CNA 2013 Q1

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 March 31, 2013
OR
[ ] 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 1-5823
 
CNA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
 
36-6169860
(I.R.S. Employer
Identification No.)
333 S. Wabash
Chicago, Illinois
(Address of principal executive offices)
 
60604
(Zip Code)
(312) 822-5000
(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 [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes [x] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, 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 [ ]
 
Non-accelerated filer [ ] (Do not check if a smaller reporting company)
 
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 [ ] No [x]
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class
 
Outstanding at April 26, 2013
Common Stock, Par value $2.50
 
269,684,313




Item Number
PART I. Financial Information
Page
Number
1.
 





 
2.
3.
4.
 
PART II. Other Information
 
1.
4.
6.


2

Table of Contents

Part I. Financial Information
Item 1. Condensed Consolidated Financial Statements
CNA Financial Corporation
Condensed Consolidated Statements of Operations (Unaudited)
Three months ended March 31
 
 
 
(In millions, except per share data)
2013
 
2012
Revenues
 
 
 
Net earned premiums
$
1,764

 
$
1,649

Net investment income
633

 
648

Net realized investment gains (losses):
 
 
 
Other-than-temporary impairment losses
(18
)
 
(15
)
Portion of other-than-temporary impairments recognized in Other comprehensive income (loss)

 
(12
)
Net other-than-temporary impairment losses recognized in earnings
(18
)
 
(27
)
Other net realized investment gains
46

 
63

Net realized investment gains
28

 
36

Other revenues
78

 
68

Total revenues
2,503

 
2,401

Claims, Benefits and Expenses
 
 
 
Insurance claims and policyholders’ benefits
1,429

 
1,381

Amortization of deferred acquisition costs
328

 
295

Other operating expenses
341

 
319

Interest
42

 
42

Total claims, benefits and expenses
2,140

 
2,037

Income before income tax
363

 
364

Income tax expense
(113
)
 
(114
)
Net income
$
250

 
$
250

 
 
 
 
Basic and diluted earnings per share
$
0.93

 
$
0.93

 
 
 
 
Dividends per share
$
0.20

 
$
0.15

 
 
 
 
Weighted Average Outstanding Common Stock and Common Stock Equivalents
 
 
 
Basic
269.5

 
269.3

Diluted
269.9

 
269.7

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements
(Unaudited).


3

Table of Contents

CNA Financial Corporation
Condensed Consolidated Statements of Comprehensive Income (Unaudited)
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Other Comprehensive Income (Loss), Net of Tax
 
 
 
Changes in:
 
 
 
Net unrealized gains on investments with other-than-temporary impairments
$
14

 
$
40

Net unrealized gains (losses) on other investments
(62
)
 
217

Net unrealized gains (losses) on investments
(48
)
 
257

Foreign currency translation adjustment
(61
)
 
21

Pension and postretirement benefits
5

 
6

Other comprehensive income (loss), net of tax
(104
)
 
284

Net income
250

 
250

Total comprehensive income
$
146

 
$
534

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements
(Unaudited).

4

Table of Contents

CNA Financial Corporation
Condensed Consolidated Balance Sheets (Unaudited)
 
March 31,
2013
 
December 31,
2012
(In millions, except share data)
 
Assets
 
 
 
Investments:
 
 
 
Fixed maturity securities at fair value (amortized cost of $38,533 and $38,170)
$
42,799

 
$
42,633

Equity securities at fair value (cost of $177 and $228)
201

 
249

Limited partnership investments
2,564

 
2,462

Other invested assets
49

 
59

Mortgage loans
425

 
401

Short term investments
1,555

 
1,832

Total investments
47,593

 
47,636

Cash
123

 
156

Reinsurance receivables (less allowance for uncollectible receivables of $71 and $73)
6,066

 
6,158

Insurance receivables (less allowance for uncollectible receivables of $98 and $101)
1,974

 
1,882

Accrued investment income
476

 
434

Deferred acquisition costs
641

 
598

Deferred income taxes
21

 
93

Property and equipment at cost (less accumulated depreciation of $406 and $404)
323

 
326

Goodwill
151

 
154

Other assets (includes $0 and $4 due from Loews Corporation)
1,080

 
773

Separate account business
279

 
312

Total assets
$
58,727

 
$
58,522

Liabilities
 

 
 

Insurance reserves:
 

 
 

Claim and claim adjustment expenses
$
24,511

 
$
24,763

Unearned premiums
3,759

 
3,610

Future policy benefits
11,469

 
11,475

Policyholders’ funds
154

 
157

Short term debt
13

 
13

Long term debt
2,558

 
2,557

Other liabilities (includes $1 and $0 due to Loews Corporation)
3,579

 
3,321

Separate account business
279

 
312

Total liabilities
46,322

 
46,208

Commitments and contingencies (Notes C, G and J)


 


Stockholders' Equity
 

 
 

Common stock ($2.50 par value; 500,000,000 shares authorized; 273,040,243 shares issued; 269,681,511 and 269,399,390 shares outstanding)
683

 
683

Additional paid-in capital
2,138

 
2,146

Retained earnings
8,969

 
8,774

Accumulated other comprehensive income
727

 
831

Treasury stock (3,358,732 and 3,640,853 shares), at cost
(92
)
 
(99
)
Notes receivable for the issuance of common stock
(20
)
 
