Form 10-Q KEMPER Corp For: Mar 31

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May 2, 2022 4:16 PM EDT

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kmpr-20220331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

______________________________________________________

FORM 10-Q

______________________________________________________


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

For the Quarterly Period Ended 3/31/2022


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

For the Transition Period from to

Commission file number 001-18298

______________________________________________________

Kemper Corporation

(Exact name of registrant as specified in its charter)

______________________________________________________


DE		95-4255452
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

200 E. Randolph Street
Suite 3300
Chicago	IL	60601
(Address of principal executive offices)		(Zip Code)

(312) 661-4600

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.10 per share	KMPR	NYSE
5.875% Fixed-Rate Reset Junior Subordinated Debentures due 2062	KMPB	NYSE

______________________________________________________

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 whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, non-accelerated filer, smaller reporting company, or an emerging growth company. See definition of “large accelerated filer,” “ accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No x

63,800,711 shares of common stock, $0.10 par value, were outstanding as of April 28, 2022.

KEMPER CORPORATION

INDEX


		Page
Caution Regarding Forward-Looking Statements		1

PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements

	Condensed Consolidated Statements of Income for the Three Months Ended March 3 1 , 202 2 and 202 1 (Unaudited)	4

	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended March 3 1 , 202 2 and 202 1 (Unaudited)	5

	Condensed Consolidated Balance Sheets as of March 3 1 , 202 2 and December 31, 202 1 (Unaudited)	6

	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 3 1 , 202 2 and 202 1 (Unaudited)	7

	Condensed Consolidated Statements of Shareholders’ Equity for the Three Months Ended Marc h 3 1 , 202 2 and 202 1 (Unaudited)	8

	Notes to the Condensed Consolidated Financial Statements (Unaudited)	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	35

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	61

Item 4.	Controls and Procedures	61

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	61

Item 1A.	Risk Factors	61

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	61

Item 6.	Exhibits	62

Exhibit Index		62

Signatures		64

Caution Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q, including, but not limited to, Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”), Risk Factors and the accompanying unaudited Condensed Consolidated Financial Statements (including the notes thereto) of Kemper Corporation (“Kemper”) and its subsidiaries (individually and collectively referred to herein as the “Company”) may contain or incorporate by reference information that includes or is based on forward-looking statements within the meaning of the safe-harbor provisions of the Private Securities Litigation Reform Act of 1995.

Forward-looking statements give expectations or forecasts of future events. The reader can identify these statements by the fact that they do not relate strictly to historical or current facts. They use words such as “believe(s),” “goal(s),” “target(s),” “estimate(s),” “anticipate(s),” “forecast(s),” “project(s),” “plan(s),” “intend(s),” “expect(s),” “might,” “may,” “could” and other terms of similar meaning. Forward-looking statements, in particular, include statements relating to future actions, prospective services or products, future performance or results of current and anticipated services or products, sales efforts, expenses, the outcome of contingencies such as legal proceedings, trends in operations and financial results.

Any or all forward-looking statements may turn out to be wrong, and, accordingly, Kemper cautions readers not to place undue reliance on such statements. Kemper bases these statements on current expectations and the current economic environment as of the date of this Quarterly Report on Form 10-Q. They involve a number of risks and uncertainties that are difficult to predict. These statements are not guarantees of future performance, and actual results could differ materially from those expressed or implied in the forward-looking statements. Forward-looking statements can be affected by inaccurate assumptions or by known or unknown risks and uncertainties that may be important in determining the Company’s actual future results and financial condition.

In addition to those factors discussed under Item 1A., “Risk Factors,” of Part I of Kemper’s Annual Report on Form 10-K, filed with the U.S. Securities and Exchange Commission (the “SEC”), for the year ended December 31, 2021 (the “2021 Annual Report”), the reader should consider the following list of general factors that, among others, could cause the Company’s actual results and financial condition to differ materially from estimated results and financial condition.

Factors related to the legal and regulatory environment in which Kemper and its subsidiaries operate

•Evolving policies, practices and interpretations by regulators and courts that increase operating costs and potential liabilities, particularly any that involve retroactive application of new requirements, including, but not limited to, initiatives related to unclaimed property laws or claims handling practices with respect to life insurance policies and the proactive use of death verification databases, and developments related to the novel coronavirus COVID-19 (“COVID-19”);

•Adverse outcomes in litigation or other legal or regulatory proceedings involving Kemper or its subsidiaries or affiliates;

•Governmental actions, including, but not limited to, implementation of new laws and regulations, and court decisions interpreting existing and future laws and regulations or policy provisions;

•Uncertainties related to regulatory approval of insurance rates, policy forms, insurance products, license applications, dividends from insurance subsidiaries, acquisitions of businesses and other matters within the purview of state insurance regulators;

•Increased costs and initiatives required to address new legal and regulatory requirements;

•Liabilities, costs and other impacts arising from developments related to cybersecurity, privacy and data governance, including, without limitation, cyber incidents that have occurred or could occur;

Factors relating to insurance claims and related reserves in the Company’s insurance businesses

•The incidence, frequency and severity of catastrophes occurring in any particular reporting period or geographic area, including natural disasters, pandemics (including COVID-19) and terrorist attacks or other man-made events;

•The frequency and severity of insurance claims (including those associated with catastrophe losses and pandemics);

•Changes in facts and circumstances affecting assumptions used in determining loss and loss adjustment expenses (“LAE”) reserves, including, but not limited to, the frequency and severity of insurance claims, changes in claims handling procedures and closure patterns, development patterns and the impacts of COVID-19 and associated governmental responses;

•The impact of inflation on insurance claims, including, but not limited to, the effects on material costs and personal injury claims of increasing medical costs;

•The effects on property claims attributed to supply chain disruption and scarcity of resources available to rebuild damaged structures, including labor and materials and the amount of salvage value recovered for damaged property;

•The rising costs of insurance claims from increased and more targeted litigation, higher jury awards, broader definitions of liability, and other effects of societal trends referred to as social inflation;

•Developments related to insurance policy claims and coverage issues, including, but not limited to, interpretations, pronouncements or decisions by courts or regulators that may govern or influence losses incurred in connection with hurricanes and other catastrophes, including COVID-19;

•Orders, interpretations or other actions by regulators that impact the reporting, adjustment and payment of claims;

•Changes in the pricing or availability of reinsurance, or in the financial condition of reinsurers and amounts recoverable therefrom;

Factors related to the Company’s ability to compete

•Changes in the ratings of Kemper and/or its insurance company subsidiaries by rating agencies with regard to credit, financial strength, claims paying ability and other areas on which the Company is rated;

•The level of success and costs incurred in realizing or maintaining economies of scale, integrating acquired businesses and implementing significant business initiatives and the timing of the occurrence or completion of such events, including, but not limited to, those related to expense and claims savings, consolidations, reorganizations and technology;

•Absolute and relative performance of the Company’s products and services, including, but not limited to, the level of success achieved in designing and introducing new insurance products and services;

•Difficulties with technology, data and network security (including as a result of cyber attacks that have occurred or could occur), outsourcing relationships or cloud-based technology that could negatively impact the Company’s ability to conduct business, a heightened risk when substantial numbers of employees shift to work from home arrangements, such as the arrangements implemented for a vast majority of the Company’s employees and some business partners during the COVID-19 pandemic;

•The ability of the Company to maintain the availability and required performance of critical systems and manage technology initiatives cost-effectively to address insurance industry developments and regulatory requirements;

•Heightened competition, including, with respect to pricing, consolidations of existing competitors or entry of new competitors and alternate distribution channels, introduction of new technologies, use and enhancements of telematics, refinements of existing products and development of new products by current or future competitors;

•Expected benefits and synergies from mergers, acquisitions and/or divestitures that may not be realized to the extent anticipated, within expected time frames or at all, due to a number of factors including, but not limited to, the loss of key agents/brokers, customers or employees, increased costs, fees, expenses and related charges and delays caused by unanticipated developments or factors outside of the Company’s control;

•The successful formulation and execution of the Company’s plan with regard to corporate strategy and significant operational changes;

Factors relating to the business environment in which Kemper and its subsidiaries operate

•Changes in general economic conditions, including those related to, without limitation, performance of financial markets, interest rates, inflation, unemployment rates, geopolitical events, significant global catastrophes such as the COVID-19 outbreak and subsequent global pandemic, and fluctuating values of particular investments held by the Company;

•Absolute and relative performance of investments held by the Company;

•Changes in insurance industry trends and significant industry developments;

•Changes in consumer trends, including changes in number of miles driven by automobile insurance policyholders, and significant consumer or product developments;

•Changes in capital requirements, including the calculations thereof, used by regulators and rating agencies;

•Regulatory, accounting or tax changes that may affect the cost of, or demand for, the Company’s products or services or after-tax returns from the Company’s investments;

•The impact of required participation in state windpools and joint underwriting associations, residual market assessments and assessments for insurance industry insolvencies, including the impact of COVID-19;

•Changes in distribution channels, methods or costs resulting from changes in laws or regulations, legal proceedings or market forces;

•Increasing competition and higher costs for executive talent and employees with necessary skills and industry experience;

•Increased costs and risks related to cybersecurity that could materially affect the Company’s operations including, but not limited to, data breaches, cyber attacks, virus or malware attacks, or other infiltrations or incidents affecting system integrity, availability and performance, and actions taken to minimize and remediate the risks of such events that have occurred or could occur;

Other risks and uncertainties described from time to time in Kemper’s filings with the U.S. Securities and Exchange Commission (“SEC”)

Kemper cannot provide any assurances that the results and outcomes contemplated in any forward-looking statements will be achieved or will be achieved in any particular timetable or that future events or developments will not cause such statements to be inaccurate. Kemper assumes no obligation to correct or update any forward-looking statements publicly for any changes in events or developments or in the Company’s expectations or results subsequent to the date of this Quarterly Report on Form 10-Q. Kemper advises the reader, however, to consult any further disclosures Kemper makes on related subjects in its filings with the SEC.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

KEMPER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Dollars in millions, except per share amounts)

(Unaudited)


	Three Months Ended
	Mar 31, 2022		Mar 31, 2021
Revenues:
Earned Premiums	$	1,338.6	$	1,200.8
Net Investment Income	100.0		103.1
Change in Value of Alternative Energy Partnership Investments	(16.7)		(15.4)
Other Income (Loss)	2.4		1.5
Income (Loss) from Change in Fair Value of Equity and Convertible Securities	(28.2)		52.2
Net Realized Gains on Sales of Investments	1.5		13.8
Impairment Losses	(8.9)		(4.0)
Total Revenues	1,388.7		1,352.0
Expenses:
Policyholders’ Benefits and Incurred Losses and Loss Adjustment Expenses	1,153.4		889.5
Insurance Expenses	304.0		283.7

Loss from Early Extinguishment of Debt	3.7		—
Interest and Other Expenses	54.1		57.2
Total Expenses	1,515.2		1,230.4
Income (Loss) before Income Taxes	(126.5)		121.6
Income Tax Benefit (Expense)	31.7		1.6





Net Income (Loss)	$	(94.8)	$	123.2
Net Income (Loss) Per Unrestricted Share:
Basic	$	(1.49)	$	1.88
Diluted	$	(1.49)	$	1.85

The Notes to the Condensed Consolidated Financial Statements are an integral part of these financial statements.

KEMPER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Dollars in millions)

(Unaudited)


	Three Months Ended
	Mar 31, 2022		Mar 31, 2021
Net Income (Loss)	$	(94.8)	$	123.2
Other Comprehensive Income (Loss) Before Income Taxes:
Changes in Net Unrealized Holding Gains (Losses) on Investment Securities with:
No Credit Losses Recognized in Condensed Consolidated Statements of Income	(644.6)		(364.0)
Credit Losses Recognized in Condensed Consolidated Statements of Income	(7.4)		(2.1)

Decrease (Increase) in Net Unrecognized Postretirement Benefit Costs	(0.1)		0.3
Gain (Loss) on Cash Flow Hedges	6.1		0.1
Other Comprehensive Income (Loss) Before Income Taxes	(646.0)		(365.7)
Other Comprehensive Income Tax Benefit (Expense)	135.6		75.7
Other Comprehensive Income (Loss), Net of Taxes	(510.4)		(290.0)
Total Comprehensive Income (Loss)	$	(605.2)	$	(166.8)

The Notes to the Condensed Consolidated Financial Statements are an integral part of these financial statements.

KEMPER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in millions, except per share amounts)

(Unaudited)


	Mar 31, 2022		Dec 31, 2021
Assets:
Investments:
Fixed Maturities at Fair Value (Amortized Cost: 2022 - $7,810.4; 2021 - $7,358.2 Allowance for Credit Losses: 2022 - $9.1; 2021 - $7.5)	$	7,783.9	$	7,986.9
Equity Securities at Fair Value (Cost: 2022 - $466.0; 2021 - $618.7)	571.5		830.6
Equity Securities at Modified Cost	35.2		32.3
Equity Method Limited Liability Investments	230.0		241.9
Alternative Energy Partnership Investments	22.4		39.6
Convertible Securities at Fair Value	46.1		46.4
Short-term Investments at Cost which Approximates Fair Value	243.8		284.1
Other Investments	1,035.2		925.6
Total Investments	9,968.1		10,387.4
Cash	297.3		148.2
Receivables from Policyholders (Allowance for Credit Losses: 2022 - $13.0; 2021 - $13.6)	1,404.5		1,418.7
Other Receivables	203.4		207.3
Deferred Policy Acquisition Costs	680.0		677.6
Goodwill	1,312.0		1,312.0
Current Income Tax Assets	183.0		173.1

Other Assets	566.4		592.2
Total Assets	$	14,614.7	$	14,916.5
Liabilities and Shareholders’ Equity:
Insurance Reserves:
Life and Health	$	3,556.3	$	3,540.9
Property and Casualty	2,760.1		2,772.7
Total Insurance Reserves	6,316.4		6,313.6
Unearned Premiums	1,890.5		1,898.7

Policyholder Obligations	655.0		504.0
Deferred Income Tax Liabilities	69.6		227.0

Accrued Expenses and Other Liabilities	903.5		843.6
Long-term Debt, Current and Non-current, at Amortized Cost (Fair Value: 2022 - $1,343.9; 2021 - $1,152.1)	1,385.2		1,121.9
Total Liabilities	11,220.2		10,908.8
Shareholders’ Equity:
Common Stock, $0.10 Par Value, 100,000,000 Shares Authorized; 63,800,041 Shares Issued and Outstanding at March 31, 2022 and 63,684,628 Shares Issued and Outstanding at December 31, 2021	6.4		6.4
Paid-in Capital	1,803.1		1,790.7
Retained Earnings	1,647.3		1,762.5
Accumulated Other Comprehensive Income (Loss)	(62.3)		448.1
Total Shareholders’ Equity	3,394.5		4,007.7
Total Liabilities and Shareholders’ Equity	$	14,614.7	$	14,916.5

The Notes to the Condensed Consolidated Financial Statements are an integral part of these financial statements.

KEMPER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in millions)

(Unaudited)


	Three Months Ended
	Mar 31, 2022		Mar 31, 2021
Cash Flows from Operating Activities:
Net Income (Loss)	$	(94.8)	$	123.2
Adjustments to Reconcile Net Income (Loss) to Net Cash Provided by (Used in) Operating Activities:
Net Realized Investment (Gains) Losses	(1.5)		(13.8)
Impairment Losses	8.9		4.0
Depreciation and Amortization of Property, Equipment and Software	13.4		11.1
Amortization of Intangibles Assets Acquired	6.2		3.2


Loss from Early Extinguishment of Debt	3.7		—
Change in Accumulated Undistributed Earnings of Equity Method Limited Liability Investments	(5.8)		(18.1)
(Income) Loss from Change in Value of Alternative Energy Partnership Investments	16.7		15.4
(Increase) Decrease in Value of Equity and Convertible Securities	28.2		(52.2)
Changes in:
Receivables from Policyholders	14.2		(66.7)
Reinsurance Recoverables	(0.3)		5.0
Deferred Policy Acquisition Costs	(2.4)		(21.3)
Insurance Reserves	2.9		29.8
Unearned Premiums	(8.2)		97.9
Income Taxes	(30.5)		(37.3)
Other Assets and Liabilities	31.1		60.4
Net Cash Provided by (Used in) Operating Activities	(18.2)		140.6
Cash Flows from Investing Activities:
Proceeds from Sales, Calls and Maturities of Fixed Maturities	128.6		291.2
Proceeds from the Sales or Paydowns of Investments:
Equity Securities	249.7		27.3

Mortgage Loans	22.8		12.8
Other Investments	20.5		7.0
Purchases of Investments:
Fixed Maturities	(527.2)		(503.2)
Equity Securities	(21.3)		(12.5)
Real Estate Investments	—		(0.2)
Company-Owned Life Insurance	(100.0)		(100.0)
Mortgage Loans	(21.3)		(33.7)
Other Investments	(1.9)		(50.1)
Net Sales (Purchases) of Short-term Investments	40.3		677.4

Acquisition of Software and Long-lived Assets	(16.0)		(9.2)
Other	0.7		4.9
Net Cash Provided by (Used in) Investing Activities	(225.1)		311.7
Cash Flows from Financing Activities:
Repayment of Long-term Debt	(280.0)		(50.0)
Proceeds from Issuance of 3.800% Senior Notes due February 23, 2032	396.3		—
Issuance Fees on 3.800% Senior Notes due February 23, 2032	(1.2)		—
Proceeds from Issuance of 5.875% Fixed-Rate Reset Junior Subordinated Debentures Due 2062	145.6		—
Issuance Fees on 5.875% Fixed-Rate Reset Junior Subordinated Debentures Due 2062	(0.9)		—
Proceeds from Policyholder Obligations	208.6		60.7
Repayment of Policyholder Obligations	(57.8)		(61.5)
Proceeds from Shares Issued under Employee Stock Purchase Plan	1.3		1.2
Common Stock Repurchases	—		(42.1)
Dividends and Dividend Equivalents Paid	(19.8)		(21.0)
Other	0.3		1.7
Net Cash Provided by (Used in) Financing Activities	392.4		(111.0)
Increase (Decrease) in Cash	149.1		341.3
Cash, Beginning of Year	148.2		206.1
Cash, End of Period	$	297.3	$	547.4

The Notes to the Condensed Consolidated Financial Statements are an integral part of these financial statements.

