Table of Contents

 

 

 

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 10-Q

 


 

x

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended September 30, 2015

 

or

 

o

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: 001-10898

 


 

The Travelers Companies, Inc.

(Exact name of registrant as specified in its charter)

 


 

Minnesota

 

41-0518860

(State or other jurisdiction of
incorporation or organization)

 

(I.R.S. Employer
Identification No.)

 

485 Lexington Avenue

New York, NY 10017

(Address of principal executive offices) (Zip Code)

 

(917) 778-6000

(Registrant’s telephone number, including area code)

 


 

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 o

 

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 o

 

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

 

Large accelerated filer

x

Accelerated filer

o

 

 

Non-accelerated filer

o

Smaller reporting company

o

(Do not check if a smaller reporting company)

 

 

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

 

The number of shares of the Registrant’s Common Stock, without par value, outstanding at October 16, 2015 was 304,218,796.

 

 

 



Table of Contents

 

The Travelers Companies, Inc.

 

Quarterly Report on Form 10-Q

 

For Quarterly Period Ended September 30, 2015

 


 

TABLE OF CONTENTS

 

 

 

Page

Part I — Financial Information

 

 

 

Item 1.

Financial Statements:

 

 

 

 

 

Consolidated Statement of Income (Unaudited) — Three Months and Nine Months Ended September 30, 2015 and 2014

3

 

 

 

 

Consolidated Statement of Comprehensive Income (Unaudited) — Three Months and Nine Months Ended September 30, 2015 and 2014

4

 

 

 

 

Consolidated Balance Sheet — September 30, 2015 (Unaudited) and December 31, 2014

5

 

 

 

 

Consolidated Statement of Changes in Shareholders’ Equity (Unaudited) — Nine Months Ended September 30, 2015 and 2014

6

 

 

 

 

Consolidated Statement of Cash Flows (Unaudited) — Nine Months Ended September 30, 2015 and 2014

7

 

 

 

 

Notes to Consolidated Financial Statements (Unaudited)

8

 

 

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

39

 

 

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

73

 

 

 

Item 4.

Controls and Procedures

73

 

 

 

Part II — Other Information

 

 

 

Item 1.

Legal Proceedings

73

 

 

 

Item 1A.

Risk Factors

74

 

 

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

74

 

 

 

Item 5.

Other Information

74

 

 

 

Item 6.

Exhibits

75

 

 

 

 

SIGNATURES

75

 

 

 

 

EXHIBIT INDEX

76

 

2



Table of Contents

 

PART 1 — FINANCIAL INFORMATION

 

Item 1.  FINANCIAL STATEMENTS

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME (Unaudited)

(in millions, except per share amounts)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Premiums

 

$

6,032

 

$

5,983

 

$

17,851

 

$

17,734

 

Net investment income

 

614

 

719

 

1,838

 

2,150

 

Fee income

 

112

 

110

 

334

 

329

 

Net realized investment gains (1)

 

15

 

40

 

35

 

57

 

Other revenues

 

21

 

34

 

68

 

109

 

Total revenues

 

6,794

 

6,886

 

20,126

 

20,379

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

3,382

 

3,520

 

10,360

 

10,661

 

Amortization of deferred acquisition costs

 

987

 

984

 

2,913

 

2,899

 

General and administrative expenses

 

1,024

 

1,031

 

3,044

 

2,913

 

Interest expense

 

94

 

93

 

278

 

277

 

Total claims and expenses

 

5,487

 

5,628

 

16,595

 

16,750

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

1,307

 

1,258

 

3,531

 

3,629

 

Income tax expense

 

379

 

339

 

958

 

975

 

Net income

 

$

928

 

$

919

 

$

2,573

 

$

2,654

 

 

 

 

 

 

 

 

 

 

 

Net income per share

 

 

 

 

 

 

 

 

 

Basic

 

$

3.00

 

$

2.72

 

$

8.13

 

$

7.68

 

Diluted

 

$

2.97

 

$

2.69

 

$

8.04

 

$

7.60

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

307.6

 

335.1

 

314.3

 

342.9

 

Diluted

 

311.0

 

338.9

 

317.7

 

346.5

 

 

 

 

 

 

 

 

 

 

 

Cash dividends declared per common share

 

$

0.61

 

$

0.55

 

$

1.77

 

$

1.60

 

 


(1)         Total other-than-temporary impairment (OTTI) losses were $(14) million and $(8) million for the three months ended September 30, 2015 and 2014, respectively, and $(26) million and $(16) million for the nine months ended September 30, 2015 and 2014, respectively.  Of total OTTI, credit losses of $(14) million and $(10) million for the three months ended September 30, 2015 and 2014, respectively, and $(23) million and $(20) million for the nine months ended September 30, 2015 and 2014, respectively, were recognized in net realized investment gains.  In addition, unrealized gains (losses) from other changes in total OTTI of $0 million and $2 million for the three months ended September 30, 2015 and 2014, respectively, and $(3) million and $4 million for the nine months ended September 30, 2015 and 2014, respectively, were recognized in other comprehensive income (loss) as part of changes in net unrealized gains on investment securities having credit losses recognized in the consolidated statement of income.

 

The accompanying notes are an integral part of the consolidated financial statements.

 

3



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

(in millions)

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

928

 

$

919

 

$

2,573

 

$

2,654

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

67

 

(154

)

(829

)

901

 

Having credit losses recognized in the consolidated statement of income

 

(3

)

1

 

(13

)

4

 

Net changes in benefit plan assets and obligations

 

24

 

15

 

71

 

45

 

Net changes in unrealized foreign currency translation

 

(227

)

(203

)

(407

)

(149

)

Other comprehensive income (loss) before income taxes

 

(139

)

(341

)

(1,178

)

801

 

Income tax expense (benefit)

 

(2

)

(79

)

(330

)

311

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of taxes

 

(137

)

(262

)

(848

)

490

 

Comprehensive income

 

$

791

 

$

657

 

$

1,725

 

$

3,144

 

 

The accompanying notes are an integral part of the consolidated financial statements.

 

4



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(in millions)

 

 

 

September 30,
2015

 

December 31,
2014

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Fixed maturities, available for sale, at fair value (amortized cost $59,688 and $60,801)

 

$

61,671

 

$

63,474

 

Equity securities, available for sale, at fair value (cost $553 and $579)

 

719

 

899

 

Real estate investments

 

1,011

 

938

 

Short-term securities

 

5,128

 

4,364

 

Other investments

 

3,530

 

3,586

 

Total investments

 

72,059

 

73,261

 

 

 

 

 

 

 

Cash

 

344

 

374

 

Investment income accrued

 

613

 

685

 

Premiums receivable

 

6,559

 

6,298

 

Reinsurance recoverables

 

8,949

 

9,260

 

Ceded unearned premiums

 

789

 

678

 

Deferred acquisition costs

 

1,904

 

1,835

 

Deferred taxes

 

241

 

33

 

Contractholder receivables

 

4,390

 

4,362

 

Goodwill

 

3,579

 

3,611

 

Other intangible assets

 

280

 

304

 

Other assets

 

2,403

 

2,377

 

Total assets

 

$

102,110

 

$

103,078

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

48,596

 

$

49,850

 

Unearned premium reserves

 

12,284

 

11,839

 

Contractholder payables

 

4,390

 

4,362

 

Payables for reinsurance premiums

 

439

 

336

 

Debt

 

6,743

 

6,349

 

Other liabilities

 

5,625

 

5,506

 

Total liabilities

 

78,077

 

78,242

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Common stock (1,750.0 shares authorized; 304.2 and 322.2 shares issued and outstanding)

 

22,099

 

21,843

 

Retained earnings

 

29,263

 

27,251

 

Accumulated other comprehensive income

 

32

 

880

 

Treasury stock, at cost (458.8 and 437.3 shares)

 

(27,361

)

(25,138

)

Total shareholders’ equity

 

24,033

 

24,836

 

Total liabilities and shareholders’ equity

 

$

102,110

 

$

103,078

 

 

The accompanying notes are an integral part of the consolidated financial statements.

 

5



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

(in millions)

 

For the nine months ended September 30,

 

2015

 

2014

 

Common stock

 

 

 

 

 

Balance, beginning of year

 

$

21,843

 

$

21,500

 

Employee share-based compensation

 

105

 

120

 

Compensation amortization under share-based plans and other changes

 

151

 

144

 

Balance, end of period

 

22,099

 

21,764

 

 

 

 

 

 

 

Retained earnings

 

 

 

 

 

Balance, beginning of year

 

27,251

 

24,291

 

Net income

 

2,573

 

2,654

 

Dividends

 

(561

)

(553

)

Other

 

 

2

 

Balance, end of period

 

29,263

 

26,394

 

 

 

 

 

 

 

Accumulated other comprehensive income, net of tax

 

 

 

 

 

Balance, beginning of year

 

880

 

810

 

Other comprehensive income (loss)

 

(848

)

490

 

Balance, end of period

 

32

 

1,300

 

 

 

 

 

 

 

Treasury stock, at cost

 

 

 

 

 

Balance, beginning of year

 

(25,138

)

(21,805

)

Treasury stock acquired — share repurchase authorization

 

(2,150

)

(2,275

)

Net shares acquired related to employee share-based compensation plans

 

(73

)

(57

)

Balance, end of period

 

(27,361

)

(24,137

)

Total shareholders’ equity

 

$

24,033

 

$

25,321

 

 

 

 

 

 

 

Common shares outstanding

 

 

 

 

 

Balance, beginning of year

 

322.2

 

353.5

 

Treasury stock acquired — share repurchase authorization

 

(20.8

)

(25.4

)

Net shares issued under employee share-based compensation plans

 

2.8

 

3.3

 

Balance, end of period

 

304.2

 

331.4

 

 

The accompanying notes are an integral part of the consolidated financial statements.

 

6



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)

(in millions)

 

For the nine months ended September 30,

 

2015

 

2014

 

Cash flows from operating activities

 

 

 

 

 

Net income

 

$

2,573

 

$

2,654

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Net realized investment gains

 

(35

)

(57

)

Depreciation and amortization

 

620

 

653

 

Deferred federal income tax expense

 

105

 

93

 

Amortization of deferred acquisition costs

 

2,913

 

2,899

 

Equity in income from other investments

 

(214

)

(412

)

Premiums receivable

 

(300

)

(334

)

Reinsurance recoverables

 

247

 

403

 

Deferred acquisition costs

 

(2,998

)

(2,993

)

Claims and claim adjustment expense reserves

 

(874

)

(298

)

Unearned premium reserves

 

542

 

379

 

Other

 

95

 

181

 

Net cash provided by operating activities

 

2,674

 

3,168

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Proceeds from maturities of fixed maturities

 

8,805

 

7,975

 

Proceeds from sales of investments:

 

 

 

 

 

Fixed maturities

 

1,555

 

927

 

Equity securities

 

38

 

128

 

Real estate investments

 

15

 

5

 

Other investments

 

505

 

612

 

Purchases of investments:

 

 

 

 

 

Fixed maturities

 

(9,972

)

(8,237

)

Equity securities

 

(31

)

(47

)

Real estate investments

 

(116

)

(41

)

Other investments

 

(389

)

(406

)

Net purchases of short-term securities

 

(782

)

(1,163

)

Securities transactions in course of settlement

 

103

 

119

 

Acquisition, net of cash acquired

 

 

(12

)

Other

 

(222

)

(262

)

Net cash used in investing activities

 

(491

)

(402

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Issuance of debt

 

392

 

 

Treasury stock acquired — share repurchase authorization

 

(2,150

)

(2,275

)

Treasury stock acquired — net employee share-based compensation

 

(73

)

(56

)

Dividends paid to shareholders

 

(557

)

(549

)

Issuance of common stock — employee share options

 

142

 

154

 

Excess tax benefits from share-based payment arrangements

 

42

 

38

 

Net cash used in financing activities

 

(2,204

)

(2,688

)

Effect of exchange rate changes on cash

 

(9

)

(5

)

Net increase (decrease) in cash

 

(30

)

73

 

Cash at beginning of year

 

374

 

294

 

Cash at end of period

 

$

344

 

$

367

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information

 

 

 

 

 

Income taxes paid

 

$

882

 

$

785

 

Interest paid

 

$

217

 

$

217

 

 

The accompanying notes are an integral part of the consolidated financial statements.

 

7



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

 

1.                       BASIS OF PRESENTATION AND ACCOUNTING POLICIES

 

Basis of Presentation

 

The interim consolidated financial statements include the accounts of The Travelers Companies, Inc. (together with its subsidiaries, the Company). These financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP) and are unaudited.  In the opinion of the Company’s management, all adjustments necessary for a fair presentation have been reflected.  Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted.  All material intercompany transactions and balances have been eliminated.  The accompanying interim consolidated financial statements and related notes should be read in conjunction with the Company’s consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the Company’s 2014 Annual Report).

 

The preparation of the interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim consolidated financial statements and the reported amounts of revenues and claims and expenses during the reporting period.  Actual results could differ from those estimates.  Certain reclassifications have been made to the 2014 financial statements to conform to the 2015 presentation.

 

Adoption of Accounting Standards Updates

 

Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity

 

In April 2014, the Financial Accounting Standards Board (FASB) issued revised guidance to reduce diversity in practice for reporting discontinued operations. Under the previous guidance, any component of an entity that was a reportable segment, an operating segment, a reporting unit, a subsidiary or an asset group was eligible for discontinued operations presentation. The revised guidance only allows disposals of components of an entity that represent a strategic shift (e.g., disposal of a major geographical area, a major line of business, a major equity method investment or other major parts of an entity) and that have a major effect on a reporting entity’s operations and financial results to be reported as discontinued operations. The revised guidance also requires expanded disclosure in the financial statements for discontinued operations as well as for disposals of significant components of an entity that do not qualify for discontinued operations presentation. The updated guidance was effective for the quarter ending March 31, 2015.  The adoption of this guidance did not have any effect on the Company’s results of operations, financial position or liquidity.

 

Accounting Standards Not Yet Adopted

 

Amendments to the Consolidation Analysis

 

In February 2015, the FASB issued updated guidance that makes targeted amendments to the current consolidation accounting guidance. The update is in response to accounting complexity concerns, particularly from the asset management industry. The guidance simplifies consolidation accounting by reducing the number of approaches to consolidation, provides a scope exception to registered money market funds and similar unregistered money market funds and ends the indefinite deferral granted to investment companies from applying the variable interest entity guidance.

 

The updated guidance is effective for annual and interim periods beginning after December 15, 2015. The adoption of this guidance is not expected to have a material effect on the Company’s results of operations, financial position or liquidity.

 

Simplifying the Presentation of Debt Issuance Costs

 

In April 2015, the FASB issued updated guidance to clarify the required presentation of debt issuance costs.  The amended guidance requires that debt issuance costs be presented in the balance sheet as a direct reduction from the carrying amount of the recognized debt liability, consistent with the treatment of debt discounts.  Amortization of debt issuance costs is to be

 

8



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

1.                       BASIS OF PRESENTATION AND ACCOUNTING POLICIES, Continued

 

reported as interest expense.  The recognition and measurement guidance for debt issuance costs are not affected by the updated guidance.  The updated guidance is effective for reporting periods beginning after December 15, 2015.  Early adoption is permitted.  The updated guidance is consistent with the Company’s accounting policy and its adoption will not have any effect on the Company’s results of operations, financial position or liquidity.

 

Simplifying the Accounting for Measurement-Period Adjustments

 

In September 2015, the FASB issued updated guidance regarding business combinations that requires an acquirer to recognize post-close measurement adjustments for provisional amounts in the period the adjustment amounts are determined rather than retrospectively.  The acquirer is also required to recognize, in the same period’s financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the provisional amount, calculated as if the accounting had been completed at the acquisition date.  The updated guidance is to be applied prospectively effective for annual and interim periods beginning after December 15, 2015.  In connection with business combinations which have already been completed, the adoption of this guidance is not expected to have a material effect on the Company’s results of operations, financial position or liquidity.

 

Additional Accounting Standards Not Yet Adopted

 

Revenue from Contracts with Customers

 

In July 2015, the FASB deferred the effective date of the updated guidance on revenue recognition by one year to the quarter ending March 31, 2018.  The adoption of this guidance is not expected to have a material effect on the Company’s results of operations, financial position or liquidity.

 

For additional information regarding Revenue from Contracts with Customers and other accounting standards that the Company has not yet adopted, see the “Accounting Standards Not Yet Adoptedsection of note 1 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

Nature of Operations

 

The Company is organized into three reportable business segments: Business and International Insurance; Bond & Specialty Insurance; and Personal Insurance. These segments reflect the manner in which the Company’s businesses are currently managed and represent an aggregation of products and services based on type of customer, how the business is marketed and the manner in which risks are underwritten.  For more information regarding the Company’s nature of operations, see the Nature of Operations” section of note 1 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

9



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

2.                                      SEGMENT INFORMATION

 

The following tables summarize the components of the Company’s revenues, operating income and total assets by reportable business segments:

 

(for the three months
ended September 30,
in millions)

 

Business and
International
Insurance

 

Bond & Specialty
Insurance

 

Personal
Insurance

 

Total
Reportable
Segments

 

2015

 

 

 

 

 

 

 

 

 

Premiums

 

$

3,653

 

$

539

 

$

1,840

 

$

6,032

 

Net investment income

 

471

 

56

 

87

 

614

 

Fee income

 

112

 

 

 

112

 

Other revenues

 

5

 

4

 

9

 

18

 

Total operating revenues (1)

 

$

4,241

 

$

599

 

$

1,936

 

$

6,776

 

Operating income (1)

 

$

546

 

$

196

 

$

241

 

$

983

 

 

 

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

Premiums

 

$

3,660

 

$

527

 

$

1,796

 

$

5,983

 

Net investment income

 

557

 

64

 

98

 

719

 

Fee income

 

110

 

 

 

110

 

Other revenues

 

10

 

5

 

19

 

34

 

Total operating revenues (1)

 

$

4,337

 

$

596

 

$

1,913

 

$

6,846

 

Operating income (1)

 

$

552

 

$

165

 

$

239

 

$

956

 

 


(1)                  Operating revenues for reportable business segments exclude net realized investment gains (losses). Operating income for reportable business segments equals net income excluding the after-tax impact of net realized investment gains (losses).

 

(for the nine months
ended September 30,
in millions)

 

Business and
International
Insurance

 

Bond & Specialty
Insurance

 

Personal
Insurance

 

Total
Reportable
Segments

 

2015

 

 

 

 

 

 

 

 

 

Premiums

 

$

10,882

 

$

1,567

 

$

5,402

 

$

17,851

 

Net investment income

 

1,412

 

169

 

257

 

1,838

 

Fee income

 

334

 

 

 

334

 

Other revenues

 

18

 

14

 

33

 

65

 

Total operating revenues (1)

 

$

12,646

 

$

1,750

 

$

5,692

 

$

20,088

 

Operating income (1)

 

$

1,604

 

$

471

 

$

667

 

$

2,742

 

 

 

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

Premiums

 

$

10,849

 

$

1,554

 

$

5,331

 

$

17,734

 

Net investment income

 

1,666

 

192

 

292

 

2,150

 

Fee income

 

329

 

 

 

329

 

Other revenues

 

32

 

15

 

62

 

109

 

Total operating revenues (1)

 

$

12,876

 

$

1,761

 

$

5,685

 

$

20,322

 

Operating income (1)

 

$

1,717

 

$

511

 

$

582

 

$

2,810

 

 


(1)                  Operating revenues for reportable business segments exclude net realized investment gains (losses). Operating income for reportable business segments equals net income excluding the after-tax impact of net realized investment gains (losses).

 

10



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

2.                       SEGMENT INFORMATION, Continued

 

Business Segment Reconciliations

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

Revenue reconciliation

 

 

 

 

 

 

 

 

 

Earned premiums

 

 

 

 

 

 

 

 

 

Business and International Insurance:

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Workers’ compensation

 

$

970

 

$

928

 

$

2,889

 

$

2,759

 

Commercial automobile

 

486

 

481

 

1,432

 

1,422

 

Commercial property

 

446

 

442

 

1,329

 

1,310

 

General liability

 

487

 

472

 

1,432

 

1,376

 

Commercial multi-peril

 

790

 

774

 

2,344

 

2,292

 

Other

 

10

 

10

 

30

 

31

 

Total Domestic

 

3,189

 

3,107

 

9,456

 

9,190

 

International

 

464

 

553

 

1,426

 

1,659

 

Total Business and International Insurance

 

3,653

 

3,660

 

10,882

 

10,849

 

 

 

 

 

 

 

 

 

 

 

Bond & Specialty Insurance:

 

 

 

 

 

 

 

 

 

Fidelity and surety

 

254

 

240

 

719

 

700

 

General liability

 

240

 

243

 

716

 

721

 

Other

 

45

 

44

 

132

 

133

 

Total Bond & Specialty Insurance

 

539

 

527

 

1,567

 

1,554

 

 

 

 

 

 

 

 

 

 

 

Personal Insurance:

 

 

 

 

 

 

 

 

 

Automobile

 

893

 

835

 

2,592

 

2,471

 

Homeowners and other

 

947

 

961

 

2,810

 

2,860

 

Total Personal Insurance

 

1,840

 

1,796

 

5,402

 

5,331

 

Total earned premiums

 

6,032

 

5,983

 

17,851

 

17,734

 

Net investment income

 

614

 

719

 

1,838

 

2,150

 

Fee income

 

112

 

110

 

334

 

329

 

Other revenues

 

18

 

34

 

65

 

109

 

Total operating revenues for reportable segments

 

6,776

 

6,846

 

20,088

 

20,322

 

Other revenues

 

3

 

 

3

 

 

Net realized investment gains

 

15

 

40

 

35

 

57

 

Total consolidated revenues

 

$

6,794

 

$

6,886

 

$

20,126

 

$

20,379

 

 

 

 

 

 

 

 

 

 

 

Income reconciliation, net of tax

 

 

 

 

 

 

 

 

 

Total operating income for reportable segments

 

$

983

 

$

956

 

$

2,742

 

$

2,810

 

Interest Expense and Other (1)

 

(65

)

(63

)

(191

)

(192

)

Total operating income

 

918

 

893

 

2,551

 

2,618

 

Net realized investment gains

 

10

 

26

 

22

 

36

 

Total consolidated net income

 

$

928

 

$

919

 

$

2,573

 

$

2,654

 

 


(1) The primary component of Interest Expense and Other was after-tax interest expense of $61 million and $60 million in the three months ended September 30, 2015 and 2014, respectively, and $181 million and $180 million in the nine months ended September 30, 2015 and 2014, respectively.

 

11



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

2.                       SEGMENT INFORMATION, Continued

 

(in millions)

 

September 30,
2015

 

December 31,
2014

 

Asset reconciliation:

 

 

 

 

 

Business and International Insurance

 

$

80,905

 

$

82,309

 

Bond & Specialty Insurance

 

7,828

 

7,525

 

Personal Insurance

 

12,946

 

12,798

 

Total assets for reportable segments

 

101,679

 

102,632

 

Other assets (1)

 

431

 

446

 

Total consolidated assets

 

$

102,110

 

$

103,078

 

 


(1)                  The primary components of other assets at September 30, 2015 and December 31, 2014 were other intangible assets and deferred taxes.

 

3.                       INVESTMENTS

 

Fixed Maturities

 

The amortized cost and fair value of investments in fixed maturities classified as available for sale were as follows:

 

 

 

Amortized

 

Gross Unrealized

 

Fair

 

(at September 30, 2015, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,324

 

$

24

 

$

3

 

$

2,345

 

Obligations of states, municipalities and political subdivisions:

 

 

 

 

 

 

 

 

 

Pre-refunded

 

6,287

 

302

 

 

6,589

 

All other

 

24,075

 

1,009

 

46

 

25,038

 

Total obligations of states, municipalities and political subdivisions

 

30,362

 

1,311

 

46

 

31,627

 

Debt securities issued by foreign governments

 

1,939

 

50

 

 

1,989

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

1,874

 

142

 

3

 

2,013

 

All other corporate bonds

 

23,082

 

687

 

187

 

23,582

 

Redeemable preferred stock

 

107

 

8

 

 

115

 

Total

 

$

59,688

 

$

2,222

 

$

239

 

$

61,671

 

 

 

 

Amortized

 

Gross Unrealized

 

Fair

 

(at December 31, 2014, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,022

 

$

36

 

$

5

 

$

2,053

 

Obligations of states, municipalities and political subdivisions:

 

 

 

 

 

 

 

 

 

Pre-refunded

 

7,229

 

332

 

 

7,561

 

All other

 

24,666

 

1,356

 

10

 

26,012

 

Total obligations of states, municipalities and political subdivisions

 

31,895

 

1,688

 

10

 

33,573

 

Debt securities issued by foreign governments

 

2,320

 

48

 

 

2,368

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

2,052

 

165

 

4

 

2,213

 

All other corporate bonds

 

22,390

 

844

 

99

 

23,135

 

Redeemable preferred stock

 

122

 

10

 

 

132

 

Total

 

$

60,801

 

$

2,791

 

$

118

 

$

63,474

 

 

12



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

3.                       INVESTMENTS, Continued

 

Pre-refunded bonds of $6.59 billion and $7.56 billion at September 30, 2015 and December 31, 2014, respectively, were bonds for which states or municipalities have established irrevocable trusts, almost exclusively comprised of U.S. Treasury securities, which were created to satisfy their responsibility for payments of principal and interest.

