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, 2012
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
(Registrants 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 Registrants Common Stock, without par value, outstanding at October 15, 2012 was 381,449,123.
The Travelers Companies, Inc.
Quarterly Report on Form 10-Q
For Quarterly Period Ended September 30, 2012
PART 1 FINANCIAL INFORMATION
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME (Unaudited)
(in millions, except per share amounts)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
2012 |
|
2011 |
|
2012 |
|
2011 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Revenues |
|
|
|
|
|
|
|
|
| ||||
Premiums |
|
$ |
5,666 |
|
$ |
5,605 |
|
$ |
16,718 |
|
$ |
16,479 |
|
Net investment income |
|
722 |
|
690 |
|
2,200 |
|
2,227 |
| ||||
Fee income |
|
92 |
|
79 |
|
233 |
|
227 |
| ||||
Net realized investment gains (losses) |
|
(2 |
) |
2 |
|
12 |
|
41 |
| ||||
Other revenues |
|
34 |
|
31 |
|
100 |
|
99 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total revenues |
|
6,512 |
|
6,407 |
|
19,263 |
|
19,073 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Claims and expenses |
|
|
|
|
|
|
|
|
| ||||
Claims and claim adjustment expenses |
|
3,359 |
|
4,136 |
|
10,509 |
|
12,659 |
| ||||
Amortization of deferred acquisition costs |
|
986 |
|
982 |
|
2,933 |
|
2,900 |
| ||||
General and administrative expenses |
|
904 |
|
860 |
|
2,681 |
|
2,650 |
| ||||
Interest expense |
|
93 |
|
97 |
|
285 |
|
290 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total claims and expenses |
|
5,342 |
|
6,075 |
|
16,408 |
|
18,499 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Income before income taxes |
|
1,170 |
|
332 |
|
2,855 |
|
574 |
| ||||
Income tax expense (benefit) |
|
306 |
|
(1 |
) |
686 |
|
(234 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income |
|
$ |
864 |
|
$ |
333 |
|
$ |
2,169 |
|
$ |
808 |
|
|
|
|
|
|
|
|
|
|
| ||||
Net income per share |
|
|
|
|
|
|
|
|
| ||||
Basic |
|
$ |
2.23 |
|
$ |
0.80 |
|
$ |
5.55 |
|
$ |
1.90 |
|
|
|
|
|
|
|
|
|
|
| ||||
Diluted |
|
$ |
2.21 |
|
$ |
0.79 |
|
$ |
5.50 |
|
$ |
1.88 |
|
|
|
|
|
|
|
|
|
|
| ||||
Weighted average number of common shares outstanding |
|
|
|
|
|
|
|
|
| ||||
Basic |
|
384.0 |
|
415.0 |
|
388.0 |
|
420.4 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Diluted |
|
387.9 |
|
418.5 |
|
391.5 |
|
425.6 |
|
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
2012 |
|
2011 |
|
2012 |
|
2011 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net Realized Investment Gains (Losses) |
|
|
|
|
|
|
|
|
| ||||
Other-than-temporary impairment losses: |
|
|
|
|
|
|
|
|
| ||||
Total gains |
|
$ |
17 |
|
$ |
9 |
|
$ |
28 |
|
$ |
16 |
|
Non-credit component of impairments recognized in accumulated other comprehensive income |
|
(20 |
) |
(21 |
) |
(39 |
) |
(36 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Other-than-temporary impairment losses |
|
(3 |
) |
(12 |
) |
(11 |
) |
(20 |
) | ||||
Other net realized investment gains |
|
1 |
|
14 |
|
23 |
|
61 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net realized investment gains (losses) |
|
$ |
(2 |
) |
$ |
2 |
|
$ |
12 |
|
$ |
41 |
|
See notes to consolidated financial statements (unaudited).
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited)
(in millions)
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
|
|
2012 |
|
2011 |
|
2012 |
|
2011 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Net income |
|
$ |
864 |
|
$ |
333 |
|
$ |
2,169 |
|
$ |
808 |
|
|
|
|
|
|
|
|
|
|
| ||||
Other comprehensive income: |
|
|
|
|
|
|
|
|
| ||||
Change in net unrealized gains on investment securities: |
|
|
|
|
|
|
|
|
| ||||
Having no credit losses recognized in the consolidated statement of income |
|
470 |
|
687 |
|
609 |
|
1,226 |
| ||||
Having credit losses recognized in the consolidated statement of income |
|
41 |
|
(9 |
) |
71 |
|
9 |
| ||||
Net changes in benefit plan assets and obligations |
|
22 |
|
20 |
|
64 |
|
57 |
| ||||
Net changes in unrealized foreign currency translation and other changes |
|
65 |
|
(180 |
) |
43 |
|
(94 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Other comprehensive income before income taxes |
|
598 |
|
518 |
|
787 |
|
1,198 |
| ||||
Income tax expense |
|
192 |
|
197 |
|
256 |
|
421 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Other comprehensive income, net of taxes |
|
406 |
|
321 |
|
531 |
|
777 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Comprehensive income |
|
$ |
1,270 |
|
$ |
654 |
|
$ |
2,700 |
|
$ |
1,585 |
|
See notes to consolidated financial statements (unaudited).
