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November 5, 2021 Newswires
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MANAGEMENT'S DISCUSSION AND ANALYSIS

Edgar Glimpses

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS




The following discussion should be read in conjunction with our accompanying
consolidated financial statements and notes thereto, which appear elsewhere in
this document. In this discussion, all dollar amounts are presented in
thousands, except share and per share data.



The following discussion contains forward-looking statements. We intend
statements which are not historical in nature to be, and are hereby identified
as "forward-looking statements" to be covered by the safe harbor provisions of
the Private Securities Litigation Reform Act of 1995. In addition, the Company's
senior management may make forward-looking statements orally to analysts,
investors, the media and others. This safe harbor requires that we specify
important factors that could cause actual results to differ materially from
those contained in forward-looking statements made by or on behalf of us. We
cannot promise that our expectations in such forward-looking statements will
turn out to be correct. Our actual results could be materially different from
and worse than our expectations. See "Forward-Looking Statements" below for
specific important factors that could cause actual results to differ materially
from those contained in forward-looking statements.



                         Executive Summary and Overview



In this discussion, "Safety" refers to Safety Insurance Group, Inc. and "our
Company," "the Company," "we," "us" and "our" refer to Safety Insurance
Group, Inc. and its consolidated subsidiaries. Our subsidiaries consist of
Safety Insurance Company ("Safety Insurance"), Safety Indemnity Insurance
Company ("Safety Indemnity"), Safety Property and Casualty Insurance Company
("Safety P&C"), Safety Northeast Insurance Company ("Safety Northeast"), Safety
Asset Management Corporation ("SAMC"), and Safety Management Corporation, which
is SAMC's holding company.



We are a leading provider of private passenger automobile, commercial
automobile, homeowners and commercial other-than-auto insurance in
Massachusetts. In addition to private passenger automobile insurance (which
represented 54.9% of our direct written premiums in 2020), we offer a portfolio
of other insurance products, including commercial automobile (14.9% of 2020
direct written premiums), homeowners (25.0% of 2020 direct written premiums) and
dwelling fire, umbrella and business owner policies (totaling 5.2% of 2020
direct written premiums). Operating exclusively in Massachusetts, New Hampshire,
and Maine through our insurance company subsidiaries, Safety Insurance, Safety
Indemnity, Safety P&C and Safety Northeast (together referred to as the
"Insurance Subsidiaries"), we have established strong relationships with
independent insurance agents, who numbered 871 in 1,095 locations throughout
these three states at December 31, 2020. We have used these relationships and
our extensive knowledge of the Massachusetts market to become the third largest
private passenger automobile carrier and the second largest commercial
automobile insurance carrier in Massachusetts, capturing an approximate 8.4% and
12.8% share, respectively, of the Massachusetts private passenger and commercial
automobile markets in 2020 according to statistics compiled by the Commonwealth
Automobile Reinsurers ("CAR"). We are also the third largest homeowners
insurance carrier in Massachusetts with a 7.0% share of the Massachusetts
homeowners insurance market.



A.M. Best, which rates insurance companies based on factors of concern to
policyholders, currently assigns Safety Insurance an "A (Excellent)" rating. Our
"A" rating was reaffirmed by A.M. Best on May 12, 2021.

Our Insurance Subsidiaries began writing insurance in New Hampshire during 2008
and in Maine in 2016. In November 2020, we formed a fourth insurance subsidiary,
Safety Northeast, which became licensed to write insurance products in
Massachusetts in January of 2021. The table below shows the amount of direct
written premiums written in each state during the three and nine months ended
September 30, 2021 and 2020.












                                       23

  Table of Contents



                          Three Months Ended September 30,          Nine Months Ended September 30,
Direct Written Premiums       2021                 2020                2021
                 2020
Massachusetts           $         201,036    $         203,887   $        593,370      $        590,919
New Hampshire                       9,286                8,988             25,195                23,867
Maine                                 776                  563              2,003                 1,299
Total                   $         211,098    $         213,438    $       620,568      $        616,085






Recent Trends and Events



Beginning in March 2020, the global pandemic associated with the novel
coronavirus COVID-19 ("COVID-19") and related economic conditions caused
significant economic effects including temporary closures of many businesses and
reduced consumer activity due to shelter-in-place, stay-at-home and other
governmental actions. The Company continues to take actions that address the
health and well-being of our employees while still serving the needs of our
agents and insureds. The immediate and long-term impacts of potential regulatory
action, including rate changes, could affect the property and casualty insurance
industry, our business, and our future financial results. For additional
information, see Item 1A. Risk Factors and our statement on Forward Looking
Statements.



There are many uncertainties with respect to COVID-19. For further discussion
regarding the potential impacts of COVID-19 and related economic conditions on
the Company, see "Part II-Item 1A-Risk Factors." These risks include legal
challenges or legislative actions that extend business interruption coverage
outside of our policy terms for business owner policies, which require direct
physical loss or damage to property. As discussed in Note 8 - Commitments and
Contingencies, the Company has been named in a lawsuit alleging that the Company
improperly denied coverage to commercial insureds for loss of business income
resulting from the COVID-19 pandemic. Our business owner policies serve eligible
small and medium sized commercial accounts including but not limited to
apartments and condominiums; mercantile establishments; limited cooking
restaurants; offices; and special trade contractors. The majority of these
business owner policies do not contain a specific exclusion for viruses.
However, as viruses do not produce direct physical damage or loss to property,
our position is that no coverage exists for this peril. As a result, the Company
accrued a reserve of $6,500 for legal defense costs in 2020. This amount is
still accrued as of September 30, 2021. While we continue to evaluate each claim
based on the specific facts and circumstances involved, our business owner
policies do not provide coverage for business interruption claims unless there
is direct physical damage or loss to property.



Losses and loss adjustment expenses incurred for the three months ended
September 30, 2021 increased by $22,075, or 22.7%, to $119,129 from $97,054 for
the comparable 2020 period. Losses and loss adjustment expenses incurred for the
nine months ended September 30, 2021 increased by $32,011, or 10.4%, to $340,785
from $308,774 for the comparable 2020 period. The 2020 losses and loss
adjustment expenses in both periods reflected a decrease in frequency, primarily
in our private passenger automobile line of business as a result of the COVID-19
pandemic.


Non-generally accepted accounting principles ("non-GAAP") operating income, as
defined below, was $25,823 and $82,667 for the three and nine months ended
September 30, 2021, respectively, compared to $38,128 and $92,049 for the
comparable 2020 periods, respectively. The decrease in non-GAAP operating income
for the three and nine months ended September 30, 2021 was primarily the result
of an increase in losses and loss adjustment expenses compared to the prior
period which were impacted by the onset of the COVID-19 pandemic. The decrease
in non-GAAP operating income for the nine months ended September 30, 2021 was
partially offset by an increase in net earned premiums compared to the prior
period which was impacted by the Safety Personal Auto Relief Credit, a 15%
policyholder credit that was applied to personal auto policies for the months of
April, May and June 2020 and was booked as an adjustment to premiums during the
second quarter of 2020. Non-GAAP operating income for the three and nine months
ended September 30, 2021 was $1.70 and $5.51 per diluted share, respectively,
compared to $2.53 and $6.02 per diluted share, respectively, for the comparable
2020 period. Refer to the Non-GAAP Measures section of this Management's
Discussion and Analysis for additional detail of the non-GAAP measures
calculations.



                                       24

  Table of Contents



The following rate changes have been filed and approved by the insurance
regulators of Massachusetts and New Hampshire in 2021 and 2020. Our
Massachusetts private passenger automobile rates include a 13% commission rate
for agents.






             Line of Business                 Effective Date    Rate Change
New Hampshire Homeowner                       May 1, 2021          2.9%
Massachusetts Homeowner                       April 1, 2021        1.8%

Massachusetts Private Passenger Automobile May 1, 2020 -0.6%




Insurance Ratios



The property and casualty insurance industry uses the combined ratio as a
measure of underwriting profitability.  The combined ratio is the sum of the
loss ratio (losses and loss adjustment expenses incurred as a percent of net
earned premiums calculated on a GAAP basis) plus the expense ratio (underwriting
and other expenses as a percent of net earned premiums, calculated on a GAAP
basis).  The combined ratio reflects only underwriting results and does not
include income from investments or finance and other service income.
Underwriting profitability is subject to significant fluctuations due to
competition, catastrophic events, weather, economic and social conditions,
and
other factors.