 

Proceeds from sales of fixed maturities classified as available for sale were $1.56 billion and $927 million during the nine months ended September 30, 2015 and 2014, respectively.  Gross gains of $74 million and $34 million and gross losses of $6 million and $6 million were realized on those sales during the nine months ended September 30, 2015 and 2014, respectively.

 

Equity Securities

 

The cost and fair value of investments in equity securities were as follows:

 

 

 

 

 

Gross Unrealized

 

Fair

 

(at September 30, 2015, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

Public common stock

 

$

398

 

$

164

 

$

18

 

$

544

 

Non-redeemable preferred stock

 

155

 

27

 

7

 

175

 

Total

 

$

553

 

$

191

 

$

25

 

$

719

 

 

 

 

 

 

Gross Unrealized

 

Fair

 

(at December 31, 2014, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

Public common stock

 

$

400

 

$

295

 

$

4

 

$

691

 

Non-redeemable preferred stock

 

179

 

31

 

2

 

208

 

Total

 

$

579

 

$

326

 

$

6

 

$

899

 

 

Proceeds from sales of equity securities were $38 million and $128 million during the nine months ended September 30, 2015 and 2014, respectively.  Gross gains of $7 million and $20 million and gross losses of $4 million and $3 million were realized on those sales during the nine months ended September 30, 2015 and 2014, respectively.

 

Unrealized Investment Losses

 

The following tables summarize, for all investments in an unrealized loss position at September 30, 2015 and December 31, 2014, the aggregate fair value and gross unrealized loss by length of time those securities have been continuously in an unrealized loss position.  The fair value amounts reported in the tables are estimates that are prepared using the process described in note 4 herein and in note 4 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

13



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

3.                       INVESTMENTS, Continued

 

 

 

Less than 12 months

 

12 months or longer

 

Total

 

(at September 30, 2015, in millions)

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

499

 

$

2

 

$

25

 

$

1

 

$

524

 

$

3

 

Obligations of states, municipalities and political subdivisions

 

3,604

 

41

 

142

 

5

 

3,746

 

46

 

Debt securities issued by foreign governments

 

112

 

 

 

 

112

 

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

89

 

1

 

62

 

2

 

151

 

3

 

All other corporate bonds

 

5,322

 

130

 

696

 

57

 

6,018

 

187

 

Redeemable preferred stock

 

8

 

 

 

 

8

 

 

Total fixed maturities

 

9,634

 

174

 

925

 

65

 

10,559

 

239

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Public common stock

 

75

 

18

 

34

 

 

109

 

18

 

Non-redeemable preferred stock

 

52

 

5

 

46

 

2

 

98

 

7

 

Total equity securities

 

127

 

23

 

80

 

2

 

207

 

25

 

Total

 

$

9,761

 

$

197

 

$

1,005

 

$

67

 

$

10,766

 

$

264

 

 

 

 

Less than 12 months

 

12 months or longer

 

Total

 

(at December 31, 2014, in millions)

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

180

 

$

2

 

$

125

 

$

3

 

$

305

 

$

5

 

Obligations of states, municipalities and political subdivisions

 

173

 

1

 

797

 

9

 

970

 

10

 

Debt securities issued by foreign governments

 

50

 

 

24

 

 

74

 

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

68

 

 

192

 

4

 

260

 

4

 

All other corporate bonds

 

2,148

 

38

 

2,355

 

61

 

4,503

 

99

 

Total fixed maturities

 

2,619

 

41

 

3,493

 

77

 

6,112

 

118

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Public common stock

 

81

 

4

 

1

 

 

82

 

4

 

Non-redeemable preferred stock

 

44

 

1

 

42

 

1

 

86

 

2

 

Total equity securities

 

125

 

5

 

43

 

1

 

168

 

6

 

Total

 

$

2,744

 

$

46

 

$

3,536

 

$

78

 

$

6,280

 

$

124

 

 

14



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

3.                       INVESTMENTS, Continued

 

Unrealized losses for all fixed maturities and equity securities reported at fair value for which fair value is less than 80% of amortized cost at September 30, 2015 totaled $52 million, representing less than 1% of the combined fixed maturity and equity security portfolios on a pretax basis and less than 1% of shareholders’ equity on an after-tax basis.

 

Impairment Charges

 

Impairment charges included in net realized investment gains in the consolidated statement of income were $14 million and $10 million for the three months ended September 30, 2015 and 2014, respectively, and $23 million and $20 million for the nine months ended September 30, 2015 and 2014, respectively.

 

The cumulative credit component of other-than-temporary impairments (OTTI) on fixed maturities recognized in the consolidated statement of income for which a portion of the OTTI was recognized in other comprehensive income for fixed maturities held at September 30, 2015 and 2014 totaled $86 million and $105 million, respectively, representing less than 1% of the fixed maturity portfolio on a pretax basis and less than 1% of shareholders’ equity on an after-tax basis at both dates.  There were no significant changes in the credit component of OTTI during the three months and nine months ended September 30, 2015 and 2014 from that disclosed in note 3 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

Derivative Financial Instruments

 

From time to time, the Company enters into U.S. Treasury note futures contracts to modify the effective duration of specific assets within the investment portfolio.  U.S. Treasury futures contracts require a daily mark-to-market and settlement with the broker.  At September 30, 2015 and December 31, 2014, the Company had $450 million and $350 million notional value of open U.S. Treasury futures contracts, respectively.  Net realized investment gains (losses) in the three months ended September 30, 2015 and 2014 and the nine months ended September 30, 2015 and 2014 related to U.S. Treasury futures contracts were not significant.

 

4.                       FAIR VALUE MEASUREMENTS

 

The Company’s estimates of fair value for financial assets and financial liabilities are based on the framework established in the fair value accounting guidance.  The framework is based on the inputs used in valuation, gives the highest priority to quoted prices in active markets and requires that observable inputs be used in the valuations when available.  The disclosure of fair value estimates in the fair value accounting guidance hierarchy is based on whether the significant inputs into the valuation are observable.  In determining the level of the hierarchy in which the estimate is disclosed, the highest priority is given to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs that reflect the Company’s significant market assumptions.  The level in the fair value hierarchy within which the fair value measurement is reported is based on the lowest level input that is significant to the measurement in its entirety.  The three levels of the hierarchy are as follows:

 

·                  Level 1 - Unadjusted quoted market prices for identical assets or liabilities in active markets that the Company has the ability to access.

 

·                  Level 2 - Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; or valuations based on models where the significant inputs are observable (e.g., interest rates, yield curves, prepayment speeds, default rates, loss severities, etc.) or can be corroborated by observable market data.

 

·                  Level 3 - Valuations based on models where significant inputs are not observable.  The unobservable inputs reflect the Company’s own assumptions about the inputs that market participants would use.

 

15



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

4.                       FAIR VALUE MEASUREMENTS, Continued

 

Valuation of Investments Reported at Fair Value in Financial Statements

 

The Company utilized a pricing service to estimate fair value measurements for approximately 98% of its fixed maturities at both September 30, 2015 and December 31, 2014.

 

While the vast majority of the Company’s fixed maturities are included in Level 2, the Company holds a number of municipal bonds and corporate bonds which are not valued by the pricing service and estimates the fair value of these bonds using an internal pricing matrix with some unobservable inputs that are significant to the valuation.  Due to the limited amount of observable market information, the Company includes the fair value estimates for these particular bonds in Level 3.  The fair value of the fixed maturities for which the Company used an internal pricing matrix was $177 million and $92 million at September 30, 2015 and December 31, 2014, respectively.  Additionally, the Company holds a small amount of other fixed maturity investments that have characteristics that make them unsuitable for matrix pricing.  For these fixed maturities, the Company obtains a quote from a broker (primarily the market maker).  The fair value of the fixed maturities for which the Company received a broker quote was $93 million and $140 million at September 30, 2015 and December 31, 2014, respectively.  Due to the disclaimers on the quotes that indicate that the price is indicative only, the Company includes these fair value estimates in Level 3.

 

For more information regarding the valuation of the Company’s fixed maturities, equity securities and other investments, see note 4 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

Fair Value Hierarchy

 

The following tables present the level within the fair value hierarchy at which the Company’s financial assets and financial liabilities are measured on a recurring basis at September 30, 2015 and December 31, 2014.  An investment transferred between levels during a period is transferred at its fair value as of the beginning of that period.

 

(at September 30, 2015, in millions)

 

Total

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Invested assets:

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,345

 

$

2,345

 

$

 

$

 

Obligations of states, municipalities and political subdivisions

 

31,627

 

25

 

31,588

 

14

 

Debt securities issued by foreign governments

 

1,989

 

 

1,989

 

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

2,013

 

 

1,979

 

34

 

All other corporate bonds

 

23,582

 

101

 

23,266

 

215

 

Redeemable preferred stock

 

115

 

4

 

104

 

7

 

Total fixed maturities

 

61,671

 

2,475

 

58,926

 

270

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

Public common stock

 

544

 

544

 

 

 

Non-redeemable preferred stock

 

175

 

63

 

112

 

 

Total equity securities

 

719

 

607

 

112

 

 

 

 

 

 

 

 

 

 

 

 

Other investments

 

56

 

17

 

 

39

 

Total

 

$

62,446

 

$

3,099

 

$

59,038

 

$

309

 

 

During the nine months ended September 30, 2015, the Company’s transfers between Level 1 and Level 2 were not significant.

 

16



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

4.                       FAIR VALUE MEASUREMENTS, Continued

 

(at December 31, 2014, in millions)

 

Total

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Invested assets:

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,053

 

$

2,049

 

$

4

 

$

 

Obligations of states, municipalities and political subdivisions

 

33,573

 

 

33,560

 

13

 

Debt securities issued by foreign governments

 

2,368

 

 

2,368

 

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

2,213

 

 

2,203

 

10

 

All other corporate bonds

 

23,135

 

 

22,934

 

201

 

Redeemable preferred stock

 

132

 

2

 

122

 

8

 

Total fixed maturities

 

63,474

 

2,051

 

61,191

 

232

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

Public common stock

 

691

 

691

 

 

 

Non-redeemable preferred stock

 

208

 

82

 

126

 

 

Total equity securities

 

899

 

773

 

126

 

 

 

 

 

 

 

 

 

 

 

 

Other investments

 

55

 

19

 

 

36

 

Total

 

$

64,428

 

$

2,843

 

$

61,317

 

$

268

 

 

During the year ended December 31, 2014, the Company’s transfers between Level 1 and Level 2 were not significant.

 

There was no significant activity in Level 3 of the hierarchy during the nine months ended September 30, 2015 or the year ended December 31, 2014.

 

Financial Instruments Disclosed, But Not Carried, At Fair Value

 

The Company uses various financial instruments in the normal course of its business. The following tables present the carrying value and fair value of the Company’s financial assets and financial liabilities disclosed, but not carried, at fair value at September 30, 2015 and December 31, 2014, and the level within the fair value hierarchy at which such assets and liabilities are categorized.

 

(at September 30, 2015, in millions)

 

Carrying
Value

 

Fair
Value

 

Level 1

 

Level 2

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

Short-term securities

 

$

5,128

 

$

5,128

 

$

1,943

 

$

3,148

 

$

37

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

Debt

 

$

6,643

 

$

7,623

 

$

 

$

7,623

 

$

 

Commercial paper

 

$

100

 

$

100

 

$

 

$

100

 

$

 

 

(at December 31, 2014, in millions)

 

Carrying
Value

 

Fair
Value

 

Level 1

 

Level 2

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

Short-term securities

 

$

4,364

 

$

4,364

 

$

1,283

 

$

3,042

 

$

39

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

Debt

 

$

6,249

 

$

7,522

 

$

 

$

7,522

 

$

 

Commercial paper

 

$

100

 

$

100

 

$

 

$

100

 

$

 

 

17



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

4.                       FAIR VALUE MEASUREMENTS, Continued

 

The Company utilized a pricing service to estimate fair value for approximately 98% of short-term securities at both September 30, 2015 and December 31, 2014.  For a description of the process and inputs used by the pricing service to estimate fair value, see the “Fixed Maturities” section in note 4 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

The Company utilized a pricing service to estimate fair value for 100% of its debt, including commercial paper, at September 30, 2015 and December 31, 2014.

 

The Company had no material assets or liabilities that were measured at fair value on a non-recurring basis during the nine months ended September 30, 2015 or twelve months ended December 31, 2014.

 

5.                       GOODWILL AND OTHER INTANGIBLE ASSETS

 

Goodwill

 

The following table presents the carrying amount of the Company’s goodwill by segment at September 30, 2015 and December 31, 2014:

 

(in millions)

 

September 30,
2015

 

December 31,
2014

 

Business and International Insurance (1)

 

$

2,443

 

$

2,476

 

Bond & Specialty Insurance

 

496

 

495

 

Personal Insurance

 

612

 

613

 

Other

 

28

 

27

 

Total

 

$

3,579

 

$

3,611

 

 


(1)  Includes goodwill associated with the Company’s international business which is subject to the impact of changes in foreign currency exchange rates.

 

Other Intangible Assets

 

The following tables present a summary of the Company’s other intangible assets by major asset class at September 30, 2015 and December 31, 2014:

 

(at September 30, 2015, in millions)

 

Gross
Carrying
Amount

 

Accumulated
Amortization

 

Net

 

Intangibles subject to amortization

 

 

 

 

 

 

 

Customer-related (1)

 

$

4

 

$

4

 

$

 

Fair value adjustment on claims and claim adjustment expense reserves, reinsurance recoverables and other contract-related intangibles (2)

 

208

 

145

 

63

 

Total intangible assets subject to amortization

 

212

 

149

 

63

 

Intangible assets not subject to amortization

 

217

 

 

217

 

Total other intangible assets

 

$

429

 

$

149

 

$

280

 

 

18



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

5.                       GOODWILL AND OTHER INTANGIBLE ASSETS, Continued

 

(at December 31, 2014, in millions)

 

Gross
Carrying
Amount

 

Accumulated
Amortization

 

Net

 

Intangibles subject to amortization

 

 

 

 

 

 

 

Customer-related

 

$

460

 

$

446

 

$

14

 

Fair value adjustment on claims and claim adjustment expense reserves, reinsurance recoverables and other contract-related intangibles (2)

 

209

 

136

 

73

 

Total intangible assets subject to amortization

 

669

 

582

 

87

 

Intangible assets not subject to amortization

 

217

 

 

217

 

Total other intangible assets

 

$

886

 

$

582

 

$

304

 

 


(1)         Certain customer-related intangible assets became fully amortized during the second quarter of 2015.

 

(2)   The time value of money and the risk adjustment (cost of capital) components of the intangible asset run off at different rates, and, as such, the amount recognized in income may be a net benefit in some periods and a net expense in other periods.

 

The following presents a summary of the Company’s amortization expense for other intangible assets by major asset class:

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Customer-related

 

$

 

$

8

 

$

14

 

$

24

 

Fair value adjustment on claims and claim adjustment expense reserves, reinsurance recoverables and other contract-related intangibles

 

3

 

4

 

9

 

11

 

Total amortization expense

 

$

3

 

$

12

 

$

23

 

$

35

 

 

Intangible asset amortization expense is estimated to be $3 million for the remainder of 2015, $10 million in 2016, $9 million in 2017, $7 million in 2018 and $6 million in 2019.

 

6.                                      OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME

 

The following table presents the changes in the Company’s accumulated other comprehensive income (AOCI) for the nine months ended September 30, 2015.

 

(in millions)

 

Changes in Net
Unrealized Gains on
Investment
Securities Having No
Credit Losses
Recognized in the
Consolidated
Statement of Income

 

Changes in Net
Unrealized Gains on
Investment
Securities Having
Credit Losses
Recognized in the
Consolidated
Statement of Income

 

Net Benefit Plan
Assets and
Obligations
Recognized in
Shareholders’ Equity

 

Net Unrealized
Foreign Currency
Translation

 

Total Accumulated
Other
Comprehensive
Income

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2014

 

$

1,768

 

$

198

 

$

(755

)

$

(331

)

$

880

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) (OCI) before reclassifications

 

(507

)

(11

)

1

 

(342

)

(859

)

Amounts reclassified from AOCI

 

(36

)

2

 

45

 

 

11

 

Net OCI, current period

 

(543

)

(9

)

46

 

(342

)

(848

)

Balance, September 30, 2015

 

$

1,225

 

$

189

 

$

(709

)

$

(673

)

$

32

 

 

19



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

6.                                      OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME, Continued

 

The following tables present the pretax components of the Company’s other comprehensive income (loss) and the related income tax expense (benefit) for the three months and nine months ended September 30, 2015 and 2014.

 

(for the three months ended September 30, in millions)

 

2015

 

2014

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

$

67

 

$

(154

)

Income tax expense (benefit)

 

26

 

(55

)

Net of taxes

 

41

 

(99

)

 

 

 

 

 

 

Having credit losses recognized in the consolidated statement of income

 

(3

)

1

 

Income tax expense (benefit)

 

 

1

 

Net of taxes

 

(3

)

 

 

 

 

 

 

 

Net changes in benefit plan assets and obligations

 

24

 

15

 

Income tax expense

 

9

 

5

 

Net of taxes

 

15

 

10

 

 

 

 

 

 

 

Net changes in unrealized foreign currency translation

 

(227

)

(203

)

Income tax benefit

 

(37

)

(30

)

Net of taxes

 

(190

)

(173

)

 

 

 

 

 

 

Total other comprehensive loss

 

(139

)

(341

)

Total income tax benefit

 

(2

)

(79

)

Total other comprehensive loss, net of taxes

 

$

(137

)

$

(262

)

 

20



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

6.                                      OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME, Continued

 

(for the nine months ended September 30, in millions)

 

2015

 

2014

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

$

(829

)

$

901

 

Income tax expense (benefit)

 

(286

)

311

 

Net of taxes

 

(543

)

590

 

 

 

 

 

 

 

Having credit losses recognized in the consolidated statement of income

 

(13

)

4

 

Income tax expense (benefit)

 

(4

)

2

 

Net of taxes

 

(9

)

2

 

 

 

 

 

 

 

Net changes in benefit plan assets and obligations

 

71

 

45

 

Income tax expense

 

25

 

17

 

Net of taxes

 

46

 

28

 

 

 

 

 

 

 

Net changes in unrealized foreign currency translation

 

(407

)

(149

)

Income tax benefit

 

(65

)

(19

)

Net of taxes

 

(342

)

(130

)

 

 

 

 

 

 

Total other comprehensive income (loss)

 

(1,178

)

801

 

Total income tax expense (benefit)

 

(330

)

311

 

Total other comprehensive income (loss), net of taxes

 

$

(848

)

$

490

 

 

21



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

6.                                      OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME, Continued

 

The following tables present the pretax and related income tax (expense) benefit components of the amounts reclassified from the Company’s AOCI to the Company’s consolidated statement of income for the three months and nine months ended September 30, 2015 and 2014.

 

(for the three months ended September 30, in millions)

 

2015

 

2014

 

 

 

 

 

 

 

Reclassification adjustments related to unrealized gains on investment securities:

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income (1)

 

$

(20

)

$

(1

)

Income tax expense (2)

 

(7

)

 

Net of taxes

 

(13

)

(1

)

 

 

 

 

 

 

Having credit losses recognized in the consolidated statement of income (1)

 

 

 

Income tax benefit (2)

 

 

 

Net of taxes

 

 

 

 

 

 

 

 

 

Reclassification adjustment related to benefit plan assets and obligations (3)

 

23

 

15

 

Income tax benefit (2)

 

8

 

5

 

Net of taxes

 

15

 

10

 

 

 

 

 

 

 

Reclassification adjustment related to foreign currency translation (1)

 

 

 

Income tax benefit (2)

 

 

 

Net of taxes

 

 

 

 

 

 

 

 

 

Total reclassifications

 

3

 

14

 

Total income tax benefit

 

1

 

5

 

Total reclassifications, net of taxes

 

$

2

 

$

9

 

 


(1)               (Increases) decreases net realized investment gains on the consolidated statement of income.

(2)               (Increases) decreases income tax expense on the consolidated statement of income.

(3)               Increases (decreases) general and administrative expenses on the consolidated statement of income.

 

22



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

6.                                      OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME, Continued

 

(for the nine months ended September 30, in millions)

 

2015

 

2014

 

Reclassification adjustments related to unrealized gains on investment securities:

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income (1)

 

$

(55

)

$

(30

)

Income tax expense (2)

 

(19

)

(10

)

Net of taxes

 

(36

)

(20

)

 

 

 

 

 

 

Having credit losses recognized in the consolidated statement of income (1)

 

2

 

4

 

Income tax benefit (2)

 

 

2

 

Net of taxes

 

2

 

2

 

 

 

 

 

 

 

Reclassification adjustment related to benefit plan assets and obligations (3)

 

70

 

45

 

Income tax benefit (2)

 

25

 

17

 

Net of taxes

 

45

 

28

 

 

 

 

 

 

 

Reclassification adjustment related to foreign currency translation (1)

 

 

 

Income tax benefit (2)

 

 

 

Net of taxes

 

 

 

Total reclassifications

 

17

 

19

 

Total income tax benefit

 

6

 

9

 

Total reclassifications, net of taxes

 

$

11

 

$

10

 

 


(1)               (Increases) decreases net realized investment gains on the consolidated statement of income.

(2)               (Increases) decreases income tax expense on the consolidated statement of income.

(3)               Increases (decreases) general and administrative expenses on the consolidated statement of income.

 

7.                                        DEBT

 

On August 25, 2015, the Company issued $400 million aggregate principal amount of 4.30% senior notes that will mature on August 25, 2045.  The net proceeds of the issuance, after original issuance discount and the deduction of underwriting expenses and commissions and other expenses, totaled approximately $392 million.  Interest on the senior notes is payable semi-annually in arrears on February 25 and August 25, commencing on February 25, 2016.  Prior to February 25, 2045, the senior notes may be redeemed, in whole or in part, at the Company’s option, at any time or from time to time, at a redemption price equal to the greater of (a) 100% of the principal amount of any senior notes to be redeemed or (b) the sum of the present values of the remaining scheduled payments of principal and interest on any senior notes to be redeemed (exclusive of interest accrued to the date of redemption) discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the then current rate of a treasury security having a maturity comparable to the remaining term of these senior notes, plus 25 basis points.  On or after February 25, 2045, the senior notes may be redeemed, in whole or in part, at the Company’s option, at any time or from time to time, at a redemption price equal to 100% of the principal amount of any senior notes to be redeemed.

 

8.                          COMMON SHARE REPURCHASES

 

During the three months and nine months ended September 30, 2015, the Company repurchased 7.3 million and 20.8 million shares, respectively, under its share repurchase authorization, for a total cost of $750 million and $2.15 billion, respectively.  The average cost per share repurchased was $102.81 and $103.48, respectively.  At September 30, 2015, the Company had $4.33 billion of capacity remaining under its share repurchase authorization.  In addition, the Company acquired 5,768 and 0.7 million shares for a total cost of $0.6 million and $73 million during the three months and nine months ended September 30, 2015, respectively, that were not part of the publicly announced share repurchase authorization.  These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock awards and shares used by employees to cover the exercise price of certain stock options that were exercised.

 

23



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

9.                       EARNINGS PER SHARE

 

The following is a reconciliation of the net income and share data used in the basic and diluted earnings per share computations for the periods presented:

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions, except per share amounts)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

 

 

 

 

 

 

 

 

Net income, as reported

 

$

928

 

$

919

 

$

2,573

 

$

2,654

 

Participating share-based awards — allocated income

 

(6

)

(7

)

(18

)

(19

)

Net income available to common shareholders — basic and diluted

 

$

922

 

$

912

 

$

2,555

 

$

2,635

 

 

 

 

 

 

 

 

 

 

 

Common Shares

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

307.6

 

335.1

 

314.3

 

342.9

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

307.6

 

335.1

 

314.3

 

342.9

 

Weighted average effects of dilutive securities — stock options and performance shares

 

3.4

 

3.8

 

3.4

 

3.6

 

Total

 

311.0

 

338.9

 

317.7

 

346.5

 

 

 

 

 

 

 

 

 

 

 

Net Income per Common Share

 

 

 

 

 

 

 

 

 

Basic

 

$

3.00

 

$

2.72

 

$

8.13

 

$

7.68

 

Diluted

 

$

2.97

 

$

2.69

 

$

8.04

 

$

7.60

 

 

10.                               SHARE-BASED INCENTIVE COMPENSATION

 

The following information relates to fully vested stock option awards at September 30, 2015:

 

Stock Options

 

Number

 

Weighted
Average
Exercise
Price

 

Weighted
Average
Contractual
Life
Remaining

 

Aggregate
Intrinsic
Value
($ in millions)

 

Vested at end of period (1)

 

7,684,929

 

$

67.85

 

6.1 years

 

$

251

 

Exercisable at end of period

 

4,625,049

 

$

53.53

 

4.6 years

 

$

213

 

 


(1) Represents awards for which the requisite service has been rendered, including those that are retirement eligible.

 

The total compensation cost for all share-based incentive compensation awards recognized in earnings was $31 million for each of the three months ended September 30, 2015 and 2014, and $109 million and $106 million for the nine months ended September 30, 2015 and 2014, respectively.  The related tax benefits recognized in the consolidated statement of income were $11 million and $10 million for the three months ended September 30, 2015 and 2014, respectively, and $37 million and $36 million for the nine months ended September 30, 2015 and 2014, respectively.

