UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995
Commission File No. 2-57299
FARM FAMILY MUTUAL INSURANCE COMPANY
New York IRS No. 14-1415410
344 Route 9W, Glenmont, New York 12077
Registrant's telephone number: (518) 431-5000
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes x No
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained
herein, and will not be contained, to the best of registrant's
knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or
any amendment to this Form 10-K.
<PAGE>
PART I
ITEM 1. BUSINESS
Overview
Farm Family Mutual Insurance Company (the "Company") is a
specialized property and casualty insurer of farms, other
generally related businesses and residents of rural and suburban
communities in Connecticut, Delaware, Maine, Massachusetts, New
Hampshire, New Jersey, New York, Rhode Island, Vermont and West
Virginia. Established in 1955 to meet certain insurance needs
of Farm Bureaur members in the Northeast, the Company provides
flexible, multi-line packages of insurance for those engaged in
agricultural pursuits, as well as automobile, commercial general
liability, workers' compensation, umbrella liability,
businessowners, homeowners and other insurance products to rural
and suburban policyholders in ten states. Life insurance
products are also sold to many of these customers by Farm Family
Life Insurance Company (the "Life Company"), an affiliate of the
Company. In addition, the Company's wholly owned subsidiary,
Rural Agency and Brokerage, Inc. ("Rural Agency") places
insurance coverages not underwritten by the Company for the
Company's policyholders.
The Company is closely affiliated with the Farm Bureaus in the
ten states in which it operates (collectively, the "Farm
Bureaus"). The Company has the exclusive endorsement of the
Farm Bureaus to market property casualty insurance in these
states. Membership in state or county Farm Bureau organizations
is generally a prerequisite for the issuance or renewal of any
policy by the Company. Potential policyholders not engaged in
agricultural businesses can generally purchase associate
memberships in the Farm Bureaus.
The Company markets its insurance products through more than
200 Farm Family agents and field managers who are located in the
rural and suburban communities served by the Company. These
agents generally sell insurance products only for the Company
and the Life Company. The Company believes that the distinctive
focus of the Company and its agents on meeting the specialized
insurance needs of rural communities has provided the Company
with the knowledge and experience to adapt to changes in the
demographics of its markets and in the nature of agricultural
related businesses. In addition to insuring those engaged in
agricultural pursuits such as dairy, vegetable and fruit
farming, the Company insures a wide range of other businesses
related to agriculture, such as distributors of agricultural
products, horse breeding and training facilities, landscapers,
nurseries, florists, wineries and growers of specialty products.
In recent years, the Company has also introduced businessowners
products for certain retail and contractor businesses and for
owners of apartment and office buildings, as well as a
homeowners product.
The Company's principal strategy is to maintain its focus on
meeting many of the specialized insurance needs of Northeastern
rural and suburban communities. The Company's flagship product,
the Special Farm Package, is a flexible product that can be
adapted to meet the needs of a variety of agricultural and
agricultural related businesses. As evidenced by its
introduction of businessowners products in 1990, the Company
also seeks to leverage its local reputation, agency force,
knowledge and experience to expand its product offerings to a
wider variety of customers in the rural and suburban communities
in which it currently operates. In addition, the Company will
continue to seek to facilitate and expedite sales, underwriting
and policy administration functions through the expanded use of
local service centers and computer networking communications
with the home office.
On February 14, 1996, the Board of Directors of the Company
adopted a plan of reorganization and conversion (the "Plan"),
pursuant to Section 7307 of the New York Insurance Law, whereby
the Company will convert from a mutual property and casualty
insurance company to a stock property and casualty insurance
company and become a wholly owned subsidiary of Farm Family
Holdings, Inc., (the "Holding Company"). The principal purposes
of the reorganization are to improve the Company's access to the
capital markets and to raise capital to expand and develop its
business in the rural and suburban areas in which it currently
operates. Under the Plan, eligible policyholders will receive
either shares of common stock of the Holding Company or cash in
exchange for their policyholder interests in the Company, and
holders of surplus notes electing to surrender such notes in the
reorganization will receive shares of common stock of the
Holding Company or cash in exchange for such notes.
The effectiveness of the Plan is contingent upon the (i) the
approval of the Superintendent of the New York Insurance
Department, (ii) the approval by the affirmative vote of not
less than two-thirds of the votes cast by the Voting
Policyholders (as defined in the Plan) voting on the Plan at a
special meeting of Voting Policyholders and (iii) upon the
Company's Board of Directors declaring the Plan effective.
<PAGE>
The Plan provides that each eligible policyholder that will be
issued shares of common stock of the Holding Company in the
reorganization (a "Subscription Policyholder") and each surplus
note holder that will be issued shares of common stock of the
Holding company ("Participating Surplus Note Holder") will have,
for a period of three years following the effective date of the
Plan, a preemptive right to purchase a proportionate amount of
any new issue of shares of common stock of the Holding Company.
Pursuant to the Plan, 3,000,000 shares of common stock of the
Holding Company are being offered in a subscription offering to
Subscription Policyholders and Participating Surplus Note
Holders. Currently, it is anticipated that all or a portion of
the shares not subscribed for in the Subscription offering will
be offered for sale in a public offering.
Related Party Transactions
The operations of the Company are closely related with those of
its affiliates, the Life Company and the Life Company's wholly
owned subsidiary, United Farm Family Insurance Company ("United").
The affiliated companies operateunder an identical Board of
Directors and have similar senior management. In addition, the
affiliated companies share home office facilities, data processing
equipment, certain personnel and other operational expenses.
The Company and the Life Company are parties to an expense
sharing agreement, effective as of January 1, 1996 (the "Expense
Sharing Agreement"), pursuant to which shared expenses for
goods, services and facilities are allocated between the Company
and the Life Company. Under the Expense Sharing Agreement,
expenses are allocated in accordance with applicable provisions
of the New York Insurance Law and regulations promulgated
thereunder. Direct expenses are charged as incurred to the
Company and the Life Company, as applicable, at cost. For each
of the years ended December 31, 1993, 1994, and 1995, 56%, 60%,
and 61%, respectively, of aggregate operating expenses totaling
$23.8 million, $23.8 million and $26.7 million, respectively,
were allocated to the Company, under a similar expense sharing
arrangement.
The Company and the Life Company are parties to a lease
agreement (the "Lease Agreement") pursuant to which the Company
leases home office space in Glenmont, New York from the Life
Company. Annual rent under the Lease Agreement was $491,000,
$629,000, and $687,000 for each of the years ended December 31,
1993, 1994, and 1995, respectively.
The Company's reinsurance program includes reinsurance
agreements with United. In accordance with the provisions of
these reinsurance agreements, the Company recognized commission
income (expenses) of approximately $1,713,000, ($39,000), and
$2,000 during the years ended December 31, 1993, 1994, and 1995,
respectively.
The Company and United are parties to a service agreement (the
"Service Agreement") pursuant to which the Company provides
United with certain administrative and special services
necessary for its operations, including, but not limited to,
claims management, underwriting, accounting, tax and auditing,
investment management, and functional support services. In
addition, the Company provides United with certain personnel,
property, equipment and facilities for its operations. For each
of the years ended December 31, 1993, 1994, and 1995, United
incurred approximately $0.5 million, $0.5 million, and $0.8
million, respectively, in direct and allocated expenses and
overhead under the Service Agreement.
Products
The Company offers a variety of property and casualty insurance
products primarily designed to meet the unique insurance needs
of its agricultural clients and the general insurance needs of
the rural and suburban communities in which it does business.
Many policyholders have more than one policy with the Company,
most commonly, a property policy (such as a Special Farm Package
or homeowners policy) and an automobile policy.
The following table sets forth by product the direct premiums
written by the company for the periods indicated:
Year Ended December 31,
% of % of % of
1993 Total 1994 Total 1995 Total
($ in millions)
Personal Automobile $36.8 33.1% $40.3 33.0% $46.5 34.2%
Special Farm Package 30.8 27.7% 32.7 26.8% 34.0 25.0%
Commercial Automobile 18.2 16.4% 20.2 16.6% 22.7 16.7%
Workers' Compensation 8.3 7.5% 8.1 6.6% 9.1 6.7%
Businessowners 3.8 3.4% 5.3 4.3% 6.6 4.9%
Homeowners 3.0 2.7% 4.1 3.4% 5.2 3.8%
Umbrella 3.4 3.1% 4.2 3.4% 4.4 3.2%
Commercial General Liability 2.8 2.5% 3.0 2.5% 3.4 2.5%
Special Home Package 2.9 2.6% 2.8 2.3% 2.8 2.1%
Fire, Allied, Inland Marine 0.9 0.8% 1.0 0.8% 1.0 0.7%
Products Liability 0.2 0.2% 0.2 0.2% 0.2 0.1%
Pollution 0.1 0.1% 0.1 0.1% 0.1 0.1%
Total $111.2 100.0% $122.0 100.0% $136.0 100.0%
Personal Automobile. Personal automobile is the Company's
largest product. The Company's industry standard policies are
generally marketed in conjunction with its other products, such
as the Special Farm Package, the businessowners policy or the
homeowners policy.
Special Farm Package. The Special Farm Package, developed in
1980, is a flexible, multi-line package of insurance coverages
which the Company regards as its "flagship" product. As a
result of its flexible features, this product can be adapted to
meet the needs of a variety of agricultural and related
businesses. The Special Farm Package policy combines personal,
farm and business property and liability insurance for the farm
owner, as well as owners of other agricultural related
businesses, such as horse breeding and training facilities,
nurseries, wineries and greenhouses.
Commercial Automobile. Commercial automobile is the Company's
third largest product. The Company's industry standard policies
are generally marketed in conjunction with the Special Farm
Package or the businessowners policy.
Workers' Compensation. The Company generally does not seek to
market or write its workers' compensation policy apart from a
Special Farm Package or a businessowners policy.
Businessowners. The Company introduced a businessowners
product (based on the industry standard policy form) in 1990 to
meet the needs of small businesses within its rural and suburban
markets. This product is marketed to two distinct groups: (i)
"mercantile businessowners" with property based risks, including
apartment and office building owners and small to medium-sized
retail businesses, such as florists and farm markets and (ii)
small, established artisan contractors principally serving the
agricultural community.
Special Home Package and Homeowners Policy. The Special Home
Package was developed in 1980 as a companion product for the
Special Farm Package policy. The Company's homeowners policy,
introduced in 1989, is a standard homeowners multi-peril policy
for the rural and suburban homeowner. Increasingly, the
homeowners policy is being sold to provide coverage for the
insured's principal residence, while the Special Home Package is
used by the Company to insure rural-based, tenant occupied
residences. Like the Special Farm Package, the Special Home
Package combines personal and commercial property and liability
coverages, and contains flexible features which also allow it to
be adapted to meet the needs of a variety of customers.
<PAGE>
Umbrella Liability. The Company writes commercial and personal
line excess liability policies covering business, farm and
personal liabilities of its policyholders in excess of amounts
covered under Special Farm Package, homeowners, businessowners
and automobile policies. Such policies are available with
limits of $1.0 million to $5.0 million. The Company does not
generally seek to market its excess liability policies unless it
also writes an underlying liability policy.
Commercial General Liability. The Company writes an industry
standard commercial general liability policy which is generally
marketed in connection with the Special Farm Package or, as an
accommodation to policyholders in connection with the commercial
automobile policy. The commercial general liability policy is
generally not written apart from these other policies. The
policy is usually written by the Company for unique business
situations, such as horse breeding and training facilities and
certain landscaper risks, which do not meet the criteria for
liability coverage under a businessowners or Special Farm
Package policy. The policy insures businesses against third
party liability from accidents occurring on their premises or
arising out of their operations or products. Most of the
Company's products liability line is written as part of the
commercial general liability product.
Pollution. The Company writes a small number of pollution
liability policies covering specified farm risks on a
"claims-made" basis. The policy insures against losses incurred
from third party liability, including bodily injury and property
damages, for pollution incidents, such as those caused from
pesticides, fertilizers, herbicides and manure piles. An
"extended reporting period" option is available under certain
circumstances which allows for claim reporting after the policy
expiration. As of December 31, 1995, The Company had
approximately 300 pollution policies in force.
Marketing
The following table sets forth the Company's direct written
premiums by state for the periods indicated:
Year Ended December 31,
% of % of % of
1993 Total 1994 Total 1995 Total
($ in millions)
New York $43.1 38.8% $47.0 38.5% $53.2 39.1%
New Jersey 21.2 19.0% 23.9 19.6% 28.3 20.8%
Massachusetts 9.2 8.3% 10.1 8.3% 10.5 7.7%
Connecticut 7.5 6.7% 8.2 6.7% 9.1 6.7%
West Virginia 6.7 6.0% 7.3 6.0% 7.8 5.7%
Maine 6.6 5.9% 6.7 5.5% 6.9 5.1%
New Hampshire 6.7 6.0% 6.7 5.5% 6.8 5.0%
Vermont 4.5 4.1% 5.0 4.1% 5.3 3.9%
Delaware 3.5 3.2% 4.1 3.4% 4.4 3.3%
Rhode Island 2.2 2.0% 3.0 2.4% 3.7 2.7%
Total $111.2 100.0% $122.0 100.0% $136.0 100.0%
The Company markets its property and casualty insurance
products in its ten state region through approximately 189
full-time agents, 15 field managers and 10 associate field
managers. Many of the Company's agents are established
residents of the rural and suburban communities in which they
operate and often have specific prior experience in agricultural
related businesses. The Company's agents generally market and
write the full range of its products. In addition to marketing
the Company's property and casualty insurance products, the
agency force also markets life insurance products for the Life
Company. The Company's policies are marketed exclusively through
its agency force. Agent compensation is comprised entirely of
fixed commissions, office expense allowances and incentive
bonuses.
The Company emphasizes personal contact between its agents and
the policyholders. The Company believes that its name
recognition, policyholder loyalty and policyholder satisfaction
with agent and claims relationships are the principal sources of
new customer referrals, cross-selling of additional insurance
products and policyholder retention. In addition, the Company
believes that its relationship with the Farm Bureaus in its
target markets promotes the Company's name recognition and new
customer referrals among Farm Bureau members. See "
Relationship with Farm Bureaus."
<PAGE>
The Company's agents may also serve as brokers for Rural Agency
and its subsidiaries, which represents other unaffiliated
insurance companies. Rural Agency was established in 1970 by
the Company to provide policyholders with access to products not
written by the Company. Business placed through Rural Agency is
principally comprised of specialty business not written by the
Company, such as motorcycle, snowmobile, animal mortality,
boiler and machinery, bond and crop insurance.
Relationship with Farm Bureaus
The Company was organized through the efforts of certain Farm
Bureaus, and its relationship with the Farm Bureaus in its ten
state region continues to be a fundamental aspect of its
business. These Farm Bureaus are affiliated with the American
Farm Bureau Federation, the nation's largest general farm
organization with over four million members, which has
traditionally sought to advance the interests of the
agricultural community. The Company was established in 1955
through the efforts of certain Farm Bureaus to provide property
and casualty insurance for Farm Bureau members in the Northeast.
Substantially all of the directors of the Company are
associated with Farm Bureau organizations in the Northeast. The
Company has the exclusive endorsement of the Farm Bureaus to
market property and casualty insurance in the ten states in
which it operates.
The endorsement of the Farm Bureaus generally means that the
Farm Bureaus provide the Company with the right to utilize their
membership lists and authorize the use of their name and service
marks in connection with the marketing of the Company's
products. In exchange for these rights, the Company pays to
each of the Farm Bureaus an annual fee of $7.50 per Farm Bureau
member, pursuant to agreements with each Farm Bureau (the
"Membership List Purchase Agreements"). The current term of
each Membership List Purchase Agreement is six years, commencing
on January 1, 1996. Pursuant to the Membership List Purchase
Agreements, the Farm Bureaus may not endorse the products of
other property and casualty insurers within the Company's ten
state region. The Life Company has entered into similar
membership list purchase agreements with each of the Farm
Bureaus.