Our GAAP insurance ratios are outlined in the following table.





                               Three Months Ended September 30,          

Nine Months Ended September 30,

                                  2021                   2020               2021                  2020
GAAP ratios:
Loss ratio                             61.3 %                 49.8   %           58.6 %                53.7 %
Expense ratio                          32.6                   35.2               33.3                  34.0
Combined ratio                         93.9 %                 85.0   %           91.9 %                87.7 %




Share-Based Compensation



On April 2, 2018, the Company's Board of Directors adopted the Safety Insurance
Group, Inc. 2018 Long-Term Incentive Plan ("the 2018 Plan"), which was
subsequently approved by our shareholders at the 2018 Annual Meeting of
Shareholders. The 2018 Plan enables the grant of stock awards, performance
shares, cash based performance units, other stock based awards, stock options,
stock appreciation rights, and stock unit awards, each of which may be granted
separately or in tandem with other awards. Eligibility to participate includes
officers, directors, employees and other individuals who provide bona fide
services to the Company. The 2018 Plan supersedes the Company's 2002 Management
Omnibus Incentive Plan ("the 2002 Incentive Plan").



The 2018 Plan establishes an initial pool of 350,000 shares of common stock
available for issuance to our employees and other eligible participants.

The maximum number of shares of common stock between both the 2018 Plan and 2002
Incentive Plan with respect to which awards may be granted is 2,850,000. No
further grants will be allowed under the 2002 Incentive Plan. At September 30,
2021, there were 164,908 shares available for future grant.



                                       25

  Table of Contents


A summary of share based awards granted under the Incentive Plan during the nine
months ended September 30, 2021 is as follows:




      Type of                                Number of          Fair
       Equity                                  Awards         Value per
      Awarded            Effective Date       Granted         Share (1)           Vesting Terms
RS - Service            February 24, 2021        33,840    $      79.27     3 years, 30%-30%-40%
RS - Performance        February 24, 2021        29,422    $      79.27     3 years, cliff vesting (3)
RS                      February 24, 2021         6,000    $      79.27    

No vesting period (2)
RS
- Performance February 24, 2021 20,038 $ 79.27 No vesting period (4)

(1) The fair value per share of the restricted stock grant is equal to the

closing price of our common stock on the grant date.

Board of Director members must maintain stock ownership equal to at least
(2) four times their annual cash retainer. This requirement must be met within

    five years of becoming a director.


    The shares represent performance-based restricted shares award. Vesting of

these shares is dependent upon the attainment of pre-established performance
(3) objectives, and any difference between shares granted and shares earned at

the end of the performance period will be reported at the conclusion of the

performance period.

The shares represent a true-up of previously awarded performance-based
(4) restricted share awards. The updated shares were calculated based on the

attainment of pre-established performance objectives and granted under the

    2002 Incentive Plan.




Reinsurance

We reinsure with other insurance companies a portion of our potential liability
under the policies we have underwritten, thereby protecting us against an
unexpectedly large loss or a catastrophic occurrence that could produce large
losses, primarily in our homeowners line of business. We are selective in
choosing our reinsurers, seeking only those companies that we consider to be
financially stable and adequately capitalized. In an effort to minimize exposure
to the insolvency of a reinsurer, we continually evaluate and review the
financial condition of our reinsurers. Most of our reinsurers have an A.M. Best
rating of "A+" (Superior) or "A" (Excellent).

We maintain reinsurance coverage to help lessen the effect of losses from
catastrophic events, maintaining coverage during 2021 that protects us in the
event of a "135-year storm" (that is, a storm of a severity expected to occur
once in a 135-year period). We use various software products to measure our
exposure to catastrophe losses and the probable maximum loss to us for
catastrophe losses such as hurricanes. The models include estimates for our
share of the catastrophe losses generated in the residual market for property
insurance by the Massachusetts Property Insurance Underwriting Association
("FAIR Plan").

For 2021, we have purchased four layers of excess catastrophe reinsurance
providing $615,000 of coverage for aggregate property losses in excess of
$50,000 up to a maximum of $665,000. Our reinsurers' co-participation is 50.0%
of $50,000 for the 1st layer, 80.0% of $50,000 for the 2nd layer, 80.0% of
$250,000 for the 3rd layer and 80.0% of $265,000 for the 4th layer.

We also have casualty excess of loss reinsurance for large casualty losses
occurring in our automobile, homeowners, dwelling fire, business owners, and
commercial package lines of business in excess of $2,000 up to a maximum of
$10,000. We have property excess of loss reinsurance coverage for large property
losses, with coverage in excess of $2,000 up to a maximum of $20,760, for our
homeowners, business owners, and commercial package policies. In addition, we
have liability excess of loss reinsurance for umbrella large losses in excess of
$1,000 up to a maximum of $10,000. We also have various reinsurance agreements
with Hartford Steam Boiler Inspection and Insurance Company, of which the
primary contract is a quota share agreement under which we cede 100% of the
premiums and losses for the equipment breakdown coverage under our business
owner policies and commercial package policies.

We are a participant in CAR, a state-established body that runs the residual
market reinsurance programs for commercial automobile insurance in Massachusetts
under which premiums, expenses, losses and loss adjustment expenses on ceded
business are shared by all insurers writing automobile insurance in
Massachusetts. We also participate in the FAIR Plan in which premiums, expenses,
losses and loss adjustment expenses on homeowners business that cannot be placed
in the voluntary market are shared by all insurers writing homeowners insurance
in Massachusetts.

                                       26

  Table of Contents



The FAIR Plan's exposure to catastrophe losses increased and as a result, the
FAIR Plan decided to buy reinsurance to reduce their exposure to catastrophe
losses. On July 1, 2021, the FAIR Plan purchased $1,800,000 of catastrophe
reinsurance for property losses with retention of $100,000.



At September 30, 2021, we also had $104,042 recoverable from CAR comprising of
loss adjustment expense reserves, unearned premiums and reinsurance
recoverables.




Effects of Inflation



We do not believe that inflation has had a material effect on our consolidated
results of operations, except insofar as inflation may affect interest rates and
costs associated with claim payments.



Non-GAAP Measures



Management has included certain non-GAAP financial measures in presenting the
Company's results. Management believes that these non-GAAP measures better
explain the Company's results of operations and allow for a more complete
understanding of the underlying trends in the Company's business. These measures
should not be viewed as a substitute for those determined in accordance with
GAAP. In addition, our definitions of these items may not be comparable to the
definitions used by other companies.



Non-GAAP operating income and non-GAAP operating income per diluted share
consist of our GAAP net income adjusted by the net realized gains (losses) on
investments, changes in net unrealized gains on equity securities, credit loss
benefit (expense) and taxes related thereto. Net income and earnings per diluted
share are the GAAP financial measures that are most directly comparable to
non-GAAP operating income and non-GAAP operating income per diluted share,
respectively. A reconciliation of the GAAP financial measures to these non-GAAP
measures is included in the financial highlights below.







                                       27

  Table of Contents



                             Results of Operations


Three and Nine Months Ended September 30, 2021 Compared to Three and Nine Months

                            Ended September 30, 2020



      The following table shows certain of our selected financial results.