 

The total unrecognized compensation cost related to all nonvested share-based incentive compensation awards at September 30, 2015 was $152 million, which is expected to be recognized over a weighted-average period of 1.8 years. The total unrecognized compensation cost related to all nonvested share-based incentive compensation awards at December 31, 2014 was $123 million, which was expected to be recognized over a weighted-average period of 1.7 years.

 

24



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

11.                PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS

 

The following tables summarize the components of net periodic benefit cost for the Company’s pension and postretirement benefit plans recognized in the consolidated statement of income.

 

(for the three months ended September 30, in

 

Pension Plans

 

Postretirement Benefit Plans

 

millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Net Periodic Benefit Cost:

 

 

 

 

 

 

 

 

 

Service cost

 

$

33

 

$

27

 

$

 

$

 

Interest cost on benefit obligation

 

36

 

38

 

3

 

3

 

Expected return on plan assets

 

(58

)

(55

)

 

 

Amortization of unrecognized:

 

 

 

 

 

 

 

 

 

Prior service benefit

 

 

 

(1

)

(1

)

Net actuarial (gain) loss

 

24

 

17

 

 

(1

)

Net periodic benefit cost

 

$

35

 

$

27

 

$

2

 

$

1

 

 

(for the nine months ended September 30, in

 

Pension Plans

 

Postretirement Benefit Plans

 

millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Net Periodic Benefit Cost:

 

 

 

 

 

 

 

 

 

Service cost

 

$

98

 

$

82

 

$

 

$

 

Interest cost on benefit obligation

 

108

 

113

 

8

 

8

 

Expected return on plan assets

 

(173

)

(164

)

 

 

Amortization of unrecognized:

 

 

 

 

 

 

 

 

 

Prior service benefit

 

 

 

(2

)

(2

)

Net actuarial (gain) loss

 

72

 

49

 

 

(2

)

Net periodic benefit cost

 

$

105

 

$

80

 

$

6

 

$

4

 

 

12.                               CONTINGENCIES, COMMITMENTS AND GUARANTEES

 

Contingencies

 

The major pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the Company or any of its subsidiaries is a party or to which any of the Company’s properties is subject are described below.

 

Asbestos and Environmental Claims and Litigation

 

In the ordinary course of its insurance business, the Company has received and continues to receive claims for insurance arising under policies issued by the Company asserting alleged injuries and damages from asbestos- and environmental-related exposures that are the subject of related coverage litigation.  The Company is defending asbestos- and environmental-related litigation vigorously and believes that it has meritorious defenses; however, the outcomes of these disputes are uncertain.  In this regard, the Company employs dedicated specialists and aggressive resolution strategies to manage asbestos and environmental loss exposure, including settling litigation under appropriate circumstances.  Currently, it is not possible to predict legal outcomes and their impact on the future development of claims and litigation relating to asbestos and environmental claims. Any such development will be affected by future court decisions and interpretations, as well as changes in applicable legislation. Because of these uncertainties, additional liabilities may arise for amounts in excess of the Company’s current reserves. In addition, the Company’s estimate of ultimate claims and claim adjustment expenses may change. These additional liabilities or increases in estimates, or a range of either, cannot now be reasonably estimated and could result in income statement charges that could be material to the Company’s results of operations in future periods.

 

Settlement of Asbestos Direct Action Litigation

 

In January 2015, pursuant to an order issued by the federal bankruptcy court, the Company made a payment in the amount of $579 million for the settlement of litigation that had commenced in 2001 related to the handling and settlement of

 

25



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

12.                               CONTINGENCIES, COMMITMENTS AND GUARANTEES, Continued

 

asbestos claims. The payment was fully accrued in the Company’s financial statements at December 31, 2014 and was comprised of the $502 million settlement amounts, plus pre- and post-judgment interest totaling $77 million.  For further information related to this litigation, see “Settlement of Asbestos Direct Action Litigation” in note 16 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

Other Proceedings Not Arising Under Insurance Contracts or Reinsurance Agreements

 

The Company is involved in other lawsuits, including lawsuits alleging extra-contractual damages relating to insurance contracts or reinsurance agreements, that do not arise under insurance contracts or reinsurance agreements.  The legal costs associated with such lawsuits are expensed in the period in which the costs are incurred.  Based upon currently available information, the Company does not believe it is reasonably possible that any such lawsuit or related lawsuits would be material to the Company’s results of operations or would have a material adverse effect on the Company’s financial position or liquidity.

 

Gain Contingency

 

On August 17, 2010, in a reinsurance dispute in New York state court captioned United States Fidelity & Guaranty Company v. American Re-Insurance Company, et al., the trial court granted summary judgment for United States Fidelity and Guaranty Company (USF&G), a subsidiary of the Company, and denied summary judgment for American Re-Insurance Company, a subsidiary of Munich Re (American Re), and three other reinsurers. That summary judgment was largely affirmed on appeal, but the Court of Appeals remanded the case for trial on two discrete issues.  On June 3, 2015, the trial court entered orders on pretrial motions filed by all parties in advance of the August 3, 2015 trial date and determined that the issues for trial will be limited to those remanded by the Court of Appeals.  The reinsurers appealed the trial court’s orders to the Appellate Division, First Department and were granted a stay of the trial date pending the outcome of their appeal.  On August 12, 2015, USF&G filed a motion to dismiss the reinsurers’ appeal.  The reinsurers’ appeal and USF&G’s motion to dismiss the appeal were assigned to a panel of Appellate Division judges on October 8, 2015, and will be considered by that panel without oral argument.  At September 30, 2015, the claim totaled $503 million, comprising the $238 million of reinsurance recoverable plus interest amounting to $265 million as of that date.  Interest will continue to accrue at an annual rate of 9% until the claim is paid. The $238 million of reinsurance recoverable owed to USF&G under the terms of the disputed reinsurance contract has been reported as part of reinsurance recoverables in the Company’s consolidated balance sheet.  The interest that would be owed as part of any judgment ultimately entered in favor of USF&G is treated for accounting purposes as a gain contingency in accordance with FASB Topic 450, Contingencies, and accordingly has not been recognized in the Company’s consolidated financial statements.  For additional discussion of this gain contingency, see note 16 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

Other Commitments and Guarantees

 

Commitments

 

Investment Commitments — The Company has unfunded commitments to private equity limited partnerships and real estate partnerships in which it invests.  These commitments totaled $1.65 billion and $1.63 billion at September 30, 2015 and December 31, 2014, respectively.

 

Guarantees

 

The maximum amount of the Company’s contingent obligation for indemnifications related to the sale of businesses that are quantifiable was $454 million at September 30, 2015, of which $2 million was recognized on the balance sheet at that date.

 

The maximum amount of the Company’s obligation for guarantees of certain investments and third-party loans related to certain investments that are quantifiable was $150 million at September 30, 2015, approximately $75 million of which is indemnified by a third party.  The maximum amount of the Company’s obligation related to the guarantee of certain insurance policy obligations of a former insurance subsidiary was $480 million at September 30, 2015, all of which is indemnified by a third party.

 

For more information regarding Company guarantees, see note 16 of notes to the consolidated financial statements in the Company’s 2014 Annual Report.

 

26



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                                 CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

The following consolidating financial statements of the Company have been prepared pursuant to Rule 3-10 of Regulation S-X. These consolidating financial statements have been prepared from the Company’s financial information on the same basis of accounting as the consolidated financial statements. The Travelers Companies, Inc. (excluding its subsidiaries, TRV) has fully and unconditionally guaranteed certain debt obligations of Travelers Property Casualty Corp. (TPC), which totaled $700 million at September 30, 2015.

 

Prior to the merger of TPC and The St. Paul Companies, Inc. in 2004, TPC fully and unconditionally guaranteed the payment of all principal, premiums, if any, and interest on certain debt obligations of its wholly-owned subsidiary, Travelers Insurance Group Holdings, Inc. (TIGHI). Concurrent with the merger, TRV fully and unconditionally assumed such guarantee obligations of TPC. TPC is deemed to have no assets or operations independent of TIGHI.  Consolidating financial information for TIGHI has not been presented herein because such financial information would be substantially the same as the financial information provided for TPC.

 

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the three months ended September 30, 2015

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

4,110

 

$

1,922

 

$

 

$

 

$

6,032

 

Net investment income

 

400

 

213

 

1

 

 

614

 

Fee income

 

112

 

 

 

 

112

 

Net realized investment gains (1)

 

5

 

10

 

 

 

15

 

Other revenues

 

15

 

6

 

 

 

21

 

Total revenues

 

4,642

 

2,151

 

1

 

 

6,794

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

2,264

 

1,118

 

 

 

3,382

 

Amortization of deferred acquisition costs

 

663

 

324

 

 

 

987

 

General and administrative expenses

 

711

 

309

 

4

 

 

1,024

 

Interest expense

 

12

 

 

82

 

 

94

 

Total claims and expenses

 

3,650

 

1,751

 

86

 

 

5,487

 

Income (loss) before income taxes

 

992

 

400

 

(85

)

 

1,307

 

Income tax expense (benefit)

 

293

 

113

 

(27

)

 

379

 

Net income of subsidiaries

 

 

 

986

 

(986

)

 

Net income

 

$

699

 

$

287

 

$

928

 

$

(986

)

$

928

 

 


(1)    Total other-than-temporary impairment (OTTI) for the three months ended September 30, 2015, and the amounts comprising total OTTI that were recognized in net realized investment gains (losses) and in other comprehensive income (OCI) were as follows:

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Total OTTI losses

 

$

(5

)

$

(9

)

$

 

$

 

$

(14

)

OTTI losses recognized in net realized investment gains

 

$

(5

)

$

(9

)

$

 

$

 

$

(14

)

OTTI gains (losses) recognized in OCI

 

$

 

$

 

$

 

$

 

$

 

 

27



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the three months ended September 30, 2014

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

4,064

 

$

1,919

 

$

 

$

 

$

5,983

 

Net investment income

 

479

 

239

 

1

 

 

719

 

Fee income

 

110

 

 

 

 

110

 

Net realized investment gains (losses)(1)

 

(2

)

41

 

1

 

 

40

 

Other revenues

 

28

 

6

 

 

 

34

 

Total revenues

 

4,679

 

2,205

 

2

 

 

6,886

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

2,359

 

1,161

 

 

 

3,520

 

Amortization of deferred acquisition costs

 

642

 

342

 

 

 

984

 

General and administrative expenses

 

716

 

311

 

4

 

 

1,031

 

Interest expense

 

12

 

 

81

 

 

93

 

Total claims and expenses

 

3,729

 

1,814

 

85

 

 

5,628

 

Income (loss) before income taxes

 

950

 

391

 

(83

)

 

1,258

 

Income tax expense (benefit)

 

263

 

106

 

(30

)

 

339

 

Net income of subsidiaries

 

 

 

972

 

(972

)

 

Net income

 

$

687

 

$

285

 

$

919

 

$

(972

)

$

919

 

 


(1)    Total other-than-temporary impairments (OTTI) for the three months ended September 30, 2014, and the amounts comprising total OTTI that were recognized in net realized investment gains (losses) and in other comprehensive income (OCI) were as follows:

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Total OTTI losses

 

$

(8

)

$

 

$

 

$

 

$

(8

)

OTTI losses recognized in net realized investment gains (losses)

 

$

(9

)

$

(1

)

$

 

$

 

$

(10

)

OTTI gains recognized in OCI

 

$

1

 

$

1

 

$

 

$

 

$

2

 

 

28



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the nine months ended September 30, 2015

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

12,150

 

$

5,701

 

$

 

$

 

$

17,851

 

Net investment income

 

1,235

 

599

 

4

 

 

1,838

 

Fee income

 

334

 

 

 

 

334

 

Net realized investment gains (1)

 

24

 

10

 

1

 

 

35

 

Other revenues

 

55

 

13

 

 

 

68

 

Total revenues

 

13,798

 

6,323

 

5

 

 

20,126

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

6,982

 

3,378

 

 

 

10,360

 

Amortization of deferred acquisition costs

 

1,956

 

957

 

 

 

2,913

 

General and administrative expenses

 

2,123

 

909

 

12

 

 

3,044

 

Interest expense

 

36

 

 

242

 

 

278

 

Total claims and expenses

 

11,097

 

5,244

 

254

 

 

16,595

 

Income (loss) before income taxes

 

2,701

 

1,079

 

(249

)

 

3,531

 

Income tax expense (benefit)

 

742

 

292

 

(76

)

 

958

 

Net income of subsidiaries

 

 

 

2,746

 

(2,746

)

 

Net income

 

$

1,959

 

$

787

 

$

2,573

 

$

(2,746

)

$

2,573

 

 


(1)    Total other-than-temporary impairment (OTTI) for the nine months ended September 30, 2015, and the amounts comprising total OTTI that were recognized in net realized investment gains (losses) and in other comprehensive income (OCI) were as follows:

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Total OTTI losses

 

$

(13

)

$

(13

)

$

 

$

 

$

(26

)

OTTI losses recognized in net realized investment gains

 

$

(11

)

$

(12

)

$

 

$

 

$

(23

)

OTTI losses recognized in OCI

 

$

(2

)

$

(1

)

$

 

$

 

$

(3

)

 

29



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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the nine months ended September 30, 2014

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

12,028

 

$

5,706

 

$

 

$

 

$

17,734

 

Net investment income

 

1,451

 

695

 

4

 

 

2,150

 

Fee income

 

328

 

1

 

 

 

329

 

Net realized investment gains (1)

 

4

 

50

 

3

 

 

57

 

Other revenues

 

93

 

16

 

 

 

109

 

Total revenues

 

13,904

 

6,468

 

7

 

 

20,379

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

7,149

 

3,512

 

 

 

10,661

 

Amortization of deferred acquisition costs

 

1,927

 

972

 

 

 

2,899

 

General and administrative expenses

 

2,026

 

876

 

11

 

 

2,913

 

Interest expense

 

36

 

 

241

 

 

277

 

Total claims and expenses

 

11,138

 

5,360

 

252

 

 

16,750

 

Income (loss) before income taxes

 

2,766

 

1,108

 

(245

)

 

3,629

 

Income tax expense (benefit)

 

770

 

291

 

(86

)

 

975

 

Net income of subsidiaries

 

 

 

2,813

 

(2,813

)

 

Net income

 

$

1,996

 

$

817

 

$

2,654

 

$

(2,813

)

$

2,654

 

 


(1)    Total other-than-temporary impairments (OTTI) for the nine months ended September 30, 2014, and the amounts comprising total OTTI that were recognized in net realized investment gains and in other comprehensive income (OCI) were as follows:

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Total OTTI losses

 

$

(11

)

$

(5

)

$

 

$

 

$

(16

)

OTTI losses recognized in net realized investment gains

 

$

(14

)

$

(6

)

$

 

$

 

$

(20

)

OTTI gains recognized in OCI

 

$

3

 

$

1

 

$

 

$

 

$

4

 

 

30



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the three months ended September 30, 2015

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

699

 

$

287

 

$

928

 

$

(986

)

$

928

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

93

 

(17

)

(9

)

 

67

 

Having credit losses recognized in the consolidated statement of income

 

(2

)

(1

)

 

 

(3

)

Net changes in benefit plan assets and obligations

 

1

 

1

 

22

 

 

24

 

Net changes in unrealized foreign currency translation

 

(148

)

(79

)

 

 

(227

)

Other comprehensive income (loss) before income taxes and other comprehensive loss of subsidiaries

 

(56

)

(96

)

13

 

 

(139

)

Income tax expense (benefit)

 

8

 

(14

)

4

 

 

(2

)

Other comprehensive income (loss), net of taxes, before other comprehensive loss of subsidiaries

 

(64

)

(82

)

9

 

 

(137

)

Other comprehensive loss of subsidiaries

 

 

 

(146

)

146

 

 

Other comprehensive loss

 

(64

)

(82

)

(137

)

146

 

(137

)

Comprehensive income

 

$

635

 

$

205

 

$

791

 

$

(840

)

$

791

 

 

31



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the three months ended September 30, 2014

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

687

 

$

285

 

$

919

 

$

(972

)

$

919

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

(118

)

(35

)

(1

)

 

(154

)

Having credit losses recognized in the consolidated statement of income

 

2

 

(1

)

 

 

1

 

Net changes in benefit plan assets and obligations

 

 

1

 

14

 

 

15

 

Net changes in unrealized foreign currency translation

 

(120

)

(83

)

 

 

(203

)

Other comprehensive income (loss) before income taxes and other comprehensive loss of subsidiaries

 

(236

)

(118

)

13

 

 

(341

)

Income tax expense (benefit)

 

(62

)

(22

)

5

 

 

(79

)

Other comprehensive income (loss), net of taxes, before other comprehensive loss of subsidiaries

 

(174

)

(96

)

8

 

 

(262

)

Other comprehensive loss of subsidiaries

 

 

 

(270

)

270

 

 

Other comprehensive loss

 

(174

)

(96

)

(262

)

270

 

(262

)

Comprehensive income

 

$

513

 

$

189

 

$

657

 

$

(702

)

$

657

 

 

32



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the nine months ended September 30, 2015

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Net income

 

$

1,959

 

$

787

 

$

2,573

 

$

(2,746

)

$

2,573

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

(492

)

(329

)

(8

)

 

(829

)

Having credit losses recognized in the consolidated statement of income

 

(11

)

(2

)

 

 

(13

)

Net changes in benefit plan assets and obligations

 

2

 

2

 

67

 

 

71

 

Net changes in unrealized foreign currency translation

 

(293

)

(114

)

 

 

(407

)

Other comprehensive income (loss) before income taxes and other comprehensive loss of subsidiaries

 

(794

)

(443

)

59

 

 

(1,178

)

Income tax expense (benefit)

 

(224

)

(126

)

20

 

 

(330

)

Other comprehensive income (loss), net of taxes, before other comprehensive loss of subsidiaries

 

(570

)

(317

)

39

 

 

(848

)

Other comprehensive loss of subsidiaries

 

 

 

(887

)

887

 

 

Other comprehensive loss

 

(570

)

(317

)

(848

)

887

 

(848

)

Comprehensive income

 

$

1,389

 

$

470

 

$

1,725

 

$

(1,859

)

$

1,725

 

 

33



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the nine months ended September 30, 2014

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Net income

 

$

1,996

 

$

817

 

$

2,654

 

$

(2,813

)

$

2,654

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

632

 

266

 

3

 

 

901

 

Having credit losses recognized in the consolidated statement of income

 

11

 

(7

)

 

 

4

 

Net changes in benefit plan assets and obligations

 

 

1

 

44

 

 

45

 

Net changes in unrealized foreign currency translation

 

(94

)

(55

)

 

 

(149

)

Other comprehensive income before income taxes and other comprehensive income of subsidiaries

 

549

 

205

 

47

 

 

801

 

Income tax expense

 

210

 

84

 

17

 

 

311

 

Other comprehensive income, net of taxes, before other comprehensive income of subsidiaries

 

339

 

121

 

30

 

 

490

 

Other comprehensive income of subsidiaries

 

 

 

460

 

(460

)

 

Other comprehensive income

 

339

 

121

 

490

 

(460

)

490

 

Comprehensive income

 

$

2,335

 

$

938

 

$

3,144

 

$

(3,273

)

$

3,144

 

 

34



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING BALANCE SHEET (Unaudited)

At September 30, 2015

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities, available for sale, at fair value (amortized cost $59,688)

 

$

42,426

 

$

19,199

 

$

46

 

$

 

$

61,671

 

Equity securities, available for sale, at fair value (cost $553)

 

200

 

383

 

136

 

 

719

 

Real estate investments

 

56

 

955

 

 

 

1,011

 

Short-term securities

 

2,295

 

877

 

1,956

 

 

5,128

 

Other investments

 

2,578

 

951

 

1

 

 

3,530

 

Total investments

 

47,555

 

22,365

 

2,139

 

 

72,059

 

Cash

 

201

 

141

 

2

 

 

344

 

Investment income accrued

 

423

 

186

 

4

 

 

613

 

Premiums receivable

 

4,433

 

2,126

 

 

 

6,559

 

Reinsurance recoverables

 

5,846

 

3,103

 

 

 

8,949

 

Ceded unearned premiums

 

713

 

76

 

 

 

789

 

Deferred acquisition costs

 

1,702

 

202

 

 

 

1,904

 

Deferred taxes

 

127

 

56

 

58

 

 

241

 

Contractholder receivables

 

3,370

 

1,020

 

 

 

4,390

 

Goodwill

 

2,577

 

1,002

 

 

 

3,579

 

Other intangible assets

 

201

 

79

 

 

 

280

 

Investment in subsidiaries

 

 

 

28,115

 

(28,115

)

 

Other assets

 

2,003

 

385

 

15

 

 

2,403

 

Total assets

 

$

69,151

 

$

30,741

 

$

30,333

 

$

(28,115

)

$

102,110

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

32,124

 

$

16,472

 

$

 

$

 

$

48,596

 

Unearned premium reserves

 

8,576

 

3,708

 

 

 

12,284

 

Contractholder payables

 

3,370

 

1,020

 

 

 

4,390

 

Payables for reinsurance premiums

 

264

 

175

 

 

 

439

 

Debt

 

692

 

 

6,051

 

 

6,743

 

Other liabilities

 

4,142

 

1,222

 

261

 

 

5,625

 

Total liabilities

 

49,168

 

22,597

 

6,312

 

 

78,077

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

Common stock (1,750.0 shares authorized; 304.2 shares issued and outstanding)

 

 

390

 

22,099

 

(390

)

22,099

 

Additional paid-in capital

 

11,634

 

6,502

 

 

(18,136

)

 

Retained earnings

 

7,857

 

1,070

 

29,251

 

(8,915

)

29,263

 

Accumulated other comprehensive income

 

492

 

182

 

32

 

(674

)

32

 

Treasury stock, at cost (458.8 shares)

 

 

 

(27,361

)

 

(27,361

)

Total shareholders’ equity

 

19,983

 

8,144

 

24,021

 

(28,115

)

24,033

 

Total liabilities and shareholders’ equity

 

$

69,151

 

$

30,741

 

$

30,333

 

$

(28,115

)

$

102,110

 

 

35



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING BALANCE SHEET (Unaudited)

At December 31, 2014

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities, available for sale, at fair value (amortized cost $60,801)

 

$

43,401

 

$

20,043

 

$

30

 

$

 

$

63,474

 

Equity securities, available for sale, at fair value (cost $579)

 

236

 

522

 

141

 

 

899

 

Real estate investments

 

56

 

882

 

 

 

938

 

Short-term securities

 

2,128

 

706

 

1,530

 

 

4,364

 

Other investments

 

2,630

 

955

 

1

 

 

3,586

 

Total investments

 

48,451

 

23,108

 

1,702

 

 

73,261

 

Cash

 

221

 

151

 

2

 

 

374

 

Investment income accrued

 

468

 

215

 

2

 

 

685

 

Premiums receivable

 

4,241

 

2,057

 

 

 

6,298

 

Reinsurance recoverables

 

6,156

 

3,104

 

 

 

9,260

 

Ceded unearned premiums

 

608

 

70

 

 

 

678

 

Deferred acquisition costs

 

1,622

 

213

 

 

 

1,835

 

Deferred taxes

 

23

 

(40

)

50

 

 

33

 

Contractholder receivables

 

3,306

 

1,056

 

 

 

4,362

 

Goodwill

 

2,602

 

1,009

 

 

 

3,611

 

Other intangible assets

 

216

 

88

 

 

 

304

 

Investment in subsidiaries

 

 

 

28,821

 

(28,821

)

 

Other assets

 

1,931

 

429

 

17

 

 

2,377

 

Total assets

 

$

69,845

 

$

31,460

 

$

30,594

 

$

(28,821

)

$

103,078

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

32,999

 

$

16,851

 

$

 

$

 

$

49,850

 

Unearned premium reserves

 

8,201

 

3,638

 

 

 

11,839

 

Contractholder payables

 

3,306

 

1,056

 

 

 

4,362

 

Payables for reinsurance premiums

 

194

 

142

 

 

 

336

 

Debt

 

692

 

 

5,657

 

 

6,349

 

Other liabilities

 

4,084

 

1,308

 

114

 

 

5,506

 

Total liabilities

 

49,476

 

22,995

 

5,771

 

 

78,242

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

Common stock (1,750.0 shares authorized; 322.2 shares issued and outstanding)

 

 

390

 

21,843

 

(390

)

21,843

 

Additional paid-in capital

 

11,634

 

6,502

 

 

(18,136

)

 

Retained earnings

 

7,673

 

1,073

 

27,238

 

(8,733

)

27,251

 

Accumulated other comprehensive income

 

1,062

 

500

 

880

 

(1,562

)

880

 

Treasury stock, at cost (437.3 shares)

 

 

 

(25,138

)

 

(25,138

)

Total shareholders’ equity

 

20,369

 

8,465

 

24,823

 

(28,821

)

24,836

 

Total liabilities and shareholders’ equity

 

$

69,845

 

$

31,460

 

$

30,594

 

$

(28,821

)

$

103,078

 

 

36



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)

For the nine months ended September 30, 2015

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,959

 

$

787

 

$

2,573

 

$

(2,746

)

$

2,573

 

Net adjustments to reconcile net income to net cash provided by operating activities

 

90

 

(247

)

76

 

182

 

101

 

Net cash provided by operating activities

 

2,049

 

540

 

2,649

 

(2,564

)

2,674

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

Proceeds from maturities of fixed maturities

 

5,929

 

2,869

 

7

 

 

8,805

 

Proceeds from sales of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

935

 

620

 

 