Underwriting
The Company seeks to write its commercial and personal lines
risks by evaluating loss experience and underwriting
profitability with consistently applied standards. The Company
maintains information on all aspects of its business which is
routinely reviewed by the Company's staff of 16 underwriters in
relationship to product line profitability. The Company's
underwriters generally specialize by agency territory. Specific
information is monitored with regard to individual insureds
which is used to assist The Company in making decisions about
policy renewals or modifications.
The Company concentrates on its established major product lines
and, increasingly, on its businessowners and homeowners
policies. It generally does not pursue the development of
products with risk profiles with which it is not familiar, nor
does it, typically, actively market its automobile, workers'
compensation or general liability policies except to
policyholders who may also purchase its Special Farm Package,
businessowners or homeowners products. The Company believes its
extensive knowledge of local markets in its region is a key
element in its underwriting process.
Claims
Claims on insurance policies written are usually investigated
and settled by one of the Company's staff claims adjusters,
located in nine field offices. The Company's claims philosophy
emphasizes timely investigation, evaluation and settlement of
claims, while maintaining adequate reserves and controlling
claim adjustment expenses. The claims philosophy is designed to
support the Company's marketing efforts by providing agents and
policyholders with prompt service.
Claims settlement authority levels are established for each
adjuster and claims manager based upon the employee's ability
and level of experience. Claims are reported directly to the
claims department, located at a field office or through the
central claim reporting unit at the home office. Specialized
units exist at the home office for no-fault automobile and
workers' compensation claims, as well as subrogation and large,
litigated or certain other claims. The Company also has on
staff a special investigator to investigate suspected insurance
fraud, including arson. The claims department is responsible
for reviewing all claims, obtaining necessary documentation,
estimating the loss reserves and resolving the claims.
<PAGE>
Reinsurance
Reinsurance Ceded
The Company's reinsurance arrangements are generally placed
directly with non-affiliated reinsurers through reinsurance
brokers. In addition, certain reinsurance coverages are also
placed directly with United. See "Related Party Transactions."
The largest net per risk exposure retained by the Company on any one
individual property or casualty risk is $100,000. Property and
casualty risks in excess of $100,000 are covered on an excess of
loss basis up to $250,000 and $300,000, respectively, per risk
by United. Per risk property losses in excess of $250,000 but
less than $4 million are reinsured on an excess of loss basis by
unaffiliated reinsurers. Facultative coverage is available for
certain property risks in excess of $4 million per risk.
Casualty losses per risk in excess of $300,000 but less than $1
million (which is generally the maximum limit of liability
written by the Company's casualty insurance policies, other than
workers' compensation and umbrella liability policies) are
covered on an excess of loss basis by unaffiliated reinsurers.
Clash coverage provided by unaffiliated reinsurers covers
casualty losses, including workers' compensation, in excess of
$1 million but less than $5 million. In addition, workers'
compensation claims, on a per occurrence basis with a $600,000
per person limit, in excess of $3 million but less than $10
million are separately reinsured on an excess of loss basis by
an unaffiliated reinsurer. The Company reinsures 95% of its
umbrella liability losses (including a 5% quota share
participation by United) under $1 million per loss on a quota
share basis and 100% of umbrella liability losses in excess of
$1 million up to $5 million per loss by unaffiliated reinsurers.
The Company has purchased reinsurance for catastrophic property
losses for 1996, under which The Company reinsures 95% of losses
per occurrence over $6 million up to a maximum of $51 million
and approximately 79% of the losses between $3 million and $6
million per occurrence. The Company retains the first $3
million of losses per occurrence under its property catastrophe
program. United is a participant in Farm Family's property
catastrophe reinsurance program and assumes 2% of losses per
occurrence between $11 million and $51 million and approximately
16% of losses between $3 million and $6 million.
The insolvency or inability of any reinsurer to meet its
obligations to the Company could have a material adverse effect
on the results of operations or financial condition of the
Company. As of December 31, 1995, approximately 96.1% of the
Company's reinsurance program was provided by reinsurers which
were rated "A-" (Excellent) or above by A.M. Best Company, Inc.
("A.M. Best").
In June 1995, the Company terminated its excess casualty
reinsurance agreement with American Agricultural Insurance
Company to reduce administrative and financial costs associated
with the reinsurance arrangement. The reinsurance arrangement
was commuted for casualty and workers' compensation risks for
accident years 1980 to 1988 and prior to 1975. As a result of
the termination of this arrangement, the Company does not have
reinsurance in effect for any future development on casualty and
workers' compensation losses for accident years 1980 to 1988 and
prior to 1975. The Company received approximately $1.8 million
in cash as a result of the termination of this arrangement and
established additional net loss reserves of approximately $1.7
million for any casualty and worker's compensation losses for
accident years 1980 to 1988 and prior to 1975. Separate reinsurance
agreements with American Agricultural Insurance Company, however,
continue to remain in effect for property and umbrella risks for
those accident years.
Reinsurance Assumed
The Company assumes voluntary reinsurance covering primarily
property, property catastrophe and casualty risks located
outside of the Northeast. The Company believes that, among
other benefits, its assumed reinsurance arrangements balance to
a limited extent the geographic concentration of its risks in
the Northeast. The Company also assumes an insignificant amount
of reinsurance covering substandard automobile policies from
United. For the year ended December 31, 1995, the Company
earned premiums of $1.3 million under various excess of loss and
pro rata reinsurance agreements. The Company generally
retrocedes 50% of all assumed reinsurance to United.
Loss and Loss Adjustment Expense ("LAE") Reserves
Loss reserves are estimates of what an insurer expects to pay
claimants. LAE reserves are estimates of an insurer's expenses
of claim. The Company is required to maintain reserves for
payment of estimated loss and LAE for both reported claims and
claims which have been incurred but not yet reported. The
ultimate liability incurred by the company may be different from
current reserve estimates.
Adjustments in aggregate reserves, if any, are reflected in the
operating results of the period during which such adjustments
are made. Although claims for which reserves are established
may not be paid for several years, reserves for losses and LAE
are not discounted, except for certain lifetime workers'
compensation indemnity reserves where the reserves are
discounted at 3.5%.
<PAGE>
The following table provides a reconciliation of beginning and
ending loss and LAE reserve balances of the Company for each of
the years in the three year period ended December 31, 1995.
Reconciliation of Liability for Loss
and Loss Adjustment Expenses
For the years ended December 31,
1993 1994 1995
($ in thousands)
Reserves for losses and
loss adjustment expenses
at the beginning of the year $117,497 $ 123,477 $ 127,954
Less: Reinsurance
recoverables and receivables 24,463 28,761 28,230
Net reserves for losses and
loss adjustment expenses at
beginning of year 93,034 94,716 99,724
Add: Provision for losses and loss
adjustment expenses for claims occurring in:
The current year 73,114 86,370 88,366
Prior years 99 (3,690) (5,182)
Total incurred losses and
loss adjustment expenses 73,213 82,680 83,184
Less: Loss and loss adjustment
expenses payments for claims occurring in:
The current year 34,839 43,232 40,519
Prior years 36,692 34,440 33,066
Total payments 71,531 77,672 73,585
Net reserves for losses and
loss adjustment expenses at
end of year 94,716 99,724 109,323
Add: Reinsurance recoverables
and receivables 28,761 28,230 28,655
Reserves for losses and loss
adjustment expenses at end of year $123,477 $127,954 $137,978
The following table reflects the development of losses and loss
adjustment expenses for the periods indicated at the end of that
year and each subsequent year. Each calendar year-end reserve
includes the estimated unpaid liabilities for that accident year
and for all prior accident years. The data presented under the
caption "Cumulative Amount of Reserves Paid Through" show the
cumulative amounts paid related to the reserve as of the end of
each subsequent year. The data presented under the caption
"Reserves, Net, Reestimated as of" show the original recorded
reserve as adjusted as of the end of each subsequent year to
reflect the cumulative amounts paid and all other facts and
circumstances discovered during each such year. The line
"Cumulative Redundancy (Deficiency)" reflects the difference
between the latest reestimated reserve amount and the reserve
amount as originally established.
In evaluating the information in the table below, it should be
noted that each amount includes the effects of all changes in
amounts of prior periods. For example, if a loss determined in
1993 to be $150,000 was first reserved in 1985 at $100,000, the
$50,000 deficiency (actual loss minus original estimate) would
be included in the cumulative deficiency in each of the years
1985 through 1992 shown below. This table presents development
data by calendar year and does not relate the data to the year
in which the accident actually occurred. Conditions and trends
that have affected the development of these reserves in the past
may not necessarily recur in the future.
<PAGE>
The following table sets forth the development of loss and loss
adjustment expenses reserves of the Company for the ten-year
period ended December 31, 1995:
<TABLE>
Analysis of Loss and Loss Adjustment Expense Development
<CAPTION>
Year Ended December 31 1985 1986 1987 1988 1989 1990 1991 1992 1993 1994 1995
($ in thousands)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Reserves for Losses
and Loss Adjustment
Expenses 32,960 41,718 53,126 65,543 78,339 94,135 110,135 117,497 123,477 127,954 137,978
Reinsurance Recoverable
on Unpaid Losses (4,957) (5,053) (5,468) (7,126) (11,784) (22,123) (25,048 (24,463) (28,761) (28,230) (28,655)
Reserves for Losses and
Loss Adjustment
Expenses, Net 28,003 36,665 47,658 58,417 66,555 72,012 85,087 93,034 94,716 99,724 109,323
Reserves, Net,
Reestimated as of:
One year later 30,240 37,961 50,145 57,932 69,036 76,786 84,514 91,561 88,296 94,542
Two years later 30,718 38,047 50,572 63,348 72,478 76,442 84,305 89,666 82,876
Three years later 30,242 39,057 53,540 65,399 72,926 76,832 83,960 86,876
Four years later 30,922 39,981 55,303 65,842 73,130 77,879 82,752
Five years later 30,467 41,097 55,445 66,289 74,599 77,375
Six years later 30,885 41,088 56,018 68,298 74,391
Seven years later 31,272 41,072 57,751 68,370
Eight years later 31,390 42,622 58,323
Nine years later 32,318 42,759
Ten years later 32,317
Cumulative Redundancy
(Deficiency) (4,314) (6,094) (10,665) (9,953) (7,836) (5,363) 2,335 6,158 11,840 5,182
Cumulative Amount of
Reserves Paid Through:
One year later 13,918 16,621 21,931 23,852 29,587 29,446 32,708 36,692 34,439 33,066
Two years later 20,647 26,294 33,879 40,454 46,469 47,392 53,455 57,236 49,867
Three years later 25,709 31,636 42,838 51,147 57,838 60,737 65,951 66,127
Four years later 28,008 35,838 48,480 57,239 65,803 67,401 70,176
Five years later 29,810 38,588 51,216 62,168 68,950 68,634
Six years later 30,590 39,836 54,644 64,423 68,652
Seven years later 31,527 40,920 55,794 63,815
Eight years later 32,217 41,693 55,313
Nine years later 32,663 41,116
Ten years later 32,269
</TABLE>
<PAGE>
Prior to 1990, the Company had a history of cumulative
deficiencies in reserving for losses and LAE. These
deficiencies were primarily caused by the underestimation of
reserves for workers' compensation, automobile and other
liability claims. In 1991, the Company reviewed and revised its
process for estimating reserves for losses and LAE, and in
recent years the Company has generally experienced overall
redundancies. The redundancies at December 31, 1995 of $6.2
million, $11.8 million and $5.2 million for the December 31,
1992, 1993 and 1994 reserves, respectively, were primarily
attributable to favorable development of IBNR and case reserves
for personal automobile, commercial automobile, automobile
physical damage, and workers' compensation claims.
Year Ended December 31,
1993 1994 1995
($ in thousands)
Reserve for unpaid losses and
loss adjustment expenses:
Gross liability $ 123,477 $ 127,954 $ 137,978
Reinsurance recoverable 28,761 28,230 28,655
Net liability $ 94,716 $ 99,724 $ 109,323
One year later:
Gross reestimated liability $ 106,175 $ 112,245
Reestimated reinsurance recoverable 17,879 17,703
Net reestimated liability $ 88,296 $ 94,542
Two years later:
Gross reestimated liability $ 94,587
Reestimated reinsurance recoverable 11,711
Net reestimated liability $ 82,876
The Company believes that its reserves at December 31, 1995 are
adequate. Conditions and trends that have historically affected
the Company's claims may not necessarily occur in the future.
Accordingly, it would not be appropriate to extrapolate future
deficiencies or redundancies based on the results set forth
above. Future adjustments to loss reserves and LAE that are
unanticipated by the Company could have a material adverse
impact upon the Company's financial condition and results of
operations.
Investments
An important component of the operating results of the Company
has been the return on invested assets. The Company's
investment objective is to maximize current yield while
maintaining safety of capital together with adequate liquidity
for its insurance operations. In an effort to improve the
quality and safety of its investments, the Company embarked on a
plan in 1995 to reduce significantly its holdings of
non-investment grade fixed maturity securities. In 1995, the
Company reduced its holdings of NAIC Class 3 through 6 bonds,
generally considered non-investment grade, from $17.3 million,
or 10.8% of its fixed maturity portfolio, as of December 31,
1994 to $10.8 million, or 5.6% of its fixed maturity portfolio,
as of December 31, 1995. Due to uncertainties in the economic
environment, however, it is possible that the quality of
investments currently held in the Company's investment portfolio
may change.
<PAGE>
The following table sets forth certain information concerning
the Company's investments:
December 31, 1994 December 31, 1995
Type of Investment Amortized Market Amortized Market
Cost Value(3) Cost Value(3)
($ in millions)
Available For Sale Portfolio:
Fixed Maturities(1)
United States government and
government agencies and
authorities $20.2 $20.2 $22.7 $24.2
States, municipalities and
political subdivisions 19.6 18.9 21.9 23.5
Public utilities 15.6 15.0 21.9 23.1
All other corporate bonds 99.3 92.8 104.1 109.2
Mortgage-backed securities 1.9 2.0 1.1 1.2
Total Fixed Maturities $156.6 $148.9 $171.7 $181.2
Equity securities 0.3 3.9 0.3 4.7
Mortgage loans 1.9 1.9 1.8 1.8
Cash and short-term investments 7.5 7.5 8.9 8.9
Other Invested Assets 1.6 1.6 1.2 1.2
Total Available for Sale $167.9 $163.8 $183.9 $197.8
Held to Maturity Portfolio:
Fixed Maturities(2)
States, municipalities and
political subdivisions 4.7 4.7 5.9 6.3
All other corporate bonds 6.6 6.2 6.5 6.8
Total Held to Maturity $11.3 $10.9 $12.4 $13.1
Total Investments $179.2 $174.7 $196.3 $210.9
(1) Fixed maturities (bonds, redeemable preferred stocks and
mortgage-backed securities) and equity securities in the
Available for Sale Portfolio are carried at market value in the
consolidated financial statements of the Company. Mortgage
loans, cash and short-term investments and other invested assets
are carried at cost, which approximates market value.
(2) Fixed maturities in the Held to Maturity Portfolio are
carried at amortized cost.
(3) The Company primarily obtains market value information
through the pricing service offered by Interactive Data
Corporation. Market values are also obtained, to a lesser
extent, from various brokers who provide price quotes.
