8-K

SAFETY INSURANCE GROUP INC (SAFT)

8-K 2021-02-24 For: 2021-02-24
View Original
Added on April 04, 2026

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

February 24, 2021

Date of Report (Date of earliest event reported)

SAFETY INSURANCE GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware 000-50070 13-4181699
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

20 Custom House Street , Boston , Massachusetts **** 02110

(Address of principal executive offices including zip code)

(617) **** 951-0600

(Registrant's telephone number, including area code)

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:

Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, par value $0.01 per share SAFT The Nasdaq Stock Market, LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐

Item 2.02 Results of Operations and Financial Condition.

In a press release dated February 24, 2021, Safety Insurance Group, Inc. (the “Registrant”) announced its fourth quarter 2020 results. The Registrant’s press release dated February 24, 2021 is furnished herewith as Exhibit 99.1.

Item 5.02 Department of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On February 24, 2021, David K. McKown, a member of the Company’s Board of Directors, communicated his intention to resign at the end of his current term, which is the next annual meeting on May 19, 2021.  Mr. McKown has been a member of the Company’s Board of Directors since June of 2002.

(c) On February 24, 2021, Glenn R. Hiltpold, 50, was appointed the Company’s Vice President of Actuarial Services, effective March 1, 2021. Mr. Hiltpold, a Fellow of the Casualty Actuarial Society, has held the Director of Actuarial Services position with the Company since 2004 and has been an employee of the Company for 21 years. Mr. Hiltpold and the Company executed a one-year employment contract, to be renewed annually on approval from the Board of Directors, at an annual compensation of $250,000 with benefits comparable to other officers of the Company. The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions, covenants and agreements contained in the employment contract.

There are no family relationships between Mr. Hiltpold and any director, executive officer or person nominated or chosen by the Company to become a director or executive officer. Additionally, there have been no transactions involving Mr. Hiltpold that would require disclosure under Item 404(a) of Regulation S-K.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits. The following exhibit is furnished herewith:

Exhibit Number Description
99.1 Text of press release issued by the Registrant dated February 24, 2021

104The cover page from this Current Report on form 8-K, formatted in Inline XBRL

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.

Safety Insurance Group, Inc. (Registrant)
Date: February 24, 2021 By: /s/ CHRISTOPHER T. WHITFORD
Christopher T. Whitford
V.P., Chief Financial Officer and Secretary

Exhibit 99.1

Safety_logo_468x102_300dpi

SAFETY ANNOUNCES FOURTH QUARTER AND YEAR END 2020 RESULTS

Boston, Massachusetts, February 24, 2021. Safety Insurance Group, Inc. (NASDAQ:SAFT) (“the Company”) today reported fourth quarter 2020 results. Net income for the quarter ended December 31, 2020 was $53.0 million, or $3.55 per diluted share, compared to net income of $28.1 million, or $1.82 per diluted share, for the comparable 2019 period. Net income for the year ended December 31, 2020 was $138.2 million, or $9.18 per diluted share, compared to net income of $99.6 million, or $6.46 per diluted share, for the comparable 2019 period. Non-generally accepted accounting principles (“non-GAAP”) operating income, as defined below, for the quarter ended December 31, 2020 was $2.55 per diluted share, compared to $1.44 per diluted share, for the comparable 2019 period. Non-GAAP operating income for the year ended December 31, 2020 was $8.64 per diluted share, compared to $5.25 per diluted share, for the comparable 2019 period.

Safety’s book value per share increased to $59.40 at December 31, 2020 from $52.55 at December 31, 2019, primarily as a result of net income and an increase in unrealized gains, partially offset by dividends paid and the purchase of treasury shares during the year ended December 31, 2020. During the year ended December 31, 2020 the Company purchased 551,598 shares, on the open market at a cost of $40.0 million. No share purchases were made by the Company under the program during the year ended December 31, 2019. Safety paid $3.60 per share in dividends to investors during the year ended December 31, 2020 compared to $3.40 per share during the year ended December 31, 2019.

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 has continued to take many actions that address the health and well-being of our employees while still serving the needs of our agents and insureds.

