Consistent Delivery
2013 Annual Report and Form 10-K
35947.indd 1
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“(cid:2) We could not be more pleased with our performance
in 2013 and the value we created for our shareholders.
It is a testament to our great strength as underwriters
on both sides of the balance sheet.(cid:2)”
Financial highlights
At and for the year ended December 31. Dollar amounts in millions, except per share amounts.
Earned Premiums
Total Revenues
Operating Income
Net Income
2013
2012
2011
2010
2009
$ 22,637
$ 22,357
$ 22,090
$ 21,432
$ 21,418
$ 26,191
$ 25,740
$ 25,446
$ 25,112
$ 24,680
$ 3,567
$ 2,441
$ 1,390
$ 3,043
$ 3,600
$ 3,673
$ 2,473
$ 1,426
$ 3,216
$ 3,622
Net Income Per Diluted Common Share
$
9.74
$
6.30
$
3.36
$
6.62
$
6.33
Total Investments
$ 73,160
$ 73,838
$ 72,701
$ 72,722
$ 74,965
Total Assets
$ 103,812
$ 104,938
$ 104,575
$ 105,631
$ 110,013
Shareholders’ Equity
$ 24,796
$ 25,405
$ 24,477
$ 25,475
$ 27,415
Return On Equity
Operating Return On Equity
14.6%
15.5%
9.8%
11.0%
5.7%
6.1%
12.1%
13.5%
12.5%
14.0%
Book Value Per Share
$ 70.15
$ 67.31
$ 62.32
$ 58.47
$ 52.54
Dividends Per Share
$
1.96
$
1.79
$
1.59
$
1.41
$
1.23
The Travelers Companies, Inc. (NYSE: TRV) is a leading provider of property and casualty insurance for auto, home and business.
The company’s diverse business lines off er its global customers a wide range of coverage sold primarily through independent
agents and brokers. A component of the Dow Jones Industrial Average, Travelers has more than 30,000 employees and operations
in the United States and selected international markets.
35947.indd 2
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2013 ANNUAL REPORT
3
To our shareholders
Travelers had a terrifi c 2013 despite what remains a challenging business
environment. We posted net income of approximately $3.7 billion, refl ecting
strong underlying underwriting margins across our business segments, continued
contributions from favorable prior year reserve development, more modest
catastrophe losses than in recent years and solid net investment income.
We delivered record net income per diluted share of $9.74, up 55 percent
from 2012, return on equity of 14.6 percent and an operating return on equity
of 15.5 percent. We ended the year with a book value per share of $70.15, an
increase of 4 percent over the prior year-end, and we returned more than
$3 billion to our shareholders through share repurchases and dividends.
Each of our business segments contributed to the company’s profi tability.
Our Business Insurance GAAP combined ratio in 2013 improved 5.5 points
to 91.9 percent from 2012, and we posted record high net written premiums
of $12.2 billion, up 3 percent from 2012. Our Financial, Professional &
International Insurance GAAP combined ratio of 84.3 percent in 2013
was essentially unchanged from 2012, and our Personal Insurance GAAP
combined ratio in 2013 improved 13.0 points from 2012 to 88.9 percent.
We could not be more pleased with our performance in 2013 and the value
we created for our shareholders. It is a testament to our great strength as
underwriters on both sides of the balance sheet.
35947.indd 3
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4
TR AVELERS
Strengthening
our presence
in Canada
On Nov. 1, 2013, we completed
our acquisition of The Dominion of
Canada General Insurance Company,
signifi cantly strengthening our
presence in Canada.
Travelers and Dominion are a strong
strategic fi t with complementary
businesses.
– Dominion’s extensive distribution
network and established customer
base provide an exceptional platform
for expanding the commercial lines
business in Canada.
– Combining Travelers Canada’s
existing surety, management
liability and commercial middle
market portfolios with Dominion’s
small commercial and personal
products creates an organization
with signifi cant product breadth
and a balanced mix of businesses.
– The integrated organization will
leverage enterprise competitive
advantages, including underwriting
expertise, sophisticated data and
analytics, and leading claim and risk
control capabilities.
A decade of success
It has been ten years since the insurance company you know today was
formed by the merger of Travelers Property Casualty Corp. and The St. Paul
Companies, Inc. Over the last decade, we have supported our customers
and agents during a period in which the United States experienced some of
the costliest natural catastrophes on record, as well as a deep recession
precipitated by the global fi nancial crisis.
During this time, our focus on delivering top-tier operating return on equity
by generating appropriate returns on our products has created signifi cant
shareholder value. From the beginning of 2005, the fi rst full year after the
merger, through the end of 2013, we have delivered an average annual operating
return on equity of 13.1 percent, returned more than $27 billion in capital to
our shareholders through dividends and share repurchases, and grown book
value per share at a compound annual growth rate of 9 percent. Total return
to shareholders over that period, including dividends reinvested, exceeded
200 percent.
“…our focus on delivering top-tier operating
return on equity by generating appropriate
returns on our products has created signifi cant
shareholder value.”
We will continue to take the steps that we believe will help us improve returns
consistent with our long-held objective of producing mid-teens operating return
on equity over time, the lens through which we view virtually every decision
we make.
Our strategy to improve profi tability
Our success in 2013 has its roots in initiatives we began to implement in 2010
when we made it our goal to increase the profi tability of our products through
thoughtful, appropriate rate gains and improved terms and conditions.
The returns on many of our products had deteriorated over time due to
generally declining pricing, higher losses arising from more volatile weather
patterns and the impact of historically low interest rates. We leveraged our
industry-leading data and analytics to improve the price and the terms and
conditions of our products on a granular account-by-account or class-by-class
basis and, importantly, we did so with the express intention of not disrupting
our agents, brokers or customers.
35947.indd 4
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“Our success in 2013 has its roots in initiatives
we began to implement in 2010 when we made
it our goal to increase the profi tability of our
products through thoughtful, appropriate rate
gains and improved terms and conditions.”
As the following charts show, underlying underwriting gain (which excludes
the impact of prior year reserve development and catastrophe losses) was
approximately $1.3 billion in 2013 — almost three times higher than in 2011.
This dramatic rise more than off set the decline in net investment income
resulting from lower yields.
Consolidated performance
Underlying Underwriting Gain
Net Investment Income
In order to achieve our return objective, we will continue to execute on this
strategy to seek improved returns on our products — particularly as we expect
volatile weather to persist and interest rates to remain low.
Looking ahead
We are proud of our results in 2013, but we also understand that past achieve-
ments are no guarantee of future performance. We remain committed to
underwriting fundamentals as we adapt to changes in the broader economic and
business environment and address emerging risks in new and innovative ways.
2013 ANNUAL REPORT
5
Committed to
our communities
We focus our giving primarily on
education. We also help strengthen
communities by fostering small
business development, and supporting
community developments and the
arts to sustain vibrant communities.
In addition, our employees contribute
many thousands of volunteer hours.
– In 2013, Travelers and the Travelers
Foundation gave more than $21
million to charitable and community
organizations, for a total of more
than $100 million over the last
fi ve years.
– Travelers EDGE®, our signature
education initiative, reached more
than 3,200 underrepresented
students during the year and
provided 116 students with direct
fi nancial support.
– Our Small Business Risk Education
program, in partnership with Valley
Economic Development Center,
Women’s Business Development
Center and Accion Chicago, provided
workshops on risk management
for 86 small businesses and helped
more than 30 develop safety risk
management plans.
– We have joined forces with Habitat
for Humanity® and the Insurance
Institute for Business and Home
Safety to help communities build
fortifi ed homes to better withstand
future storms in coastal regions of
the country.
35947.indd 5
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6
TR AVELERS
As a general matter, we insure the output of the economy. Consequently, our
ability to grow our business is challenged in a low-growth economic environment.
We are not going to respond by changing our approach to balancing risk and
reward — either in our underwriting or in our investment activities. Instead,
we will continue to develop better products for our agents and customers,
enhance services and capabilities, and invest in technology to increase effi ciency
and improve our customers’ experience. We will continue to be creative and
inventive, bringing our data and analytics expertise and our signifi cant resources
to bear to help our agents and customers manage risk.
We also will continue to look at attractive opportunities outside the United
States. Our acquisition of Dominion last year was one such opportunity, and one
that has given us an exceptional platform from which to expand our commercial
lines business in Canada.
“We remain committed to underwriting
fundamentals as we adapt to changes in the
broader economic and business environment
and address emerging risks in new and
innovative ways.”
In the evolving and dynamic insurance industry, change can be rapid and
dramatic — as we have seen in the automobile insurance market and in the
traditional reinsurance market, where alternative sources of capital have been
introduced. Technology also has played an important role by altering the ways
products are developed and distributed and by off ering new methods for
interacting with customers.
To remain competitive in the face of change, we are constantly recalibrating.
For example, the adoption of comparative rating technology by independent
agents, customers’ changing expectations, and our eff orts to raise rates had all
meaningfully aff ected our new auto business volume. In response, in 2013 we
introduced Quantum Auto 2.0, a more competitively priced product supported
by signifi cant expense reduction initiatives, which we developed with input from
agents to meet the needs of a broader customer segment increasingly focused
on value. We are very encouraged by initial market response.
Remaining true to our core as underwriters who thoughtfully balance risk and
reward, we will keep taking actions such as these to remain an industry leader and
to continue to deliver shareholder value.
Advocating for
the industry
The Travelers Institute provides
thought leadership on critical issues
facing our industry.
– The Small Business–Big Opportunity
initiative, now in its third year,
brought public offi cials, small
business owners and other thought
leaders together in Chicago and
Boston to elevate the dialogue
around small business challenges and
opportunities.
– The Institute’s third annual “Kicking
Off Hurricane Preparedness Season”
symposium brought business
owners and disaster preparedness
professionals to the New York Stock
Exchange to discuss lessons learned
from Storm Sandy.
– We launched our Consumer
Insurance Education Symposia Series
in 2013. The program off ers insights
and information about insurance
and personal safety to help people
make informed decisions on how to
protect their families and assets.