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
(in millions)
|
|
September 30, |
|
December 31, |
| ||
|
|
(Unaudited) |
|
|
| ||
Assets |
|
|
|
|
| ||
Fixed maturities, available for sale, at fair value (amortized cost $61,003 and $59,994) |
|
$ |
65,873 |
|
$ |
64,232 |
|
Equity securities, available for sale, at fair value (cost $439 and $414) |
|
629 |
|
559 |
| ||
Real estate investments |
|
893 |
|
865 |
| ||
Short-term securities |
|
3,641 |
|
3,594 |
| ||
Other investments |
|
3,454 |
|
3,451 |
| ||
|
|
|
|
|
| ||
Total investments |
|
74,490 |
|
72,701 |
| ||
|
|
|
|
|
| ||
Cash |
|
220 |
|
214 |
| ||
Investment income accrued |
|
705 |
|
768 |
| ||
Premiums receivable |
|
6,040 |
|
5,730 |
| ||
Reinsurance recoverables |
|
10,240 |
|
11,155 |
| ||
Ceded unearned premiums |
|
987 |
|
828 |
| ||
Deferred acquisition costs |
|
1,860 |
|
1,786 |
| ||
Deferred taxes |
|
|
|
7 |
| ||
Contractholder receivables |
|
4,886 |
|
5,186 |
| ||
Goodwill |
|
3,365 |
|
3,365 |
| ||
Other intangible assets |
|
393 |
|
433 |
| ||
Other assets |
|
2,259 |
|
2,402 |
| ||
|
|
|
|
|
| ||
Total assets |
|
$ |
105,445 |
|
$ |
104,575 |
|
|
|
|
|
|
| ||
Liabilities |
|
|
|
|
| ||
Claims and claim adjustment expense reserves |
|
$ |
50,258 |
|
$ |
51,392 |
|
Unearned premium reserves |
|
11,624 |
|
11,102 |
| ||
Contractholder payables |
|
4,886 |
|
5,186 |
| ||
Payables for reinsurance premiums |
|
479 |
|
389 |
| ||
Deferred taxes |
|
487 |
|
|
| ||
Debt |
|
6,350 |
|
6,605 |
| ||
Other liabilities |
|
5,456 |
|
5,424 |
| ||
|
|
|
|
|
| ||
Total liabilities |
|
79,540 |
|
80,098 |
| ||
|
|
|
|
|
| ||
Shareholders equity |
|
|
|
|
| ||
Common stock (1,750.0 shares authorized; 382.0 and 392.8 shares issued and outstanding) |
|
21,085 |
|
20,732 |
| ||
Retained earnings |
|
21,226 |
|
19,579 |
| ||
Accumulated other comprehensive income |
|
2,536 |
|
2,005 |
| ||
Treasury stock, at cost (366.8 and 349.0 shares) |
|
(18,942 |
) |
(17,839 |
) | ||
|
|
|
|
|
| ||
Total shareholders equity |
|
25,905 |
|
24,477 |
| ||
|
|
|
|
|
| ||
Total liabilities and shareholders equity |
|
$ |
105,445 |
|
$ |
104,575 |
|
See notes to consolidated financial statements (unaudited).