(21
)
Total stockholders’ equity
12,405

 
12,314

Total liabilities and stockholders' equity
$
58,727

 
$
58,522

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

5

Table of Contents

CNA Financial Corporation
Condensed Consolidated Statements of Cash Flows (Unaudited)
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Cash Flows from Operating Activities
 
 
 
Net income
$
250

 
$
250

Adjustments to reconcile net income to net cash flows provided by operating activities:
 
 
 
Loss on disposal of property and equipment

 
1

Deferred income tax expense
99

 
73

Trading portfolio activity
(48
)
 
(6
)
Net realized investment gains
(28
)
 
(36
)
Equity method investees
(91
)
 
(69
)
Amortization of investments
(10
)
 
(23
)
Depreciation and amortization
33

 
20

Changes in:
 
 
 
Receivables, net
(20
)
 
53

Accrued investment income
(42
)
 
(42
)
Deferred acquisition costs
(40
)
 
(15
)
Insurance reserves
79

 
99

Other assets
(20
)
 
73

Other liabilities
16

 
(67
)
Other, net
13

 
1

Total adjustments
(59
)
 
62

Net cash flows provided by operating activities
$
191

 
$
312

Cash Flows from Investing Activities
 
 
 

Dispositions:
 
 
 
Fixed maturity securities - sales
$
1,409

 
$
1,929

Fixed maturity securities - maturities, calls and redemptions
866

 
683

Equity securities
51

 
19

Limited partnerships
58

 
46

Mortgage loans
1

 
1

Purchases:
 
 
 
Fixed maturity securities
(2,720
)
 
(2,842
)
Equity securities
(12
)
 
(12
)
Limited partnerships
(41
)
 
(36
)
Mortgage loans
(25
)
 
(48
)
Change in other investments
3

 

Change in short term investments
264

 
(8
)
Purchases of property and equipment
(21
)
 
(22
)
Other, net
6

 
3

Net cash flows used by investing activities
$
(161
)
 
$
(287
)
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

6

Table of Contents

Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Cash Flows from Financing Activities
 
 
 
Dividends paid to common stockholders
$
(55
)
 
$
(41
)
Stock options exercised
1

 

Other, net
(2
)
 
(1
)
Net cash flows used by financing activities
$
(56
)
 
$
(42
)
Effect of foreign exchange rate changes on cash
$
(7
)
 
$
1

Net change in cash
$
(33
)
 
$
(16
)
Cash, beginning of year
156

 
75

Cash, end of period
$
123

 
$
59

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).


7

Table of Contents

CNA Financial Corporation
Condensed Consolidated Statements of Stockholders' Equity (Unaudited)
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Common Stock
 
 
 
Balance, beginning of period
$
683

 
$
683

Balance, end of period
683

 
683

Additional Paid-in Capital
 
 
 
Balance, beginning of period
2,146

 
2,141

Stock-based compensation
(8
)
 
(1
)
Balance, end of period
2,138

 
2,140

Retained Earnings
 
 
 
Balance, beginning of period
8,774

 
8,308

Dividends paid to common stockholders
(55
)
 
(41
)
Net income
250

 
250

Balance, end of period
8,969

 
8,517

Accumulated Other Comprehensive Income
 
 
 
Balance, beginning of period
831

 
480

Other comprehensive income (loss)
(104
)
 
284

Balance, end of period
727

 
764

Treasury Stock
 
 
 
Balance, beginning of period
(99
)
 
(102
)
Stock-based compensation
7

 
2

Balance, end of period
(92
)
 
(100
)
Notes Receivable for the Issuance of Common Stock
 
 
 
Balance, beginning of period
(21
)
 
(22
)
(Increase) decrease in notes receivable for the issuance of common stock
1

 
(1
)
Balance, end of period
(20
)
 
(23
)
Total Stockholders' Equity
$
12,405

 
$
11,981

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).


8

Table of Contents

CNA Financial Corporation
Notes to Condensed Consolidated Financial Statements
Note A. General
Basis of Presentation
The Condensed Consolidated Financial Statements (Unaudited) include the accounts of CNA Financial Corporation (CNAF) and its subsidiaries. Collectively, CNAF and its subsidiaries are referred to as CNA or the Company. The Company acquired Hardy Underwriting Bermuda Limited and its subsidiaries on July 2, 2012. Loews Corporation (Loews) owned approximately 90% of the outstanding common stock of CNAF as of March 31, 2013.
The accompanying Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). Certain financial information that is normally included in annual financial statements, including certain financial statement notes, prepared in accordance with GAAP, is not required for interim reporting purposes and has been condensed or omitted. These statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in CNAF's Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) for the year ended December 31, 2012, including the summary of significant accounting policies in Note A. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates.
The interim financial data as of March 31, 2013 and for the three months ended March 31, 2013 and 2012 is unaudited. However, in the opinion of management, the interim data includes all adjustments, consisting of normal recurring accruals, necessary for a fair statement of the Company's results for the interim periods. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Intercompany amounts have been eliminated.
Note B. Earnings Per Share
Earnings per share is based on the weighted average number of outstanding common shares. Basic earnings (loss) per share excludes the impact of dilutive securities and is computed by dividing Net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock.
For the three months ended March 31, 2013 and 2012, approximately 372 thousand and 339 thousand potential shares attributable to exercises under stock-based employee compensation plans were included in the calculation of diluted earnings per share. For those same periods, approximately 335 thousand and 668 thousand potential shares attributable to exercises under stock-based employee compensation plans were not included in the calculation of diluted earnings per share because the effect would have been antidilutive.