– The Institute screened Overdraft
at more than 45 universities.
This award-winning nonpartisan
documentary, made possible by
Travelers in collaboration with
public television, highlights the
national debt and its implications for
individuals and U.S. competitiveness.
35947.indd 6
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“To remain competitive in the face of change,
we are constantly recalibrating.”
The strong foundation we have built over 160 years is rooted in our commitment
to our employees and the communities in which they, our customers and our
agents live and work. Over the last fi ve years, Travelers and Travelers Foundation
have given more than $100 million to charitable and community organizations.
We are pleased that for the seventh consecutive year, we were named to one of
the Dow Jones Sustainability Indices in recognition of our business practices and
our commitment to delivering meaningful contributions to our communities.
We also are proud to have been recognized by both DiversityInc and G.I. Jobs
magazines for initiatives that promote inclusion.
I want to express my gratitude to all of the individuals who helped make this a
tremendous year for Travelers. I am thankful for the incredible dedication and
talent of our employees, the support and partnership of our agents and brokers,
and the leadership and guidance of our Board of Directors.
Jay S. Fishman
Chairman and Chief Executive Offi cer
2013 ANNUAL REPORT
7
Responding to
the changing auto
insurance market
The way people buy personal auto
insurance has changed dramatically
in recent years. Consumers are
making purchase decisions based
primarily on price – driven largely
by price-focused advertising from
many auto insurers, consumers’
access to pricing information online,
and agents’ increasing reliance on
comparative rating technology for
price comparisons.
Travelers launched Quantum Auto 2.0®
in 2013. This new auto product off ers
more competitive pricing to a broader
range of consumers. We believe it will
help us compete more eff ectively in
the marketplace and will strengthen
our relationship with our independent
agent partners. In fact, the product
was developed in close collaboration
with agents.
Quantum Auto 2.0 was available in
18 states at the end of 2013, and we
expect to roll it out to the majority of
states in 2014.
35947.indd 7
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8
TR AVELERS
Travelers is organized into three business segments: Business Insurance;
Financial, Professional & International Insurance; and Personal Insurance.
For more information about Travelers and its products and services, visit
travelers.com.
Business Insurance
2013 net written premiums: $12.2 billion
Business Insurance off ers a broad array of property and
casualty insurance products and services to its clients. They
range from small “Main Street” businesses and midsized
and specialty companies to Fortune 100™ corporations.
Business Insurance is organized into underwriting and
marketing groups focused on particular markets, industries
or product lines. Select Accounts primarily sells packaged
property and casualty coverage to small businesses.
Commercial Accounts markets a unique set of products
that deliver specialized underwriting expertise, claim, and
risk control services to midsized domestic companies with
global exposures in over 20 targeted industry segments.
In addition, business units in the Target Risk Underwriting
group provide insurance products and services to address
large property, inland marine, ocean marine, equipment
breakdown and excess casualty risks. Business units in the
Industry-Focused Underwriting and Specialized Distribution
groups tailor coverage to various industries, including oil and
gas, technology, agriculture, trucking and construction, as
well as to the public sector.
Financial, Professional & International Insurance
2013 net written premiums: $3.3 billion1
Financial, Professional & International Insurance includes the
Bond & Financial Products business and the International
business. Bond & Financial Products provides a wide range
of customers with bond and insurance products and risk
management services. Coverages include performance,
payment and commercial surety and fi delity bonds for
construction and general commercial enterprises, as well as
management liability and employment practices, fi duciary
and professional liability coverages, primarily for U.S.-based
1 Includes two months of Dominion premiums.
businesses. In addition, the business provides traditional
property and casualty coverages to fi nancial institutions.
The International business off ers specialized insurance
and risk management products and services, property and
casualty insurance products, and management liability and
professional liability coverages in Canada, the United Kingdom
and the Republic of Ireland, and internationally through its
operations at Lloyd’s. The International business also provides
personal and small commercial insurance and surety bonds
in Canada.
Travelers’ acquisition of Dominion closed Nov. 1, 2013. In
addition, the company owns 49.5 percent of J. Malucelli
Participações em Seguros e Resseguros S.A. (JMalucelli),
its joint venture in Brazil. JMalucelli is currently the surety
market leader in Brazil based on market share and also off ers
property and casualty insurance products.
Personal Insurance
2013 net written premiums: $7.2 billion
Personal Insurance’s broad array of property and casualty
insurance products allows individuals to choose insurance
solutions for their unique and changing needs. Travelers’
primary auto and homeowners products are complemented
by a suite of additional coverage off erings: umbrella,
condominium, tenant, homesaver (dwelling fi re), identity
theft, valuable items, boat and yacht, and wedding/special
events coverage.
We off er our products and services through a network
of approximately 11,500 independent agencies and
through employee and affi nity group and joint marketing
arrangements. Customers can also contact us directly by
phone, mobile device or at travelers.com.
35947.indd 8
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2013 ANNUAL REPORT
9
Management
David E. Baker
Senior Vice President,
Chief Compliance Offi cer and
Group General Counsel
Fred R. Donner+
Senior Vice President and
Chief Financial Offi cer,
Business Insurance
Scott C. Belden+
Senior Vice President,
Reinsurance
D. Keith Bell
Senior Vice President,
Accounting Standards
Jay S. Benet*+
Vice Chairman and
Chief Financial Offi cer
Diane D. Bengston+
Senior Vice President,
Enterprise Human Resources
Andy F. Bessette*+
Executive Vice President and
Chief Administrative Offi cer
Robert Brody*+
Executive Vice President,
Claim Services
Lisa M. Caputo*+
Executive Vice President,
Marketing and Communications
James W. Chapman+
President,
First Party Business Group
John P. Cliff ord Jr.*+
Executive Vice President,
Human Resources
William E. Cunningham Jr.*+
Executive Vice President,
Business Insurance
Smitesh Davé+
Vice President and
Chief Corporate Actuary
Behram Dinshaw+
Senior Vice President,
Product Management
Irwin R. Ettinger*+
Vice Chairman
Jay S. Fishman*+
Chairman and
Chief Executive Offi cer
Matthew S. Furman+
Senior Vice President,
Corporate Secretary
and Group General Counsel,
Corporate and Governance
Marlyss J. Gage*+
Senior Vice President and
Chief Underwriting Offi cer
William P. Hannon*+
Executive Vice President,
Enterprise Risk Management;
Chief Risk Offi cer and Business
Conduct Offi cer
William H. Heyman*+
Vice Chairman and
Chief Investment Offi cer
Bruce R. Jones+
Senior Vice President,
Enterprise Risk Management
Patrick J. Kinney*+
Executive Vice President,
Field Management
Michael F. Klein*+
Executive Vice President,
Middle Market
Thomas M. Kunkel*+
Executive Vice President,
Bond & Financial Products
Madelyn J. Lankton*+
Executive Vice President and
Chief Information Offi cer
Patrick L. Linehan+
Vice President,
Corporate Communications
Brian W. MacLean*+
President and
Chief Operating Offi cer
William C. Malugen Jr.+
President,
National Accounts
Gabriella Nawi+
Senior Vice President,
Investor Relations
Maria Olivo*+
Executive Vice President,
Strategic Development and
Corporate Treasurer
Brian P. Reilly
Senior Vice President and
Chief Auditor
Ellen M. Rizzo+
Senior Vice President and
Chief Financial Offi cer,
Claim
David D. Rowland+
Executive Vice President,
Fixed Income
Douglas K. Russell+
Senior Vice President and
Corporate Controller
Scott W. Rynda
Senior Vice President,
Corporate Tax
Richard D. Schug+
Senior Vice President and
Actuary
Peter Schwartz
Senior Vice President and
Group General Counsel,
Corporate Litigation
Kevin C. Smith*+
Executive Vice President,
International
Doreen Spadorcia*+
Vice Chairman,
Claim Services, Personal
Insurance, Operations and
Systems and Risk Control
Kenneth F. Spence III*+
Executive Vice President and
General Counsel
Gregory C. Toczydlowski*+
Executive Vice President and
President, Personal Insurance
Julie A. Trowbridge-Dillman+
Senior Vice President,
Operations and Enterprise
Business Intelligence and
Analytics
Glenn E. Westrick
Vice President,
Government Relations
Joan K. Woodward*+
Executive Vice President,
Public Policy and
President, The Travelers Institute
Marc E. Schmittlein*+
Executive Vice President,
Select Accounts and Agribusiness
Daniel T. H. Yin+
Executive Vice President,
Alternative Investments
Alan D. Schnitzer*+
Vice Chairman,
Financial, Professional &
International Insurance and Field
Management;
Chief Legal Offi cer
* Management Committee Member
+ Operating Committee Member
35947.indd 9
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10
TR AVELERS
Board of Directors
Board
Committees
AUDIT
Dasburg (Chair)
Beller
Dolan
Higgins
Hodgson
Kane
COMPENSATION
Shepard (Chair)
Duberstein
Killingsworth
Thomsen
EXECUTIVE
Fishman (Chair)
Dasburg
Duberstein
Hodgson
Killingsworth
Shepard
INVESTMENT AND
CAPITAL MARKETS
Killingsworth (Chair)
Duberstein
Shepard
Thomsen
NOMINATING
AND GOVERNANCE
Duberstein (Chair)
Killingsworth
Shepard
Thomsen
RISK
Hodgson (Chair)
Beller
Dasburg
Dolan
Higgins
Kane
Ruegger
Standing, from left to right
Seated, from left to right
Alan L. Beller
Partner, Cleary Gottlieb Steen & Hamilton LLP
Director since 2007
Jay S. Fishman
Chairman and CEO, Travelers
Director since 2001
Thomas R. Hodgson
Retired President and COO, Abbott Laboratories
Director since 1997
Patricia L. Higgins
Retired President and CEO,
Switch and Data Facilities, Inc.
Director since 2007
Kenneth M. Duberstein
Chairman and CEO, The Duberstein Group, Inc.