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS EQUITY (Unaudited)
(in millions)
For the nine months ended September 30, |
|
2012 |
|
2011 |
| ||
Convertible preferred stocksavings plan |
|
|
|
|
| ||
Balance, beginning of year |
|
$ |
|
|
$ |
68 |
|
Redemptions during period |
|
|
|
(5 |
) | ||
Conversion to common stock |
|
|
|
(63 |
) | ||
|
|
|
|
|
| ||
Balance, end of period |
|
|
|
|
| ||
|
|
|
|
|
| ||
Common stock |
|
|
|
|
| ||
Balance, beginning of year |
|
20,732 |
|
20,162 |
| ||
Employee share-based compensation |
|
219 |
|
286 |
| ||
Common shares issued conversion of preferred stock |
|
|
|
93 |
| ||
Compensation amortization under share-based plans and other changes |
|
134 |
|
123 |
| ||
|
|
|
|
|
| ||
Balance, end of period |
|
21,085 |
|
20,664 |
| ||
|
|
|
|
|
| ||
Retained earnings |
|
|
|
|
| ||
Balance, beginning of year |
|
19,579 |
|
18,847 |
| ||
Net income |
|
2,169 |
|
808 |
| ||
Dividends |
|
(522 |
) |
(503 |
) | ||
Premium on preferred stock converted to common stock |
|
|
|
(30 |
) | ||
Other |
|
|
|
5 |
| ||
|
|
|
|
|
| ||
Balance, end of period |
|
21,226 |
|
19,127 |
| ||
|
|
|
|
|
| ||
Accumulated other comprehensive income, net of tax |
|
|
|
|
| ||
Balance, beginning of year |
|
2,005 |
|
1,255 |
| ||
Other comprehensive income |
|
531 |
|
777 |
| ||
|
|
|
|
|
| ||
Balance, end of period |
|
2,536 |
|
2,032 |
| ||
|
|
|
|
|
| ||
Treasury stock (at cost) |
|
|
|
|
| ||
Balance, beginning of year |
|
(17,839 |
) |
(14,857 |
) | ||
Treasury shares acquired share repurchase authorization |
|
(1,050 |
) |
(1,712 |
) | ||
Net shares acquired related to employee share-based compensation plans |
|
(53 |
) |
(82 |
) | ||
|
|
|
|
|
| ||
Balance, end of period |
|
(18,942 |
) |
(16,651 |
) | ||
|
|
|
|
|
| ||
Total common shareholders equity |
|
25,905 |
|
25,172 |
| ||
|
|
|
|
|
| ||
Total shareholders equity |
|
$ |
25,905 |
|
$ |
25,172 |
|
|
|
|
|
|
| ||
Common shares outstanding |
|
|
|
|
| ||
Balance, beginning of year |
|
392.8 |
|
434.6 |
| ||
Treasury shares acquired share repurchase authorization |
|
(17.0 |
) |
(30.1 |
) | ||
Net shares issued under employee share-based compensation plans |
|
6.2 |
|
6.8 |
| ||
Common shares issued conversion of preferred stock |
|
|
|
1.5 |
| ||
|
|
|
|
|
| ||
Balance, end of period |
|
382.0 |
|
412.8 |
|
See notes to consolidated financial statements (unaudited).
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)
(in millions)
For the nine months ended September 30, |
|
2012 |
|
2011 |
| ||
Cash flows from operating activities |
|
|
|
|
| ||
Net income |
|
$ |
2,169 |
|
$ |
808 |
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
| ||
Net realized investment gains |
|
(12 |
) |
(41 |
) | ||
Depreciation and amortization |
|
618 |
|
599 |
| ||
Deferred federal income tax expense |
|
221 |
|
159 |
| ||
Amortization of deferred acquisition costs |
|
2,933 |
|
2,900 |
| ||
Equity in income from other investments |
|
(271 |
) |
(279 |
) | ||
Premiums receivable |
|
(307 |
) |
(439 |
) | ||
Reinsurance recoverables |
|
926 |
|
246 |
| ||
Deferred acquisition costs |
|
(3,005 |
) |
(2,988 |
) | ||
Claims and claim adjustment expense reserves |
|
(1,196 |
) |
740 |
| ||
Unearned premium reserves |
|
506 |
|
612 |
| ||
Other |
|
184 |
|
(499 |
) | ||
|
|
|
|
|
| ||
Net cash provided by operating activities |
|
2,766 |
|
1,818 |
| ||
|
|
|
|
|
| ||
Cash flows from investing activities |
|
|
|
|
| ||
Proceeds from maturities of fixed maturities |
|
5,855 |
|
5,241 |
| ||
Proceeds from sales of investments: |
|
|
|
|
| ||
Fixed maturities |
|
724 |
|
842 |
| ||
Equity securities |
|
31 |
|
51 |
| ||
Real estate investments |
|
3 |
|
1 |
| ||
Other investments |
|
516 |
|
482 |
| ||
Purchases of investments: |
|
|
|
|
| ||
Fixed maturities |
|
(7,677 |
) |
(6,224 |
) | ||
Equity securities |
|
(39 |
) |
(118 |
) | ||
Real estate investments |
|
(62 |
) |
(41 |
) | ||
Other investments |
|
(292 |
) |
(758 |
) | ||
Net sales (purchases) of short-term securities |
|
(41 |
) |
813 |
| ||
Securities transactions in course of settlement |
|
53 |
|
196 |
| ||
Other |
|
(229 |
) |
(248 |
) | ||
|
|
|
|
|
| ||
Net cash provided by (used in) investing activities |
|
(1,158 |
) |
237 |
| ||
|
|
|
|
|
| ||
|
|
|
|
|
| ||
Cash flows from financing activities |
|
|
|
|
| ||
Payment of debt |
|
(258 |
) |
(8 |
) | ||
Dividends paid to shareholders |
|
(519 |
) |
(500 |
) | ||
Issuance of common stock employee share options |
|
247 |
|
270 |
| ||
Treasury stock acquired share repurchase authorization |
|
(1,056 |
) |
(1,755 |
) | ||
Treasury stock acquired net employee share-based compensation |
|
(52 |
) |
(46 |
) | ||
Excess tax benefits from share-based payment arrangements |
|
32 |
|
17 |
| ||
|
|
|
|
|
| ||
Net cash used in financing activities |
|
(1,606 |
) |
(2,022 |
) | ||
|
|
|
|
|
| ||
Effect of exchange rate changes on cash |
|
4 |
|
(2 |
) | ||
|
|
|
|
|
| ||
Net increase in cash |
|
6 |
|
31 |
| ||
Cash at beginning of year |
|
214 |
|
200 |
| ||
|
|
|
|
|
| ||
Cash at end of period |
|
$ |
220 |
|
$ |
231 |
|
|
|
|
|
|
| ||
Supplemental disclosure of cash flow information |
|
|
|
|
| ||
Income taxes paid |
|
$ |
310 |
|
$ |
277 |
|
Interest paid |
|
$ |
226 |
|
$ |
226 |
|
See notes to consolidated financial statements (unaudited).
