nine months endedSeptember 30, 2021 , which was$7.5 million , or 10%, more than the$74.9 million reported for the same period in 2020. Net premiums written were$53.2 million for the nine months ended bothSeptember 30, 2021 and 2020. The increase in the gross premiums written was due to higher premium production in our Commercial Accounts business unit. Total revenue for the Standard Commercial Segment of$53.1 million for the nine months endedSeptember 30, 2021 , was$1.0 million , more than the$52.1 million reported for the same period in 2020. This increase in total revenue was due to higher net premiums earned of$1.6 million , partially offset by lower net investment income of$0.5 million and lower finance charges of$0.1 million for the nine months endedSeptember 30, 2021 as compared to the same period of
2020. 36 Table of Contents
Our Standard Commercial Segment reported pre-tax income of$0.3 million for the nine months endedSeptember 30, 2021 as compared to a pre-tax loss of$0.2 million reported for the same period of 2020. The pre-tax income was the result of lower loss and LAE of$0.7 million and the increased revenue discussed above, partially offset by higher operating expenses of$1.2 million . Increased operating expenses were primarily the result of higher production related expenses of$1.1 million , higher salary and related expenses of$0.1 million and higher other general expenses of$0.2 million , partially offset by lower professional services of$0.2 million . The Standard Commercial Segment reported a net loss ratio of 71.7% for the nine months endedSeptember 30, 2021 as compared to 75.3% for the same period of 2020. The gross loss ratio before reinsurance for the nine months endedSeptember 30, 2021 was 64.7% as compared to 68.9% reported for the same period of 2020. The decrease in the gross and net loss ratios was due primarily to lower gross and net prior year development, partially offset by higher current accident year loss trends. The Standard Commercial Segment reported favorable net loss reserve development of$2.3 million during the nine months endedSeptember 30, 2021 as compared to unfavorable net loss reserve development of$2.4 million during the same period of 2020. The Standard Commercial Segment reported a net expense ratio of 32.1% for the nine months endedSeptember 30, 2021 as compared to 30.6% for the same period of 2020. The increase in the expense ratio was primarily due to higher operating expenses in our Commercial Accounts business unit. Personal Segment
Gross premiums written for the Personal Segment were$52.6 million for the nine months endedSeptember 30, 2021 as compared to$68.6 million for the same period in the prior year. Net premiums written for our Personal Segment were$52.3 million for the nine months endedSeptember 30, 2021 , which was a decrease of$6.5 million from the$58.8 million reported for the same period of 2020. The decrease in gross and net written premiums was primarily due to lower premium production in our current geographical footprint. Total revenue for the Personal Segment was$56.4 million for the nine months endedSeptember 30, 2021 as compared to$65.3 million for the same period in 2020. The decrease in revenue was due to a decrease in net premiums earned of$8.1 million and lower finance charges of$1.1 million , partially offset by higher investment income of$0.3 million during the nine months endedSeptember 30, 2021 as compared to the same period during 2020. Pre-tax loss for the Personal Segment was$8.3 million for the nine months endedSeptember 30, 2021 as compared to pre-tax loss of$5.8 million for the same period of 2020. The increase in pre-tax loss was primarily the result of the decreased revenue discussed above, partially offset by decreased losses and LAE of$3.4 million , decreased operating expenses of$2.8 million and lower amortization of intangible assets of$0.2 million for the nine months endedSeptember 30, 2021 as compared to the same period during 2020. The Personal Segment reported a net loss ratio of 90.7% for the nine months endedSeptember 30, 2021 as compared to 84.0% for the same period of 2020. The gross loss ratio before reinsurance was 91.8% for the nine months endedSeptember 30, 2021 as compared to 77.1% for the same period in 2020. The higher gross and net loss ratios for the nine months endedSeptember 30, 2021 was primarily the result of higher current accident year loss trends. The Personal Segment reported$4.4 million net unfavorable prior year loss reserve development during the first nine months of 2021 as compared to net unfavorable prior year loss reserve development of$6.9 million during the first nine months of 2020. The Personal Segment had net catastrophe losses of$0.9 million during the nine months endedSeptember 30, 2021 as compared to$0.4 million for the same period of 2020. The Personal Segment reported a net expense ratio of 27.9% during the nine months endedSeptember 30, 2021 as compared to 27.0% for the same period of 2020. Corporate