KEMPER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Dollars in millions)

(Unaudited)


	Three Months Ended March 31, 2022
(Dollars and Shares in Millions, Except Per Share Amounts)	Number of Shares	Common Stock		Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income		Total Shareholders’ Equity
Balance, December 31, 2021	63.7	$	6.4	$	1,790.7	$	1,762.5	$	448.1	$	4,007.7


Net Income (Loss)	—	—		—		(94.8)		—		(94.8)
Other Comprehensive Income (Loss), Net of Taxes (Note 9)	—	—		—		—		(510.4)		(510.4)
Cash Dividends and Dividend Equivalents to Shareholders ($0.31 per share)	—	—		—		(19.6)		—		(19.6)
Repurchases of Common Stock (Note 10)	—	—		—		—		—		—
Shares Issued Under Employee Stock Purchase Plan (Note 10)	—	—		1.3		—		—		1.3
Equity-based Compensation Cost	—	—		11.9		—		—		11.9
Equity-based Awards, Net of Shares Exchanged	0.1	—		(0.8)		(0.8)		—		(1.6)

Balance, March 31, 2022	63.8	$	6.4	$	1,803.1	$	1,647.3	$	(62.3)	$	3,394.5


	Three Months Ended March 31, 2021
(Dollars and Shares in Millions, Except Per Share Amounts)	Number of Shares	Common Stock		Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income		Total Shareholders’ Equity
Balance, December 31, 2020	65.4	$	6.5	$	1,805.2	$	2,071.2	$	680.5	$	4,563.4


Net Income (Loss)	—	—		—		123.2		—		123.2
Other Comprehensive Income (Loss), Net of Taxes (Note 9)	—	—		—		—		(290.0)		(290.0)
Cash Dividends and Dividend Equivalents to Shareholders ($0.31 per share)	—	—		—		(21.0)		—		(21.0)
Repurchases of Common Stock (Note 10)	(0.6)	—		(16.4)		(30.7)		—		(47.1)
Shares Issued Under Employee Stock Purchase Plan (Note 10)	—	—		1.2		—		—		1.2
Equity-based Compensation Cost	—	—		12.3		—		—		12.3
Equity-based Awards, Net of Shares Exchanged	0.2	—		(0.2)		(2.7)		—		(2.9)

Balance, March 31, 2021	65.0	$	6.5	$	1,802.1	$	2,140.0	$	390.5	$	4,339.1

The Notes to the Condensed Consolidated Financial Statements are an integral part of these financial statements.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

Note 1 - Basis of Presentation and Accounting Policies

The unaudited interim Condensed Consolidated Financial Statements included herein have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) on a basis consistent with reporting interim financial information pursuant to the rules and regulations for Form 10-Q and Article 10 of Regulation S-X of the SEC and include the accounts of Kemper Corporation and its subsidiaries. All intercompany accounts and transactions have been eliminated.

Certain financial information that is included in annual financial statements, including certain financial statement footnote disclosures, prepared in accordance with GAAP is not required by the rules and regulations of the SEC for interim financial reporting and has been condensed or omitted. In the opinion of the Company’s management, the Condensed Consolidated Financial Statements include all adjustments necessary to fairly present the financial position, results of operations and cash flows for the interim periods presented. The preparation of interim financial statements requires significant management estimates. Due to this factor and other factors, such as the seasonal nature of some portions of the insurance business, as well as market conditions and the impacts of COVID-19, annualizing the results of operations for the three months ended March 31, 2022 would not necessarily be indicative of the results expected for the full fiscal year. The accompanying Condensed Consolidated Financial Statements should be read in conjunction with the Company’s Consolidated Financial Statements and related notes included in Kemper’s Annual Report for the year ended December 31, 2021.

During the first quarter of 2022, the Company began including anticipated net investment income in the premium deficiency analysis performed at the Specialty Property & Casualty Insurance and Preferred Property & Casualty Insurance segments. The Company believes the accounting principle change is preferable as it best reflects the ultimate profitability of an insurance contract in using all cash flows from the in-force policies, inclusive of related investment income, and provides improved comparability with industry peers. This accounting principle change had no impact on the results of the premium deficiency analysis in the current or prior periods presented.

Adoption of New Accounting Guidance

The Company has adopted all recently issued accounting pronouncements with effective dates prior to January 1, 2022. There were no adoptions of such accounting pronouncements during the three months ended March 31, 2022 that had a material impact on the Company’s interim Condensed Consolidated Financial Statements.

Guidance Not Yet Adopted

In August 2018, the FASB issued ASU 2018-12, Financial Services-Insurance (Topic 944): Targeted Improvements to Accounting for Long-Duration Contracts. ASU 2018-12 amends the accounting model for certain long-duration insurance contracts and requires the insurer to provide additional disclosures in annual and interim reporting periods. In November 2020, the FASB issued ASU 2020-11 which deferred the effective date of ASU 2018-12 by one year for public business entities. ASU 2018-12 is now effective for fiscal years beginning after December 15, 2022, and interim periods within those annual periods. The amendments in ASU 2018-12 (i) require cash flow assumptions used to measure the liability for future policy benefits for nonparticipating traditional and limited pay long duration contracts to be updated at least annually with the recognition and remeasurement recorded in net income, require the discount rate used in measuring the liability to be an upper-medium grade fixed-income instrument yield, which is to be updated at each reporting period, and recognized in other comprehensive income, (ii) simplify the amortization of deferred acquisition costs to be amortized on a constant level basis over the expected term of the contract, (iii) require all market risk benefits to be measured at fair value, and (iv) enhance certain presentation and disclosure requirements which include disaggregated rollforwards for liability for future policy benefits, policyholder account balances, market risk benefits, separate account liabilities, deferred acquisition costs, and information about significant inputs, judgments and methods used in the measurement. The Company plans to adopt using the modified retrospective transition method and is currently evaluating the impact of this guidance on its financial statements.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 2 - Net Income Per Unrestricted Share

The Company’s awards of deferred stock units granted to Kemper’s non-employee directors prior to 2019 contain rights to receive non-forfeitable dividend equivalents and participate in the undistributed earnings with common shareholders. Accordingly, the Company is required to apply the two-class method of computing basic and diluted earnings per share.

A reconciliation of the numerator and denominator used in the calculation of Basic Net Income (Loss) Per Unrestricted Share and Diluted Net Income (Loss) Per Unrestricted Share for the three months ended March 31, 2022 and 2021 is presented below.


	Three Months Ended
(Dollars in Millions, except per share amounts)	Mar 31, 2022		Mar 31, 2021
Net Income (Loss)	$	(94.8)	$	123.2
Less: Net Income Attributed to Participating Awards	—		0.1
Net Income (Loss) Attributed to Unrestricted Shares	(94.8)		123.1
Dilutive Effect on Income of Equity-based Compensation Equivalent Shares	—		—
Diluted Net Income (Loss) Attributed to Unrestricted Shares	$	(94.8)	$	123.1
(Number of Shares in Thousands)
Weighted-average Unrestricted Shares Outstanding	63,743.7		65,424.6
Equity-based Compensation Equivalent Shares	—		1,128.2
Weighted-average Unrestricted Shares and Equivalent Shares Outstanding Assuming Dilution	63,743.7		66,552.8
(Per Unrestricted Share in Whole Dollars)
Basic Net Income (Loss) Per Unrestricted Share	$	(1.49)	$	1.88
Diluted Net Income (Loss) Per Unrestricted Share	$	(1.49)	$	1.85

The number of shares of Kemper common stock that were excluded from the calculations of Equity-based Compensation Equivalent Shares and Weighted-average Unrestricted Shares and Equivalent Shares Outstanding Assuming Dilution for the three months ended March 31, 2022 and 2021, because the effect of inclusion would be anti-dilutive, is presented below.


	Three Months Ended
(Number of Shares in Thousands)	Mar 31, 2022	Mar 31, 2021
Equity-based Compensation Equivalent Shares	2,550.8	1,212.8
Weighted-average Unrestricted Shares and Equivalent Shares Outstanding Assuming Dilution	2,550.8	1,212.8

Note 3 - Acquisition of Business

Acquisition of American Access Casualty Corporation

On April 1, 2021 Kemper completed the acquisition of American Access Casualty Company and its related captive insurance agency, Newins Insurance Agency Holdings, LLC, and its subsidiaries (collectively “AAC”). Pursuant to the agreement dated November 22, 2020, Kemper paid AAC’s equity holders total cash consideration of approximately $370.9 million.

During the first quarter of 2022, the Company finalized its estimates of the fair value of assets acquired and liabilities assumed. There were no changes to the Company’s preliminary estimates or allocation of the purchase price to the assets acquired and liabilities assumed.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 3 - Acquisition of Business (Continued)

Based on the Company’s final allocation of the purchase price, the fair value of the assets acquired and liabilities assumed were:


(Dollars in Millions)
Fixed Maturities at Fair Value	$	151.2
Equity Securities at Fair Value	82.4
Short-term Investments at Cost which Approximates Fair Value	100.1
Cash	54.3
Receivables from Policyholders	148.9
Other Receivables	2.0
Goodwill	198.0
Current Income Tax Assets	0.3
Other Assets	81.4
Property and Casualty Insurance Reserves	(211.1)
Unearned Premiums	(177.8)
Deferred Income Tax Liabilities	(7.8)
Accrued Expenses and Other Liabilities	(51.0)
Total Purchase Price	$	370.9

The factors that contributed to the recognition of goodwill include synergies from economies of scale within the underwriting and claims operations, acquiring a talented workforce and cost savings opportunities.

Intangible Assets

Intangible assets consist of capitalized costs, primarily of the estimated fair value of distribution, customer relationships, policies in force, trade names and licenses, and technology. The estimated useful lives of these assets range from 1 to 8 years. These assets are reported in Other Assets in the Condensed Consolidated Balance Sheets.

Identifiable definite and indefinite lived intangible assets acquired consisted of the following:


(Dollars in Millions)
Definite Life Intangibles
Value of Business Acquired	$	42.9
Customer Relationships	4.8
Agent Relationships	7.2
Internal-Use Software	6.5
Trade Names	1.8
Indefinite Life Intangible Assets
Insurance Licenses	2.5

Unaudited Pro Forma Results

The following unaudited pro forma information presents the Company’s results of operations as if the acquisition of AAC occurred on January 1, 2020. The adjustments to arrive at the pro forma information below included adjustments for the lost investment income on the cash used to fund the acquisition, amortization of the acquired intangible assets and the exclusion of certain acquisition related costs considered to be non-recurring in nature.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 3 - Acquisition of Business (Continued)


	Three Months Ended
(Dollars in millions)	Mar 31, 2022		Mar 31, 2021
Total Revenues	$	1,388.7	$	1,443.2
Total Expenses	1,515.9		1,303.9
Income (Loss) from Continuing Operations before Income Taxes	(127.2)		139.3
Net Income (Loss)	$	(95.3)	$	136.8

The pro forma information is not necessarily indicative of the consolidated results of operations that might have been achieved had the transaction in fact occurred at the beginning of the periods presented, nor does the information project results for any future period. The pro forma information does not include the impact of any future cost savings or synergies that may be achieved as a result of the acquisition.

Note 4 - Business Segments

The Company is engaged, through its subsidiaries, in the property and casualty insurance and life and health insurance businesses. The Company conducts its operations through three operating segments: Specialty Property & Casualty Insurance, Preferred Property & Casualty Insurance and Life & Health Insurance.

The Specialty Property & Casualty Insurance segment’s principal products are personal automobile insurance and commercial automobile insurance. The Preferred Property & Casualty Insurance segment’s principal products are personal automobile insurance, homeowners insurance and other personal insurance. These products are distributed primarily through independent agents and brokers. The Life & Health Insurance segment’s principal products are individual life, accident, supplemental health and property insurance. These products are distributed by career agents employed by the Company and independent agents and brokers.

Earned Premiums by product line for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Specialty Property & Casualty Insurance:
Personal Automobile	$	901.7	$	785.4
Commercial Automobile	119.9		92.2
Preferred Property & Casualty Insurance:
Personal Automobile	96.0		103.0
Homeowners	51.3		50.8
Other Personal Lines	8.3		8.4
Life & Health Insurance:
Life	101.3		98.1
Accident and Health	45.8		47.4
Property	14.3		15.5
Total Earned Premiums	$	1,338.6	$	1,200.8

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 4 - Business Segments (Continued)

Segment Revenues, including a reconciliation to Total Revenues, for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Segment Revenues:
Specialty Property & Casualty Insurance:
Earned Premiums	$	1,021.6	$	877.6
Net Investment Income	34.9		35.0
Change in Value of Alternative Energy Partnership Investments	(8.4)		(7.3)
Other Income	1.7		0.9
Total Specialty Property & Casualty Insurance	1,049.8		906.2
Preferred Property & Casualty Insurance:
Earned Premiums	155.6		162.2
Net Investment Income	12.5		15.9
Change in Value of Alternative Energy Partnership Investments	(3.9)		(4.1)

Total Preferred Property & Casualty Insurance	164.2		174.0
Life & Health Insurance:
Earned Premiums	161.4		161.0
Net Investment Income	49.4		51.1
Change in Value of Alternative Energy Partnership Investments	(4.4)		(4.0)
Other Income	—		0.1
Total Life & Health Insurance	206.4		208.2
Total Segment Revenues	1,420.4		1,288.4
Income (Loss) from Change in Fair Value of Equity and Convertible Securities	(28.2)		52.2
Net Realized Gains on Sales of Investments	1.5		13.8
Net Impairment Losses Recognized in Earnings	(8.9)		(4.0)
Other	3.9		1.6
Total Revenues	$	1,388.7	$	1,352.0

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 4 - Business Segments (Continued)

Segment Operating Income (Loss), including a reconciliation to Income (Loss) before Income Taxes, for the three months ended March 31, 2022 and 2021 was:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Segment Operating Income (Loss):
Specialty Property & Casualty Insurance	$	(60.2)	$	85.2
Preferred Property & Casualty Insurance	(9.5)		3.0
Life & Health Insurance	1.2		(0.8)
Total Segment Operating Income (Loss)	(68.5)		87.4
Corporate and Other Operating Income (Loss) From:


Other	(14.0)		(11.5)
Corporate and Other Operating Income (Loss)	(14.0)		(11.5)
Adjusted Consolidated Operating Income (Loss)	(82.5)		75.9
Income (Loss) from Change in Fair Value of Equity and Convertible Securities	(28.2)		52.2
Net Realized Gains on Sales of Investments	1.5		13.8
Impairment Losses	(8.9)		(4.0)
Acquisition Related Transaction, Integration and Other Costs	(4.7)		(16.3)
Loss from Early Extinguishment of Debt	(3.7)		—
Income (Loss) before Income Taxes	$	(126.5)	$	121.6

Segment Net Operating Income (Loss), including a reconciliation to Net Income (Loss), for the three months ended March 31, 2022 and 2021 was:


	Three Months Ended
(Dollars in Millions and Net of Income Taxes)	Mar 31, 2022		Mar 31, 2021
Segment Net Operating Income (Loss):
Specialty Property & Casualty Insurance	$	(44.7)	$	80.1
Preferred Property & Casualty Insurance	(6.1)		9.6
Life & Health Insurance	3.1		7.3
Total Segment Net Operating Income (Loss)	(47.7)		97.0
Corporate and Other Net Operating Income (Loss) From:


Other	(12.4)		(9.8)
Total Corporate and Other Net Operating Income (Loss)	(12.4)		(9.8)
Adjusted Consolidated Net Operating Income (Loss)	(60.1)		87.2
Net Income (Loss) From:
Change in Fair Value of Equity and Convertible Securities	(22.3)		41.2
Net Realized Gains on Sales of Investments	1.2		10.9
Impairment Losses	(7.0)		(3.2)
Acquisition Related Transaction, Integration and Other Costs	(3.7)		(12.9)
Loss from Early Extinguishment of Debt	(2.9)		—
Net Income (Loss)	$	(94.8)	$	123.2

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 5 - Property and Casualty Insurance Reserves

Property and casualty insurance reserve activity for the three months ended March 31, 2022 and 2021 was:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Property and Casualty Insurance Reserves:
Gross of Reinsurance at Beginning of Year	$	2,772.7	$	1,982.5
Less Reinsurance Recoverables at Beginning of Year	41.9		50.1
Property and Casualty Insurance Reserves - Net of Reinsurance at Beginning of Year	2,730.8		1,932.4

Incurred Losses and LAE Related to:

Current Year	1,041.9		777.0



Prior Years	(2.7)		0.1
Total Incurred Losses and LAE	1,039.2		777.1
Paid Losses and LAE Related to:

Current Year	373.9		258.0



Prior Years	676.9		500.3
Total Paid Losses and LAE	1,050.8		758.3
Property and Casualty Insurance Reserves - Net of Reinsurance at End of Period	2,719.2		1,951.2
Plus Reinsurance Recoverables at End of Period	40.9		48.3
Property and Casualty Insurance Reserves - Gross of Reinsurance at End of Period	$	2,760.1	$	1,999.5

Property and casualty insurance reserves are estimated based on historical experience patterns and current economic trends. Actual loss experience and loss trends are likely to differ from these historical experience patterns and economic conditions. Loss experience and loss trends emerge over several years from the dates of loss inception. The Company monitors such emerging loss trends on a quarterly basis. Changes in such estimates are included in the Condensed Consolidated Statements of Income in the period of change.

For the three months ended March 31, 2022, the Company decreased its property and casualty insurance reserves by $2.7 million to recognize favorable development of loss and LAE reserves from prior accident years. Specialty personal automobile insurance loss and LAE reserves developed favorably by $8.3 million due primarily to the emergence of more favorable loss patterns than expected for liability and physical damage insurance. Commercial automobile insurance loss and LAE reserves developed adversely by $5.2 million due primarily to the emergence of more adverse loss patterns than expected for liability insurance. Preferred personal automobile insurance loss and LAE reserves developed adversely by $1.6 million due primarily to the emergence of more adverse loss patterns than expected for liability insurance. Homeowners loss and LAE reserves developed favorably by $4.4 million due primarily to the emergence of more favorable loss patterns than expected. Other lines loss and LAE reserves developed adversely by $3.2 million due primarily to the emergence of more adverse loss patterns than expected for prior accident years.

For the three months ended March 31, 2021, the Company increased its property and casualty insurance reserves by $0.1 million to recognize adverse development of loss and LAE reserves from prior accident years. Specialty personal automobile insurance loss and LAE reserves developed favorably by $4.0 million due primarily to the emergence of more favorable loss patterns than expected for liability insurance. Commercial automobile insurance loss and LAE reserves developed adversely by $3.0 million due primarily to the emergence of more adverse loss patterns than expected for liability insurance. Preferred personal automobile insurance loss and LAE reserves developed adversely by $1.3 million due primarily to the emergence of more adverse loss patterns than expected for liability insurance. Homeowners loss and LAE reserves developed favorably by $2.6 million due primarily to the emergence of more favorable loss patterns than expected. Other lines loss and LAE reserves developed adversely by $2.3 million due primarily to the emergence of more adverse loss patterns than expected for prior accident years.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 5 - Property and Casualty Insurance Reserves (Continued)

The Company cannot predict whether loss and LAE reserves will develop favorably or adversely from the amounts reported in the Company’s Condensed Consolidated Financial Statements. The Company believes that any such development will not have a material effect on the Company’s Condensed Consolidated Shareholders’ Equity, but could have a material effect on the Company’s consolidated financial results for a given period.

Receivables from Policyholders - Allowance for Expected Credit Losses

The following table presents receivables from policyholders, net of the allowance for expected credit losses including a rollforward of changes in the allowance for expected credit losses for the three months ended March 31, 2022.


