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Annual Report Form 10-K Proxy Statement

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Annual Report Form 10-K Proxy Statement Managing for the long run Annual Report Form 10-K 2020 Proxy Statement Contents Page 2020 Annual Report to the Shareholders iii About Us iv – v Ten-Year Financial Summary vi – xv 2020 Annual Report Letter xvi ORI Office of the Chief Executive Officer and ORI Board of Directors xvii – xviii Corporate and Shareholders' Information Form 10K Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934, including: Item 1 – Business Discussion Item 1A – Discussion of Risk Factors Item 1B through Item 6 Item 7 – Management Analysis of Financial Position and Results of Operations Item 8 – Financial Statements and Footnote Disclosures – Report of Independent Registered Public Accounting Firm – Management’s Responsibility for Financial Statements Item 9A – Discussion of Management’s Controls and Procedures Notice of Annual Meeting of the Shareholders and Proxy Statement This document is not intended to represent a solicitation or offer to buy or sell the Corporation’s securities. 2020 Annual Report to the Shareholders (To be read in conjunction with the accompanying Form 10-K Annual Report to the Securities and Exchange Commission) About Us Our MISSION is to provide quality insurance security and related services to businesses, individuals, and public institutions, and be a dependable long-term steward of the trust that policyholders, shareholders, and other important stakeholders place in us. Old Republic traces its beginnings to 1923, although several acquired subsidiaries began operations much earlier. It is primarily a commercial lines underwriter serving the insurance needs of a large number of organizations, including many of America’s leading industrial and financial services institutions. Its subsidiaries actively market, underwrite, and provide risk management services for a wide variety of coverages, mostly in the general and title insurance fields. A long-term interest in the mortgage guaranty and consumer credit insurance lines has devolved into a run-off operating mode in recent years. Old Republic’s general insurance business ranks among the nation’s 50 largest, while its title Insurance operations are the third largest in its industry. For the beneficiaries of their insurance products and services, Old Republic’s insurance subsidiaries provide quality assurance of the promises they make. For employees, the Company offers an environment of success in which they can pursue personal goals of professional and economic achievement in the context of our MISSION's business objectives. Old Republic is one of the nation’s 50 largest shareholder-owned insurance businesses. It is a member of the Fortune 500 listing of America’s largest companies. The Company’s record as a long-term investment compares very favorably within American industry. ORI’s performance reflects an entrepreneurial spirit, a necessary long-term orientation in the management of its business, and a corporate culture that promotes accountability and encourages the taking of prudent business risks. Here's a summary of recent years' total book and market returns, which includes the addition and reinvestment of cash dividend payments, in comparison with the financial performance of three selected indices similarly developed. ORI Selected Indices' Compounded Annual Annual Total Annual Returns Book Value Market Value Nominal S & P Compounded Compounded Gross S & P P&C Total Total Domestic 500 Insurance Return Return Product Index Index Ten Years 2001 – 2010 8.0% 1.9% 3.9% 1.4% 1.0% Ten Years 2011 – 2020 8.8% 9.9% 3.3% 13.9% 14.3% Twenty Years 2001 – 2020 8.4% 5.8% 3.6% 7.5% 7.4% According to the most recent edition of Mergent’s Dividend Achievers, Old Republic is one of just 113 qualifying companies, out of thousands considered, that have posted at least 25 consecutive years of annual dividend growth. Moreover, Old Republic has paid a cash dividend without