 

1,555

 

Equity securities

 

14

 

24

 

 

 

38

 

Real estate investments

 

 

15

 

 

 

15

 

Other investments

 

341

 

164

 

 

 

505

 

Purchases of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

(6,845

)

(3,103

)

(24

)

 

(9,972

)

Equity securities

 

(3

)

(26

)

(2

)

 

(31

)

Real estate investments

 

 

(116

)

 

 

(116

)

Other investments

 

(311

)

(78

)

 

 

(389

)

Net purchases of short-term securities

 

(172

)

(184

)

(426

)

 

(782

)

Securities transactions in course of settlement

 

80

 

23

 

 

 

103

 

Other

 

(262

)

40

 

 

 

(222

)

Net cash provided by (used in) investing activities

 

(294

)

248

 

(445

)

 

(491

)

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

Issuance of debt

 

 

 

392

 

 

392

 

Treasury stock acquired – share repurchase authorization

 

 

 

(2,150

)

 

(2,150

)

Treasury stock acquired – net employee share-based compensation

 

 

 

(73

)

 

(73

)

Dividends paid to shareholders

 

 

 

(557

)

 

(557

)

Issuance of common stock – employee share options

 

 

 

142

 

 

142

 

Excess tax benefits from share-based payment arrangements

 

 

 

42

 

 

42

 

Dividends paid to parent company

 

(1,774

)

(790

)

 

2,564

 

 

Net cash used in financing activities

 

(1,774

)

(790

)

(2,204

)

2,564

 

(2,204

)

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

(1

)

(8

)

 

 

(9

)

Net decrease in cash

 

(20

)

(10

)

 

 

(30

)

Cash at beginning of year

 

221

 

151

 

2

 

 

374

 

Cash at end of period

 

$

201

 

$

141

 

$

2

 

$

 

$

344

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

 

 

 

 

 

Income taxes paid (received)

 

$

748

 

$

286

 

$

(152

)

$

 

$

882

 

Interest paid

 

$

40

 

$

 

$

177

 

$

 

$

217

 

 

37



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

 

13.                CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

 

CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)

For the nine months ended September 30, 2014

 

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,996

 

$

817

 

$

2,654

 

$

(2,813

)

$

2,654

 

Net adjustments to reconcile net income to net cash provided by operating activities

 

391

 

(73

)

322

 

(126

)

514

 

Net cash provided by operating activities

 

2,387

 

744

 

2,976

 

(2,939

)

3,168

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

Proceeds from maturities of fixed maturities

 

4,886

 

3,088

 

1

 

 

7,975

 

Proceeds from sales of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

511

 

415

 

1

 

 

927

 

Equity securities

 

83

 

41

 

4

 

 

128

 

Real estate investments

 

1

 

4

 

 

 

5

 

Other investments

 

317

 

295

 

 

 

612

 

Purchases of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

(4,888

)

(3,345

)

(4

)

 

(8,237

)

Equity securities

 

(3

)

(38

)

(6

)

 

(47

)

Real estate investments

 

(22

)

(19

)

 

 

(41

)

Other investments

 

(292

)

(114

)

 

 

(406

)

Net purchases of short-term securities

 

(552

)

(326

)

(285

)

 

(1,163

)

Securities transactions in course of settlement

 

66

 

53

 

 

 

119

 

Acquisitions, net of cash acquired

 

(9

)

(3

)

 

 

(12

)

Other

 

(256

)

(6

)

 

 

(262

)

Net cash provided by (used in) investing activities

 

(158

)

45

 

(289

)

 

(402

)

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

Treasury stock acquired – share repurchase authorization

 

 

 

(2,275

)

 

(2,275

)

Treasury stock acquired – net employee share-based compensation

 

 

 

(56

)

 

(56

)

Dividends paid to shareholders

 

 

 

(549

)

 

(549

)

Issuance of common stock – employee share options

 

 

 

154

 

 

154

 

Excess tax benefits from share-based payment arrangements

 

 

 

38

 

 

38

 

Dividends paid to parent company

 

(2,150

)

(789

)

 

2,939

 

 

Net cash used in financing activities

 

(2,150

)

(789

)

(2,688

)

2,939

 

(2,688

)

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

 

(5

)

 

 

(5

)

Net increase (decrease) in cash

 

79

 

(5

)

(1

)

 

73

 

Cash at beginning of year

 

137

 

154

 

3

 

 

294

 

Cash at end of period

 

$

216

 

$

149

 

$

2

 

$

 

$

367

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

 

 

 

 

 

Income taxes paid (received)

 

$

684

 

$

215

 

$

(114

)

$

 

$

785

 

Interest paid

 

$

40

 

$

 

$

177

 

$

 

$

217

 

 

38



Table of Contents

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

 

Item 2.         MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following is a discussion and analysis of the Company’s financial condition and results of operations.

 

FINANCIAL HIGHLIGHTS

 

2015 Third Quarter Consolidated Results of Operations

 

·                   Net income of $928 million, or $3.00 per share basic and $2.97 per share diluted

·                   Net earned premiums of $6.03 billion

·                   Catastrophe losses of $85 million ($56 million after-tax)

·                   Net favorable prior year reserve development of $199 million ($132 million after-tax)

·                   Combined ratio of 86.9%

·                   Net investment income of $614 million ($484 million after-tax)

 

2015 Third Quarter Consolidated Financial Condition

 

·                   Total investments of $72.06 billion; fixed maturities and short-term securities comprised 93% of total investments

·                   Total assets of $102.11 billion

·                   Total debt of $6.74 billion, resulting in a debt-to-total capital ratio of 21.9% (23.0% excluding net unrealized investment gains, net of tax).  On August 25, 2015, the Company issued $400 million of 4.30%, 30-year senior notes, the net proceeds of which are intended to be used in connection with the repayment of the $400 million, 5.50% senior notes which mature on December 1, 2015.

·                   Repurchased 7.3 million common shares for total cost of $750 million and paid $188 million of dividends to shareholders

·                   Shareholders’ equity of $24.03 billion

·                   Net unrealized investment gains of $2.17 billion ($1.41 billion after-tax)

·                   Book value per common share of $79.00

·                   Holding company liquidity of $2.04 billion

 

39



Table of Contents

 

CONSOLIDATED OVERVIEW

 

Consolidated Results of Operations

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions, except ratio and per share amounts)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Premiums

 

$

6,032

 

$

5,983

 

$

17,851

 

$

17,734

 

Net investment income

 

614

 

719

 

1,838

 

2,150

 

Fee income

 

112

 

110

 

334

 

329

 

Net realized investment gains

 

15

 

40

 

35

 

57

 

Other revenues

 

21

 

34

 

68

 

109

 

Total revenues

 

6,794

 

6,886

 

20,126

 

20,379

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

3,382

 

3,520

 

10,360

 

10,661

 

Amortization of deferred acquisition costs

 

987

 

984

 

2,913

 

2,899

 

General and administrative expenses

 

1,024

 

1,031

 

3,044

 

2,913

 

Interest expense

 

94

 

93

 

278

 

277

 

Total claims and expenses

 

5,487

 

5,628

 

16,595

 

16,750

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

1,307

 

1,258

 

3,531

 

3,629

 

Income tax expense

 

379

 

339

 

958

 

975

 

Net income

 

$

928

 

$

919

 

$

2,573

 

$

2,654

 

 

 

 

 

 

 

 

 

 

 

Net income per share

 

 

 

 

 

 

 

 

 

Basic

 

$

3.00

 

$

2.72

 

$

8.13

 

$

7.68

 

Diluted

 

$

2.97

 

$

2.69

 

$

8.04

 

$

7.60

 

 

 

 

 

 

 

 

 

 

 

Combined ratio

 

 

 

 

 

 

 

 

 

Loss and loss adjustment expense ratio

 

55.2

%

58.0

%

57.2

%

59.2

%

Underwriting expense ratio

 

31.7

 

32.0

 

31.7

 

31.1

 

Combined ratio

 

86.9

%

90.0

%

88.9

%

90.3

%

Incremental impact of direct to consumer initiative on combined ratio

 

0.5

%

0.6

%

0.5

%

0.5

%

 

The following discussions of the Company’s net income and segment operating income are presented on an after-tax basis.  Discussions of the components of net income and segment operating income are presented on a pretax basis, unless otherwise noted.  Discussions of net income per common share are presented on a diluted basis.

 

Overview

 

Diluted net income per share of $2.97 in the third quarter of 2015 increased by 10% over diluted net income per share of $2.69 in the same period of 2014.  Net income of $928 million in the third quarter of 2015 increased by 1% over net income of $919 million in the same period of 2014.  The higher rate of increase in diluted net income per share reflected the impact of share repurchases in recent periods.  The increase in net income in the third quarter of 2015 compared with the same period of 2014 primarily reflected the pretax impacts of (i) higher underwriting margins excluding catastrophe losses and prior year reserve development (“underlying underwriting margins”) and (ii) higher net favorable prior year reserve development, partially offset by (iii) lower net investment income and (iv) lower net realized investment gains. Net favorable prior year reserve development in the third quarters of 2015 and 2014 was $199 million and $113 million, respectively.  Catastrophe losses in the third quarters of 2015 and 2014 were $85 million and $83 million, respectively.  The higher underlying underwriting margins primarily resulted from lower non-catastrophe weather-related losses.  Partially offsetting

 

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this net pretax increase in income was a related increase in income tax expense that included the impact of a lower level of tax-exempt investment income.

 

Diluted net income per share of $8.04 in the first nine months of 2015 increased by 6% over diluted net income per share of $7.60 in the same period of 2014.  Net income of $2.57 billion in the first nine months of 2015 decreased by 3% from net income of $2.65 billion in the same period of 2014.  The percentage increase in diluted net income per share compared with the percentage decrease in net income reflected the impact of share repurchases in recent periods.  The decrease in net income primarily reflected the pretax impacts of (i) lower net investment income, (ii) a decline in other revenues and (iii) lower net realized investment gains, partially offset by (iv) lower catastrophe losses, (v) higher net favorable prior year reserve development and (vi) higher underlying underwriting margins.  Catastrophe losses in the first nine months of 2015 and 2014 were $468 million and $668 million, respectively.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 was $649 million and $590 million, respectively.  The higher underlying underwriting margins primarily resulted from lower non-catastrophe weather-related losses, partially offset by the impact of a first quarter 2014 reduction in the estimated liability for state assessments to be paid by the Company related to workers’ compensation premiums due to a change in state law.  Partially offsetting this net pretax decrease in income was a related decrease in income tax expense that included the impact of a lower level of tax-exempt investment income and a $32 million reduction in income tax expense as a result of the resolution of prior year tax matters in the second quarter of 2015.

 

The Company has insurance operations in Canada, the United Kingdom and the Republic of Ireland, as well as a joint venture in Brazil.  Because these operations are conducted in local currencies other than the U.S. dollar, the Company is subject to changes in foreign currency exchange rates.  For the three months and nine months ended September 30, 2015 and 2014, changes in foreign currency exchange rates had the impact of lowering the reported line items in the statement of income by insignificant amounts.  The impact of these changes was not material to the Company’s net income or the Business and International Insurance segment’s operating income for the periods reported.

 

Revenues

 

Earned Premiums

 

Earned premiums in the third quarter of 2015 were $6.03 billion, $49 million or 1% higher than in the same period of 2014.  Earned premiums in the first nine months of 2015 were $17.85 billion, $117 million or 1% higher than in the same period of 2014.  In the Business and International Insurance segment, earned premiums in the third quarter and first nine months of 2015 were comparable to the same periods of 2014.  In the Bond & Specialty Insurance segment, earned premiums in the third quarter and first nine months of 2015 increased by 2% and 1%, respectively, over the same periods of 2014.  In the Personal Insurance segment, earned premiums in the third quarter and first nine months of 2015 increased by 2% and 1%, respectively, over the same periods of 2014.  Factors contributing to the changes in earned premiums in each segment are discussed in more detail in the segment discussions that follow.

 

Net Investment Income

 

The following table sets forth information regarding the Company’s investments.

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Average investments (1)

 

$

70,569

 

$

72,062

 

$

70,607

 

$

72,062

 

Pretax net investment income

 

614

 

719

 

1,838

 

2,150

 

After-tax net investment income

 

484

 

568

 

1,465

 

1,703

 

Average pretax yield (2)

 

3.5

%

4.0

%

3.5

%

4.0

%

Average after-tax yield (2)

 

2.7

%

3.2

%

2.8

%

3.2

%

 


(1)                  Excludes net unrealized investment gains and losses, net of tax, and reflects cash, receivables from investment sales, payables on investment purchases and accrued investment income.

(2)                  Excludes net realized and unrealized investment gains and losses, net of tax.

 

Net investment income in the third quarter of 2015 was $614 million, $105 million or 15% lower than in the same period of 2014.  Net investment income in the first nine months of 2015 was $1.84 billion, $312 million or 15% lower than in the

 

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same period of 2014.  Investment income from fixed maturity investments in the third quarter and first nine months of 2015 was $516 million and $1.57 billion, respectively, $36 million and $121 million lower, respectively, than in the same periods of 2014.  The decreases primarily resulted from lower long-term reinvestment rates available in the market and a modestly lower amount of fixed income investments that were impacted by the Company’s $579 million payment in the first quarter of 2015 related to the settlement of the Asbestos Direct Action Litigation.  Investment income generated by non-fixed maturity investments in the third quarter and first nine months of 2015 was $105 million and $287 million, respectively, $69 million and $190 million lower, respectively, than in the same periods of 2014 due to lower private equity and hedge fund returns.  Private equity returns for the first nine months of 2015 were impacted by lower valuations for energy-related investments.

 

Fee Income

 

The National Accounts market in the Business and International Insurance segment is the primary source of the Company’s fee-based business.  The changes in fee income in the third quarter and first nine months of 2015, respectively, compared with the same periods of 2014 are discussed in the Business and International Insurance segment discussion that follows.

 

Net Realized Investment Gains

 

The following table sets forth information regarding the Company’s net realized investment gains.

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Net Realized Investment Gains

 

 

 

 

 

 

 

 

 

Other-than-temporary impairment losses

 

$

(14

)

$

(10

)

$

(23

)

$

(20

)

Other net realized investment gains

 

29

 

50

 

58

 

77

 

Net realized investment gains

 

$

15

 

$

40

 

$

35

 

$

57

 

 

Other net realized investment gains in the third quarter and first nine months of 2014 included $35 million of net realized gains resulting from the sale of substantially all of one of the Company’s real estate joint venture investments.

 

Other Revenues

 

Other revenues in all periods of 2015 and 2014 primarily consisted of installment premium charges.  The first nine months of 2014 also included revenues in the Personal Insurance segment associated with the runoff of the Company’s National Flood Insurance Program business that was sold on a renewal rights basis in 2013.

 

Claims and Expenses

 

Claims and Claim Adjustment Expenses

 

Claims and claim adjustment expenses in the third quarter of 2015 were $3.38 billion, $138 million or 4% lower than in the same period of 2014, primarily reflecting (i) lower non-catastrophe weather-related losses and (ii) higher net favorable prior year reserve development, partially offset by (iii) the impact of loss cost trends.  Catastrophe losses in the third quarter of 2015 primarily resulted from wildfires in California and hail and wind storms in the Midwest region of the United States.  Catastrophe losses in the third quarter of 2014 primarily resulted from a wind storm and flooding in the Northeast region of the United States, a hail storm in Colorado and increases to estimated losses related to wind and hail storms that occurred in the second quarter of 2014.  Factors contributing to net favorable prior year reserve development in each segment during the third quarters of 2015 and 2014 are discussed in the segment discussions that follow.

 

Claims and claim adjustment expenses in the first nine months of 2015 were $10.36 billion, $301 million or 3% lower than in the same period of 2014, primarily reflecting (i) lower catastrophe losses, (ii) lower non-catastrophe weather-related losses and (iii) higher net favorable prior year reserve development, partially offset by (iv) the impact of loss cost trends.  Catastrophe losses in the first nine months of 2015 included the third quarter losses described above, wind and hail storms in several regions of the United States in the second quarter and winter storms in the Mid-Atlantic, Midwestern and Southeastern regions of the United States in the first quarter of 2015.  Catastrophe losses in the first nine months of 2014 included the third quarter losses described above, wind and hail storms in several regions of the United States in the second quarter of 2014 and a winter storm in the Mid-Atlantic, Midwestern and Southeastern regions of the United States in the first quarter of 2014.  Factors contributing to net favorable prior year reserve development in each segment during these periods are discussed in the segment discussions that follow.

 

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Table of Contents

 

Significant Catastrophe Losses

 

The following table presents for significant catastrophes that occurred in 2015, 2014 and 2013 the amount of losses incurred in the three months and nine months ended September 30, 2015 and 2014, and the amount of net unfavorable (favorable) prior year reserve development recognized in these periods, as well as the estimated ultimate losses for these significant catastrophes at September 30, 2015 and December 31, 2014.  For purposes of the table, a significant catastrophe is an event for which the Company estimates its ultimate losses will be $100 million or more after reinsurance and before taxes.  For the Company’s definition of a catastrophe, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations — Consolidated Overview” in the Company’s 2014 Annual Report.

 

 

 

Losses Incurred/Unfavorable (Favorable)
Prior Year Reserve Development

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

Estimated Ultimate Losses

 

(in millions, pretax and net of reinsurance)

 

2015

 

2014

 

2015

 

2014

 

September 30,
2015

 

December 31,
2014

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

PCS Serial Number:

 

 

 

 

 

 

 

 

 

 

 

 

 

93 — Severe wind and hail storms

 

$

 

$

5

 

$

6

 

$

5

 

$

125

 

$

119

 

15 — Severe wind and hail storms

 

(1

)

7

 

(1

)

8

 

143

 

144

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

PCS Serial Number:

 

 

 

 

 

 

 

 

 

 

 

 

 

32 — Winter storm

 

(2

)

(3

)

(5

)

149

 

139

 

144

 

43 — Severe wind and hail storms

 

 

28

 

(1

)

144

 

179

 

180

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

PCS Serial Number:

 

 

 

 

 

 

 

 

 

 

 

 

 

68 — Winter storm

 

(7

)

n/a

 

146

 

n/a

 

146

 

n/a

 

 


n/a: not applicable.

 

Amortization of Deferred Acquisition Costs

 

Amortization of deferred acquisition costs in the third quarter and first nine months of 2015 was $987 million and $2.91 billion, respectively, comparable to the same periods of 2014.  Amortization of deferred acquisition costs is discussed in more detail in the segment discussions that follow.

 

General and Administrative Expenses

 

General and administrative expenses in the third quarter of 2015 were $1.02 billion, $7 million or 1% lower than in the same period of 2014.  General and administrative expenses in the first nine months of 2015 were $3.04 billion, $131 million or 4% higher than in the same period of 2014.  The increase in the first nine months of 2015 primarily reflected the impact of a $76 million first quarter 2014 reduction in the estimated liability for state assessments related to workers’ compensation premiums.  General and administrative expenses are discussed in more detail in the segment discussions that follow.

 

Interest Expense

 

Interest expense in the third quarter and first nine months of 2015 was $94 million and $278 million, respectively, compared with $93 million and $277 million in the same periods of 2014.

 

Income Tax Expense

 

Income tax expense in the third quarter of 2015 was $379 million, $40 million or 12% higher than in the same period of 2014, which primarily resulted from the $49 million increase in income before income taxes in the third quarter of 2015 combined with the impact of a lower level of tax-exempt investment income.  Income tax expense in the first nine months of 2015 was $958 million, $17 million or 2% lower than in the same period of 2014, primarily reflecting a $32 million reduction in income tax expense in the second quarter of 2015 resulting from the resolution of prior year tax matters and the impact of the $98 million decrease in income before income taxes in the first nine months of 2015 combined with the impact of a lower level of tax-exempt investment income.

 

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The Company’s effective tax rates in the third quarter and first nine months of 2015 were 29% and 27%, respectively.  In both the third quarter and first nine months of 2014, the Company’s effective tax rates were 27%.  The effective tax rates in all periods were lower than the statutory rate of 35% primarily due to the impact of tax-exempt investment income on the calculation of the Company’s income tax provision.  The effective tax rates in the third quarter and first nine months of 2015 included the impact of a lower level of tax-exempt investment income.  The effective tax rate in the first nine months of 2015 was reduced by the impact of the resolution of prior year tax matters.

 

Combined Ratio

 

The combined ratio of 86.9% in the third quarter of 2015 was 3.1 points lower than the combined ratio of 90.0% in the same period of 2014.  The combined ratio of 88.9% in the first nine months of 2015 was 1.4 points lower than the combined ratio of 90.3% in the same period of 2014.

 

The loss and loss adjustment expense ratio of 55.2% in the third quarter of 2015 was 2.8 points lower than the loss and loss adjustment expense ratio of 58.0% in the same period of 2014.  Catastrophe losses accounted for 1.4 points of both the 2015 and 2014 third quarter loss and loss adjustment expense ratios.  Net favorable prior year reserve development in the third quarters of 2015 and 2014 provided 3.3 points and 1.9 points of benefit, respectively, to the loss and loss adjustment expense ratio.  The loss and loss adjustment expense ratio excluding catastrophe losses and prior year reserve development (“underlying loss and loss adjustment expense ratio”) in the third quarter of 2015 was 1.4 points lower than the 2014 ratio on the same basis, primarily reflecting lower non-catastrophe weather-related losses.

 

The loss and loss adjustment expense ratio of 57.2% in the first nine months of 2015 was 2.0 points lower than the loss and loss adjustment expense ratio of 59.2% in the same period of 2014.  Catastrophe losses accounted for 2.6 points and 3.7 points of the 2015 and 2014 nine-month loss and loss adjustment expense ratios, respectively.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 provided 3.6 points and 3.3 points of benefit, respectively, to the loss and loss adjustment expense ratio.  The underlying loss and loss adjustment expense ratio in the first nine months of 2015 was 0.6 points lower than the 2014 ratio on the same basis, primarily reflecting lower non-catastrophe weather-related losses.

 

The underwriting expense ratio of 31.7% for the third quarter of 2015 was 0.3 points lower than the underwriting expense ratio of 32.0% in the same period of 2014.  In the first nine months of 2015, the underwriting expense ratio of 31.7% was 0.6 points higher than the underwriting expense ratio of 31.1% in the same period of 2014, primarily reflecting the impact of the first quarter 2014 reduction in the estimated liability for state assessments to be paid by the Company related to workers’ compensation premiums in the Business and International Insurance segment.

 

Written Premiums

 

Consolidated gross and net written premiums were as follows:

 

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Business and International Insurance

 

$

3,981

 

$

4,057

 

$

12,284

 

$

12,342

 

Bond & Specialty Insurance

 

580

 

562

 

1,639

 

1,632

 

Personal Insurance

 

2,057

 

1,959

 

5,711

 

5,524

 

Total

 

$

6,618

 

$

6,578

 

$

19,634

 

$

19,498

 

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Business and International Insurance

 

$

3,590

 

$

3,560

 

$

11,066

 

$

11,061

 

Bond & Specialty Insurance

 

565

 

556

 

1,577

 

1,578

 

Personal Insurance

 

2,036

 

1,917

 

5,614

 

5,429

 

Total

 

$

6,191

 

$

6,033

 

$

18,257

 

$

18,068

 

 

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Table of Contents

 

Gross and net written premiums in the third quarter of 2015 increased by 1% and 3%, respectively, over the same periods of 2014.  Gross and net written premiums in the first nine months of 2015 both increased by 1% over the same period of 2014.  Gross and net written premiums in the third quarter and first nine months of 2015 were negatively impacted by changes in foreign currency exchange rates in the Business and International Insurance segment.  The difference in growth rates for gross and net written premiums for the third quarter of 2015 primarily reflected the impact of changes in the timing and structure of certain of the Company’s reinsurance treaties that occurred in prior quarters.  For a discussion of changes in the Company’s catastrophe reinsurance coverage, see the “Catastrophe Reinsurance Coverage” section in Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015.  Factors contributing to the changes in gross and net written premiums in each segment are discussed in more detail in the segment discussions that follow.

 

RESULTS OF OPERATIONS BY SEGMENT

 

Business and International Insurance

 

Results of the Company’s Business and International Insurance segment were as follows:

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Earned premiums

 

$

3,653

 

$

3,660

 

$

10,882

 

$

10,849

 

Net investment income

 

471

 

557

 

1,412

 

1,666

 

Fee income

 

112

 

110

 

334

 

329

 

Other revenues

 

5

 

10

 

18

 

32

 

Total revenues

 

$

4,241

 

$

4,337

 

$

12,646

 

$

12,876

 

Total claims and expenses

 

$

3,493

 

$

3,610

 

$

10,486

 

$

10,594

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

546

 

$

552

 

$

1,604

 

$

1,717

 

Loss and loss adjustment expense ratio

 

59.6

%

63.1

%

60.5

%

63.0

%

Underwriting expense ratio

 

32.6

 

32.1

 

32.4

 

31.2

 

Combined ratio

 

92.2

%

95.2

%

92.9

%

94.2

%

 

Overview

 

Operating income in the third quarter of 2015 was $546 million, $6 million or 1% lower than operating income of $552 million in the same period of 2014.  This decrease reflected an increase in income before income taxes, which was more than offset by an increase in income tax expense.  The increase in operating income before income taxes primarily reflected the pretax impacts of (i) higher underlying underwriting margins and (ii) higher net favorable prior year reserve development, partially offset by (iii) lower net investment income.  Net favorable prior year reserve development in the third quarters of 2015 and 2014 was $49 million and $21 million, respectively.  Catastrophe losses in the third quarters of 2015 and 2014 were $39 million and $31 million, respectively.  The increase in underlying underwriting margins primarily resulted from lower non-catastrophe weather-related losses.  The increase in income tax expense primarily resulted from the increase in operating income before income taxes combined with the impact of a lower level of tax-exempt investment income.