9

Table of Contents

Note C. Investments
The significant components of net investment income are presented in the following table.
Net Investment Income
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Fixed maturity securities
$
499

 
$
516

Short term investments
1

 
1

Limited partnership investments
131

 
130

Equity securities
3

 
4

Mortgage loans
5

 
3

Trading portfolio (a)
5

 
7

Other
1

 
1

Gross investment income
645

 
662

Investment expense
(12
)
 
(14
)
Net investment income
$
633

 
$
648

___________________
(a)
There were $1 million of net unrealized gains for the three months ended March 31, 2013 and no net unrealized gains (losses) for the three months ended March 31, 2012 related to changes in fair value of trading securities still held included in net investment income.
Net realized investment gains (losses) are presented in the following table.
Net Realized Investment Gains (Losses)
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Net realized investment gains (losses):
 
 
 
Fixed maturity securities:
 
 
 
Gross realized gains
$
44

 
$
69

Gross realized losses
(12
)
 
(39
)
Net realized investment gains (losses) on fixed maturity securities
32

 
30

Equity securities:
 
 
 

Gross realized gains
2

 
3

Gross realized losses
(15
)
 
(2
)
Net realized investment gains (losses) on equity securities
(13
)
 
1

Derivatives
2

 
(1
)
Short term investments and other
7

 
6

Net realized investment gains (losses)
$
28

 
$
36


10

Table of Contents

The components of net other-than-temporary impairment (OTTI) losses recognized in earnings by asset type are summarized in the following table.
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Fixed maturity securities available-for-sale:
 
 
 
Corporate and other bonds
$
3

 
$
10

Asset-backed - residential mortgage-backed

 
14

U.S. Treasury and obligations of government-sponsored enterprises

 
1

Total fixed maturity securities available-for-sale
3

 
25

Equity securities available-for-sale:
 
 
 
Common stock

 
2

Preferred stock
15

 

Total equity securities available-for-sale
15

 
2

Net OTTI losses recognized in earnings
$
18

 
$
27

A security is impaired if the fair value of the security is less than its cost adjusted for accretion, amortization and previously recorded OTTI losses, otherwise defined as an unrealized loss. When a security is impaired, the impairment is evaluated to determine whether it is temporary or other-than-temporary.
Significant judgment is required in the determination of whether an OTTI loss has occurred for a security. The Company follows a consistent and systematic process for determining and recording an OTTI loss. The Company has established a committee responsible for the OTTI process. This committee, referred to as the Impairment Committee, is made up of three officers appointed by the Company’s Chief Financial Officer (CFO). The Impairment Committee is responsible for evaluating all securities in an unrealized loss position on at least a quarterly basis.
The Impairment Committee’s assessment of whether an OTTI loss has occurred incorporates both quantitative and qualitative information. Fixed maturity securities that the Company intends to sell, or it more likely than not will be required to sell before recovery of amortized cost, are considered to be other-than-temporarily impaired and the entire difference between the amortized cost basis and fair value of the security is recognized as an OTTI loss in earnings. The remaining fixed maturity securities in an unrealized loss position are evaluated to determine if a credit loss exists. The factors considered by the Impairment Committee include (a) the financial condition and near term prospects of the issuer, (b) whether the debtor is current on interest and principal payments, (c) credit ratings of the securities and (d) general market conditions and industry or sector specific outlook. The Company also considers results and analysis of cash flow modeling for asset-backed securities, and when appropriate, other fixed maturity securities. The focus of the analysis for asset-backed securities is on assessing the sufficiency and quality of underlying collateral and timing of cash flows based on scenario tests. If the present value of the modeled expected cash flows equals or exceeds the amortized cost of a security, no credit loss is judged to exist and the asset-backed security is deemed to be temporarily impaired. If the present value of the expected cash flows is less than amortized cost, the security is judged to be other-than-temporarily impaired for credit reasons and that shortfall, referred to as the credit component, is recognized as an OTTI loss in earnings. The difference between the adjusted amortized cost basis and fair value, referred to as the non-credit component, is recognized as OTTI in Other comprehensive income (loss). In subsequent reporting periods, a change in intent to sell or further credit impairment on a security whose fair value has not deteriorated will cause the non-credit component originally recorded as OTTI in Other comprehensive income (loss) to be recognized as an OTTI loss in earnings.
The Company performs the discounted cash flow analysis using stressed scenarios to determine future expectations regarding recoverability. For asset-backed securities, significant assumptions enter into these cash flow projections including delinquency rates, probable risk of default, loss severity upon a default, over collateralization and interest coverage triggers, and credit support from lower level tranches.