interruption since 1942 (79 years), and it has raised the annual cash dividend pay-out for each of the past 39 years. Managing for the Long Run. iii Old Republic International Corporation Ten-Year Financial Highlights (All amounts, except per share data, are expressed in millions) 2020 2019 2018 2017 2016 2015 2014 2013 2012 2011 Financial Position Summary Cash and fixed maturity securities $ 11,365.1 $ 10,381.5 $ 9,683.0 $ 10,145.9 $ 9,973.1 $ 9,366.7 $ 9,163.4 $ 9,990.6 $ 9,932.4 $ 9,962.5 Equity securities 4,054.8 4,030.5 3,380.9 3,265.5 2,896.1 1,987.8 2,011.7 1,004.2 739.7 580.8 Other invested assets 115.3 115.4 123.4 124.9 126.5 120.9 116.4 114.3 128.4 141.7 Reinsurance recoverable 4,362.8 3,823.9 3,484.5 3,371.8 3,231.5 3,183.6 3,422.5 3,215.7 3,237.1 3,243.9 Prepaid federal income taxes - - 129.8 114.3 82.4 63.3 45.7 - - 1.0 Sundry assets 2,917.0 2,724.9 2,525.5 2,380.9 2,281.7 2,379.1 2,216.8 2,201.7 2,179.5 2,120.3 Total $ 22,815.2 $ 21,076.3 $ 19,327.1 $ 19,403.5 $ 18,591.6 $ 17,101.6 $ 16,976.9 $ 16,526.7 $ 16,217.3 $ 16,050.4 Policy liabilities $ 2,593.1 $ 2,419.2 $ 2,303.5 $ 2,176.3 $ 2,035.0 $ 1,945.1 $ 1,832.7 $ 1,695.7 $ 1,566.3 $ 1,461.9 Benefit and claim reserves 10,671.0 9,929.5 9,471.2 9,237.6 9,206.0 9,120.1 9,122.0 9,433.5 9,303.3 8,786.6 Debt 966.4 974.0 981.4 1,448.7 1,528.7 952.8 953.7 561.6 563.4 912.8 Sundry liabilities 2,397.8 1,753.3 1,424.6 1,807.5 1,361.1 1,213.5 1,144.4 1,060.9 1,188.0 1,116.4 Common shareholders’ equity 6,186.6 6,000.1 5,146.2 4,733.3 4,460.6 3,869.8 3,924.0 3,775.0 3,596.2 3,772.5 Total $ 22,815.2 $ 21,076.3 $ 19,327.1 $ 19,403.5 $ 18,591.6 $ 17,101.6 $ 16,976.9 $ 16,526.7 $ 16,217.3 $ 16,050.4 Total capitalization $ 7,153.1 $ 6,974.2 $ 6,127.6 $ 6,182.0 $ 5,989.4 $ 4,822.7 $ 4,877.8 $ 4,336.6 $ 4,159.6 $ 4,685.4 Book value per share (a) $ 20.75 $ 19.98 $ 17.23 $ 17.72 $ 17.16 $ 14.98 $ 15.15 $ 14.64 $ 14.03 $ 14.76 Income Statement Summary (b) Revenues: Net premiums and fees earned $ 6,737.8 $ 6,241.1 $ 5,940.9 $ 5,769.1 $ 5,537.5 $ 5,354.9 $ 4,960.0 $ 5,083.4 $ 4,632.4 $ 4,167.7 Net investment income 438.9 450.7 431.8 409.4 387.0 388.6 345.5 318.7 336.5 364.6 Other income 131.2 132.6 121.6 102.2 107.3 106.7 101.6 90.1 114.5 115.2 Total operating revenues 7,308.0 6,824.4 6,494.4 6,280.8 6,031.8 5,850.3 5,407.2 5,492.3 5,083.5 4,647.6 Investment gains (losses): Realized from actual transactions 14.2 38.6 58.2 211.6 77.8 91.3 272.3 148.1 48.1 165.8 Unrealized from changes in fair value of equity securities (156.2) 599.5 (293.8) - - - - - - - Realized from impairments - (2.0) - - (4.9) - - - (0.2) (50.2) Total investment gains (losses) (142.0) 636.1 (235.6) 211.6 72.8 91.3 272.3 148.1 47.8 115.5 Total revenues 7,166.0 7,460.5 6,258.8 6,492.4 6,104.7 5,941.7 5,679.6 5,640.4 5,131.4 4,763.2 Operating expenses: Claim costs 2,491.4 2,572.7 2,460.7 2,478.8 2,347.9 2,459.3 2,514.5 2,238.3 2,765.3 2,764.3 Sales and general expenses 3,942.4 3,525.4 3,317.7 3,225.1 3,020.5 2,808.5 2,529.9 2,707.5 2,458.4 2,172.0 Interest and other costs 43.7 40.0 42.2 63.0 50.2 41.9 25.6 21.6 36.2 63.4 Total operating expenses 6,477.5 6,138.1 5,820.7 5,767.0 5,418.7 5,309.8 5,070.1 4,967.5 5,260.0 4,999.9 Pretax income (loss) 688.4 1,322.4 438.1 725.4 686.0 631.8 609.4 672.9 (128.5) (236.7) Income taxes (credits) 129.7 265.9 67.5 164.8 219.0 209.6 199.7 225.0 (59.8) (96.1) Net income (loss) $ 558.6 $ 1,056.4 $ 370.5 $ 560.5 $ 466.9 $ 422.1 $ 409.7 $ 447.8 $ (68.6) $ (140.5) (a) Retroactive adjustments have been made for all stock dividends and splits declared through December 31, 2020 and for consistent presentation of annual data. (b) Certain reclassification adjustments were made to increase prior periods' net premiums and fees earned with a corresponding increase to sales and general expenses. These adjustments were made to conform to presentation adopted in 2020 to reflect such revenues gross of applicable commission expense and had no impact on segmented pretax operating income (loss) in any period presented.
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