                                                                Three Months Ended September 30,           Nine Months Ended September 30,
                                                                    2021                  2020                2021                  2020
Direct written premiums                                       $        211,098      $        213,438    $         620,568      $       616,085
Net written premiums                                          $        202,604      $        205,758    $         593,648      $       592,452
Net earned premiums                                           $        194,395      $        194,843    $         581,542      $       574,640
Net investment income                                                   11,112                 9,718               32,418               30,344
Earnings from partnership investments                                    5,720                 4,699               12,625                2,589
Net realized gains (losses) on investments                               2,226                   669                8,507                (683)
Change in net unrealized gains on equity securities                    (3,447)                 7,521               11,414              (5,639)
Credit loss (expense) benefit                                             (49)                   182                  325              (2,289)
Finance and other service income                                         3,751                 4,768               11,660               12,252
Total revenue                                                          213,708               222,400              658,491              611,214
Losses and loss adjustment expenses                                    119,129                97,054              340,785              308,774
Underwriting, operating and related expenses                            63,291                68,596              193,404              195,192
Interest expense                                                           131                   131                  390                  308
Total expenses                                                         182,551               165,781              534,579              504,274
Income before income taxes                                              31,157                56,619              123,912              106,940
Income tax expense                                                       6,337                11,877               25,251               21,694
Net income                                                    $        

24,820 $ 44,742 $ 98,661 $ 85,246
Earnings per weighted average common share:
Basic

                                                         $           1.65      $           2.99    $            6.63      $          5.62
Diluted                                                       $           1.64      $           2.96    $            6.58      $          5.58
Cash dividends paid per common share                          $           0.90      $           0.90    $            2.70      $          2.70

Reconciliation of Net Income to Non-GAAP Operating Income:


Net income                                                    $         

24,820 $ 44,742 $ 98,661 $ 85,246
Exclusions from net income:
Net realized (gains) losses on investments

                             (2,226)                 (669)              (8,507)                  683
Change in net unrealized gains on equity securities                      3,447               (7,521)             (11,414)                5,639
Credit loss expense (benefit)                                               49                 (182)                (325)                2,289
Income tax (benefit) expense on exclusions from net income               (267)                 1,758                4,252              (1,808)
Non-GAAP Operating income                                     $         

25,823 $ 38,128 $ 82,667 $ 92,049


Net income per diluted share                                  $           1.64      $           2.96    $            6.58      $          5.58
Exclusions from net income:
Net realized (gains) losses on investments                              (0.15)                (0.04)               (0.57)                 0.04
Change in net unrealized gains on equity securities                       0.23                (0.50)               (0.76)                 0.37
Credit loss expense (benefit)                                                -                (0.01)               (0.02)                 0.15
Income tax (benefit) expense on exclusions from net income              (0.02)                  0.12                 0.28               (0.12)
Non-GAAP Operating income per diluted share                   $           1.70      $           2.53    $            5.51      $          6.02



Direct Written Premiums. Direct written premiums for the three months ended
September 30, 2021 decreased by $2,340, or 1.1%, to $211,098 from $213,438 for
the comparable 2020 period. Direct written premiums for the nine months ended
September 30, 2021 increased by $4,483 or 0.7%, to $620,568 from $616,085 for
the comparable 2020 period. The nine months ended September 30, 2020 direct
written premium reflects the Safety Personal Auto Relief Credit, a 15%
policyholder credit that was applied to personal auto policies for the months of
April, May and June 2020 and was booked as an adjustment to premiums during
the
second quarter of 2020.



Net Written Premiums. Net written premiums for the three months ended
September 30, 2021 decreased by $3,154, or 1.5%, to $202,604 from $205,758 for
the comparable 2020 period. Net written premiums for the nine months ended
September 30, 2021 increased by $1,196, or 0.2%, to $593,648 from $592,452 for
the comparable 2020 period. The changes in both periods are a result of the
changes in direct written premiums as described above.



                                       28

  Table of Contents



Net Earned Premiums.  Net earned premiums for the three months ended
September 30, 2021 decreased by $448, or 0.2%, to $194,395 from $194,843 for the
comparable 2020 period. Net earned premiums for the nine months ended
September 30, 2021 increased by $6,902, or 1.2%, to $581,542 from $574,640 for
the comparable 2020 period. The changes in both periods are a result of the
changes in direct written premiums as described above.





The effect of reinsurance on net written and net earned premiums is presented in
the following table.




                           Three Months Ended September 30,            

Nine Months Ended September 30,

                              2021                   2020                 2021                  2020
Written Premiums
Direct                   $        211,098       $        213,438    $        620,568       $        616,085
Assumed                             7,585                  5,675              23,345                 20,781
Ceded                            (16,079)               (13,355)            (50,265)               (44,414)
Net written premiums     $        202,604       $        205,758    $        593,648       $        592,452

Earned Premiums
Direct                   $        204,429       $        205,421    $        608,448       $        608,517
Assumed                             7,202                  6,542              23,199                 23,411
Ceded                            (17,236)               (17,120)            (50,105)               (57,288)
Net earned premiums      $        194,395       $        194,843    $        581,542       $        574,640






Net Investment Income.  Net investment income for the three months ended
September 30, 2021 increased by $1,394, or 14.3%, to $11,112 from $9,718 for the
comparable 2020 period. Net investment income for the nine months ended
September 30, 2021 increased by $2,074, or 6.8%, to $32,418 from $30,344 for the
comparable 2020 period. The increase is a result of an increase in the average
invested asset balance and an increase in the equity in earnings of other
invested assets compared to the prior year. Net effective annualized yield on
the investment portfolio was 3.1% for the three months ended September 30, 2021
compared to 2.8% for the comparable 2020 period. Net effective annualized yield
on the investment portfolio was 3.0% for the nine months ended September 30,
2021 compared to 2.9% for the nine months ended September 30, 2020. The
investment portfolio's duration on fixed maturities was 3.5 years at September
30, 2021 and 3.2 years at December 31, 2020.



Earnings from Partnership Investments. Earnings from partnership investments
were $5,720 for the three months ended September 30, 2021 compared to $4,699 for
the comparable 2020 period. Earnings from partnership investments were $12,625
for the nine months ended September 30, 2021 compared to $2,589 for the
comparable 2020 period. The 2021 earnings reflect an increase in investment
appreciation and timing of cash proceeds received compared to the prior year.



Net Realized Gains (Losses) on Investments.  Net realized gains on investments
was $2,226 for the three months ended September 30, 2021 compared to $669 for
the comparable 2020 period. Net realized gains on investments was $8,507 for the
nine months ended September 30, 2021 compared to net realized losses of $683 for
the comparable 2020 period.



                                       29

  Table of Contents



The gross unrealized gains and losses on investments in fixed maturity
securities, including redeemable preferred stocks that have characteristics of
fixed maturities, equity securities, including interests in mutual funds, and
other invested assets were as follows for the periods indicated:




                                                        As of September 30, 2021

                                Cost or       Allowance for           Gross Unrealized           Estimated
                               Amortized     Expected Credit                                       Fair
                                 Cost             Losses            Gains       Losses  (3)        Value
U.S. Treasury securities      $     1,819    $              -    $        18   $           -    $     1,837
Obligations of states and
political subdivisions            150,839                   -          5,243           (131)        155,951
Residential
mortgage-backed securities
(1)                               237,523                   -          8,010           (428)        245,105
Commercial mortgage-backed
securities                        141,471                   -          6,252           (246)        147,477
Other asset-backed
securities                         88,672                   -            686             (9)         89,349
Corporate and other
securities                        614,883               (729)         25,781         (2,252)        637,683
Subtotal, fixed maturity
securities                      1,235,207               (729)         45,990         (3,066)      1,277,402
Equity securities (2)             204,243                   -         50,126         (1,746)        252,623
Other invested assets (4)          66,323                   -             
-               -         66,323
Totals                        $ 1,505,773    $          (729)    $    96,116   $     (4,812)    $ 1,596,348


(1)Residential mortgage-backed securities consisted primarily of obligations of
U.S. Government agencies including collateralized mortgage obligations issued,
guaranteed and/or insured by the following issuers: Government National Mortgage
Association (GNMA), Federal Home Loan Mortgage Corporation (FHLMC), Federal
National Mortgage Association (FNMA) and the Federal Home Loan Bank (FHLB).
(2)Equity securities included common stock, preferred stock, mutual funds and
interests in mutual funds held to fund the Company's executive

deferred compensation plan.

(3)Our investment portfolio included 390 securities in an unrealized loss
position at September 30, 2021.
(4)Other invested assets are accounted for under the equity method which
approximated fair value.