Total revenue for Corporate increased by$37.6 million for the nine months endedSeptember 30, 2021 as compared to the same period the prior year. This increase in total revenue was due predominately to investment gains of$9.1 million during the nine months endedSeptember 30, 2021 as compared to investment losses of$27.9 million reported for the same period of 2020 and higher net investment income of$0.6 million for the nine months endedSeptember 30, 2021 as compared to the same period during 2020. 37
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Corporate pre-tax loss was$6.3 million for the nine months endedSeptember 30, 2021 as compared to pre-tax loss of$90.7 million for the same period of 2020. The improvement in the pre-tax result was primarily due to increased revenue discussed above and the absence of$46.0 million in impairment charges to goodwill and indefinite-lived intangible assets in 2020. In connection with its normal process for evaluating impairment triggering events, the Company determined that a significant decline in its market capitalization below its stockholders' equity during the first quarter of 2020 indicated the impairment of the goodwill and indefinite-lived intangible assets included in our balance sheet. Further contributing to the improved pre-tax result were lower operating expenses of$0.5 million and lower interest expense of$0.3 million . The lower operating expenses were primarily as a result of lower professional services, travel and related and occupancy and related expenses, partially offset increased salary and related expense.
Financial Condition and Liquidity
Sources and Uses of Funds
Our sources of funds are from insurance-related operations, financing activities and investing activities. Major sources of funds from operations include premiums collected (net of policy cancellations and premiums ceded), commissions, and processing and service fees. As a holding company, Hallmark is dependent on dividend payments and management fees from its subsidiaries to meet operating expenses and debt obligations. As ofSeptember 30, 2021 , Hallmark and its non-insurance company subsidiaries had$4.3 million in unrestricted cash and cash equivalents. As of that date, our insurance subsidiaries held$321.5 million of unrestricted cash and cash equivalents, as well as$317.9 million in debt securities with an average modified duration of 0.7 years. Accordingly, we do not anticipate selling long-term debt instruments to meet liquidity needs. AHIC and TBIC, domiciled inTexas , are limited in the payment of dividends to their stockholders in any 12-month period, without the prior written consent of theTexas Department of Insurance , to the greater of statutory net income for the prior calendar year or 10% of statutory policyholders' surplus as of the prior year end. Dividends may only be paid from unassigned surplus funds. HIC and HNIC, both domiciled inArizona , are limited in the payment of dividends to the lesser of 10% of prior year policyholders' surplus or prior year's statutory net income, without prior written approval from theArizona Department of Insurance . HSIC, domiciled inOklahoma , is limited in the payment of dividends to the greater of 10% of prior year policyholders' surplus or prior year's statutory net income, not including realized capital gains, without prior written approval from theOklahoma Insurance Department . During 2021, the aggregate ordinary dividend capacity of these subsidiaries is$22.5 million , of which$15.0 million is available to Hallmark. As a county mutual, dividends from HCM are payable to policyholders. During the first nine months of 2021 and 2020, our insurance subsidiaries paid$3.0 million and$8.0 million in dividends to Hallmark, respectively. During the first nine months of 2021 and 2020, our insurance subsidiaries paid$9.0 million and$4.2 million in management fees to Hallmark, respectively.
Comparison of
On a consolidated basis, our cash (excluding restricted cash) and investments atSeptember 30, 2021 were$689.1 million compared to$639.2 million atDecember 31, 2020 . The primary reasons for this increase in unrestricted cash and investments were increases in investment fair values, net sales of investment securities and cash provided by operations.