(Dollars in Millions)	Receivables from Policyholders, Net of Allowance for Expected Credit Losses		Allowance for Expected Credit Losses
Balance at Beginning of Year	$	1,418.7	$	13.6
Provision for Expected Credit Losses			11.3
Write-offs of Uncollectible Receivables from Policyholders			(11.9)
Balance at End of Period	$	1,404.5	$	13.0


(Dollars in Millions)	Receivables from Policyholders, Net of Allowance for Expected Credit Losses		Allowance for Expected Credit Losses
Balance at Beginning of Year	$	1,194.5	$	20.9
Provision for Expected Credit Losses			12.8
Write-offs of Uncollectible Receivables from Policyholders			(22.4)
Balance at End of Period	$	1,260.9	$	11.3

Note 6 - Investments

Fixed Maturities

The amortized cost and estimated fair values of the Company’s Investments in Fixed Maturities at March 31, 2022 were:


	Amortized Cost		Gross Unrealized				Allowance for Expected Credit Losses		Fair Value
(Dollars in Millions)			Gains		Losses
U.S. Government and Government Agencies and Authorities	$	644.8	$	10.7	$	(25.1)	$	—	$	630.4
States and Political Subdivisions	1,808.6		64.4		(102.8)		—		1,770.2
Foreign Governments	6.2		—		(1.2)		—		5.0
Corporate Securities:
Bonds and Notes	4,103.5		192.6		(130.9)		(9.1)		4,156.1
Redeemable Preferred Stocks	7.0		—		(0.2)		—		6.8
Collateralized Loan Obligations	909.7		0.6		(12.4)		—		897.9
Other Mortgage- and Asset-backed	330.6		2.4		(15.5)		—		317.5
Investments in Fixed Maturities	$	7,810.4	$	270.7	$	(288.1)	$	(9.1)	$	7,783.9

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 6 - Investments (Continued)

The amortized cost and estimated fair values of the Company’s Investments in Fixed Maturities at December 31, 2021 were:


	Amortized Cost		Gross Unrealized				Allowance for Expected Credit Losses		Fair Value
(Dollars in Millions)			Gains		Losses
U.S. Government and Government Agencies and Authorities	$	610.1	$	29.2	$	(1.9)	$	—	$	637.4
States and Political Subdivisions	1,752.5		144.6		(7.0)		—		1,890.1
Foreign Governments	6.7		—		(1.2)		—		5.5
Corporate Securities:
Bonds and Notes	3,929.0		481.4		(16.0)		(7.5)		4,386.9
Redeemable Preferred Stocks	7.0		0.4		—		—		7.4
Collateralized Loan Obligations	756.0		0.9		(4.8)		—		752.1
Other Mortgage- and Asset-backed	296.9		12.4		(1.8)		—		307.5
Investments in Fixed Maturities	$	7,358.2	$	668.9	$	(32.7)	$	(7.5)	$	7,986.9

Other Receivables included $1.9 million and $0.6 million of unsettled sales of Investments in Fixed Maturities at March 31, 2022 and December 31, 2021, respectively. Accrued Expenses and Other Liabilities included unsettled purchases of Investments in Fixed Maturities of $73.4 million and $12.7 million at March 31, 2022 and December 31, 2021, respectively.

The amortized cost and estimated fair values of the Company’s Investments in Fixed Maturities at March 31, 2022 by contractual maturity were:


(Dollars in Millions)	Amortized Cost		Fair Value
Due in One Year or Less	$	154.3	$	155.8
Due after One Year to Five Years	1,055.8		1,059.2
Due after Five Years to Ten Years	1,578.8		1,549.2
Due after Ten Years	3,275.8		3,318.2
Mortgage- and Asset-backed Securities Not Due at a Single Maturity Date	1,745.7		1,701.5
Investments in Fixed Maturities	$	7,810.4	$	7,783.9

The expected maturities of the Company’s Investments in Fixed Maturities may differ from the contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.

Investments in Mortgage- and Asset-backed Securities Not Due at a Single Maturity Date at March 31, 2022 consisted of securities issued by the Government National Mortgage Association with a fair value of $390.7 million, securities issued by the Federal National Mortgage Association with a fair value of $65.8 million, securities issued by the Federal Home Loan Mortgage Corporation with a fair value of $29.5 million, and securities issued by other non-governmental issuers with a fair value of $1,215.5 million.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 6 - Investments (Continued)

An aging of unrealized losses on the Company’s Investments in Fixed Maturities at March 31, 2022 is presented below.


	Less Than 12 Months				12 Months or Longer				Total
(Dollars in Millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Fixed Maturities:
U.S. Government and Government Agencies and Authorities	$	410.7	$	(24.5)	$	4.0	$	(0.6)	$	414.7	$	(25.1)
States and Political Subdivisions	822.9		(98.1)		26.8		(4.7)		849.7		(102.8)
Foreign Governments	2.1		(0.7)		2.1		(0.5)		4.2		(1.2)
Corporate Securities:
Bonds and Notes	1,488.5		(107.2)		168.4		(23.7)		1,656.9		(130.9)
Redeemable Preferred Stocks	5.3		(0.2)		—		—		5.3		(0.2)
Collateralized Loan Obligations	533.4		(6.5)		228.6		(5.9)		762.0		(12.4)
Other Mortgage- and Asset-backed	222.9		(15.5)		0.1		—		223.0		(15.5)
Total Fixed Maturities	$	3,485.8	$	(252.7)	$	430.0	$	(35.4)	$	3,915.8	$	(288.1)

Investment-grade fixed maturity investments comprised $270.9 million and below-investment-grade fixed maturity investments comprised $17.2 million of the unrealized losses on investments in fixed maturities at March 31, 2022. For below-investment-grade fixed maturity investments in an unrealized loss position, the unrealized loss amount, on average, was approximately 6% of the amortized cost basis of the investment.

An aging of unrealized losses on the Company’s Investments in Fixed Maturities at December 31, 2021 is presented below.


	Less Than 12 Months				12 Months or Longer				Total
(Dollars in Millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Fixed Maturities:
U.S. Government and Government Agencies and Authorities	$	168.7	$	(1.8)	$	1.2	$	(0.1)	$	169.9	$	(1.9)
States and Political Subdivisions	385.0		(6.9)		1.5		(0.1)		386.5		(7.0)
Foreign Governments	2.2		(0.6)		2.6		(0.6)		4.8		(1.2)
Corporate Securities:
Bonds and Notes	596.8		(13.1)		49.3		(2.9)		646.1		(16.0)
Redeemable Preferred Stocks	0.1		—		—		—		0.1		—
Collateralized Loan Obligations	250.9		(2.6)		192.6		(2.2)		443.5		(4.8)
Other Mortgage- and Asset-backed	100.1		(1.8)		—		—		100.1		(1.8)
Total Fixed Maturities	$	1,503.8	$	(26.8)	$	247.2	$	(5.9)	$	1,751.0	$	(32.7)

Investment-grade fixed maturity investments comprised $23.7 million and below-investment-grade fixed maturity investments comprised $9.0 million of the unrealized losses on investments in fixed maturities at December 31, 2021. For below-investment-grade fixed maturity investments in an unrealized loss position, the unrealized loss amount, on average, was approximately 4% of the amortized cost basis of the investment.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 6 - Investments (Continued)

At March 31, 2022 and December 31, 2021, the Company did not have the intent to sell these investments, and it was not more likely than not that the Company would be required to sell these investments before an anticipated recovery of value. The Company evaluated these investments for credit losses at March 31, 2022 and December 31, 2021. The Company considers many factors in evaluating whether the unrealized losses were credit related including, but not limited to, the extent to which the fair value has been less than amortized cost, conditions related to the security, industry, or geographic area, payment structure of the investment and the likelihood of the issuer’s ability to make contractual cashflows, defaults or other collectability concerns related to the issuer, changes in the ratings assigned by a rating agency, and other credit enhancements that affect the investment’s expected performance. The Company determined that the unrealized losses on these securities were due to non-credit related factors at the evaluation date.

Fixed Maturities - Expected Credit Losses

The following table sets forth the change in allowance for credit losses on fixed maturities available-for-sale by major security type for three months ended March 31, 2022.


	Corporate Bonds and Notes		Total
(Dollars in Millions)
Beginning of the Year	$	7.5	$	7.5
Additions for Securities for which No Previous Expected Credit Losses were Recognized	3.8		3.8
Reduction Due to Sales	—		—
Net Increase (Decrease) in Allowance on Securities for which Expected Credit Losses were Previously Recognized	1.3		1.3
Write-offs Charged Against Allowance	(3.5)		(3.5)
End of the Period	$	9.1	$	9.1

The following table sets forth the change in allowance for credit losses on fixed maturities available-for-sale by major security type for the three months ended March 31, 2021.


	Foreign Governments		Corporate Bonds and Notes		Total
(Dollars in Millions)
Beginning of the Year	$	0.3	$	3.0	$	3.3

Additions for Securities for which No Previous Expected Credit Losses were Recognized	—		1.3		1.3
Reduction Due to Sales	—		(0.3)		(0.3)
Net Increase (Decrease) in Allowance on Securities for which Expected Credit Losses were Previously Recognized	0.2		0.3		0.5
Write-offs Charged Against Allowance	(0.2)		—		(0.2)
End of the Period	$	0.3	$	4.3	$	4.6

Equity Securities

Investments in Equity Securities at Fair Value were $571.5 million and $830.6 million at March 31, 2022 and December 31, 2021, respectively. Net unrealized losses arising during the three months ended March 31, 2022 and recognized in earnings, related to such investments still held as of March 31, 2022, were $24.0 million.

Investments in Equity Securities at Modified Cost were $35.2 million and $32.3 million at March 31, 2022 and December 31, 2021, respectively. The Company performs a qualitative impairment analysis on a quarterly basis consisting of various factors such as earnings performance, current market conditions, changes in credit ratings, changes in the regulatory environment and

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 6 - Investments (Continued)

other factors. If the qualitative analysis identifies the presence of impairment indicators, the Company estimates the fair value of the investment. If the estimated fair value is below the carrying value, the Company records an impairment in the Condensed Consolidated Statement of Income to reduce the carrying value to the estimated fair value. When the Company identifies observable transactions of the same or similar securities to those held by the Company, the Company increases or decreases the carrying value to the observable transaction price. The Company did not recognize any changes in carrying value due to observable transactions for the three months ended March 31, 2022. The Company did not recognize any impairment on Equity Securities at Modified Cost for three months ended March 31, 2022 as a result of the Company’s impairment analysis. The Company recognized no cumulative increases or decreases in the carrying value due to observable transactions and $10.0 million of cumulative impairments on Equity Securities at Modified Cost held as of March 31, 2022.

There were no unsettled purchases of Investments in Equity Securities at March 31, 2022. There were $2.7 million of unsettled purchases of Investments in Equity Securities at December 31, 2021. There were no unsettled sales of Investments in Equity Securities at March 31, 2022 and December 31, 2021, respectively.

Equity Method Limited Liability Investments

Equity Method Limited Liability Investments include investments in limited liability investment companies and limited partnerships in which the Company’s interests are not deemed minor and are accounted for under the equity method of accounting. The Company’s investments in Equity Method Limited Liability Investments are generally of a passive nature in that the Company does not take an active role in the management of the investment entity.

The Company’s maximum exposure to loss at March 31, 2022 is limited to the total carrying value of $230.0 million. In addition, the Company had outstanding commitments totaling approximately $92.2 million to fund Equity Method Limited Liability Investments at March 31, 2022. At March 31, 2022, 3.2% of Equity Method Limited Liability Investments were reported without a reporting lag. Of the total carrying value, 10.8% was reported with a one month lag and the remainder was reported with more than a one month lag.

There were $0.5 million of unsettled purchases of Equity Method Limited Liability Investments at March 31, 2022. There were no unsettled purchases of Equity Method Limited Liability Investments at December 31, 2021. There were $4.7 million and $1.2 million unsettled sales of Equity Method Limited Liability Investments at March 31, 2022 and December 31, 2021, respectively.

Alternative Energy Partnership Investments

Alternative Energy Partnership Investments include partnerships formed to invest in newly installed residential solar leases and power purchase agreements. As a result of this investment, the Company has the right to certain investment tax credits and tax depreciation benefits, and to a lesser extent, cash flows generated from the installed solar systems leased to individual consumers for a fixed period of time. The Hypothetical Liquidation at Book Value (“HLBV”) equity method of accounting is used for the Company’s investments in Alternative Energy Partnership Investments.

The Company’s maximum exposure to loss at March 31, 2022 is limited to the total carrying value of $22.4 million. The Company has no outstanding commitments to fund Alternative Energy Partnership Investments as of March 31, 2022. Alternative Energy Partnership Investments are reported on a three month lag.

Other Investments

The carrying values of the Company’s Other Investments at March 31, 2022 and December 31, 2021 were:


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Company-Owned Life Insurance	$	556.4	$	448.1
Loans to Policyholders at Unpaid Principal	284.7		286.2
Real Estate at Depreciated Cost	93.3		94.0

Mortgage Loans and Other	100.8		97.3
Total	$	1,035.2	$	925.6

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 6 - Investments (Continued)

Net Investment Income

Net Investment Income for the three months ended March 31, 2022 and 2021 was:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Investment Income:
Interest on Fixed Income Securities	$	68.7	$	69.0
Dividends on Equity Securities Excluding Alternative Investments	1.5		2.1
Alternative Investments:
Equity Method Limited Liability Investments	13.3		22.5

Limited Liability Investments Included in Equity Securities	7.6		4.5
Total Alternative Investments	20.9		27.0
Short-term Investments	0.1		1.2
Loans to Policyholders	5.5		5.5
Real Estate	2.2		2.4
Other	10.0		4.7
Total Investment Income	108.9		111.9
Investment Expenses:
Real Estate	2.5		2.1
Other Investment Expenses	6.4		6.7
Total Investment Expenses	8.9		8.8
Net Investment Income	$	100.0	$	103.1

Gross gains and losses on sales of investments in fixed maturities for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Fixed Maturities:
Gains on Sales	$	0.4	$	13.2
Losses on Sales	(0.8)		(1.1)

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 7 - Fair Value Measurements

The Company classifies its investments in Fixed Maturities as available-for-sale and reports these investments at fair value. The Company reports equity investments with readily determinable fair values as Equity Securities at Fair Value. Certain investments that are measured at fair value using the net asset value practical expedient are not required to be classified using the fair value hierarchy, but are presented in the following two tables to permit reconciliation of the fair value hierarchy to the amounts presented in the Condensed Consolidated Balance Sheets.

The valuation of assets measured at fair value in Company’s Condensed Consolidated Balance Sheets at March 31, 2022 is summarized below. The Company has no material liabilities that are measured and reported at fair value.


	Fair Value Measurements
(Dollars in Millions)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Measured at Net Asset Value		Total Fair Value
Fixed Maturities:
U.S. Government and Government Agencies and Authorities	$	127.3	$	503.1	$	—	$	—	$	630.4
States and Political Subdivisions	—		1,770.2		—		—		1,770.2
Foreign Governments	—		5.0		—		—		5.0
Corporate Securities:
Bonds and Notes	—		3,950.5		205.6		—		4,156.1
Redeemable Preferred Stock	—		1.2		5.6		—		6.8
Collateralized Loan Obligations	—		897.9		—		—		897.9
Other Mortgage and Asset-backed	—		311.3		6.2		—		317.5
Total Investments in Fixed Maturities	127.3		7,439.2		217.4		—		7,783.9
Equity Securities at Fair Value:
Preferred Stocks:
Finance, Insurance and Real Estate	—		33.0		—		—		33.0
Other Industries	—		14.9		1.5		—		16.4
Common Stocks:
Finance, Insurance and Real Estate	0.9		—		—		—		0.9
Other Industries	1.4		0.4				—		1.8
Other Equity Interests:
Exchange Traded Funds	201.6		—		—		—		201.6
Limited Liability Companies and Limited Partnerships	—		—		—		317.8		317.8
Total Investments in Equity Securities at Fair Value	203.9		48.3		1.5		317.8		571.5






Convertible Securities at Fair Value	—		46.1		—		—		46.1


Total	$	331.2	$	7,533.6	$	218.9	$	317.8	$	8,401.5

At March 31, 2022, the Company had unfunded commitments to invest an additional $101.2 million in certain limited liability investment companies and limited partnerships that will be included in Other Equity Interests when funded.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 7 - Fair Value Measurements (Continued)

The valuation of assets measured at fair value in the Company’s Consolidated Balance Sheets at December 31, 2021 is summarized below.


	Fair Value Measurements
(Dollars in Millions)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Measured at Net Asset Value		Total Fair Value
Fixed Maturities:
U.S. Government and Government Agencies and Authorities	$	132.8	$	504.6	$	—	$	—	$	637.4
States and Political Subdivisions	—		1,890.1		—		—		1,890.1
Foreign Governments	—		5.5		—		—		5.5
Corporate Securities:
Bonds and Notes	—		4,150.1		236.8		—		4,386.9
Redeemable Preferred Stocks	—		1.3		6.1		—		7.4
Collateralized Loan Obligations	—		752.1		—		—		752.1
Other Mortgage and Asset-backed	—		300.5		7.0		—		307.5
Total Investments in Fixed Maturities	132.8		7,604.2		249.9		—		7,986.9
Equity Securities at Fair Value:
Preferred Stocks:
Finance, Insurance and Real Estate	—		34.2		—		—		34.2
Other Industries	—		16.1		1.5		—		17.6
Common Stocks:

Finance, Insurance and Real Estate	18.9		—		—		—		18.9
Other Industries	2.9		—		—		—		2.9
Other Equity Interests:
Exchange Traded Funds	432.0		—		—		—		432.0
Limited Liability Companies and Limited Partnerships	—		—		—		325.0		325.0
Total Investments in Equity Securities at Fair Value	453.8		50.3		1.5		325.0		830.6


Other Investments:

Convertible Securities at Fair Value	—		46.4		—		—		46.4


Total	$	586.6	$	7,700.9	$	251.4	$	325.0	$	8,863.9

The Company’s investments in Fixed Maturities that are classified as Level 1 primarily consist of U.S. Treasury Bonds and Notes. The Company’s investments in Equity Securities at Fair Value that are classified as Level 1 consist of either investments in publicly-traded common stocks or exchange traded funds. The Company’s investments in Fixed Maturities that are classified as Level 2 primarily consist of investments in corporate bonds, obligations of states and political subdivisions, collateralized loan obligations, and mortgage-backed securities of U.S. government agencies. The Company’s investments in Equity Securities at Fair Value that are classified as Level 2 primarily consist of investments in preferred stocks. The Company uses a leading, nationally recognized provider of market data and analytics to price the vast majority of the Company’s Level 2 measurements. The provider utilizes evaluated pricing models that vary by asset class and incorporate available trade, bid and other market information. Because many fixed maturity securities do not trade on a daily basis, the provider’s evaluated pricing

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 7 - Fair Value Measurements (Continued)

applications apply available information through processes such as benchmark curves, benchmarking of like securities, sector groupings and matrix pricing to prepare evaluations. In addition, the provider uses model processes to develop prepayment and interest rate scenarios.

The pricing provider’s models and processes also take into account market convention. For each asset class, teams of its evaluators gather information from market sources and integrate relevant credit information, perceived market movements and sector news into the evaluated pricing applications and models. The Company generally validates the measurements obtained from its primary pricing provider by comparing them with measurements obtained from one additional pricing provider that provides either prices from recent market transactions, quotes in inactive markets or evaluations based on its own proprietary models.