For the year ended December 31, 1995, compared with the prior
year, the amortized cost of the Company's cash and invested
assets increased 9.6% to $196.4 million. As a result of the
reduction in holdings of certain non-investment grade
securities, the Company anticipates that future investment
yields may be lower than they otherwise would be. For the years
ended December 31, 1993, 1994 and 1995, the Company's net
investment income, average cash and invested assets and return
on average cash and invested assets were as follows:
Years Ended December 31,
1993 1994 1995
($ in millions)
Net investment income $13.8 $ 13.2 $14.3
Average cash and invested assets $165.3 $173.9 $187.8
Return on average cash and
invested assets 8.4% 7.6% 7.6%
<PAGE>
A.M. Best Rating
A.M. Best, which rates insurance companies based on factors of
concern to policyholders, currently assigns an "A-" (Excellent)
rating (its fourth highest rating category) to the Company. In
reaffirming the Company rating in May 1995, A.M. Best noted
certain negative ratings factors that may affect the rating in
the future, including the Company's comparatively weak
capitalization in relationship to the "A-" rating, "lackluster"
underwriting results prior to the May 1995 rating, competitive
market conditions and an "aggressive" investment portfolio. No
assurance can be given that A.M. Best will not reduce the
Company's current rating later this year or in the future. The
Company believes that its improved underwriting results in 1995,
the anticipated capital contribution to the Company as a result
of the contemplated subscription offering and public offering of
Holding Company common stock and the reduction in the past year
in its holdings of non-investment grade fixed maturity
securities from 10.1% of the Company's total investments as of
December 31, 1994 to 5.2% as of December 31, 1995, may alleviate
certain of the concerns expressed by A.M. Best.
Competition
The property and casualty insurance market is highly
competitive. The Company competes with stock insurance
companies, mutual companies, local cooperatives and other
underwriting organizations. Certain of these competitors have
substantially greater financial, technical and operating
resources than the Company. The Company's ability to compete
successfully in its principal markets is dependent upon a number
of factors, many of which (including market and competitive
conditions) are outside the Company's control. Many of the
lines of insurance written by the Company are subject to
significant price competition. Some companies may offer
insurance at lower premium rates through the use of salaried
personnel or other methods, rather than agents paid on a
commission basis, as the Company does. In addition to price,
competition in the lines of business written by the Company is
based on quality of the products, quality and speed of service
(including claims service), financial strength, ratings,
distribution systems and technical expertise.
Regulation
General
The Company is regulated by government agencies in the states
in which it does business. Such regulation usually includes (i)
regulating premium rates and policy forms, (ii) setting minimum
capital and surplus requirements, (iii) regulating guaranty fund
assessments and residual markets, (iv) licensing companies,
adjusters and agents, (v) approving accounting methods and
methods of setting statutory loss and expense reserves, (vi)
setting requirements for and limiting the types and amounts of
investments, (vii) establishing requirements for the filing of
annual statements and other financial reports, (viii) conducting
periodic statutory examinations of the affairs of insurance
companies, (ix) approving proposed changes in control and (x)
limiting the amount of dividends that may be paid without prior
regulatory approval.
Insurance companies are also affected by a variety of state and
federal legislative and regulatory measures and judicial
decisions that define and extend the risks and benefits for
which insurance is sought and provided. These include
redefinitions of risk exposure in areas such as products
liability, environmental damage and workers' compensation.
Certain state insurance departments and legislatures may prevent
premium rates for some classes of insureds from reflecting the
level of risk assumed by the insurer for those classes. Several
states place restrictions on the ability of insurers to
discontinue or withdraw from some lines of insurance. Such
developments may adversely affect the profitability of various
lines of insurance.
Risk-Based Capital
State insurance departments have adopted a new methodology
developed by the NAIC for assessing the adequacy of statutory
surplus of property and casualty insurers which includes a
risk-based capital formula that attempts to measure statutory
capital and surplus needs based on the risks in a company's mix
of products and investment portfolio. The formula is designed
to allow state insurance regulators to identify potential
inadequately capitalized companies. Under the formula, a
company determines its "risk-based capital" ("RBC") by taking
into account certain risks related to the insurer's assets
(including risks related to its investment portfolio and ceded
reinsurance) and the insurer's liabilities (including
underwriting risks related to the nature and experience of its
insurance business). The risk-based capital rules provide for
different levels of regulatory attention depending on the ratio
of a company's total adjusted capital to its "authorized control
level" of RBC. Based on calculations made by the Company, the
risk-based capital level for the Company exceeds a level that
would trigger regulatory attention. At December 31, 1995, the
Company's RBC was $55.4 million, and the threshold requiring the
least regulatory attention was $22.5 million.
<PAGE>
NAIC-IRIS Ratios
The NAIC's Insurance Regulatory Information System ("IRIS") was
developed by a committee of state insurance regulators and is
primarily intended to assist state insurance departments in
executing their statutory mandates to oversee the financial
condition of insurance companies operating in their respective
states. IRIS identifies 12 ratios for the property and casualty
insurance industry and specifies a range of "usual values" for
each ratio. Departure from the "usual value" range on four or
more ratios may lead to increased regulatory oversight from
individual state insurance commissioners. The Company did not
have any ratios which varied from the "usual value" range in
1995, 1994 or 1993.
ITEM 2. PROPERTIES
The Company currently leases space for its home office in
Glenmont, New York from the Life Company. The lease provides
for the Company to pay the Life Company an annual rental of
approximately $629,216. The lease expires on December 31, 1998.
See "Related Party Transactions".
ITEM 3. LEGAL PROCEEDINGS
The Company is subject to litigation in the normal course of
business. Based upon information presently available to it, the
Company does not consider any threatened or pending litigation
to be material. However, given the uncertainties attendant to
litigation, there can be no assurance that the Company's results
of operations and financial condition will not be materially
adversely affected by any threatened or pending litigation.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to a vote of security holders.
<PAGE>
PART II
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED
STOCKHOLDER MATTERS
Reference is made to Item 12 of Part III.
ITEM 6. SELECTED FINANCIAL DATA
The following table sets forth certain consolidated financial
data for the Company and its subsidiaries prior to the
Reorganization. The consolidated statement of income data set
forth below for the years ended December 31, 1993, 1994 and 1995
and the consolidated balance sheet data as of December 31, 1994
and 1995 are derived from the consolidated financial statements
of the Company appearing elsewhere herein, which have been
audited by Coopers & Lybrand L.L.P., independent auditors, whose
report thereon appears elsewhere herein. The consolidated
statement of income data for the years ended December 31, 1991
and 1992 and the consolidated balance sheet data as of December
31, 1991, 1992 and 1993 are derived from the unaudited
consolidated financial statements of the Company. The Company
believes that such unaudited financial data fairly reflect the
consolidated results of operations and the consolidated
financial condition of the Company for such periods. This data
should be read in conjunction with the Consolidated Financial
Statements, and notes thereto and other financial information,
as well as Management's Discussion and Analysis of Financial
Condition and Results of Operations included elsewhere herein.
Year Ended December 31,
1991 1992 1993 1994 1995
($ in millions)
Statement of Income Data:
Revenues:
Premiums $85.3 $90.0 $96.7 $101.5 $116.9
Net investment income 12.8 12.9 13.8 13.2 14.3
Net realized investment
gains (losses) 1.0 1.0 (0.2) 1.3 0.9
Other income(1) 0.2 0.5 0.7 0.7 0.9
Total revenues 99.3 104.4 111.0 116.7 133.0
Losses and Expenses:
Losses and loss adjustment
expenses 74.3 72.1 73.2 82.7 83.2
Underwriting expenses 23.7 24.0 26.8 28.8 34.9
Interest and other expense 0.3 0.3 0.3 0.3 0.3
Total losses and expenses 98.3 96.4 100.3 111.8 118.4
Income before federal income
taxes 1.0 8.0 10.7 4.9 14.6
Federal income tax expense 0.4 1.8 3.1 1.4 5.0
Net income $0.6 $6.2 $7.6 $3.5 $9.6
Balance Sheet Data (at December 31):
Total investments(2) $150.2 $160.8 $177.7 $170.6 $207.9
Total assets 204.4 221.5 244.1 243.1 278.3
Long-term debt 2.8 2.8 2.8 2.7 2.7
Total liabilities 163.8 175.0 183.6 190.1 204.1
Total equity(2) 40.6 46.5 60.5 53.0 74.2
Additional Data (unaudited):
Loss and Loss Adjustment
Expense Ratio(3) 87.1% 80.2% 75.7% 81.5% 71.1%
Underwriting Expense Ratio(4) 27.8% 26.6% 27.7% 28.4% 29.8%
Combined Ratio(5) 114.9% 106.8% 103.4% 109.9% 100.9%
Ratio of annual statutory
written premiums to statutory
surplus(6) 2.75x 2.73x 2.52x 2.46x 2.16x
_______________
(1) Primarily represents service fee income on the Company's
property and casualty insurance business.
(2) Due to the adoption by the Company on December 31, 1993 of
SFAS No. 115, "Accounting for Certain Investments in Debt and
Equity Securities," total investments and policyholders' equity
were adjusted to reflect changes in market value, which resulted
in an increase of $6.8 million, a reduction of $11.1 million and
an increase of $11.7 million as of December 31, 1993, 1994 and
1995, respectively.
(3) Calculated by dividing losses and loss adjustment expenses
by premiums.
(4) Calculated by dividing underwriting expenses by premiums.
(5) The sum of the Loss and Loss Adjustment Expense Ratio and
the Underwriting Expense Ratio.
(6) Calculated by dividing statutory net written premiums for
the period by statutory surplus at the end of the period.
<PAGE>
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
The following analysis of the consolidated results of operations
and financial condition of the Company should be read in
conjunction with "Selected Consolidated Financial Data," the
Consolidated Financial Statements and the accompanying notes to
the Consolidated Financial Statements included elsewhere herein.
General
The Company is a specialized property and casualty insurer of
farms, other generally related businesses and residents of rural
and suburban communities principally in the Northeastern United
States. The Company provides property and casualty insurance
coverages to members of the state Farm Bureau organizations in
New York, New Jersey, Delaware, West Virginia and all of the New
England states. In addition, the Company's wholly owned
subsidiary, Rural Agency and Brokerage, Inc. places insurance
coverages not underwritten by the Company for the Company's
policyholders. The operations of the Company are also closely
related with those of its affiliates, the Life Company and the
Life Company's wholly owned subsidiary, United.
The Company's premium revenue is a function of changes in
average premiums per policy and the growth in the number of
policies. Premium rates are regulated by the state insurance
departments in the states in which the Company operates. See
"Business -- Regulation."
Membership in the state Farm Bureau organizations is a
prerequisite for voluntary insurance coverage (except for
employees of the Company and its affiliates). Associate Farm
Bureau memberships are generally available to persons not
engaged in agricultural businesses.
All of the Company's insurance policies are currently written
on a participating basis although for several years the Company
has paid dividends only on certain of its workers compensation
policies. Subsequent to the Effective Date, only these workers
compensation policies will continue to be written on a
participating basis.
The operating results of companies in the property and casualty
insurance industry have historically been subject to
fluctuations due to competition, economic conditions, and
various other factors. Factors affecting the results of
operations of the property and casualty industry include price
competition and aggressive marketing which historically have
resulted in higher combined loss and expense ratios. Because of
the nature of the property and casualty industry, it is
difficult to predict future trends in the industry's overall
combined losses and profitability.
The Company's operating results are subject to significant
fluctuations from period to period depending upon, among other
factors, the frequency and severity of losses from weather
related and other catastrophic events, the effect of
competition, and regulation on the pricing of products, changes
in interest rates, general economic conditions, tax laws and the
regulatory environment. As a condition of its license to do
business in various states, the Company is required to
participate in a variety of mandatory residual market mechanisms
(including mandatory pools) which provide certain insurance
(most notably automobile insurance) to consumers who are
otherwise unable to obtain such coverages from private insurers.
Residual market premium rates for automobile insurance have
generally been inadequate. The amount of future losses or
assessments from residual market mechanisms can not be predicted
with certainty and could have a material adverse effect on the
Company's results of operations.
For the years ended December 31, 1993, 1994, and 1995, 38.8%,
38.5% and 39.1%, respectively, of the Company's direct written
premiums were derived from policies written in New York and
19.0%, 19.6%, and 20.8%, respectively, were derived from
policies written in New Jersey. For these periods, no other
state accounted for more than 10.0% of the company's direct
written premiums. As a result of the concentration of the
Company's business in the states of New York and New Jersey and
more generally in the Northeastern United States, the Company's
results of operations may be significantly affected by weather
conditions, catastrophic events and regulatory developments in
these two states and in the Northeastern United States.
The Special Farm Package is a flexible, multi-line package of
insurance coverage which the Company regards as its "flagship"
product. For the year ended December 31, 1995, twenty five
percent of the Company's total direct premiums written were
derived from the Special Farm Package product. The Company
concentrates on the Special Farm Package and its other
established major product lines and, increasingly, on its
businessowners and homeowners products. It generally does not
pursue the development of products with risk profiles with which
it is not familiar, nor does it, typically, actively market its
automobile, workers' compensation or general liability policies
except to policyholders who may also purchase its Special Farm
Package, businessowners or homeowners products. The Company
underwrites its commercial and personal lines risks by
evaluating historical loss experience, current prevailing market
conditions, and product profitability with consistently applied
standards. The adequacy of premium rates is affected mainly by
the severity and frequency of claims and changes in the
competitive, legal and regulatory environment in which the
Company operates.
<PAGE>
Since 1987, the Company has implemented a standard environmental
and pollution exclusion in some of its commercial liability and
property policies, including its Special Farm Package product.
However, the Special Farm Package contains a limited coverage
endorsement for above-ground environmental and pollution
liabilities. The industry standard personal and commercial
automobile and homeowners policies do not contain an exclusion
from environmental and pollution risks. The Company also writes
a small number of claims made pollution liability policies. The
Company has had no material claims and is not aware of any
material threatened claims, arising from environmental and
pollution related liabilities with respect to policies written
either prior to or since 1987.
Results of Operations
Year Ended December 31, 1995 Compared to Year Ended December 31, 1994
Premiums. Premium revenue increased $15.5 million, or 15.2%,
during the year ended December 31, 1995 to $116.9 million from
$101.5 million in 1994. The increase in premium revenue in 1995
resulted from an increase of $14.3 million in earned premiums on
additional business directly written by the Company (principally
in New York and New Jersey) and an increase of $2.3 million in
earned premiums retained by the Company and not ceded to
reinsurers, which were partially offset by a decrease of $1.1
million in earned premiums assumed. The $14.3 million increase
in earned premiums on additional business directly written by
the Company was primarily attributable to an increase of $10.8
million, or 11.1%, in earned premiums from the Company's primary
products (personal and commercial automobile products other than
assigned risk business, the Special Farm Package, businessowners
products, homeowners products, and the Special Home Package) and
to an increase of $1.8 million in earned premiums on assigned
risk business. The number of policies in force related to the
Company's primary products increased by 8.4% to approximately
105,000 in 1995 from approximately 97,000 in 1994 and the
average premium earned for each such policy increased by 2.5% in
1995. The $2.3 million increase in earned premiums retained by
the Company was primarily the result of a change in the terms of
certain of the Company's reinsurance agreements pursuant to
which both the amount of earned premiums ceded by the Company
and the ceding commissions received by the Company were reduced.
The $1.1 million decrease in earned premiums assumed was
attributable to a reduction in premiums assumed from mandatory
pools as a result of the depopulation of such pools.