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 Companys 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. Certain reclassifications have been made to the 2011 consolidated financial statements and notes to conform to the 2012 presentation. The accompanying interim consolidated financial statements and related notes should be read in conjunction with the Companys consolidated financial statements and related notes included in the Companys 2011 Annual Report on Form 10-K.
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.
Adoption of Accounting Standards Updates
Testing Goodwill for Impairment
In September 2011, the Financial Accounting Standards Board (FASB) issued updated guidance that modifies the manner in which the two-step impairment test of goodwill is applied. Under the updated guidance, an entity may assess qualitative factors (such as changes in management, key personnel, strategy, key technology or customers) that may impact a reporting units fair value and lead to the determination that it is more likely than not that the fair value of a reporting unit is less than its carrying value, including goodwill. If an entity determines that it is more likely than not, it must perform an impairment test.
The first step of the impairment test involves comparing the estimated fair value of a reporting unit to its carrying value, including goodwill. If the carrying value of a reporting unit exceeds the estimated fair value, a second step must be performed to measure the amount of goodwill impairment, if any. In the second step, the implied fair value of the reporting units goodwill is determined in the same manner as goodwill is measured in a business combination (i.e., by measuring the fair value of the reporting units assets, liabilities and unrecognized intangible assets and determining the remaining amount ascribed to goodwill) and comparing the amount of the implied goodwill to the carrying amount of the goodwill. If the carrying value of the reporting unit goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to the excess.
The updated guidance was effective for the quarter ended March 31, 2012. The adoption of this guidance did not have any effect on the Companys results of operations, financial position or liquidity.
Presentation of Comprehensive Income
In June 2011, the FASB issued updated guidance to increase the prominence of items reported in other comprehensive income by eliminating the option of presenting components of comprehensive income as part of the statement of changes in shareholders equity. The updated guidance requires that all nonowner changes in shareholders equity be presented either as a single continuous statement of comprehensive income or in two separate but consecutive statements.
The updated guidance was effective for the quarter ended March 31, 2012 and was applied retrospectively. The Companys adoption of this guidance resulted in a change in the presentation of the Companys consolidated financial statements but did not have any effect on the Companys results of operations, financial position or liquidity.
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES, Continued
Reconsideration of Effective Control for Repurchase Agreements
In April 2011, the FASB issued updated guidance related to the accounting for repurchase agreements and other agreements that entitle and obligate a transferor to repurchase or redeem financial assets before their maturity. The updated guidance eliminates the criteria to assess whether a transferor is required to have the ability to repurchase or redeem the financial assets in order to demonstrate effective control over the transferred asset. Transferors that maintain effective control over a transferred asset are required to account for the transaction as a secured borrowing rather than a sale.
The updated guidance was effective for the quarter ended March 31, 2012. The updated guidance applies to transactions or modifications of existing transactions that occur on or after the effective date. The adoption of this guidance did not have any effect on the Companys results of operations, financial position or liquidity.
Accounting for Costs Associated with Acquiring or Renewing Insurance Contracts
In October 2010, the FASB issued updated guidance to address diversity in practice for the accounting for costs associated with acquiring or renewing insurance contracts. This guidance modifies the definition of acquisition costs to specify that a cost must be directly related to the successful acquisition of a new or renewal insurance contract in order to be deferred. If application of this guidance would result in the capitalization of acquisition costs that had not previously been capitalized by a reporting entity, the entity may elect not to capitalize those costs.