The Company investigates significant differences related to the values provided. On completion of its investigation, management exercises judgment to determine the price selected and whether adjustments, if any, to the price obtained from the Company’s primary pricing provider would warrant classification of the price as Level 3. In instances where a measurement cannot be obtained from either pricing provider, the Company generally will evaluate bid prices from one or more binding quotes obtained from market makers to value investments in inactive markets and classified by the Company as Level 2. The Company generally classifies securities when it receives non-binding quotes or indications as Level 3 securities unless the Company can validate the quote or indication against recent transactions in the market.

The table below presents quantitative information about the significant unobservable inputs utilized by the Company in determining fair values for fixed maturity investments in corporate securities classified as Level 3 at March 31, 2022.


(Dollars in Millions)	Unobservable Input	Total Fair Value		Range of Unobservable Inputs					Weighted-average Yield
Investment-grade	Market Yield	$	98.5	3.5	%	-	11.0	%	6.7	%
Non-investment-grade:
Senior Debt	Market Yield	40.1		5.9		-	26.0		10.1
Junior Debt	Market Yield	51.6		6.0		-	28.5		16.0

Other	Various	27.2
Total Level 3 Fixed Maturity Investments		$	217.4


(Dollars in Millions)	Unobservable Input	Total Fair Value		Range of Unobservable Inputs					Weighted-average Yield
Investment-grade	Market Yield	$	87.9	2.3	%	-	10.3	%	5.4	%
Non-investment-grade:
Senior Debt	Market Yield	76.1		5.1		-	20.2		8.5
Junior Debt	Market Yield	53.9		6.0		-	27.5		15.0
Other	Various	32.0
Total Level 3 Fixed Maturity Investments		$	249.9

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 7 - Fair Value Measurements (Continued)

For an investment in a fixed maturity security, an increase in the yield used to determine the fair value of the security will decrease the fair value of the security. A decrease in the yield used to determine fair value will increase the fair value of the security, but for callable securities the fair value increase is generally limited to par, unless security is currently callable at a premium..

Information by security type pertaining to the changes in the fair value of the Company’s investments classified as Level 3 for the three months ended March 31, 2022 is presented below.


	Fixed Maturities						Equity Securities
(Dollars in Millions)	Corporate Bonds and Notes		Redeemable Preferred Stocks		Collateralized Loan Obligations		Other Mortgage- and Asset- backed		Preferred and Common Stocks		Total
Balance at Beginning of Period	$	236.8	$	6.1	$	—	$	7.0	$	1.5	$	251.4
Total Gains (Losses):
Included in Condensed Consolidated Statement of Income	(5.7)		—		—		—		—		(5.7)
Included in Other Comprehensive Income (Loss)	(1.7)		(0.5)		—		(0.8)		—		(3.0)
Purchases	13.7		—		—		—		—		13.7
Settlements	—		—		—		—		—		—
Sales	(42.8)		—		—		—		—		(42.8)
Transfers into Level 3	5.3		—		—		—		—		5.3
Transfers out of Level 3	—		—		—		—		—		—
Balance at End of Period	$	205.6	$	5.6	$	—	$	6.2	$	1.5	$	218.9

The transfers into and out of Level 3 were due primarily to changes in the availability of market observable inputs.

Information by security type pertaining to the changes in the fair value of the Company’s investments classified as Level 3 for the three months ended March 31, 2021 is presented below.


	Fixed Maturities
(Dollars in Millions)	Corporate Bonds and Notes		States and Political Sub- divisions		Redeemable Preferred Stocks		Collateralized Loan Obligations		Other Mortgage- and Asset- backed		Total
Balance at Beginning of Year	$	433.0	$	—	$	6.2	$	—	$	10.0	$	449.2
Total Gains (Losses):
Included in Condensed Consolidated Statement of Income	(1.1)		—		—		—		—		(1.1)
Included in Other Comprehensive Income (Loss)	(3.7)		—		(0.5)		—		(0.8)		(5.0)
Purchases	17.8		—		—		—		—		17.8
Settlements	—		—		—		—		—		—
Sales	(30.9)		—		—		—		(0.2)		(31.1)
Transfers into Level 3	—		—		—		—		—		—
Transfers out of Level 3	(0.6)		—		—		—		—		(0.6)
Balance at End of Period	$	414.5	$	—	$	5.7	$	—	$	9.0	$	429.2

The transfers into and out of Level 3 were due to changes in the availability of market observable inputs.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 7 - Fair Value Measurements (Continued)

Presented below are the carrying values and fair value estimates of financial instruments not carried at fair value.


	March 31, 2022				December 31, 2021
(Dollars in Millions)	Carrying Value		Fair Value		Carrying Value		Fair Value
Financial Assets:
Loans to Policyholders	$	284.7	$	284.7	$	286.2	$	286.2
Short-term Investments	243.8		243.8		284.1		284.1
Mortgage Loans	99.8		99.8		96.8		96.8
Company-Owned Life Insurance	556.4		556.4		$	448.1	$	448.1
Equity Securities at Modified Cost	35.2		35.2		32.3		32.3
Financial Liabilities:
Long-term Debt	$	1,385.2	$	1,343.9	$	1,121.9	$	1,152.1
Policyholder Obligations	553.1		553.1		401.9		401.9

The fair value measurement for loans to policyholders are categorized as Level 3 within the fair value hierarchy. The fair value measurement of Short-term Investments is estimated using inputs that are considered either Level 1 or Level 2 measurements. The Mortgage Loans fair value measurement is considered equal to amortized cost given the short term nature of the investments. The fair value measurement of Equity Securities at Modified Cost is estimated using inputs that are considered Level 3 measurements. The fair value of Company-Owned Life Insurance approximates cash surrender value. The fair value of Long-term Debt is estimated using quoted prices for similar liabilities in markets that are not active. The inputs used in the valuation are considered Level 2 measurements. Policyholder Obligations presented in the preceding table consist of advances from the FHLB of Chicago, and the inputs used in the valuation are considered Level 2 measurements.

Note 8 - Variable Interest Entities

The Company invests in an Alternative Energy Partnership formed to provide sustainable energy projects that are designed to generate a return primarily through the realization of federal tax credits. This entity was formed to invest in newly installed residential solar leases and power purchase agreements. As a result of this investment, the Company has the right to certain investment tax credits and tax depreciation benefits, and to a lesser extent, cash flows generated from the installed solar systems leased to individual consumers.

The Company’s interest in the Alternative Energy Partnership Investment is considered an investment in a variable interest entity (“VIE”). To determine whether the investment should be consolidated in the Consolidated Financial Statements, the Company evaluates whether it is the primary beneficiary of the VIE. The primary beneficiary is the party that has both the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE. The Company has determined that it is not the primary beneficiary as it does not have the power to direct the activities that most significantly impact the economic performance of the entity and therefore is not required to consolidate the VIE. The project sponsor governs the entity and the Company only has consent rights that have been deemed protective in nature and does not participate in key economic decisions of the entity.

The investment is accounted for using the equity method of accounting and included in Alternative Energy Partnership Investments in the Consolidated Balance Sheets. The Company uses the HLBV equity method to account for earnings and losses. This method provides an earnings allocation that appropriately reflects the substantive economics of the investment. Earnings and losses on the investment are reported in Change in Value of Alternative Energy Partnership Investments and investment tax credits are recognized in Income Tax Expense (Benefit) on the Condensed Consolidated Statements of Income.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 8 - Variable Interest Entities (Continued)

The following table presents information regarding activity in the Company’s Alternative Energy Partnership Investments as of the periods indicated:


	Three Months Ended
(Dollars in millions)	Mar 31, 2022		Mar 31, 2021
Fundings	$	—	$	48.5
Cash distribution from investment	0.4		—
Gain (loss) on investments in Alternative Energy Partnership	(16.7)		(15.4)
Income tax credits recognized	3.9		28.4
Tax benefit (expense) recognized from Alternative Energy Partnership	3.1		0.2

The following table represents the carrying value of the associated assets and liabilities and the associated maximum loss exposure of the Alternative Energy Partnership Investments as of the dates indicated:


(Dollars in millions)	Mar 31, 2022
Cash	$	19.3
Equipment, net of depreciation	271.1
Other assets	2.9
Total unconsolidated assets	293.3
Maximum loss exposure	22.4

The Company’s maximum loss exposure in the event that all of the assets in the Alternative Energy Partnership are deemed worthless is $22.4 million, which is the carrying value of the investment at March 31, 2022.

Note 9 - Other Comprehensive Income (Loss) and Accumulated Other Comprehensive Income (Loss)

The tables below display the changes in Accumulated Other Comprehensive Income (Loss) by component for the three months ended March 31, 2022 and 2021.


(Dollars in Millions)	Net Unrealized Gains (Losses) on Other Investments	Net Unrealized Gains (Losses) on Investments with an Allowance for Credit Losses	Net Unrecognized Postretirement Benefit Costs	Gain (Loss) on Cash Flow Hedges	Total
Balance as of January 1, 2022	505.8	(3.7)	(52.1)	(1.9)	448.1
Other Comprehensive Income (Loss) Before Reclassifications	(515.1)	(5.8)	—	4.7	(516.2)
Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) Net of Tax (Expense) Benefit of $(1.5), $—, $—, $— and $(1.5)	5.8	—	—	—	5.8
Other Comprehensive Income (Loss) Net of Tax (Expense) Benefit of $135.2, $1.6, $—, $(1.2) and $135.6	(509.3)	(5.8)	—	4.7	(510.4)
Balance as of March 31, 2022	(3.5)	(9.5)	(52.1)	2.8	(62.3)

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 9 - Other Comprehensive Income (Loss) and Accumulated Other Comprehensive Income (Continued)


(Dollars in Millions)	Net Unrealized Gains (Losses) on Other Investments	Net Unrealized Gains (Losses) on Investments with an Allowance for Credit Losses	Net Unrecognized Postretirement Benefit Costs	Gain (Loss) on Cash Flow Hedges	Total
Balance as of January 1, 2021	730.6	(2.1)	(45.7)	(2.3)	680.5
Other Comprehensive Income (Loss) Before Reclassifications	(281.5)	(1.7)	0.8	0.1	(282.3)
Amounts Reclassified from Accumulated Other Comprehensive Income (Loss) Net of Tax (Expense) Benefit of $2.1, $—, $—, $— and $2.1	(7.7)	—	—	—	(7.7)
Other Comprehensive Income (Loss) Net of Tax (Expense) Benefit of $74.8, $0.4, $0.5, $— and $75.7	(289.2)	(1.7)	0.8	0.1	(290.0)
Balance as of March 31, 2021	441.4	(3.8)	(44.9)	(2.2)	390.5

Amounts reclassified from Accumulated Other Comprehensive Income (Loss) shown above are reported in Net Income (Loss) as follows:


Components of AOCI			Consolidated Statements of Income Line Item Affected by Reclassifications
Net unrealized Gains (Losses) on Other Investments and Net Unrealized Gains (Losses) on Investments with an Allowance for Credit Losses			Net Realized Gains on Sales of Investments and Impairment Losses
Net Unrecognized Postretirement Benefit Costs			Policyholders’ Benefits and Incurred Losses and Loss Adjustment Expenses, Insurance Expenses, and Interest and Other Expenses
Gain (Loss) on Cash Flow Hedges			Interest and Other Expenses

Note 10 - Shareholders’ Equity

Common Stock Repurchases

During the three months ended March 31, 2022 Kemper did not repurchase any shares of its common stock. During the three months ended March 31, 2021 Kemper repurchased and retired approximately 590,000 shares of its common stock under its share repurchase authorization for an aggregate cost of $47.1 million and an average cost per share of $79.36.

These purchases were made in the open market in accordance with applicable federal securities laws, including Rule 10b-18 and Rule 10b5-1 of the Securities Exchange Act of 1934.

Employee Stock Purchase Plan

During the three months ended March 31, 2022 and 2021, the Company issued approximately 22,000 and 15,000 shares under the Kemper Employee Stock Purchase Plan (“ESPP”), respectively, at an average discounted price of $48.06 and $67.76 per share. Compensation costs charged against income were $0.2 million and $0.2 million for the year ended March 31, 2022 and 2021, respectively.

Note 11 - Pension Benefits and Postretirement Benefits Other Than Pensions

The Company sponsors a qualified defined benefit pension plan (the “Pension Plan”) that covers approximately 3,145 participants and beneficiaries. Effective January 1, 2006, the Pension Plan was closed to new hires and, effective June 30, 2016,

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 11 - Pension Benefits and Postretirement Benefits Other Than Pensions (Continued)

benefit accruals were frozen for substantially all of the participants under the Pension Plan. The Pension Plan is generally non-contributory, but participation requires or required some employees to contribute 3% of pay, as defined, per year. Benefits for participants who are or were required to contribute to the Pension Plan are based on compensation during plan participation and the number of years of participation. Benefits for the vast majority of participants who are not required to contribute to the Pension Plan are based on years of service and final average pay, as defined. The Company funds the Pension Plan in accordance with the requirements of the Employee Retirement Income Security Act of 1974 (“ERISA”).

The components of Pension (Benefit) Expense for the Pension Plan for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021

Interest Cost on Projected Benefit Obligation	$	2.2	$	1.8
Expected Return on Plan Assets	(1.9)		(2.3)
Amortization of Prior Service Cost	0.2		—
Amortization of Net Actuarial Loss	0.4		0.7

Total Pension (Benefit) Expense	$	0.9	$	0.2

The Company sponsors two other than pension postretirement benefit (“OPEB”) plans (together the “OPEB Plans”) that together provide medical, dental and/or life insurance benefits to approximately 400 retired and 500 active employees.

The components of OPEB benefits for the OPEB Plans for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Service Cost	$	0.1	$	0.1
Interest Cost on Accumulated Postretirement Benefit Obligation	—		—
Amortization of Prior Service Credit	(0.3)		(0.3)
Amortization of Net Gain	(0.4)		(0.4)
Total OPEB (Benefit) Expense	$	(0.6)	$	(0.6)

The non-service cost components of the Pension Plan and OPEB Plans are presented within the Interest and Other Expenses line item in the Condensed Consolidated Statements of Income.

Note 12 - Policyholder Obligations

Policyholder Obligations at March 31, 2022 and December 31, 2021 were as follows:


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
FHLB Funding Agreements	$	553.1	$	401.9
Universal Life-type Policyholder Account Balances	101.9		102.1
Total	$	655.0	$	504.0

Kemper’s subsidiary, United Insurance Company of America ("United Insurance") has entered into funding agreements with the Federal Home Loan Bank (“FHLB”) of Chicago in exchange for cash, which it uses for spread lending purposes. During the three months ended March 31, 2022, United Insurance received advances of $208.4 million from the FHLB of Chicago and made repayments of $57.1 million under the spread lending program.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 12 - Policyholder Obligations (Continued)

When a funding agreement is issued, United Insurance is then required to post collateral in the form of eligible securities including mortgage-backed, government, and agency debt instruments for each of the advances that are entered. The fair value of the collateral pledged must be maintained at certain specified levels above the borrowed amount, which can vary depending on the assets pledged. If the fair value of the collateral declines below these specified levels of the amount borrowed, United Insurance would be required to pledge additional collateral or repay outstanding borrowings. Upon any event of default by United Insurance, the FHLB’s recovery on the collateral is limited to the amount of United Insurance’s liability under the funding agreements to the FHLB of Chicago.

United Insurance’s liability under the funding agreements with the FHLB of Chicago, the amount of collateral pledged under such agreements and FHLB of Chicago common stock owned by United Insurance at March 31, 2022 and December 31, 2021 is presented below.


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Liability under Funding Agreements	$	553.1	$	401.9
Fair Value of Collateral Pledged	622.5		556.6
FHLB of Chicago Common Stock Owned at Cost	14.7		11.8

Note 13 - Debt

Amended and Extended Credit Agreement

On March 15, 2022, the Company entered into an amended and extended credit agreement. The amended and extended credit agreement increased the borrowing capacity of the existing unsecured credit agreement to $600.0 million and extended the maturity date to March 15, 2027. Furthermore, the amended and extended credit agreement provides for an accordion feature whereby the Company can increase the revolving credit borrowing capacity by $200.0 million to a total of $800.0 million. There were no outstanding borrowings under the credit agreement at either March 31, 2022 or December 31, 2021.

The Company incurred $2.2 million debt issuance costs in relation to the amended agreement. As of March 31, 2022 there were $2.6 million of remaining unamortized costs under the credit agreement, which will be amortized under the remaining term of the credit agreement.

Long-term Debt

The Company designates debt obligations as either short-term or long-term based on maturity date at issuance, or in the case of the 2022 Senior Notes, based on the date of assumption.

Total amortized cost of Long-term Debt outstanding at March 31, 2022 and December 31, 2021 was:


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Senior Notes:
5.000% Senior Notes due September 19, 2022	$	—	$	276.7
4.350% Senior Notes due February 15, 2025	449.1		449.0
2.400% Senior Notes due September 30, 2030	396.3		396.2
3.800% Senior Notes due February 23, 2032	395.1		—
5.875% Fixed-Rate Reset Junior Subordinated Debentures Due 2062	144.7		—
Total Long-term Debt Outstanding	$	1,385.2	$	1,121.9

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 13 - Debt (Continued)

Redemption of 5.000% Senior Notes Due 2022

The liabilities of Infinity Property and Casualty Corporation (“Infinity”) at the date of Infinity’s acquisition included $275.0 million principal amount, 5.000% Senior Notes due September 19, 2022 (the “2022 Senior Notes”). The 2022 Senior Notes were recorded at fair value as of the acquisition date, $282.1 million, with the $7.1 million premium being amortized as a reduction to interest expense over the remaining term, resulting in an effective interest rate of 4.36%. On November 30, 2018, Kemper executed a guarantee to fully and unconditionally guarantee the payment and performance obligations of the 2022 Senior Notes.

On February 23, 2022, Kemper issued a notice of redemption for the entire $275.0 million aggregate principal outstanding of the 2022 Senior Notes at a redemption price equal to 100% of their principal, plus accrued and unpaid interest on the redemption date. On March 25, 2022, Kemper completed the redemption, and the 2022 Senior Notes were repaid in full. The Company recognized a Loss from Early Extinguishment of Debt of $3.7 million in its March 31, 2022 Condensed Consolidated Statement of Income.

The Company used the proceeds received from Kemper’s 2032 Senior Notes offering to repay the 2022 Senior Notes. See “3.800% Senior Notes Due 2032” below for additional information regarding the debt issuance.

4.350% Senior Notes Due 2025

Kemper has $450.0 million aggregate principal of 4.350% senior notes due February 15, 2025 (the “2025 Senior Notes”). Kemper initially issued $250.0 million of the notes in February of 2015 and issued an additional $200.0 million of the notes in June of 2017. The additional notes are fungible with the initial notes issued in 2015, and together are treated as part of a single series for all purposes under the indenture governing the 2025 Senior Notes. The 2025 Senior Notes are unsecured and may be redeemed in whole at any time or in part from time to time at Kemper’s option at specified redemption prices.