11

Table of Contents

The Company applies the same impairment model as described above for the majority of non-redeemable preferred stock securities on the basis that these securities possess characteristics similar to debt securities and that the issuers maintain their ability to pay dividends. For all other equity securities, in determining whether the security is other-than-temporarily impaired, the Impairment Committee considers a number of factors including, but not limited to: (a) the length of time and the extent to which the fair value has been less than amortized cost, (b) the financial condition and near term prospects of the issuer, (c) the intent and ability of the Company to retain its investment for a period of time sufficient to allow for an anticipated recovery in value and (d) general market conditions and industry or sector specific outlook.
The following tables provide a summary of fixed maturity and equity securities.
Summary of Fixed Maturity and Equity Securities
March 31, 2013
Cost or
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Estimated
Fair
Value
 
Unrealized
OTTI
Losses (Gains)
(In millions)
 
 
 
 
Fixed maturity securities available-for-sale:
 
 
 
 
 
 
 
 
 
Corporate and other bonds
$
19,747

 
$
2,562

 
$
18

 
$
22,291

 
$

States, municipalities and political subdivisions
9,599

 
1,408

 
59

 
10,948

 

Asset-backed:
 
 
 
 
 
 
 
 
 
Residential mortgage-backed
5,518

 
235

 
70

 
5,683

 
(49
)
Commercial mortgage-backed
1,853

 
147

 
10

 
1,990

 
(3
)
Other asset-backed
932

 
23

 

 
955

 

Total asset-backed
8,303

 
405

 
80

 
8,628

 
(52
)
U.S. Treasury and obligations of government-sponsored enterprises
170

 
11

 

 
181

 

Foreign government
528

 
24

 

 
552

 

Redeemable preferred stock
123

 
14

 
1

 
136

 

Total fixed maturity securities available-for-sale
38,470

 
4,424

 
158

 
42,736

 
$
(52
)
Total fixed maturity securities trading
63

 

 

 
63

 
 
Equity securities available-for-sale:
 
 
 
 
 
 
 
 
 
Common stock
38

 
17

 

 
55

 
 
Preferred stock
139

 
7

 

 
146

 
 
Total equity securities available-for-sale
177

 
24

 

 
201

 
 
Total
$
38,710

 
$
4,448

 
$
158

 
$
43,000

 
 

12

Table of Contents

December 31, 2012
Cost or
Amortized
Cost
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Estimated
Fair
Value
 
Unrealized
OTTI
Losses (Gains)
(In millions)
 
 
 
 
Fixed maturity securities available-for-sale:
 
 
 
 
 
 
 
 
 
Corporate and other bonds
$
19,530

 
$
2,698

 
$
21

 
$
22,207

 
$

States, municipalities and political subdivisions
9,372

 
1,455

 
44

 
10,783

 

Asset-backed:
 
 
 
 
 
 
 
 
 
Residential mortgage-backed
5,745

 
246

 
71

 
5,920

 
(28
)
Commercial mortgage-backed
1,692

 
147

 
17

 
1,822

 
(3
)
Other asset-backed
929

 
23

 

 
952

 

Total asset-backed
8,366

 
416

 
88

 
8,694

 
(31
)
U.S. Treasury and obligations of government-sponsored enterprises
172

 
11

 
1

 
182

 

Foreign government
588

 
25

 

 
613

 

Redeemable preferred stock
113

 
13

 
1

 
125

 

Total fixed maturity securities available-for-sale
38,141

 
4,618

 
155

 
42,604

 
$
(31
)
Total fixed maturity securities trading
29

 

 

 
29

 
 
Equity securities available-for-sale:
 
 
 
 
 
 
 
 
 
Common stock
38

 
14

 

 
52

 
 
Preferred stock
190

 
7

 

 
197

 
 
Total equity securities available-for-sale
228

 
21

 

 
249

 
 
Total
$
38,398

 
$
4,639

 
$
155

 
$
42,882

 
 
The net unrealized gains on investments included in the tables above are recorded as a component of Accumulated other comprehensive income (AOCI). When presented in AOCI, these amounts are net of tax and any required Shadow Adjustments. At March 31, 2013 and December 31, 2012, the net unrealized gains on investments included in AOCI were net of after-tax Shadow Adjustments of $1,438 million and $1,511 million. To the extent that unrealized gains on fixed income securities supporting certain products within the Life & Group Non-Core segment would result in a premium deficiency if realized, a related decrease in Deferred acquisition costs and/or increase in Insurance reserves are recorded, net of tax, as a reduction of net unrealized gains through Other comprehensive income (loss) (Shadow Adjustments).
The following tables summarize the estimated fair value and gross unrealized losses of available-for-sale fixed maturity and equity securities in a gross unrealized loss position by the length of time in which the securities have continuously been in that position.
Securities in a Gross Unrealized Loss Position
 
Less than 12 Months
 
12 Months or Longer
 
Total
March 31, 2013
Estimated
Fair Value
 
Gross
Unrealized
Losses
 
Estimated
Fair Value
 
Gross
Unrealized
Losses
 
Estimated
Fair Value
 
Gross
Unrealized
Losses
(In millions)
 
 
 
 
 
Fixed maturity securities available-for-sale:
 
 
 
 
 
 
 
 
 
 
 
Corporate and other bonds
$
951

 
$
13

 
$
50

 
$
5

 
$
1,001

 
$
18

States, municipalities and political subdivisions
683

 
16

 
121

 
43

 
804

 
59

Asset-backed:
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage-backed
920

 
19

 
347

 
51

 
1,267

 
70

Commercial mortgage-backed
155

 
2

 
141

 
8

 
296

 
10

Total asset-backed
1,075

 
21

 
488

 
59

 
1,563

 
80

Redeemable preferred stock
34

 
1

 

 