Direct written premiums for the quarter ended December 31, 2020 decreased by $7.1 million, or 3.7%, to $182.6 million from $189.7 million for the comparable 2019 period. Direct written premiums for the year ended December 31, 2020 decreased by $53.7 million, or 6.3% to $798.7 million from $852.4 million for the comparable 2019 period. The 2020 decrease, in part, is attributable to our commercial automobile line of business and is a result of changes made by Commonwealth Automobile Reinsurers (“CAR”) to eligibility requirements which impacted the number of policies that we handle as a Servicing Carrier to the ceded pool. This resulted in a commensurate decrease in ceded written premium to and assumed from these programs. The decrease for the year ended December 31, 2020 also reflects the Safety Personal Auto Relief Credit, a 15% policyholder credit, representing $17.7 million in total premium which was applied to personal auto policies for the months of April, May and June.

Net written premiums for the quarter ended December 31, 2020 decreased by $4.5 million, or 2.6%, to $171.1 million from $175.6 million for the comparable 2019 period. Net written premiums for the year ended December 31, 2020 decreased by $30.9 million, or 3.9%, to $763.5 million from $794.4 million for the comparable 2019 period. Net earned premiums for the quarter ended December 31, 2020 decreased by $3.1 million, or 1.5%, to $196.4 million from $199.5 million for the comparable 2019 period. Net earned premiums for the year ended December 31, 2020 decreased by $17.7 million, or 2.2%, to $771.1 million from $788.8 million for the comparable 2019 period. The decreases in both periods are a result of the decrease in direct written premiums as described above.

The pandemic has resulted in fewer cars on the road, resulting in a decrease in frequency of claims, primarily in our private passenger automobile line of business. As a result, for the quarter ended December 31, 2020, loss and loss adjustment expenses incurred decreased by $30.6 million, or 24.3%, to $95.8 million from $126.4 million for the comparable 2019 period. For the year ended December 31, 2020, loss and loss adjustment expenses incurred decreased by $105.2 million, or 20.7%, to $404.6 million from $509.8 million for the comparable 2019 period. Loss, expense, and combined ratios calculated under U.S. generally accepted accounting principles for the quarter ended December 31, 2020 were 48.8%, 36.3%, and 85.1%, respectively, compared to 63.4%, 31.1%, and 94.5%, respectively, for the comparable 2019 period. Loss, expense, and combined ratios calculated under U.S. generally accepted accounting principles for the year ended December 31, 2020 were 52.5%, 34.6%, and 87.1%, respectively, compared to 64.6%, 31.0%, and 95.6%, respectively, for the comparable 2019 period. Total prior year favorable development included in the pre-tax results for the quarter ended December 31, 2020 was $20.2 million compared to $16.5 million for the comparable 2019 period. Total prior year favorable development included in the pre-tax results for the year ended December 31, 2020 was $54.8 million compared to $42.1 million for the comparable 2019 period.

The increase in the expense ratios in the respective periods is driven by an increase in contingent commission expense as well as costs associated with various system modernization in our claims, billing and underwriting areas and a reduction in certain expense allowances provided under the Servicing Carrier program that have decreased with the related written premium as noted above.

Net investment income for the quarter ended December 31, 2020 decreased by $1.7 million, or 13.7%, to $10.7 million from $12.4 million for the comparable 2019 period. Net investment income for the year ended December 31, 2020 decreased by $5.7 million, or 12.0%, to $41.0 million from $46.7 million for the comparable 2019 period. The decreases in both periods is a result of lower floating yields on our bank loan portfolio, lower interest income on certain partnership investments and fixed maturity amortization resulting from prepayment activity on certain residential mortgage-backed securities. Net effective annualized yield on the investment portfolio for the quarter ended December 31, 2020 was 3.0% compared to 3.6% for the comparable 2019 period. Net effective annualized yield on the investment portfolio for the year ended December 31, 2020 was 2.9% compared to 3.4% for the comparable 2019 period. Our duration on fixed maturities was 3.2 years at December 31, 2020 compared to 3.3 years at December 31, 2019.

On February 16, 2021, our Board of Directors approved a $0.90 per share quarterly cash dividend on its issued and outstanding common stock payable on March 15, 2021 to shareholders of record at the close of business on March 5, 2021.

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 generally accepted accounting principles (“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 on investments, net impairment losses on investments, change in net unrealized gains on equity investments, credit loss benefit (expense) and taxes related thereto. For the quarter ended December 31, 2020, an increase of $16.1 million for the change in unrealized gains on equity securities was recognized within income before income taxes, compared to an increase of $6.3 million recognized in the comparable 2019 period. For the year ended December 31, 2020, an increase of $10.4 million for the change in unrealized gains on equity securities was recognized in income before income taxes, compared to an increase of $21.5 million recognized in the comparable 2019 period. 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.