Net Investment Income. Net investment income increased $1.1
million, or 8.6%, to $14.3 million for the year ended December
31, 1995 from $13.2 million in 1994. The increase in net
investment income was primarily the result of an increase in
cash and invested assets (at amortized cost) of approximately
$17.2 million, or 9.6%. The return realized on the Company's
cash and invested assets was 7.6% in 1995 and 1994.
Net Realized Investment Gains. Net realized investment gains
were $0.9 million for the year ended December 31, 1995 compared
to $1.3 million in 1994.
Losses and Loss Adjustment Expenses. Losses and loss
adjustment expenses increased $0.5 million, or 0.6%, to $83.2
million for the year ended December 31, 1995 from $82.7 million
in 1994. The increase in losses and loss adjustment expenses
was primarily attributable to the overall growth in the
Company's business and was significantly offset by a reduction
in the loss and LAE ratio. Loss and loss adjustment expenses
were 71.1% of premium revenue in 1995 compared to 81.5% of
premium revenue in 1994. The decrease in the loss and LAE ratio
in 1995 was primarily attributable to improved loss ratios on
the Company's personal and commercial automobile lines and to a
decline in the frequency and severity of weather related
property losses in 1995 as compared with 1994. Losses and loss
adjustment expenses believed to be storm and weather related
aggregated $5.2 million in 1995 compared to $7.9 million in
1994. To a much lesser extent, a decrease in the loss and LAE
ratio on assumed reinsurance also contributed to the decrease in
the Company's overall loss and LAE ratio during 1995.
Underwriting Expenses. Underwriting expenses increased $6.1
million, or 21%, to $34.9 million for the year ended December
31, 1995 from $28.8 million in 1994. For the year ended
December 31, 1995, underwriting expenses were 29.8% of premium
revenue compared to 28.4% in 1994. A reduction in 1994 of $2.2
million in amounts accrued for the Company's share of the
deficit of the New Jersey Market Transition Facility had a
favorable impact on the Company's underwriting expense ratio in
that year. Without taking into account the effect of this
reduction, underwriting expenses in 1994 would have been 30.5%
of premium revenue.
Federal Income Tax Expense. Federal income tax expense
increased $3.5 million to $5.0 million in 1995 from $1.4 million
in 1994. Federal income tax expense was 34.2% of income before
federal income tax expense in 1995 compared to 29.1% in 1994.
The increase in the Company's effective federal income tax rate
was primarily attributable to the increase in income before
federal income tax expense, certain expenses related to the
Reorganization and reductions in tax exempt interest income in
1995.
<PAGE>
Net Income. Net income increased $6.1 million to $9.6 million
in 1995 from $3.5 million in 1994 primarily as a result of the
foregoing factors.
Year Ended December 31, 1994 Compared to Year Ended December 31, 1993
Premiums. Premium revenue increased $4.8 million, or 5.0%,
during the year ended December 31, 1994 to $101.5 million from
$96.7 million in 1993. The increase in premium revenue in 1994
resulted from an increase of $8.5 million in earned premiums on
additional business directly written by the Company, which was
offset by a decrease of $2.0 million in earned premiums assumed
from mandatory pools as a result of the depopulation of such
pools and by an increase of $1.7 million in earned premiums
ceded to reinsurers (related to the increase in direct written
premiums). The $8.5 million increase in earned premiums on
additional business directly written by the Company was
primarily attributable to an increase of $8.4 million, or 9.4%,
in earned premiums from the sale of the Company's primary
products. The number of policies in force related to the
Company's primary products increased by 8.5% to approximately
97,000 in 1994 and the average premium earned for each such
policy increased by 1.0% in 1994.
Net Investment Income. Net investment income decreased $0.6
million, or 4.8%, to $13.2 million for the year ended December
31, 1994 from $13.8 million in 1993. The decrease in net
investment income was primarily the result of losses of $0.5
million (primarily related to certain limited partnership
investments) recognized by the Company during 1994. The return
realized on cash and invested assets (at amortized cost) declined
to 7.5% in 1994 from 8.4% in 1993, the effect of which was
offset in part by an increase in cash and invested assets of
$10.6 million or 6.3%.
Net Realized Investment Gains. Net realized investment gains
(losses) were $1.3 million for the year ended December 31, 1994
compared to ($0.2 million) in 1993. The net realized investment
losses in 1993 were primarily the result of an approximately
$1.9 million realized loss recognized by the Company in 1993 on
a non-investment grade fixed maturity security which was deemed
to be permanently impaired, offset in part by realized
investment gains on the sale of other investments.
Losses and Loss Adjustment Expenses. Losses and loss
adjustment expenses increased $9.5 million, or 12.9%, to $82.7
million for the year ended December 31, 1994 from $73.2 million
in 1993, primarily as a result of the overall growth in the
Company's business and an increase in the loss and LAE ratio.
The loss and LAE ratio increased to 81.5% in 1994 from 75.7% in
1993. The increase in the loss and LAE ratio was primarily
attributable to an increase in property losses as a result of
wind and ice storms in the Northeast during 1994. Losses and
loss adjustment expenses believed to be storm and weather
related aggregated $7.9 million in 1994 compared to $4.6 million
in 1993.
Underwriting Expenses. Underwriting expenses increased $2.0
million, or 7.3%, to $28.8 million for the year ended December
31, 1994 from $26.8 million in 1993. For the year ended
December 31, 1994, underwriting expenses were 28.4% of premium
revenue compared to 27.7% in 1993. The increase in the
Company's underwriting expense ratio in 1994 was primarily
attributable to a change in the Company's casualty reinsurance
agreement with United and, to a lesser extent, increases in
certain overhead expenses related to the overall increase in the
Company's business, which was offset in part by the $2.2 million
reduction in 1994 in amounts accrued for the Company's share of
the deficit of the New Jersey Market Transition Facility.
Federal Income Tax Expense. Federal income tax expense
decreased $1.7 million to $1.4 million in 1994 from $3.1 million
in 1993 due primarily to the decline in income before federal
income tax expense. Federal income tax expense as a percentage
of income before federal income tax expense was relatively
unchanged in 1994 from 1993 at approximately 29%.
Net Income. Net income decreased $ 4.1 million to $3.5 million
in 1994 from $7.6 million in 1993 primarily as a result of the
foregoing factors.
Liquidity and Capital Resources
Historically, the principal sources of the Company's cash flow
have been premiums, investment income, maturing investments and
proceeds from sales of invested assets. In addition to the need
for cash flow to meet operating expenses, the liquidity
requirements of the Company relate primarily to the payment of
losses and loss settlement expenses. The short- and long-term
liquidity requirements of the Company vary because of the
uncertainties regarding the settlement dates for liabilities for
unpaid claims and because of the potential for large losses,
either individually or in the aggregate.
<PAGE>
During 1995, the Company reduced its holdings of non-investment
grade fixed maturities to improve the overall quality of its
investment portfolio and in response to recommendations by A.M.
Best. The aggregate carrying value of fixed maturity securities
rated as non-investment grade by the NAIC was reduced from $17.3
million, or 10.8% of its fixed maturity portfolio, at December
31, 1994 to $10.8 million, or 5.6% of it fixed maturity
portfolio, at December 31, 1995. High yield corporate bonds
constituted most of the non-investment grade securities held by
the Company as of December 31, 1995. As a result of the
reduction in holdings of certain non-investment grade
securities, the Company anticipates that future investment
yields may be lower than they otherwise would be. Less than
1.0% of the Company's investment portfolio consists of
investments in mortgage-backed securities. The mortgage-backed
securities held by the Company as of December 31, 1995 were
primarily U.S. Government and U.S. Government Agency backed
securities. The Company currently has no investments in such
derivative financial instruments as futures, forward, swap, or
option contracts, or other financial instruments with similar
characteristic. The market value of the Company's fixed
maturity investments is subject to fluctuations directly
attributable to prevailing rates of interest as well as other
factors. As of December 31, 1995, the aggregate market value of
the Company's fixed maturity investments exceeded the aggregate
amortized cost of such investments by $10.2 million. As of
December 31, 1994, the aggregate amortized cost of the Company's
fixed maturities exceeded the aggregate market value of such
investments by $8.1 million.
The Company has in place an unsecured bank line of credit with
Key Bank of New York under which it may borrow up to $2.0
million. At December 31, 1995, no amounts were outstanding on
this line of credit, which has an annual interest rate equal to
the bank's prime rate. In addition, at December 31, 1995, the
Company had $2.7 million principal amount of Surplus Notes
outstanding. The Surplus Notes bear interest at the rate of
eight percent per annum and have no maturity date. The
principal and interest on the Surplus Notes (and any other funds
borrowed by the Company) are repayable only with the approval of
the Insurance Department of the State of New York. Pursuant to
the Plan, the holders of the Surplus Notes will generally have
the option to exchange the Surplus Notes for cash or shares of
Common Stock in Farm Family Holdings, Inc., or they may elect to
continue to hold such Surplus Notes.
Net cash provided by operating activities was $16.4 million,
$8.6 million, and $5.6 million during the years ended December
31, 1995, 1994, and 1993, respectively. The increase in net
cash provided by operating activities in 1995 was primarily
attributable to the increase in net income and a decrease in
payments for losses and loss settlement expenses during 1995
compared to 1994. The increase in net cash provided by
operating activities in 1994 was primarily attributable to a
reduction in reinsurance receivables during 1994 compared to
1993.
Net cash used in investing activities was $18.5 million, $7.7
million, and $7.2 million during the years ended December 31,
1995, 1994 and 1993, respectively. The increase in net cash
used in investing activities in 1995 resulted from the net
increase in cash available from the Company's operations during
1995 and a corresponding increase in investments in short-term
investments and fixed maturities.
The Company purchases reinsurance in part to mitigate the
effect of large or unusual losses and loss expense activity. As
a condition of writing business in certain states, the Company
participates in a number of mandatory pools and the Company may
incur losses to the extent such pools experience deficits in the
future.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The response to Item 8 is submitted as a separate section of
this report.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE
There were no disagreements with our independent auditors on
accounting and financial disclosure.
<PAGE>
PART III
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
MANAGEMENT
DIRECTORS
The following persons were elected as Directors on March 7, 1996:
Served as Other Position
Director Held with
Name Age Term Expires Since Registrant
William M. Stamp, Jr. 56 March 6, 1997 1975 President
(1)(3)John W. Lincoln 57 March 6, 1997 1984 First Vice President
(2)Robert L. Baker 46 March 6, 1997 1988 None
(2)(3)Randolph C. Blackmer, Jr. 54 March 6, 1997 1984 None
(1)Fred G. Butler, Sr. 67 March 6, 1997 1981 None
(1)Joseph E. Calhoun 61 March 6, 1997 1990 None
James V. Crane 34 March 6, 1997 1994 None
(1)Stephen J. George 56 March 6, 1997 1989 None
(1)Gordon H. Gowen 69 March 6, 1997 1991 None
(2)Jon R. Greenwood 42 March 6, 1997 1995 None
(1)(3)Clark W. Hinsdale III 40 March 6, 1997 1993 None
Richard A. Jerome 47 March 6, 1997 1995 None
(1)Arthur D. Keown, Jr. 50 March 6, 1997 1993 None
(1)Daniel R. LaPointe 58 March 6, 1997 1987 None
(2)Wayne A. Mann 62 March 6, 1997 1994 None
Frank W. Matheson 70 March 6, 1997 1996 None
(1)Norma R. O'Leary 62 March 6, 1997 1983 None
John I. Rigolizzo 42 March 6, 1997 1995 None
Harvey T. Smith 50 March 6, 1997 1994 None
(2)Charles A. Wilfong 38 March 6, 1997 1991 None
Tyler P. Young 35 March 6, 1997 1995 None
(1) Members of Executive Committee and Investment Committee
(2) Members of the Audit Committee
(3) Members of the Compensation Committee
All of the Registrant's Directors have been engaged in farming
operations for over 5 years. There is no family relationship
among any of the Directors.
<PAGE>
EXECUTIVE OFFICERS
Position Served in
Presently Held This Position
Name Age with Registrant Since
William M. Stamp, Jr. 56 President 1987
John W. Lincoln 58 First Vice President 1996
Philip P. Weber 47 Executive Vice President &
Chief Executive Officer 1991
James J. Bettini 41 Senior Vice President
- Operations 1991
William T. Conine 47 Senior Vice President
- Information Services 1986
Stuart C. Henderson 40 Senior Vice President
- Casualty Operations 1996
David L. Neville 58 Senior Vice President
- Human Resources 1992
Raymond A. Osterhout 51 Senior Vice President
- Investments 1991
Charles E. Simon 51 Senior Vice President
- Chief Financial Officer 1980
Victoria M. Stanton 36 Senior Vice President
General Counsel and Secretary 1993
Timothy A. Walsh 34 Senior Vice President
- Finance 1996
Dale E. Wyman 53 Senior Vice President
- Marketing 1991
Both Mr. Stamp and Mr. Lincoln are members of the Executive
Committee and the Investment Committee of the Board of Directors.
There are no family relationships among any of such officers nor
are there any arrangements or understandings between any person
pursuant to which he/she was elected as an officer. All
officers serve at the pleasure of the Board of Directors, but
subject to the foregoing, are elected for terms of one year
beginning in March of each year.
All the Executive Officers of the Registrant have been employed
by the Registrant in various capacities for at least five years,
except for the following:
Mr. Stamp, President, and Mr. Lincoln, First Vice President,
serve as directors and have been involved in farming operations
for over five years.
Ms. Stanton has served as Senior Vice President, General Counsel
and Secretary of the Company since March 1993, was Senior Vice
President and General Counsel of the Company from July 1992 to
March 1993 and Corporate Counsel of the Company from April 1991
to July 1992. Ms. Stanton was previously an attorney with
McNamee, Lochner, Titus & Williams, P.C., Albany, New York, from
1989 to 1991, and with Rogers & Wells, New York, New York, from
1987 to 1989.
Mr. Walsh has been the Senior Vice President - Finance of the
Company since March 1996 and was previously Director of Corporate
Development for the Company from August 1995. Previously, Mr.
Walsh was Vice President, Finance & Chief Financial Officer with
MPW Industrial Services, Inc., Columbus, OH, from April 1994 to
August 1995, Corporate Controller of NSC Corporation, Methuen,
MA from July 1992 to April 1994 and Senior Manager at KPMG Peat
Marwick from July 1983 to July 1992.<PAGE>
ITEM 11. EXECUTIVE COMPENSATION
<PAGE>
Executive Compensation
The following table sets forth information regarding the
compensation of the Chief Executive Officer and the four other
most highly compensated executive officers of the Company for
the years ended 1995, 1994 and 1993. The figures below
represent the aggregate compensation paid to such executive
officers by the Company, the Life Company and United. Under
expense sharing arrangements among the Company, the Life Company
and United, 46%, 49% and 56% for 1995, 1994 and 1993,
respectively, of such aggregate compensation expense was charged
to the Company, 46%, 45% and 42% for 1995, 1994 and 1993,
respectively, was charged to the Life Company and 8%, 6% and 2%
for 1995, 1994 and 1993, respectively, was charged to United.