 
34

 
1

Total
$
2,743

 
$
51

 
$
659

 
$
107

 
$
3,402

 
$
158



13

Table of Contents

 
Less than 12 Months
 
12 Months or Longer
 
Total
December 31, 2012
Estimated
Fair Value
 
Gross
Unrealized
Losses
 
Estimated
Fair Value
 
Gross
Unrealized
Losses
 
Estimated
Fair Value
 
Gross
Unrealized
Losses
(In millions)
 
 
 
 
 
Fixed maturity securities available-for-sale:
 
 
 
 
 
 
 
 
 
 
 
Corporate and other bonds
$
846

 
$
13

 
$
108

 
$
8

 
$
954

 
$
21

States, municipalities and political subdivisions
254

 
5

 
165

 
39

 
419

 
44

Asset-backed:
 
 
 
 
 
 
 
 
 

 
 

Residential mortgage-backed
583

 
5

 
452

 
66

 
1,035

 
71

Commercial mortgage-backed
85

 
2

 
141

 
15

 
226

 
17

Total asset-backed
668

 
7

 
593

 
81

 
1,261

 
88

U.S. Treasury and obligations of government-sponsored enterprises
23

 
1

 

 

 
23

 
1

Redeemable preferred stock
28

 
1

 

 

 
28

 
1

Total
$
1,819

 
$
27

 
$
866

 
$
128

 
$
2,685

 
$
155

The amount of pretax net realized gains on available-for-sale securities reclassified out of AOCI into earnings was $19 million and $32 million for the three months ended March 31, 2013 and 2012.
Based on current facts and circumstances, the Company believes the unrealized losses presented in the March 31, 2013 Securities in a Gross Unrealized Loss Position table above, are primarily attributable to broader economic conditions, changes in interest rates and credit spreads, market illiquidity and other market factors, but are not indicative of the ultimate collectibility of the current amortized cost of the securities. The Company has no current intent to sell these securities, nor is it more likely than not that it will be required to sell prior to recovery of amortized cost; accordingly, the Company has determined that there are no additional OTTI losses to be recorded at March 31, 2013.
The following table summarizes the activity for the three months ended March 31, 2013 and 2012 related to the pretax credit loss component reflected in Retained earnings on fixed maturity securities still held at March 31, 2013 and 2012 for which a portion of an OTTI loss was recognized in Other comprehensive income (loss).
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Beginning balance of credit losses on fixed maturity securities
$
95

 
$
92

Additional credit losses for securities for which an OTTI loss was previously recognized

 
11

Credit losses for securities for which an OTTI loss was not previously recognized

 
1

Reductions for securities sold during the period
(3
)
 
(4
)
Ending balance of credit losses on fixed maturity securities
$
92

 
$
100


14

Table of Contents

Contractual Maturity
The following table summarizes available-for-sale fixed maturity securities by contractual maturity at March 31, 2013 and December 31, 2012. Actual maturities may differ from contractual maturities because certain securities may be called or prepaid with or without call or prepayment penalties. Securities not due at a single date are allocated based on weighted average life.
Contractual Maturity
 
March 31, 2013
 
December 31, 2012
(In millions)
Cost or
Amortized
Cost
 
Estimated
Fair
Value
 
Cost or
Amortized
Cost
 
Estimated
Fair
Value
Due in one year or less
$
1,783

 
$
1,819

 
$
1,648

 
$
1,665

Due after one year through five years
12,916

 
13,731

 
13,603

 
14,442

Due after five years through ten years
9,430

 
10,267

 
8,726

 
9,555

Due after ten years
14,341

 
16,919

 
14,164

 
16,942

Total
$
38,470

 
$
42,736

 
$
38,141

 
$
42,604

Investment Commitments
As of March 31, 2013, the Company had committed approximately $247 million to future capital calls from various third-party limited partnership investments in exchange for an ownership interest in the related partnerships.
As of March 31, 2013, the Company had mortgage loan commitments of $29 million representing signed loan applications received and accepted.
The Company invests in various privately placed debt securities, including bank loans, as part of its overall investment strategy and has committed to additional future purchases, sales and funding. As of March 31, 2013, the Company had commitments to purchase or fund additional amounts of $167 million and sell $210 million under the terms of such securities.


15

Table of Contents

Note D. Derivative Financial Instruments
A summary of the recognized gains (losses) related to derivative financial instruments follows.
Recognized Gains (Losses)
Three months ended March 31
 
 
 
(In millions)
2013
 
2012
Without hedge designation
 
 
 
Currency forwards
$
2

 
$
(1
)
Total without hedge designation
2

 
(1
)
Trading activities
 
 
 
Futures sold, not yet purchased

 
1

Total
$
2

 
$

Gross estimated fair values of derivative positions are presented in Other invested assets and Other liabilities on the Condensed Consolidated Balance Sheets. There would be no significant difference in the balance included in such accounts if the estimated fair values were presented net for the periods ended March 31, 2013 and December 31, 2012. The contractual or notional amounts for derivatives are used to calculate the exchange of contractual payments under the agreements and may not be representative of the potential for gain or loss on these instruments.
Derivative Financial Instruments
March 31, 2013
Contractual/
Notional
Amount
 
Estimated Fair Value
(In millions)
 
Asset
 
(Liability)
Without hedge designation
 
 
 
 
 
Credit default swaps - purchased protection
$
20

 
$

 
$
(1
)
Currency forwards
43

 
1

 

Forward commitments for mortgage-backed securities
78

 

 

Equity warrants
5

 

 

Total
$
146

 
$
1

 
$
(1
)