2.400% Senior Notes Due 2030

Kemper has $400.0 million aggregate principal of 2.400% senior notes due September 30, 2030 (the “2030 Senior Notes”). The net proceeds of issuance were $395.8 million, net of discount and transaction costs for an effective yield of 2.52%. The 2030 Senior Notes are unsecured and may be redeemed in whole at any time or in part from time to time, at Kemper’s option, at specified redemption prices.

3.800% Senior Notes Due 2032

On February 15, 2022, Kemper offered and sold $400.0 million aggregate principal of 3.800% senior notes due February 23, 2032 (the “2032 Senior Notes”). The net proceeds of issuance were $395.1 million, net of discount and transaction costs for an effective yield of 3.950%. The 2032 Senior Notes are unsecured and may be redeemed in whole at any time or in part from time to time, at Kemper’s option, at specified redemption prices.

In anticipation of the issuance of the 2032 Senior Notes and for risk management purposes, the Company entered into a derivative transaction to hedge the risk of changes in the debt cash flows attributable to changes in the benchmark U.S. Treasury interest rate during the period leading up to the debt issuance (“Treasury Lock”). The effective portion of the gain on the derivative instrument upon discontinuance was $5.9 million before taxes, and is reported as a component of Accumulated Other Comprehensive Income (Loss). Beginning with the issuance of the 2032 Senior Notes described in the preceding paragraph, such gain is being amortized into earnings and reported in Interest and Other Expenses in the same periods that the hedged items affect earnings. Amortization, reported in Interest and Other Expenses, was $0.1 million for the three months ended March 31, 2022. The Company expects to reclassify $0.5 million of net gain on derivative instruments from AOCI to earnings for the twelve months ended March 31, 2023 as interest expense on the debt is recognized.

5.875% Fixed-Rate Reset Junior Subordinated Debentures Due 2062

On March 10, 2022, Kemper issued $150.0 million aggregate principal amount of 5.875% Fixed-Rate Reset Junior Subordinated Debentures due March 15, 2062 (the “2062 Junior Debentures”). The net proceeds from issuance were $144.7 million, net of discount and transaction costs. The 2062 Junior Debentures will bear interest from and including the date

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 13 - Debt (Continued)

of original issue to, but excluding, March 15, 2027 (the “First Reset Date”) at the fixed rate of 5.875% per annum. The interest rate on the First Reset Date, and subsequent Reset Dates, will be equal to the Five-Year Treasury Rate as of the most recent Reset Date plus 4.140% to be reset on each Reset Date. Interest is due quarterly in arrears beginning on June 15, 2022. The Company has the option to defer interest payments for one or more optional deferral periods of up to five consecutive years, provided that no optional deferral period shall extend beyond March 15, 2062, or any earlier accelerated maturity date arising from an event of default or any earlier redemption of the 2062 Junior Debentures.

The 2062 Junior Debentures are unsecured and may be redeemed in whole or in part on the First Reset Date or any time thereafter, at a redemption price equal to the principal amount of the debentures being redeemed plus any accrued and unpaid interest.

Short-term Debt

Kemper’s subsidiaries, United Insurance, Trinity Universal Insurance Company (“Trinity”) and Alliance are members of the FHLBs of Chicago, Dallas and San Francisco, respectively. As a requirement of membership in the FHLBs, United Insurance, Trinity and Alliance maintain a certain level of investment in FHLB stock. The Company periodically uses short-term FHLB borrowings for a combination of cash management and risk management purposes, in addition to long-term FHLB borrowings for spread lending purposes. There were no short-term debt advances from the FHLBs of Chicago, Dallas or San Francisco outstanding at March 31, 2022 or December 31, 2021. For information on United Insurance’s funding agreement with the FHLB of Chicago in connection with the spread lending program, see Note 12, “Policyholder Obligations,” to the Condensed Consolidated Financial Statements.

Interest Expense and Interest Paid

Interest Expense, including facility fees, accretion of discount, amortization of premium and amortization of issuance costs, was $12.7 million for the three months ended March 31, 2022. Interest paid, including facility fees, was $22.0 million for the three months ended March 31, 2022. Interest Expense, including facility fees, accretion of discount and amortization of issuance costs, was $11.1 million for the three months ended March 31, 2021. Interest paid, including facility fees, was $21.7 million for the three months ended March 31, 2021.

Note 14 - Leases

The Company leases certain office space under non-cancelable operating leases, with initial terms typically ranging from one to fifteen years, along with options that permit renewals for additional periods. The Company also leases certain equipment under non-cancelable operating leases, with initial terms typically ranging from one to five years. Minimum rent is expensed on a straight-line basis over the term of the lease.

The following table presents operating lease right-of-use assets and lease liabilities.


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Operating Lease Right-of-Use Assets	$	60.4	$	64.4
Operating Lease Liabilities	80.1		84.8

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 14 - Leases (Continued)

Lease expenses are primarily included in Insurance Expenses in the Condensed Consolidated Statement of Income. Additional information regarding the Company’s lease cost is presented below.


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Lease Cost:
Amortization of Right-of-Use Assets - Finance Leases	$	—	$	0.1
Operating Lease Cost	5.6		5.1
Variable Lease Cost	0.1		—
Short-Term Lease Cost (1)	1.2		0.9
Total Lease Expense	$	6.9	$	6.1
Less: Sub-Lease Income	0.1		—
Total Lease Cost	$	6.8	$	6.1

(1) - Leases with an initial term of twelve months or less are not recorded on the Condensed Consolidated Balance Sheets.

Other Information on Operating Leases

Supplemental cash flow information related to the Company’s operating and finance leases for the three months ended March 31, 2022 and 2021 is as follows:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Operating Cash Flows from Operating Lease (Fixed Payments)	$	6.2	$	5.4
Operating Cash Flows from Operating Lease (Liability Reduction)	5.5		4.6
Financing Cash Flows from Finance Leases	—		0.1
Right-of-Use Assets Obtained in Exchange for New Operating Lease Liabilities	1.0		2.3

Significant judgments and assumptions for determining lease asset and liability at March 31, 2022 and 2021 are presented below.


	Three Months Ended
	Mar 31, 2022		Mar 31, 2021
Weighted-average Remaining Lease Term - Finance Leases	0.8 years		0.5 years
Weighted-average Remaining Lease Term - Operating Leases	5.8 years		6.6 years
Weighted-average Discount Rate - Finance Leases	0.6	%	4.0	%
Weighted-average Discount Rate - Operating Leases	3.4	%	4.0	%

Most of the Company’s leases do not provide an implicit rate. Accordingly, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of its lease payments.

KEMPER CORPORATION AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Note 14 - Leases (Continued)

Future minimum lease payments under operating leases at March 31, 2022 are presented below. There are no significant future minimum lease payments under finance leases.


(Dollars in Millions)
Remainder of 2022	$	18.2
2023	21.7
2024	15.7
2025	10.2
2026	4.5
2027 and Thereafter	20.5
Total Future Payments	$	90.8
Less Imputed Interest	10.7
Present Value of Minimum Lease Payments	$	80.1

Note 15 - Income Taxes

The statute of limitations related to Kemper and its eligible subsidiaries’ consolidated Federal income tax returns is closed for all tax years up to and including 2011. As a result of the Company filing amended federal income tax returns, tax years 2012 and 2013 are under limited examination with respect to carryback adjustments associated with the amended returns. The statute of limitations related to tax years 2014, 2015, 2016 and 2017 has been extended to September 30, 2022. Tax years 2018, 2019 and 2020 are subject to a statute of three years from the extended due dates of October 15, 2019, 2020, and 2021, respectively.

The expiration of the statute of limitations related to the various state income tax returns that Kemper and its subsidiaries file varies by state.

There were no unrecognized tax benefits at March 31, 2022 or December 31, 2021. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense.

Income taxes paid, net of refunds received, were less than $0.1 million for the three months ended March 31, 2022. Income taxes paid, net of refunds received, were $30.1 million for the three months ended March 31, 2021.

Note 16 - Contingencies

In the ordinary course of its businesses, the Company is involved in legal proceedings- including lawsuits, arbitration, regulatory examinations, audits and inquiries. Based on currently available information, the Company does not believe that it is reasonably possible that any of its pending legal proceedings will have a material effect on the Company’s interim Condensed Consolidated Financial Statements and Notes to the interim Condensed Consolidated Financial Statements.

Over the last decade there have been multiple initiatives that intend, in various ways, to impose new duties on life insurance companies to proactively search for information related to the deaths of their insureds. These initiatives, which include legislation, audits, regulatory examinations and litigation, seek to alter the terms of life insurance contracts by imposing requirements that did not exist and were not contemplated at the time the issuing companies entered into such contracts.

In 2016, the Company voluntarily began implementation of a comprehensive process to compare the records of its life insurance subsidiaries against one or more death verification databases to determine if any of its insureds may be deceased.

Attempts to estimate the ultimate outcomes of the aforementioned initiatives entail uncertainties including but not limited to the (i) scope and interpretation of pertinent statutes, including the matching criteria and methodologies to be used in comparing policy records against a death verification database, (ii) universe of policies affected, (iii) results of audits, examinations and other actions by regulators, (iv) results of the Company’s voluntary process, and (v) outcomes of any related litigation.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Summary of Results

Net Loss was $94.8 million ($(1.49) per unrestricted common share) for the three months ended March 31, 2022, compared to Net Income of $123.2 million ($1.88 per unrestricted common share) for the same period in 2021.

Beginning in March 2020, the global pandemic associated with COVID-19 and related economic conditions began to impact the Company’s results of operations. The numbers referenced in the following paragraphs are estimates. The actual impacts could ultimately differ from the stated estimates, although the Company believes any difference would likely not be material.

For the three months ended March 31, 2022, the Company estimates that its net results were negatively impacted by $120 million related to the effects of the COVID-19 pandemic and related economic conditions. The impact to net results was primarily related to underwriting losses in the P&C business attributable to rising loss costs fueled by higher inflation, as well as pandemic-related auto industry shortages of supplies such as chips, high demand for used cars, and higher labor costs. Additionally, the Life & Health insurance segment continued to experience excess pandemic-related mortality.

For the three months ended March 31, 2021, the Company estimated that its net results were negatively impacted by $5 million related to the effects of the COVID-19 pandemic and related economic conditions. The decrease to net income was primarily attributed to excess mortality in the Life & Health Insurance segment, partially offset by favorable underwriting results driven by lower frequency in the auto business of the P&C segments as a significant reduction in miles driven occurred.

For further discussion regarding the potential impacts of COVID-19 and related economic conditions on the Company, see “Caution Regarding Forward-Looking Statements” beginning on page 1 and Item 1A., Risk Factors, of Part I of the Company’s 2021 Annual Report on Form 10-K.

A reconciliation of Net Income (Loss) to Adjusted Consolidated Net Operating Income (Loss) (a non-GAAP financial measure) for the three months ended March 31, 2022 and 2021 is presented below.


	Three Months Ended
(Dollars in Millions and Net of Income Taxes)	Mar 31, 2022		Mar 31, 2021		Increase (Decrease)
Net Income (Loss)	$	(94.8)	$	123.2	$	(218.0)


Less:
Income (Loss) from Change in Fair Value of Equity and Convertible Securities	(22.3)		41.2		(63.5)
Net Realized Gains on Sales of Investments	1.2		10.9		(9.7)
Impairment Losses	(7.0)		(3.2)		(3.8)
Acquisition Related Transaction, Integration and Other Costs	(3.7)		(12.9)		9.2
Loss from Early Extinguishment of Debt	(2.9)		—		$	(2.9)
Adjusted Consolidated Net Operating Income (Loss)	$	(60.1)	$	87.2	$	(147.3)

Components of Adjusted Consolidated Net Operating Income (Loss):
Segment Net Operating Income (Loss):
Specialty Property & Casualty Insurance	$	(44.7)	$	80.1	$	(124.8)
Preferred Property & Casualty Insurance	(6.1)		9.6		(15.7)
Life & Health Insurance	3.1		7.3		(4.2)
Total Segment Net Operating Income (Loss)	(47.7)		97.0		(144.7)
Corporate and Other Net Operating Income (Loss) From:


Other	(12.4)		(9.8)		(2.6)
Corporate and Other Net Operating Income (Loss)	(12.4)		(9.8)		(2.6)
Adjusted Consolidated Net Operating Income (Loss)	$	(60.1)	$	87.2	$	(147.3)

Summary of Results (Continued)

Net Income

Net Income decreased by $218.0 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower Adjusted Consolidated Net Operating Income and loss from Change in Fair Value of Equity and Convertible Securities. Adjusted Consolidated Net Operating Income decreased by $147.3 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower Specialty Property & Casualty Segment Insurance Net Operating Income, Preferred Property & Casualty Segment Insurance Net Operating Income, Life & Health Insurance Segment Net Operating Income, and Corporate and Other Net Operating Income.

See MD&A, “Specialty Property & Casualty Insurance”, “Preferred Property & Casualty Insurance” and “Life & Health Insurance,” for discussion of each respective segment’s results. Corporate and Other Net Operating Income decreased due primarily to increased interest expense resulting from the issuance of the 2032 Senior Notes. The Company’s investment results deteriorated for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to a $63.5 million after-tax decrease in income from the change in fair value of equity and convertible securities, a $9.7 million after-tax decrease in net realized gains on sales of investments, and a $3.8 million after-tax increase in impairment losses. See MD&A, “Investment Results,” for additional discussion.

Revenues

Earned Premiums were $1,338.6 million for the three months ended March 31, 2022, compared to $1,200.8 million for the same period in 2021, an increase of $137.8 million. Earned Premiums in the Specialty Property & Casualty Insurance segment increased by $144.0 million for the three months ended March 31, 2022, compared to the same period in 2021. Earned Premiums in the Preferred Property & Casualty Insurance segments decreased by $6.6 million for the three months ended March 31, 2022, compared to the same period in 2021. See MD&A, “Specialty Property & Casualty Insurance” and “Preferred Property & Casualty Insurance”, for discussion of the changes in each segment’s earned premiums.

Net Investment Income decreased by $3.1 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower return from Alternative Investments, lower yields on fixed income securities, partially offset by higher levels of fixed maturities and higher levels and rate on Company-Owned Life Insurance.

Loss from the Change in Value of Alternative Energy Partnership Investments was $16.7 million for the three months ended March 31, 2022, compared to $15.4 million for the same period 2021. Tax benefits related to the Alternative Energy Partnership Investments were $7.0 million and $28.6 million for the three months ended March 31, 2022 and 2021, respectively. This resulted in a net loss of $9.7 million and net income of $13.2 million attributable to Alternative Energy Partnership Investments for the three months ended March 31, 2022 and 2021, respectively.

Other Income was $2.4 million for the three months ended March 31, 2022, compared to $1.5 million for the same period in 2021.

Net Realized Gains on Sales of Investments were $1.5 million for the three months ended March 31, 2022, compared to $13.8 million for the same period in 2021.

Impairment Losses were $8.9 million for the three months ended March 31, 2022, compared to $4.0 million for the same period in 2021.

See MD&A, “Investment Results,” under the sub-captions “Net Realized Gains on Sales of Investments” and “Impairment Losses” for additional discussion. The Company cannot predict if or when similar investment gains or losses may occur in the future.

Non-GAAP Financial Measures

Underlying Losses and LAE and Underlying Combined Ratio

The following discussion of segment results uses the non-GAAP financial measures of (i) Underlying Losses and LAE and (ii) Underlying Combined Ratio. Underlying Losses and LAE (also referred to in the discussion as “Current Year Non-catastrophe Losses and LAE”) exclude the impact of catastrophe losses and loss and LAE reserve development from prior years from the Company’s Incurred Losses and LAE, which is the most directly comparable GAAP financial measure.

Non-GAAP Financial Measures (Continued)

The Underlying Combined Ratio is computed by adding the Current Year Non-catastrophe Losses and LAE Ratio with the Insurance Expense Ratio. The most directly comparable GAAP financial measure is the Combined Ratio, which is computed by adding Total Incurred Losses and LAE Ratio, including the impact of catastrophe losses and loss and LAE reserve development from prior years, with the Insurance Expense Ratio.

The Company believes Underlying Losses and LAE and the Underlying Combined Ratio are useful to investors and uses these financial measures to reveal the trends in the Company’s Property & Casualty Insurance segment that may be obscured by catastrophe losses and prior-year reserve development. These catastrophe losses may cause the Company’s loss trends to vary significantly between periods as a result of their incidence of occurrence and magnitude and can have a significant impact on incurred losses and LAE and the Combined Ratio. Prior-year reserve developments are caused by unexpected loss development on historical reserves. Because reserve development relates to the re-estimation of losses from earlier periods, it has no bearing on the performance of the Company’s insurance products in the current period. The Company believes it is useful for investors to evaluate these components separately and in the aggregate when reviewing the Company’s underwriting performance.

Adjusted Consolidated Net Operating Income (Loss)

Adjusted Consolidated Net Operating Income (Loss) is an after-tax, non-GAAP financial measure and is computed by excluding from Net Income (Loss) the after-tax impact of:

(i) Income (Loss) from Change in Fair Value of Equity and Convertible Securities;

(ii) Net Realized Gains or Losses on Sales of Investments;

(iii) Impairment Losses;

(iv) Acquisition Related Transaction, Integration and Other Costs;

(v) Debt Extinguishment, Pension and Other Charges; and

(vi) Significant non-recurring or infrequent items that may not be indicative of ongoing operations

Significant non-recurring items are excluded when (a) the nature of the charge or gain is such that it is reasonably unlikely to recur within two years, and (b) there has been no similar charge or gain within the prior two years. The most directly comparable GAAP financial measure is Net Income (Loss). There were no applicable significant non-recurring items that the Company excluded from the calculation of Adjusted Consolidated Net Operating Income for the three months ended March 31, 2022 or 2021.

The Company believes that Adjusted Consolidated Net Operating Income provides investors with a valuable measure of its ongoing performance because it reveals underlying operational performance trends that otherwise might be less apparent if the items were not excluded. Income (Loss) from Change in Fair Value of Equity and Convertible Securities, Net Realized Gains or Losses on Sales of Investments and Impairment Losses related to investments included in the Company’s results may vary significantly between periods and are generally driven by business decisions and external economic developments such as capital market conditions that impact the values of the Company’s investments, the timing of which is unrelated to the insurance underwriting process. Acquisition Related Transaction and Integration Costs may vary significantly between periods and are generally driven by the timing of acquisitions and business decisions which are unrelated to the insurance underwriting process. Debt Extinguishment, Pension and Other Charges relate to (i) loss from early extinguishment of debt, which is driven by the Company’s financing and refinancing decisions and capital needs, as well as external economic developments such as debt market conditions, the timing of which is unrelated to the insurance underwriting process; (ii) settlement of pension plan obligations which are business decisions made by the Company, the timing of which is unrelated to the underwriting process; and (iii) other charges that are non-standard, not part of the ordinary course of business, and unrelated to the insurance underwriting process. Significant non-recurring items are excluded because, by their nature, they are not indicative of the Company’s business or economic trends.

