erie-20210727
0000922621false00009226212021-07-272021-07-27
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K
CURRENT REPORT

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

Date of Report (Date of Earliest Event Reported):July 27, 2021

ERIE INDEMNITY COMPANY
(Exact name of registrant as specified in its charter)

Pennsylvania0-2400025-0466020
(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification No.)

100 Erie Insurance Place,Erie,Pennsylvania16530
(Address of principal executive offices)(Zip Code)

Registrant’s telephone number, including area code:814870-2000

Not applicable
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Class A common stock, stated value $0.0292 per shareERIENASDAQ Stock Market, LLC
(Title of each class)(Trading Symbol)(Name of each exchange on which registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.





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Item 2.02 Results of Operations and Financial Condition.

On July 29, 2021, Erie Indemnity Company (the "Company") issued a press release announcing financial results for the quarter and six months ended June 30, 2021. Copies of the press release and financial information are attached hereto and are incorporated herein by reference as Exhibit 99.1 and Exhibit 99.2, respectively.

On July 30, 2021 at 10:00 a.m. the Company will provide a pre-recorded Webcast that is complementary to the press release announcing financial results for the quarter and six months ended June 30, 2021.



Item 8.01 Other Events.

At its meeting on July 27, 2021, the Company's Board of Directors approved the following quarterly dividend on shares of Erie Indemnity Company Class A common stock:

Dividend Number: 365
Class A Rate Per Share: $1.035
Declaration Date: July 27, 2021
Ex-Dividend Date: October 4, 2021
Record Date: October 5, 2021
Payable Date: October 20, 2021



Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1 Press Release
Exhibit 99.2 Financial Information
Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)



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Exhibit Index
   
Exhibit No. Description
 
99.1 
99.2 
104Cover Page Interactive Data File (embedded within the Inline XBRL document)


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
  Erie Indemnity Company
      
July 29, 2021 By: /s/ Gregory J. Gutting
    Name: Gregory J. Gutting
    Title: Executive Vice President & CFO


Exhibit 99.1
ex991image06302021a17.gif


Erie Indemnity Reports Second Quarter 2021 Results
Net Income per Diluted Share was $1.51 for the Quarter and $2.92 for the Six Months of 2021

Erie, Pa. - July 29, 2021 - Erie Indemnity Company (NASDAQ: ERIE) today announced financial results for the quarter and six months ending June 30, 2021. Net income was $79.0 million, or $1.51 per diluted share, in the second quarter of 2021, compared to $82.0 million, or $1.57 per diluted share, in the second quarter of 2020. Net income was $152.6 million, or $2.92 per diluted share, in the first six months of 2021, compared to $141.3 million, or $2.70 per diluted share, in the first six months of 2020.

The uncertainty resulting from the COVID-19 pandemic continues to evolve and the pandemic's ultimate impact and duration remain uncertain at this time.
2Q and First Half 2021
(in thousands)2Q'212Q'201H211H20
Operating income$85,065 $91,189 $161,160 $176,880 
Investment income16,418 11,553 34,406 2,358 
Interest and other expense, net1,587 260 3,115 629 
Income before income taxes99,896 102,482 192,451 178,609 
Income tax expense20,867 20,505 39,856 37,306 
Net income$79,029 $81,977 $152,595 $141,303 

2Q 2021 Highlights
Operating income before taxes decreased $6.1 million, or 6.7 percent, in the second quarter of 2021 compared to the second quarter of 2020.
Management fee revenue - policy issuance and renewal services increased $18.5 million, or 3.8 percent, in the second quarter of 2021 compared to the second quarter of 2020.
Management fee revenue - administrative services decreased $0.1 million, or 1.0 percent, in the second quarter of 2021 compared to the second quarter of 2020.
Cost of operations - policy issuance and renewal services
Commissions increased $14.7 million in the second quarter of 2021 compared to the second quarter of 2020, driven by the growth in direct and affiliated assumed written premium, primarily in lines of business that pay a higher commission rate. To a lesser extent, there was also an increase in agent incentive compensation for the second quarter of 2021 compared to the second quarter of 2020.
Non-commission expense increased $9.2 million in the second quarter of 2021 compared to the second quarter of 2020. Underwriting and policy processing expense increased $3.3 million primarily due to increased personnel costs and underwriting report costs. Information technology costs increased $2.9 million primarily due to increased hardware and software costs as well as increased personnel costs. Administrative and other costs increased $3.6 million primarily driven by increased building and
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equipment depreciation and professional fees in the second quarter of 2021 compared to the same period in 2020. Personnel costs in all expense categories for the second quarter of 2021 were impacted by higher medical costs compared to the prior year as the COVID-19 pandemic reduced elective procedures in 2020.