Director since 1998
Laurie J. Thomsen
Retired Partner and Co-Founder, Prism Venture Partners
Director since 2004
Janet M. Dolan
President, Act 3 Enterprises, LLC
Retired President and CEO, Tennant Company
Director since 2001
* Lead Independent Director
William J. Kane
Retired Audit Partner, Ernst & Young
Director since 2012
Cleve L. Killingsworth Jr.
Retired President and CEO,
Blue Cross Blue Shield of Massachusetts, Inc.
Director since 2007
John H. Dasburg*
Chairman and CEO, ASTAR USA, LLC
Director since 1994
Philip T. Ruegger III
Retired Chairman, Simpson Thacher
& Bartlett LLP
Director since 2014
Donald J. Shepard
Retired Chairman of the Executive Board
and CEO, AEGON N.V.
Director since 2009
35947.indd 10
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(cid:1) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FORM 10-K
For the fiscal year ended December 31, 2013
or
(cid:2) 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
(State or other jurisdiction of
incorporation or organization)
41-0518860
(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)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Common stock, without par value
New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
None
Indicate by check mark if the registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities
Act). Yes (cid:1) No (cid:2)
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Act. Yes (cid:2) No (cid:1)
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 (cid:1) No (cid:2)
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 (cid:1) No (cid:2)
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated
by reference in Part III of this Form 10-K or any amendment to this Form 10-K. (cid:1)
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 Act (Check one):
Large accelerated filer (cid:1)
Non-accelerated filer (cid:2)
(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 Act). Yes (cid:2) No (cid:1)
Accelerated filer (cid:2)
Smaller reporting company (cid:2)
As of June 30, 2013, the aggregate market value of the registrant’s voting and non-voting common equity held by
non-affiliates was $29,744,391,793.
As of February 7, 2014, 352,327,135 shares of the registrant’s common stock (without par value) were outstanding.
Portions of the Registrant’s Proxy Statement relating to the 2014 Annual Meeting of Shareholders are incorporated by
reference into Part III of this report.
DOCUMENTS INCORPORATED BY REFERENCE
The Travelers Companies, Inc.
Annual Report on Form 10-K
For Fiscal Year Ended December 31, 2013
TABLE OF CONTENTS
Item Number
1.
1A.
1B.
2.
3.
4.
5.
6.
7.
7A.
8.
9.
9A.
9B.
10.
11.
12.
13.
14.
15.
Part I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Part II . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer
Purchases of Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Management’s Discussion and Analysis of Financial Condition and Results of
Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . .
Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . .
Changes in and Disagreements with Accountants on Accounting and Financial
Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Part III . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . .
Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Security Ownership of Certain Beneficial Owners and Management and Related
Shareholder Matters
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Certain Relationships and Related Transactions, and Director Independence . . . . . .
Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Part IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Signatures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Index to Consolidated Financial Statements and Schedules . . . . . . . . . . . . . . . . . .
Exhibit Index . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Page
3
3
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264
264
266
266
268
268
268
268
269
271
281
2
PART I
Item 1. BUSINESS
The Travelers Companies, Inc. (together with its consolidated subsidiaries, the Company) is a
holding company principally engaged, through its subsidiaries, in providing a wide range of commercial
and personal property and casualty insurance products and services to businesses, government units,
associations and individuals. The Company is incorporated as a general business corporation under the
laws of the state of Minnesota and is one of the oldest insurance organizations in the United States,
dating back to 1853. The principal executive offices of the Company are located at 485 Lexington
Avenue, New York, New York 10017, and its telephone number is (917) 778-6000. The Company also
maintains executive offices in Hartford, Connecticut, and St. Paul, Minnesota. The term ‘‘TRV’’ in this
document refers to The Travelers Companies, Inc., the parent holding company excluding subsidiaries.
For a summary of the Company’s revenues, operating income and total assets by reportable
business segments, see note 2 of notes to the Company’s consolidated financial statements.
PROPERTY AND CASUALTY INSURANCE OPERATIONS
The property and casualty insurance industry is highly competitive in the areas of price, service,
product offerings, agent relationships and methods of distribution. Distribution methods include the use
of independent agents, exclusive agents, direct marketing (including the use of toll-free numbers and
the internet) and/or salaried employees. According to A.M. Best, there are approximately 1,300
property and casualty groups in the United States, comprising approximately 2,750 property and
casualty companies. Of those groups, the top 150 accounted for approximately 92% of the consolidated
industry’s total net written premiums in 2012. The Company competes with both foreign and domestic
insurers. In addition, several property and casualty insurers writing commercial lines of business,
including the Company, offer products for alternative forms of risk protection in addition to traditional
insurance products. These products include large deductible programs and various forms of
self-insurance, some of which utilize captive insurance companies and risk retention groups. The
Company’s competitive position in the marketplace is based on many factors, including the following:
(cid:127) premiums charged;
(cid:127) contract terms and conditions;
(cid:127) products and services offered;
(cid:127) claim service;
(cid:127) agent, broker and client relationships;
(cid:127) local presence;
(cid:127) geographic scope of business;
(cid:127) overall financial strength;
(cid:127) ratings assigned by independent rating agencies;
(cid:127) experience and qualifications of employees; and
(cid:127) technology and information systems.
In addition, the marketplace is affected by available capacity of the insurance industry, as
measured by policyholders’ surplus, and the availability of reinsurance. Industry capacity as measured
by policyholders’ surplus expands and contracts primarily in conjunction with profit levels generated by
the industry, less amounts returned to shareholders through dividends and share repurchases. Capital
raised by debt and equity offerings may also increase policyholders’ surplus.
3
Pricing and Underwriting
Pricing of the Company’s property and casualty insurance products is generally developed based
upon an estimation of expected losses, the expenses associated with producing, issuing and servicing
business and managing claims, the time value of money related to the expected loss and expense cash
flows, and a reasonable allowance for profit that considers the capital needed to support the Company’s
business. The Company has a disciplined approach to underwriting and risk management that over the
long-term emphasizes product returns and profitable growth rather than premium volume or market
share. The Company’s insurance subsidiaries are subject to state laws and regulations regarding rate
and policy form approvals. The applicable state laws and regulations establish standards in certain lines
of business to ensure that rates are not excessive, inadequate, unfairly discriminatory, or used to engage
in unfair price competition. The Company’s ability to increase rates and the relative timing of the
process are dependent upon each respective state’s requirements, as well as the competitive market
environment.
Geographic Distribution
The following table shows the geographic distribution of the Company’s consolidated direct written
premiums for the year ended December 31, 2013:
State
California . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
New York . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Texas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pennsylvania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Florida . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
New Jersey . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Illinois . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Massachusetts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Georgia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other domestic(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
International
% of
Total
10.1%
9.9
7.2
4.9
4.2
4.0
4.0
3.3
3.1
44.7
95.4
4.6
Consolidated total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100.0%
(1) No other single state accounted for 3.0% or more of the total direct written premiums
written in 2013 by the Company’s domestic operations.
Catastrophe Exposure
The wide geographic distribution of the Company’s property and casualty insurance operations
exposes it to claims arising out of catastrophes. The Company uses various analyses and methods,
including proprietary and third-party computer modeling processes, to continually monitor and analyze
underwriting risks of business in natural catastrophe-prone areas and target risk areas for conventional
terrorist attacks (defined as attacks other than nuclear, biological, chemical or radiological events). The
Company relies, in part, upon this analysis to make underwriting decisions designed to manage its
exposure on catastrophe-exposed business. For example, the Company has limited the writing of new
property and homeowners business in some markets and has selectively taken underwriting actions on
new and existing business. These underwriting actions on new and existing business include tightened
underwriting standards, selective price increases and changes to deductibles specific to hurricane-,
tornado-, wind- and hail-prone areas. See ‘‘Item 7—Management’s Discussion and Analysis of Financial
Condition and Results of Operations—Catastrophe Modeling’’ and ‘‘—Changing Climate Conditions.’’
4
The Company also utilizes reinsurance to manage its aggregate exposures to catastrophes. See
‘‘—Reinsurance.’’
The Company is organized into three reportable business segments: Business Insurance; Financial,
Professional & International Insurance; and Personal Insurance.
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:
(cid:127) Select Accounts provides small businesses with property and casualty products, including
commercial multi-peril, commercial property, general liability, commercial auto and workers’
compensation insurance.
(cid:127) Commercial Accounts provides mid-sized businesses with property and casualty products,
including commercial multi-peril, commercial property, general liability, commercial auto and
workers’ compensation insurance.
(cid:127) National Accounts provides large companies with casualty products and services, including
workers’ compensation, general liability and automobile liability, generally utilizing loss-sensitive
products, on both a bundled and unbundled basis. National Accounts also includes the
Company’s commercial residual market business, which primarily offers workers’ compensation
products and services to the involuntary market.
(cid:127) Industry-Focused Underwriting. The following units provide targeted industries with differentiated
combinations of insurance coverage, risk management, claims handling and other services:
(cid:127) Construction serves a broad range of construction businesses, offering guaranteed cost
products and loss sensitive programs structured to meet customer needs. Products offered
include workers’ compensation, general liability and commercial auto coverages, and other
risk management solutions.
(cid:127) Technology serves small to large companies involved in telecommunications, information
technology, medical technology and electronics manufacturing, offering a comprehensive
portfolio of products and services. Products offered include commercial property,
commercial auto, general liability, workers’ compensation, internet liability, technology
errors and omissions coverages and global companion products.
(cid:127) Public Sector Services provides insurance products and services to public entities including
municipalities, counties, Indian Nation gaming organizations and selected special
government districts such as water and sewer utilities. Products offered by this unit typically
cover commercial property, commercial auto, general liability, professional liability and
workers’ compensation exposures.
(cid:127) Oil & Gas provides specialized property and liability products and services for customers
involved in the exploration and production of oil and natural gas, including operators,
drilling and well servicing contractors, supply companies and manufacturers that support
upstream operations. Products offered include workers’ compensation, general liability,
commercial auto, commercial property, control of well and other risk management solutions.
(cid:127) Agribusiness serves small to medium-sized agricultural businesses, including farms, ranches,
wineries and related operations. Products offered include property and liability coverages
other than workers’ compensation.