The composition of our fixed income security portfolio by Moody's rating was as
follows:




                                                              As of September 30, 2021
                                                                Estimated
                                                               Fair Value        Percent
U.S. Treasury securities and obligations of U.S.
Government agencies                                        $        255,065         20.0 %
Aaa/Aa                                                              306,980         24.0
A                                                                   278,582         21.8
Baa                                                                 233,734         18.3
Ba                                                                   67,583          5.3
B                                                                    98,376          7.7
Caa/Ca                                                                4,270          0.3
Not rated                                                            32,812          2.6
Total                                                      $      1,277,402        100.0 %




Ratings are generally assigned upon the issuance of the securities and are
subject to revision on the basis of ongoing evaluations. Ratings in the table
are as of the date indicated.




As of September 30, 2021, our portfolio of fixed maturity investments was
comprised principally of investment grade corporate fixed maturity securities,
U.S. government and agency securities, and asset-backed securities. The portion
of our non-investment grade portfolio of fixed maturity investments is primarily
comprised of variable rate secured and senior bank loans and high yield bonds.



                                       30

  Table of Contents



The following table illustrates the gross unrealized losses included in our
investment portfolio and the fair value of those securities, aggregated by
investment category. The table also illustrates the length of time that they
have been in a continuous unrealized loss position as of September 30, 2021.




                                                                     As of September 30, 2021
                                       Less than 12 Months              12 Months or More                     Total
                                    Estimated       Unrealized      Estimated       Unrealized      Estimated       Unrealized
                                    Fair Value        Losses       Fair

Value Losses Fair Value Losses
U.S. Treasury securities

           $          -    $          -    $        

- $ - $ - $ -
Obligations of states and
political subdivisions

                    3,994             131              -                -           3,994             131
Residential mortgage-backed
securities                               43,795             427             17                1          43,812             428
Commercial mortgage-backed
securities                               10,100             246              -                -          10,100             246
Other asset-backed securities            12,374               9              -                -          12,374               9
Corporate and other securities          162,449           2,187          8,601               65         171,050           2,252
Subtotal, fixed maturity
securities                              232,712           3,000          8,618               66         241,330           3,066
Equity securities                        34,998           1,514            632              232          35,630           1,746
Total temporarily impaired
securities                         $    267,710    $      4,514    $     9,250     $        298    $    276,960    $      4,812






The Company's analysis of its fixed maturity portfolio at September 30, 2021
concluded that $729 of unrealized losses were due to credit factors and were
recorded as an allowance for expected credit losses at September 30, 2021. The
Company concluded that outside of the securities that were recognized as credit
impaired, the unrealized losses recorded on the fixed maturity portfolio at
September 30, 2021 resulted from fluctuations in market interest rates and other
temporary market conditions as opposed to fundamental changes in the credit
quality of the issuers of such securities. Based upon the analysis performed,
the Company's decision to hold these securities, the Company's current level of
liquidity and our history of positive operating cash flows, management believes
it is more likely than not that it will not be required to sell any of its
securities before the anticipated recovery in the fair value to its amortized
cost basis.



Specific qualitative analysis was also performed for securities appearing on our
"Watch List."  Qualitative analysis considered such factors as the financial
condition and the near term prospects of the issuer, whether the debtor is
current on its contractually obligated interest and principal payments, changes
to the rating of the security by a rating agency and the historical volatility
of the fair value of the security.



For information regarding fair value measurements of our investment portfolio,
refer to Item 1-Financial Statements, Note 5, Investments, of this Form 10-Q.






Finance and Other Service Income.  Finance and other service income includes
revenues from premium installment charges, which we recognize when earned, and
other miscellaneous income and fees. Finance and other service income for the
three months ended September 30, 2021 decreased by $1,017, or 21.3%, to $3,751
from $4,768 for the comparable 2020 period. Finance and other service income for
the nine months ended September 30, 2021 decreased by $592, or 4.8%, to $11,660
from $12,252 for the comparable 2020 period. The decrease in both periods is
primarily driven by a change in our late fee assessment policy. The nine months
ended September 30, 2020 finance and other service income also reflects a
moratorium on certain policy cancellations and fees that were in place during
the 2020 as a result of the COVID-19 pandemic.



Losses and Loss Adjustment Expenses.  Losses and loss adjustment expenses
incurred for the three months ended September 30, 2021 increased by $22,075, or
22.7%, to $119,129 from $97,054 for the comparable 2020 period. Losses and loss
adjustment expenses incurred for the nine months ended September 30, 2021
increased by $32,011, or 10.4%, to $340,785 from $308,774 for the comparable
2020 period. The 2020 losses and loss adjustment expenses in both periods
reflect a decrease in frequency, primarily in our private passenger automobile
line of business as a result of the COVID-19 pandemic.



Our GAAP loss ratio for the three months ended September 30, 2021 increased to
61.3% from 49.8% for the comparable 2020 period.  Our GAAP loss ratio for the
nine months ended September 30, 2021 increased to 58.6% from

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53.7% for the comparable 2020 period. Our GAAP loss ratio excluding loss
adjustment expenses for the three months ended September 30, 2021 was 52.1%
compared to 38.5% for the comparable 2020 period. Our GAAP loss ratio excluding
loss adjustment expenses for the nine months ended September 30, 2021 was 48.3%
compared to 43.9% for the comparable 2020 period. Total prior year favorable
development included in the pre-tax results for the three months ended
September 30, 2021 was $15,403 compared to $15,291 for the comparable 2020
period. Total prior year favorable development included in the pre-tax results
for the nine months ended September 30, 2021 was $41,211 compared to $34,619 for
the comparable 2020 period.


Underwriting, Operating and Related Expenses.  Underwriting, operating and
related expenses for the three months ended September 30, 2021 decreased by
$5,305, or 7.7%, to $63,291 from $68,596 for the comparable 2020 period.
Underwriting, operating and related expenses for the nine months ended
September 30, 2021 decreased by $1,788, or 0.9%, to $193,404 from $195,192 for
the comparable 2020 period. The decreases in both periods are driven by a
decrease in contingent commission expense. Our GAAP expense ratio for the three
months ended September 30, 2021 decreased to 32.6% from 35.2% for the comparable
2020 period. Our GAAP expense ratio for the nine months ended September 30, 2021
decreased to 33.3% from 34.0% for the comparable 2020 period.



Interest Expense.  Interest expense was $131 for the three months ended
September 30, 2021 and 2020, respectively. Interest expense was $390 for the
nine months ended September 30, 2021 compared to $308 for the comparable 2020
period. The credit facility commitment fee included in interest expense was $56
for the nine months ended September 30, 2021 and 2020.



Income Tax Expense.  Our effective tax rate was 20.3% and 21.0% for the three
months ended September 30, 2021 and 2020, respectively. Our effective tax rate
was 20.4% and 20.3% for the nine months ended September 30, 2021 and 2020. The
effective tax rates for the three and nine months ended September 30, 2021 and
2020 were lower than the statutory rate primarily due to the effects of
tax-exempt investment income and the impact of stock-based compensation.



Net Income.   Net income for the three months ended September 30, 2021 was
$24,820 compared to net income of $44,742 for the comparable 2020 period. Net
income for the nine months ended September 30, 2021 was $98,661 compared to net
income of $85,246 for the comparable 2020 period.



Non-GAAP Operating Income. Non-GAAP operating income, as defined above, was
$25,823 for the three months ended September 30, 2021 compared to $38,128 for
the comparable 2020 period. Non-GAAP operating income was $82,667 for the nine
months ended September 30, 2021 compared to $92,049 for the comparable 2020
period.





                        Liquidity and Capital Resources


As discussed in the Regulatory Matters section below, as a holding company,
Safety's assets consist primarily of the stock of our direct and indirect
subsidiaries. Our principal source of funds to meet our obligations and pay
dividends to shareholders, therefore, is dividends and other permitted payments
from our subsidiaries, principally Safety Insurance. Safety is the borrower
under our credit facility.