Comparison of Nine Months Ended
During the nine months endedSeptember 30, 2021 , our cash flow provided by operations was$47.3 million compared to cash flow used by operations of$62.9 million during the same period the prior year. The cash flow provided by operations was driven by a decrease in net paid claims, decreased paid operating expenses, higher collected commission and fee income, lower interest paid, and income tax refunds received, partially offset by decreased collected net premiums, lower collected investment income and lower finance charges during the nine months endedSeptember 30, 2021 as compared to the same period the prior year. Net cash provided by investing activities during the first nine months of 2021 was$174.0 million as compared to net cash provided by investing activities of$212.3 million during the first nine months of 2020. The decrease in cash 38
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provided by investing activities during the first nine months of 2021 was primarily comprised of a decrease of$78.1 million in maturities, sales and redemptions of investment securities, a$0.3 million increase in purchases of fixed assets, partially offset by a decrease of$40.1 million in purchases of debt and equity securities.
The Company did not report any net cash from financing activities during the
first nine months of 2021 or 2020.
Senior Unsecured Notes
OnAugust 19, 2019 , Hallmark issued$50.0 million of senior unsecured notes ("Notes") dueAugust 15, 2029 . Interest on the Notes accrues at the rate of 6.25% per annum and is payable semi-annually in arrears commencingFebruary 15, 2020 . The Notes are not obligations of or guaranteed by any of Hallmark's subsidiaries and are not subject to any sinking fund requirements. At Hallmark's option, the Notes are redeemable, in whole or in part, prior to the stated maturity subject to certain provisions intended to make the holders of the Notes whole on scheduled interest and principal payments. The indenture governing the Notes contains certain covenants which, among other things, restrict Hallmark's ability to incur additional indebtedness, make certain payments, create liens on the stock of certain subsidiaries, dispose of certain assets, or merge or consolidate with other entities. The terms of the indenture prohibits payments or other distributions on any security of the Company that ranks junior to the Notes when the Company's debt to capital ratio (as defined in the indenture) is greater than 35%. The Company's debt to capital ratio was 37.2% as ofSeptember 30, 2021 .Subordinated Debt Securities OnJune 21, 2005 , we formed Hallmark Statutory Trust I ("Trust I"), an unconsolidated trust subsidiary, for the sole purpose of issuing$30.0 million in trust preferred securities. Trust I used the proceeds from the sale of these securities and our initial capital contribution to purchase$30.9 million of subordinated debt securities from Hallmark. The debt securities are the sole assets of Trust I, and the payments under the debt securities are the sole revenues of Trust I. OnAugust 23, 2007 , we formed Hallmark Statutory Trust II ("Trust II"), an unconsolidated trust subsidiary, for the sole purpose of issuing$25.0 million in trust preferred securities. Trust II used the proceeds from the sale of these securities and our initial capital contribution to purchase$25.8 million of subordinated debt securities from Hallmark. The debt securities are the sole assets of Trust II, and the payments under the debt securities are the sole revenues of Trust II. Each trust pays dividends on its preferred securities at the same rate each quarter as interest is paid on the junior subordinated debt securities. Under the terms of the trust subordinated debt securities, we pay interest only each quarter and the principal of each note at maturity. We may elect to defer payments of interest on the trust subordinated debt securities by extending the interest payment period for up to 20 consecutive quarterly periods. During any such extension period, interest continues to accrue on the trust subordinated debt securities, as well as interest on such accrued interest. In order to maintain compliance with the terms of our senior unsecured Notes, we have elected to defer payment of interest on the trust subordinated securities until our debt to capital ratio (as defined in the indenture governing the Notes) is less than 35%. The subordinated debt securities of each trust are uncollateralized and do not require maintenance of minimum financial covenants.
The following table summarizes the nature and terms of the junior subordinated
debt and trust preferred securities:
Hallmark Hallmark Statutory Statutory Trust I Trust II Issue date June 21, 2005 August 23, 2007 Principal amount of trust preferred securities $ 30,000 $ 25,000 Principal amount of junior subordinated debt securities $ 30,928 $ 25,774 Maturity date of junior subordinated debt securities June 15, 2035 September 15, 2037 Trust common stock $ 928 $ 774 Interest rate, per annum Three Month LIBOR + 3.25% Three Month LIBOR + 2.90% Current interest rate at September 30, 2021 3.37% 3.02% 39 Table of Contents
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