5
(cid:127) Target Risk Underwriting. The following units serve commercial businesses requiring specialized
product underwriting, claims handling and risk management services:
(cid:127) National Property provides traditional and customized property insurance programs to large
and mid-sized customers, including office building owners, manufacturers, municipalities and
schools, retailers and service businesses.
(cid:127) Inland Marine provides insurance for goods in transit and movable objects for customers
such as jewelers, museums, contractors and the transportation industry. Builders’ risk
insurance is also offered to customers during the construction, renovation or repair of
buildings and other structures.
(cid:127) Ocean Marine serves the marine transportation industry and related services, as well as
other businesses involved in international trade. The Company’s product offerings in this
unit fall under six main coverage categories: marine liability, cargo, hull and machinery,
protection and indemnity, pleasure craft, and marine property and liability.
(cid:127) Excess Casualty serves small to mid-sized commercial businesses, offering mono-line
umbrella and excess coverage where the Company typically does not write the primary
casualty coverage or where other business units within the Company prefer to access the
underwriting expertise and/or limit capacity of the Excess Casualty business unit.
(cid:127) Boiler & Machinery serves small to large companies, offering comprehensive breakdown
coverages for equipment, including property and business interruption coverages. Through
the BoilerRe unit, Boiler & Machinery also serves other property and casualty carriers that
do not have in-house expertise with reinsurance, underwriting, engineering, claim handling
and risk management services for this type of coverage.
(cid:127) Global Partner Services provides insurance to foreign organizations with property and liability
exposures located in the United States (reverse-flow) as part of a global program.
(cid:127) Specialized Distribution. The following units market and underwrite their products to customers
predominantly through licensed wholesale agents and program managers that manage customers’
unique insurance requirements:
(cid:127) Northland provides insurance coverage for the commercial transportation industry, as well as
commercial liability and commercial property policies for small, difficult to place specialty
classes of commercial business, primarily on an excess and surplus lines basis.
(cid:127) National Programs offers tailored property and casualty programs on an admitted basis for
customers with common risk characteristics or coverage requirements. Programs available
include, but are not limited to, those for entertainment, architects and engineers, equipment
rental, golf services and owners of franchised businesses.
Business Insurance also includes the Special Liability Group (which manages the Company’s
asbestos and environmental liabilities) and the assumed reinsurance and certain other runoff
operations, which are collectively referred to as Business Insurance Other.
6
Selected Market and Product Information
The following table sets forth Business Insurance net written premiums by market and product line
for the periods indicated. For a description of the markets and product lines referred to in the table,
see ‘‘—Principal Markets and Methods of Distribution’’ and ‘‘—Product Lines,’’ respectively.
(for the year ended December 31, in millions)
2013
2012
2011
By market:
Select Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . .
National Accounts
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industry-Focused Underwriting . . . . . . . . . . . . . . . . . . . . .
Target Risk Underwriting . . . . . . . . . . . . . . . . . . . . . . . . .
Specialized Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Business Insurance Core . . . . . . . . . . . . . . . . . . . .
Business Insurance Other . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,724
3,197
1,010
2,645
1,799
858
12,233
—
$ 2,775
3,101
907
2,554
1,666
870
11,873
(1)
$ 2,784
2,890
782
2,407
1,587
880
11,330
10
% of Total
2013
22.3%
26.1
8.3
21.6
14.7
7.0
100.0
—
Total Business Insurance by market . . . . . . . . . . . . . . . .
$12,233
$11,872
$11,340
100.0%
By product line:
Workers’ compensation . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial automobile . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial property . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial multi-peril . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,642
1,897
1,748
1,823
3,083
40
$ 3,400
1,924
1,647
1,765
3,100
36
$ 2,959
1,955
1,595
1,705
3,096
30
29.8%
15.5
14.3
14.9
25.2
0.3
Total Business Insurance by product line . . . . . . . . . . . .
$12,233
$11,872
$11,340
100.0%
Principal Markets and Methods of Distribution
Business Insurance distributes its products through approximately 10,500 independent agencies and
brokers located throughout the United States that are serviced by 116 field offices and three customer
service centers. Business Insurance continues to make significant investments in enhanced technology
utilizing internet-based applications to provide real-time interface capabilities with independent
agencies and brokers. Business Insurance builds relationships with well-established, independent
insurance agencies and brokers. In selecting new independent agencies and brokers to distribute its
products, Business Insurance considers, among other attributes, each agency’s or broker’s financial
strength, staff experience and strategic fit with the Company’s operating and marketing plans. Once an
agency or broker is appointed, Business Insurance carefully monitors its performance. The majority of
products offered by the Select Accounts, Commercial Accounts, Industry-Focused Underwriting and
Target Risk Underwriting groups are distributed through a common base of independent agents and
brokers, many of whom also sell the Company’s Personal Insurance products. Additionally, the
Industry-Focused Underwriting and Target Risk Underwriting groups may underwrite business with
agents that specialize in servicing the needs of certain of the industries served by these groups.
Select Accounts is a leading provider of commercial property and casualty insurance products to
small businesses, generally with fewer than 50 employees. Products offered by Select Accounts are
guaranteed-cost policies, including packaged products covering property and liability exposures. Each
small business risk is independently evaluated via an automated underwriting platform which in turn
enables agents to quote, bind and issue a substantial amount of new small business risks at their
desktop in an efficient manner that significantly reduces the time period between quoting a price on a
new policy and issuing that policy. Risks with more complex characteristics are underwritten with the
assistance of Company personnel. The automated underwriting platform has significantly streamlined
7
the agent desktop underwriting process. Select Accounts has established a strong marketing relationship
with its distribution network and has provided this network with defined underwriting policies, a broad
array of products and competitive prices. In addition, the Company has established centralized service
centers to help agents perform many service functions, in return for a fee.
Commercial Accounts sells a broad range of commercial property and casualty insurance products
through a large network of independent agents and brokers, primarily targeting mid-sized businesses
with 50 to 1,000 employees. The Company offers a full line of products to its Commercial Accounts
customers with an emphasis on guaranteed cost programs. Each account is underwritten based on the
unique risk characteristics, loss history and coverage needs of the account. The ability to underwrite at
this detailed level allows Commercial Accounts to have a broad risk appetite and a diversified customer
base.
National Accounts sells a variety of casualty products and services to large companies through a
network of national and regional brokers, primarily utilizing loss-sensitive products in connection with a
large deductible or self-insured program and, to a lesser extent, a retrospectively rated or a guaranteed
cost insurance policy. National Accounts also provides casualty products and services through retail
brokers on an unbundled basis, using third-party administrators for insureds who utilize programs such
as collateralized deductibles, captive reinsurers and self-insurance. National Accounts provides
insurance-related services, such as risk management services, claims administration, loss control and risk
management information services, either in addition to, or in lieu of, pure risk coverage, and generated
$229 million of fee income in 2013, excluding commercial residual market business. The commercial
residual market business of National Accounts sells claims and policy management services to workers’
compensation pools throughout the United States, and generated $111 million in fee income in 2013.
National Accounts services approximately 34% of the total workers’ compensation assigned risk market,
making the Company one of the largest servicing carriers in the industry.
Workers’ compensation accounted for approximately 75% of sales to National Accounts customers
during 2013, based on direct written premiums and fees.
Industry-Focused Underwriting markets commercial property and casualty insurance products and
services through a large network of agents and brokers. These products and services are tailored to
targeted industry segments of significant size and complexity that require unique underwriting, claim,
risk management or other insurance-related products and services.
Target Risk Underwriting markets commercial property and casualty insurance products and
services through a large network of agents and brokers to a wide customer base having specialized
property and casualty coverage requirements.
Specialized Distribution distributes admitted as well as excess and surplus lines property and
casualty products predominantly through selected wholesale agents and program managers, both on a
brokerage and delegated authority underwriting basis. These brokers, wholesale agents and program
managers operate in certain markets that are not typically served by the Company’s appointed retail
agents, or they maintain certain affinity arrangements in specialized market segments. The wholesale
excess and surplus lines market, which is characterized by the absence of rate and form regulation,
allows for more flexibility to write certain classes of business. In working with wholesale agents or
program managers on a brokerage basis, Specialized Distribution underwrites the business and sets the
premium level. In working with wholesale agents or program managers with delegated underwriting
authority, the agents produce and underwrite business subject to underwriting guidelines that have been
specifically designed for each facility or program.
8
Pricing and Underwriting
Business Insurance utilizes underwriting, claims, engineering, actuarial and product development
disciplines for particular industries, in conjunction with extensive amounts of proprietary data gathered
and analyzed over many years, to facilitate its risk selection process and develop pricing parameters.
The Company utilizes both standard industry forms and proprietary forms for the insurance policies it
issues.
A portion of business in this segment, particularly in National Accounts and Construction, is
written with large deductible insurance policies. Under workers’ compensation insurance contracts with
deductible features, the Company is obligated to pay the claimant the full amount of the claim. The
Company is subsequently reimbursed by the contractholder for the deductible amount and is subject to
credit risk until such reimbursement is made. At December 31, 2013, contractholder payables on
unpaid losses within the deductible layer of large deductible policies and the associated receivables
were each approximately $4.31 billion. Business Insurance also utilizes retrospectively rated policies for
another portion of the business, primarily for workers’ compensation coverage. Although the
retrospectively rated feature of the policy substantially reduces insurance risk for the Company, it
introduces additional credit risk to the Company. Premium receivables from holders of retrospectively
rated policies totaled approximately $99 million at December 31, 2013. Significant collateral, primarily
letters of credit and, to a lesser extent, cash collateral or trusts, is generally obtained for large
deductible plans and/or retrospectively rated policies that provide for deferred collection of deductible
recoveries and/or ultimate premiums. The amount of collateral requested is predicated upon the
creditworthiness of the customer and the nature of the insured risks. Business Insurance continually
monitors the credit exposure on individual accounts and the adequacy of collateral.