The preceding non-GAAP financial measures should not be considered a substitute for the comparable GAAP financial measures, as they do not fully recognize the overall profitability of the Company’s businesses.

Specialty Property & Casualty Insurance

Selected financial information for the Specialty Property & Casualty Insurance segment follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022			Mar 31, 2021
Net Premiums Written		$	1,023.7		$	972.0



Earned Premiums		$	1,021.6		$	877.6
Net Investment Income		34.9			35.0
Change in Value of Alternative Energy Partnership Investments		(8.4)			(7.3)
Other Income		1.7			0.9
Total Revenues		1,049.8			906.2
Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE		911.7			650.0
Catastrophe Losses and LAE		2.1			1.7
Prior Years:
Non-catastrophe Losses and LAE		(3.8)			(1.4)
Catastrophe Losses and LAE		0.7			0.4
Total Incurred Losses and LAE		910.7			650.7
Insurance Expenses		199.3			170.3


Operating Income (Loss)		(60.2)			85.2
Income Tax Benefit (Expense)		15.5			(5.1)
Segment Net Operating Income (Loss)		$	(44.7)		$	80.1

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio		89.2		%	74.1		%
Current Year Catastrophe Losses and LAE Ratio		0.2			0.2
Prior Years Non-catastrophe Losses and LAE Ratio		(0.4)			(0.2)
Prior Years Catastrophe Losses and LAE Ratio		0.1			—
Total Incurred Loss and LAE Ratio		89.1			74.1
Insurance Expense Ratio		19.5			19.4

Combined Ratio		108.6		%	93.5		%
Underlying Combined Ratio
Current Year Non-catastrophe Losses and LAE Ratio		89.2		%	74.1		%
Insurance Expense Ratio		19.5			19.4

Underlying Combined Ratio		108.7		%	93.5		%
Non-GAAP Measure Reconciliation
Combined Ratio		108.6		%	93.5		%
Less:
Current Year Catastrophe Losses and LAE Ratio		0.2			0.2
Prior Years Non-catastrophe Losses and LAE Ratio		(0.4)			(0.2)
Prior Years Catastrophe Losses and LAE Ratio		0.1			—
Underlying Combined Ratio		108.7		%	93.5		%

Specialty Property & Casualty Insurance (Continued)

Insurance Reserves


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Insurance Reserves:
Personal Automobile	$	1,952.3	$	1,985.8
Commercial Automobile	356.5		333.9
Insurance Reserves	$	2,308.8	$	2,319.7
Insurance Reserves:
Loss and Allocated LAE Reserves:
Case and Allocated LAE	$	1,166.0	$	1,157.9
Incurred But Not Reported	934.0		953.0
Total Loss and LAE Reserves	2,100.0		2,110.9
Unallocated LAE Reserves	208.8		208.8
Insurance Reserves	$	2,308.8	$	2,319.7

See MD&A, “Critical Accounting Estimates,” of the 2021 Annual Report for additional information pertaining to the Company’s process of estimating property and casualty insurance reserves for losses and LAE, development of property and casualty insurance losses and LAE from prior accident years, also referred to as “reserve development” in the discussion of segment results, estimated variability of property and casualty insurance reserves for losses and LAE, and a discussion of some of the variables that may impact development of property and casualty insurance losses and LAE and the estimated variability of property and casualty insurance reserves for losses and LAE.

Overall

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

The Specialty Property & Casualty Insurance segment reported a Segment Net Operating Loss of $44.7 million for the three months ended March 31, 2022, compared to Segment Net Operating Income of $80.1 million for the same period in 2021. Segment Net Operating Income decreased by $124.8 million due primarily to an increase in underlying losses and LAE as a percentage of earned premiums related to higher claim frequency and severity trends. Underlying losses and LAE exclude the impact of catastrophes and loss and LAE reserve development.

Earned Premiums in the Specialty Property & Casualty Insurance segment increased by $144.0 million for the three months ended March 31, 2022, compared to the same period in 2021, driven by the acquisition of AAC and higher average earned premium per exposure resulting from rate increases associated with higher loss trends. Policies-in-force were lower in Private Passenger Auto, excluding AAC, as a result of ongoing profit improvement actions.

Net Investment Income in the Specialty Property & Casualty Insurance segment decreased by $0.1 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower return from Alternative Investments, partially offset by higher levels of investments and rate on Company-Owned Life Insurance, and higher levels of investments in fixed income securities.

Loss related to Change in Value of Alternative Energy Partnership Investments was $8.4 million for the three months ended March 31, 2022, compared to $7.3 million for the same period in 2021. Tax benefits related to the Alternative Energy Partnership Investments were $3.6 million and $13.6 million for the three months ended March 31, 2022 and 2021, respectively. This resulted in a net loss of $4.8 million and net income of $6.3 million attributable to Alternative Energy Partnership Investments for the three months ended March 31, 2022 and 2021, respectively.

Underlying losses and LAE as a percentage of earned premiums were 89.2% for the three months ended March 31, 2022, a deterioration of 15.1 percentage points, compared to the same period in 2021, due primarily to higher claim frequency and severity trends. Frequency trends increased as a result of driving activity returning to near pre-pandemic levels. Severity trends increased due to rising inflation and supply chain constraints. Underlying losses and LAE exclude the impact of catastrophes and loss and LAE reserve development. Favorable loss and LAE reserve development (including catastrophe reserve development) was $3.1 million for the three months ended March 31, 2022, compared to $1.0 million for the same period in

Specialty Property & Casualty Insurance (Continued)

2021. Catastrophe losses and LAE (excluding reserve development) were $2.1 million for the three months ended March 31, 2022, compared to $1.7 million for the same period in 2021, a deterioration of $0.4 million. Insurance Expenses were $199.3 million, or 19.5% of earned premiums, for the three months ended March 31, 2022, a deterioration of 0.1 percentage points compared to the same period in 2021.

The Specialty Property & Casualty Insurance segment’s effective income tax rate differs from the federal statutory income tax rate due primarily to investment tax credits, tax-exempt investment income and dividends received deductions.

Personal Automobile Insurance

Selected financial information for the personal automobile insurance product line follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022			Mar 31, 2021
Net Premiums Written		$	884.8		$	861.5
Earned Premiums		$	901.7		$	785.4

Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE		$	827.7		$	586.4
Catastrophe Losses and LAE		2.0			1.6
Prior Years:
Non-catastrophe Losses and LAE		(9.0)			(4.4)
Catastrophe Losses and LAE		0.7			0.4
Total Incurred Losses and LAE		$	821.4		$	584.0

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio		91.8		%	74.7		%
Current Year Catastrophe Losses and LAE Ratio		0.2			0.2
Prior Years Non-catastrophe Losses and LAE Ratio		(1.0)			(0.6)
Prior Years Catastrophe Losses and LAE Ratio		0.1			0.1
Total Incurred Loss and LAE Ratio		91.1		%	74.4		%

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums from personal automobile insurance increased by $116.3 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to the acquisition of AAC and higher average earned premium per exposure resulting from rate increases associated with higher loss costs, partially offset by a decrease in new business driven by targeted underwriting actions focused on improving profitability. Incurred losses and LAE were $821.4 million, or 91.1% of earned premiums for the three months ended March 31, 2022, compared to $584.0 million, or 74.4% of earned premiums, for the same period in 2021. Incurred losses and LAE as a percentage of earned premiums increased due primarily to a deterioration in underlying losses and LAE as a percentage of earned premium. Underlying losses and LAE as a percentage of related earned premiums were 91.8% for the three months ended March 31, 2022, compared to 74.7% for the same period in 2021, a deterioration of 17.1 points due to higher claim frequency and severity trends. Frequency trends increased as a result of driving activity returning to near pre-pandemic levels. Severity trends increased due to rising inflation and supply chain constraints. Favorable loss and LAE reserve development was $8.3 million for the three months ended March 31, 2022, compared to $4.0 million for the same period in 2021. Catastrophe losses and LAE (excluding reserve development) were $2.0 million for the three months ended March 31, 2022, compared to $1.6 million for the same period in 2021.

Specialty Property & Casualty Insurance (Continued)

Commercial Automobile Insurance

Selected financial information for the commercial automobile insurance product line follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022			Mar 31, 2021
Net Premiums Written		$	138.9		$	110.5
Earned Premiums		$	119.9		$	92.2

Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE		$	84.0		$	63.6
Catastrophe Losses and LAE		0.1			0.1
Prior Years:
Non-catastrophe Losses and LAE		5.2			3.0
Catastrophe Losses and LAE		—			—
Total Incurred Losses and LAE		$	89.3		$	66.7

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio		70.1		%	68.9		%
Current Year Catastrophe Losses and LAE Ratio		0.1			0.1
Prior Years Non-catastrophe Losses and LAE Ratio		4.3			3.3
Prior Years Catastrophe Losses and LAE Ratio		—			—
Total Incurred Loss and LAE Ratio		74.5		%	72.3		%

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums from commercial automobile insurance increased by $27.7 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to higher volume and higher average earned premium per exposure. Incurred losses and LAE were $89.3 million, or 74.5% of earned premiums in 2022, compared to $66.7 million, or 72.3% of earned premiums in 2021. Incurred losses and LAE as a percentage of earned premiums increased due primarily to a deterioration in underlying losses and LAE as a percentage of earned premiums as well as adverse loss and LAE reserve development. Underlying losses and LAE as a percentage of earned premiums were 70.1% in 2022, compared to 68.9% in 2021, a deterioration of 1.2 percentage points due primarily to higher claim severity trends. Severity trends increased due to rising inflation and supply chain constraints. Adverse loss and LAE reserve development was $5.2 million for the three months ended March 31, 2022, compared to $3.0 million for the same period in 2021.

Preferred Property & Casualty Insurance

Selected financial information for the Preferred Property & Casualty Insurance segment follows.


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022			Mar 31, 2021
Net Premiums Written	$	137.4		$	154.4




Earned Premiums	$	155.6		$	162.2
Net Investment Income	12.5			15.9
Changes in Value of Alternative Energy Partnership Investments	(3.9)			(4.1)
Other Income	—			—
Total Revenues	164.2			174.0
Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE	112.2			96.2
Catastrophe Losses and LAE	11.4			24.0
Prior Years:
Non-catastrophe Losses and LAE	2.1			0.1
Catastrophe Losses and LAE	(3.2)			(0.3)
Total Incurred Losses and LAE	122.5			120.0
Insurance Expenses	51.2			51.0


Operating Income (Loss)	(9.5)			3.0
Income Tax Benefit (Expense)	3.4			6.6
Segment Net Operating Income (Loss)	$	(6.1)		$	9.6

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio	72.2		%	59.3		%
Current Year Catastrophe Losses and LAE Ratio	7.3			14.8
Prior Years Non-catastrophe Losses and LAE Ratio	1.3			0.1
Prior Years Catastrophe Losses and LAE Ratio	(2.1)			(0.2)
Total Incurred Loss and LAE Ratio	78.7			74.0
Insurance Expense Ratio	32.9			31.4

Combined Ratio	111.6		%	105.4		%
Underlying Combined Ratio
Current Year Non-catastrophe Losses and LAE Ratio	72.2		%	59.3		%
Insurance Expense Ratio	32.9			31.4

Underlying Combined Ratio	105.1		%	90.7		%
Non-GAAP Measure Reconciliation
Combined Ratio	111.6		%	105.4		%
Less:
Current Year Catastrophe Losses and LAE Ratio	7.3			14.8
Prior Years Non-catastrophe Losses and LAE Ratio	1.3			0.1
Prior Years Catastrophe Losses and LAE Ratio	(2.1)			(0.2)
Underlying Combined Ratio	105.1		%	90.7		%

Preferred Property & Casualty Insurance (Continued)

CATASTROPHE FREQUENCY AND SEVERITY


	Three Months Ended
	Mar 31, 2022			Mar 31, 2021
(Dollars in Millions)	Number of Events	Losses and LAE		Number of Events	Losses and LAE
Range of Losses and LAE Per Event:
Below $5	11	$	11.4	11	$	8.9
$5 - $10	—	—		—	—
$10 - $15	—	—		—	—
$15 - $20	—	—		1	15.1
$20 - $25	—	—		—	—
Greater Than $25	—	—		—	—
Total	11	$	11.4	12	$	24.0

INSURANCE RESERVES


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Insurance Reserves:
Personal Automobile	$	307.9	$	308.6
Homeowners	93.1		95.4
Other	30.6		29.2
Insurance Reserves	$	431.6	$	433.2
Insurance Reserves:
Loss and Allocated LAE Reserves:
Case and Allocated LAE	$	271.1	$	272.5
Incurred But Not Reported	131.8		131.9
Total Loss and LAE Reserves	402.9		404.4
Unallocated LAE Reserves	28.7		28.8
Insurance Reserves	$	431.6	$	433.2

Overall

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

The Preferred Property & Casualty Insurance segment reported a Segment Net Operating Loss of $6.1 million for the three months ended March 31, 2022, compared to Segment Net Operating Income of $9.6 million for the same period in 2021. Segment Net Operating Loss decreased by $15.7 million due primarily to higher underlying losses and LAE as a percentage of earned premiums, partially offset by lower catastrophe losses and LAE.

Earned Premiums in the Preferred Property & Casualty Insurance segment decreased by $6.6 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower personal automobile insurance volumes as a result of ongoing profit improvement actions.

Preferred Property & Casualty Insurance (Continued)

Net Investment Income in the Preferred Property & Casualty Insurance segment decreased by $3.4 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower return from Alternative Investments, partially offset by higher levels of investments and rate on Company-Owned Life Insurance, and higher levels of investments in fixed income securities.

Loss related to Changes in Value of Alternative Energy Partnership Investments was $3.9 million for the three months ended March 31, 2022, compared to $4.1 million for the same period in 2021. Tax benefits related to the Alternative Energy Partnership Investments were $1.6 million and $7.6 million for the three months ended March 31, 2022 and 2021, respectively. This resulted in a net loss of $2.3 million and net income of $3.5 million attributable to Alternative Energy Partnership Investments for the three months ended March 31, 2022 and 2021, respectively.

Underlying losses and LAE as a percentage of earned premiums were 72.2% and 59.3% for the three months ended March 31, 2022 and 2021, respectively. Underlying losses and LAE as a percentage of earned premiums increased primarily due to severity trends caused by ongoing supply chain issues and rising inflation. Catastrophe losses and LAE (excluding reserve development) were $11.4 million in 2022, compared to $24.0 million in 2021, a decreased of $12.6 million. Catastrophe losses and LAE (excluding reserve development) decreased due primarily to a decrease in severity of catastrophic events in 2022, compared to 2021. There was zero catastrophic event above $5 million in 2022, compared to one catastrophic events above $5 million in 2021. Favorable loss and LAE reserve development (including catastrophe reserve development) was $1.1 million in 2022, compared to $0.2 million in 2021.

Insurance expenses were $51.2 million, or 32.9% of earned premiums in 2022, a deterioration of 1.5% percentage points compared to 2021.

The Preferred Property & Casualty Insurance segment’s effective income tax rate differs from the federal statutory income tax rate due primarily to investment tax credits, tax-exempt investment income and dividends received deductions.

Preferred Personal Automobile Insurance

Selected financial information for the personal automobile insurance product line follows.


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022			Mar 31, 2021
Net Premiums Written	$	84.2		$	100.4
Earned Premiums	$	96.0		$	103.0

Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE	$	80.5		$	67.8
Catastrophe Losses and LAE	0.5			0.6
Prior Years:
Non-catastrophe Losses and LAE	1.5			1.2
Catastrophe Losses and LAE	0.1			0.1
Total Incurred Losses and LAE	$	82.6		$	69.7

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio	83.8		%	65.8		%
Current Year Catastrophe Losses and LAE Ratio	0.5			0.6
Prior Years Non-catastrophe Losses and LAE Ratio	1.6			1.2
Prior Years Catastrophe Losses and LAE Ratio	0.1			0.1
Total Incurred Loss and LAE Ratio	86.0		%	67.7		%

Preferred Property & Casualty Insurance (Continued)

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums in preferred personal automobile insurance decreased by $7.0 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower volume as a result of ongoing profit improvement actions. Incurred losses and LAE were $82.6 million, or 86.0% of earned premiums, for the three months ended March 31, 2022, compared to $69.7 million, or 67.7% of earned premiums, for the same period in 2021. Incurred losses and LAE as a percentage of earned premiums increased due primarily to a deterioration in the underlying loss and LAE ratio. Underlying losses and LAE as a percentage of earned premiums were 83.8% for the three months ended March 31, 2022, compared to 65.8% for the same period in 2021, a deterioration of 18.0 percentage points primarily due to higher claim frequency and severity trends. Frequency trends increased as a result of driving activity returning to pre-pandemic levels. Severity trends increased due to rising inflation and supply chain constraints. Adverse loss and LAE reserve development (including catastrophe loss reserve development) was $1.6 million for the three months ended March 31, 2022, compared to $1.3 million for the same period in 2021. Catastrophe losses and LAE (excluding reserve development) were $0.5 million for the three months ended March 31, 2022, compared to $0.6 million for the same period in 2021.

Homeowners Insurance

Selected financial information for the homeowners insurance product line follows.


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022			Mar 31, 2021
Net Premiums Written	$	45.5		$	46.1
Earned Premiums	$	51.3		$	50.8

Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE	$	27.5		$	24.2
Catastrophe Losses and LAE	10.8			22.0
Prior Years:
Non-catastrophe Losses and LAE	(1.6)			(2.5)
Catastrophe Losses and LAE	(2.8)			(0.1)
Total Incurred Losses and LAE	$	33.9		$	43.6

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio	53.6		%	47.6		%
Current Year Catastrophe Losses and LAE Ratio	21.1			43.3
Prior Years Non-catastrophe Losses and LAE Ratio	(3.1)			(4.9)
Prior Years Catastrophe Losses and LAE Ratio	(5.5)			(0.2)
Total Incurred Loss and LAE Ratio	66.1		%	85.8		%

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums in homeowners insurance increased by $0.5 million for the three months ended March 31, 2022, compared to the same period in 2021. Incurred losses and LAE were $33.9 million, or 66.1% of earned premiums, for the three months ended March 31, 2022, compared to $43.6 million, or 85.8% of earned premiums, for the same period in 2021. Incurred losses and LAE as a percentage of earned premiums decreased due primarily to lower incurred catastrophe losses (excluding loss reserve development) and increased favorable prior year development, partially offset by higher underlying losses and LAE as a percentage of earned premiums . Underlying losses and LAE as a percentage of earned premiums were 53.6% for the three months ended March 31, 2022, compared to 47.6% for the same period in 2021, an increase of 6.0 percentage points. Catastrophe losses and LAE (excluding reserve development) were $10.8 million for the three months ended March 31, 2022, compared to $22.0 million for the same period in 2021. There were zero catastrophic event above $5 million for the three months ended March 31, 2022, compared to one catastrophic event above $5 million for the same period in 2021. Favorable

Preferred Property & Casualty Insurance (Continued)

loss and LAE reserve development (including catastrophe loss reserve development) was $4.4 million for the three months ended March 31, 2022, compared to $2.6 million for the same period in 2021.