Income from investments before taxes totaled $16.4 million in the second quarter of 2021 compared to $11.6 million in the second quarter of 2020. Net investment income was $13.7 million in the second quarter of 2021 compared to $5.0 million in the second quarter of 2020. Included in net investment income is $6.2 million of limited partnership earnings in the second quarter of 2021 and $2.3 million of limited partnership losses in the second quarter of 2020. Net realized gains on investments were $2.8 million in the second quarter of 2021 compared to $6.5 million in the second quarter of 2020.

First Half 2021 Highlights
Operating income before taxes decreased $15.7 million, or 8.9 percent, in the first six months of 2021 compared to the first six months of 2020.
Management fee revenue - policy issuance and renewal services increased $30.4 million, or 3.3 percent, in the first six months of 2021 compared to the first six months of 2020.
Management fee revenue - administrative services decreased $0.1 million, or 0.2 percent, in the first six months of 2021 compared to the first six months of 2020.
Cost of operations - policy issuance and renewal services
Commissions increased $24.1 million in the first six months of 2021 compared to the first six months of 2020, driven by the growth in direct and affiliated assumed written premium, primarily in lines of business that pay a higher commission rate. To a lesser extent, there was also an increase in agent incentive compensation for the first six months 2021 compared to the first six months of 2020.
Non-commission expense increased $20.8 million for the six months ended June 30, 2021 compared to the same period in 2020. Underwriting and policy processing costs increased $2.5 million primarily due to increased underwriting report costs and personnel costs. Information technology costs increased $7.2 million primarily due to increased hardware and software costs and personnel costs. Administrative and other costs increased $12.1 million primarily driven by increased personnel costs and professional fees compared to the same period in 2020. Personnel costs in all expense categories were impacted by higher pension costs and higher medical costs compared to the prior year as the COVID-19 pandemic reduced elective procedures in 2020.

Income from investments before taxes totaled $34.4 million in the first six months of 2021 compared to $2.4 million in the first six months of 2020. Net investment income was $30.7 million in the first six months of 2021 compared to $9.7 million in the first six months of 2020. Included in net investment income is $15.2 million of limited partnership earnings in the first six months of 2021 and $6.0 million of limited partnership losses in the first six months of 2020. Net realized gains on investments were $3.6 million in the first six months of 2021 compared to net realized losses of $4.3 million in the first six months of 2020.

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Webcast Information
Indemnity has scheduled a pre-recorded audio broadcast on the Web for 10:00 AM ET on July 30, 2021.  Investors may access the pre-recorded audio broadcast by logging on to www.erieinsurance.com.

Erie Insurance Group
According to A.M. Best Company, Erie Insurance Group, based in Erie, Pennsylvania, is the 12th largest homeowners insurer, 13th largest automobile insurer and 13th largest commercial lines insurer in the United States based on direct premiums written.  Founded in 1925, Erie Insurance is a Fortune 500 company and the 16th largest property/casualty insurer in the United States based on total lines net premium written. Rated A+ (Superior) by A.M. Best, ERIE has more than 6 million policies in force and operates in 12 states and the District of Columbia. 

News releases and more information about Erie Insurance Group are available at www.erieinsurance.com.
***
"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995:
Statements contained herein that are not historical fact are forward-looking statements and, as such, are subject to risks and uncertainties that could cause actual events and results to differ, perhaps materially, from those discussed herein.  Forward-looking statements relate to future trends, events or results and include, without limitation, statements and assumptions on which such statements are based that are related to our plans, strategies, objectives, expectations, intentions, and adequacy of resources.  Examples of forward-looking statements are discussions relating to premium and investment income, expenses, operating results, and compliance with contractual and regulatory requirements.  Forward-looking statements are not guarantees of future performance and involve risks and uncertainties that are difficult to predict.  Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements.  Among the risks and uncertainties, in addition to those set forth in our filings with the Securities and Exchange Commission, that could cause actual results and future events to differ from those set forth or contemplated in the forward-looking statements include the following:
dependence upon our relationship with the Erie Insurance Exchange ("Exchange") and the management fee under the agreement with the subscribers at the Exchange;
dependence upon our relationship with the Exchange and the growth of the Exchange, including:
general business and economic conditions;
factors affecting insurance industry competition;
dependence upon the independent agency system; and
ability to maintain our reputation for customer service;
dependence upon our relationship with the Exchange and the financial condition of the Exchange, including:
the Exchange's ability to maintain acceptable financial strength ratings;
factors affecting the quality and liquidity of the Exchange's investment portfolio;
changes in government regulation of the insurance industry;
litigation and regulatory actions;
emerging claims and coverage issues in the industry; and
severe weather conditions or other catastrophic losses, including terrorism;
potential impacts of the COVID-19 pandemic on the growth and financial condition of the Exchange;
costs of providing policy issuance and renewal services to the Exchange under the subscriber's agreement;
ability to attract and retain talented management and employees;
ability to ensure system availability and effectively manage technology initiatives;
difficulties with technology or data security breaches, including cyber attacks;
ability to maintain uninterrupted business operations;
outcome of pending and potential litigation;
potential impacts of the COVID-19 pandemic on our operations, the business operations of our customers and/or independent agents, or our third-party vendor operations;
factors affecting the quality and liquidity of our investment portfolio; and
our ability to meet liquidity needs and access capital.