[See "Related Party Transactions"]
Summary Compensation Table
Annual Compensation
Name and Principal Other Annual All Other
Position Year Salary Bonus Compensation Compensation
Philip P. Weber
Executive Vice President 1995 $240,000 $0 $ ----(1) $1,499(2)
& Chief Executive 1994 210,000 0 ----(1) 1,547(2)
Officer 1993 187,000 0 ----(1) 1,518(2)
Charles E. Simon Senior 1995 152,550 0 17,384(3) 4,599(4)
Vice President - Chief 1994 146,750 0 14,358(3) 4,247(4)
Financial Officer 1993 140,950 0 15,178(3) 4,110(4)
Victoria M. Stanton
Senior Vice President, 1995 118,000 11,150 13,643(5) 4,377(6)
General Counsel and 1994 108,000 200 11,083(5) 3,513(6)
Secretary 1993 97,716 150 10,326(5) 3,210(6)
James J. Bettini Senior 1995 114,500 10,000 14,898(5) 4,271(7)
Vice President - 1994 104,500 0 12,525(5) 3,438(7)
Operations 1993 97,500 0 11,844(5) 3,206(7)
Dale E. Wyman Senior 1995 112,000 0 11,650(5) 1,309(8)
Vice President - 1994 107,000 0 10,430(5) 1,353(8)
Marketing 1993 102,400 0 10,394(5) 1,286(8)
(1) Does not include certain compensation in the form of
perquisites and other personal benefits provided to Mr. Weber
for his services to the Company during 1995, 1994 and 1993, the
aggregate value of which did not exceed 10% of total annual
salary and bonus.
(2) Represents contributions by the Company to Mr. Weber's
account of $240 in 1995, 1994 and 1993, respectively, under the
Company Employee "Savings Plus" Plan (the "Savings Plus Plan"),
and group term life insurance premiums of $1,209, $1,307 and
$1,278 in 1995, 1994 and 1993, respectively, paid by the
Company for the benefit of Mr. Weber, of which $696 for 1995,
1994 and 1993, respectively, was taxable income.
(3) Includes car allowances of $8,640, $7,200 and $7,200 for
1995, 1994 and 1993, respectively, and gasoline credit card
payments of $4,434, $3,585 and $3,432 in 1995, 1994 and 1993,
respectively, paid by the Company.
(4) Represents contributions by the Company to Mr. Simon's
account of $3,390, $2,940 and $2,832 in 1995, 1994 and 1993,
respectively, under the Savings Plus Plan, and group term life
insurance premiums of $1,209, $1,307 and $1,278 in 1995, 1994
and 1993, respectively, paid by the Company for the benefit of
Mr. Simon, of which $1,152, $696 and $696 for 1995, 1994 and
1993, respectively, was taxable income.
(5) Includes car allowances of $8,640, $7,200 and $7,200 for
1995, 1994 and 1993, respectively, paid by the Company.
(6) Represents contributions by the Company to Ms. Stanton's
account of $3,244, $2,390 and $2,190 for 1995, 1994 and 1993,
respectively, under the Savings Plus Plan, and group term life
insurance premiums of $1,133, $1,124 and $1,020 for 1995, 1994
and 1993, respectively, paid by the Company for the benefit of
Ms. Stanton, of which $245, $179 and $157 for 1995, 1994 and
1993, respectively, was taxable income.
(7) Represents contributions by the Company to Mr. Bettini's
account of $3,175, $2,352 and $2,212 for 1995, 1994 and 1993,
respectively, under the Savings Plus Plan, and group term life
insurance premiums of $1,096, $1,086 and $994 for 1995, 1994 and
1993, respectively, paid by the Company for the benefit of Mr.
Bettini, of which $365 , $324 and $191 for 1995, 1994 and 1993,
respectively, was taxable income.
(8) Represents contributions by the Company to Mr. Wyman's
account of $240 for 1995, 1994 and 1993, respectively, under the
Savings Plus Plan, and group term life insurance premiums of
$1,069, $1,113 and $1,046 for 1995, 1994 and 1993, respectively,
paid by the Company for the benefit of Mr. Wyman, of which
$1,002, $945 and $892 for 1995, 1994 and 1993, respectively, was
taxable income.
<PAGE>
Severance Plan
Each of the officers of the Company and the Life Company is
eligible for severance benefits under the companies' joint
Officer Severance Pay Plan (the "Severance Plan") when such
officer's employment is terminated under defined qualifying
conditions, which include, but are not limited to, certain sales
of assets or mergers or other corporate reorganizations
involving the companies. Under the Severance Plan, the
companies will pay to a qualifying officer severance benefits
generally equal to the greater of (i) one week's salary for each
year of service with the companies or (ii) 24 months salary in
the case of the Chief Executive Officer, 12 months salary in the
case of a Senior Vice President and 6 months salary in the case
of any other officer.
b. Pension Benefits
Substantially all salaried employees of the Company, including
executive officers, are eligible to receive pension benefits
under the Company Employee Retirement Plan (the "Retirement
Plan"), which is a qualified defined benefit retirement plan
under the Employee Retirement Income Security Act of 1974, as
amended. Federal legislation limits the amount of pension
benefits that can be paid and compensation that can be
recognized under a tax-qualified retirement plan. The Company
has adopted a non-qualified unfunded retirement plan, the
Company Supplemental Employee Retirement Plan (the "SERP"), for
the payment of those benefits at retirement that cannot be paid
from the Retirement Plan. The practical effect of the SERP is
to provide for the calculation of retirement benefits on a
uniform basis for all employees. Benefit payments under the
Retirement Plan and the SERP are allocated between the Company
and the Life Company pursuant to an expense sharing agreement.
See "Related Party Transactions"
The table below illustrates the approximate annual retirement
benefits which would be payable at age 65 under the Retirement
Plan and, if applicable, under the SERP.
Average Annual
Compensation Years of Service
15 20 25 30 35
$100,000 $ 30,000 $ 40,000 $ 50,000 $ 60,000 $ 60,000
150,000 45,000 60,000 75,000 90,000 90,000
200,000 60,000 80,000 100,000 120,000 120,000
250,000 75,000 100,000 125,000 150,000 150,000
300,000 90,000 120,000 150,000 180,000 180,000
350,000 105,000 140,000 175,000 210,000 210,000
400,000 120,000 160,000 200,000 240,000 240,000
For the purpose of calculating retirement benefits, a
participant's average annual compensation ("Average Annual
Compensation") shall be equal to a participant's compensation
during the five calendar years (out of the last ten calendar
years of employment) for which the participant's compensation
was highest, divided by five. Compensation, as used to
calculate retirement benefits, means the aggregate of the
amounts listed in the Summary Compensation Table under the
captions "Salary," "Bonus" and "Other Annual Compensation," and
the portion of the amount listed under the caption "All Other
Compensation" which corresponds to the part of the group term
life insurance premium, if any, paid by the Company which is
taxable as income to the participant in the Retirement Plan.
For the fiscal year ended December 31, 1995, the compensation
covered by the Company Employee Retirement Plan for Mr. Weber,
Ms. Stanton and Mr. Bettini was approximately $256,000, $143,000
and $140,000, respectively.
The credited years of service as of December 31, 1995 for Mr.
Weber, Mr. Simon, Ms. Stanton, Mr. Bettini and Mr. Wyman were
16.0, 23.4, 5.0, 17.0 and 12.9, respectively.
The annual pension benefit under the Company Employee
Retirement Pension Plan and, when applicable, the SERP, equals
2.0% of Average Annual Compensation, multiplied by years of
service (not to exceed 30 years). Benefits under the Retirement
Plan and the SERP are not subject to Social Security or other
offset amounts.
<PAGE>
c. Compensation of Directors
All of the directors of the Company are also directors of the
Life Company and United. The President (the same individual for
each company) and the First Vice President of the Board (also
the same individual for each company) receive an annual retainer
of $10,000 and $4,500, respectively. All other directors
receive an annual retainer of $3,000. Directors also receive a
daily fee of $500 for meetings of the boards of directors of the
companies, $250 per meeting of a board committee and $250 per
day for attendance at other company functions. Directors are
reimbursed for reasonable travel and other expenses of attending
meetings of the boards of directors and board committees and
other functions. Fees and expenses paid to directors are
allocated among the companies pursuant to expense sharing
agreements. See "Related Party Transactions"
d. Compensation of the CEO and executive officers is determined
annually by the Board of Directors. Prior to 1996, the Board of
Directors did not have a compensation committee. In 1996, the
Board of Directors appointed a compensation committee. The
Company does not have a formal plan to determine CEO or
executive officer compensation which specifically relates
corporate performance to executive compensation. From time to
time, bonus payments have been made based upon meritorious
performance of certain executive officers.
ITEM 12. SECURITY OWNERSHIP OR CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT
The Company is a mutual insurance corporation organized,
maintained and operated for the benefit of its members as a
non-stock corporation. There is, therefore, no security
ownership by certain beneficial owners or management.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
There are no relationships or series of transactions during 1995
with Officers or Directors that require disclosure.
<PAGE>
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON
FORM 8-K
(a) The following documents are filed as part of this Form 10-K
1. The audited consolidated financial statements of the
Registrant as listed in the Index to Financial Statements
submitted as a separate section of this report.
2. Financial statement schedules
The following consolidated financial statement schedules of
the Registrant are included as a separate section of this report:
Schedule VI - Reinsurance for the years ended
December 31, 1993, 1994 and 1995
Schedule X - Supplemental information concerning
property/casualty insurance operations for
the years ended December 31, 1993, 1994 and 1995
3. Exhibits
10.1 Membership List Purchase Agreement
Member List Purchase Agreements with identical terms and
conditions have been entered into by and between the Company
and these Farm Bureau organizations:
1. Connecticut Farm Bureau Association, Inc.
2. Delaware Farm Bureau, Inc.
3. Maine Farm Bureau Association
4. Massachusetts Farm Bureau Federation
5. New Hampshire Farm Bureau Federation
6. New Jersey Farm Bureau
7. Rhode Island Farm Bureau Federation, Inc.
8. Vermont Farm Bureau, Inc.
9. West Virginia Farm Bureau, Inc.
27.1 Financial Data Schedule
28.1 Annual Statement Schedule P
(b) A report on Form 8-K was filed on November 1, 1995
reporting a press release issued on the Company's
Plan of Reorganization and Conversion. No financial
statements were filed with the Form 8-K.
<PAGE>
ANNUAL REPORT ON FORM 10-K
ITEM 14 (a) 3
LIST OF EXHIBITS
Exhibit 10.1 - Material Contracts - Membership List Purchase
Agreement Between the Company and New York
Farm Bureau, Inc.
Exhibit 27.1 - Financial Data Schedule
Exhibit 28.1 - Information from Reports Furnished to State
Insurance Regulatory Authorities (1995 Annual
Statement Schedule P) - Submitted on Form SE
<PAGE>
Exhibit 10.1 - Material Contracts
MEMBERSHIP LIST PURCHASE AGREEMENT
The New York Farm Bureau, Inc., a corporation organized and
existing pursuant to the laws of the State of New York, having
its office and principal place of business at Route 9W, Box 992,
Glenmont, New York 12077-0992 (hereinafter referred to as the
"Farm Bureau") and Farm Family Mutual Insurance Company, a New
York domestic insurance company organized and existing pursuant
to the laws of the State of New York and having its principal
offices and place of business at 344 Route 9W, Glenmont, New
York 12077 (mailing: P.O. Box 656, Albany, N.Y. 12201-0656)
(hereinafter referred to as the "Insurer") and Rural Agency and
Brokerage, Inc.; Rural Agency and Brokerage of New Hampshire,
Inc.; Rural Insurance Agency and Brokerage of Massachusetts,
Inc.; and R.A.A.B. of W. Va., Inc. (hereinafter collectively
referred to as the "Subsidiaries") agree as follows:
1. The term of this Agreement shall be for six (6) years
commencing on January 1, 1996. This Agreement shall be
automatically renewed for successive one-year terms unless
either party gives the other written notice of its intention not
to renew this Agreement at least sixty (60) days prior to
December 31, 2001 and each anniversary thereafter.
2. On or before January 1, 1996, and annually thereafter for
the term of this Agreement, including any renewed term, the Farm
Bureau will provide the Insurer with mailing lists consisting
of the name, address and membership number of all of the Farm
Bureau's members who are in good standing. The list shall be in
a form prescribed by the Insurer and shall be compatible with
the Insurer's electronic data processing requirements. During
the term of this Agreement and any renewals, the Farm Bureau
will provide the Insurer with all additions, deletions and
changes to the membership list including change of Farm Bureau
membership status in a form prescribed by the Insurer to be
compatible with the Insurer's electronic processing requirements.
3. The Insurer, in conjunction with Farm Family Life Insurance
Company, shall maintain the membership list for the mutual
benefit of the parties to this Agreement. At the request of the
Farm Bureau, the Insurer shall produce labels, lists, billings
and other output from the membership list for the Farm Bureau at
cost.
4. The Insurer agrees that the names and addresses that are
provided by the Farm Bureau will at all times remain the
property of the Farm Bureau. The Insurer and its agents will
use the names and addresses only for the purposes of marketing
the Insurer's insurance products to the Farm Bureau's members.
The Insurer further agrees that the mailing lists which are the
subject of this Agreement are the valuable properties of the
Farm Bureau and will not be divulged, disclosed or otherwise
disseminated to any other person or persons without the express
written consent of the Farm Bureau. The Insurer agrees that it
acquires no proprietary interest in the mailing list as a result
of this Agreement.
5. The Farm Bureau agrees that it will not release its
membership list to any third party, except Farm Family Life
Insurance Company, without the prior written consent of the
Insurer. The Farm Bureau agrees not to promote or endorse the
sale of the products of any other insurer, except Farm Family
Life Insurance Company, without the prior written consent of the
Insurer.
6. (A) The Farm Bureau and the Insurer hereby acknowledge that
the American Farm Bureau Federation ("AFBF") is the owner of the
marks "FARM BUREAU" and "FB" (hereinafter referred to as the
"Marks") and the United States Service Marks Registration Nos.
594,500 and 1,022,111, and others with respect thereto; that
AFBF has licensed the Farm Bureau to use the Marks; and, that
AFBF has authorized the Farm Bureau to sublicense the Marks
according to the terms and conditions of this Agreement, subject
to approval and revocation of approval by the AFBF Board of
Directors.
(B) The Farm Bureau grants to Insurer, and Insurer accepts, an
exclusive, nontransferable right to use the Marks and the Farm
Bureau's other names and logos (excluding those names and logos
owned by AFBF other than the Marks) only in connection with the
promotion and sale of insurance products within the State of New
York upon the terms and conditions, and, for the term of this
Agreement.
(C) Insurer agrees that the nature and quality of all insurance
products offered or sold by Insurer shall meet or exceed the
standards required by applicable state laws and regulations and
shall be appropriate for the needs of Farm Bureau members.
Insurer shall permit the Farm Bureau or its representatives to
inspect all insurance products upon request and all promotional
materials used in connection therewith. Farm Bureau, either
acting alone or at the direction of AFBF, shall have the right
to revoke the Insurer's right to use the Marks and Farm Bureau's
other names and logos in the event that, in the judgment of Farm
Bureau and/or AFBF, the level of the nature and quality of the
insurance products offered or sold by Insurer is not appropriate
for the needs of Farm Bureau members.
<PAGE>
(D) Insurer agrees to use, display and reproduce the Marks
only in the form and manner as are prescribed from time to time
by the Farm Bureau and the AFBF. The notice r shall always
appear in conjunction with the Marks. The words "Farm Bureau"
shall always appear in all capitals or in initial capitals and
followed by the notice r. Insurer shall not use the Marks in
its company, corporate or trade names.
(E) Notwithstanding paragraph 1 of this Agreement, Insurer
shall immediately discontinue use of the Marks in the event the
Farm Bureau terminates its membership in the AFBF, or, in the
event that AFBF otherwise revokes the license granted to the
Farm Bureau to use the Marks. The service mark license granted
to Insurer in paragraph 6 of this Agreement, may be revoked by
the Farm Bureau alone or by the Farm Bureau at the direction of
AFBF, if Insurer violates any terms of this paragraph 6 and
fails to cure such violation after 30 days written notice
thereof to the Insurer.