Other Personal Insurance

Other personal insurance products include umbrella, dwelling fire, inland marine, earthquake, boat owners and other liability coverages. Selected financial information for other personal insurance product lines follows.


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022			Mar 31, 2021
Net Premiums Written	$	7.7		$	7.9
Earned Premiums	$	8.3		$	8.4

Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE	$	4.2		$	4.2
Catastrophe Losses and LAE	0.1			1.4
Prior Years:
Non-catastrophe Losses and LAE	2.2			1.4
Catastrophe Losses and LAE	(0.5)			(0.3)
Total Incurred Losses and LAE	$	6.0		$	6.7

Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio	50.6		%	50.0		%
Current Year Catastrophe Losses and LAE Ratio	1.2			16.7
Prior Years Non-catastrophe Losses and LAE Ratio	26.5			16.7
Prior Years Catastrophe Losses and LAE Ratio	(6.0)			(3.6)
Total Incurred Loss and LAE Ratio	72.3		%	79.8		%

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums in other personal insurance decreased by $0.1 million for the three months ended March 31, 2022, compared to the same period in 2021. Incurred losses and LAE were $6.0 million, or 72.3% of earned premiums, for the three months ended March 31, 2022, compared to $6.7 million, or 79.8% of earned premiums, for the same period in 2021. Underlying losses and LAE as a percentage of earned premiums were 50.6% for the three months ended March 31, 2022, compared to 50.0% for the same period in 2021, a deterioration of 0.6 percentage points. Catastrophe losses and LAE (excluding loss reserve development) were $0.1 million for the three months ended March 31, 2022, compared to $1.4 million for the same period in 2021. Adverse loss and LAE reserve development (including catastrophe losses development) for the three months ended March 31, 2022 was $1.7 million, compared to $1.1 million for the same period in 2021.

Life & Health Insurance

Selected financial information for the Life & Health Insurance segment follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022		Mar 31, 2021




Earned Premiums		$	161.4	$	161.0
Net Investment Income		49.4		51.1
Changes in Value of Alternative Energy Partnership Investments		(4.4)		(4.0)
Other Income		—		0.1
Total Revenues		206.4		208.2
Policyholders’ Benefits and Incurred Losses and LAE		120.1		118.7
Insurance Expenses		85.1		90.3

Operating Income (Loss)		1.2		(0.8)
Income Tax Benefit (Expense)		1.9		8.1
Segment Net Operating Income (Loss)		$	3.1	$	7.3

INSURANCE RESERVES


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Insurance Reserves:
Future Policyholder Benefits	$	3,467.5	$	3,454.1
Incurred Losses and LAE Reserves:
Life	63.6		60.7
Accident and Health	25.2		26.1
Property	3.1		3.6
Total Incurred Losses and LAE Reserves	91.9		90.4
Insurance Reserves	$	3,559.4	$	3,544.5

Use of Death Verification Databases

In the third quarter of 2016, the Company’s Life & Health segment voluntarily began implementing a comprehensive process under which it cross-references its life insurance policies against the Death Master File maintained by the Social Security Administration and other death verification databases to identify potential situations where the beneficiaries may not have filed a claim following the death of an insured and initiate an outreach process to identify and contact beneficiaries and settle claims. Policyholders’ Benefits and Incurred Losses and Loss Adjustment Expenses for the year ended December 31, 2016 included a pre-tax charge of $77.8 million to recognize the initial impact of using death verification databases in the Company’s operations, including to determine its IBNR liability for unpaid claims and claims adjustment expenses for life insurance products. Subsequently, the Company reduced its estimate of the initial impact of using death verification databases by $30.3 million, of which $9.3 million was recognized during 2020 and $21.0 million was recognized during 2019.

Overall

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums in the Life & Health Insurance segment increased by $0.4 million for the three months ended March 31, 2022, compared to the same period in 2021. This is due primarily to higher volume on life insurance products partially offset by lower volume on accident and health insurance products and property insurance products.

Net Investment Income decreased by $1.7 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower return from Alternative Investments, lower yields on fixed income securities, partially offset by higher levels of investments and rate on Company-Owned Life Insurance.

Life & Health Insurance (Continued)

Loss related to Changes in Value of Alternative Energy Partnership Investments was $4.4 million for the three months ended March 31, 2022, compared to $4.0 million for the same period in 2021. Tax benefits related to the Alternative Energy Partnership Investments were $1.8 million and $7.4 million for the three months ended March 31, 2022 and 2021, respectively. This resulted in a net loss of $2.6 million and net income of $3.4 million attributable to Alternative Energy Partnership Investments for the three months ended March 31, 2022 and 2021, respectively.

Policyholders’ Benefits and Incurred Losses and LAE increased by $1.4 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to higher persistency and mortality for life insurance related to COVID-19, partially offset by lower frequency of accident and health insurance claims.

Insurance Expenses in the Life & Health Insurance segment decreased by $5.2 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower levels of initiative spend on investments made to modernize and enhance the capabilities of the business.

Segment Net Operating Income in the Life & Health Insurance segment was $3.1 million for the three months ended March 31, 2022, compared to $7.3 million in 2021.

The Life & Health Insurance segment’s effective income tax rate differs from the federal statutory income tax rate due primarily to investment tax credits, tax-exempt investment income and dividends received deductions.

Life Insurance

Selected financial information for the life insurance product line follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022		Mar 31, 2021
Earned Premiums		$	101.3	$	98.1
Net Investment Income		47.9		49.6
Changes in Value of Alternative Energy Partnership Investments		(4.0)		(3.8)

Total Revenues		145.2		143.9
Policyholders’ Benefits and Incurred Losses and LAE		90.6		87.9
Insurance Expenses		57.4		58.0

Operating Income (Loss)		(2.8)		(2.0)
Income Tax Benefit (Expense)		2.6		8.0
Total Product Line Net Operating Income (Loss)		$	(0.2)	$	6.0

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums from life insurance increased by $3.2 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to increased new business and higher persistency. Policyholders’ Benefits and Incurred Losses and LAE on life insurance were $90.6 million for the three months ended March 31, 2022, compared to $87.9 million for the same period in 2021, an increase of $2.7 million due primarily to higher persistency and mortality related to COVID-19.

Insurance Expenses decreased by $0.6 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower levels of initiative spend on investments made to modernize and enhance the capabilities of the business.

Life & Health Insurance (Continued)

Accident and Health Insurance

Selected financial information for the accident and health insurance product line follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022		Mar 31, 2021
Earned Premiums		$	45.8	$	47.4
Net Investment Income		0.7		1.0
Changes in Value of Alternative Energy Partnership Investments		(0.1)		(0.1)
Other Income		—		0.1
Total Revenues		46.4		48.4
Policyholders’ Benefits and Incurred Losses and LAE		23.5		24.5
Insurance Expenses		20.8		24.4

Operating Income (Loss)		2.1		(0.5)
Income Tax Benefit (Expense)		(0.4)		0.2
Total Product Line Net Operating Income (Loss)		$	1.7	$	(0.3)

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums from accident and health insurance decreased by $1.6 million for the three months ended March 31, 2022, compared to the same period in 2021. This is due primarily to lower volume on new business sales. Policyholders’ Benefits and Incurred Losses and LAE on accident and health insurance were $23.5 million for the three months ended March 31, 2022, compared to $24.5 million for the same period in 2021. This is due primarily to lower frequency of claims.

Insurance Expenses decreased by $3.6 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to lower levels of initiative spend on investments made to modernize and enhance the capabilities of the business.

Life & Health Insurance (Continued)

Property Insurance

Selected financial information for the property insurance product line follows.


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022			Mar 31, 2021
Earned Premiums		$	14.3		$	15.5
Net Investment Income (Loss)		0.8			0.5
Changes in Value of Alternative Energy Partnership Investments		(0.3)			(0.1)

Total Revenues		14.8			15.9
Incurred Losses and LAE related to:
Current Year:
Non-catastrophe Losses and LAE		4.1			3.2
Catastrophe Losses and LAE		0.4			1.9
Prior Years:
Non-catastrophe Losses and LAE		0.6			0.7
Catastrophe Losses and LAE		0.9			0.5
Total Incurred Losses and LAE		6.0			6.3
Insurance Expenses		6.9			7.9

Operating Income (Loss)		1.9			1.7
Income Tax Benefit (Expense)		(0.3)			(0.1)
Total Product Line Net Operating Income (Loss)		$	1.6		$	1.6
Ratios Based On Earned Premiums
Current Year Non-catastrophe Losses and LAE Ratio		28.7		%	20.6		%
Current Year Catastrophe Losses and LAE Ratio		2.8			12.3
Prior Years Non-catastrophe Losses and LAE Ratio		4.2			4.5
Prior Years Catastrophe Losses and LAE Ratio		6.3			3.2
Total Incurred Loss and LAE Ratio		42.0		%	40.6		%

Three Months Ended March 31, 2022 Compared to the Same Period in 2021

Earned Premiums from property insurance decreased by $1.2 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to a lower volume of property insurance products. Incurred losses and LAE on property insurance were $6.0 million, or 42.0% of earned premiums, for the three months ended March 31, 2022, compared to $6.3 million, or 40.6% of earned premiums for the same period in 2021. Underlying losses and LAE were $4.1 million, or 28.7% of earned premiums for the three months ended March 31, 2022, compared to $3.2 million, or 20.6% of earned premiums for the same period in 2021, an increase of 8.1 percentage points due primarily to higher claim frequency. Catastrophe losses and LAE (excluding loss reserve development) were $0.4 million for the three months ended March 31, 2022, compared to $1.9 million for the same period in 2021. Catastrophe losses and LAE decreased $1.5 million due primarily to lower severity of catastrophe claims. Adverse loss and LAE reserve development was $1.5 million for the three months ended March 31, 2022, compared to an adverse development of $1.2 million in the same period in 2021.

Insurance expenses decreased $1.0 million for the three months ended March 31, 2022, compared to the same period in 2021 due primarily to lower levels of initiative spend on investments made to modernize and enhance the capabilities of the business.

Investment Results

Net Investment Income

Net Investment Income for the three months ended March 31, 2022 and 2021 was:


	Three Months Ended
(Dollars in Millions)		Mar 31, 2022		Mar 31, 2021
Investment Income:
Interest on Fixed Income Securities		$	68.7	$	69.0
Dividends on Equity Securities Excluding Alternative Investments		1.5		2.1
Alternative Investments:
Equity Method Limited Liability Investments		13.3		22.5

Limited Liability Investments Included in Equity Securities		7.6		4.5
Total Alternative Investments		20.9		27.0
Short-term Investments		0.1		1.2
Loans to Policyholders		5.5		5.5
Real Estate		2.2		2.4
Other		10.0		4.7
Total Investment Income		108.9		111.9
Investment Expenses:
Real Estate		2.5		2.1
Other Investment Expenses		6.4		6.7
Total Investment Expenses		8.9		8.8
Net Investment Income		$	100.0	$	103.1

Net Investment Income was $100.0 million and $103.1 million for the three months ended March 31, 2022 and 2021, respectively. Net Investment Income decreased by $3.1 million in 2022 due primarily to lower valuations of Equity Method Limited Liability Investments partially offset by higher volume of distributions received from appreciated Limited Liability Investments included in Equity Securities. Increase in Other Net Investment Income is driven by income from Company-Owned Life Insurance due to higher average investment balance and rate.

Income and distributions on Alternative Investments can fluctuate significantly between periods as they are influenced by operating performance of the underlying investments, changes in market or economic conditions or the timing of asset sales.

Total Comprehensive Investment Gains (Losses)

The components of Total Comprehensive Investment Gains (Losses) for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Recognized in Condensed Consolidated Statements of Income:
Income (Loss) from Change in Fair Value of Equity and Convertible Securities	$	(28.2)	$	52.2
Gains on Sales	2.4		14.9
Losses on Sales	(0.9)		(1.1)
Impairment Losses	(8.9)		(4.0)


Net Gains (Losses) Recognized in Condensed Consolidated Statements of Income	(35.6)		62.0
Recognized in Other Comprehensive Income (Loss)	(651.9)		(366.1)
Total Comprehensive Investment Gains (Losses)	$	(687.5)	$	(304.1)

Investment Results (Continued)

Total Comprehensive Investment Gains (Losses) decreased by $383.4 million primarily due to a decrease in the fair value of the Company’s fixed income bond portfolio and a loss from the change in fair value of the Company’s fair value method equity and convertible securities.

Income (Loss) from Change in Fair Value of Equity and Convertible Securities

The components of Income (Loss) from Change in Fair Value of Equity and Convertible Securities for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Preferred Stocks	$	(2.4)	$	0.5
Common Stocks	0.4		0.4
Other Equity Interests:
Exchange Traded Funds	(30.9)		25.9
Limited Liability Companies and Limited Partnerships	4.5		23.2
Total Other Equity Interests	(26.4)		49.1
Income (Loss) from Change in Fair Value of Equity Securities	(28.4)		50.0
Income (Loss) from Change in Fair Value of Convertible Securities	0.2		2.2
Income (Loss) from Change in Fair Value of Equity and Convertible Securities	$	(28.2)	$	52.2

Net Realized Gains on Sales of Investments

The components of Net Realized Gains on Sales of Investments for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Fixed Maturities:
Gains on Sales	$	0.4	$	13.2
Losses on Sales	(0.8)		(1.1)
Equity Securities:
Gains on Sales	2.0		1.7
Losses on Sales	(0.1)		—











Net Realized Gains on Sales of Investments	$	1.5	$	13.8

Gross Gains on Sales	$	2.4	$	14.9
Gross Losses on Sales	(0.9)		(1.1)

Net Realized Gains on Sales of Investments	$	1.5	$	13.8

Investment Results (Continued)

Impairment Losses

The Company regularly reviews its investment portfolio to determine whether a decline in the fair value of an investment has occurred from credit or other, non-credit related factors. If the decline in fair value is due to credit factors and the Company does not expect to receive cash flows sufficient to support the entire amortized cost basis, the credit loss is reported in the Condensed Consolidated Statements of Income in the period that the declines are evaluated. The components of Impairment Losses in the Condensed Consolidated Statements of Income for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
	Mar 31, 2022			Mar 31, 2021
(Dollars in Millions)	Amount		Number of Issuers	Amount		Number of Issuers
Fixed Maturities	$	(8.9)	17	$	(3.2)	6
Equity Securities	—		—	(0.8)		1

Impairment Losses	$	(8.9)		$	(4.0)

Investment Quality and Concentrations

The Company’s fixed maturity investment portfolio is comprised primarily of high-grade corporate, municipal and agency bonds. At March 31, 2022, 94.9% of the Company’s fixed maturity investment portfolio was rated investment-grade, which the Company defines as a security issued by a high quality obligor with at least a relatively stable credit profile and where it is highly likely that all contractual payments of principal and interest will timely occur and carry a rating from the National Association of Insurance Commissioners (“NAIC”) of 1 or 2. Securities with a rating of 1 or 2 from the NAIC typically are rated by one of more Nationally Recognized Statistical Rating Organizations and either have a rating of AAA, AA, A or BBB from Standard & Poor’s (“S&P”); a rating of Aaa, Aa, A or Baa from Moody’s Investors Service (“Moody’s”); or a rating of AAA, AA, A or BBB from Fitch Ratings.

The following table summarizes the credit quality of the Company’s fixed maturity investment portfolio at March 31, 2022 and December 31, 2021:


(Dollars in Millions)		Mar 31, 2022				Dec 31, 2021
NAIC Rating	Rating	Fair Value		Percentage		Fair Value		Percentage
1	AAA, AA, A	$	5,302.9	68.1	%	$	5,351.6	67.0	%
2	BBB	2,087.4		26.8		2,215.1		27.7
3-4	BB, B	307.0		4.0		331.0		4.2
5-6	CCC or Lower	86.6		1.1		89.2		1.1
Total Investments in Fixed Maturities		$	7,783.9	100.0	%	$	7,986.9	100.0	%

Gross unrealized losses on the Company’s investments in below-investment-grade fixed maturities were $17.2 million and $9.0 million at March 31, 2022 and December 31, 2021, respectively.

Investment Quality and Concentrations (Continued)

The following table summarizes the fair value of the Company’s investments in governmental fixed maturities at March 31, 2022 and December 31, 2021:


	Mar 31, 2022				Dec 31, 2021
(Dollars in Millions)	Fair Value		Percentage of Total Investments		Fair Value		Percentage of Total Investments
U.S. Government and Government Agencies and Authorities	$	630.4	6.3	%	$	637.4	6.1	%
States and Political Subdivisions:

Revenue Bonds	1,421.4		14.3		1,516.1		14.6
States	219.3		2.2		235.8		2.3
Political Subdivisions	129.5		1.3		138.2		1.3
Foreign Governments	5.0		0.1		5.5		0.1
Total Investments in Governmental Fixed Maturities	$	2,405.6	24.2	%	$	2,533.0	24.4	%

The following table summarizes the fair value of the Company’s investments in non-governmental fixed maturities by industry at March 31, 2022 and December 31, 2021.


	Mar 31, 2022				Dec 31, 2021
(Dollars in Millions)	Fair Value		Percentage of Total Investments		Fair Value		Percentage of Total Investments
Finance, Insurance and Real Estate	$	2,135.8	21.4	%	$	1,996.7	19.2	%
Manufacturing	1,445.9		14.5		1,571.0		15.1
Transportation, Communication and Utilities	769.1		7.7		815.8		7.9
Services	597.7		6.0		617.5		5.9
Mining	239.0		2.4		254.3		2.4
Retail Trade	162.4		1.6		171.4		1.7
Construction	20.4		0.2		13.1		0.1
Other	7.9		0.1		14.1		0.1
Wholesale Trade	0.2		—		—		—
Total Investments in Non-governmental Fixed Maturities	$	5,378.4	53.9	%	$	5,453.9	52.4	%

The following table summarizes the fair value of the Company’s investments in non-governmental fixed maturities by range of amount invested at March 31, 2022.


(Dollars in Millions)	Number of Issues	Aggregate Fair Value
Below $5	669	$	1,405.8
$5 -$10	211	1,549.2
$10 - $20	116	1,541.9
$20 - $30	30	730.8
Greater Than $30	4	150.6
Total	1,030	$	5,378.3

The Company’s short-term investments primarily consist of money market funds and short term bonds. At March 31, 2022, the Company had $243.5 million invested in money market funds which primarily invest in U.S. Treasury securities and $0.4 million invested in U.S. treasury bills and short-term bonds.