A forward-looking statement speaks only as of the date on which it is made and reflects our analysis only as of that date.  We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, changes in assumptions, or otherwise.
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Exhibit 99.2
Erie Indemnity Company
Statements of Operations
(dollars in thousands, except per share data)
Three months ended June 30,Six months ended June 30,
2021202020212020
(Unaudited)(Unaudited)
Operating revenue
Management fee revenue - policy issuance and renewal services$502,271 $483,795 $957,989 $927,545 
Management fee revenue - administrative services14,667 14,813 29,514 29,584 
Administrative services reimbursement revenue157,190 151,965 310,723 303,519 
Service agreement revenue5,902 6,446 11,981 13,108 
Total operating revenue680,030 657,019 1,310,207 1,273,756 
Operating expenses
Cost of operations - policy issuance and renewal services437,775 413,865 838,324 793,357 
Cost of operations - administrative services157,190 151,965 310,723 303,519 
Total operating expenses594,965 565,830 1,149,047 1,096,876 
Operating income85,065 91,189 161,160 176,880 
Investment income
Net investment income13,650 5,044 30,747 9,708 
Net realized investment gains (losses)2,769 6,526 3,573 (4,280)
Net impairment (losses) recoveries recognized in earnings(1)(17)86 (3,070)
Total investment income16,418 11,553 34,406 2,358 
Interest expense, net1,039 2,048 
Other expense548 258 1,067 624 
Income before income taxes99,896 102,482 192,451 178,609 
Income tax expense20,867 20,505 39,856 37,306 
Net income$79,029 $81,977 $152,595 $141,303 
Net income per share
Class A common stock – basic$1.70 $1.76 $3.28 $3.03 
Class A common stock – diluted$1.51 $1.57 $2.92 $2.70 
Class B common stock – basic and diluted$255 $264 $491 $455 
Weighted average shares outstanding – Basic
Class A common stock46,188,289 46,187,808 46,188,573 46,188,299 
Class B common stock2,542 2,542 2,542 2,542 
Weighted average shares outstanding – Diluted
Class A common stock52,302,370 52,302,981 52,309,163 52,313,667 
Class B common stock2,542 2,542 2,542 2,542 
Dividends declared per share
Class A common stock$1.035 $0.965 $2.070 $1.930 
Class B common stock$155.25 $144.75 $310.50 $289.50 
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Erie Indemnity Company
Statements of Financial Position
(in thousands)
June 30, 2021December 31, 2020
(Unaudited)
Assets
Current assets:
Cash and cash equivalents$156,038 $161,240 
Available-for-sale securities20,856 17,697 
Equity securities207 19 
Receivables from Erie Insurance Exchange and affiliates, net504,013 494,637 
Prepaid expenses and other current assets59,574 52,561 
Accrued investment income6,121 6,146 
Total current assets746,809 732,300 
Available-for-sale securities, net915,942 910,539 
Equity securities93,798 94,071 
Fixed assets, net280,402 265,341 
Agent loans, net60,070 62,449 
Deferred income taxes, net17,971 12,341 
Other assets48,652 40,081 
Total assets$2,163,644 $2,117,122 
Liabilities and shareholders' equity
Current liabilities:
Commissions payable$284,234 $262,338 
Agent bonuses62,694 110,158 
Accounts payable and accrued liabilities150,346 150,706 
Dividends payable48,200 48,200 
Contract liability35,742 36,917 
Deferred executive compensation8,581 17,319 
Current portion of long-term borrowings2,064 2,031 
Total current liabilities591,861 627,669 
Defined benefit pension plans184,111 164,346 
Long-term borrowings92,795 93,833 
Contract liability18,135 18,878 
Deferred executive compensation13,773 14,904 
Other long-term liabilities17,867 9,444 
Total liabilities918,542 929,074 
Shareholders’ equity1,245,102 1,188,048 
Total liabilities and shareholders’ equity$2,163,644 $2,117,122 
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