 

Operating income in the first nine months of 2015 was $1.60 billion, $113 million or 7% lower than operating income of $1.72 billion in the same period of 2014.  This decrease primarily reflected the pretax impacts of (i) lower net investment income and (ii) lower underlying underwriting margins, partially offset by (iii) lower catastrophe losses and (iv) higher net favorable prior year reserve development.  Catastrophe losses in the first nine months of 2015 and 2014 were $246 million and $356 million, respectively.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 was $229 million and $163 million, respectively. The decline in underlying underwriting margins primarily resulted from the pretax impacts of the first quarter 2014 reduction in the estimated liability for state assessments to be paid by the Company

 

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Table of Contents

 

related to workers’ compensation premiums, partially offset by lower non-catastrophe weather-related losses.  Partially offsetting this net pretax decrease in income was a related decrease in income tax expense that included the impact of a lower level of tax-exempt investment income and a $12 million reduction in income tax expense as a result of the resolution of prior year tax matters in the second quarter of 2015.

 

Revenues

 

Earned Premiums

 

Earned premiums of $3.65 billion in the third quarter of 2015 and $10.88 billion in the first nine months of 2015 were comparable to the same periods of 2014.

 

Net Investment Income

 

Net investment income in the third quarter of 2015 was $471 million, $86 million or 15% lower than in the same 2014 period.  Net investment income in the first nine months of 2015 was $1.41 billion, $254 million or 15% lower than in the same period of 2014.  Refer to the “Net Investment Income” section of the “Consolidated Results of Operations” discussion herein for a description of the factors contributing to the decreases in the Company’s consolidated net investment income in the third quarter and first nine months of 2015 compared with the same periods of 2014.  In addition, refer to note 2 of notes to the Company’s consolidated financial statements in the Company’s 2014 Annual Report for a discussion of the Company’s net investment income allocation methodology.

 

Fee Income

 

National Accounts is the primary source of fee income due to its service businesses, which include claim and loss prevention services to large companies that choose to self-insure a portion of their insurance risks, as well as claims and policy management services to workers’ compensation residual market pools.  Fee income in the third quarter of 2015 was $112 million, $2 million or 2% higher than in the same period of 2014.  Fee income in the first nine months of 2015 was $334 million, $5 million or 2% higher than in the same period of 2014.

 

Claims and Expenses

 

Claims and Claim Adjustment Expenses

 

Claims and claim adjustment expenses in the third quarter of 2015 were $2.23 billion, $131 million or 6% lower than in the same period of 2014.  This decrease primarily reflected (i) lower non-catastrophe weather-related losses and (ii) higher net favorable prior year reserve development, partially offset by (iii) the impact of loss cost trends.  Net favorable prior year reserve development in the third quarter of 2015 was primarily driven by (i) better than expected loss experience for the property product line related to catastrophe losses for accident years 2011, 2012 and 2014 and non-catastrophe losses for accident years 2013 and 2014, (ii) better than expected loss experience in the general liability product line for both primary and excess coverages for accident years 2005 through 2013, reflecting a more favorable legal environment than the Company previously expected, (iii) better than expected loss experience in the workers’ compensation product line for accident years 2005 and prior and (iv) better than expected loss experience in the Company’s operations in Canada. These factors contributing to net favorable prior year reserve development were partially offset by a $224 million increase to asbestos reserves.  Net favorable prior year reserve development in the third quarter of 2014 was primarily driven by (i) a $162 million benefit resulting from better than expected loss experience related to, and the commutation of reinsurance treaties associated with, a workers’ compensation reinsurance pool for accident years 1996 and prior, (ii) better than expected loss experience in the general liability product line related to excess coverages for accident years 2009 through 2012, reflecting a more favorable legal environment than the Company previously expected and (iii) better than expected loss experience in the property product line for accident years 2012 and 2013, including catastrophe losses from Storm Sandy for accident year 2012.  These factors contributing to net favorable prior year reserve development in the third quarter of 2014 were partially offset by (i) a $250 million increase to asbestos reserves and (ii) an increase in unallocated loss adjustment expense reserves of $77 million for interest awarded as part of damages pursuant to a court decision in the third quarter of 2014 related to a pending legal matter, which is discussed in more detail in the “Settlement of Asbestos Direct Action” section of note 12 of notes to the unaudited consolidated financial statements herein.  The increases to asbestos reserves in the third quarters of both 2015 and 2014 are discussed in further detail in the “Asbestos Claims and Litigation” section herein.

 

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Claims and claim adjustment expenses in the first nine months of 2015 were $6.73 billion, $260 million or 4% lower than in the same period of 2014.  The decrease in 2015 primarily reflected (i) lower catastrophe losses, (ii) lower non-catastrophe weather-related losses and (iii) higher net favorable prior year reserve development, partially offset by (iv) the impact of loss cost trends.  Net favorable prior year reserve development in the first nine months of 2015 was primarily driven by (i) better than expected loss experience in the general liability product line, for both primary and excess coverages for accident years 2005 through 2013, reflecting a more favorable legal environment than the Company previously expected, (ii) better than expected loss experience for the property product line related to catastrophe losses for accident years 2011, 2012 and 2014 and non-catastrophe losses for accident years 2013 and 2014, (iii) better than expected loss experience in the workers’ compensation line of business for accident years 2006 and prior and (iv) better than expected loss experience in the Company’s operations at Lloyd’s and in Canada.  These factors contributing to net favorable prior year reserve development in the first nine months of 2015 were partially offset by the $224 million increase to asbestos reserves described above and a $72 million increase to environmental reserves in the second quarter of 2015.  Net favorable prior year reserve development in the first nine months of 2014 was primarily driven by (i) the $162 million benefit related to the workers’ compensation reinsurance pool, (ii) better than expected loss experience in the general liability product line related to excess coverages for accident years 2012 and prior, reflecting a more favorable legal environment than the Company previously expected and (iii) better than expected loss experience in the property product line for accident years 2010 through 2013, including catastrophe losses from Storm Sandy for accident year 2012.  These factors contributing to net favorable prior year reserve development in the first nine months of 2014 were partially offset by (i) the $250 million increase to asbestos reserves described above, (ii) an $87 million increase to environmental reserves, (iii) an increase in unallocated loss adjustment expense reserves of $77 million for interest awarded as part of damages pursuant to a court decision described above and (iv) higher than expected loss experience for liability coverages in the commercial multi-peril product line for accident years 2010 through 2013.  The increases to environmental reserves in both 2015 and 2014 are discussed in further detail in the “Environmental Claims and Litigation” section herein.

 

Amortization of Deferred Acquisition Costs

 

Amortization of deferred acquisition costs in the third quarter of 2015 was $589 million, comparable to the same period of 2014.  Amortization of deferred acquisition costs in the first nine months of 2015 was $1.75 billion, $17 million or 1% higher than in the same period of 2014.

 

General and Administrative Expenses

 

General and administrative expenses in the third quarter of 2015 were $675 million, $14 million or 2% higher than in the same period of 2014, primarily due to higher contingent commissions and technology and employee related expenses.  General and administrative expenses in the first nine months of 2015 were $2.00 billion, $135 million or 7% higher than in the same period of 2014, primarily reflecting the impacts of the first quarter 2014 reduction in the estimated liability for state assessments to be paid by the Company related to workers’ compensation premiums, higher technology and employee related expenses and higher contingent commissions.

 

Income Tax Expense

 

Income tax expense in the third quarter of 2015 was $202 million, $27 million or 15% higher than in the same period of 2014, which primarily resulted from the $21 million increase in income before income taxes in the third quarter of 2015 combined with the impact of a lower level of tax-exempt investment income.  Income tax expense in the first nine months of 2015 was $556 million, $9 million or 2% lower than in the same period of 2014, primarily reflecting the impact of the $122 million decrease in income before income taxes in the first nine months of 2015 combined with the impact of a lower level of tax-exempt investment income and a $12 million reduction in income tax expense in the second quarter of 2015 resulting from the resolution of prior year tax matters.

 

Combined Ratio

 

The combined ratio of 92.2% in the third quarter of 2015 was 3.0 points lower than the combined ratio of 95.2% in the same period of 2014.  The combined ratio of 92.9% in the first nine months of 2015 was 1.3 points lower than the combined ratio of 94.2% in the same period of 2014.

 

The loss and loss adjustment expense ratio of 59.6% in the third quarter of 2015 was 3.5 points lower than the loss and loss adjustment expense ratio of 63.1% in the same period of 2014.  Catastrophe losses in the third quarters of 2015 and 2014 accounted for 1.1 points and 0.9 points, respectively, of the loss and loss adjustment expense ratio.  Net favorable prior year

 

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reserve development in the third quarters of 2015 and 2014 provided 1.4 points and 0.6 points of benefit, respectively, to the loss and loss adjustment expense ratio. The 2015 third quarter underlying loss and loss adjustment expense ratio was 2.9 points lower than the 2014 ratio on the same basis, primarily reflecting lower non-catastrophe weather-related losses.

 

The loss and loss adjustment expense ratio of 60.5% in the first nine months of 2015 was 2.5 points lower than the loss and loss adjustment expense ratio of 63.0% in the same period of 2014.  Catastrophe losses in the first nine months of 2015 and 2014 accounted for 2.2 points and 3.3 points, respectively, of the loss and loss adjustment expense ratio.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 provided 2.1 points and 1.5 points of benefit, respectively, to the loss and loss adjustment expense ratio.  The underlying loss and loss adjustment expense ratio in the first nine months of 2015 was 0.8 points lower than the 2014 ratio on the same basis, primarily reflecting lower non-catastrophe weather-related losses.

 

The underwriting expense ratio of 32.6% for the third quarter of 2015 was 0.5 points higher than the underwriting expense ratio of 32.1% in the same period of 2014.  In the first nine months of 2015, the underwriting expense ratio of 32.4% was 1.2 points higher than the underwriting expense ratio of 31.2% in the same 2014 period, primarily reflecting the impact of the first quarter 2014 reduction in the estimated liability for state assessments to be paid by the Company related to workers’ compensation premiums.

 

Written Premiums

 

The Business and International Insurance segment’s gross and net written premiums by market were as follows:

 

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Select Accounts

 

$

668

 

$

667

 

$

2,131

 

$

2,115

 

Middle Market

 

1,693

 

1,670

 

5,075

 

4,920

 

National Accounts

 

397

 

408

 

1,283

 

1,261

 

First Party

 

520

 

509

 

1,449

 

1,452

 

Specialized Distribution

 

278

 

264

 

849

 

817

 

Total Domestic

 

3,556

 

3,518

 

10,787

 

10,565

 

International

 

425

 

539

 

1,497

 

1,777

 

Total Business and International Insurance

 

$

3,981

 

$

4,057

 

$

12,284

 

$

12,342

 

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Select Accounts

 

$

654

 

$

654

 

$

2,085

 

$

2,077

 

Middle Market

 

1,602

 

1,545

 

4,791

 

4,597

 

National Accounts

 

254

 

249

 

781

 

792

 

First Party

 

411

 

369

 

1,203

 

1,206

 

Specialized Distribution

 

277

 

262

 

845

 

812

 

Total Domestic

 

3,198

 

3,079

 

9,705

 

9,484

 

International

 

392

 

481

 

1,361

 

1,577

 

Total Business and International Insurance

 

$

3,590

 

$

3,560

 

$

11,066

 

$

11,061

 

 

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Gross and net written premiums in the third quarter of 2015 decreased by 2% and increased by 1%, respectively, compared with the same period of 2014.  Gross and net written premiums in the first nine months of 2015 were comparable to the same period of 2014.  Gross and net written premiums in the third quarter and first nine months of 2015 were negatively impacted by changes in foreign currency exchange rates.  Net written premiums in the third quarter of 2015 were positively impacted by changes in the timing and structure of certain of the Company’s reinsurance treaties in prior quarters, including changes in the Company’s corporate catastrophe reinsurance treaties.  Excluding the International surety line of business, for which the following are not relevant measures, business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive but were lower than in the same periods of 2014.  New business premiums in the third quarter and first nine months of 2015 decreased from the same period of 2014.

 

Select Accounts.  Net written premiums of $654 million in the third quarter of 2015 were level with the same period of 2014, while net written premiums of $2.09 billion in the first nine months of 2015 were comparable to the same period of 2014.  Business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive but were lower than in the same periods of 2014, while new business premiums in the third quarter and first nine months of 2015 decreased from the same periods of 2014.

 

Middle Market.  Net written premiums of $1.60 billion and $4.79 billion in the third quarter and first nine months of 2015, respectively, both increased by 4% over the same periods of 2014.  The increase in net written premiums in the third quarter of 2015 included the impact of changes in the timing and structure of certain reinsurance transactions in prior quarters. Business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive but were lower than in the same periods of 2014.  New business premiums in the third quarter of 2015 decreased from the same period of 2014, while new business premiums in the first nine months of 2015 increased over the same period of 2014.

 

National Accounts.  Net written premiums of $254 million in the third quarter of 2015 increased by 2% over the same period of 2014, while net written premiums of $781 million in the first nine months of 2015 decreased by 1% from the same period of 2014.  Business retention rates in the third quarter of 2015 remained strong but were lower than in the same period of 2014, while business retention rates in the first nine months of 2015 remained strong and were higher than in the same period of 2014.  Renewal premium changes in the third quarter of 2015 remained positive and were higher than in the same period of 2014, while renewal premium changes in the first nine months of 2015 remained positive but were lower than in the same period of 2014.  New business premiums in the third quarter and first nine months of 2015 increased from the same periods of 2014.

 

First Party.  Net written premiums of $411 million in the third quarter of 2015 increased by 11% over the same period of 2014, while net written premiums of $1.20 billion in the first nine months of 2015 were comparable to the same period of 2014.  The increase in net written premiums in the third quarter of 2015 included the impact of changes in the timing and structure of certain reinsurance transactions in prior quarters.  Business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 were negative, compared with positive renewal premium changes in the same periods of 2014.  New business premiums in the third quarter of 2015 increased over the same period of 2014, while new business premiums in the first nine months of 2015 decreased from the same period of 2014.

 

Specialized Distribution.  Net written premiums of $277 million and $845 million in the third quarter and first nine months of 2015, respectively, increased by 6% and 4%, respectively, over the same periods of 2014.  Business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive but were lower than in the same period of 2014.  New business premiums in the third quarter and first nine months of 2015 increased over the same periods of 2014.

 

International.  Net written premiums of $392 million in the third quarter of 2015 decreased by 19% from the same period of 2014, primarily due to changes in foreign currency exchange rates and lower business volume in the Company’s operations at Lloyd’s.  Net written premiums of $1.36 billion in the first nine months of 2015 decreased by 14% from the same period of 2014, primarily due to changes in foreign currency exchange rates, partially offset by the impact of changes in the timing and structure of certain reinsurance transactions related to the Company’s Canadian operations.  Excluding the surety line of

 

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business, for which the following are not relevant measures, business retention rates in the third quarter of 2015 remained strong but were lower than in the same period of 2014, while business retention rates in the first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarters of both 2015 and 2014 were negative, while renewal premium changes for the first nine months of 2015 remained positive but lower than in the same period of 2014.  New business premiums in the third quarter and first nine months of 2015 decreased from the same periods of 2014.

 

Bond & Specialty Insurance

 

Results of the Company’s Bond & Specialty Insurance segment were as follows:

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Earned premiums

 

$

539

 

$

527

 

$

1,567

 

$

1,554

 

Net investment income

 

56

 

64

 

169

 

192

 

Other revenues

 

4

 

5

 

14

 

15

 

Total revenues

 

$

599

 

$

596

 

$

1,750

 

$

1,761

 

Total claims and expenses

 

$

310

 

$

354

 

$

1,084

 

$

1,010

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

196

 

$

165

 

$

471

 

$

511

 

Loss and loss adjustment expense ratio

 

20.6

%

28.7

%

31.3

%

26.7

%

Underwriting expense ratio

 

36.5

 

38.2

 

37.5

 

37.9

 

Combined ratio

 

57.1

%

66.9

%

68.8

%

64.6

%

 

Overview

 

Operating income in the third quarter of 2015 was $196 million, $31 million or 19% higher than operating income of $165 million in the same period of 2014.  This increase primarily reflected the pretax impacts of (i) higher underlying underwriting margins and (ii) higher net favorable prior year reserve development, partially offset by (iii) lower net investment income.  Net favorable prior year reserve development in the third quarters of 2015 and 2014 was $103 million and $79 million, respectively.  Catastrophe losses in the third quarters of both 2015 and 2014 were $1 million.  The higher underlying underwriting margins primarily resulted from a re-estimation of current accident year losses in certain management liability businesses.  Partially offsetting this net pretax increase in operating income was a related increase in income tax expense.

 

Operating income in the first nine months of 2015 was $471 million, $40 million or 8% lower than operating income of $511 million in the same period of 2014.  This decrease primarily reflected the pretax impacts of (i) a decrease in net favorable prior year reserve development and (ii) lower net investment income, partially offset by (iii) higher underlying underwriting margins.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 was $178 million and $270 million, respectively.  Catastrophe losses in the first nine months of 2015 and 2014 were $3 million and $6 million, respectively.  The higher underlying underwriting margins primarily resulted from lower loss estimates in certain management liability businesses.  Partially offsetting this net pretax decrease in operating income was a related decrease in income tax expense.  Income tax expense in the first nine months of 2015 was also reduced by $16 million as a result of the resolution of prior year tax matters in the second quarter of 2015.

 

Revenues

 

Earned Premiums

 

Earned premiums in the third quarter of 2015 were $539 million, $12 million or 2% higher than in the same period of 2014.  Earned premiums in the first nine months of 2015 were $1.57 billion, $13 million or 1% higher than in the same period of 2014.

 

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Net Investment Income

 

Net investment income in the third quarter of 2015 was $56 million, $8 million or 13% lower than in the same period of 2014.  Net investment income in the first nine months of 2015 was $169 million, $23 million or 12% lower than in the same period of 2014.  Refer to the “Net Investment Income” section of “Consolidated Results of Operations” herein for a discussion of the decreases in the Company’s consolidated net investment income in the third quarter and first nine months of 2015 as compared with the same periods of 2014.  In addition, refer to note 2 of notes to the Company’s consolidated financial statements in the Company’s 2014 Annual Report for a discussion of the Company’s net investment income allocation methodology.

 

Claims and Expenses

 

Claims and Claim Adjustment Expenses

 

Claims and claim adjustment expenses in the third quarter of 2015 were $113 million, $39 million or 26% lower than in the same period of 2014, primarily reflecting (i) an increase in net favorable prior year reserve development and (ii) the impact of a re-estimation of current accident year losses in certain management liability businesses.  Net favorable prior year reserve development in the third quarter of 2015 was primarily driven by better than expected loss experience in the contract surety and fidelity product lines for accident years 2008 through 2013, which was partially driven by a reduction in outstanding exposures related to the financial crisis that commenced in 2007. In the third quarter of 2014, net favorable prior year reserve development was primarily driven by better than expected loss experience in the contract surety product line for accident years 2009 through 2011.

 

Claims and claim adjustment expenses in the first nine months of 2015 were $497 million, $76 million or 18% higher than in the same period of 2014, primarily reflecting (i) a decrease in net favorable prior year reserve development, partially offset by (ii) lower loss estimates in certain management liability businesses.  Net favorable prior year reserve development in the first nine months of 2015 was primarily driven by the same factors discussed above for the third quarter of 2015.  In the first nine months of 2014, net favorable prior year reserve development was primarily driven by better than expected loss experience in the contract surety product line for accident years 2007 through 2011.

 

Amortization of Deferred Acquisition Costs

 

Amortization of deferred acquisition costs in the third quarter of 2015 was $104 million, $3 million or 3% higher than in the same period of 2014.  Amortization of deferred acquisition costs in the first nine months of 2015 was $295 million, $6 million or 2% higher than in the same period of 2014.

 

General and Administrative Expenses

 

General and administrative expenses in the third quarter of 2015 were $93 million, $8 million or 8% lower than in the same period of 2014.  General and administrative expenses in the first nine months of 2015 were $292 million, $8 million or 3% lower than in the same period of 2014.  The decreases in both periods of 2015 reflected the impact of certain customer-related intangible assets which became fully amortized during the second quarter of 2015.

 

Income Tax Expense

 

Income tax expense in the third quarter of 2015 was $93 million, $16 million or 21% higher than in the same period of 2014, primarily reflecting the $47 million increase in pretax operating income.  Income tax expense in the first nine months of 2015 was $195 million, $45 million or 19% lower than in the same period of 2014, primarily reflecting the $85 million decrease in pretax operating income and the $16 million reduction in income tax expense in the second quarter of 2015 resulting from the resolution of prior year tax matters.

 

Combined Ratio

 

The combined ratio of 57.1% in the third quarter of 2015 was 9.8 points lower than the combined ratio of 66.9% in the same period of 2014.  The combined ratio of 68.8% in the first nine months of 2015 was 4.2 points higher than the combined ratio of 64.6% in the same period of 2014.

 

The loss and loss adjustment expense ratio of 20.6% in the third quarter of 2015 was 8.1 points lower than the loss and loss adjustment expense ratio of 28.7% in the same period of 2014.  Net favorable prior year reserve development in the third quarters of 2015 and 2014 provided 19.1 points and 15.0 points of benefit, respectively, to the loss and loss adjustment expense ratio.  Catastrophe losses in the third quarters of 2015 and 2014 accounted for 0.1 points and 0.2 points, respectively,

 

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of the loss and loss adjustment expense ratio.  The 2015 third quarter underlying loss and loss adjustment expense ratio was 3.9 points lower than the 2014 ratio on the same basis, primarily reflecting a re-estimation of current accident year losses in certain management liability businesses.

 

The loss and loss adjustment expense ratio of 31.3% in the first nine months of 2015 was 4.6 points higher than the loss and loss adjustment expense ratio of 26.7% in the same period of 2014.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 provided 11.4 points and 17.4 points of benefit, respectively, to the loss and loss adjustment expense ratio.  Catastrophe losses in the first nine months of 2015 and 2014 accounted for 0.2 points and 0.5 points, respectively, of the loss and loss adjustment expense ratio.  The underlying loss and loss adjustment expense ratio in the first nine months of 2015 was 1.1 points lower than the 2014 ratio on the same basis, primarily reflecting lower loss estimates in certain management liability businesses.

 

The underwriting expense ratio of 36.5% in the third quarter of 2015 was 1.7 points lower than the underwriting expense ratio of 38.2% in the same period of 2014.  In the first nine months of 2015, the underwriting expense ratio of 37.5% was 0.4 points lower than the underwriting expense ratio of 37.9% in the same period of 2014.  The decreases in both periods of 2015 reflected the impact of lower general and administrative expenses discussed above.

 

Written Premiums

 

The Bond & Specialty Insurance segment’s gross and net written premiums were as follows:

 

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Bond & Specialty Insurance

 

$

580

 

$

562

 

$

1,639

 

$

1,632

 

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Bond & Specialty Insurance

 

$

565

 

$

556

 

$

1,577

 

$

1,578

 

 

Gross and net written premiums in the third quarter of 2015 increased by 3% and 2%, respectively, over the same period of 2014.  Gross and net written premiums in the first nine months of 2015 were comparable to the same period of 2014.  Excluding the surety line of business, for which the following are not relevant measures, business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the same periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive, but were lower than in the same periods of 2014.  New business premiums in the third quarter and first nine months of 2015 increased over the same periods of 2014.

 

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Personal Insurance

 

Results of the Company’s Personal Insurance segment were as follows:

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Earned premiums

 

$

1,840

 

$

1,796

 

$

5,402

 

$

5,331

 

Net investment income

 

87

 

98

 

257

 

292

 

Other revenues

 

9

 

19

 

33

 

62

 

Total revenues

 

$

1,936

 

$

1,913

 

$

5,692

 

$

5,685

 

Total claims and expenses

 

$

1,582

 

$

1,565

 

$

4,725

 

$

4,847

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

$

241

 

$

239

 

$

667

 

$

582

 

Loss and loss adjustment expense ratio

 

56.5

%

56.0

%

58.0

%

60.9

%

Underwriting expense ratio

 

28.6

 

30.1

 

28.6

 

28.9

 

Combined ratio

 

85.1

%

86.1

%

86.6

%

89.8

%

Incremental impact of direct to consumer initiative on combined ratio

 

1.9

%

1.9

%

1.8

%

1.7

%

 

Overview

 

Operating income in the third quarter of 2015 was $241 million, $2 million or 1% higher than operating income of $239 million in the same period of 2014.  This increase primarily reflected the pretax impacts of (i) higher net favorable prior year reserve development and (ii) lower catastrophe losses, largely offset by (iii) lower underlying underwriting margins, (iv) lower net investment income and (v) a decline in other revenues.  Net favorable prior year reserve development in the third quarters of 2015 and 2014 was $47 million and $13 million, respectively.  Catastrophe losses in the third quarters of 2015 and 2014 were $45 million and $51 million, respectively.  The lower underlying underwriting margins primarily resulted from higher non-weather-related losses in the Homeowners and Other product line.  Partially offsetting this net pretax increase in operating income was a related increase in income tax expense.