About Safety: Safety Insurance Group, Inc., based in Boston, MA, is the parent of Safety Insurance Company, Safety Indemnity Insurance Company, Safety Property and Casualty Insurance Company, and Safety Northeast Insurance Company. Operating exclusively in Massachusetts, New Hampshire, and Maine, Safety is a leading writer of property and casualty insurance products, including private passenger automobile, commercial automobile, homeowners, dwelling fire, umbrella and business owner policies.

Additional Information: Press releases, announcements, U. S. Securities and Exchange Commission (“SEC”) Filings and investor information are available under “About Safety,” “Investor Information” on our Company website located at www.SafetyInsurance.com. Safety filed its December 31, 2019 Form 10-K with the SEC on February 28, 2020 and urges shareholders to refer to this document for more complete information concerning Safety’s financial results.

Contacts:

Safety Insurance Group, Inc.

Office of Investor Relations

877-951-2522

InvestorRelations@SafetyInsurance.com

Cautionary Statement under "Safe Harbor" Provision of the Private Securities Litigation Reform Act of 1995**:**

This press release contains, and Safety may from time to time make, written or oral "forward-looking statements" within the meaning of the U.S. federal securities laws. 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:

The competitive nature of our industry and the possible adverse effects of such competition;
Conditions for business operations and restrictive regulations in Massachusetts;
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The possibility of losses due to claims resulting from severe weather;
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The possibility that the Commissioner of Insurance may approve future rule changes that change the operation of the residual market;
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Our possible need for and availability of additional financing, and our dependence on strategic relationships, among others;
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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;
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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
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Other risks and factors identified from time to time in our reports filed with the SEC, such as those set forth under the caption “Risk Factors” in our Form 10-K for the year ended December 31, 2019 filed with the SEC on February 28, 2020.
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We are not under any obligation (and expressly disclaim any such obligation) to update or alter our forward-looking statements, whether as a result of new information, future events, or otherwise. You should carefully consider the possibility that actual results may differ materially from our forward-looking statements.

Safety Insurance Group, Inc. and Subsidiaries

Consolidated Balance Sheets

(Dollars in thousands, except share data)

**** December 31, **** December 31,
2020 2019
(Unaudited)
Assets
Investments:
Fixed maturities, available for sale, at fair value (amortized cost: $1,189,951 and $1,192,357, allowance for expected credit losses of $1,054 at December 31, 2020) $ 1,256,653 $ 1,228,040
Short term investments, at fair value (cost: $441 and $0) 441
Equity securities, at fair value (cost: $168,289 and $151,121) **** 205,254 177,637
Other invested assets **** 45,239 37,278
Total investments **** 1,507,587 1,442,955
Cash and cash equivalents **** 53,769 44,407
Accounts receivable, net of allowance for expected credit losses of $1,754 at December 31, 2020 **** 179,147 193,369
Receivable for securities sold **** 1,311 1,784
Accrued investment income **** 8,045 8,404
Taxes recoverable **** 279 1,003
Receivable from reinsurers related to paid loss and loss adjustment expenses **** 13,432 11,319
Receivable from reinsurers related to unpaid loss and loss adjustment expenses **** 106,311 122,372
Ceded unearned premiums **** 22,406 35,182
Deferred policy acquisition costs **** 74,962 74,287
Equity and deposits in pools **** 30,429 29,791
Operating lease right-of-use-assets 31,000 33,998
Other assets **** 25,595 23,798
Total assets $ 2,054,273 $ 2,022,669
Liabilities
Loss and loss adjustment expense reserves $ 567,581 $ 610,566
Unearned premium reserves **** 421,901 442,219
Accounts payable and accrued liabilities **** 79,486 75,016
Payable for securities purchased **** 7,144 6,377
Payable to reinsurers **** 8,236 12,911
Deferred income taxes 17,611 5,717
Debt 30,000
Operating lease liabilities 31,000 33,998
Other liabilities **** 6,635 27,459
Total liabilities **** 1,169,594 1,214,263
Shareholders’ equity
Common stock: $0.01 par value; 30,000,000 shares authorized; 17,724,866 and 17,662,779 shares issued 178 177
Additional paid-in capital **** 209,779 202,321
Accumulated other comprehensive income, net of taxes **** 53,527 28,190
Retained earnings **** 745,029 661,553
Treasury stock, at cost: 2,831,168 and 2,279,570 shares **** (123,834) (83,835)
Total shareholders’ equity **** 884,679 808,406
Total liabilities and shareholders’ equity $ 2,054,273 $ 2,022,669