December 31, 2012
Contractual/
Notional
Amount
 
Estimated Fair Value
(In millions)
 
Asset
 
(Liability)
Without hedge designation
 
 
 
 
 
Credit default swaps - purchased protection
$
20

 
$

 
$
(1
)
Currency forwards
59

 

 
(2
)
Equity warrants
5

 

 

Total
$
84

 
$

 
$
(3
)
During the three months ended March 31, 2013, new derivative transactions entered into totaled $604 million in notional value while derivative termination activity totaled $542 million. This activity was primarily attributable to forward commitments for mortgage-backed securities, interest rate futures and foreign currency forwards. During the three months ended March 31, 2012, new derivative transactions entered into totaled $332 million in notional value while derivative termination activity totaled $321 million. This activity was primarily attributable to interest rate futures and foreign currency forwards.

16

Table of Contents

Note E. Fair Value
Fair value is the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable.
Level 1 - Quoted prices for identical instruments in active markets.
Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets.
Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are not observable.
Prices may fall within Level 1, 2 or 3 depending upon the methodologies and inputs used to estimate fair value for each specific security. Prices are determined by a dedicated group who ultimately report to the Company's CFO. This group is responsible for valuation policies and procedures. In general the Company seeks to price securities using third-party pricing services. Securities not priced by pricing services are submitted to independent brokers for valuation and, if those are not available, internally developed pricing models are used to value assets using methodologies and inputs the Company believes market participants would use to value the assets.
The Company performs control procedures over information obtained from pricing services and brokers to ensure prices received represent a reasonable estimate of fair value and to confirm representations regarding whether inputs are observable or unobservable. Procedures include i) the review of pricing service or broker pricing methodologies, ii) back-testing, where past fair value estimates are compared to actual transactions executed in the market on similar dates, iii) exception reporting, where changes in price, period-over-period, are reviewed and challenged with the pricing service or broker based on exception criteria, iv) deep dives, where the Company independently validates detailed information regarding inputs and assumptions for individual securities and v) pricing validation, where prices received are compared to prices independently estimated by the Company.

17

Table of Contents

Assets and Liabilities Measured at Fair Value
Assets and liabilities measured at fair value on a recurring basis are summarized below.
March 31, 2013
 
 
 
 
 
 
Total
Assets/(Liabilities)
at Fair Value
(In millions)
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Fixed maturity securities:
 
 
 
 
 
 
 
Corporate and other bonds
$
32

 
$
22,020

 
$
302

 
$
22,354

States, municipalities and political subdivisions

 
10,819

 
129

 
10,948

Asset-backed:
 
 
 
 
 
 
 
Residential mortgage-backed

 
5,233

 
450

 
5,683

Commercial mortgage-backed

 
1,813

 
177

 
1,990

Other asset-backed

 
559

 
396

 
955

Total asset-backed

 
7,605

 
1,023

 
8,628

U.S. Treasury and obligations of government-sponsored enterprises
155

 
26

 

 
181

Foreign government
104

 
448

 

 
552

Redeemable preferred stock
51

 
59

 
26

 
136

Total fixed maturity securities
342

 
40,977

 
1,480

 
42,799

Equity securities
120

 
62

 
19

 
201

Other invested assets

 
49

 

 
49

Short term investments
1,102

 
397

 
5

 
1,504

Life settlement contracts, included in Other assets

 

 
95

 
95

Separate account business
11

 
266

 
2

 
279

Total assets
$
1,575

 
$
41,751

 
$
1,601

 
$
44,927

Liabilities
 
 
 
 
 

 
 

Derivative financial instruments, included in Other liabilities
$

 
$

 
$
(1
)
 
$
(1
)
Total liabilities
$

 
$

 
$
(1
)
 
$
(1
)

18

Table of Contents

December 31, 2012
 
 
 
 
 
 
Total
Assets/(Liabilities)
at Fair Value
(In millions)
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Fixed maturity securities:
 
 
 
 
 
 
 
Corporate and other bonds
$
6

 
$
22,011

 
$
219

 
$
22,236

States, municipalities and political subdivisions

 
10,687

 
96

 
10,783

Asset-backed:
 
 
 
 
 
 
 

Residential mortgage-backed

 
5,507

 
413

 
5,920

Commercial mortgage-backed

 
1,693

 
129

 
1,822

Other asset-backed

 
584

 
368

 
952

Total asset-backed

 
7,784

 
910

 
8,694

U.S. Treasury and obligations of government-sponsored enterprises
158

 
24

 

 
182

Foreign government
140

 
473

 

 
613

Redeemable preferred stock
40

 
59

 
26

 
125

Total fixed maturity securities
344

 
41,038

 
1,251

 
42,633

Equity securities
117

 
98

 
34

 
249

Other invested assets

 
58

 
1

 
59

Short term investments
987

 
799

 
6

 
1,792

Life settlement contracts, included in Other assets

 

 
100

 
100

Separate account business
4

 
306

 
2

 
312

Total assets
$
1,452

 
$
42,299

 
$
1,394

 
$
45,145

Liabilities
 

 
 

 
 

 
 

Derivative financial instruments, included in Other liabilities
$

 
$
(2
)
 
$
(1
)
 
$
(3
)
Total liabilities
$

 
$
(2
)
 
$
(1
)
 
$
(3
)