The updated guidance was effective for the quarter ended March 31, 2012. The adoption of this guidance did not have any effect on the Companys results of operations, financial position or liquidity.
Accounting Standards Not Yet Adopted
Testing Indefinite-Lived Intangible Assets for Impairment
In July 2012, the FASB issued updated guidance regarding the impairment test applicable to indefinite-lived intangible assets that is similar to the impairment guidance applicable to goodwill. Under the updated guidance, an entity may assess qualitative factors (such as changes in management, key personnel, strategy, key technology or customers) that may impact the fair value of the indefinite-lived intangible asset and lead to the determination that it is more likely than not that the fair value of the asset is less than its carrying value. If an entity determines that it is more likely than not that the fair value of the intangible asset is less than its carrying value, an impairment test must be performed. The impairment test requires an entity to calculate the estimated fair value of the indefinite-lived intangible asset. If the carrying value of the indefinite-lived intangible asset exceeds its estimated fair value, an impairment loss is recognized in an amount equal to the excess.
The updated guidance is effective for the quarter ending March 31, 2013. Early adoption is permitted. The adoption of this guidance is not expected to have a material effect on the Companys results of operations, financial position or liquidity.
Nature of Operations
The Company is organized into three reportable business segments: Business Insurance; Financial, Professional & International Insurance; and Personal Insurance. These segments reflect the manner in which the Companys 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. The specific business segments are as follows:
Business Insurance
The Business Insurance segment offers a broad array of property and casualty insurance and insurance-related services to its clients primarily in the United States. Business Insurance is organized into the following six groups, which collectively comprise Business Insurance Core operations: Select Accounts; Commercial Accounts; National Accounts; Industry-Focused Underwriting; Target Risk Underwriting; and Specialized Distribution.
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES, Continued
Business Insurance also includes the Special Liability Group (which manages the Companys asbestos and environmental liabilities) and the assumed reinsurance and certain international and other runoff operations, which collectively are referred to as Business Insurance Other.
Financial, Professional & International Insurance
The Financial, Professional & International Insurance segment includes surety and financial liability coverages, which primarily use credit-based underwriting processes, as well as property and casualty products that are primarily marketed on a domestic basis in the United Kingdom, Canada and the Republic of Ireland, and on an international basis through Lloyds. The segment includes Bond & Financial Products as well as International.
Personal Insurance
The Personal Insurance segment writes a broad range of property and casualty insurance covering individuals personal risks. The primary products of automobile and homeowners insurance are complemented by a broad suite of related coverages.
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
2. SEGMENT INFORMATION
The following tables summarize the components of the Companys revenues, operating income (loss) and total assets by reportable business segments:
(for the three months |
|
Business |
|
Financial, |
|
Personal |
|
Total |
| ||||
2012 |
|
|
|
|
|
|
|
|
| ||||
Premiums |
|
$ |
2,982 |
|
$ |
772 |
|
$ |
1,912 |
|
$ |
5,666 |
|
Net investment income |
|
524 |
|
97 |
|
101 |
|
722 |
| ||||
Fee income |
|
92 |
|
|
|
|
|
92 |
| ||||
Other revenues |
|
9 |
|
8 |
|
17 |
|
34 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total operating revenues (1) |
|
$ |
3,607 |
|
$ |
877 |
|
$ |
2,030 |
|
$ |
6,514 |
|
|
|
|
|
|
|
|
|
|
| ||||
Operating income (1) |
|
$ |
543 |
|
$ |
180 |
|
$ |
206 |
|
$ |
929 |
|
|
|
|
|
|
|
|
|
|
| ||||
2011 |
|
|
|
|
|
|
|
|
| ||||
Premiums |
|
$ |
2,890 |
|
$ |
799 |
|
$ |
1,916 |
|
$ |
5,605 |
|
Net investment income |
|
487 |
|
101 |
|
102 |
|
690 |
| ||||
Fee income |
|
78 |
|
1 |
|
|
|
79 |
| ||||
Other revenues |
|
8 |
|
6 |
|
17 |
|
31 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total operating revenues (1) |
|
$ |
3,463 |
|
$ |
907 |
|
$ |
2,035 |
|
$ |
6,405 |
|
|
|
|
|
|
|
|
|
|
| ||||
Operating income (loss) (1) |
|
$ |
294 |
|
$ |
211 |
|
$ |
(108 |
) |
$ |
397 |
|
(1) Operating revenues for reportable business segments exclude net realized investment gains (losses). Operating income (loss) for reportable business segments equals net income (loss) excluding the after-tax impact of net realized investment gains (losses).
