XML 31 R18.htm IDEA: XBRL DOCUMENT v3.8.0.1
Indebtedness
12 Months Ended
Dec. 31, 2017
Debt Disclosure [Abstract]  
Indebtedness
Indebtedness
The table below provides a summary of our outstanding debt at December 31, 2017 and 2016:
Outstanding Debt
 
 
 
 
 
 
 
 
 
2017
 
Carry Value
($ in thousands)
 
Issuance Date
 
Maturity Date
 
Interest Rate
 
Original Amount
 
Debt Discount and Unamortized Issuance Costs
 
December 31, 2017
 
December 31, 2016
Description
 
 
 
 
 
 
 
Long-term:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) FHLBI
 
12/16/2016
 
12/16/2026
 
3.03
%
 
$
60,000

 

 
60,000

 
60,000

(2) FHLBNY
 
8/15/2016
 
8/16/2021
 
1.56
%
 
25,000

 

 
25,000

 
25,000

(2) FHLBNY
 
7/21/2016
 
7/21/2021
 
1.61
%
 
25,000

 

 
25,000

 
25,000

(3) Senior Notes
 
2/8/2013
 
2/9/2043
 
5.875
%
 
185,000

 
(4,570
)
 
180,430

 
180,068

(4) Senior Notes
 
11/3/2005
 
11/1/2035
 
6.70
%
 
100,000

 
(989
)
 
99,011

 
98,952

(5) Senior Notes
 
11/16/2004
 
11/15/2034
 
7.25
%
 
50,000

 
(325
)
 
49,675

 
49,647

Total long-term debt
 

 

 


 
$
445,000

 
(5,884
)
 
439,116

 
438,667



Short-term Debt
Selective Insurance Company of America ("SICA") borrowed: (i) $64 million in short-term funds from the FHLBNY on February 28, 2017 at an interest rate of 0.75%, which it repaid on March 21, 2017; and (ii) $20 million in short-term funds from the FHLBNY on November 8, 2017 at an interest rate of 1.29%, which it repaid on November 15, 2017.

The Parent's line of credit with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company (BB&T) (referred to as our "Line of Credit"), was renewed effective December 1, 2015, with a borrowing capacity of $30 million, which can be increased to $50 million with the approval of both lending partners. Our Line of Credit expires on December 1, 2020, and has an interest rate, which varies and is based on, among other factors, the Parent’s debt ratings. There were no balances outstanding under our Line of Credit at December 31, 2017 or at any time during 2017.
 
Our Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, minimum combined statutory surplus, maximum ratio of consolidated debt to total capitalization, and covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make investments and acquisitions; and (v) engage in transactions with affiliates.

The table below outlines information regarding certain of the covenants in the Line of Credit:
 
 
Required as of
 
Actual as of
 
 
December 31, 2017
 
December 31, 2017
Consolidated net worth
 
Not less than $1.2 billion
 
$1.7 billion
Statutory surplus
 
Not less than $750 million
 
$1.7 billion
Debt-to-capitalization ratio1
 
Not to exceed 35%
 
20.5%
A.M. Best financial strength rating
 
Minimum of A-
 
A
1 Calculated in accordance with the Line of Credit agreement.
 
In addition to the above requirements, the Line of Credit agreement contains a cross-default provision that provides that the Line of Credit will be in default if we fail to comply with any condition, covenant, or agreement (including payment of principal and interest when due on any debt with an aggregate principal amount of at least $20 million), which causes or permits the acceleration of principal. Additionally, the Line of Credit limits borrowings from the FHLBI and the FHLBNY to 10% of the respective member company's admitted assets for the previous year.

Long-term Debt
(1) In the first quarter of 2009, Selective Insurance Company of South Carolina ("SICSC") and Selective Insurance Company of the Southeast ("SICSE"), which are collectively referred to as the "Indiana Subsidiaries" as they are domiciled in Indiana, joined, and invested in, the FHLBI, which provides them with access to additional liquidity. The Indiana Subsidiaries’ aggregate investment in the FHLBI was $2.8 million at December 31, 2017 and December 31, 2016. Our investment provides us the ability to borrow approximately 20 times the total amount of the FHLBI common stock purchased with additional collateral, at comparatively low borrowing rates. The proceeds from the FHLBI borrowing on December 16, 2016 of $60 million were used to repay a $45 million borrowing from the FHLBI that was outstanding at the time, with the remaining $15 million used for general corporate purposes. All borrowings from the FHLBI require security. For information on investments that are pledged as collateral for these borrowings, see Note 5. "Investments" above.

(2) In the fourth quarter of 2015, SICA and Selective Insurance Company of New York ("SICNY") joined, and invested in, the FHLBNY, which provides them with access to additional liquidity. The aggregate investment for both subsidiaries was $2.6 million at December 31, 2017 and $2.8 million at December 31, 2016. Our investment provides us the ability to borrow approximately 20 times the total amount of the FHLBNY common stock purchased with additional collateral, at comparatively low borrowing rates. In 2016, SICA borrowed the following amounts from the FHLBNY: (i) $25 million in August 2016 at an interest rate of 1.56%, which is due on August 16, 2021; and (ii) $25 million from the FHLBNY at an interest rate of 1.61%, which is due on July 21, 2021.

All borrowings from the FHLBNY require security. For information on investments that are pledged as collateral for these borrowings, see Note 5. "Investments" above.

(3) In February 2013, we issued $185 million of 5.875% Senior Notes due 2043. The notes became callable by us on February 8, 2018, at a price equal to 100% of their principal outstanding amount, plus accrued and unpaid interest to, but excluding, the date of redemption. A portion of the proceeds from this debt issuance was used to fully redeem the $100 million aggregate principal amount of our 7.5% Junior Subordinated Notes due 2066. Of the remaining net proceeds, $57.1 million was used to make capital contributions to the Insurance Subsidiaries, while the balance was used for general corporate purposes. There are no financial debt covenants to which we are required to comply in regards to these Senior Notes.

(4) In November 2005, we issued $100 million of 6.70% Senior Notes due 2035. These notes were issued at a discount of $0.7 million resulting in an effective yield of 6.754%. Net proceeds of approximately $50 million were used to fund an irrevocable trust that subsequently funded certain payment obligations in respect of our outstanding debt. The remainder of the proceeds was used for general corporate purposes. The agreements covering these notes contain a standard default cross-acceleration provision that provides the 6.70% Senior Notes will enter a state of default upon the failure to pay principal when due or upon any event or condition that results in an acceleration of principal of any other debt instrument in excess of $10 million that we have outstanding concurrently with the 6.70% Senior Notes. There are no financial debt covenants to which we are required to comply in regards to these notes.

(5) In November 2004, we issued $50 million of 7.25% Senior Notes due 2034. These notes were issued at a discount of $0.1 million, resulting in an effective yield of 7.27%. We contributed $25 million of the bond proceeds to the Insurance Subsidiaries as capital. The remainder of the proceeds was used for general corporate purposes. The agreements covering these notes contain a standard default cross-acceleration provision that provides the 7.25% Senior Notes will enter a state of default upon the failure to pay principal when due or upon any event or condition that results in an acceleration of principal of any other debt instrument in excess of $10 million that we have outstanding concurrently with the 7.25% Senior Notes. There are no financial debt covenants to which we are required to comply in regards to these notes.