19

Table of Contents

The tables below present a reconciliation for all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2013 and 2012.
Level 3
(In millions)
Balance at
January 1,
2013
 
Net realized investment gains (losses) and net change in unrealized appreciation (depreciation) included in net income (loss)*
 
Net change in unrealized appreciation (depreciation) included in other comprehensive income (loss)
 
Purchases
 
Sales
 
Settlements
 
Transfers into
Level 3
 
Transfers out
of Level 3
 
Balance at
March 31,
2013
 
Unrealized gains (losses) on Level 3 assets and liabilities held at March 31, 2013 recognized in net income (loss)*
Fixed maturity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate and other bonds
$
219

 
$

 
$
2

 
$
110

 
$
(17
)
 
$
(20
)
 
$
26

 
$
(18
)
 
$
302

 
$
(1
)
States, municipalities and political subdivisions
96

 
(3
)
 

 
85

 
(47
)
 
(2
)
 

 

 
129

 

Asset-backed:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
Residential mortgage-backed
413

 
3

 

 
61

 

 
(11
)
 

 
(16
)
 
450

 

Commercial mortgage-backed
129

 
1

 
5

 
73

 

 
(7
)
 

 
(24
)
 
177

 

Other asset-backed
368

 
3

 
1

 
136

 
(99
)
 
(13
)
 

 

 
396

 

Total asset-backed
910

 
7

 
6

 
270

 
(99
)
 
(31
)
 

 
(40
)
 
1,023

 

Redeemable preferred stock
26

 

 

 

 

 

 

 

 
26

 

Total fixed maturity securities
1,251

 
4

 
8

 
465

 
(163
)
 
(53
)
 
26

 
(58
)
 
1,480

 
(1
)
Equity securities
34

 
(15
)
 
1

 

 

 

 

 
(1
)
 
19

 
(15
)
Other invested assets, including derivatives, net

 

 

 

 
(1
)
 

 

 

 
(1
)
 

Short term investments
6

 

 

 

 
(1
)
 

 

 

 
5

 

Life settlement contracts
100

 
7

 

 

 

 
(12
)
 

 

 
95

 

Separate account business
2

 

 

 

 

 

 

 

 
2

 

Total
$
1,393

 
$
(4
)
 
$
9

 
$
465

 
$
(165
)
 
$
(65
)
 
$
26

 
$
(59
)
 
$
1,600

 
$
(16
)

20

Table of Contents

Level 3
(In millions)
Balance at
January 1,
2012
 
Net realized investment gains (losses) and net change in unrealized appreciation (depreciation) included in net income (loss)*
 
Net change in unrealized appreciation (depreciation) included in other comprehensive income (loss)
 
Purchases
 
Sales
 
Settlements
 
Transfers into
Level 3
 
Transfers out
of Level 3
 
Balance at
March 31,
2012
 
Unrealized gains (losses) on Level 3 assets and liabilities held at March 31, 2012 recognized in net income (loss)*
Fixed maturity securities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Corporate and other bonds
$
482

 
$
3

 
$
4

 
$
79

 
$
(86
)
 
$
(19
)
 
$
33

 
$
(10
)
 
$
486

 
$

States, municipalities and political subdivisions
171

 

 
2

 

 

 

 

 

 
173

 

Asset-backed:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
Residential mortgage-backed
452

 
1

 
(4
)
 
38

 

 
(7
)
 

 
(33
)
 
447

 

Commercial mortgage-backed
59

 

 
4

 
42

 

 

 

 

 
105

 

Other asset-backed
343

 
4

 
4

 
176

 
(77
)
 
(25
)
 

 
(41
)
 
384

 

Total asset-backed
854

 
5

 
4

 
256

 
(77
)
 
(32
)
 

 
(74
)
 
936

 

Redeemable preferred stock

 

 

 
53

 

 

 

 

 
53

 

Total fixed maturity securities
1,507

 
8

 
10

 
388

 
(163
)
 
(51
)
 
33

 
(84
)
 
1,648

 

Equity securities
67

 

 
(3
)
 
11

 
(1
)
 

 

 

 
74

 
(2
)
Other invested assets, including derivatives, net
10

 

 

 

 

 

 

 

 
10

 

Short term investments
27

 

 

 
12

 

 
(39
)
 

 

 

 

Life settlement contracts
117

 
3

 

 

 

 
(5
)
 

 

 
115

 
(1
)
Separate account business
23

 

 

 

 
(19
)
 

 

 

 
4

 

Total
$
1,751

 
$
11

 
$
7

 
$
411

 
$
(183
)
 
$
(95
)
 
$
33

 
$
(84
)
 
$
1,851

 
$
(3
)

21

Table of Contents

* Net realized and unrealized gains and losses shown above are reported in Net income (loss) as follows:
Major Category of Assets and Liabilities
 
Condensed Consolidated Statements of Operations Line Items
Fixed maturity securities available-for-sale
 
Net realized investment gains (losses)
Fixed maturity securities trading
 
Net investment income
Equity securities
 
Net realized investment gains (losses)
Other invested assets - Derivative financial instruments held in a trading portfolio
 
Net investment income
Other invested assets - Derivative financial instruments not held in a trading portfolio
 