(for the nine months |
|
Business |
|
Financial, |
|
Personal |
|
Total |
| ||||
2012 |
|
|
|
|
|
|
|
|
| ||||
Premiums |
|
$ |
8,718 |
|
$ |
2,275 |
|
$ |
5,725 |
|
$ |
16,718 |
|
Net investment income |
|
1,592 |
|
300 |
|
308 |
|
2,200 |
| ||||
Fee income |
|
232 |
|
1 |
|
|
|
233 |
| ||||
Other revenues |
|
31 |
|
21 |
|
52 |
|
104 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total operating revenues (1) |
|
$ |
10,573 |
|
$ |
2,597 |
|
$ |
6,085 |
|
$ |
19,255 |
|
|
|
|
|
|
|
|
|
|
| ||||
Operating income (1) |
|
$ |
1,517 |
|
$ |
511 |
|
$ |
331 |
|
$ |
2,359 |
|
|
|
|
|
|
|
|
|
|
| ||||
2011 |
|
|
|
|
|
|
|
|
| ||||
Premiums |
|
$ |
8,437 |
|
$ |
2,382 |
|
$ |
5,660 |
|
$ |
16,479 |
|
Net investment income |
|
1,584 |
|
312 |
|
331 |
|
2,227 |
| ||||
Fee income |
|
226 |
|
1 |
|
|
|
227 |
| ||||
Other revenues |
|
27 |
|
19 |
|
53 |
|
99 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total operating revenues (1) |
|
$ |
10,274 |
|
$ |
2,714 |
|
$ |
6,044 |
|
$ |
19,032 |
|
|
|
|
|
|
|
|
|
|
| ||||
Operating income (loss) (1) |
|
$ |
909 |
|
$ |
495 |
|
$ |
(409 |
) |
$ |
995 |
|
(1) Operating revenues for reportable business segments exclude net realized investment gains (losses). Operating income (loss) for reportable business segments equals net income (loss) excluding the after-tax impact of net realized investment gains (losses).
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
2. SEGMENT INFORMATION, Continued
Business Segment Reconciliations
|
|
Three Months Ended |
|
Nine Months Ended |
| ||||||||
(in millions) |
|
2012 |
|
2011 |
|
2012 |
|
2011 |
| ||||
Revenue reconciliation |
|
|
|
|
|
|
|
|
| ||||
Earned premiums |
|
|
|
|
|
|
|
|
| ||||
Business Insurance: |
|
|
|
|
|
|
|
|
| ||||
Workers compensation |
|
$ |
841 |
|
$ |
750 |
|
$ |
2,378 |
|
$ |
2,142 |
|
Commercial automobile |
|
488 |
|
491 |
|
1,462 |
|
1,444 |
| ||||
Property |
|
414 |
|
405 |
|
1,207 |
|
1,207 |
| ||||
General liability |
|
444 |
|
442 |
|
1,313 |
|
1,299 |
| ||||
Commercial multi-peril |
|
785 |
|
796 |
|
2,333 |
|
2,336 |
| ||||
Other |
|
10 |
|
6 |
|
25 |
|
9 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total Business Insurance |
|
2,982 |
|
2,890 |
|
8,718 |
|
8,437 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Financial, Professional & International Insurance: |
|
|
|
|
|
|
|
|
| ||||
Fidelity and surety |
|
240 |
|
241 |
|
699 |
|
724 |
| ||||
General liability |
|
216 |
|
208 |
|
633 |
|
623 |
| ||||
International |
|
274 |
|
311 |
|
818 |
|
920 |
| ||||
Other |
|
42 |
|
39 |
|
125 |
|
115 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total Financial, Professional & International Insurance |
|
772 |
|
799 |
|
2,275 |
|
2,382 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Personal Insurance: |
|
|
|
|
|
|
|
|
| ||||
Automobile |
|
916 |
|
935 |
|
2,762 |
|
2,781 |
| ||||
Homeowners and other |
|
996 |
|
981 |
|
2,963 |
|
2,879 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total Personal Insurance |
|
1,912 |
|
1,916 |
|
5,725 |
|
5,660 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total earned premiums |
|
5,666 |
|
5,605 |
|
16,718 |
|
16,479 |
| ||||
Net investment income |
|
722 |
|
690 |
|
2,200 |
|
2,227 |
| ||||
Fee income |
|
92 |
|
79 |
|
233 |
|
227 |
| ||||
Other revenues |
|
34 |
|
31 |
|
104 |
|
99 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total operating revenues for reportable segments |
|
6,514 |
|
6,405 |
|
19,255 |
|
19,032 |
| ||||
Other revenues |
|
|
|
|
|
(4 |
) |
|
| ||||
Net realized investment gains (losses) |
|
(2 |
) |
2 |
|
12 |
|
41 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total consolidated revenues |
|
$ |
6,512 |
|
$ |
6,407 |
|
$ |
19,263 |
|
$ |
19,073 |
|
|
|
|
|
|
|
|
|
|
| ||||
Income reconciliation, net of tax |
|
|
|
|
|
|
|
|
| ||||
Total operating income for reportable segments |
|
$ |
929 |
|
$ |
397 |
|
$ |
2,359 |
|
$ |
995 |
|
Interest Expense and Other (1) |
|
(62 |
) |
(65 |
) |
(196 |
) |
(214 |
) | ||||
|
|
|
|
|
|
|
|
|
| ||||
Total operating income |
|
867 |
|
332 |
|
2,163 |
|
781 |
| ||||
Net realized investment gains (losses) |
|
(3 |
) |
1 |
|
6 |
|
27 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total consolidated net income |
|
$ |
864 |
|
$ |
333 |
|
$ |
2,169 |
|
$ |
808 |
|
(1) The primary component of Interest Expense and Other was after-tax interest expense of $60 million and $63 million for the three months ended September 30, 2012 and 2011, respectively, and $185 million and $189 million for the nine months ended September 30, 2012 and 2011, respectively.