Product Lines
The Business Insurance segment writes the following types of coverages:
(cid:127) Workers’ Compensation. Provides coverage for employers for specified benefits payable under
state or federal law for workplace injuries to employees. There are typically four types of
benefits payable under workers’ compensation policies: medical benefits, disability benefits, death
benefits and vocational rehabilitation benefits. The Company emphasizes managed care cost
containment strategies, which involve employers, employees and care providers in a cooperative
effort that focuses on the injured employee’s early return to work and cost-effective quality care.
The Company offers the following types of workers’ compensation products:
(cid:127) guaranteed-cost insurance products, in which policy premium charges are fixed for the
period of coverage and do not vary as a result of the insured’s loss experience;
(cid:127) loss-sensitive insurance products, including large deductible and retrospectively rated
policies, in which fees or premiums are adjusted based on actual loss experience of the
insured during the policy period; and
(cid:127) service programs, which are generally sold to the Company’s National Accounts customers,
where the Company receives fees rather than premiums for providing loss prevention, risk
management, and claim and benefit administration services to organizations under service
agreements.
The Company also participates in state assigned risk pools as a servicing carrier and pool
participant.
(cid:127) Commercial Automobile. Provides coverage for businesses against losses incurred from personal
bodily injury, bodily injury to third parties, property damage to an insured’s vehicle and property
9
damage to other vehicles and other property resulting from the ownership, maintenance or use
of automobiles and trucks in a business.
(cid:127) Commercial Property. Provides coverage for loss of or damage to buildings, inventory and
equipment from a variety of events, including, among others, hurricanes and other windstorms,
earthquakes, hail, wildfires, severe winter weather, floods, volcanic eruptions, tsunamis, theft,
vandalism, fires, explosions, terrorism and financial loss due to business interruption resulting
from covered property damage. For additional information on terrorism coverages, see
‘‘Reinsurance—Catastrophe Reinsurance—Terrorism Risk Insurance Program.’’ Property also
includes specialized equipment insurance, which provides coverage for loss or damage resulting
from the mechanical breakdown of boilers and machinery, and ocean and inland marine
insurance, which provides coverage for goods in transit and unique, one-of-a-kind exposures.
(cid:127) General Liability. Insures businesses against third-party claims arising from accidents occurring
on their premises or arising out of their operations, including as a result of injuries sustained
from products sold. Specialized liability policies may also include coverage for directors’ and
officers’ liability arising in their official capacities, employment practices liability insurance,
fiduciary liability for trustees and sponsors of pension, health and welfare, and other employee
benefit plans, errors and omissions insurance for employees, agents, professionals and others
arising from acts or failures to act under specified circumstances, as well as umbrella and excess
insurance.
(cid:127) Commercial Multi-Peril. Provides a combination of the property and liability coverages
described in the foregoing product line descriptions.
Net Retention Policy
The following discussion reflects the Company’s retention policy with respect to the Business
Insurance segment as of January 1, 2014. For third-party liability, Business Insurance generally limits its
net retention, through the use of reinsurance, to a maximum of $18.8 million per insured, per
occurrence. The net retained amount per risk for property exposures is generally limited to
$20.0 million per occurrence, after reinsurance. The Company generally retains its workers’
compensation exposures. Reinsurance treaties often have aggregate limits or caps which may result in
larger net per-risk retentions if the aggregate limits or caps are reached. The Company utilizes
facultative reinsurance to provide additional limits capacity or to reduce retentions on an individual risk
basis. The Company may also retain amounts greater than those described herein based upon the
individual characteristics of the risk.
10
Geographic Distribution
The following table shows the geographic distribution of Business Insurance’s direct written
premiums for the states that accounted for the majority of premium volume for the year ended
December 31, 2013:
State
California . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
New York . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Texas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Illinois . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Florida . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pennsylvania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
New Jersey . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Massachusetts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All others(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
% of
Total
13.2%
7.9
7.5
5.0
4.0
4.0
3.8
3.4
51.2
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100.0%
(1) No other single state accounted for 3.0% or more of the total direct written premiums
written in 2013 by the Business Insurance segment.
Competition
The insurance industry is represented in the commercial marketplace by many insurance
companies of varying size as well as other entities offering risk alternatives, such as self-insured
retentions or captive programs. Market competition works within the insurance regulatory framework to
set the price charged for insurance products and the levels of coverage and service provided. A
company’s success in the competitive commercial insurance landscape is largely measured by its ability
to profitably provide insurance and services, including claims handling and risk control, at prices and
terms that retain existing customers and attract new customers.
Competitors typically write Select Accounts business through independent agents and, to a lesser
extent, regional brokers and direct writers. Both national and regional property and casualty insurance
companies compete in the Select Accounts market which generally comprises lower-hazard, ‘‘Main
Street’’ business customers. Risks are underwritten and priced using standard industry practices and a
combination of proprietary and standard industry product offerings. Competition in this market is
primarily based on product offerings, service levels, ease of doing business and price.
Competitors typically write Commercial Accounts business through independent agents and
brokers. Competitors in this market are primarily national property and casualty insurance companies
that write most classes of business using traditional products and pricing, and regional insurance
companies. Companies compete based on product offerings, service levels, price and claim and loss
prevention services. Efficiency through automation and rapid response time to customer needs is one
key to success in this market.
In the National Accounts market, competition is based on price, product offerings, claim and loss
prevention services, managed care cost containment, risk management information systems and
collateral requirements. National Accounts primarily competes with national property and casualty
insurance companies, as well as with other underwriters of property and casualty insurance in the
alternative risk transfer market, such as self-insurance plans, captives managed by others, and a variety
of other risk-financing vehicles and mechanisms. The residual market division competes for state
contracts to provide claims and policy management services.
11
There are several other business groups in Business Insurance that compete in focused target
markets. Each of these markets is different and requires unique combinations of industry knowledge,
customized coverage, specialized risk control and loss handling services, along with partnerships with
agents and brokers that also focus on these markets. Some of these business groups compete with
national carriers with similarly dedicated underwriting and marketing groups, whereas others compete
with smaller regional companies. Each of these business groups has regional structures that allow them
to deliver personalized service and local knowledge to their customer base. Specialized agents and
brokers, including wholesale agents and program managers, supplement this strategy. In all of these
business groups, the competitive strategy typically is the application of focused industry knowledge to
insurance and risk needs.
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 Canada, the United Kingdom and
the Republic of Ireland, and on an international basis as a corporate member of Lloyd’s. The segment
includes the following groups:
(cid:127) Bond & Financial Products provides a wide range of customers with bond and insurance products
and risk management services. The range of coverages includes performance, payment and
commercial surety and fidelity bonds for construction and general commercial enterprises;
management liability coverages for losses caused by the actual or alleged negligence or
misconduct of directors and officers or employee dishonesty; employment practices liability
coverages and fiduciary coverages for public corporations, private companies and not-for-profit
organizations; professional liability coverage for actual or alleged errors and omissions
committed in the course of professional conduct or practice for a variety of professionals
including, among others, lawyers and design professionals; and professional and management
liability, property, workers’ compensation, auto and general liability and fidelity insurance for
financial institutions.
(cid:127) International, through its operations in Canada, the United Kingdom and the Republic of
Ireland, offers specialized insurance and risk management services to several customer groups,
including, among others, those in the technology, public services, and financial and professional
services industry sectors. In addition, International markets personal lines and small commercial
insurance business in Canada through The Dominion of Canada General Insurance Company
(Dominion), which the Company acquired on November 1, 2013. International, through its
Lloyd’s syndicate (Syndicate 5000), for which the Company provides 100% of the capital,
underwrites through five principal business units—marine, global property, accident & special
risks, power & utilities and aviation.
The Company owns 49.5% of the common stock of J. Malucelli Participa¸c˜oes em Seguros e
Resseguros S.A. (JMalucelli), its joint venture in Brazil. JMalucelli is currently the market leader in
surety in Brazil based on market share, and commenced writing other property and casualty insurance
business in 2012. The Company’s investment in JMalucelli is accounted for using the equity method
and is included in ‘‘other investments’’ on the consolidated balance sheet.
12
Selected Market and Product Information
The following table sets forth Financial, Professional & International Insurance net written
premiums by market and product line for the periods indicated. For a description of the markets and
product lines referred to in the table, see ‘‘—Principal Markets and Methods of Distribution’’ and
‘‘—Product Lines,’’ respectively.
(for the year ended December 31, in millions)
By market:
2013
2012
2011
% of Total
2013
Bond & Financial Products . . . . . . . . . . . . . . . . . . . . . . . . . . .
International . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,030
1,279
$1,924
1,057
$1,953
1,149
61.3%
38.7
Total Financial, Professional & International Insurance by
market . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,309
$2,981
$3,102
100.0%
By product line:
Fidelity and surety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
International . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 918
934
1,279
178
$ 895
859
1,057
170
$ 957
836
1,149
160
27.7%
28.2
38.7
5.4
Total Financial, Professional & International Insurance by
product line . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,309
$2,981
$3,102
100.0%
Principal Markets and Methods of Distribution
Within the Financial, Professional & International Insurance segment, Bond & Financial Products
distributes the vast majority of its products in the United States through approximately 6,100 of the
same independent agencies and brokers that distribute the Business Insurance segment’s products.
These independent agencies and brokers are located throughout the United States. Bond & Financial
Products, in conjunction with the Business Insurance segment, continues to make investments in
enhanced technology utilizing internet-based applications to provide real-time interface capabilities with
its independent agencies and brokers. Bond & Financial Products builds relationships with
well-established, independent insurance agencies and brokers. In selecting new independent agencies
and brokers to distribute its products, Bond & Financial Products considers, among other attributes,
each agency’s or broker’s profitability, financial stability, staff experience and strategic fit with its
operating and marketing plans. Once an agency or broker is appointed, its ongoing performance is
closely monitored. In addition, Bond & Financial Products sells its surety products through independent
brokers in the United Kingdom.
