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Acquisition of Business | 9 Months Ended
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Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract] |
Acquisition of Business | 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. 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. Note 3 - Acquisition of Business (Continued) 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.
|  | Nine Months Ended |  | Three Months Ended
(Dollars in millions) |  | Sep 30, 2022 |  | Sep 30, 2021 |  | Sep 30, 2022 |  | Sep 30, 2021
Total Revenues |  | $ | 4,200.1 |  |  | $ | 4,406.3 |  |  | $ | 1,377.6 |  |  | $ | 1,455.4 |
Total Expenses |  | 4,515.4 |  |  | 4,484.9 |  |  | 1,468.3 |  |  | 1,583.7 |
Income (Loss) from Continuing Operations before Income Taxes |  | (315.3) |  |  | (78.6) |  |  | (90.7) |  |  | (128.3) |
Net Income (Loss) |  | $ | (246.9) |  |  | $ | 0.1 |  |  | $ | (77.0) |  |  | $ | (74.1) |
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.

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- Definition The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable). + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -URI https://asc.fasb.org/topic&trid=2303972 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 805 -SubTopic 20 -Section 50 -Paragraph 5 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=128092470&loc=d3e4946-128472 + Details
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