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
2. SEGMENT INFORMATION, Continued
(in millions) |
|
September 30, |
|
December 31, |
| ||
|
|
|
|
|
| ||
Asset reconciliation: |
|
|
|
|
| ||
Business Insurance |
|
$ |
77,634 |
|
$ |
76,909 |
|
Financial, Professional & International Insurance |
|
13,620 |
|
13,355 |
| ||
Personal Insurance |
|
13,681 |
|
13,614 |
| ||
|
|
|
|
|
| ||
Total assets for reportable segments |
|
104,935 |
|
103,878 |
| ||
Other assets (1) |
|
510 |
|
697 |
| ||
|
|
|
|
|
| ||
Total consolidated assets |
|
$ |
105,445 |
|
$ |
104,575 |
|
(1) The primary components of other assets at both dates were other intangible assets. The December 31, 2011 total also included 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, 2012, in millions) |
|
Cost |
|
Gains |
|
Losses |
|
Value |
| ||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities |
|
$ |
2,088 |
|
$ |
83 |
|
$ |
|
|
$ |
2,171 |
|
Obligations of states, municipalities and political subdivisions: |
|
|
|
|
|
|
|
|
| ||||
Pre-refunded |
|
8,199 |
|
599 |
|
|
|
8,798 |
| ||||
All other |
|
28,042 |
|
2,415 |
|
3 |
|
30,454 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total obligations of states, municipalities and political subdivisions |
|
36,241 |
|
3,014 |
|
3 |
|
39,252 |
| ||||
Debt securities issued by foreign governments |
|
2,281 |
|
85 |
|
|
|
2,366 |
| ||||
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities |
|
2,872 |
|
284 |
|
2 |
|
3,154 |
| ||||
All other corporate bonds |
|
17,495 |
|
1,419 |
|
17 |
|
18,897 |
| ||||
Redeemable preferred stock |
|
26 |
|
7 |
|
|
|
33 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total |
|
$ |
61,003 |
|
$ |
4,892 |
|
$ |
22 |
|
$ |
65,873 |
|
|
|
Amortized |
|
Gross Unrealized |
|
Fair |
| ||||||
(at December 31, 2011, in millions) |
|
Cost |
|
Gains |
|
Losses |
|
Value |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities |
|
$ |
2,396 |
|
$ |
101 |
|
$ |
|
|
$ |
2,497 |
|
Obligations of states, municipalities and political subdivisions: |
|
|
|
|
|
|
|
|
| ||||
Pre-refunded |
|
6,820 |
|
513 |
|
1 |
|
7,332 |
| ||||
All other |
|
29,391 |
|
2,303 |
|
4 |
|
31,690 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total obligations of states, municipalities and political subdivisions |
|
36,211 |
|
2,816 |
|
5 |
|
39,022 |
| ||||
Debt securities issued by foreign governments |
|
2,228 |
|
91 |
|
1 |
|
2,318 |
| ||||
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities |
|
3,288 |
|
249 |
|
22 |
|
3,515 |
| ||||
All other corporate bonds |
|
15,845 |
|
1,066 |
|
61 |
|
16,850 |
| ||||
Redeemable preferred stock |
|
26 |
|
4 |
|
|
|
30 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total |
|
$ |
59,994 |
|
$ |
4,327 |
|
$ |
89 |
|
$ |
64,232 |
|
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
3. INVESTMENTS, Continued
Pre-refunded bonds of $8.80 billion and $7.33 billion at September 30, 2012 and December 31, 2011, respectively, were bonds for which an irrevocable trust has been established to fund the remaining payments of principal and interest.