The International market distributes its products principally through brokers in the domestic
markets of each of the countries in which it operates. It also writes business at Lloyd’s, where its
products are distributed through Lloyd’s wholesale and retail brokers. By virtue of Lloyd’s worldwide
licenses, Financial, Professional & International Insurance has access to international markets across
the world. In late 2008, the Company commenced an exclusive relationship with a broker in the
Republic of Ireland that significantly increased the 2009 volume of personal automobile coverage
written and also resulted in the Company writing personal household coverages. The Company ceased
writing business through this relationship in the fourth quarter of 2010 and ceased writing all remaining
personal insurance business in the Republic of Ireland in the fourth quarter of 2011.
Pricing and Underwriting
Financial, Professional & International Insurance utilizes underwriting, claims, engineering,
actuarial and product development disciplines for specific accounts, industries and countries, in
13
conjunction with extensive amounts of proprietary data gathered and analyzed over many years, to
facilitate its risk selection process and develop pricing parameters. The Company utilizes both standard
industry forms and proprietary forms for the insurance policies it issues.
Product Lines
The Financial, Professional & International Insurance segment writes the following types of
coverages:
(cid:127) Fidelity and Surety. Provides fidelity insurance coverage, which protects an insured for loss due
to embezzlement or misappropriation of funds by an employee, and surety, which is a three-
party agreement whereby the insurer agrees to pay a third party or make complete an obligation
in response to the default, acts or omissions of an insured. Surety is generally provided for
construction performance, legal matters such as appeals, trustees in bankruptcy and probate and
other performance bonds.
(cid:127) General Liability. Provides coverage for specialized liability exposures as described above in
more detail in the ‘‘Business Insurance’’ section of this report.
(cid:127) International. Provides coverage for employers’ liability (similar to workers’ compensation
coverage in the United States), public and product liability (the equivalent of general liability),
professional indemnity (similar to professional liability coverage), auto and motor (similar to
automobile coverage in the United States), commercial property, personal property, surety,
marine, aviation, personal accident and kidnap & ransom. Marine provides coverage for ship
hulls, cargoes carried, private yachts, marine-related liability, offshore energy, ports and
terminals, fine art and terrorism. Aviation provides coverage for worldwide aviation risks
including physical damage and liabilities for airline, aerospace, general aviation, aviation war and
space risks. Personal accident provides financial protection in the event of death or disablement
due to accidental bodily injury, while kidnap & ransom provides financial protection against
kidnap, hijack, illegal detention and extortion. While the covered hazards may be similar to
those in the U.S. market, the different legal environments can make the product risks and
coverage terms potentially very different from those the Company faces in the United States.
(cid:127) Other. Coverages include Property, Workers’ Compensation, Commercial Automobile and
Commercial Multi-Peril, which are described above in more detail in the ‘‘Business Insurance’’
section of this report.
Net Retention Policy
The following discussion reflects the Company’s retention policy with respect to the Financial,
Professional & International Insurance segment as of January 1, 2014. In the U.S. operations for third
party liability, including but not limited to umbrella liability, professional liability, directors’ and
officers’ liability, and employment practices liability, Financial, Professional & International Insurance
generally limits net retentions to $25.0 million per policy. For surety protection, where insured limits
are often significant, the Company generally retains up to $75.0 million probable maximum loss (PML)
per principal but may retain higher amounts based on the type of obligation, credit quality and other
credit risk factors. In the International operations, per-risk retentions are limited to a maximum of
$18.8 million, after reinsurance. Reinsurance treaties often have aggregate limits or caps which may
result in larger net per risk retentions if the aggregate limits or caps are reached. The Company utilizes
facultative reinsurance to provide additional limits capacity or to reduce retentions on an individual risk
basis. The Company may also retain amounts greater than those described herein based upon the
individual characteristics of the risk.
14
Geographic Distribution
The following table shows the geographic distribution of Financial, Professional & International’s
direct written premiums for the states that accounted for the majority of premium volume for the year
ended December 31, 2013:
State
California . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Texas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
New York . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Florida . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other domestic(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total domestic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total international . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
% of
Total
6.6%
5.3
5.2
3.1
46.4
66.6
33.4
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100.0%
(1) No other single state within the United States accounted for 3.0% or more of the total
direct written premiums written in 2013 by the Financial, Professional & International
Insurance segment.
Competition
The competitive landscape in which Bond & Financial Products operates is affected by many of
the same factors described previously for the Business Insurance segment. Competitors in this market
are primarily national property and casualty insurance companies that write most classes of business
using traditional products and pricing and, to a lesser extent, regional insurance companies and
companies that have developed niche programs for specific industry segments.
Bond & Financial Products underwrites and markets its products to all sizes of businesses and
other organizations, as well as individuals. The Company believes that its reputation for timely and
consistent decision making, a nationwide network of local underwriting, claims and industry experts and
strong producer and customer relationships, as well as its ability to offer its customers a full range of
products, provides Bond & Financial Products an advantage over many of its competitors and enables it
to compete effectively in a complex, dynamic marketplace. The Company believes that the ability of
Bond & Financial Products to cross-sell its products to customers of the Business Insurance and
Personal Insurance segments provides additional competitive advantages for the Company.
International competes with numerous international and domestic insurers in Canada, the United
Kingdom and the Republic of Ireland. Companies compete on the basis of price, product offerings and
the level of claim and risk management services provided. The Company has developed expertise in
various markets in these countries similar to those served in the United States and provides both
property and casualty coverage for these markets.
At Lloyd’s, International competes with other syndicates operating in the Lloyd’s market as well as
international and domestic insurers in the various markets where the Lloyd’s operation writes business
worldwide. Competition is again based on price, product and service. The Company focuses on lines it
believes it can underwrite effectively and profitably with an emphasis on short-tail insurance lines.
PERSONAL INSURANCE
The Company’s 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.
15
Selected Product and Distribution Channel Information
The following table sets forth net written premiums for the Personal Insurance segment’s business
by product line for the periods indicated. For a description of the product lines referred to in the
following table, see ‘‘—Product Lines.’’ In addition, see ‘‘—Principal Markets and Methods of
Distribution’’ for a discussion of distribution channels for Personal Insurance’s product lines.
(for the year ended December 31, in millions)
2013
2012
2011
By product line:
Automobile . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Homeowners and Other . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,370
3,855
$3,642
3,952
$3,788
3,957
Total Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . .
$7,225
$7,594
$7,745
% of Total
2013
46.6%
53.4
100.0%
Principal Markets and Methods of Distribution
Personal Insurance products are distributed primarily through approximately 11,500 active
independent agencies located throughout the United States, supported by personnel in ten sales regions
and seven service centers. While the principal markets for Personal Insurance products continue to be
in states along the East Coast, California and Texas, the business continues to expand its geographic
presence across the United States. See ‘‘Competition’’ below for a discussion of the Company’s new
private passenger automobile product, Quantum Auto 2.0.
In selecting new independent agencies to distribute its products, Personal Insurance considers,
among other attributes, each agency’s profitability, financial stability, staff experience and strategic fit
with the segment’s operating and marketing plans. Once an agency is appointed, Personal Insurance
carefully monitors its performance.
Agents can access the Company’s agency service portal for a number of resources including
customer service, marketing and claims management. In addition, agencies can choose to shift the
ongoing service responsibility for Personal Insurance’s customers to one of the Company’s five
Customer Care Centers, where the Company provides, on behalf of an agency, a comprehensive array
of customer service needs, including response to billing and coverage inquiries, and policy changes.
Approximately 1,700 agents take advantage of this service alternative.
Personal Insurance also distributes its products through additional channels, including corporations
that make the company’s product offerings available to their employees primarily through payroll
deduction, consumer associations and affinity groups. Personal Insurance handles the sales and service
for these programs either through a sponsoring independent agent or through two of the Company’s
call center locations. In addition, since 1995, the Company has had a marketing agreement with
GEICO to underwrite homeowners business for certain of their auto customers.
In 2009, the Company began marketing its insurance products directly to consumers, largely
through online channels. The investment in the direct-to-consumer initiative generated modest
premium volume for Personal Insurance in recent years, which was consistent with the Company’s
expectations. However, the direct-to-consumer initiative, while intended to enhance the Company’s
long-term ability to compete successfully in a consumer-driven marketplace, is expected to remain
unprofitable for a number of years as the Company continues to develop, test and evaluate this
distribution channel.
Pricing and Underwriting
Personal Insurance has developed a product management methodology that integrates the
disciplines of underwriting, claim, actuarial and product development. This approach is designed to
16
maintain high quality underwriting discipline and pricing segmentation. Proprietary data accumulated
over many years is analyzed and Personal Insurance uses a variety of risk differentiation models to
facilitate its pricing segmentation. The Company’s product management area establishes underwriting
guidelines integrated with its filed pricing and rating plans, which enable Personal Insurance to
effectively execute its risk selection and pricing processes.
Pricing for personal automobile insurance is driven in large part by changes in the frequency of
claims and by inflation in the cost of automobile repairs, medical care and litigation of liability claims.
Pricing in the homeowners business is driven in large part by changes in the frequency of claims and by
inflation in the cost of building supplies, labor and household possessions. In addition to the normal
risks associated with any multiple peril coverage, the profitability and pricing of both homeowners and
automobile insurance are affected by the incidence of natural disasters, particularly those related to
weather and, for homeowners insurance, earthquakes. Insurers writing personal lines property and
casualty policies may be unable to increase prices until some time after the costs associated with
coverage have increased, primarily because of state insurance rate regulation. The pace at which an
insurer can change rates in response to increased costs depends, in part, on whether the applicable
state law requires prior approval of rate increases or notification to the regulator either before or after
a rate change is imposed. In states with prior approval laws, rates must be approved by the regulator
before being used by the insurer. In states having ‘‘file-and-use’’ laws, the insurer must file rate changes
with the regulator, but does not need to wait for approval before using the new rates. A ‘‘use-and-file’’
law requires an insurer to file rates within a period of time after the insurer begins using the new rate.
Approximately one-half of the states require prior approval of most rate changes. In addition, changes
to methods of marketing and underwriting in some jurisdictions are subject to state-imposed
restrictions, which can make it more difficult for an insurer to significantly manage catastrophe
exposures.