Safety Insurance Group, Inc. and Subsidiaries

Consolidated Statements of Operations

(Unaudited)

(Dollars in thousands, except share and per share data)

Three Months Ended December 31, **** Year Ended December 31,
**** 2020 **** 2019 **** 2020 **** 2019
Net earned premiums $ 196,438 $ 199,450 $ 771,078 $ 788,777
Net investment income **** 10,701 12,393 **** 41,045 46,665
Earnings from partnership investments **** 4,312 506 **** 6,901 1,937
Net realized gains on investments **** 1,640 1,463 **** 957 2,976
Change in net unrealized gains on equity investments 16,088 6,286 10,449 21,454
Net impairment losses on investments (a) (492) (889)
Credit loss benefit (expense) 1,235 (1,054)
Finance and other service income **** 4,620 4,293 **** 16,872 16,833
Total revenue **** 235,034 223,899 846,248 877,753
Losses and loss adjustment expenses **** 95,782 126,460 **** 404,556 509,846
Underwriting, operating and related expenses **** 71,290 61,949 **** 266,482 244,136
Interest expense **** 132 23 **** 440 90
Total expenses **** 167,204 188,432 **** 671,478 754,072
Income before income taxes **** 67,830 35,467 174,770 123,681
Income tax expense **** 14,865 7,365 **** 36,559 24,080
Net income $ 52,965 $ 28,102 $ 138,211 $ 99,601
Earnings per weighted average common share:
Basic $ 3.57 $ 1.84 $ 9.25 $ 6.52
Diluted $ 3.55 $ 1.82 $ 9.18 $ 6.46
Cash dividends paid per common share $ 0.90 $ 0.90 $ 3.60 $ 3.40
Number of shares used in computing earnings per share:
Basic **** 14,755,082 15,220,902 **** 15,002,755 15,201,132
Diluted **** 14,866,704 15,340,518 **** 15,119,027 15,337,807
(a) No portion of the other-than-temporary impairments recognized in the period indicated were included in Other Comprehensive Income for the period ended December 31, 2019.
Reconciliation of Net Income to Non-GAAP Operating Income
Net income $ 52,965 $ 28,102 $ 138,211 $ 99,601
Exclusions from net income:
Net realized gains on investments (1,640) (1,463) (957) (2,976)
Change in net unrealized gains on equity investments (16,088) (6,286) (10,449) (21,454)
Net impairment losses on investments - 492 - 889
Credit loss (benefit) expense (1,235) - 1,054 -
Income tax expense on exclusions from net income 3,982 1,524 2,174 4,944
Non-GAAP operating income $ 37,984 $ 22,369 $ 130,033 $ 81,004
Net income per diluted share $ 3.55 $ 1.82 $ 9.18 $ 6.46
Exclusions from net income:
Net realized gains on investments (0.11) (0.10) (0.06) (0.19)
Change in net unrealized gains on equity investments (1.08) (0.41) (0.69) (1.40)
Net impairment losses on investments - 0.03 - 0.06
Credit loss (benefit) expense (0.08) - 0.07 -
Income tax expense on exclusions from net income 0.27 0.10 0.14 0.32
Non-GAAP operating income per diluted share $ 2.55 $ 1.44 $ 8.64 $ 5.25

Safety Insurance Group, Inc. and Subsidiaries

**** Additional Premium Information

(Unaudited)

(Dollars in thousands)

Three Months Ended December 31, Year Ended December 31,
2020 **** 2019 **** 2020 2019
Written Premiums
Direct $ 182,627 $ 189,671 $ 798,712 $ 852,404
Assumed **** 5,535 8,498 **** 26,316 32,391
Ceded **** (17,077) (22,579) **** (61,491) (90,386)
Net written premiums $ 171,085 $ 175,590 $ 763,537 $ 794,409
Earned Premiums
Direct $ 207,464 $ 213,841 $ 815,981 $ 845,102
Assumed **** 5,954 8,111 **** 29,365 32,853
Ceded **** (16,980) (22,502) **** (74,268) (89,178)
Net earned premiums $ 196,438 $ 199,450 $ 771,078 $ 788,777