Investment Quality and Concentrations (Continued)

The following table summarizes the fair value of the Company’s ten largest investment exposures in a single issuer, excluding investments in U.S. Government and Government Agencies and Authorities and Short-term Investments, at March 31, 2022:


(Dollars in Millions)	Fair Value		Percentage of Total Investments
Fixed Maturities:
States including their Political Subdivisions:
Texas	$	136.6	1.4	%
California	103.7		1.0
New York	91.4		0.9
Georgia	89.8		0.9
Michigan	76.6		0.8
Florida	70.8		0.7
Louisiana	69.7		0.7
Colorado	65.2		0.7
Equity Securities at Fair Value—Other Equity Interests:

Vanguard Total World Stock ETF	112.1		1.1
iShares® Core MSCI Total International Stock ETF	75.6		0.8


Total	$	891.5	9.0	%

Investments in Limited Liability Companies and Limited Partnerships

The Company owns investments in various limited liability investment companies and limited partnerships that primarily invest in mezzanine debt, distressed debt, real estate and senior debt. The Company’s investments in these limited liability investment companies and limited partnerships are reported either as Equity Method Limited Liability Investments, Other Equity Interests and included in Equity Securities at Fair Value, or Equity Securities at Modified Cost depending on the accounting method used to report the investment. Additional information pertaining to these investments at March 31, 2022 and December 31, 2021 is presented below.


	Unfunded Commitment		Reported Value
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2022		Dec 31, 2021
Reported as Equity Method Limited Liability Investments:
Mezzanine Debt	$	40.2	$	121.0	$	120.0
Senior Debt	49.0		25.8		27.5
Distressed Debt	—		18.9		21.7
Secondary Transactions	2.1		12.9		11.7
Leveraged Buyout	0.9		9.2		8.7
Growth Equity	—		1.3		0.7
Real Estate	—		29.7		29.9
Hedge Fund	—		0.5		8.7
Other	—		10.7		13.0
Total Equity Method Limited Liability Investments	92.2		230.0		241.9

Alternative Energy Partnership Investments	—		22.4		39.6

Reported as Other Equity Interests at Fair Value:
Mezzanine Debt	52.5		131.8		129.3
Senior Debt	15.7		30.2		29.9
Distressed Debt	18.6		45.2		44.9
Secondary Transactions	5.6		3.7		4.0
Hedge Funds	—		68.1		82.7
Leveraged Buyout	8.3		34.8		32.2
Growth Equity	0.5		4.0		2.0
Other	—		—		—
Total Reported as Other Equity Interests at Fair Value	101.2		317.8		325.0
Reported as Equity Securities at Modified Cost:

Other	—		7.6		7.7
Total Reported as Equity Securities at Modified Cost	—		7.6		7.7


Total Investments in Limited Liability Companies and Limited Partnerships	$	193.4	$	577.8	$	614.2

The Company expects that it will be required to fund its commitments over the next several years. The Company expects that the proceeds from distributions from these investments will be the primary source of funding of such commitments.

Expenses

Expenses for the three months ended March 31, 2022 and 2021 were:


	Three Months Ended
(Dollars in Millions)	Mar 31, 2022		Mar 31, 2021
Insurance Expenses:
Commissions	$	191.9	$	195.2
General Expenses	87.1		84.6
Taxes, Licenses and Fees	25.4		25.4
Total Costs Incurred	304.4		305.2
Net Policy Acquisition Costs Amortized (Deferred)	(2.5)		(22.4)
Amortization of Value of Business Acquired (“VOBA”)	2.1		0.9

Insurance Expenses	304.0		283.7
Loss from Early Extinguishment of Debt	3.7		—
Interest and Other Expenses:
Interest Expense	12.7		11.1
Other Expenses:


Acquisition Related Transaction, Integration and Other Costs	4.7		16.3
Other	36.7		29.8
Other Expenses	41.4		46.1
Interest and Other Expenses	54.1		57.2
Total Expenses	$	361.8	$	340.9

Insurance Expenses

Insurance Expenses increased by $20.3 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to a lower net deferral of policy acquisition costs as premium growth slowed due to ongoing profit improvement actions.

Loss from Early Extinguishment of Debt

Loss from Early Extinguishment of Debt increased by $3.7 million for the three months ended March 31, 2022, compared to the same period in 2021 due to the redemption of the 2022 Senior Notes.

Interest and Other Expenses

Interest expense increased by $1.6 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to the addition of the 2032 Senior Notes and the 2062 Junior Debentures during the three months ended March 31, 2022.

Other expenses decreased by $4.7 million for the three months ended March 31, 2022, compared to the same period in 2021, due primarily to a decrease in acquisition-related integration expenses, partially offset by an increase in miscellaneous corporate expenses.

Income Taxes

The federal corporate statutory income tax rate was 21% for the three months ended March 31, 2022 and March 31, 2021. The Company’s effective income tax rate differs from the federal corporate income tax rate due primarily to (1) the effects of tax-exempt investment income, (2) nontaxable income associated with the change in cash surrender value on Company-Owned Life Insurance, (3) Alternative Energy Partnership Investment tax credits, (4) a permanent difference between the amount of long-term equity-based compensation expense recognized under GAAP and the amount deductible in the computation of Federal taxable income, and (5) a permanent difference associated with nondeductible executive compensation.

Tax-exempt investment income and dividends received deductions collectively were $6.3 million for the three months ended March 31, 2022, compared to $5.0 million for the same period in 2021.The nontaxable increase in cash surrender value on Company-Owned Life Insurance was $8.3 million for the three months ended March 31, 2022, compared to $4.6 million for the

Income Taxes (Continued)

same period in 2021. The Company realized net investment tax credits of $3.5 million for the three months ended March 31, 2022, compared to $25.4 million for the same period in 2021. The amount of expense recognized for long-term equity-based compensation expense under GAAP was $3.6 million higher than the amount that would be deductible under the IRC for the three months ended March 31, 2022, compared to $1.5 million lower for the same period in 2021. The amount of nondeductible executive compensation was $3.1 million for the three months ended March 31, 2022, compared to $3.5 million for the same period in 2021.

Recently Issued Accounting Pronouncements

Liquidity and Capital Resources

Long-term Debt

The Company designates debt obligations as either short-term or long-term based on maturity date at issuance, or in the case of the 2022 Senior Notes, based on the date of assumption. Total amortized cost of Long-term Debt outstanding at March 31, 2022 and December 31, 2021 was:


(Dollars in Millions)	Mar 31, 2022		Dec 31, 2021
Senior Notes:
5.000% Senior Notes due September 19, 2022	$	—	$	276.7
4.350% Senior Notes due February 15, 2025	449.1		449.0
2.400% Senior Notes due September 30, 2030	396.3		396.2
3.800% Senior Notes due February 23, 2032	395.1		—
5.875% Fixed-Rate Reset Junior Subordinated Debentures Due 2062	144.7		—
Total Long-term Debt Outstanding	$	1,385.2	$	1,121.9

See Note 13, “Debt,” to the Consolidated Financial Statements for more information regarding the Company’s long-term debt.

Amended and Extended Credit Agreement

Federal Home Loan Bank Agreements

Kemper’s subsidiaries, United Insurance, Trinity and Alliance are members of the FHLB of Chicago, Dallas and San Francisco, respectively. Alliance became a member of the FHLB of San Francisco in August 2020. United Insurance and Trinity became members of the FHLBs of Chicago and Dallas, respectively, in 2013. Under their memberships, United, Trinity and Alliance may borrow through the advance program of their respective FHLB. As a requirement of membership in the FHLB, United Insurance, Trinity and Alliance must maintain certain levels of investment in FHLB common stock and additional amounts based on the level of outstanding borrowings. The Company’s investments in FHLB common stock are reported at cost and included in Equity Securities at Modified Cost. The carrying value of FHLB of Chicago common stock was $14.7 million and $11.8 million at March 31, 2022 and December 31, 2021, respectively. The carrying value of FHLB of Dallas common stock was $3.4 million at March 31, 2022 and December 31, 2021, respectively. The carrying value of FHLB of San Francisco common stock was $1.7 million at March 31, 2022 and December 31, 2021, respectively. The Company periodically uses short-term FHLB borrowings for a combination of cash management and risk management purposes, in addition to long-term FHLB borrowings for spread lending purposes.

Liquidity and Capital Resources (Continued)

During the first three months of 2022, United Insurance received advances of $208.4 million from the FHLB of Chicago and made repayments of $57.1 million. United Insurance had outstanding advances from the FHLB of Chicago totaling $553.1 million at March 31, 2022. These advances were made in connection with the Company’s spread lending program. The proceeds related to these advances were used to purchase fixed maturity securities to earn incremental net investment income.

With respect to these advances, United Insurance held pledged securities in a custodial account with the FHLB of Chicago with a fair value of $622.5 million at March 31, 2022. The fair value of the collateral pledged must be maintained at certain specified levels above the borrowed amount, which can vary depending on the assets pledged. If the fair value of the collateral declines below these specified levels of the amount borrowed, United Insurance would be required to pledge additional collateral or repay outstanding borrowings. See Note 12, “Policyholder Obligations,” to the Condensed Consolidated Financial Statements for additional information about the United Insurance advances and related funding agreements.

Common Stock Repurchases

On May 6, 2020, Kemper’s Board of Directors authorized the repurchase of up to an additional $200.0 million of Kemper’s common stock, in addition to $133.3 million remaining under the August 6, 2014 authorization, bringing the remaining share repurchase authorization to approximately $333.3 million. As of March 31, 2022 the remaining share repurchase authorization under the repurchase program was $171.6 million. The amount and timing of any future share repurchases under the authorization will depend on a variety of factors, including market conditions, the Company’s financial condition, results of operations, available liquidity, particular circumstances and other considerations.

During the three months ended March 31, 2022 the Company did not repurchase any shares of its common stock. During the three months ended March 31, 2021 the Company repurchased approximately 590,000 shares of its common stock under its share repurchase authorization for an aggregate cost of $47.1 million and an average cost per share of $79.36.

Dividends to Shareholders

Kemper paid a quarterly dividend to shareholders of $0.31 per common share in the first quarter of 2022. Dividends and dividend equivalents paid were $19.8 million for the three months ended March 31, 2022.

Subsidiary Dividends and Capital Contributions

Various state insurance laws restrict the ability of Kemper’s insurance subsidiaries to pay dividends without regulatory approval. Such insurance laws generally restrict the amount of dividends paid in an annual period to the greater of statutory net income from the previous year or 10% of statutory capital and surplus. Kemper’s insurance subsidiaries collectively did not pay any dividends to Kemper during the first three months of 2022. Kemper estimates that its direct insurance subsidiaries would be able to pay approximately $128.6 million in additional dividends to Kemper during the remainder of 2022 without prior regulatory approval.

Sources and Uses of Funds

Kemper and its direct non-insurance subsidiaries directly held cash and investments totaling $318.3 million at March 31, 2022, compared to $233.9 million at December 31, 2021.

The primary sources of funds available for repayment of Kemper’s indebtedness, repurchases of common stock, future shareholder dividend payments and the payment of interest on Kemper’s senior notes and term loan, include cash and investments directly held by Kemper, receipt of dividends from Kemper’s insurance subsidiaries and borrowings under the credit agreement and from subsidiaries.

The primary sources of funds for Kemper’s insurance subsidiaries are premiums, investment income, proceeds from the sales and maturity of investments, advances from the FHLBs of Chicago, Dallas and San Francisco, and capital contributions from Kemper. The primary uses of funds are the payment of policyholder benefits under life insurance contracts, claims under property and casualty insurance contracts and accident and health insurance contracts, the payment of commissions and general expenses, the purchase of investments and repayments of advances from the FHLBs of Chicago, Dallas and San Francisco.

Generally, there is a time lag between when premiums are collected and when policyholder benefits and insurance claims are paid. During periods of growth, property and casualty insurance companies typically experience positive operating cash flows and are able to invest a portion of their operating cash flows to fund future policyholder benefits and claims. During periods in which premium revenues decline, insurance companies may experience negative cash flows from operations and may need to

Liquidity and Capital Resources (Continued)

sell investments to fund payments to policyholders and claimants. In addition, if the Company’s property and casualty insurance subsidiaries experience several significant catastrophic events over a relatively short period of time, investments may have to be sold in advance of their maturity dates to fund payments, which could result in either investment gains or losses. Management believes that its property and casualty insurance subsidiaries maintain adequate levels of liquidity in the event that they were to experience several future catastrophic events over a relatively short period of time.

Information about the Company’s cash flows for three months ended March 31, 2022 and 2021 is presented below.


DOLLARS IN MILLIONS	March 31, 2022		March 31, 2021
Net Cash Provided by (Used in) Operating Activities	$	(18.2)	$	140.6
Net Cash Provided by (Used in) Investing Activities	(225.1)		311.7
Net Cash Provided by (Used in) Financing Activities	392.4		(111.0)

Cash available for investment activities in total is dependent on cash flow from Operating Activities and Financing Activities and the level of cash the Company elects to maintain.

Cash Provided by (Used in) Operating Activities

Net cash used by Operating Activities was $18.2 million for the three months ended March 31, 2022, compared to generating $140.6 million of net cash for the same period in 2021, a decrease of $158.8 million. Cash from operating activities decreased primarily due to higher paid losses within the P&C business in 2022 due to an increase in frequency and rising loss costs from increased severity trends caused by rising inflation and supply chain constraints. This is partially offset by higher premium collections due to the acquisition of AAC in the second quarter of 2021.

Cash Provided by (Used in) Investing Activities

Net cash used by Investing Activities for the three months ended March 31, 2022 was $225.1 million, compared to cash provided of $311.7 million for the same period in 2021, a decrease of $536.8 million. This was primarily due to the sale of short-term investments in 2021 to fund the cash acquisition of AAC. The Company also had increased net purchases of fixed maturities, mostly funded by higher proceeds from sales, calls and maturities of the existing fixed maturity portfolio and sales of equity securities.

Cash Provided by (Used in) Financing Activities

Net cash provided by Financing Activities for the three months ended March 31, 2022 was $392.4 million, compared to cash used of $111.0 million for the same period in 2021, an increase of $503.4 million. This was primarily due to the issuance of the 2032 Senior Notes and 2062 Junior Debentures, partially of offset by the redemption of the 2022 Senior Notes. Additionally, the Company increased its net advances under the FHLB spread-lending program due to a more attractive interest rate environment in 2022.

Critical Accounting Estimates

Kemper’s subsidiaries conduct their operations in two industries: property and casualty insurance and life and health insurance. Accordingly, the Company is subject to several industry-specific accounting principles under GAAP. The preparation of financial statements in accordance with GAAP requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The process of estimation is inherently uncertain. Accordingly, actual results could ultimately differ materially from the estimated amounts reported in a company’s financial statements. Different assumptions are likely to result in different estimates of reported amounts.

The Company’s critical accounting policies most sensitive to estimates include the valuation of investments, the valuation of reserves for property and casualty insurance incurred losses and LAE, the assessment of recoverability of goodwill and the valuation of pension benefit obligations. The Company’s critical accounting policies are described in the MD&A included in the 2021 Annual Report. There have been no material changes to the information disclosed in the 2021 Annual Report with respect to these critical accounting estimates and the Company’s critical accounting policies.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to the Company’s disclosures about market risk in Item 7A, “Quantitative and Qualitative Disclosures About Market Risk of Part II of the 2021 Annual Report. Accordingly, no disclosures about market risk have been made in Item 3 of this Form 10-Q.

Item 4. Controls and Procedures

(a)Evaluation of disclosure controls and procedures.

The Company’s management, with the participation of Kemper’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this report. Based on such evaluation, Kemper’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by Kemper in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified by the SEC’s rules and forms, and accumulated and communicated to the Company’s management, including Kemper’s Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

(b)Changes in internal control over financial reporting.

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

PART II - OTHER INFORMATION

Items not listed here have been omitted because they are inapplicable or the answer is negative.

Item 1. Legal Proceedings

Information concerning pending legal proceedings is incorporated herein by reference to Note 16, “Contingencies,” to the Condensed Consolidated Financial Statements in Part I of this Form 10-Q.

Item 1A. Risk Factors

For a discussion of the Company’s significant risk factors, see Item 1A. of Part I of the 2021 Annual Report. Readers are also advised to consider other factors not presently known by, or considered material to, the Company that could materially affect the Company’s business, financial condition and results of operations, along with other information disclosed in the 2021 Annual Report and this Quarterly Report on Form 10-Q, including the factors set forth under the caption “Caution Regarding Forward-Looking Statements” beginning on page 1 of the 2021 Annual Report and on page 1 of this Quarterly Report on Form 10-Q, and to consult any further disclosures Kemper makes on related subjects in its filings with the SEC.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On May 6, 2020, Kemper’s Board of Directors authorized the repurchase of up to an additional $200.0 million of Kemper common stock, in addition to the $133.3 million remaining under the August 6, 2014 authorization, bringing the remaining share repurchase authorization to approximately $333.3 million. As of December 31, 2021, the remaining share repurchase authorization was $171.6 million under the repurchase program. During the quarter ended March 31, 2022, Kemper did not repurchase any shares. As of March 31, 2022, the remaining share repurchase authorization was $171.6 million under the repurchase program.

All purchases were made in the open market in accordance with applicable federal securities laws, including Rule 10b-18 and Rule 10b5-1 of the Securities Exchange Act of 1934.

Item 6. Exhibits

The Exhibit Index that follows has been filed as part of this report. Exhibit numbers correspond to the numbering system in Item 601 of Regulation S-K.

Exhibit Index

The following exhibits are either filed as a part hereof or are incorporated by reference. Exhibit numbers followed by an asterisk (*) indicate exhibits that are management contracts or compensatory plans or arrangements.

Incorporated by Reference

Exhibit Number

Exhibit Description

Form

File Number

Exhibit

Filing Date

Filed or Furnished Herewith

4.1

Second Supplemental Indenture, dated as of February 23, 2022, by and between the Company and U.S. Bank Trust Company, National Association

8-K

001-18298

4.2

February 23, 2022

4.2

Third Supplemental Indenture, dated as of March 10, 2022, by and between the Company and U.S. Bank Trust Company, National Association

8-K

001-18298

4.2

March 10, 2022

10.1

Third Amended and Restated Credit Agreement, dated as of March 15, 2022, by and among the Company, as the borrower, the lenders and issuing banks from time to time party thereto, and JPMorgan Chase Bank, N.A., as administrative agent

8-K

001-18298

10.1

March 17, 2022

18.1

Preferability letter from Deloitte & Touche LLP regarding change in accounting principle

31.1

Certification of Chief Executive Officer Pursuant to SEC Rule 13a-14(a)

31.2

Certification of Chief Financial Officer Pursuant to SEC Rule 13a-14(a)

32.1

Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

32.2

Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.1

XBRL Instance Document

101.2

XBRL Taxonomy Extension Schema Document

101.3

XBRL Taxonomy Extension Calculation Linkbase Document

101.4

XBRL Taxonomy Extension Label Linkbase Document

101.5

XBRL Taxonomy Extension Presentation Linkbase Document

101.6

XBRL Taxonomy Extension Definition Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		Kemper Corporation

Date:	May 2, 2022	/s/ JOSEPH P. LACHER, JR.
		Joseph P. Lacher, Jr.
		Chairman of the Board, President and Chief Executive Officer (Principal Executive Officer)

Date:	May 2, 2022	/s/ JAMES J. MCKINNEY
		James J. McKinney
		Executive Vice President and Chief Financial Officer (Principal Financial Officer)

Date:	May 2, 2022	/s/ ANASTASIOS OMIRIDIS
		Anastasios Omiridis
		Senior Vice President and Deputy Chief Financial Officer (Principal Accounting Officer)

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Form 10-Q KEMPER Corp For: Mar 31

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