The Company’s ability or willingness to raise prices, modify underwriting terms or reduce exposure
to certain geographies may be limited due to considerations of public policy, the competitive
environment, the evolving political environment and/or changes in the general economic climate. The
Company also may choose to write business it might not otherwise write in some states for strategic
purposes, such as improving access to other commercial or personal underwriting opportunities. In
choosing to write business in some states, the Company also considers the costs and benefits of those
states’ residual markets and guaranty funds, as well as other property and casualty business the
Company writes in those states.
Personal Insurance utilizes technology intended to maximize independent agents’ ease of doing
business with the Company. Automated quote transactions can be submitted online by independent
agents either through Personal Insurance’s proprietary platform, their own agency management
platform or comparative raters (discussed in more detail in the ‘‘Competition’’ section that follows).
Nearly all new business policies can be issued online either by using the agents’ own platform or
Personal Insurance’s platform, both of which interface with Personal Insurance’s underwriting and
rating systems to monitor transactions for compliance with the company’s underwriting and pricing
programs. All on-line business is subject to consultative review by Personal Insurance’s in-house
underwriters. Audits of on-line business are conducted by an internal review team using systematic
sampling across all of the Company’s distribution channels.
Product Lines
The primary coverages in Personal Insurance are personal automobile and homeowners and other
insurance sold to individuals. Personal Insurance had approximately 6.4 million active policies
(e.g., policies-in-force) at December 31, 2013.
17
The Personal Insurance segment writes the following types of coverages:
(cid:127) Personal Automobile provides coverage for liability to others for both bodily injury and property
damage, uninsured motorist protection, and for physical damage to an insured’s own vehicle
from collision, fire, flood, hail and theft. In addition, many states require policies to provide
first-party personal injury protection, frequently referred to as no-fault coverage.
(cid:127) Homeowners and Other provides protection against losses to dwellings and contents from a
variety of perils (excluding flooding) as well as coverage for personal liability. The Company
writes homeowners insurance for dwellings, condominiums and tenants, and rental properties.
The Company also writes coverage for boats and yachts and valuable personal items such as
jewelry, and also writes coverages for umbrella liability, identity fraud, and weddings and special
events.
Net Retention Policy
The following discussion reflects the Company’s retention policy with respect to the Personal
Insurance segment as of January 1, 2014. The Company generally retains its primary personal auto
exposures in their entirety. For personal property insurance, there is an $8.0 million maximum retention
per risk. Personal Insurance retains the first $10.0 million of umbrella policies and purchases facultative
reinsurance to provide additional limits capacity or to reduce retentions on an individual risk basis. The
Company may also retain amounts greater than those described herein based upon the individual
characteristics of the risk.
Geographic Distribution
The following table shows the geographic distribution of Personal Insurance’s direct written
premiums for the states that accounted for the majority of premium volume for the year ended
December 31, 2013:
State
New York . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Texas(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pennsylvania . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
California . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
New Jersey . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Florida . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Georgia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Virginia . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Connecticut . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Massachusetts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Maryland . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All others(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
% of
Total
15.6%
7.6
7.6
6.2
5.2
5.0
4.5
4.2
4.2
3.5
3.5
32.9
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100.0%
(1) The percentage for Texas includes business written by the Company through a fronting
agreement with another insurer.
(2) No other single state accounted for 3.0% or more of the total direct written premiums
written in 2013 by the Personal Insurance segment.
18
Competition
Although national companies write the majority of this business, Personal Insurance also faces
competition from many regional and hundreds of local companies. Personal Insurance primarily
competes based on breadth of product offerings, price, service (including claims handling), ease of
doing business, stability of the insurer and name recognition. Personal Insurance competes for business
within each independent agency since these agencies also offer policies of competing companies. At the
agency level, competition is primarily based on price, service (including claims handling), the level of
automation and the development of long-term relationships with individual agents. In recent years,
most independent personal insurance agents have begun utilizing price comparison rating technology,
sometimes referred to as ‘‘comparative raters,’’ as a cost-efficient means of obtaining quotes from
multiple companies. Because the use of this technology facilitates the process of generating multiple
quotes, the technology has increased price comparison on new business and, increasingly, on renewal
business. Personal Insurance also competes with insurance companies that use exclusive agents or
salaried employees to sell their products, as well as those that employ direct marketing strategies,
including the use of toll-free numbers and the internet. See ‘‘Item 1A—Risk Factors—The intense
competition that we face could harm our ability to maintain or increase our business volumes and our
profitability.’’
The Agency Automobile line of business has been negatively impacted by various factors, including
the use of price comparison technology by agents and brokers as discussed above. The Company has
undertaken various actions to reduce costs in order to improve underwriting margins and enable it to
have a more competitively-priced product. The Company’s actions in response to these factors include,
among other things, the reduction of certain claim adjustment and other insurance expenses, with the
majority of the impact in the Agency Automobile line of business. The reduction is intended to result
in savings of $140 million pre-tax per year by 2015 when fully implemented. It is also expected to result
in a restructuring charge of approximately $16 million, $12 million of which was incurred in 2013.
Additionally, in the fourth quarter of 2013, the Company launched a new private passenger automobile
product, Quantum Auto 2.0. This product, in addition to incorporating the cost savings described
above, has a lower base commission rate than the Company’s existing Quantum Auto 1.0 product.
These changes in cost structure are intended to enable the Company to price Quantum Auto 2.0 more
competitively while generating an appropriate return. The new product was launched in 18 states by the
end of 2013 and is expected to be offered in all but three states before the end of 2014. The Company
currently intends that, in approved states, all new accounts will be on Quantum Auto 2.0. In addition,
Quantum Auto 2.0 will also be available to agents at their discretion for existing accounts.
CLAIMS MANAGEMENT
The Company’s claim functions are managed through its Claims Services operation, with locations
in the United States and in the countries where it does business. With more than 12,000 employees,
Claims Services employs a diverse group of professionals, including claim adjusters, appraisers,
attorneys, investigators, engineers, accountants, system specialists and training, management and
support personnel. Approved external service providers, such as investigators, attorneys and, in the rare
circumstances when necessary, independent adjusters and appraisers, are available for use as
appropriate.
U.S. field claim management teams located in 21 claim centers and 57 satellite and specialty-only
offices in 45 states are organized to maintain focus on the specific claim characteristics unique to the
businesses within the Company’s business segments. Claim teams with specialized skills, required
licenses, resources and workflows are matched to the unique exposures of those businesses, with local
claims management dedicated to achieving optimal results within each segment. The Company’s home
office operations provide additional support in the form of workflow design, quality management,
information technology, advanced management information and data analysis, training, financial
19
reporting and control, and human resources strategy. This structure permits the Company to maintain
the economies of scale of a large, established company while retaining the agility to respond promptly
to the needs of customers, brokers, agents and underwriters. Claims management for International,
while generally provided locally by staff in the respective international locations due to local knowledge
of applicable laws and regulations, is also managed by the Company’s U.S. Claims Services organization
to leverage that knowledge base and to share best practices.
An integral part of the Company’s strategy to benefit customers and shareholders is its continuing
industry leadership in the fight against insurance fraud through its Investigative Services unit. The
Company has a nationwide staff of experts who investigate a wide array of insurance fraud schemes
using in-house forensic resources and other technological tools. This staff also has specialized expertise
in fire scene examinations, medical provider fraud schemes and data mining. The Company also
dedicates investigative resources to ensure that violations of law are reported to and prosecuted by law
enforcement agencies.
Claims Services uses technology, management information and data analysis to assist the Company
in reviewing its claim practices and results in order to evaluate and improve its claims management
performance. The Company’s claims management strategy is focused on segmentation of claims and
appropriate technical specialization to drive effective claim resolution. The Company continually
monitors its investment in claim resources to maintain an effective focus on claim outcomes and a
disciplined approach to continual improvement. The Company operates a state-of-the-art claims
training facility, offering hands-on experiential learning to help ensure that its claim professionals are
properly trained. In recent years, the Company has invested significant additional resources in many of
its claim handling operations and routinely monitors the effect of those investments to ensure a
consistent optimization among outcomes, cost and service.
Claims Services’ catastrophe response strategy is to respond to a significant catastrophic event
using its own personnel, enabling it to minimize reliance on independent adjusters and appraisers. The
Company has developed a large dedicated catastrophe response team and trained a large Enterprise
Response Team of existing employees who can be deployed on short notice in the event of a
catastrophe that generates claim volume exceeding the capacity of the dedicated catastrophe response
team. In recent years, these internal resources were successfully deployed to respond to a record
number of catastrophe claims.
REINSURANCE
The Company reinsures a portion of the risks it underwrites in order to control its exposure to
losses. The Company cedes to reinsurers a portion of these risks and pays premiums based upon the
risk and exposure of the policies subject to such reinsurance. Ceded reinsurance involves credit risk,
except with regard to mandatory pools and associations, and is generally subject to aggregate loss
limits. Although the reinsurer is liable to the Company to the extent of the reinsurance ceded, the
Company remains liable as the direct insurer on all risks reinsured. Reinsurance recoverables are
reported after reductions for known insolvencies and after allowances for uncollectible amounts. The
Company also holds collateral, including trust agreements, escrow funds and letters of credit, under
certain reinsurance agreements. The Company monitors the financial condition of reinsurers on an
ongoing basis and reviews its reinsurance arrangements periodically. Reinsurers are selected based on
their financial condition, business practices, the price of their product offerings and the value of
collateral provided. After reinsurance is purchased, the Company has limited ability to manage the
credit risk to a reinsurer. In addition, in a number of jurisdictions, particularly the European Union
and the United Kingdom, a reinsurer is permitted to transfer a reinsurance arrangement to another
reinsurer, which may be less creditworthy, without a counterparty’s consent, provided that the transfer
has been approved by the applicable regulatory and/or court authority. For additional information
20
concerning reinsurance, see note 5 of notes to the Company’s consolidated financial statements and
‘‘Item 1A—Risk Factors.’’