(F) Nothing in this Agreement shall be deemed to constitute an
assignment of the Marks or to give Insurer any right, title or
interest in and to the Marks other than the right to use in
accordance with this Agreement. Insurer shall not register or
apply to register the Marks or any confusingly similar marks in
the Patent and Trademark office or in any other jurisdiction or
institution in the United States or elsewhere in the world.
Insurer shall not represent in any manner that it owns the
Marks, nor shall Insurer attack the title of AFBF to the Marks,
or attack the validity or enforceability of the Marks.
(G) Insurer shall notify AFBF and the Farm Bureau promptly of
any unauthorized use of the Marks by others which comes to its
attention, or to the attention of its officers, directors,
employees or agents. AFBF shall have the sole right, but no
obligation, to bring or defend infringement, unfair competition
or other proceedings involving the Marks. When requested by
AFBF, Insurer shall cooperate with AFBF in efforts to stop an
infringement or other violation of the Marks or to defend the
Marks against attack.
(H) The rights granted to Insurer under this paragraph 6 of
this Agreement are extended so as to permit Insurer also to use
the Marks through the Subsidiaries. The Subsidiaries agree to
assume and fulfill the same obligations to Farm Bureau and AFBF
as those agreed to by Insurer under the terms and conditions of
this paragraph 6 of this Agreement, and to otherwise comply with
all of the terms and conditions of this paragraph 6 of this
Agreement. The Subsidiaries may not assign their rights or
obligations under this paragraph 6 of this Agreement without the
prior written consent of the Farm Bureau and the AFBF.
7. The Insurer may grant any right it has received under the
terms of this Agreement except any rights arising (a) under or
relating to the Marks or (b) under or relating to paragraph 6 of
this Agreement, to any of its agents, subsidiaries or
affiliates, without the consent of the Farm Bureau.
8. The Insurer agrees to pay the Farm Bureau on or about March
1, 1996, and annually thereafter during the term of this
Agreement, including any renewed term, an amount equal to the
sum of seven dollars and fifty cents ($7.50) for each member of
the Farm Bureau as reported on the Annual Membership Census
reported by the American Farm Bureau Federation at its Annual
Meeting for each respective year.
9. This Agreement contains the entire Agreement of the parties
and can be modified or changed only in writing which is signed
by the parties. In the event of any dispute hereunder except a
dispute arising (a) under or relating to the Marks or (b) under
or relating to paragraph 6 of this Agreement, the parties agree
that such dispute will be settled by binding arbitration
pursuant to the rules of the American Arbitration Association.
10. Whenever notice is required under the terms of this
Agreement, it shall be given in writing and sent by registered
or certified mail, or by personal delivery to the address of the
parties hereinabove set forth, or at such other address as shall
be designated in accordance with this paragraph. Receipt shall
be deemed to have been made upon mailing or personal delivery,
whichever first occurs.
11. This Agreement contains the entire Agreement and
understanding between the parties with respect to the subject
matter hereof. This Agreement shall be construed and
interpreted in accordance with the laws of the State of New York.
12. The rights and obligations of the Insurer under this
Agreement may be assigned to a successor in interest upon
written notice to the Farm Bureau - provided however, that any
rights arising (a) under or relating to the Marks or (b) under
or relating to paragraph 6 of this Agreement, may not be
assigned hereunder without the prior written consent of the AFBF.
<PAGE>
Dated: ____________________
NEW YORK FARM BUREAU, INC.
By:______________________________________
President
FARM FAMILY MUTUAL INSURANCE COMPANY
By:______________________________________
Philip P. Weber
Executive Vice President
and Chief Executive Officer
THE UNDERSIGNED HEREBY ACKNOWLEDGE AND AGREE TO THE TERMS AND
CONDITIONS OF PARAGRAPH 6 OF THIS AGREEMENT.
RURAL AGENCY AND BROKERAGE, INC.
RURAL AGENCY AND BROKERAGE OF
NEW HAMPSHIRE, INC.
By:___________________________________
By:__________________________
RURAL INSURANCE AGENCY AND
R.A.A.B. OF W. VA., INC.
BROKERAGE OF MASSACHUSETTS, INC.
By:___________________________________
By:___________________________
<PAGE>
INDEX TO FINANCIAL STATEMENTS
FARM FAMILY MUTUAL INSURANCE COMPANY AND SUBSIDIARY
Report of Independent Auditors
Consolidated Balance Sheets at December 31, 1994 and 1995
Consolidated Statements of Income for the Years Ended
December 31, 1993, 1994 and 1995
Consolidated Statements of Policyholders' Equity for the
Years Ended December 31, 1993, 1994 and 1995
Statements of Consolidated Cash Flows for the Years Ended
December 31, 1993, 1994 and 1995
Notes to Consolidated Financial Statements
<PAGE>
Coopers
&Lybrand
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors
Farm Family Mutual Insurance Company
We have audited the accompanying consolidated balance sheets of
Farm Family Mutual Insurance Company and Subsidiary as of
December 31, 1995 and 1994, and the related consolidated
statements of income, policyholders' equity and cash flows and
the financial statement schedules for the three years in the
period ended December 31, 1995. These financial statements and
financial statement schedules are the responsibility of the
Company's management. Our responsibility is to express an
opinion on these consolidated financial statements and financial
statement schedules based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred
to above present fairly, in all material respects, the financial
position of Farm Family Mutual Insurance Company and Subsidiary
as of December 31, 1995 and 1994, and the results of their
operations and their cash flows for each of the three years in
the period ended December 31, 1995 in conformity with generally
accepted accounting principles. In addition, in our opinion,
the financial schedules referred to above, when considered in
relation to the basic financial statements taken as a whole,
present fairly, in all material respects, the information
required to be included therein.
As discussed in the accompanying notes to the consolidated
financial statements, the Company changed its method of
accounting for investments (Note 1) at December 31, 1993 and for
postretirement benefits (Note 8) at January 1, 1995.
As described in Note 2, the Company has adopted a plan of
demutualization. Subject to certain approvals under the plan,
the Company will convert to a stock property and casualty
insurance company on the effective date of the plan.
/S/Coopers & Lybrand L.L.P.
Albany, New York
February 13, 1996
<PAGE>
FARM FAMILY MUTUAL INSURANCE COMPANY THE COMPANY MUTUAL INSURANCE COMPANY
Consolidated Balance Sheets
($ in thousands)
ASSETS
December 31 1994 1995
Investments
Fixed Maturities
Available for sale, at fair value
(Amortized cost: $156,591 in 1994
and $171,694 in 1995 ) $ 148,889 $ 181,189
Held to maturity, at amortized cost
(Fair value: $10,948 in 1994
and $13,100 in 1995) 11,329 12,386
Equity securities
Available for sale, at fair value
(Cost: $334 in 1994 and 1995) 3,944 4,746
Mortgage loans 1,890 1,822
Other invested assets 1,572 1,246
Short-term investments 3,013 6,532
Total investments 170,637 207,921
Cash 4,507 2,410
Insurance receivables:
Reinsurance receivables 15,027 13,773
Premiums receivable 18,749 21,791
Deferred acquisition costs 8,671 10,527
Accrued investment income 4,047 4,260
Federal income taxes recoverable 899 448
Deferred income tax asset, net 6,601 -
Prepaid reinsurance premiums 1,806 1,864
Receivable from affiliates, net 10,567 13,860
Other assets 1,596 1,434
Total Assets $ 243,107 $ 278,288
LIABILITIES AND POLICYHOLDERS' EQUITY
December 31 1994 1995
Liabilities:
Reserves for losses and
loss adjustment expenses 127,954 137,978
Unearned premium reserve 48,843 52,799
Reinsurance premiums payable 4,029 2,635
Accrued expenses and other liabilities 6,555 7,788
Debt 2,749 2,707
Deferred income tax liability, net - 217
Total liabilities 190,130 204,124
Commitments and contingencies
Policyholders' equity:
Retained earnings 55,678 65,284
Net unrealized investment gains (losses) (2,701) 8,998
Minimum pension liability adjustment - (118)
Total policyholder's equity 52,977 74,164
Total Liabilities and
Policyholders' Equity $ 243,107 $ 278,288
See accompanying notes to Consolidated Financial Statements.
<PAGE>
FARM FAMILY MUTUAL INSURANCE COMPANY
Consolidated Statements of Income
($ in thousands)
Year Ended December 31 1993 1994 1995
Revenues:
Premiums $ 96,672 $ 101,466 $ 116,936
Net investment income 13,861 13,190 14,326
Realized investment gains
(losses), net (174) 1,340 912
Other income 676 696 840
Total revenues 111,035 116,692 133,014
Losses and Expenses:
Losses and loss adjustment expenses 73,213 82,680 83,184
Underwriting expenses 26,811 28,768 34,902
Interest expense 223 220 216
Dividends to policyholders 122 51 122
Total losses and expenses 100,369 111,719 118,424
Income before federal income tax expense 10,666 4,973 14,590
Federal income tax expense 3,082 1,447 4,984
Net income $ 7,584 $ 3,526 $ 9,606
See accompanying notes to Consolidated Financial Statements.
<PAGE>
FARM FAMILY MUTUAL INSURANCE COMPANY
Consolidated Statements of Policyholders' Equity
($ in thousands)
Year Ended December 31 1993 1994 1995
Retained earnings
Balance, beginning of year $ 44,568 $ 52,152 $ 55,678
Net income 7,584 3,526 9,606
Balance, end of year 52,152 55,678 65,284
Net unrealized appreciation
(depreciation) of investments
Balance, beginning of year 1,883 8,360 (2,701)
Change in unrealized appreciation
(depreciation), net (293) (11,061) 11,699
Cumulative effect of accounting
change for investments 6,770 - -
Balance, end of year 8,360 (2,701) 8,998
Minimum pension liability adjustment
Balance, beginning of year - - -
Minimum pension liability adjustment - - (118)
Balance, end of year - - (118)
Total Policyholders' Equity $ 60,512 $ 52,977 $ 74,164
See accompanying notes to Consolidated Financial Statements.
<PAGE>
FARM FAMILY MUTUAL INSURANCE COMPANY
Statements of Consolidated Cash Flows
($ in thousands)
Year ended December 31 1993 1994 1995
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 7,584 $ 3,526 $ 9,606
Adjustments to reconcile net income
to net cash provided by operating
activities:
Realized investment (gains) losses 174 (1,340) (912)
Amortization of bond discount 4 77 62
Depreciation 322 - -
Deferred income taxes (1,048) 596 581
Changes in:
Reinsurance receivables (3,968) 1,910 1,254
Premiums receivable (2,936) (2,732) (3,042)
Deferred acquisition costs (1,684) (39) (1,856)
Accrued investment income (692) (426) (213)
Federal income taxes recoverable - (899) 451
Prepaid reinsurance premiums 211 (367) (58)
Receivable from affiliates (1,344) 1,699 (3,293)
Other assets 397 96 271
Reserves for losses and loss
adjustment expenses 5,980 4,477 10,024
Unearned premium reserve 1,595 4,541 3,956
Reinsurance premiums payable (1,418) 4 (1,394)
Accrued expenses and other
liabilities 3,269 (2,028) 1,001
Income taxes payable (813) (459) -
Total adjustments (1,951) 5,110 6,832
Net cash provided by
operating activities $ 5,633 $ 8,636 $ 16,438
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from sales:
Fixed maturities available for sale 21,921 26,100 28,466
Equity securities - 732 -
Investment collections:
Fixed maturities available for sale 26,628 16,025 15,435
Fixed maturities held to maturity 305 418 514
Mortgage loans 185 58 68
Investment purchases:
Fixed maturities available for sale (52,798) (54,010) (58,339)
Fixed maturities held to maturity (7,240) (1,040) (1,598)
Change in short-term investments, net 3,457 90 (3,519)
Change in other invested assets 328 3,186 480
Proceeds from sale of property
and equipment - 711 -
Net cash used in
investing activities $ (7,214) $ (7,730) $ (18,493)
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on debt (36) (34) (42)
Net cash used in
financing activities (36) (34) (42)
Net increase (decrease) in cash (1,617) 872 (2,097)
Cash, beginning of year 5,252 3,635 4,507
Cash, end of year $ 3,635 $ 4,507 $ 2,410
See accompanying notes to Consolidated Financial Statements.
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Summary of Significant Accounting Policies
Basis of Presentation:
The accompanying consolidated financial statements have been
prepared in conformity with generally accepted accounting
principles and include the accounts of Farm Family Mutual
Insurance Company ("Farm Family Mutual") and its wholly owned
subsidiary, Rural Agency and Brokerage, Inc., ("RAB")
(collectively referred to as the "Company"). All significant
intercompany balances and transactions have been eliminated.
The preparation of financial statements in accordance with
generally accepted accounting principles requires management to
make estimates and assumptions that affect reported amounts of
assets and liabilities and disclosures of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
The Company provides property and casualty insurance coverages
to members of the state Farm Bureau organizations in New York,
New Jersey, Delaware, West Virginia and all of the New England
states. Membership in the state Farm Bureau organizations is a
prerequisite for voluntary insurance coverage, except for
employees of the Company and its affiliates.
The operations of the Company are closely related with those of
its affiliates, Farm Family Life Insurance Company ("Farm Family
Life") and Farm Family Life's wholly owned subsidiary, United
Farm Family Insurance Company ("United Farm Family"). (See Note
10.)
Investments:
Effective December 31, 1993, the Company adopted Statement of
Financial Accounting Standards ("SFAS") No. 115, "Accounting for
Certain Investments in Debt and Equity Securities." SFAS No.
115 requires that investments classified as available for sale
be carried at fair value. Previously, fixed income securities
classified as available for sale were carried at the lower of
amortized cost or fair value, determined in the aggregate.
Unrealized holding gains and losses are reflected as a separate
component of policyholders' equity, net of deferred income
taxes. The cumulative effect of adoption of this statement
increased policyholders' equity at December 31, 1993 by
$6,770,000.
Fixed maturities include bonds, redeemable preferred stocks and
mortgage-backed securities. Investments in fixed maturities
which the Company has both the ability and positive intent to
hold to maturity are classified as held to maturity and carried
at amortized cost. Fixed maturities which may be sold prior to
their contractual maturity are classified as available for sale
and are carried at fair value. The difference between amortized
cost and fair value of fixed maturities classified as available
for sale, net of deferred income taxes, is reflected as a
component of policyholders' equity. The carrying values of all
investments in fixed maturities are reviewed on an ongoing
basis. If this review indicates a decline in fair value below
cost is other than temporary, the Company's carrying value in
the investment is reduced to its estimated realizable value and
a specific write-down is taken. Such write-downs are included
in realized investment gains and losses.
Equity securities include common and non-redeemable preferred
stocks which are carried at fair value. The difference between
cost and fair value of equity securities, less deferred income
taxes, is reflected as a component of policyholders' equity.
Mortgage loans are carried at outstanding principal balance.
Other invested assets, which consist primarily of investments in
limited partnerships, are carried at cost.
Cash and short-term investments consist of demand deposits,
repurchase agreements and money market investments whose
maturities are three months or less from the date of purchase.
Short-term investments are carried at cost which approximates
fair value.
Investment income consists primarily of interest and dividends.
Interest is recognized on an accrual basis and dividends are
recorded on the date of declaration. Interest income on
mortgage-backed securities is determined on the effective yield
method based on estimated principal repayments. Realized
investment gains and losses are determined on a specific
identification basis.