Net realized investment gains (losses)
Other invested assets - Overseas deposits
 
Net investment income
Life settlement contracts
 
Other revenues
Securities shown in the Level 3 tables on the previous pages may be transferred in or out of Level 3 based on the availability of observable market information used to determine the fair value of the security. The availability of observable market information varies based on market conditions and trading volume and may cause securities to move in and out of Level 3 from reporting period to reporting period. There were no transfers between Level 1 and Level 2 during the three months ended March 31, 2013 or 2012. The Company's policy is to recognize transfers between levels at the beginning of quarterly reporting periods.
Valuation Methodologies and Inputs
The following section describes the valuation methodologies and relevant inputs used to measure different financial instruments at fair value, including an indication of the level in the fair value hierarchy in which the instruments are generally classified.
Fixed Maturity Securities
Fixed maturity securities are valued using methodologies that model information generated by market transactions involving identical or comparable assets, as well as discounted cash flow methodologies. Common inputs include: prices from recently executed transactions of similar securities, broker/dealer quotes, benchmark yields, spreads off benchmark yields, interest rates, and U.S. Treasury or swap curves. Specifically for asset-backed securities, key inputs include prepayment and default projections based on past performance of the underlying collateral and current market data.
Level 1 securities include exchange traded bonds, highly liquid U.S. and foreign government bonds, and redeemable preferred stock, valued using quoted market prices. Level 2 securities include most other fixed maturity securities as the significant inputs are observable in the marketplace. Securities are generally assigned to Level 3 in cases where broker/dealer quotes are significant inputs to the valuation and there is a lack of transparency as to whether these quotes are based on information that is observable in the marketplace. Level 3 securities also include tax-exempt auction rate certificates and private placement debt securities. Fair value of auction rate securities is determined utilizing a pricing model with three primary inputs. The interest rate and spread inputs are observable from like instruments while the expected call date assumption is unobservable due to the uncertain nature of principal prepayments prior to maturity and the credit spread adjustment that is security specific. Fair value of certain private placement debt securities is determined using internal models with inputs that are not market observable.
Equity Securities
Level 1 equity securities include publicly traded securities valued using quoted market prices. Level 2 securities are primarily non-redeemable preferred stocks and common stocks valued using pricing for similar securities, recently executed transactions, broker/dealer quotes and other pricing models utilizing market observable inputs. Level 3 securities are priced using internal models with inputs that are not market observable.

22

Table of Contents

Other Invested Assets
Level 1 securities include exchange traded derivatives, primarily futures, valued using quoted market prices. Level 2 securities include overseas deposits, which can be redeemed at net asset value in 90 days or less, and derivatives, primarily currency forwards valued using observable market forward rates. Over-the-counter derivatives, principally interest rate swaps, total return swaps, credit default swaps, equity warrants and options, are valued using inputs including broker/dealer quotes and are classified within Level 3 of the valuation hierarchy due to a lack of transparency as to whether these quotes are based on information that is observable in the marketplace.
Short Term Investments
Securities that are actively traded or have quoted prices are classified as Level 1. These securities include money market funds and treasury bills. Level 2 primarily includes commercial paper, for which all inputs are market observable. Fixed maturity securities purchased within one year of maturity are classified consistent with fixed maturity securities discussed above. Short term investments as presented in the tables above differ from the amounts presented on the Condensed Consolidated Balance Sheets because certain short term investments, such as time deposits, are not measured at fair value.
Life Settlement Contracts
The fair values of life settlement contracts are determined as the present value of the anticipated death benefits less anticipated premium payments based on contract terms that are distinct for each insured, as well as the Company's own assumptions for mortality, premium expense, and the rate of return that a buyer would require on the contracts, as no comparable market pricing data is available.
Separate Account Business
Separate account business includes fixed maturity securities, equities and short term investments. The valuation methodologies and inputs for these asset types have been described above.
Significant Unobservable Inputs
The table below presents quantitative information about the significant unobservable inputs utilized by the Company in the fair value measurements of Level 3 assets. Valuations for assets and liabilities not presented in the table below are primarily based on broker/dealer quotes for which there is a lack of transparency as to inputs used to develop the valuations. The quantitative detail of these unobservable inputs is neither provided nor reasonably available to the Company.
Assets
(In millions)
Fair Value at March 31, 2013
 
Valuation Technique(s)
 
Unobservable Input(s)
 
Range
 (Weighted Average)
Fixed maturity securities
$
78

 
Discounted cash flow
 
Expected call date
 
3.0 - 4.6 years (4.0 years)
 
 
 
 
 
Credit spread adjustment
 
0.02% - 0.48% (0.17%)
 
$
97

 
Market approach
 
Private offering price
 
$34.70 - $122.09 ($102.97)
Equity securities
$
19

 
Market approach
 
Private offering price
 
$33.73 - $3,970.99 per share
($1,114.32 per share)
Life settlement contracts
$
95

 
Discounted cash flow
 
Discount rate risk premium
 
9%
 
 
 
 
 
Mortality assumption
 
69% - 883% (209.2%)

23

Table of Contents

Assets
(In millions)
Fair Value at December 31, 2012
 
Valuation Technique(s)
 
Unobservable Input(s)
 
Range
 (Weighted Average)
Fixed maturity securities
$
121

 
Discounted cash flow
 
Expected call date
 
3.3 - 5.3 years (4.3 years)
 
 
 
 
 
Credit spread adjustment
 
0.02% - 0.48% (0.17%)
 
$
72

 
Market approach
 
Private offering price
 
$42.39 - $102.32 ($100.11)
Equity securities
$
34