Safety Insurance's sources of funds primarily include premiums received,
investment income, and proceeds from sales and redemptions of investments.
Safety Insurance's principal uses of cash are the payment of claims, operating
expenses and taxes, the purchase of investments, and the payment of dividends to
Safety.



Net cash provided by operating activities was $110,584 and $76,112 during the
nine months ended September 30, 2021 and 2020, respectively. Our operations
typically generate positive cash flows from operations as most premiums are
received in advance of the time when claim and benefit payments are required.
Positive operating cash flows are expected in the future to meet our liquidity
requirements.



Net cash used for investing activities was $79,005 and $9,497 during the nine
months ended September 30, 2021 and 2020, respectively. Fixed maturities, equity
securities, and other invested assets purchased were $336,374 for

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the nine months ended September 30, 2021 compared to $172,527 for the comparable
prior year period. Proceeds from maturities, redemptions, calls and sales, of
securities were $264,224 during the nine months ended September 30, 2021
compared to $171,155 for the comparable prior year period.



Net cash used for financing activities was $40,645 and $51,273 during the nine
months ended September 30, 2021 and 2020, respectively. Net cash used for
financing activities during the nine months ended September 30, 2021 consisted
of dividend payments to shareholders. Net cash used for financing activities
during the nine months ended September 30, 2020 is comprised of dividend
payments to shareholders and share buybacks, partially offset by the proceeds
from a $30,000 borrowing from the FHLB-Boston on March 17, 2020. The borrowing
is for a term of five years, bearing interest at a rate of 1.42%. Interest is
payable monthly, and the principal is due on the maturity date of March 17, 2025
but may be prepaid in whole or in part by the Company in advance.



The Insurance Subsidiaries maintain a high degree of liquidity within their
respective investment portfolios in fixed maturity and equity securities. We do
not anticipate the need to sell these securities to meet the Insurance
Subsidiaries cash requirements. We expect the Insurance Subsidiaries to generate
sufficient operating cash to meet all short-term and long-term cash
requirements. However, there can be no assurance that unforeseen business needs
or other items will not occur causing us to have to sell securities before their
values fully recover; thereby causing us to recognize additional impairment
charges in that time period.



Credit Facility


For information regarding our Credit Facility, please refer to Item 1- Financial
Statements, Note 9, Debt, of this Form 10-Q.

Recent Accounting Pronouncements

For information regarding Recent Accounting Pronouncements, please refer to Item
1- Financial Statements, Note 2, Recent Accounting Pronouncements, of this
Form 10-Q.




Regulatory Matters



Our Insurance Subsidiaries are subject to various regulatory restrictions that
limit the maximum amount of dividends available to be paid to their parent
without prior approval of the Commissioner of the Division of Insurance of
Massachusetts ("Commissioner"). The Massachusetts statute limits the dividends
an insurer may pay in any twelve-month period, without the prior permission of
the Commissioner, to the greater of (i) 10% of the insurer's surplus as of the
preceding December 31 or (ii) the insurer's net income for the twelve-month
period ending the preceding December 31, in each case determined in accordance
with statutory accounting practices. Our insurance company subsidiaries may not
declare an "extraordinary dividend" (defined as any dividend or distribution
that, together with other distributions made within the preceding twelve months,
exceeds the limits established by Massachusetts statute) until thirty days after
the Commissioner has received notice of the intended dividend and has not
objected. As historically administered by the Commissioner, this provision
requires the Commissioner's prior approval of an extraordinary dividend. Under
Massachusetts law, an insurer may pay cash dividends only from its unassigned
funds, also known as earned surplus, and the insurer's remaining surplus must be
both reasonable in relation to its outstanding liabilities and adequate to its
financial needs. At year-end December 31, 2020, the statutory surplus of Safety
Insurance was $754,066, and its statutory net income for 2020 was $121,446. As a
result, a maximum of $121,446 is available in 2021 for such dividends without
prior approval of the Commissioner. As a result of this Massachusetts statute,
the Insurance Subsidiaries had restricted net assets in the amount of $632,620
at December 31, 2020. During the nine months ended September 30, 2021, Safety
Insurance paid dividends to Safety of $37,435.



The maximum dividend permitted by law is not indicative of an insurer's actual
ability to pay dividends, which may be constrained by business and regulatory
considerations, such as the impact of dividends on surplus, which could affect
an insurer's ratings or competitive position, the amount of premiums that can be
written and the ability to pay future dividends.

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Since the initial public offering of its common stock in November 2002, the
Company has paid regular quarterly dividends to shareholders of its common
stock. Quarterly dividends paid during 2021 were as follows:




                                                                                      Total
   Declaration            Record               Payment          Dividend per     Dividends Paid
      Date                 Date                  Date           Common Share       and Accrued
February 16, 2021    March 5, 2021        March 15, 2021        $        0.90    $        13,459
May 5, 2021          June 1, 2021         June 15, 2021         $        0.90    $        13,490
August 4, 2021       September 1, 2021    September 15, 2021    $        0.90    $        13,493





On November 3, 2021, our Board approved and declared a quarterly cash dividend
of $0.90 per share which will be paid on December 15, 2021 to shareholders of
record on December 1, 2021. We plan to continue to declare and pay quarterly
cash dividends in 2021, depending on our financial position and the regularity
of our cash flows.



On August 3, 2007, the Board of Directors approved a share repurchase program of
up to $30,000 of the Company's outstanding common shares. The Board of Directors
had cumulatively authorized increases to the existing share repurchase program
of up to $150,000 of its outstanding common shares.  Under the program, the
Company may repurchase shares of its common stock for cash in public or private
transactions, in the open market or otherwise.  The timing of such repurchases
and actual number of shares repurchased will depend on a variety of factors
including price, market conditions and applicable regulatory and corporate
requirements.  The program does not require us to repurchase any specific number
of shares and may be modified, suspended or terminated at any time without prior
notice. As of September 30, 2021, and December 31, 2020, the Company had
purchased 2,831,168 shares of common stock at a cost of $123,834.



Management believes that the current level of cash flow from operations provides
us with sufficient liquidity to meet our operating needs over the next
12 months. We expect to be able to continue to meet our operating needs after
the next 12 months from internally generated funds. Since our ability to meet
our obligations in the long term (beyond such twelve-month period) is dependent
upon such factors as market changes, insurance regulatory changes and economic
conditions, no assurance can be given that the available net cash flow will be
sufficient to meet our operating needs. We expect that we would need to borrow
or issue capital stock if we needed additional funds, for example, to pay for an
acquisition or a significant expansion of our operations. There can be no
assurance that sufficient funds for any of the foregoing purposes would be
available to us at such time.



Risk-Based Capital Requirements




The NAIC has adopted a formula and model law to implement risk-based capital
requirements for most property and casualty insurance companies, which are
designed to determine minimum capital requirements and to raise the level of
protection that statutory surplus provides for policyholder obligations. Under
Massachusetts law, insurers having less total adjusted capital than that
required by the risk-based capital calculation will be subject to varying
degrees of regulatory action, depending on the level of capital inadequacy. The
risk-based capital law provides for four levels of regulatory action. The extent
of regulatory intervention and action increases as the level of total adjusted
capital to risk-based capital falls. As of December 31, 2020, the Insurance
Subsidiaries had total adjusted capital of $754,066, which is in excess of
amounts requiring company or regulatory action at any prescribed risk-based
capital action level. Minimum statutory capital and surplus, or company action
level risk-based capital, was $197,193 at December 31, 2020.



Off-Balance Sheet Arrangements




We have no material obligations under a guarantee contract meeting the
characteristics identified in ASC 460, Guarantees.  We have no material retained
or contingent interests in assets transferred to an unconsolidated entity. We
have no material obligations, including contingent obligations, under contracts
that would be accounted for as derivative instruments. We have no obligations,
including contingent obligations, arising out of a variable interest in an
unconsolidated entity held by, and material to, us, where such entity provides
financing, liquidity, market risk or credit risk support to, or engages in
leasing, hedging or research and development services with us. We have no direct

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investments in real estate and no holdings of mortgages secured by commercial
real estate. Accordingly, we have no material off-balance sheet arrangements.