 

Operating income in the first nine months of 2015 was $667 million, $85 million or 15% higher than operating income of $582 million in the same period of 2014.  This increase primarily reflected the pretax impacts of (i) lower catastrophe losses, (ii) higher net favorable prior year reserve development and (iii) higher underlying underwriting margins, partially offset by (iv) lower net investment income and (v) a decline in other revenues.  Catastrophe losses in the first nine months of 2015 were $219 million, compared with $306 million in the same period of 2014.  Net favorable prior year reserve development in the first nine months of 2015 was $242 million, compared with $157 million in the same period of 2014.  The higher underlying underwriting margins primarily resulted from lower non-catastrophe weather-related losses in the Homeowners and Other product line.  Partially offsetting this net pretax increase in operating income was a related increase in income tax expense.  Income tax expense in the first nine months of 2015 was reduced by $4 million as a result of the resolution of prior year tax matters in the second quarter of 2015.

 

Revenues

 

Earned Premiums

 

Earned premiums in the third quarter of 2015 were $1.84 billion, $44 million or 2% higher than in the same period of 2014.  Earned premiums in the first nine months of 2015 were $5.40 billion, $71 million or 1% higher than in the same period of 2014.

 

Net Investment Income

 

Net investment income in the third quarter of 2015 was $87 million, $11 million or 11% lower than in the same period of 2014.  Net investment income in the first nine months of 2015 was $257 million, $35 million or 12% lower than in the same

 

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period of 2014.  Refer to the “Net Investment Income” section of the “Consolidated Results of Operations” discussion herein for a description of the factors contributing to the decreases in the Company’s consolidated net investment income in the third quarter and first nine months of 2015 compared with the same periods of 2014.  In addition, refer to note 2 of notes to the Company’s consolidated financial statements in the Company’s 2014 Annual Report for a discussion of the Company’s net investment income allocation methodology.

 

Other Revenues

 

Other revenues in the third quarters and first nine months of 2015 and 2014 primarily consisted of installment premium charges.  The third quarter and first nine months of 2014 also included revenues associated with the runoff of the Company’s National Flood Insurance Program business that was sold on a renewal rights basis in 2013.

 

Claims and Expenses

 

Claims and Claim Adjustment Expenses

 

Claims and claim adjustment expenses in the third quarter of 2015 were $1.04 billion, $32 million or 3% higher than in the same period of 2014.  The increase primarily reflected (i) higher volumes of insured exposures, (ii) the impact of loss cost trends and (iii) higher non-weather-related losses in the Homeowners and Other product line, partially offset by (iv) higher net favorable prior year reserve development and (v) lower catastrophe losses.  Net favorable prior year reserve development in the third quarter of 2015 was primarily driven by (i) better than expected loss experience in the Homeowners and Other product line for liability coverages for accident years 2013 and 2014 and (ii) better than expected loss experience in the Automobile product line for liability coverages for accident years 2012 through 2014.  Net favorable prior year reserve development in the third quarter of 2014 was primarily driven by better than expected loss experience in the Homeowners and Other product line for catastrophe losses for accident years 2011 through 2013.

 

Claims and claim adjustment expenses in the first nine months of 2015 were $3.13 billion, $117 million or 4% lower than in the same period of 2014, primarily reflecting (i) lower catastrophe losses and (ii) higher net favorable prior year reserve development and (iii) lower non-catastrophe weather-related losses in the Homeowners and Other product line, partially offset by (iv) the impact of loss cost trends and (v) higher volumes of insured exposures.  Net favorable prior year reserve development in the first nine months of 2015 was primarily driven by (i) better than expected loss experience in the Homeowners and Other product line for liability coverages for accident years 2011 through 2014, for non-catastrophe weather-related losses for accident years 2013 and 2014 and for non-weather-related losses for accident year 2014 and (ii) better than expected loss experience in the Automobile product line for liability coverages for accident years 2010 through 2014.  Net favorable prior year reserve development in the first nine months of 2014 was primarily driven by better than expected loss experience in the Homeowners and Other product line for non-catastrophe weather-related losses for accident year 2013 and for catastrophe losses for accident years 2011 through 2013.

 

Amortization of Deferred Acquisition Costs

 

Amortization of deferred acquisition costs in the third quarter of 2015 was $294 million, was comparable to the same period of 2014.  Amortization of deferred acquisition costs in the first nine months of 2015 was $867 million, $9 million or 1% lower than in the same period of 2014.

 

General and Administrative Expenses

 

General and administrative expenses in the third quarter of 2015 were $248 million, $15 million or 6% lower than in the same period of 2014, primarily due to higher contingent commission expenses in the third quarter of 2014 due to timing.  General and administrative expenses in the first nine months of 2015 were $727 million, $4 million or 1% higher than in the same period of 2014.

 

Income Tax Expense

 

Income tax expense in the third quarter of 2015 was $113 million, $4 million or 4% higher than in the same period of 2014, primarily reflecting the $6 million increase in pretax operating income.  Income tax expense in the first nine months of 2015 was $300 million, $44 million or 17% higher than in the same period of 2014, primarily reflecting the $129 million increase in pretax operating income, partially offset by the $4 million reduction in income tax expense in the second quarter of 2015 resulting from the resolution of prior year tax matters.

 

Combined Ratio

 

The combined ratio of 85.1% in the third quarter of 2015 was 1.0 points lower than the combined ratio of 86.1% in the same period of 2014.  The combined ratio of 86.6% in the first nine months of 2015 was 3.2 points lower than the combined ratio of 89.8% in the same period of 2014.

 

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The loss and loss adjustment expense ratio of 56.5% in the third quarter of 2015 was 0.5 points higher than the loss and loss adjustment expense ratio of 56.0% in the same period of 2014.  Catastrophe losses accounted for 2.5 points and 2.8 points of the loss and loss adjustment expense ratios in the third quarters of 2015 and 2014, respectively.  Net favorable prior year reserve development in the third quarters of 2015 and 2014 provided 2.6 points and 0.7 points of benefit, respectively, to the loss and loss adjustment expense ratio. The 2015 third quarter underlying loss and loss adjustment expense ratio was 2.7 points higher than the 2014 ratio on the same basis, primarily reflecting higher non-weather-related losses in the Homeowners and Other product line.

 

The loss and loss adjustment expense ratio of 58.0% in the first nine months of 2015 was 2.9 points lower than the loss and loss adjustment expense ratio of 60.9% in the same period of 2014.  Catastrophe losses accounted for 4.1 points and 5.6 points of the loss and loss adjustment expense ratios in the first nine months of 2015 and 2014, respectively.  Net favorable prior year reserve development in the first nine months of 2015 and 2014 provided 4.5 points and 2.9 points of benefit, respectively, to the loss and loss adjustment expense ratio.  The 2015 underlying loss and loss adjustment expense ratio in the first nine months of 2015 was 0.2 points higher than the 2014 ratio on the same basis.

 

The underwriting expense ratio of 28.6% for the third quarter of 2015 was 1.5 points lower than the underwriting expense ratio of 30.1% in the same period of 2014, primarily reflecting lower commission expenses.  In the first nine months of 2015, the underwriting expense ratio of 28.6% was 0.3 points lower than the underwriting expense ratio of 28.9% in the same 2014 period.

 

Agency Written Premiums

 

Personal Insurance’s gross and net written premiums by product line were as follows for its Agency business, which comprises business written through agents, brokers and other intermediaries and represents almost all of the Personal Insurance segment’s gross and net written premiums:

 

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Agency Automobile

 

$

938

 

$

852

 

$

2,659

 

$

2,481

 

Agency Homeowners and Other

 

1,052

 

1,055

 

2,876

 

2,902

 

Total Agency Personal Insurance

 

$

1,990

 

$

1,907

 

$

5,535

 

$

5,383

 

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Agency Automobile

 

$

934

 

$

849

 

$

2,646

 

$

2,468

 

Agency Homeowners and Other

 

1,035

 

1,017

 

2,793

 

2,821

 

Total Agency Personal Insurance

 

$

1,969

 

$

1,866

 

$

5,439

 

$

5,289

 

 

In the third quarter and first nine months of 2015, agency gross written premiums were 4% and 3% higher than in the respective periods of 2014.  In the third quarter and first nine months of 2015, agency net written premiums were 6% and 3% higher than in the respective periods of 2014.  The higher rate of increase in agency net written premiums compared to the rate of increase in agency gross written premiums for the third quarter of 2015 primarily reflected the impact of changes in the timing and structure of certain of the Company’s corporate catastrophe reinsurance treaties in the first quarter of 2015.

 

In the third quarter and first nine months of 2015, net written premiums in the Agency Automobile line of business were 10% and 7% higher, respectively, than in the same periods of 2014.  Business retention rates in the third quarter and first nine months of 2015 remained strong and were higher than in the respective periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive but were lower than in the same periods of 2014.  New business premiums in the third quarter and first nine months of 2015 increased over the same periods of 2014 driven by sales of the Company’s private passenger automobile product, Quantum Auto 2.0.

 

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In the third quarter and first nine months of 2015, net written premiums in the Agency Homeowners and Other line of business were 2% higher and 1% lower, respectively, than in the same periods of 2014.  The increase in agency net written premiums for the third quarter of 2015 included the impact of changes in the timing and structure of certain of the Company’s corporate catastrophe reinsurance treaties in the first quarter of 2015.  Business retention rates in the third quarter and first nine months of 2015 remained strong and were slightly higher than in the respective periods of 2014.  Renewal premium changes in the third quarter and first nine months of 2015 remained positive but were lower than in the respective periods of 2014.  New business premiums in the third quarter and first nine months of 2015 increased over the same periods of 2014.

 

For its Agency business, the Personal Insurance segment had approximately 6.1 million active policies at both September 30, 2015 and 2014.

 

Direct to Consumer Written Premiums

 

In the direct to consumer business, net written premiums in the third quarter and first nine months of 2015 were $67 million and $175 million, respectively, compared with $51 million and $140 million in the respective periods of 2014.  In the third quarter and first nine months of 2015, automobile net written premiums increased by $11 million and $25 million, respectively, or 31% and 26%, respectively, over the same periods of 2014.  In the third quarter and first nine months of 2015, homeowners and other net written premiums increased $5 million and $10 million, respectively, or 33% and 24%, respectively, over the same periods of 2014.  The direct to consumer business had 229,000 and 185,000 active policies at September 30, 2015 and 2014, respectively.

 

Interest Expense and Other

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2015

 

2014

 

2015

 

2014

 

 

 

 

 

 

 

 

 

 

 

Operating loss

 

$

(65

)

$

(63

)

$

(191

)

$

(192

)

 

The operating loss for Interest Expense and Other in the third quarter of 2015 was $65 million, compared with $63 million in the same period of 2014.  The operating loss for Interest Expense and Other in the first nine months of 2015 was $191 million, compared with $192 million in the same period of 2014.  After-tax interest expense in the third quarter and first nine months of 2015 was $61 million and $181 million, respectively, compared with $60 million and $180 million, respectively, in the same periods of 2014.

 

ASBESTOS CLAIMS AND LITIGATION

 

The Company believes that the property and casualty insurance industry has suffered from court decisions and other trends that have expanded insurance coverage for asbestos claims far beyond the original intent of insurers and policyholders. The Company has received and continues to receive a significant number of asbestos claims from the Company’s policyholders (which includes others seeking coverage under a policy).  Factors underlying these claim filings include continued intensive advertising by lawyers seeking asbestos claimants and the continued focus by plaintiffs on defendants who were not traditionally primary targets of asbestos litigation.  The focus on these defendants is primarily the result of the number of traditional asbestos defendants who have sought bankruptcy protection in previous years.  In addition to contributing to the overall number of claims, bankruptcy proceedings may increase the volatility of asbestos-related losses by initially delaying the reporting of claims and later by significantly accelerating and increasing loss payments by insurers, including the Company. The bankruptcy of many traditional defendants has also caused increased settlement demands against those policyholders who are not in bankruptcy but remain in the tort system. Currently, in many jurisdictions, those who allege very serious injury and who can present credible medical evidence of their injuries are receiving priority trial settings in the courts, while those who have not shown any credible disease manifestation are having their hearing dates delayed or placed on an inactive docket.  Prioritizing claims involving credible evidence of injuries, along with the focus on defendants who were not traditionally primary targets of asbestos litigation, contributes to the claims and claim adjustment expense payment patterns experienced by the Company.  The Company’s asbestos-related claims and claim adjustment expense experience also has been impacted by the unavailability of other insurance sources potentially available to policyholders, whether through exhaustion of policy limits or through the insolvency of other participating insurers.

 

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The Company continues to be involved in coverage litigation concerning a number of policyholders, some of whom have filed for bankruptcy, who in some instances have asserted that all or a portion of their asbestos-related claims are not subject to aggregate limits on coverage. In these instances, policyholders also may assert that each individual bodily injury claim should be treated as a separate occurrence under the policy. It is difficult to predict whether these policyholders will be successful on both issues. To the extent both issues are resolved in a policyholder’s favor and other Company defenses are not successful, the Company’s coverage obligations under the policies at issue would be materially increased and bounded only by the applicable per-occurrence limits and the number of asbestos bodily injury claims against the policyholders.  Although the Company has seen a moderation in the overall risk associated with these lawsuits, it remains difficult to predict the ultimate cost of these claims.

 

Many coverage disputes with policyholders are only resolved through settlement agreements. Because many policyholders make exaggerated demands, it is difficult to predict the outcome of settlement negotiations. Settlements involving bankrupt policyholders may include extensive releases which are favorable to the Company but which could result in settlements for larger amounts than originally anticipated. There also may be instances where a court may not approve a proposed settlement, which may result in additional litigation and potentially less beneficial outcomes for the Company. As in the past, the Company will continue to pursue settlement opportunities.

 

In addition to claims against policyholders, proceedings have been launched directly against insurers, including the Company, by individuals challenging insurers’ conduct with respect to the handling of past asbestos claims and by individuals seeking damages arising from alleged asbestos-related bodily injuries.   Travelers Property Casualty Corp. (TPC) had previously entered into settlement agreements in connection with a number of these direct action claims (Direct Action Settlements).  The Company had been involved in litigation concerning whether all of the conditions of the Direct Action Settlements had been satisfied.  On July 22, 2014, the United States Court of Appeals for the Second Circuit ruled that all of the conditions of the Direct Action Settlements had been satisfied.  On January 15, 2015, the bankruptcy court entered an order directing the Company to pay $579 million to the plaintiffs, comprised of the $502 million settlement amounts, plus pre- and post-judgment interest of $77 million, and the Company has made that payment.  For a full discussion of these settlement agreements and related litigation, see the “Settlement of Asbestos Direct Action Litigation” sections of note 12 of notes to the unaudited consolidated financial statements herein and note 16 of notes to the consolidated financial statements in the Company’s 2014 Annual Report. It is possible that the filing of other direct actions against insurers, including the Company, could be made in the future.  It is difficult to predict the outcome of these proceedings, including whether the plaintiffs will be able to sustain these actions against insurers based on novel legal theories of liability. The Company believes it has meritorious defenses to these claims and has received favorable rulings in certain jurisdictions.

 

Because each policyholder presents different liability and coverage issues, the Company generally reviews the exposure presented by each policyholder at least annually.  Among the factors which the Company may consider in the course of this review are: available insurance coverage, including the role of any umbrella or excess insurance the Company has issued to the policyholder; limits and deductibles; an analysis of the policyholder’s potential liability; the jurisdictions involved; past and anticipated future claim activity and loss development on pending claims; past settlement values of similar claims; allocated claim adjustment expense; potential role of other insurance; the role, if any, of non-asbestos claims or potential non-asbestos claims in any resolution process; and applicable coverage defenses or determinations, if any, including the determination as to whether or not an asbestos claim is a products/completed operation claim subject to an aggregate limit and the available coverage, if any, for that claim.

 

In the third quarter of 2015, the Company completed its annual in-depth asbestos claim review, including a review of active policyholders and litigation cases for potential product and “non-product” liability, and noted the continuation of the following trends:

 

·                  continued high level of litigation activity in certain jurisdictions involving individuals alleging serious asbestos-related illness, primarily involving mesothelioma claims;

·                  while overall payment patterns have been generally stable, there has been an increase in severity for certain policyholders due to the continued high level of litigation activity; and

·                  continued moderate level of asbestos-related bankruptcy activity.

 

While the Company believes that over the past several years there has been a reduction in the volatility associated with the Company’s overall asbestos exposure, there nonetheless remains a high degree of uncertainty with respect to future exposure from asbestos claims.

 

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In the Home Office and Field Office categories, which account for the vast majority of policyholders with active asbestos-related claims, both the number of policyholders with open asbestos claims and net asbestos-related payments were essentially unchanged in the first nine months of 2015 when compared with the same period of 2014.  Payments on behalf of policyholders in these categories continue to be influenced by the high level of litigation activity in a limited number of jurisdictions where individuals alleging serious asbestos-related injury continue to target defendants who were not traditionally primary targets of asbestos litigation.

 

The Company’s quarterly asbestos reserve reviews include an analysis of exposure and claim payment patterns by policyholder category, as well as recent settlements, policyholder bankruptcies, judicial rulings and legislative actions.  The Company also analyzes developing payment patterns among policyholders in the Home Office, Field Office and Assumed Reinsurance and Other categories as well as projected reinsurance billings and recoveries.  In addition, the Company reviews its historical gross and net loss and expense paid experience, year-by-year, to assess any emerging trends, fluctuations, or characteristics suggested by the aggregate paid activity.  Conventional actuarial methods are not utilized to establish asbestos reserves nor have the Company’s evaluations resulted in any way of determining a meaningful average asbestos defense or indemnity payment.

 

The completion of these reviews and analyses in the third quarters of 2015 and 2014 resulted in $224 million and $250 million increases, respectively, in the Company’s net asbestos reserves.  In both 2015 and 2014, the reserve increases were primarily driven by increases in the Company’s estimate of projected settlement and defense costs related to a broad number of policyholders in the Home Office category due to a higher level of litigation activity surrounding mesothelioma claims than previously anticipated.  The increase in the estimate of projected settlement and defense costs resulted from payment trends that continue to be higher than previously anticipated due to the impact of the current litigation environment discussed above.  Notwithstanding these trends, the Company’s overall view of the underlying asbestos environment is essentially unchanged from recent periods and there remains a high degree of uncertainty with respect to future exposure to asbestos claims.

 

Net asbestos paid loss and loss expenses in the first nine months of 2015 were $684 million, compared with $154 million in the same period of 2014.  Net payments in the first nine months of 2015 included the payment of the $502 million settlement amounts related to the Settlement of Asbestos Direct Action Litigation as described in more detail in note 12 of notes to the unaudited consolidated financial statements herein.  Net asbestos reserves were $1.90 billion at September 30, 2015, compared with $2.45 billion at September 30, 2014.

 

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The following table displays activity for asbestos losses and loss expenses and reserves:

 

(at and for the nine months ended September 30, in millions)

 

2015

 

2014

 

Beginning reserves:

 

 

 

 

 

Gross

 

$

2,520

 

$

2,606

 

Ceded

 

(163

)

(256

)

Net

 

2,357

 

2,350

 

 

 

 

 

 

 

Incurred losses and loss expenses:

 

 

 

 

 

Gross

 

313

 

258

 

Ceded

 

(89

)

(8

)

Net

 

224

 

250

 

 

 

 

 

 

 

Paid loss and loss expenses:

 

 

 

 

 

Gross

 

747

 

198

 

Ceded

 

(63

)

(44

)

Net

 

684

 

154

 

 

 

 

 

 

 

Foreign exchange and other:

 

 

 

 

 

Gross

 

 

(1

)

Ceded

 

(1

)

 

Net

 

(1

)

(1

)

 

 

 

 

 

 

Ending reserves:

 

 

 

 

 

Gross

 

2,086

 

2,665

 

Ceded

 

(190

)

(220

)

Net

 

$

1,896

 

$

2,445

 

 


See “—Uncertainty Regarding Adequacy of Asbestos and Environmental Reserves.”

 

ENVIRONMENTAL CLAIMS AND LITIGATION

 

The Company has received and continues to receive claims from policyholders who allege that they are liable for injury or damage arising out of their alleged disposition of toxic substances. Mostly, these claims are due to various legislative as well as regulatory efforts aimed at environmental remediation. For instance, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), enacted in 1980 and later modified, enables private parties as well as federal and state governments to take action with respect to releases and threatened releases of hazardous substances. This federal statute permits the recovery of response costs from some liable parties and may require liable parties to undertake their own remedial action. Liability under CERCLA may be joint and several with other responsible parties.

 

The Company has been, and continues to be, involved in litigation involving insurance coverage issues pertaining to environmental claims. The Company believes that some court decisions have interpreted the insurance coverage to be broader than the original intent of the insurers and policyholders. These decisions often pertain to insurance policies that were issued by the Company prior to the mid-1980s. These decisions continue to be inconsistent and vary from jurisdiction to jurisdiction. Environmental claims, when submitted, rarely indicate the monetary amount being sought by the claimant from the policyholder, and the Company does not keep track of the monetary amount being sought in those few claims which indicate a monetary amount.

 

The resolution of environmental exposures by the Company generally occurs through settlements with policyholders as opposed to claimants.  Generally, the Company strives to extinguish any obligations it may have under any policy issued to the policyholder for past, present and future environmental liabilities and extinguish any pending coverage litigation dispute with the policyholder.  This form of settlement is commonly referred to as a “buy-back” of policies for future environmental liability. In addition, many of the agreements have also extinguished any insurance obligation which the Company may have for other claims, including but not limited to asbestos and other cumulative injury claims.  The Company and its

 

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policyholders may also agree to settlements which extinguish any liability arising from known specified sites or claims.  Where appropriate, these agreements also include indemnities and hold harmless provisions to protect the Company.  The Company’s general purpose in executing these agreements is to reduce the Company’s potential environmental exposure and eliminate the risks presented by coverage litigation with the policyholder and related costs.

 

In establishing environmental reserves, the Company evaluates the exposure presented by each policyholder and the anticipated cost of resolution, if any. In the course of this analysis, the Company generally considers the probable liability, available coverage and relevant judicial interpretations.  In addition, the Company considers the many variables presented, such as: the nature of the alleged activities of the policyholder at each site; the number of sites; the total number of potentially responsible parties at each site; the nature of the alleged environmental harm and the corresponding remedy at each site; the nature of government enforcement activities at each site; the ownership and general use of each site; the overall nature of the insurance relationship between the Company and the policyholder, including the role of any umbrella or excess insurance the Company has issued to the policyholder; the involvement of other insurers; the potential for other available coverage, including the number of years of coverage; the role, if any, of non-environmental claims or potential non-environmental claims in any resolution process; and the applicable law in each jurisdiction.  The evaluation of the exposure presented by a policyholder can change as information concerning that policyholder and the many variables presented is developed.  Conventional actuarial techniques are not used to estimate these reserves.

 

In its review of environmental reserves, the Company considers: past settlement payments; changing judicial and legislative trends; its reserves for the costs of litigating environmental coverage matters; the potential for policyholders with smaller exposures to be named in new clean-up actions for both on- and off-site waste disposal activities; the potential for adverse development; the potential for additional new claims beyond previous expectations; and the potential higher costs for new settlements.

 

The duration of the Company’s investigation and review of these claims and the extent of time necessary to determine an appropriate estimate, if any, of the value of the claim to the Company vary significantly and are dependent upon a number of factors. These factors include, but are not limited to, the cooperation of the policyholder in providing claim information, the pace of underlying litigation or claim processes, the pace of coverage litigation between the policyholder and the Company and the willingness of the policyholder and the Company to negotiate, if appropriate, a resolution of any dispute pertaining to these claims. Because these factors vary from claim-to-claim and policyholder-by-policyholder, the Company cannot provide a meaningful average of the duration of an environmental claim. However, based upon the Company’s experience in resolving these claims, the duration may vary from months to several years.

 

The Company continues to receive notices from policyholders tendering claims for the first time, frequently under policies issued prior to the mid-1980s.  These policyholders continue to present smaller exposures, have fewer sites and are lower tier defendants.  Further, in many instances, clean-up costs have been reduced because regulatory agencies are willing to accept risk-based site analyses and more efficient clean-up technologies.  Over the past several years, the Company has experienced generally favorable trends in the number of new policyholders tendering environmental claims for the first time and in the number of pending declaratory judgment actions relating to environmental matters.  However, the degree to which those favorable trends have continued has been less than anticipated.  In addition, reserve development on existing environmental claims has been greater than anticipated.  As a result of these factors, the Company increased its net environmental reserves by $72 million and $87 million in the second quarters of 2015 and 2014, respectively.

 

Net environmental paid loss and loss expenses in the first nine months of 2015 were $38 million, compared with $66 million in the same period of 2014.  At September 30, 2015, approximately 93% of the net environmental reserve (approximately $352 million) was carried in a bulk reserve and included unresolved environmental claims, incurred but not reported environmental claims and the anticipated cost of coverage litigation disputes relating to these claims. The bulk reserve the Company carries is established and adjusted based upon the aggregate volume of in-process environmental claims and the Company’s experience in resolving those claims. The balance, approximately 7% of the net environmental reserve (approximately $26 million), consists of case reserves.