<PAGE>
Income Taxes:
The income tax provision is calculated under the liability
method. Deferred income tax assets and liabilities are recorded
based on the difference between the financial statement and tax
bases of assets and liabilities and the enacted tax rates. The
principal assets and liabilities giving rise to such differences
are reserves for losses and loss adjustment expenses, unearned
premiums, and deferred policy acquisition costs. Deferred
income taxes also arise from unrealized investment gains or
losses on equity securities and fixed maturities classified as
available for sale.
Property-Liability Insurance Accounting:
Premiums are deferred and earned on a pro rata basis over the
terms of the respective policies. Amounts paid for ceded
reinsurance premiums are reported as prepaid reinsurance
premiums and amortized over the remaining contract period in
proportion to premium. Premiums receivable are recorded at cost
less an allowance for doubtful accounts.
Policy acquisition costs such as agents' compensation, premium
taxes, and certain other underwriting expenses that vary with
and are primarily related to the production of business have
been deferred. Such deferred policy acquisition costs are
amortized as premium revenue is recognized. Deferred policy
acquisition costs are limited to their estimated realizable
value, which gives effect to the premium to be earned, related
investment income, and losses and loss adjustment expenses
expected to be incurred as the premium is earned.
Reserves for losses and loss adjustment expenses represent
estimates of the ultimate amounts necessary to settle reported
losses and a provision for incurred but not reported claims of
insured losses. The reserve estimates are based on known facts
and circumstances, including the Company's experience with
similar cases and historical trends involving reserving
patterns, loss payments, pending levels of unpaid claims and
product mix, as well as other factors including court decisions,
economic conditions and public attitudes. The reserves for
losses and loss adjustment expenses include case basis estimates
of reported losses, estimates of incurred but not reported
losses based upon prior experience adjusted for current trends,
and estimates of losses to be paid under assumed reinsurance
contracts. Estimated amounts of recoverable salvage and
subrogation are deducted from the reserves for losses and loss
adjustment expenses. The establishment of appropriate reserves,
as well as related amounts recoverable under reinsurance
contracts is an inherently uncertain process. Reserve estimates
are regularly reviewed and updated, using the most current
information available. Any resulting adjustments, which may be
material, are reflected in current operations (see Note 7).
Participating Policyholders:
All of the Company's insurance policies are written on a
participating basis. Dividends to policyholders are approved by
the Board of Directors based on overall underwriting experience
by state for eligible policies.
2. Plan of Demutualization
On November 1, 1995, the Company submitted an application to the
Superintendent of the New York Insurance Department for
permission to convert from a mutual property/casualty insurance
company to a stockholder owned company. As part of the
demutualization, a holding company will be formed and the
Company's policyholders will receive common stock in the holding
company and/or cash in exchange for their membership interest in
the Company. The submission of the application to the
Superintendent represents the first step in the demutualization
process which will require the approval of the New York
Insurance Department as well as the Company's policyholders
prior to demutualization.
<PAGE>
3. Investments
The following is a schedule of the amortized cost, fair value
and gross unrealized gains and losses of investments in fixed
maturities at December 31, 1994 and 1995.
($ in thousands)
1994
Amortized Gross Unrealized Fair
Available for Sale Cost Gains (Losses) Value
U.S. Government & Agencies $ 20,184 $ 606 $ (608) $ 20,182
States, Municipalities &
Political Subdivisions 19,630 304 (1,029) 18,905
Corporate 108,410 1,077 (7,756) 101,731
Mortgage-backed Securities 1,923 44 ---- 1,967
Redeemable Preferred Stock 6,444 105 (445) 6,104
Total $ 156,591 $ 2,136 $ (9,838) $ 148,889
Held to Maturity
States, Municipalities &
Political Subdivisions $ 4,722 $ 21 $ (16) $ 4,727
Corporate 6,607 ---- (386) 6,221
Total $ 11,329 $ 21 $ (402) $ 10,948
1995
Amortized Gross Unrealized Fair
Available for Sale Cost Gains(Losses) Value
U.S. Government & Agencies $ 22,700 $ 1,543 $ ---- $ 24,243
States, Municipalities &
Political Subdivisions 21,871 1,675 (66) 23,480
Corporate 119,319 7,040 (987) 125,372
Mortgage-backed Securities 1,082 48 ---- 1,130
Redeemable Preferred Stock 6,722 322 (80) 6,964
Total $ 171,694 $ 10,628 $(1,133) $ 181,189
Held to Maturity
States, Municipalities &
Political Subdivisions $ 5,925 $ 373 $ ---- $ 6,298
Corporate 6,461 354 (13) 6,802
Total $ 12,386 $ 727 $ (13) $ 13,100
The table below presents the amortized cost and fair value of
fixed maturities at December 31, 1995, by contractual maturity.
Actual maturities may differ from contractual maturities as a
result of prepayments.
($ in thousands) Available for Sale Held to Maturity
Amortized Fair Amortized Fair
Cost Value Cost Value
Due in one year or less $ 349 $ 303 $ 79 $ 79
Due after one year through five years 25,420 25,839 1,477 1,539
Due after five years through ten years 69,862 72,994 5,057 5,161
Due after ten years 66,528 71,769 5,773 6,321
$ 162,159 $ 170,905 $ 12,386 $ 13,100
Mortgage-backed securities 9,535 10,284 ---- ----
$ 171,694 $ 181,189 $ 12,386 $ 13,100
Unrealized investment gains and losses on fixed maturities
classified as available for sale and equity securities included
in policyholders' equity at December 31, 1995 are as follows:
<PAGE>
($ in thousands) Cost/ Net
Amortized Fair Gross Unrealized Unrealized
Cost Value Gains (Losses) Gains
Fixed maturities
available for sale $ 171,694 $181,189 $10,628 ($1,133) $9,495
Equity securities 334 4,746 4,440 (28) 4,412
Total $172,028 $185,935 $15,068 ($1,161) $13,907
Deferred income taxes 4,909
Total $8,998
The change in unrealized appreciation (depreciation) of
investments included in policyholders' equity for the years
ended December 31, 1993, 1994 and 1995 was as follows:
($ in thousands) 1993 1994 1995
Fixed maturities available for sale $9,532 ($17,236) $17,197
Equity securities 282 477 802
Other invested assets ---- ---- (63)
$9,814 ($16,759) $17,936
Deferred income taxes (3,337) 5,698 (6,237)
$6,477 ($11,061) $11,699
The components of net investment income are as follows:
($ in thousands) 1993 1994 1995
Interest on fixed maturities $13,719 $13,546 $14,561
Dividends from equity securities 102 23 19
Interest on mortgage loans 211 182 180
Interest on short-term investments 81 145 315
Other, net 31 (381) (406)
Total investment income 14,144 13,515 14,669
Investment expense (283) (325) (343)
Net investment income $13,861 $13,190 $14,326
A summary of realized investment gains (losses), net as follows:
($ in thousands) 1993 1994 1995
Fixed maturities ($174) $1,241 $912
Equity securities ---- 99 ----
($174) $1,340 $912
<PAGE>
4. Fair Value of Financial Instruments
The estimated fair value of financial instruments has been
determined using available market information and appropriate
value methodologies. The estimated fair value of financial
instruments are not necessarily indicative of the amounts the
Company might pay or receive in actual market transactions.
Potential taxes and other transaction costs have not been
considered in estimating fair value. As a number of the
Company's significant assets (including deferred policy
acquisition costs, and deferred income taxes) and liabilities
(including reserves for losses and loss adjustment expenses) are
not considered financial instruments, the disclosures that
follow do not reflect the fair value of the Company as a whole.
The following table presents the carrying value and fair value
of the Company's financial instruments at December 31, 1994 and
1995.
December 31, 1994 December 31, 1995
($ in thousands) Carrying Fair Carrying Fair
Value Value Value Value
Assets
Fixed maturities:
Available for sale $148,889 $148,889 $181,189 $181,189
Held to maturity 11,329 10,948 12,386 13,100
Equity securities 3,944 3,944 4,746 4,746
Mortgage loans 1,890 1,890 1,822 1,822
Other invested assets 1,572 1,572 1,246 1,246
Short-term investments 3,013 3,013 6,532 6,532
Cash 4,507 4,507 2,410 2,410
Premiums receivable, net 18,749 18,749 21,791 21,791
Accrued investment income 4,047 4,047 4,260 4,260
Receivable from affiliates 10,567 10,567 13,860 13,860
Other assets 1,596 1,596 1,434 1,434
Liabilities
Accrued expenses and other
liabilities 6,555 6,555 7,788 7,788
Debt 2,749 2,749 2,707 2,707
The following methods and assumptions were used in estimating
the fair value disclosures for the financial instruments:
Fixed Maturities (available for sale and held to maturity),
Equity Securities and Other Invested Assets -- The fair value
is based upon quoted market prices where available or from
independent pricing services.
Mortgage Loans -- The fair value is based on discounted cash
flows using discount rates at which similar loans would be made
to borrowers with similar characteristics.
Short-term Investments -- Due to their short-term, highly
liquid nature, their carrying value approximates fair value.
Premiums Receivable, Accrued Investment Income, Receivable
from Affiliates, Other Assets and Accrued Expenses and Other
Liabilities -- Due to their short-term nature, their carrying
value approximates fair value.
Debt -- The fair value is based on discounted cash flows
using current borrowing rates for similar debt arrangements.
<PAGE>
5. Reinsurance
The Company assumes and cedes insurance to participate in the
reinsurance market, limit maximum losses and minimize exposure
on large risks. Reinsurance contracts do not relieve the
Company from its obligations to policyholders as the primary
insurer. The Company evaluates the financial condition of its
reinsurers and monitors concentrations of credit risk arising
from similar geographic regions, activities and economic
characteristics of the reinsurers to minimize its exposure to
significant losses from reinsurer insolvencies. Amounts
recoverable are regularly evaluated by the Company and an
allowance for uncollectible reinsurance is provided when
collection is in doubt. At December 31, 1994 and 1995, the
Company determined it was not necessary to provide an allowance
for uncollectible reinsurance.
The Company's reinsurance program also includes reinsurance
agreements with United Farm Family. (See Note 10.)
The effects of reinsurance on premiums written and earned, and
losses and loss adjustment expenses, for the years indicated was
as follows:
Year Ended December 31,
($ in thousands) 1993 1994 1995
Premiums written
Direct $ 111,158 $ 122,039 $ 135,963
Assumed 9,045 7,577 6,261
Ceded to United (9,010) (9,776) (9,237)
Ceded to non-affiliates (12,715) (14,226) (12,153)
Premiums written, net of reinsurance $ 98,478 $ 105,614 $ 120,834
Premiums earned
Direct $ 108,892 $ 117,384 $ 131,717
Assumed 9,716 7,690 6,552
Ceded to United (9,009) (9,750) (9,238)
Ceded to non-affiliates (12,927) (13,858) (12,095)
Premiums earned, net of reinsurance $ 96,672 $ 101,466 $ 116,936
Losses and loss adjustment expenses
Direct $ 80,859 $ 91,467 $ 91,176
Assumed 7,165 4,513 4,658
Ceded to United (6,613) (7,378) (6,604)
Ceded to non-affiliates (8,198) (5,922) (6,046)
Losses and loss adjustment expenses,
net of reinsurance $ 73,213 $ 82,680 $ 83,184
<PAGE>
6. Income Taxes
The components of the deferred income tax assets and liabilities
at December 31, 1994 and 1995 are as follows:
($ in thousands) Year Ended December 31,
Deferred Income Tax Assets 1994 1995
Reserves for losses and loss adjustment expenses $ 4,287 $ 4,444
Unearned premium reserve 3,192 3,559
Unrealized investment losses, net 1,391 ----
Accrued expenses and other liabilities 324 474
Investments 575 68
Total deferred income tax assets 9,769 8,545
Deferred Income Tax Liabilities
Deferred acquisition costs $ 2,948 $ 3,685
Unrealized investment gains, net ---- 4,846
Other assets 220 231
Total deferred income tax liabilities 3,168 8,762
Net deferred income tax asset (liability) $ 6,601 $ (217)
There was no valuation allowance for deferred income tax assets
as of December 31, 1994 or 1995. In assessing the realization
of deferred tax assets, management considers whether it is more
likely than not that the deferred tax assets will be realized.
Management primarily considered the existence of taxable income
in the carryback period in making this assessment and believes
the benefits of the deductible differences recognized as of
December 31, 1994 and 1995 will ultimately be realized.
The components of income tax expense (benefit) are as follows:
($ in thousands) Year Ended December 31,
1993 1994 1995
Current $ 4,130 $ 851 $ 4,403
Deferred (1,048) 596 581
Total income tax expense $ 3,082 $ 1,447 $ 4,984
The Company paid income taxes of $4,943,000, $2,209,000 and
$3,952,000 in 1993, 1994 and 1995, respectively.
A reconciliation of the differences between the Company's
effective rates of tax and the United States federal income tax
rates follows:
Year Ended December 31,
% of % of % of
Pretax Pretax Pretax
($ in thousands) 1993 Income 1994 Income 1995 Income
Income tax provision at
prevailing rates $3,633 34.06% $1,691 34.00% $5,006 34.31%
Tax effect of:
Tax exempt interest income (104) (.98) (67) (1.35) (11) (.08)
Dividends received deduction (200) (1.87) (140) (2.81) (148) (1.01)
Other, net (247) (2.31) (37) (.74) 137 (.94)
Federal income tax expense $3,082 28.90% $1,447 29.10% $4,984 34.16%
<PAGE>
7. Reserves for Losses and Loss Adjustment Expenses
As described in Note 1, the Company establishes reserves for
losses and loss adjustment expenses on reported and incurred but
not reported claims of insured losses. The establishment of
appropriate reserves for losses and loss adjustment expenses is
an inherently uncertain process and the ultimate cost may vary
materially from the recorded amounts. Reserve estimates are
regularly reviewed and updated, using the most current
information. Any resulting adjustments, which may be material,
are reflected in current operations.
The following table provides a reconciliation of beginning and
ending liability balances for reserves for losses and loss
adjustment expenses, net of reinsurance for the years ended
December 31, 1993, 1994 and 1995.
Year Ended December 31,
1993 1994 1995
($ in thousands)
Reserves for losses and loss
adjustment expenses at beginning
of year $ 117,497 $ 123,477 $127,954
Less reinsurance recoverables and
receivables 24,463 28,761 28,230
Net reserves for losses and loss
adjustment expenses at beginning
of year 93,034 94,716 99,724
Incurred losses and loss adjustment
expenses:
Provision for insured events of
current year 73,114 86,370 88,366
Increase (decrease) in provisions for
insured events of prior years 99 (3,690) (5,182)
Total incurred losses and loss
adjustment expenses 73,213 82,680 83,184
Payments:
Losses and loss adjustment expenses
attributable to insured events of
current year 34,839 43,232 40,519
Losses and loss adjustment expenses
attributable to insured events of
prior years 36,692 34,440 33,066
Total Payments: 71,531 77,672 73,585
Net reserves for losses and loss
adjustment expenses at end of year 94,716 99,724 109,323
Plus reinsurance recoverables and
receivables 28,761 28,230 28,655
Reserves for losses and loss
adjustment expenses at end of year $ 123,477 $ 127,954 $ 137,978
The Company does not discount reserves for losses and loss
adjustment expenses except for certain lifetime workers'
compensation indemnity reserves it assumes from mandatory pools.
The amount of such discounted reserves was $4,876,000 (net of a
discount of $1,217,000) and $4,754,000 (net of a discount of
$1,192,000) at December 31, 1994 and 1995, respectively.
<PAGE>
8. Debt
At December 31, 1995, debt consists of $1,249,500 of debentures
and $1,457,000 of subordinated surplus certificates. The
debentures and subordinated surplus certificates bear interest
at the rate of eight percent per annum, have no maturity date,
and principal and interest are repayable only with the approval
of the Insurance Department of the State of New York. No single
holder, other than Farm Family Life (see Note 10) holds more
than 5% of the outstanding debentures or subordinated surplus
certificates. The Company paid interest of $223,000, $220,000
and $217,000 for the years ended December 31, 1993, 1994 and
1995, respectively.