As discussed in Note 8 - Commitments and Contingencies, the Company has
committed $135,000 to investments in limited partnerships. The Company has
contributed $76,676 to these commitments as of September 30, 2021. As of
September 30, 2021, the remaining committed capital that could be called is
$62,770, which includes potential recallable capital distributions.





                   Critical Accounting Policies and Estimates


Loss and Loss Adjustment Expense Reserves

Significant periods of time can elapse between the occurrence of an insured
loss, the reporting to us of that loss and our final payment of that loss. To
recognize liabilities for unpaid losses, we establish reserves as balance sheet
liabilities. Our reserves represent estimates of amounts needed to pay reported
and estimated losses incurred but not yet reported ("IBNR") and the expenses of
investigating and paying those losses, or loss adjustment expenses. Every
quarter, we review our previously established reserves and adjust them, if
necessary.



When a claim is reported, claims personnel establish a "case reserve" for the
estimated amount of the ultimate payment. The amount of the reserve is primarily
based upon an evaluation of the type of claim involved, the circumstances
surrounding each claim and the policy provisions relating to the loss. The
estimate reflects the informed judgment of such personnel based on general
insurance reserving practices and on the experience and knowledge of the claims
person. During the loss adjustment period, these estimates are revised as deemed
necessary by our claims department based on subsequent developments and periodic
reviews of the cases. When a claim is closed with or without a payment, the
difference between the case reserve and the settlement amount creates a reserve
deficiency if the payment exceeds the case reserve or a reserve redundancy if
the payment is less than the case reserve.



In accordance with industry practice, we also maintain reserves for IBNR. IBNR
reserves are determined in accordance with commonly accepted actuarial reserving
techniques on the basis of our historical information and experience. We review
and make adjustments to incurred but not yet reported reserves quarterly. In
addition, IBNR reserves can also be expressed as the total loss reserves
required less the case reserves on reported claims.



When reviewing reserves, we analyze historical data and estimate the impact of
various loss development factors, such as our historical loss experience and
that of the industry, trends in claims frequency and severity, our mix of
business, our claims processing procedures, legislative enactments, judicial
decisions, legal developments in imposition of damages, and changes and trends
in general economic conditions, including the effects of inflation. A change in
any of these factors from the assumption implicit in our estimate can cause our
actual loss experience to be better or worse than our reserves, and the
difference can be material. There is no precise method, however, for evaluating
the impact of any specific factor on the adequacy of reserves, because the
eventual development of reserves is affected by many factors.



In estimating all our loss reserves, we follow the guidance prescribed by ASC
944, Financial Services - Insurance.




Management determines our loss and LAE reserves estimate based upon the analysis
of our actuaries. A reasonable estimate is derived by selecting a point estimate
within a range of indications as calculated by our actuaries using generally
accepted actuarial techniques. The key assumption in most actuarial analysis is
that past patterns of frequency and severity will repeat in the future, unless a
significant change in the factors described above takes place. Our key factors
and resulting assumptions are the ultimate frequency and severity of claims,
based upon the most recent ten years of claims reported to the Company, and the
data CAR reports to us to calculate our share of the residual market, as of the
date of the applicable balance sheet. For each accident year and each coverage
within a line of business our actuaries calculate the ultimate losses incurred.
Our total reserves are the difference between the ultimate losses

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incurred and the cumulative loss and loss adjustment payments made to date. Our
IBNR reserves are calculated as the difference between our total reserves and
the outstanding case reserves at the end of the accounting period. To determine
ultimate losses, our actuaries calculate a range of indications and select a
point estimation using such actuarial techniques as:



Paid Loss Indications: This method projects ultimate loss estimates based upon

? extrapolations of historic paid loss trends. This method tends to be used on

short tail lines such as automobile physical damage.

Incurred Loss Indications: This method projects ultimate loss estimates based

? upon extrapolations of historic incurred loss trends. This method tends to be

   used on long tail lines of business such as automobile liability and
   homeowner's liability.

Bornhuetter-Ferguson Indications: This method projects ultimate loss estimates

based upon extrapolations of an expected amount of IBNR, which is added to

? current incurred losses or paid losses. This method tends to be used on small,

immature, or volatile lines of business, such as our BOP and umbrella lines of

business.

Bodily Injury Code Indications: This method projects ultimate loss estimates

for our private passenger and commercial automobile bodily injury coverage

based upon extrapolations of the historic number of accidents and the historic

number of bodily injury claims per accident. Projected ultimate bodily injury

? claims are then segregated into expected claims by type of injury (e.g. soft

tissue injury vs. hard tissue injury) based on past experience. An ultimate

severity, or average paid loss amounts, is estimated based upon extrapolating

historic trends. Projected ultimate loss estimates using this method are the

   aggregate of estimated losses by injury type.




Such techniques assume that past experience, adjusted for the effects of current
developments and anticipated trends, is an appropriate basis for predicting our
ultimate losses, total reserves, and resulting IBNR reserves. It is possible
that the final outcome may fall above or below these amounts as a result of a
number of factors, including immature data, sparse data, or significant growth
in a line of business. Using these methodologies our actuaries established a
range of reasonably possible estimations for net reserves of approximately
$445,580 to $501,063 as of September 30, 2021. In general, the low and high
values of the ranges represent reasonable minimum and maximum values of the
indications based on the techniques described above. Our selected point estimate
of net loss and LAE reserves based upon the analysis of our actuaries was
$479,299 as of September 30, 2021.



The following table presents the point estimation of the recorded reserves and
the range of estimations by line of business for net loss and LAE reserves
as of
September 30, 2021.




                                      As of September 30, 2021
Line of Business                   Low       Recorded       High
Private passenger automobile    $ 174,466    $ 187,088    $ 191,969
Commercial automobile              98,807      107,365      108,189
Homeowners                         94,805       99,482      101,718
All other                          77,502       85,364       99,187
Total                           $ 445,580    $ 479,299    $ 501,063





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The following table presents our total net reserves and the corresponding case
reserves and IBNR reserves for each line of business as of September 30, 2021.




                                                As of September 30, 2021
Line of Business                           Case          IBNR         Total
Private passenger automobile             $ 225,211    $ (38,131)    $ 

187,080

CAR assumed private passenger auto               1             7            8
Commercial automobile                       61,644        13,153       

74,797

CAR assumed commercial automobile           18,354        14,214       

32,568

Homeowners                                  87,252         1,779       

89,031

FAIR Plan assumed homeowners                 3,592         6,859       

10,451

All other                                   48,237        37,127       

85,364

Total net reserves for losses and LAE $ 444,291 $ 35,008 $ 479,299

At September 30, 2021, our total IBNR reserves for our private passenger
automobile line of business was comprised of ($53,941) related to estimated
ultimate decreases in the case reserves, including anticipated recoveries
(i.e. salvage and subrogation), and $15,810 related to our estimation for not
yet reported losses.




Our IBNR reserves consist of our estimate of the total loss reserves required
less our case reserves.  The IBNR reserves for CAR assumed commercial automobile
business are 43.6% of our total reserves for CAR assumed commercial automobile
business as of September 30, 2021, due to the reporting delays in the
information we receive from CAR, as described further in the section on Residual
Market Loss and Loss Adjustment Expense Reserves.  Our IBNR reserves for FAIR
Plan assumed homeowners are 65.6% of our total reserves for FAIR Plan assumed
homeowners at September 30, 2021, due to similar reporting delays in the
information we receive from FAIR Plan.



The following table presents information by line of business for our total net
reserves and the corresponding retained (i.e. direct less ceded) reserves and
assumed reserves as of September 30, 2021.