 

The following table displays activity for environmental losses and loss expenses and reserves:

 

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(at and for the nine months ended September 30, in millions)

 

2015

 

2014

 

Beginning reserves:

 

 

 

 

 

Gross

 

$

353

 

$

355

 

Ceded

 

(7

)

(11

)

Net

 

346

 

344

 

 

 

 

 

 

 

Incurred losses and loss expenses:

 

 

 

 

 

Gross

 

81

 

94

 

Ceded

 

(9

)

(7

)

Net

 

72

 

87

 

 

 

 

 

 

 

Paid loss and loss expenses:

 

 

 

 

 

Gross

 

39

 

73

 

Ceded

 

(1

)

(7

)

Net

 

38

 

66

 

 

 

 

 

 

 

Foreign exchange and other:

 

 

 

 

 

Gross

 

(2

)

(1

)

Ceded

 

 

 

Net

 

(2

)

(1

)

 

 

 

 

 

 

Ending reserves:

 

 

 

 

 

Gross

 

393

 

375

 

Ceded

 

(15

)

(11

)

Net

 

$

378

 

$

364

 

 

UNCERTAINTY REGARDING ADEQUACY OF ASBESTOS AND ENVIRONMENTAL RESERVES

 

As a result of the processes and procedures discussed above, management believes that the reserves carried for asbestos and environmental claims are appropriately established based upon known facts, current law and management’s judgment. However, the uncertainties surrounding the final resolution of these claims continue, and it is difficult to determine the ultimate exposure for asbestos and environmental claims and related litigation. As a result, these reserves are subject to revision as new information becomes available and as claims develop. The continuing uncertainties include, without limitation, the risks and lack of predictability inherent in complex litigation, any impact from the bankruptcy protection sought by various asbestos producers and other asbestos defendants, a further increase or decrease in the cost to resolve, and/or the number of, asbestos and environmental claims beyond that which is anticipated, the emergence of a greater number of asbestos claims than anticipated as a result of extended life expectancies resulting from medical advances and lifestyle improvements, the role of any umbrella or excess policies the Company has issued, the resolution or adjudication of disputes pertaining to the amount of available coverage for asbestos and environmental claims in a manner inconsistent with the Company’s previous assessment of these claims, the number and outcome of direct actions against the Company, future developments pertaining to the Company’s ability to recover reinsurance for asbestos and environmental claims and the unavailability of other insurance sources potentially available to policyholders, whether through exhaustion of policy limits or through the insolvency of other participating insurers.  In addition, uncertainties arise from the insolvency or bankruptcy of policyholders and other defendants.  It is also not possible to predict changes in the legal, regulatory and legislative environment and their impact on the future development of asbestos and environmental claims.  This environment could be affected by changes in applicable legislation and future court and regulatory decisions and interpretations, including the outcome of legal challenges to legislative and/or judicial reforms establishing medical criteria for the pursuit of asbestos claims.  It is also difficult to predict the ultimate outcome of complex coverage disputes until settlement negotiations near completion and significant legal questions are resolved or, failing settlement, until the dispute is adjudicated. This is particularly the case with policyholders in bankruptcy where negotiations often involve a large number of claimants and other parties and require court approval to be effective. As part of its continuing analysis of asbestos and environmental reserves, the Company continues to study the implications of these and other developments.

 

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Because of the uncertainties set forth above, additional liabilities may arise for amounts in excess of the Company’s current reserves.  In addition, the Company’s estimate of claims and claim adjustment expenses may change.  These additional liabilities or increases in estimates, or a range of either, cannot now be reasonably estimated and could result in income statement charges that could be material to the Company’s operating results in future periods.

 

INVESTMENT PORTFOLIO

 

The Company’s invested assets at September 30, 2015 were $72.06 billion, of which 93% was invested in fixed maturity and short-term investments, 1% in equity securities, 1% in real estate investments and 5% in other investments.  Because the primary purpose of the investment portfolio is to fund future claims payments, the Company employs a conservative investment philosophy.  A significant majority of funds available for investment are deployed in a widely diversified portfolio of high quality, liquid, taxable U.S. government, tax-exempt U.S. municipal and taxable corporate and U.S. agency mortgage-backed bonds.

 

The carrying value of the Company’s fixed maturity portfolio at September 30, 2015 was $61.67 billion.  The Company closely monitors the duration of its fixed maturity investments, and investment purchases and sales are executed with the objective of having adequate funds available to satisfy the Company’s insurance and debt obligations.  The weighted average credit quality of the Company’s fixed maturity portfolio, both including and excluding U.S. Treasury securities, was “Aa2” at both September 30, 2015 and December 31, 2014.  Below investment grade securities represented 2.9% and 3.0% of the total fixed maturity investment portfolio at September 30, 2015 and December 31, 2014, respectively.  The average effective duration of fixed maturities and short-term securities was 4.0 (4.3 excluding short-term securities) at September 30, 2015 and 3.5 (3.7 excluding short-term securities) at December 31, 2014.

 

Obligations of States, Municipalities and Political Subdivisions

 

The Company’s fixed maturity investment portfolio at September 30, 2015 and December 31, 2014 included $31.63 billion and $33.57 billion, respectively, of securities which are obligations of states, municipalities and political subdivisions (collectively referred to as the municipal bond portfolio).  The municipal bond portfolio is diversified across the United States, the District of Columbia and Puerto Rico and includes general obligation and revenue bonds issued by states, cities, counties, school districts and similar issuers.  Included in the municipal bond portfolio at September 30, 2015 and December 31, 2014 were $6.59 billion and $7.56 billion, respectively, of pre-refunded bonds, which are bonds for which states or municipalities have established irrevocable trusts, almost exclusively comprised of U.S. Treasury securities, which were created to satisfy their responsibility for payments of principal and interest.  The irrevocable trusts are verified as to their sufficiency by an independent verification agent of the underwriter, issuer or trustee.  All of the Company’s holdings of securities issued by Puerto Rico and related entities have been pre-refunded and therefore are defeased by U.S. Treasury securities.

 

The Company bases its investment decision on the underlying credit characteristics of the municipal security.  While its municipal bond portfolio includes a number of securities that were enhanced by third-party insurance for the payment of principal and interest in the event of an issuer default, the Company does not rely on enhanced credit characteristics provided by such third-party insurance as part of its investing decisions.  Of the insured municipal securities in the Company’s investment portfolio at September 30, 2015, 100% were rated at “A3” or above, and approximately 87% were rated at “Aa3” or above, without the benefit of insurance.  The Company believes that a loss of the benefit of insurance would not result in a material adverse impact on the Company’s results of operations, financial position or liquidity, due to the underlying credit strength of the issuers of the securities, as well as the Company’s ability and intent to hold the securities.  The average credit rating of the underlying issuers of these securities was “Aa2” at September 30, 2015.  The average credit rating of the entire municipal bond portfolio was “Aa1” at September 30, 2015 with and without the enhancement provided by third-party insurance.

 

Mortgage-Backed Securities, Collateralized Mortgage Obligations and Pass-Through Securities

 

The Company’s fixed maturity investment portfolio at September 30, 2015 and December 31, 2014 included $2.01 billion and $2.21 billion, respectively, of residential mortgage-backed securities, including pass-through-securities and collateralized mortgage obligations (CMOs), all of which are subject to prepayment risk (either shortening or lengthening of duration).

 

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While prepayment risk for securities and its effect on income cannot be fully controlled, particularly when interest rates move dramatically, the Company’s investment strategy generally favors securities that reduce this risk within expected interest rate ranges.  Included in the totals at September 30, 2015 and December 31, 2014 were $720 million and $872 million, respectively, of GNMA, FNMA, FHLMC (excluding FHA project loans) and Canadian government guaranteed residential mortgage-backed pass-through securities classified as available for sale.  Also included in those totals were residential CMOs classified as available for sale with a fair value of $1.29 billion and $1.34 billion at September 30, 2015 and December 31, 2014, respectively.  Approximately 45% and 46% of the Company’s CMO holdings at September 30, 2015 and December 31, 2014, respectively, were guaranteed by or fully collateralized by securities issued by GNMA, FNMA or FHLMC.  The average credit rating of the $712 million and $725 million of non-guaranteed CMO holdings at September 30, 2015 and December 31, 2014 was “Baa2” and “Ba1,” respectively. The average credit rating of all of the above securities was “Aa3” at both September 30, 2015 and December 31, 2014.  For further discussion regarding the Company’s investments in residential CMOs, see “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Investment Portfolio” in the Company’s 2014 Annual Report.

 

Alternative Documentation Mortgages and Sub-Prime Mortgages

 

At September 30, 2015 and December 31, 2014, the Company’s fixed maturity investment portfolio included CMOs backed by alternative documentation mortgages and asset-backed securities collateralized by sub-prime mortgages with a collective fair value of $201 million and $252 million, respectively (comprising less than 1% of the Company’s total fixed maturity investments at both dates).  The Company defines sub-prime mortgage-backed securities as investments in which the underlying loans primarily exhibit one or more of the following characteristics: low FICO scores, above-prime interest rates, high loan-to-value ratios or high debt-to-income ratios.  Alternative documentation securitizations are those in which the underlying loans primarily meet the government-sponsored entities’ requirements for credit score but do not meet the government-sponsored entities’ guidelines for documentation, property type, debt and loan-to-value ratios.  The average credit rating on these securities and obligations held by the Company was “Ba2” at both September 30, 2015 and December 31, 2014.  The Company does not believe this portfolio exposes it to a material adverse impact on its results of operations, financial position or liquidity, due to the portfolio’s relatively small size.

 

Commercial Mortgage-Backed Securities and Project Loans

 

At September 30, 2015 and December 31, 2014, the Company held commercial mortgage-backed securities (including FHA project loans) of $880 million and $715 million, respectively.  The average credit rating on these securities held by the Company was “Aaa” at both September 30, 2015 and December 31, 2014.  The Company does not believe this portfolio exposes it to a material adverse impact on its results of operations, financial position or liquidity, due to the portfolio’s relatively small size and the underlying credit strength of these securities.

 

Equity Securities, Real Estate Investments and Short-Term Investments

 

See note 1 of notes to the consolidated financial statements in the Company’s 2014 Annual Report for further information about these invested asset classes.

 

Other Investments

 

The Company also invests in private equity limited partnerships, hedge funds, and real estate partnerships.  Also included in other investments are non-public common and preferred equities, trading securities and derivatives.  These asset classes have historically provided a higher return than fixed maturities but are subject to more volatility.  At September 30, 2015 and December 31, 2014, the carrying value of the Company’s other investments was $3.53 billion and $3.59 billion, respectively.

 

CATASTROPHE REINSURANCE COVERAGE

 

There have been no material changes to the Company’s catastrophe reinsurance coverage from that reported in the “Reinsurance” section of “Part I — Item 1 — Business” of the Annual Report on Form 10-K for the year ended December 31, 2014, except for those changes discussed in the “Catastrophe Reinsurance Coverage” section of Part I — Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015.  The Company regularly reviews its catastrophe reinsurance coverage and may adjust such coverage in the future.

 

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REINSURANCE RECOVERABLES

 

For a description of the Company’s reinsurance recoverables, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Reinsurance Recoverables” in the Company’s 2014 Annual Report.

 

The following table summarizes the composition of the Company’s reinsurance recoverables:

 

(in millions)

 

September 30,
2015

 

December 31,
2014

 

Gross reinsurance recoverables on paid and unpaid claims and claim adjustment expenses

 

$

4,013

 

$

4,270

 

Allowance for uncollectible reinsurance

 

(161

)

(203

)

 

 

 

 

 

 

Net reinsurance recoverables

 

3,852

 

4,067

 

Mandatory pools and associations

 

1,943

 

1,909

 

Structured settlements

 

3,154

 

3,284

 

Total reinsurance recoverables

 

$

8,949

 

$

9,260

 

 

The $215 million decline in net reinsurance recoverables from December 31, 2014 primarily reflected the impact of cash collections in the first nine months of 2015.

 

OUTLOOK

 

The following discussion provides outlook information for certain key drivers of the Company’s results of operations and capital position.

 

Premiums.  The Company’s earned premiums are a function of net written premium volume.  Net written premiums comprise both renewal business and new business and are recognized as earned premium over the life of the underlying policies. When business renews, the amount of net written premiums associated with that business may increase or decrease (renewal premium change) as a result of increases or decreases in rate and/or insured exposures, which the Company considers as a measure of units of exposure (such as the number and value of vehicles or properties insured).  Net written premiums from both renewal and new business, and therefore earned premiums, are impacted by competitive market conditions as well as general economic conditions, which, particularly in the case of the Business and International Insurance segment, affect audit premium adjustments, policy endorsements and mid-term cancellations.  Property and casualty insurance market conditions are expected to remain competitive.  Net written premiums may also be impacted by the structure of reinsurance programs and related costs, as well as changes in foreign currency exchange rates.

 

Overall, the Company expects retention levels (the amount of expiring premium that renews, before the impact of renewal premium changes) will remain historically strong.  In the Business and International Insurance segment, the Company expects that Domestic renewal premium changes during the remainder of 2015 and into 2016 will remain positive and will be slightly lower than the levels attained in the first nine months of 2015.  Also in this segment, the Company expects that International renewal premium changes during the remainder of 2015 and into 2016 will remain positive and will be broadly consistent with the levels attained in the first nine months of 2015.  In the Bond & Specialty Insurance segment, the Company expects that renewal premium changes with respect to management liability business during the remainder of 2015 and into 2016 will remain positive, but will be lower than the levels attained in the first nine months of 2015.  With respect to surety business, within the Bond & Specialty Insurance segment, the Company expects net written premium volume during the remainder of 2015 and into 2016 will be broadly consistent with the levels attained in the same periods of 2014 and 2015.

 

In the Personal Insurance segment, the Company expects that both Agency Automobile and Agency Homeowners and Other renewal premium changes during the remainder of 2015 and into 2016 will remain positive, but will be lower than the levels attained in the first nine months of 2015.  The need for state regulatory approval for changes to personal property and casualty insurance prices, as well as competitive market conditions, may impact the timing and extent of renewal premium changes.

 

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Property and casualty insurance market conditions are expected to remain competitive during the remainder of 2015 and into 2016 for new business, not only in Business and International Insurance and Bond & Specialty Insurance, but especially in Personal Insurance, where price comparison technology used by agents and brokers, sometimes referred to as “comparative raters,” has facilitated the process of generating multiple quotes, thereby increasing price comparison on new business and, increasingly, on renewal business.  The Company expects that its Quantum Auto 2.0 product in the Personal Insurance segment’s Agency Automobile line of business will continue to increase new business premiums during the remainder of 2015 and into 2016 compared with the levels attained in the same periods of 2014 and 2015, although at a lower rate of increase than in recent periods.  The Company also expects that, as a result of strong business retentions and increases in new business, policies in force in the Personal Insurance segment’s Agency Automobile line of business will continue to increase during the remainder of 2015 and into 2016 compared with the number of policies in force at September 30, 2015.  Policies in force in the Personal Insurance segment’s Homeowners and Other line of business are expected to increase into 2016 compared with the number of policies in force at September 30, 2015.  In each of the Company’s business segments, new business generally has less of an impact on underwriting profitability than renewal business, given the volume of new business relative to renewal business.  However, in periods of meaningful increases in new business, despite its positive impact on underwriting gains over time, the impact of a higher mix of new business versus renewal business may negatively impact the combined ratio in the short-term.

 

In recent years, the federal government, particularly the Federal Reserve, has taken extraordinary steps to stabilize financial markets, encourage economic growth and keep interest rates low.  During this time, the United States has experienced a slow rate of growth that has shown some signs of improvement in recent periods.  Even if economic growth continues in the United States, or other regions in which the Company does business, it may be at a slow or slower rate for an extended period of time.  Further, general uncertainty regarding a variety of domestic and international matters, such as the U.S. Federal budget and taxes, implementation of the Affordable Care Act, the regulatory environment, geopolitical instability and economic uncertainty in various parts of the world, rapid changes in commodity prices, such as recent changes in oil prices, and fluctuations in foreign currency exchange rates has added to the uncertainty regarding economic conditions generally.  If economic conditions deteriorate, the resulting low levels of economic activity could impact exposure changes at renewal and the Company’s ability to write business at acceptable rates.  Additionally, low levels of economic activity could adversely impact audit premium adjustments, policy endorsements and mid-term cancellations after policies are written.   All of the foregoing, in turn, could adversely impact net written premiums during the remainder of 2015 and into 2016, and because earned premiums are a function of net written premiums, earned premiums could be adversely impacted during the remainder of 2015 and into 2016.

 

Underwriting Gain/Loss.  The Company’s underwriting gain/loss can be significantly impacted by catastrophe losses and net favorable or unfavorable prior year reserve development, as well as underlying underwriting margins.

 

Catastrophe and other weather-related losses are inherently unpredictable from period to period.  The Company experienced significant catastrophe and other weather-related losses in a number of recent periods, which adversely impacted its results of operations. The Company’s results of operations could be adversely impacted if significant catastrophe and other weather-related losses were to occur during the remainder of 2015 and into 2016.

 

For the last several years, the Company’s results have included significant amounts of net favorable prior year reserve development, although at lower levels in some recent periods, driven by better than expected loss experience in all of the Company’s segments.  The lower level of net favorable prior year reserve development in a number of recent periods may have been in part due to the Company’s reserve estimation process incorporating those factors that led to the higher levels of net favorable prior year reserve development in previous years.  If that trend continues, the better than expected loss experience may continue at these recent lower levels, or even lower levels.  However, given the inherent uncertainty in estimating claims and claim adjustment expense reserves, loss experience could develop such that the Company recognizes higher or lower levels of favorable prior year reserve development, no favorable prior year reserve development or unfavorable prior year reserve development in future periods.  In addition, the ongoing review of prior year claims and claim adjustment expense reserves, or other changes in current period circumstances, may result in the Company revising current year loss estimates upward or downward in future periods of the current year.

 

It is possible that the steps taken by the federal government, particularly the Federal Reserve, to stabilize financial markets and improve economic conditions could lead to higher inflation than the Company had anticipated, which could in turn lead to an increase in the Company’s loss costs and the need to strengthen claims and claim adjustment expense reserves. These impacts of inflation on loss costs and claims and claim adjustment expense reserves could be more pronounced for those lines

 

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of business that are considered “long tail”, such as general liability, as they require a relatively long period of time to finalize and settle claims for a given accident year.  For a further discussion, see “Part I—Item 1A—Risk Factors—If actual claims exceed our claims and claim adjustment expense reserves, or if changes in the estimated level of claims and claim adjustment expense reserves are necessary, our financial results could be materially and adversely affected” in the Company’s 2014 Annual Report.

 

In Business and International Insurance, the Company expects underlying underwriting margins during the remainder of 2015, in light of actual experience in this segment in the same period of 2014, will be modestly higher, reflecting more normalized levels of non-catastrophe weather-related losses and what the Company defines as large losses.  The Company expects underlying underwriting margins into 2016 will be broadly consistent with those in the same period of 2015.

 

In Bond & Specialty Insurance, the Company expects underlying underwriting margins in the remainder of 2015 will be higher than in the same period of 2014, and underlying underwriting margins into 2016 will be broadly consistent with those in the same period of 2015.

 

In Personal Insurance, the Company expects underlying underwriting margins in the remainder of 2015 and into 2016 will be lower than in the same periods of 2014 and 2015.  In Agency Automobile, the Company expects underlying underwriting margins in the remainder of 2015, in light of actual experience in this segment in the same period of 2014, will be lower, reflecting more normalized levels of loss activity, and underlying underwriting margins into 2016 will be broadly consistent with the same period of 2015.  In Agency Homeowners and Other, the Company expects underlying underwriting margins in the remainder of 2015 and into 2016, in light of actual experience in this segment in the same periods of 2014 and 2015, will be lower, reflecting more normalized levels of loss activity, including levels of non-catastrophe weather-related losses.  Also in Personal Insurance, the Company’s direct to consumer initiative, the distribution channel that the Company launched in 2009, while intended to enhance the Company’s long-term ability to compete successfully in a consumer-driven marketplace, is expected to remain modest with respect to premium volume and remain unprofitable for a number of years as this book of business grows and matures.

 

Consolidation within the insurance industry, including among insurance companies, reinsurance companies and brokers and independent insurance agencies, could alter the competitive environment in which the Company operates, positively or negatively, which may impact the Company’s premium volume, the rate it can charge for its products, and the terms on which its products are offered.

 

Investment Portfolio.  The Company expects to continue to focus its investment strategy on maintaining a high-quality investment portfolio and a relatively short average effective duration.  The average effective duration of fixed maturities and short-term securities was 4.0 (4.3 excluding short-term securities) at September 30, 2015.  From time to time, the Company enters into short positions in U.S. Treasury futures contracts to manage the duration of its fixed maturity portfolio.  At September 30, 2015, the Company had $450 million notional value of open U.S. Treasury futures contracts.  The Company continually evaluates its investment alternatives and mix.  Currently, the majority of the Company’s investments are comprised of a widely diversified portfolio of high-quality, liquid, taxable U.S. government, tax-exempt U.S. municipal and taxable corporate and U.S. agency mortgage-backed bonds.

 

The Company also invests much smaller amounts in equity securities, real estate, private equity limited partnerships, hedge funds, and real estate partnerships and joint ventures.  These investment classes have the potential for higher returns but also the potential for higher degrees of risk, including less stable rates of return and less liquidity.

 

Net investment income is a material contributor to the Company’s results of operations.  Interest rates remain at very low levels by historical standards.  Based on the current interest rate environment, the Company estimates that the impacts of lower reinvestment yields and a lower level of fixed maturity investments could, for the fourth quarter of 2015 and into 2016, result in approximately $25 million to $30 million of lower after-tax net investment income from that portfolio on a quarterly basis as compared to the corresponding periods of 2014 and 2015.  Given recent general economic and investment market conditions, the Company expects investment income from the non-fixed maturity portfolio during the remainder of 2015 and into 2016 will be comparable to the same periods of 2014 and 2015.  If general economic conditions and/or investment market conditions deteriorate during the remainder of 2015 and into 2016, the Company could also experience a further reduction in net investment income and/or significant realized investment losses, including impairments.

 

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The Company had a net pretax unrealized investment gain of $1.98 billion ($1.30 billion after-tax) in its fixed maturity investment portfolio at September 30, 2015.  While the Company does not attempt to predict future interest rate movements, a rising interest rate environment would reduce the market value of fixed maturity investments and, therefore, reduce shareholders’ equity, and a declining interest rate environment would have the opposite effects.

 

For further discussion of the Company’s investment portfolio, see “Investment Portfolio” herein.  For a discussion of the risks to the Company’s business during or following a financial market disruption and risks to the Company’s investment portfolio, see the risk factors entitled “During or following a period of financial market disruption or economic downturn, our business could be materially and adversely affected” and “Our investment portfolio may suffer reduced returns or material realized or unrealized losses” included in “Part I—Item 1A—Risk Factors” in the Company’s 2014 Annual Report.  For a discussion of the risks to the Company’s investments from foreign currency exchange rate fluctuations, see the risk factor entitled “We are subject to a number of risks associated with our business outside the United States” included in “Part I—Item 1A—Risk Factors” in the Company’s 2014 Annual Report and see “Part II—Item 7A—Quantitative and Qualitative Disclosure About Market Risk—Foreign Currency Exchange Rate Risk” in the Company’s 2014 Annual Report.

 

Capital Position. The Company believes it has a strong capital position and, as part of its ongoing efforts to create shareholder value, expects to continue to return capital not needed to support its business operations to its shareholders.  The Company expects that, generally over time, the combination of dividends to common shareholders and common share repurchases will likely not exceed operating income.  In addition, the timing and actual number of shares to be repurchased in the future will depend on a variety of additional factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.  For information regarding the Company’s common share repurchases in 2015, see “Liquidity and Capital Resources” herein.  As a result of the Company’s business outside of the United States, primarily in Canada, the United Kingdom (including Lloyd’s), the Republic of Ireland and through its joint venture in Brazil, the Company’s capital is also subject to the effects of changes in foreign currency exchange rates.  For example, strengthening of the U.S. dollar in comparison to other currencies could result in a reduction of shareholders’ equity.  For additional discussion of the Company’s foreign exchange market risk exposure, see “Part II—Item 7A—Quantitative and Qualitative Disclosure About Market Risk” in the Company’s 2014 Annual Report.

 

Many of the statements in this “Outlook” section are forward-looking statements, which are subject to risks and uncertainties that are often difficult to predict and beyond the Company’s control.  Actual results could differ materially from those expressed or implied by such forward-looking statements. Further, such forward-looking statements speak only as of the date of this report and the Company undertakes no obligation to update them.  See “—Forward Looking Statements.”  For a discussion of potential risks and uncertainties that could impact the Company’s results of operations or financial position, see “Part I—Item 1A—Risk Factors” in the Company’s 2014 Annual Report and “Critical Accounting Estimates” herein.

 

LIQUIDITY AND CAPITAL RESOURCES

 

Liquidity is a measure of a company’s ability to generate sufficient cash flows to meet the cash requirements of its business operations and to satisfy general corporate purposes when needed.

 

Operating Company Liquidity.  The liquidity requirements of the Company’s insurance subsidiaries are met primarily by funds generated from premiums, fees, income received on investments and investment maturities.  For further discussion of operating company liquidity, see “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” in the Company’s 2014 Annual Report.