At December 31, 1995, the Company had an available line of
credit with a bank for $2,000,000.
9. Benefits Plans
Pension Plans:
The Company and Farm Family Life sponsor a qualified
multi-employer noncontributory defined benefit pension plan
covering substantially all of the Company's and Farm Family
Life's full-time employees who meet the eligibility
requirements. Benefits under the Company's defined benefit
pension plan are primarily based upon the employee's length of
service and the employee's average compensation for certain
periods during the last years of employment. The Company's
funding policy for its defined benefit pension plan is to make
annual contributions in accordance with accepted actuarial cost
methods subject to regulatory funding limitations. Plan assets
at December 31, 1995 consisted primarily of long-term corporate,
United States, and municipal obligations and a group deposit
annuity contract with the Farm Family Life.
A summary of the components of net periodic pension expense for
the plan follows:
Year Ended December 31,
($ in thousands) 1993 1994 1995
Service cost $ 694 $ 777 $ 708
Interest cost on projected benefit obligation 1,173 1,225 1,384
Actual return on plan assets (1,212) (401) (1,844)
Net amortization (deferral) 86 (756) 632
Total pension expense $ 741 $ 845 $ 880
The Company's portion of net periodic pension expense for the
years ended December 31, 1993, 1994 and 1995 was $415,000,
$516,000 and $537,000, respectively.
In accordance with Statement of Financial Accounting Standards
No. 87, "Employers' Accounting for Pensions", the Company
recorded a minimum pension liability of $232,000 in 1995. The
transaction, which had no effect on net income, was offset by
recording an asset of $114,000 and reducing policyholders'
equity by $118,000.
Assumptions used in the determination of pension obligations and
assets were:
Year Ended December 31,
1993 1994 1995
Weighted-average discount rate 7.00% 7.90% 6.40%
Rate of increase in compensation levels 4.00% 4.90% 3.40%
Expected long-term rate of return on plan assets 8.00% 8.00% 8.00%
<PAGE>
The following table summarizes the funded status of the defined
benefit pension plan:
Year Ended December 31,
1994 1995
($ in thousands)
Actuarial present value of benefit obligations:
Vested $ 13,919 $ 17,901
Nonvested 354 338
Accumulated benefit obligation 14,273 18,239
Effect of projected future salary increases
on past service 3,129 3,204
Projected benefit obligation 17,402 21,443
Plan assets at fair value 15,477 17,112
Projected benefit obligation in excess of
plan assets $ (1,925) $ (4,331)
The accrued pension liability of the defined benefit plan was as
follows:
Year Ended December 31,
1994 1995
($ in thousands)
Projected benefit obligation in excess of
plan assets $ (1,925) $ (4,331)
Unrecognized prior service asset 142 114
Unrecognized net gain from past experience
different from that assumed 1,824 3,880
Unrecognized net asset at transition (613) (558)
Minimum liability adjustment --- (232)
Accrued pension liability $ (572) $ (1,127)
Incentive Savings Plan:
The Company and Farm Family Life sponsor an employee incentive
savings plan which is qualified under Section 401(k) of the
Internal Revenue Code. Under the provisions of this plan,
employees may contribute 1% to 16% of their eligible
compensation, with up to 6% being eligible for matching
contributions from the Company. In addition, the Company
contributes 1% of eligible compensation up to $240 of the plan
for all eligible employees. The Company's expense associated
with the plan was $119,000, $155,000 and $138,000 in 1993, 1994
and 1995, respectively.
Postretirement Benefits Other Than Pensions:
The Company and Farm Family Life provide life insurance benefits
for retired employees meeting certain age and length of service
requirements. The Company's postretirement benefit plan is
currently unfunded and noncontributory. Benefits under the
postretirement benefit plan are provided by a group term life
insurance policy.
Effective January 1, 1995, the Company adopted SFAS No. 106,
"Employers' Accounting for Postretirement Benefits Other than
Pensions", which changed the accounting for the Company's
postretirement benefit plan from a cash basis by requiring
accrual of the expected cost of providing benefits under the
plan during the years that the employee renders the necessary
service to the Company.
<PAGE>
Net periodic postretirement benefit expense for the year ended
December 31, 1995 included the following:
1995
($ in thousands)
Service cost $ 37
Interest cost 73
Return on assets ---
Amortization of transition obligation 47
Total: $ 157
The Company incurred postretirement benefit expenses on a cash
basis of $5,000 and $6,000 during the years ended December 31,
1993 and 1994, respectively. The Company's portion of net
periodic postretirement benefit expense for the year ended
December 31, 1995, was $66,000.
The following table presents the plan's postretirement benefit
obligations as of December 31, 1995 reconciled with the plan's
funded status and the amount recognized in the Company's
consolidated balance sheets:
1995
($ in thousands)
Accumulated postretirement benefit obligation
Retirees $ (534)
Other fully eligible plan participants (260)
Other active plan participants (452)
Obligation at year-end (1,246)
Plan assets ---
Funded status (1,246)
Unrecognized transition obligation 893
Unrecognized net loss 238
Accrued postretirement benefit liability at year-end $ (115)
A 6.4% discount rate was used to determine the accumulated
postretirement benefit obligation at December 31, 1995.
10. Related Party Transactions
The operations of the Company are closely related with those of
Farm Family Life and Farm Family Life's wholly owned subsidiary,
United Farm Family. The affiliated Companies operate under an
identical Board of Directors and have similar senior management.
The Companies share home office premises, branch office
facilities, data processing equipment, certain personnel and
other operational expenses. Expenses are shared based on each
Company's estimated level of usage. The gross shared expenses
and the Company's share of such expenses is summarized below:
($ in thousands) Company's Share
Gross Shared
Year Ended December 31, Expenses Amount Percentage
1993 $23,829 $13,431 56%
1994 $23,833 $14,402 60%
1995 $26,650 $16,182 61%
<PAGE>
Farm Family Life holds $813,000 of debentures issued by the
Company. The Company recognized interest expense of $65,000 in
1993, 1994 and 1995 on the debentures held by Farm Family Life.
During 1994, the Company sold its data processing equipment to
Farm Family Life at net book value.
The Company's reinsurance program includes reinsurance
agreements with United Farm Family. In accordance with the
provisions of these reinsurance agreements, the Company
recognized commission income (expenses) of approximately
$1,713,000, ($39,000), and $2,000 during the years ended
December 31, 1993, 1994 and 1995, respectively. A summary of
the effect of the reinsurance agreements with United Farm Family
on premiums written and earned is described in Note 4.
Receivable from affiliates represents amounts due from United
Farm Family pursuant to a reinsurance agreement and amounts due
from Farm Family Life and United Farm Family for shared expenses.
Currently, Farm Family Life and its wholly owned subsidiary,
United Farm Family, prepare their financial statements in
accordance with statutory accounting practices. Such practices
vary significantly from generally accepted accounting practices.
The following financial information was derived from the
statutory basis financial statements for Farm Family Life and
United Farm Family as of and for the year ended December 31,
1995:
($ in thousands) Total Assets Statutory Surplus Net Income
Farm Family Life $687,721 $61,801 $12,029
United Farm Family $32,069 $15,827 $2,244
11. Statutory Accounting Practices
The following table reconciles consolidated net income and
policyholders' equity as reported herein in conformity with
generally accepted accounting principles with consolidated
statutory net income and statutory capital and surplus,
determined in accordance with statutory accounting practices
prescribed or permitted by the New York State Insurance
Department. Prescribed statutory accounting practices include a
variety of publications of the National Association of Insurance
Commissioners (NAIC), as well as state laws, regulations, and
general administrative rules. Permitted statutory accounting
practices encompass all accounting practices not so prescribed.
Net Income Policyholders'
for the Year Ended Equity at
December 31, December 31,
($ in thousands) 1993 1994 1995 1994 1995
Balance per generally accepted
accounting principles $7,584 $3,526 $9,606 $52,977 $74,164
Investments 1,908 --- (1,908) 6,469 (9,459)
Debt --- --- --- 2,749 2,707
Deferred acquisition costs (1,684) (39) (1,856) (8,672) (10,527)
Income taxes (1,048) (34) 582 (6,601) ---
Salvage and subrogation 211 (449) --- (3,936) ---
Non-admitted assets --- --- --- (571) (886)
Other, net 162 (25) 91 455 (83)
Balance per statutory
accounting practices $7,133 $2,979 $6,515 $42,870 $55,916
12. Commitments, Contingencies and Uncertainties
The Company is party to numerous legal actions arising in the
normal course of business. Based upon information presently
available to it, the Company believes that resolution of these
legal actions will not have a material adverse effect on its
consolidated financial condition.
<PAGE>
The Company is obligated under certain non-cancelable leases for
branch office facilities. Rental expense under all operating
leases totaled $77,000 in 1993 and $76,000 in 1994 and 1995.
The minimum future rental payments under non-cancelable leases
at December 31, 1995, were as follows: 1996 - $76,000; 1997 -
$58,000; and 1998 - $37,000.
Catastrophes are an inherent risk of the property/casualty
insurance industry and could produce significant adverse
fluctuations in the Company's results of operations and
financial condition. Since the Company operates primarily
within the northeastern U.S., it is subject to a concentration
of risk within this geographic region. For the years ended
December 31, 1993, 1994 and 1995, approximately 58%, 58% and
60%, respectively, of the Company's direct written premiums were
derived from policies written in the states of New York and New
Jersey. While the Company maintains reinsurance coverage to
mitigate the effect of losses from catastrophes, there can be no
assurance that such losses will not materially affect its
operating results and financial condition. However, the Company
is required by law to participate in a number of involuntary
reinsurance pools and such pools may from time to time
experience deficits which could result in losses to the Company.
Pursuant to an agreement between the Company and its agents and
agency managers, subject to certain conditions including length
of service and profitability, certain agents and agency managers
are eligible to receive monthly extended earnings payments for a
period of up to eight years subsequent to the termination of
their association with the Company. Historically, such payments
have been funded from commissions earned on the agent's or
agency manager's book of business subsequent to the termination
of the agent's association with the Company in accordance with
the Company's agreement with the successor agents and agency
managers. In the event that such commissions are insufficient
to fund the extended earnings payments, the Company would be
responsible for such payments. The aggregate outstanding amount
of the extended earnings payments which former agents and agency
managers are entitled to receive for a period of up to eight
years subsequent to December 31, 1995 was $2,284,000.
13. Unaudited Interim Financial Information
($ in thousand)
Quarter Ended March 31 June 30 September 30 December 31
1994
Revenues $28,295 $28,594 $30,278 $29,525
Net income (loss) ($255) $1,593 $1,584 $604
1995
Revenues $31,585 $32,770 $34,145 $34,514
Net income $2,922 $2,106 $3,173 $1,405
SCHEDULE X - SUPPLEMENTAL INFORMATION CONCERNING PROPERTY/CASUALTY
INSURANCE OPERATIONS
FARM FAMILY MUTUAL INSURANCE COMPANY AND SUBSIDIARY
($ in Thousands)
Reserve
Deferred Unpaid Claims
Policy & Claim Discount Net
Acquisition Adjustment if any, Unearned Earned Investment
Cost Expenses Deducted Premiums Premiums Income
Type of Coverage and Affiliation with Registrant
Year Ended
December 31, 1995
Property and
Casualty business $10,527 $137,978 --- $52,799 $116,936 $14,326
Year Ended
December 31, 1994
Property and
Casualty business 8,671 127,954 --- 48,843 101,466 13,190
Year Ended
December 31, 1993
Property and
Casualty business 8,633 123,477 --- 44,302 96,672 13,861
Amortization
of Deferred Paid Claim
Claim & Claim Adjustment Policy and Claim
Expenses Incurred Related to Acquisition Adjustment Premium
Current Year Prior Years Costs Expenses Written
Type ofCoverage and Affiliation with Registrant
Year Ended
December 31, 1995
Property and
Casualty business $ 88,366 ($5,182) $ 8,671 $73,585 $120,892
Year Ended
December 31, 1994
Property and
Casualty business 86,370 (3,690) 8,633 77,672 105,614
Year Ended
December 31, 1993
Property and
Casualty business 73,114 99 6,949 71,531 98,478
<PAGE>
SCHEDULE VI - REINSURANCE
FARM FAMILY MUTUAL INSURANCE COMPANY AND SUBSIDIARY
($ in Thousands)
Earned Premiums
Percentages
Ceded to Assumed of Amount
Gross Other From Other Net Assumed
Amount Companies Companies Amount to Net
Year Ended December 31, 1995
Property/Casualty Insurance $131,717 $21,333 $6,552 $116,936 5.6%
Year Ended December 31, 1994
Property/Casualty Insurance 117,384 23,608 7,690 101,466 7.6%
Year Ended December 31, 1993
Property/Casualty Insurance 108,892 21,936 9,716 96,672 10.1%
<PAGE>
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
FARM FAMILY MUTUAL INSURANCE COMPANY
By: /s/ William M. Stamp, Jr.
William M. Stamp, Jr., President & Director
March 7, 1996
<PAGE>
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934,
this report has been signed below by the following persons on
behalf of the Registrant and in the capacities and on the dates
indicated.
/s/ Philip P. Weber Executive Vice President - CEO (Principal
Philip P. Weber Administrative Officer - March 7, 1995
/s/ Richard A. Jerome Director
Richard A. Jerome March 7, 1996
/s/ Charles E. Simon Senior Vice President - CFO (Principal
Charles E. Simon Financial Officer) - March 7, 1996
/s/ Arthur D. Keown, Jr. Director
Arthur D. Keown, Jr. March 7, 1996
/s/ Roy S. Davies Vice President - Accounting (Principal
Roy S. Davies Accounting Officer) - March 7, 1996
/s/ Daniel R. Lapointe Director
Daniel R. LaPointe March 7, 1996
/s/ Robert L. Baker Director
Robert L. Baker March 7, 1996
/s/ John W. Lincoln Director
John W. Lincoln March 7, 1996
/s/ Randolph C. Blackmer, Jr. Director
Randolph C. Blackmer, Jr. March 7, 1996
/s/ Wayne A. Mann Director
Wayne A. Mann March 7, 1996
/s/ Fred G. Butler, Sr. Director
Fred G. Butler, Sr. March 7, 1996
/s/ Norma R. O'Leary Director
Norma R. O'Leary March 7, 1996
/s/ Joseph E. Calhoun Director
Joseph E. Calhoun March 7, 1996
Director
John I. Rigolizzo, Jr. March 7, 1996
/s/ James V. Crane Director
James V. Crane March 7, 1996
/s/ Harvey T. Smith Director
Harvey T. Smith March 7, 1996
/s/ Stephen J. George Director
Stephen J. George March 7, 1996
/s/ William M. Stamp, Jr. Director
William M. Stamp, Jr. March 7, 1996
/s/ Gordon H. Gowen Director
Gordon H. Gowen March 7, 1996
/s/ Richard D. Tryon Director
Richard D. Tryon March 7, 1996
/s/ Jon Greenwood Director
Jon Greenwood March 7, 1996
/s/ Charles A. Wilfong Director
Charles A. Wilfong March 7, 1996
/s/Clark W. Hinsdale III Director
Clark W. Hinsdale III March 7, 1996
/s/ Tyler P. Young Director
Tyler P. Young March 7, 1996
<TABLE> <S> <C>
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<NAME> FARM FAMILY MUTUAL INSURANCE COMPANY
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