                                                   As of September 30, 2021
Line of Business                              Retained      Assumed        Net
Private passenger automobile                $  187,080
CAR assumed private passenger automobile                  $       8
Net private passenger automobile                                       $ 

187,088

Commercial automobile                           74,797
CAR assumed commercial automobile                            32,568
Net commercial automobile                                                

107,365

Homeowners                                      89,031
FAIR Plan assumed homeowners                                 10,451
Net homeowners                                                            

99,482

All other                                       85,364            -       

85,364

Total net reserves for losses and LAE $ 436,272 $ 43,027 $ 479,299

Residual Market Loss and Loss Adjustment Expense Reserves




We are a participant in CAR, the FAIR Plan and other various residual markets
and assume a portion of losses and LAE on business ceded by the industry
participants to the residual markets.  We estimate reserves for assumed losses
and LAE that have not yet been reported to us by the residual markets.  Our
estimations are based upon the same factors we use for our own reserves, plus
additional factors due to the nature of and the information we receive.



Residual market deficits, consists of premium ceded to the various residual
markets less losses and LAE, and is allocated among insurance companies based on
a various formulas (the "Participation Ratio") that takes into consideration a
company's voluntary market share.



                                       37

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Because of the lag in the various residual market estimations, and in order to
try to validate to the extent possible the information provided, we must try to
estimate the effects of the actions of our competitors in order to establish our
Participation Ratio.



Although we rely to a significant extent in setting our reserves on the
information the various residual markets provide, we are cautious in our use of
that information, because of the delays in receiving data from the various
residual markets.  As a result, we have to estimate our Participation Ratio and
these reserves are subject to significant judgments and estimates.



Sensitivity Analysis



Establishment of appropriate reserves is an inherently uncertain process. There
can be no certainty that currently established reserves based on our key
assumptions regarding frequency and severity in our lines of business, or our
assumptions regarding our share of the CAR loss will prove adequate in light of
subsequent actual experience. To the extent that reserves are inadequate and are
strengthened, the amount of such increase is treated as a charge to earnings in
the period that the deficiency is recognized. To the extent that reserves are
redundant and are released, the amount of the release is a credit to earnings in
the period the redundancy is recognized.  For the nine months ended
September 30, 2021, a 1 percentage-point change in the loss and LAE ratio would
result in a change in reserves of $5,815. Each 1 percentage-point change in the
loss and loss expense ratio would have had a $4,593 effect on net income, or
$0.31 per diluted share.


Our assumptions consider that past experience, adjusted for the effects of
current developments and anticipated trends, are an appropriate basis for
establishing our reserves. Our individual key assumptions could each have a
reasonable possible range of plus or minus 5 percentage-points for each
estimation, although there is no guarantee that our assumptions will not have
more than a 5 percentage point variation.  The following sensitivity tables
present information for each of our primary lines of business on the effect each
1 percentage-point change in each of our key assumptions on unpaid frequency and
severity could have on our retained (i.e., direct minus ceded) loss and LAE
reserves and net income for the nine months ended September 30, 2021. In
evaluating the information in the table, it should be noted that a 1
percentage-point change in a single assumption would change estimated reserves
by 1 percentage-point. A 1 percentage-point change in both our key assumptions
would change estimated reserves within a range of plus or minus 2
percentage-points.

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                                              -1 Percent           No           +1 Percent
                                              Change in        Change in        Change in
                                              Frequency        Frequency        Frequency
Private passenger automobile retained
loss and LAE reserves
-1 Percent Change in Severity
Estimated decrease in reserves               $    (3,742)    $      (1,871)    $          -
Estimated increase in net income                    2,956             1,478               -
No Change in Severity
Estimated (decrease) increase in reserves         (1,871)                 -

1,871

Estimated increase (decrease) in net
income                                              1,478                 -

(1,478)

+1 Percent Change in Severity
Estimated increase in reserves                          -             1,871

3,742

Estimated decrease in net income                        -           (1,478)

(2,956)


Commercial automobile retained loss and
LAE reserves
-1 Percent Change in Severity
Estimated decrease in reserves                    (1,496)             (748)               -
Estimated increase in net income                    1,182               591               -
No Change in Severity
Estimated (decrease) increase in reserves           (748)                 -             748
Estimated increase (decrease) in net
income                                                591                 -

(591)

+1 Percent Change in Severity
Estimated increase in reserves                          -               748

1,496

Estimated decrease in net income                        -             (591)

(1,182)


Homeowners retained loss and LAE reserves
-1 Percent Change in Severity
Estimated decrease in reserves                    (1,781)             (890)               -
Estimated increase in net income                    1,407               703               -
No Change in Severity
Estimated (decrease) increase in reserves           (890)                 -             890
Estimated increase (decrease) in net
income                                                703                 -

(703)

+1 Percent Change in Severity
Estimated increase in reserves                          -               890

1,781

Estimated decrease in net income                        -             (703)

(1,407)


All other retained loss and LAE reserves
-1 Percent Change in Severity
Estimated decrease in reserves                    (1,707)             (854)               -
Estimated increase in net income                    1,349               675               -
No Change in Severity
Estimated (decrease) increase in reserves           (854)                 -             854
Estimated increase (decrease) in net
income                                                675                 -

(675)

+1 Percent Change in Severity
Estimated increase in reserves                          -               854

1,707

Estimated decrease in net income                        -             (675)
        (1,349)




Our estimated share of CAR loss and LAE reserves is based on assumptions about
our Participation Ratio, the size of CAR, and the resulting deficit (similar
assumptions apply with respect to the FAIR Plan).  Our assumptions consider that
past experience, adjusted for the effects of current developments and
anticipated trends, is an appropriate basis for establishing our CAR reserves.
Each of our assumptions could have a reasonably possible range of plus or minus
5 percentage-points for each estimation.



The following sensitivity table presents information of the effect each 1
percentage-point change in our assumptions on our share of reserves for CAR and
other residual markets could have on our assumed loss and LAE reserves and net
income for the nine months ended September 30, 2021. In evaluating the
information in the table, it should be noted that a 1 percentage-point change in
our assumptions would change estimated reserves by 1 percentage-point.

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                                                -1 Percent      +1 Percent
                                                Change in       Change in
                                                Estimation      Estimation

CAR assumed private passenger automobile
Estimated (decrease) increase in reserves $ - $ -
Estimated increase (decrease) in net income

               -               -
CAR assumed commercial automobile
Estimated (decrease) increase in reserves             (326)             326
Estimated increase (decrease) in net income             258           (258)
FAIR Plan assumed homeowners
Estimated (decrease) increase in reserves             (105)             105
Estimated increase (decrease) in net income              83            (83)

Reserve Development Summary

The changes we have recorded in our reserves in the past illustrate the
uncertainty of estimating reserves. Our prior year reserves decreased by $41,211
and $34,619 during the nine months ended September 30, 2021 and 2020,
respectively.

The following table presents a comparison of prior year development of our net
reserves for losses and LAE for the nine months ended September 30, 2021 and
2020. Each accident year represents all claims for an annual accounting period
in which loss events occurred, regardless of when the losses are actually
reported, booked or paid.  Our financial statements reflect the aggregate
results of the current and all prior accident years.




                      Nine Months Ended September 30,
Accident Year            2021                  2020
2011 & prior        $         (604)       $         (632)
2012                          (826)                 (909)
2013                            178                 (432)
2014                        (1,342)                 (376)
2015                        (1,961)               (2,514)
2016                          (869)               (4,235)
2017                        (3,559)               (7,508)
2018                        (7,991)              (10,921)
2019                       (13,330)               (7,092)
2020                       (10,907)                     -
All prior years     $      (41,211)       $      (34,619)




The decreases in prior years' reserves during the nine months ended
September 30, 2021 and 2020 resulted from re-estimations of prior year ultimate
loss and LAE liabilities. The 2021 decrease is composed of reductions of $13,736
in our retained private passenger automobile reserves, $3,284 in our retained
commercial automobile reserves, $13,065 in our retained homeowners reserves and
$6,989 in our retained other lines reserves. The 2020 decrease is primarily
composed of reductions of $13,396 in our retained private passenger automobile
reserves, $2,309 in our retained commercial automobile reserves, $10,205 in our
retained homeowners reserves and $4,845 in our retained other lines reserves.



                                       40

  Table of Contents


The following table presents information by line of business for prior year
development of our net reserves for losses September 30, 2021.