 

Holding Company Liquidity.  TRV’s liquidity requirements primarily include shareholder dividends, debt servicing, common share repurchases and, from time to time, contributions to its qualified domestic pension plan.  At September 30, 2015, TRV held total cash and short-term invested assets in the United States aggregating $2.04 billion and having a weighted average maturity of 71 days.  Included in the total at September 30, 2015 were net proceeds of $392 million from the Company’s issuance of $400 million aggregate principal amount of 4.30% senior notes in August 2015.  The Company intends to use the net proceeds from this issuance, along with funds generated internally, to retire the $400 million of maturing debt in December 2015 as described below.  It is the opinion of the Company’s management that these assets are sufficient to meet TRV’s current liquidity requirements and are in excess of TRV’s minimum target level, which comprises TRV’s estimated annual pretax interest expense and common shareholder dividends, and currently totals approximately $1.1 billion.

 

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TRV is not dependent on dividends or other forms of repatriation from its foreign operations to support its liquidity needs.  U.S. income taxes have not been recognized on substantially all of the Company’s foreign operations’ undistributed earnings as of September 30, 2015, as such earnings are intended to be permanently reinvested in those operations.  Furthermore, taxes paid to foreign governments on these earnings may be used as credits against the U.S. tax on dividend distributions if such earnings were to be distributed to the holding company.  The amount of undistributed earnings from foreign operations and related taxes on those undistributed earnings were not material to the Company’s financial position or liquidity at September 30, 2015.

 

TRV has a shelf registration statement with the Securities and Exchange Commission which permits it to issue securities from time to time.  TRV also has a $1.0 billion line of credit facility with a syndicate of financial institutions that expires in June 2018.  This line of credit also supports TRV’s $800 million commercial paper program, of which $100 million was outstanding at September 30, 2015.  TRV is not reliant on its commercial paper program to meet its operating cash flow needs.

 

The Company utilized uncollateralized letters of credit issued by major banks with an aggregate limit of approximately $118 million, to provide a portion of the capital needed to support its obligations at Lloyd’s at September 30, 2015.  If uncollateralized letters of credit are not available at a reasonable price or at all in the future, the Company can collateralize these letters of credit or may have to seek alternative means of supporting its obligations at Lloyd’s, which could include utilizing holding company funds on hand.

 

On December 1, 2015, the Company’s $400 million, 5.50% senior notes will mature.  The Company intends to fund this maturity as described above.  On June 20, 2016, the Company’s $400 million, 6.25% senior notes will mature.  The Company may refinance this maturing debt through funds generated internally or, depending on market conditions, through funds generated externally.

 

Operating Activities

 

Net cash flows provided by operating activities in the first nine months of 2015 and 2014 were $2.67 billion and $3.17 billion, respectively.  Cash flows in the first nine months of 2015 reflected a higher level of losses and loss adjustment expenses paid as a result of the Company’s $579 million payment in the first quarter of 2015 related to the settlement of the Asbestos Direct Action Litigation as described in more detail in note 12 of notes to the unaudited consolidated financial statements herein.

 

Investing Activities

 

Net cash flows used in investing activities in the first nine months of 2015 and 2014 were $491 million and $402 million, respectively.  The Company’s consolidated total investments at September 30, 2015 decreased by $1.20 billion, or 2% from year-end 2014, primarily reflecting a decrease in the unrealized appreciation of investments, common share repurchases, the impact of changes in foreign currency exchange rates and dividends paid to shareholders, partially offset by net cash flows provided by operating activities and the proceeds from the Company’s issuance of debt in August 2015 as described above.

 

Financing Activities

 

Net cash flows used in financing activities in the first nine months of 2015 and 2014 were $2.20 billion and $2.69 billion, respectively.  The totals in both periods primarily reflected common share repurchases and dividends to shareholders, partially offset by the proceeds from employee stock option exercises.  In addition, net cash flows used in financing activities in the first nine months of 2015 were partially offset by the proceeds from the issuance of debt in August 2015 as described above.

 

Dividends.  Dividends paid to shareholders were $557 million and $549 million in the first nine months of 2015 and 2014, respectively.  The declaration and payment of future dividends to holders of the Company’s common stock will be at the discretion of the Company’s board of directors and will depend upon many factors, including the Company’s financial position, earnings, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints and other factors as the board of directors deems relevant.  Dividends will be paid by the Company only if declared by its board of directors out of funds legally available, subject to any other restrictions that may be applicable to the Company.  On October 20, 2015, the Company announced that it declared a regular quarterly dividend of $0.61 per share, payable December 31, 2015, to shareholders of record on December 10, 2015.

 

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Share Repurchase Authorization.  The Company’s board of directors has approved common share repurchase authorizations under which repurchases may be made from time to time in the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, in private transactions or otherwise.  The authorizations do not have a stated expiration date.  The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.  During the three months and nine months ended September 30, 2015, the Company repurchased 7.3 million and 20.8 million shares, respectively, under its share repurchase authorization, for a total cost of $750 million and $2.15 billion, respectively.  The average cost per share repurchased was $102.81 and $103.48, respectively. At September 30, 2015, the Company had $4.33 billion of capacity remaining under the share repurchase authorization.

 

Capital Structure.  The following table summarizes the components of the Company’s capital structure at September 30, 2015 and December 31, 2014.

 

(in millions)

 

September 30,
2015

 

December 31,
2014

 

Debt:

 

 

 

 

 

Short-term

 

$

900

 

$

500

 

Long-term

 

5,861

 

5,861

 

Net unamortized fair value adjustments and debt issuance costs

 

(18

)

(12

)

 

 

 

 

 

 

Total debt

 

6,743

 

6,349

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock and retained earnings, less treasury stock

 

24,001

 

23,956

 

Accumulated other comprehensive income

 

32

 

880

 

 

 

 

 

 

 

Total shareholders’ equity

 

24,033

 

24,836

 

 

 

 

 

 

 

 

 

Total capitalization

 

$

30,776

 

$

31,185

 

 

The following table provides a reconciliation of total capitalization excluding net unrealized gain on investments to total capitalization presented in the foregoing table.

 

(dollars in millions)

 

September 30,
2015

 

December 31,
2014

 

 

 

 

 

 

 

Total capitalization excluding net unrealized gain on investments

 

$

29,362

 

$

29,219

 

Net unrealized gain on investments, net of taxes

 

1,414

 

1,966

 

 

 

 

 

 

 

Total capitalization

 

$

30,776

 

$

31,185

 

 

 

 

 

 

 

Debt-to-total capital ratio

 

21.9

%

20.4

%

 

 

 

 

 

 

Debt-to-total capital ratio excluding net unrealized gain on investments

 

23.0

%

21.7

%

 

The debt-to-total capital ratio excluding net unrealized gain on investments is calculated by dividing (a) debt by (b) total capitalization excluding net unrealized gains and losses on investments, net of taxes.  Net unrealized gains and losses on investments can be significantly impacted by both interest rate movements and other economic factors.  Accordingly, in the opinion of the Company’s management, the debt-to-total capital ratio calculated on this basis provides another useful metric for investors to understand the Company’s financial leverage position.  The Company’s ratio of debt-to-total capital (excluding after-tax net unrealized investment gains) of 23.0% at September 30, 2015 was within the Company’s target range of 15% to 25%.

 

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RATINGS

 

Ratings are an important factor in assessing the Company’s competitive position in the insurance industry.  The Company receives ratings from the following major rating agencies: A.M. Best Company (A.M. Best), Fitch Ratings (Fitch), Moody’s Investors Service (Moody’s) and Standard & Poor’s (S&P).  The following rating agency actions were taken with respect to the Company since July 21, 2015, the date on which the Company’s Form 10-Q for the quarter ended June 30, 2015 was filed with the Securities and Exchange Commission.  For additional discussion of ratings, see “Part I—Item 1—Business—Ratings” in the Company’s 2014 Annual Report.

 

·                  On August 28, 2015, Fitch affirmed all ratings of the Company.  The outlook for all ratings is stable.

 

CRITICAL ACCOUNTING ESTIMATES

 

For a description of the Company’s critical accounting estimates, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” in the Company’s 2014 Annual Report.  The Company considers its most significant accounting estimates to be those applied to claims and claim adjustment expense reserves and related reinsurance recoverables, investment valuation and impairments, and goodwill and other intangible assets impairments. Except as shown in the table below, there have been no material changes to the Company’s critical accounting estimates since December 31, 2014.

 

Claims and Claim Adjustment Expense Reserves

 

The table below displays the Company’s gross claims and claim adjustment expense reserves by product line.  Additional liabilities may arise for amounts in excess of the current related reserves.  In addition, the Company’s estimate of claims and claim adjustment expenses may change. These additional liabilities or increases in estimates, or a range of either, cannot now be reasonably estimated and could result in income statement charges that could be material to the Company’s operating results in future periods. In particular, a portion of the Company’s gross claims and claim adjustment expense reserves (totaling $2.48 billion at September 30, 2015) are for asbestos and environmental claims and related litigation. While the ongoing review of asbestos and environmental claims and associated liabilities considers the inconsistencies of court decisions as to coverage, plaintiffs’ expanded theories of liability and the risks inherent in complex litigation and other uncertainties, in the opinion of the Company’s management, it is possible that the outcome of the continued uncertainties regarding these claims could result in liability in future periods that differs from current reserves by an amount that could be material to the Company’s future operating results. See the preceding discussion of “Asbestos Claims and Litigation” and “Environmental Claims and Litigation.”

 

Gross claims and claim adjustment expense reserves by product line were as follows:

 

 

 

September 30, 2015

 

December 31, 2014

 

(in millions)

 

Case

 

IBNR

 

Total

 

Case

 

IBNR

 

Total

 

General liability

 

$

5,044

 

$

7,941

 

$

12,985

 

$

5,886

 

$

7,826

 

$

13,712

 

Commercial property

 

695

 

500

 

1,195

 

795

 

496

 

1,291

 

Commercial multi-peril

 

1,914

 

1,766

 

3,680

 

1,849

 

1,819

 

3,668

 

Commercial automobile

 

2,056

 

1,249

 

3,305

 

2,094

 

1,249

 

3,343

 

Workers’ compensation

 

10,286

 

8,392

 

18,678

 

10,067

 

8,191

 

18,258

 

Fidelity and surety

 

204

 

542

 

746

 

233

 

573

 

806

 

Personal automobile

 

1,714

 

829

 

2,543

 

1,737

 

848

 

2,585

 

Homeowners and personal—other

 

605

 

420

 

1,025

 

578

 

525

 

1,103

 

International and other

 

2,795

 

1,620

 

4,415

 

3,254

 

1,804

 

5,058

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property-casualty

 

25,313

 

23,259

 

48,572

 

26,493

 

23,331

 

49,824

 

Accident and health

 

24

 

 

24

 

26

 

 

26

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

25,337

 

$

23,259

 

$

48,596

 

$

26,519

 

$

23,331

 

$

49,850

 

 

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The $1.25 billion decrease in gross claims and claim adjustment expense reserves since December 31, 2014 primarily reflected the impact of (i) payments related to operations in runoff, including a $579 million payment related to the settlement of the Asbestos Direct Action Litigation as described in more detail in note 12 of notes to the unaudited consolidated financial statements herein, (ii) net favorable prior year reserve development and (iii) changes in foreign currency exchange rates.

 

Asbestos and environmental reserves are included in the General liability, Commercial multi-peril and International and other lines in the summary table above.  Asbestos and environmental reserves are discussed separately; see “Asbestos Claims and Litigation”, “Environmental Claims and Litigation” and “Uncertainty Regarding Adequacy of Asbestos and Environmental Reserves” in this report.

 

FUTURE APPLICATION OF ACCOUNTING STANDARDS

 

See note 1 of notes to the Company’s unaudited consolidated financial statements contained in this quarterly report and in the Company’s 2014 Annual Report for a discussion of recently issued accounting pronouncements.

 

FORWARD-LOOKING STATEMENTS

 

This report contains, and management may make, certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  All statements, other than statements of historical facts, may be forward-looking statements.  Words such as “may,” “will,” “should,” “likely,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements. Specifically, statements about the Company’s outlook, share repurchase plans, potential margins, potential returns, future pension plan contributions and the potential impact of investment markets and other economic conditions on the Company’s investment portfolio and underwriting results, among others, are forward looking, and the Company may also make forward-looking statements about, among other things:

 

·                  its results of operations and financial condition (including, among other things, premium volume, premium rates, net and operating income, investment income and performance, loss costs, return on equity, and expected current returns and combined ratios);

·                  the sufficiency of the Company’s asbestos and other reserves;

·                  the impact of emerging claims issues as well as other insurance and non-insurance litigation;

·                  the cost and availability of reinsurance coverage;

·                  catastrophe losses;

·                  the impact of investment, economic (including rapid changes in commodity prices, such as a significant decline in oil and gas prices, as well as fluctuations in foreign currency exchange rates) and underwriting market conditions; and

·                  strategic initiatives to improve profitability and competitiveness.

 

The Company cautions investors that such statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond the Company’s control, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements.

 

Some of the factors that could cause actual results to differ include, but are not limited to, the following:

 

·                  catastrophe losses could materially and adversely affect the Company’s results of operations, its financial position and/or liquidity, and could adversely impact the Company’s ratings, the Company’s ability to raise capital and the availability and cost of reinsurance;

·                  during or following a period of financial market disruption, economic downturn, or prolonged period of slow economic growth, the Company’s business could be materially and adversely affected;

·                  if actual claims exceed the Company’s claims and claim adjustment expense reserves, or if changes in the estimated level of claims and claim adjustment expense reserves are necessary, the Company’s financial results could be materially and adversely affected;

·                  the Company’s investment portfolio may suffer reduced or low returns or material realized or unrealized losses;

 

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·                  the Company’s business could be harmed because of its potential exposure to asbestos and environmental claims and related litigation;

·                  the Company is exposed to, and may face adverse developments involving, mass tort claims such as those relating to exposure to potentially harmful products or substances;

·                  the effects of emerging claim and coverage issues on the Company’s business are uncertain;

·                  the intense competition that the Company faces could harm its ability to maintain or increase its business volume and its profitability;

·                  consolidation within the insurance industry, including among insurance companies, reinsurance companies and brokers and independent insurance agencies, could alter the competitive environment in which the Company operates, which may impact the Company’s premium volume, the rate it can charge for its products, and the terms on which its products are offered;

·                  the Company may not be able to collect all amounts due to it from reinsurers and reinsurance coverage may not be available to the Company in the future at commercially reasonable rates or at all;

·                  the Company is exposed to credit risk in certain of its business operations, including reinsurance or structured settlements and investment operations;

·                  within the United States, the Company’s businesses are heavily regulated by the states in which it conducts business, including licensing and supervision, and changes in regulation may reduce the Company’s profitability and limit its growth;

·                  changes in federal regulation could impose significant burdens on the Company and otherwise adversely impact the Company’s results;

·                  a downgrade in the Company’s claims-paying and financial strength ratings could adversely impact the Company’s business volume, adversely impact the Company’s ability to access the capital markets and increase the Company’s borrowing costs;

·                  the inability of the Company’s insurance subsidiaries to pay dividends to the Company’s holding company in sufficient amounts would harm the Company’s ability to meet its obligations, pay future shareholder dividends or make future share repurchases;

·                  disruptions to the Company’s relationships with its independent agents and brokers could adversely affect the Company;

·                  the Company’s efforts to develop new products or expand in targeted markets may not be successful and may create enhanced risks;

·                  the Company may be adversely affected if its pricing and capital models provide materially different indications than actual results;

·                  the Company’s business success and profitability depend, in part, on effective information technology systems and on continuing to develop and implement improvements in technology;

·                  if the Company experiences difficulties with technology, data and network security, including as a result of cyber-attacks, and/or outsourcing relationships, including cloud-based, the Company’s ability to conduct its business could be negatively impacted;

·                  the Company is subject to a number of risks associated with its business outside the United States, including foreign currency exchange fluctuations and restrictive regulations;

·                  new regulations outside of the United States, including in the European Union, could adversely impact the Company’s results of operations and limit its growth;

·                  loss of or significant restrictions on the use of particular types of underwriting criteria, such as credit scoring, or other data or methodologies, in the pricing and underwriting of the Company’s products could reduce the Company’s future profitability;

·                  acquisitions and integration of acquired businesses may result in operating difficulties and other unintended consequences;

·                  the Company could be adversely affected if its controls designed to ensure compliance with guidelines, policies and legal and regulatory standards are not effective;

·                  the Company’s businesses may be adversely affected if it is unable to hire and retain qualified employees;

·                  intellectual property is important to the Company’s business, and the Company may be unable to protect and enforce its own intellectual property or the Company may be subject to claims for infringing the intellectual property of others;

·                  changes to existing accounting standards may adversely impact the Company’s reported results;

·                  changes in U.S. tax laws or in the tax laws of other jurisdictions in which the Company operates could adversely impact the Company; and

 

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·                  the Company’s share repurchase plans depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.

 

The Company’s forward-looking statements speak only as of the date of this report or as of the date they are made, and the Company undertakes no obligation to update forward-looking statements.  For a more detailed discussion of these factors, see the information under the caption “Part IItem 1A—Risk Factors” in the Company’s 2014 Annual Report filed with the Securities and Exchange Commission and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein and in the Company’s 2014 Annual Report.

 

WEBSITE AND SOCIAL MEDIA DISCLOSURE

 

From time to time, the Company may use its website and/or social media outlets, such as Facebook and Twitter, as distribution channels of material company information.  Financial and other important information regarding the Company is routinely posted on and accessible through and posted on the Company’s website at http://investor.travelers.com, its Facebook page at http://www.facebook.com/travelers and its Twitter account (@Travelers) at http://twitter.com/Travelers.  In addition, you may automatically receive email alerts and other information about the Company when you enroll your email address by visiting the “Email Notifications” section at http://investor.travelers.com.

 

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

For the Company’s disclosures about market risk, please see “Part II—Item 7A—Quantitative and Qualitative Disclosures About Market Risk” in the Company’s 2014 Annual Report filed with the Securities and Exchange Commission.  There have been no material changes to the Company’s disclosures about market risk in Part II—Item 7A of the Company’s 2014 Annual Report.

 

Item 4. CONTROLS AND PROCEDURES

 

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act)) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of September 30, 2015.  Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2015, the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

 

In addition, there was no change in the Company’s internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended September 30, 2015 that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

 

PART II — OTHER INFORMATION

 

Item 1.   LEGAL PROCEEDINGS

 

The information required with respect to this item can be found under “Contingencies” in note 12 of notes to the Company’s unaudited consolidated financial statements contained in this quarterly report and is incorporated by reference into this Item 1.

 

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Item 1A.  RISK FACTORS

 

For a discussion of the Company’s potential risks or uncertainties, please see “Part IItem 1A—Risk Factors” in the Company’s 2014 Annual Report filed with the Securities and Exchange Commission.  In addition, please see “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Outlook” and “—Critical Accounting Estimates” herein and in the Company’s 2014 Annual Report.  There have been no material changes to the risk factors disclosed in Part I—Item 1A of the Company’s 2014 Annual Report.

 

Item 2.   UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

The table below sets forth information regarding repurchases by the Company of its common stock during the periods indicated.

 

ISSUER PURCHASES OF EQUITY SECURITIES

 

Period Beginning

 

Period Ending

 

Total number of
shares
purchased

 

Average price paid
per share

 

Total number of
shares purchased
as part of
publicly announced
plans or programs

 

Approximate
dollar value of
shares that may
yet be purchased
under the
plans or programs
(in millions)

 

July 1, 2015

 

July 31, 2015

 

984,649

 

$

105.81

 

983,661

 

$

4,980

 

August 1, 2015

 

August 31, 2015

 

4,034,161

 

$

104.01

 

4,033,184

 

$

4,560

 

Sept. 1, 2015

 

Sept. 30, 2015

 

2,282,095

 

$

99.40

 

2,278,292

 

$

4,334

 

Total

 

 

 

7,300,905

 

$

102.81

 

7,295,137

 

$

4,334

 

 

The Company’s board of directors has approved common share repurchase authorizations under which repurchases may be made from time to time in the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, in private transactions or otherwise.  The authorizations do not have a stated expiration date.  The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.

 

The Company acquired 5,768 shares for a total cost of approximately $0.6 million during the three months ended September 30, 2015 that were not part of the publicly announced share repurchase authorization.  These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock awards and shares used by employees to cover the exercise price of certain stock options that were exercised.

 

Item 5.   OTHER INFORMATION

 

Executive Ownership and Sales. All of the Company’s executive officers hold equity in the Company in excess of the required level under the Company’s executive stock ownership policy. For a summary of this policy as currently in effect, see “Compensation Discussion and Analysis — Stock Ownership Guidelines, Anti-Hedging and Pledging Policies, and Other Trading Restrictions” in the Company’s proxy statement filed with the Securities and Exchange Commission on April 3, 2015. From time to time, some of the Company’s executives may determine that it is advisable to diversify their investments for personal financial planning reasons, or may seek liquidity for other reasons, and may sell shares of common stock of the Company in the open market, in private transactions or to the Company. To effect such sales, some of the Company’s executives have entered into, and may in the future enter into, trading plans designed to comply with the Company’s Securities Trading Policy and the provisions of Rule 10b5-1 under the Securities Exchange Act of 1934. The trading plans will not reduce any of the executives’ ownership of the Company’s shares below the applicable executive stock ownership guidelines. The Company does not undertake any obligation to report Rule 10b5-1 plans that may be adopted by any employee or director of the Company in the future, or to report any modifications or termination of any publicly announced plan.

 

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As of the date of this report, Jay S. Fishman, Chairman and Chief Executive Officer, and Alan D. Schnitzer, Vice Chairman and Chief Executive Officer, Business and International Insurance, were the only “named executive officers” (i.e., an executive officer named in the compensation disclosures in the Company’s most recent proxy statement) that have entered into Rule 10b5-1 trading plans that remain in effect.  The trading plans extend from approximately one to six months from the date of this report.  Under the Company’s stock ownership guidelines, Mr. Fishman has a target ownership level established as the lesser of 150,000 shares or the equivalent value of 500% of base salary, and Mr. Schnitzer has a target ownership level established as the lesser of 30,000 shares or the equivalent value of 300% of base salary (as such amount is calculated for purposes of the stock ownership guidelines).

 

Item 6.   EXHIBITS

 

See Exhibit Index.

 

SIGNATURES

 

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

 

 

 

THE TRAVELERS COMPANIES, INC.

 

 

(Registrant)

 

 

 

Date: October 20, 2015

By

/S/   KENNETH F. SPENCE III

 

 

Kenneth F. Spence III

 

 

Executive Vice President and General Counsel

 

 

(Authorized Signatory)

 

 

 

Date: October 20, 2015

By

/S/    DOUGLAS K. RUSSELL

 

 

Douglas K. Russell

 

 

Senior Vice President and Corporate Controller

 

 

(Principal Accounting Officer)

 

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EXHIBIT INDEX

 

Exhibit Number

 

Description of Exhibit

 

 

 

3.1

 

Amended and Restated Articles of Incorporation of The Travelers Companies, Inc. (the Company), as amended and restated May 23, 2013, were filed as Exhibit 3.1 to the Company’s current report on Form 8-K filed on May 24, 2013, and are incorporated herein by reference.

 

 

 

3.2

 

Amended and Restated Bylaws of the Company, effective as of August 5, 2014, were filed as Exhibit 3.2 to the Company’s current report on Form 8-K filed on August 11, 2014, and are incorporated herein by reference.

 

 

 

10.1†

 

Letter regarding Amended and Restated Employment Agreement between the Company and Jay S. Fishman, dated August 4, 2015.

 

 

 

10.2†

 

Letter Agreement between Alan D. Schnitzer and the Company, dated August 4, 2015.

 

 

 

10.3†

 

Time Sharing Agreement, dated September 2, 2015, by and between the Company and Alan D. Schnitzer.

 

 

 

12.1†

 

Statement regarding the computation of the ratio of earnings to fixed charges.

 

 

 

31.1†

 

Certification of Jay S. Fishman, Chairman and Chief Executive Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

31.2†

 

Certification of Jay S. Benet, Vice Chairman and Chief Financial Officer of the Company, as required by Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.1†

 

Certification of Jay S. Fishman, Chairman and Chief Executive Officer of the Company, as required by Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.2†

 

Certification of Jay S. Benet, Vice Chairman and Chief Financial Officer of the Company, as required by Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

101.1†

 

The following financial information from The Travelers Companies, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2015 formatted in XBRL: (i) Consolidated Statement of Income for the three months and nine months ended September 30, 2015 and 2014; (ii) Consolidated Statement of Comprehensive Income for the three months and nine months ended September 30, 2015 and 2014; (iii) Consolidated Balance Sheet at September 30, 2015 and December 31, 2014; (iv) Consolidated Statement of Changes in Shareholders’ Equity for the nine months ended September 30, 2015 and 2014; (v) Consolidated Statement of Cash Flows for the nine months ended September 30, 2015 and 2014; and (vi) Notes to Consolidated Financial Statements.

 


                          Filed herewith.

 

The total amount of securities authorized pursuant to any instrument defining rights of holders of long-term debt of the Company does not exceed 10% of the total assets of the Company and its consolidated subsidiaries.  Therefore, the Company is not filing any instruments evidencing long-term debt.  However, the Company will furnish copies of any such instrument to the Securities and Exchange Commission upon request.

 

Copies of any of the exhibits referred to above will be furnished to security holders who make written request therefor to The Travelers Companies, Inc., 385 Washington Street, Saint Paul, MN 55102, Attention: Corporate Secretary.

 

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than the terms of the agreements or other documents themselves, and you should not rely on them for that purpose.  In particular, any representations and warranties made by the Company in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs at the date they were made or at any other time.

 

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