Equity Securities
The cost and fair value of investments in equity securities were as follows:
|
|
|
|
Gross Unrealized |
|
Fair |
| ||||||
(at September 30, 2012, in millions) |
|
Cost |
|
Gains |
|
Losses |
|
Value |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Common stock |
|
$ |
343 |
|
$ |
155 |
|
$ |
2 |
|
$ |
496 |
|
Non-redeemable preferred stock |
|
96 |
|
37 |
|
|
|
133 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total |
|
$ |
439 |
|
$ |
192 |
|
$ |
2 |
|
$ |
629 |
|
|
|
|
|
Gross Unrealized |
|
Fair |
| ||||||
(at December 31, 2011, in millions) |
|
Cost |
|
Gains |
|
Losses |
|
Value |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Common stock |
|
$ |
311 |
|
$ |
120 |
|
$ |
3 |
|
$ |
428 |
|
Non-redeemable preferred stock |
|
103 |
|
29 |
|
1 |
|
131 |
| ||||
|
|
|
|
|
|
|
|
|
| ||||
Total |
|
$ |
414 |
|
$ |
149 |
|
$ |
4 |
|
$ |
559 |
|
Unrealized Investment Losses
The following tables summarize, for all investments in an unrealized loss position at September 30, 2012 and December 31, 2011, the aggregate fair value and gross unrealized loss by length of time those securities have been continuously in an unrealized loss position.
|
|
Less than 12 months |
|
12 months or longer |
|
Total |
| ||||||||||||
(at September 30, 2012, in millions) |
|
Fair |
|
Gross |
|
Fair |
|
Gross |
|
Fair |
|
Gross |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Fixed maturities |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities |
|
$ |
51 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
51 |
|
$ |
|
|
Obligations of states, municipalities and political subdivisions |
|
228 |
|
|
|
45 |
|
3 |
|
273 |
|
3 |
| ||||||
Debt securities issued by foreign governments |
|
37 |
|
|
|
|
|
|
|
37 |
|
|
| ||||||
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities |
|
8 |
|
|
|
37 |
|
2 |
|
45 |
|
2 |
| ||||||
All other corporate bonds |
|
468 |
|
8 |
|
113 |
|
9 |
|
581 |
|
17 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total fixed maturities |
|
792 |
|
8 |
|
195 |
|
14 |
|
987 |
|
22 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Equity securities |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Common stock |
|
26 |
|
2 |
|
|
|
|
|
26 |
|
2 |
| ||||||
Non-redeemable preferred stock |
|
17 |
|
|
|
|
|
|
|
17 |
|
|
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total equity securities |
|
43 |
|
2 |
|
|
|
|
|
43 |
|
2 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total |
|
$ |
835 |
|
$ |
10 |
|
$ |
195 |
|
$ |
14 |
|
$ |
1,030 |
|
$ |
24 |
|
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 December 31, 2011, in millions) |
|
Fair |
|
Gross |
|
Fair |
|
Gross |
|
Fair |
|
Gross |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Fixed maturities |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities |
|
$ |
356 |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
356 |
|
$ |
|
|
Obligations of states, municipalities and political subdivisions |
|
27 |
|
|
|
191 |
|
5 |
|
218 |
|
5 |
| ||||||
Debt securities issued by foreign governments |
|
96 |
|
1 |
|
2 |
|
|
|
98 |
|
1 |
| ||||||
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities |
|
362 |
|
12 |
|
155 |
|
10 |
|
517 |
|
22 |
| ||||||
All other corporate bonds |
|
1,295 |
|
42 |
|
105 |
|
19 |
|
1,400 |
|
61 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total fixed maturities |
|
2,136 |
|
55 |
|
453 |
|
34 |
|
2,589 |
|
89 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Equity securities |
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Common stock |
|
64 |
|
3 |
|
|
|
|
|
64 |
|
3 |
| ||||||
Non-redeemable preferred stock |
|
37 |
|
1 |
|
7 |
|
|
|
44 |
|
1 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total equity securities |
|
101 |
|
4 |
|
7 |
|
|
|
108 |
|
4 |
| ||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
| ||||||
Total |
|
$ |
2,237 |
|
$ |
59 |
|
$ |
460 |
|
$ |
34 |
|
$ |
2,697 |
|
$ |
93 |
|
The following table summarizes, 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, 2012, the gross unrealized investment loss by length of time those securities have continuously been in an unrealized loss position of greater than 20% of amortized cost:
|
|
Period For Which Fair Value Is Less Than 80% of Amortized Cost |
| |||||||||||||
(in millions) |
|
3 Months |
|
Greater Than 3 |
|
Greater Than 6 |
|