                               Private Passenger      Commercial
Accident Year                     Automobile          Automobile     Homeowners      All Other        Total
2011 & prior                   $            (109)     $       (6)     $      (3)     $    (486)     $    (604)
2012                                        (169)            (11)              -          (646)          (826)
2013                                         (31)            (87)              2            294            178
2014                                            6            (79)          (210)        (1,059)        (1,342)
2015                                        (186)             251        (1,028)          (998)        (1,961)
2016                                        (375)           (204)           (15)          (275)          (869)
2017                                        (262)           (856)        (1,576)          (865)        (3,559)
2018                                      (2,095)         (1,385)        (2,364)        (2,147)        (7,991)
2019                                      (5,123)         (2,027)        (5,428)          (752)       (13,330)
2020                                      (5,392)         (2,290)        (3,170)           (55)       (10,907)
All prior years                $         (13,736)     $   (6,694)     $ (13,792)     $  (6,989)     $ (41,211)



To further clarify the effects of changes in our reserve estimates for CAR and
other residual markets, the next two tables break out the information in the
table above by source of the business (i.e., non-residual market vs. residual
market).


The following table presents information by line of business for prior year
development of retained reserves for losses and LAE for the nine months ended
September 30, 2021 that is, all our reserves except for business ceded or
assumed from CAR and other residual markets.




                                         Retained            Retained
                                     Private Passenger      Commercial       Retained       Retained
Accident Year                           Automobile          Automobile      Homeowners      All Other       Total
2011 & prior                       $             (109)    $        (6)    $        (3)    $     (486)    $    (604)
2012                                             (169)            (11)               -          (646)         (826)
2013                                              (31)            (87)               2            294           178
2014                                                 6            (54)           (210)        (1,059)       (1,317)
2015                                             (186)             319         (1,026)          (998)       (1,891)
2016                                             (375)           (137)               8          (275)         (779)
2017                                             (262)           (582)         (1,481)          (865)       (3,190)
2018                                           (2,095)           (943)         (2,251)        (2,147)       (7,436)
2019                                           (5,123)         (1,018)         (5,082)          (752)      (11,975)
2020                                           (5,392)           (765)         (3,022)           (55)       (9,234)
All prior years                    $          (13,736)    $    (3,284)    $   (13,065)    $   (6,989)    $ (37,074)



The following table presents information by line of business for prior year
development of reserves assumed from residual markets for losses and LAE for the
nine months ended September 30, 2021.




                        CAR Assumed         CAR Assumed
                     Private Passenger      Commercial       FAIR Plan
Accident Year           Automobile          Automobile       Homeowners       Total
2011 & prior       $                 -    $           -    $          -    $       -
2012                                 -                -               -            -
2013                                 -                -               -            -
2014                                 -             (25)               -         (25)
2015                                 -             (68)             (2)         (70)
2016                                 -             (67)            (23)         (90)
2017                                 -            (274)            (95)        (369)
2018                                 -            (442)           (113)        (555)
2019                                 -          (1,009)           (346)      (1,355)
2020                                 -          (1,525)           (148)      (1,673)
All prior years    $                 -    $     (3,410)    $      (727)    $ (4,137)




The improved private passenger and commercial automobile results were primarily
due to fewer IBNR claims than previously estimated and better than previously
estimated severity on our established bodily injury and property

                                       41

  Table of Contents


damage case reserves. Our retained other than auto and homeowners lines of
business prior year reserves decreased, due primarily to fewer IBNR claims than
previously estimated.

For further information, see "Results of Operations: Losses and Loss Adjustment
Expenses."




Investment Impairments.



The Company uses a systematic methodology to evaluate declines in fair values
below cost or amortized cost of our investments. Some of the factors considered
in assessing impairment of fixed maturities due to credit losses include the
extent to which the fair value is less than amortized cost, the financial
condition of and the near and long-term prospects of the issuer, whether the
debtor is current on its contractually obligated interest and principal
payments, changes to the rating of the security by a rating agency, the
historical volatility of the fair value of the security and whether it is more
like than not that the Company will be required to sell the investment prior to
an anticipated recovery in value. This methodology ensures that we evaluate
available evidence concerning any declines in a disciplined manner.



For fixed maturities that the Company does not intend to sell or for which it is
more likely than not that the Company would not be required to sell before an
anticipated recovery in value, the Company separates the expected credit loss
component of the impairment from the amount related to all other factors. The
expected credit loss component is recognized as an allowance for expected credit
losses. The allowance is adjusted for any additional credit losses and
subsequent recoveries, which are booked in income as either credit loss expense
or credit loss benefit, respectively. Upon recognizing a credit loss, the cost
basis is not adjusted. The impairment related to all other factors (non-credit
factors) is reported in other comprehensive income.



For further information, see "Results of Operations: Net Impairment Losses on
Investments."



                           Forward-Looking Statements


Forward-looking statements might include one or more of the following, among
others:

? Projections of revenues, income, earnings per share, capital expenditures,

dividends, capital structure or other financial items;

? Descriptions of plans or objectives of management for future operations,

products or services;

? Forecasts of future economic performance, liquidity, need for funding and

income;

The impact of COVID-19 and related economic conditions, including the Company's

? assessment of the vulnerability of certain categories of investments due to the

economic disruptions associated with COVID-19;

? Legal and regulatory commentary

? Descriptions of assumptions underlying or relating to any of the foregoing; and

? Future performance of credit markets.





Forward-looking statements can be identified by the fact that they do not relate
strictly to historical or current facts. They often include words such as
"believe," "expect," "anticipate," "intend," "plan," "estimate," "aim,"
"projects," or words of similar meaning and expressions that indicate future
events and trends, or future or conditional verbs such as "will," "would,"
"should," "could," or "may." All statements that address expectations or
projections about the future, including statements about the Company's strategy
for growth, product development, market position, expenditures and financial
results, are forward-looking statements.



Forward-looking statements are not guarantees of future performance. By their
nature, forward-looking statements are subject to risks and uncertainties. There
are a number of factors, many of which are beyond our control, that could cause
actual future conditions, events, results or trends to differ significantly
and/or materially from historical results or those projected in the
forward-looking statements. These factors include but are not limited to:



                                       42

  Table of Contents




? The competitive nature of our industry and the possible adverse effects of such

competition;

? Conditions for business operations and restrictive regulations in

Massachusetts;

? The possibility of losses due to claims resulting from severe weather;

? The possibility that the Commissioner may approve future rule changes that

change the operation of the residual market;

? The possibility that existing insurance-related laws and regulations will

become further restrictive in the future;

? Our possible need for and availability of additional financing, and our

dependence on strategic relationships, among others;

The effects of emerging claim and coverage issues on the Company's business are

uncertain, and court decisions or legislative or regulatory changes that take

place after the Company issues its policies, including those taken in response

? to COVID-19 (such as requiring insurers to cover business interruption claims

irrespective of terms or other conditions included in the policies that would

otherwise preclude coverage), can result in an unexpected increase in the

number of claims and have a material adverse impact on the Company's results of

operations;

? The possibility that civil litigation and/or the Commissioner may require

additional premium relief payouts related to COVID-19;

The impact of COVID-19 and related risks, including on the Company's employees,

? agents or other key partners, could materially affect the Company's results of

operations, financial position and/or liquidity; and

Other risks and factors identified from time to time in our reports filed with

? the SEC. Refer to Part I, Item 1A - Risk Factors of our 2020 Annual Report on

   Form 10-K for the year ended December 31, 2020.



Some other factors, such as market, operational, liquidity, interest rate,
equity and other risks, are described elsewhere in this Quarterly Report on
Form 10-Q. Factors relating to the regulation and supervision of our Company are
also described or incorporated in this report. There are other factors besides
those described or incorporated in this report that could cause actual
conditions, events or results to differ from those in the forward-looking
statements.



Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date on which they are made. We do not
undertake any obligation to update publicly or revise any forward-looking
statements to reflect circumstances or events that occur after the date the
forward-looking statements are made.



                                       43

  Table of Contents

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