The Company utilizes a variety of reinsurance agreements to manage its exposure to large property
and casualty losses, including:
(cid:127) facultative reinsurance, in which reinsurance is provided for all or a portion of the insurance
provided by a single policy and each policy reinsured is separately negotiated;
(cid:127) quota share reinsurance, in which reinsurance is provided for an agreed-upon fixed percentage
of liabilities, premiums and losses for each policy covered on a pro rata basis;
(cid:127) treaty reinsurance, in which reinsurance is provided for a specified type or category of risks; and
(cid:127) catastrophe reinsurance, in which the Company is indemnified for an amount of loss in excess of
a specified retention with respect to losses resulting from a catastrophic event.
For a description of reinsurance-related litigation, see note 16 of notes to the Company’s
consolidated financial statements.
Included in reinsurance recoverables are amounts related to structured settlements, which are
annuities purchased from various life insurance companies to settle certain personal physical injury
claims, of which workers’ compensation claims comprise a significant portion. In cases where the
Company did not receive a release from the claimant, the amount due from the life insurance company
related to the structured settlement is included in the Company’s consolidated balance sheet as a
reinsurance recoverable and the related claim cost is included in the liability for claims and claim
adjustment expense reserves, as the Company retains the contingent liability to the claimant. If it is
expected that the life insurance company is not able to pay, the Company would recognize an
impairment of the related reinsurance recoverable if, and to the extent, the purchased annuities are not
covered by state guaranty associations. In the event that the life insurance company fails to make the
required annuity payments, the Company would be required to make such payments.
Catastrophe Reinsurance
Catastrophes can be caused by a variety of events, including, among others, hurricanes, tornadoes
and other windstorms, earthquakes, hail, wildfires, severe winter weather, floods, tsunamis and volcanic
eruptions. Catastrophes can also result from a terrorist attack (including those involving nuclear,
biological, chemical or radiological events), explosions, infrastructure failures or as a consequence of
political instability. The incidence and severity of catastrophes are inherently unpredictable. The extent
of losses from a catastrophe is a function of both the total amount of insured exposure in the area
affected by the event and the severity of the event. Most catastrophes are restricted to small geographic
areas; however, hurricanes and earthquakes may produce significant damage in larger areas, especially
those areas that are heavily populated. The Company generally seeks to manage its exposure to
catastrophes through individual risk selection and the purchase of catastrophe reinsurance. The
Company utilizes a general catastrophe reinsurance treaty with unaffiliated reinsurers to manage its
exposure to losses resulting from catastrophes. In addition to the coverage provided under this treaty,
the Company also utilizes catastrophe bonds, as well as a Northeast catastrophe reinsurance treaty, to
protect against certain losses resulting from catastrophes in the Northeastern United States. In
addition, the Company also has a general catastrophe aggregate excess-of-loss reinsurance treaty, two
earthquake excess-of-loss reinsurance treaties and several reinsurance treaties specific to its
international operations.
21
General Catastrophe Reinsurance Treaty. The Company utilizes a general catastrophe reinsurance
treaty with unaffiliated reinsurers to help manage its exposure to losses resulting from catastrophes.
The general catastrophe reinsurance treaty covers the accumulation of net property losses arising out of
one occurrence. The treaty covers all of the Company’s exposures in the United States and Canada and
their possessions, and waters contiguous thereto, the Caribbean and Mexico. The treaty only provides
coverage for terrorism events in limited circumstances and excludes entirely losses arising from nuclear,
biological, chemical or radiological attacks.
The following table summarizes the Company’s coverage under its General Catastrophe
Reinsurance Treaty, effective for the period July 1, 2013 through June 30, 2014, as well as certain other
catastrophe-related coverages, other than coverage related to the General Catastrophe Aggregate
Excess-of-Loss Treaty which is described later in this section.
Layer of Loss
Reinsurance Coverage In-Force
$0 - $1.5 billion . . . . . . . . . . . . Loss 100% retained by the Company, except for certain
$1.5 billion - $2.25 billion . . . . .
Greater than $2.25 billion . . . . .
losses covered by the Earthquake Excess-of-Loss
Reinsurance Treaty as described below.
53.3% ($400 million) of loss covered by treaty; 46.7%
($350 million) of loss retained by the Company.
Additionally, certain losses incurred in the Northeastern
United States are covered by the reinsurance agreements
related to the Catastrophe Bonds as described below.
100% of loss retained by the Company, except for certain
losses incurred in the Northeastern United States, which
are covered by the reinsurance agreements related to the
Catastrophe Bonds and Northeast General Catastrophe
Reinsurance Treaty as described below.
Catastrophe Bonds. The Company has catastrophe protection through two indemnity reinsurance
agreements with Long Point Re III Ltd. (Long Point Re III), an independent Cayman Islands company
licensed as a Class B insurer in the Cayman Islands. The reinsurance agreements expire in June 2015
and May 2016, respectively. Both reinsurance agreements meet the requirements to be accounted for as
reinsurance in accordance with the guidance for reinsurance contracts. In connection with each
reinsurance agreement, Long Point Re III issued notes (generally referred to as ‘‘catastrophe bonds’’)
to investors in an amount equal to the full coverage provided under the respective reinsurance
agreement as described below.
On June 6, 2012, Long Point Re III completed an offering to unrelated investors of $250 million
aggregate principal amount of catastrophe bonds. In connection with the offering, the Company and
Long Point Re III entered into a three-year reinsurance agreement providing coverage to the Company
for certain losses from a hurricane in the northeastern United States. The business covered by the
reinsurance agreement comprises specified property and related coverages in the Company’s Personal
Insurance segment, and within the ‘‘Select Accounts’’ and the ‘‘Commercial Accounts’’ business groups
within the Company’s Business Insurance segment. Covered losses under the agreement are limited to
the following geographic locations: Connecticut, Delaware, District of Columbia, Maine, Maryland,
Massachusetts, New Hampshire, New Jersey, New York, Pennsylvania, Rhode Island, Virginia and
Vermont. The proceeds of the offering were deposited in a reinsurance trust account. The attachment
point, maximum limit and insurance percentage are reset annually to maintain modeled probabilities of
attachment and expected loss on the respective catastrophe bonds equal to the initial modeled
probabilities of attachment and expected loss. The attachment point, maximum limit and insurance
percentage were reset in April 2013. Accordingly, for the period May 1, 2013 through April 30, 2014,
22
the Company will be entitled to begin recovering amounts under the reinsurance agreement if the
losses in the covered area for a single occurrence reach an initial attachment amount of $1.817 billion.
The full $250 million coverage amount is available on a proportional basis until covered losses reach a
maximum $2.427 billion.
On May 16, 2013, Long Point Re III completed a second offering to unrelated investors of
$300 million aggregate principal amount of catastrophe bonds. In connection with the offering, the
Company and Long Point Re III entered into a three-year reinsurance agreement providing for
coverage up to $300 million for losses from a Northeast hurricane. The business covered by the
reinsurance agreement is a subset of the Company’s overall insurance portfolio, comprising property
insurance and related coverages spread across the following geographic locations: Connecticut,
Delaware, District of Columbia, Maine, Maryland, Massachusetts, New Hampshire, New Jersey, New
York, Pennsylvania, Rhode Island, Virginia and Vermont. The coverage is limited to specified property
coverage written in the Company’s Personal Insurance segment, and within the ‘‘Select Accounts’’ and
the ‘‘Commercial Accounts’’ market groups within the Company’s Business Insurance segment.
Coverage under the agreement is limited to losses from hurricanes and is initially subject to a
$1.25 billion retention per occurrence, after which the Company is entitled to recover up to
$300 million on a proportional basis until covered losses reach a maximum $1.80 billion limit. The
attachment point and maximum limit will be reset annually, with the ability of the Company to adjust
the expected loss of the coverage layer (the difference between the attachment point and the maximum
limit) within a predetermined range. Similar to the first arrangement with Long Point Re III, the
proceeds of the offering were deposited in a separate reinsurance trust account.
Under the terms of both reinsurance agreements, the Company is obligated to pay annual
reinsurance premiums to Long Point Re III for the reinsurance coverage. Amounts payable to the
Company under both reinsurance agreements with respect to any covered event cannot exceed the
Company’s actual losses from such event. The principal amount of the respective catastrophe bond will
be reduced by any amounts paid to the Company under the respective reinsurance agreement.
As with any reinsurance agreement, there is credit risk associated with collecting amounts due
from reinsurers. With regard to Long Point Re III, the credit risk is mitigated by reinsurance trust
accounts that have been funded by Long Point Re III with money market funds that invest solely in
direct government obligations and obligations backed by the U.S. government with maturities of no
more than 13 months. The money market funds must have a principal stability rating of at least AAAm
by Standard & Poor’s on the issuance date of the bonds and thereafter must be rated by Standard &
Poor’s. Other permissible investments include money market funds which invest in repurchase and
reverse repurchase agreements collateralized by direct government obligations and obligations of any
agency backed by the U.S. government with terms of no more than 397 calendar days, and cash.
At the time the agreements were entered into with Long Point Re III, the Company evaluated the
applicability of the accounting guidance that addresses variable interest entities or VIEs. Under this
guidance, an entity that is formed for business purposes is considered a VIE if: (a) the equity investors
lack the direct or indirect ability through voting rights or similar rights to make decisions about an
entity’s activities that have a significant effect on the entity’s operations, or (b) the equity investors do
not provide sufficient financial resources for the entity to support its activities. Additionally, a company
that absorbs a majority of the expected losses from a VIE’s activities or is entitled to receive a majority
of the entity’s expected residual returns, or both, is considered to be the primary beneficiary of the VIE
and is required to consolidate the VIE in the company’s financial statements.
As a result of the evaluation of the reinsurance agreements with Long Point Re III, the Company
concluded that it was a VIE because the conditions described in items (a) and (b) above were present.
However, while Long Point Re III was determined to be a VIE, the Company concluded that it did not
have a variable interest in the entity, as the variability in its results, caused by the reinsurance
23
agreements, is expected to be absorbed entirely by the investors in the catastrophe bonds issued by
Long Point Re III and residual amounts earned by it, if any, are expected to be absorbed by the equity
investors (the Company has neither an equity nor a residual interest in Long Point Re III).
Accordingly, the Company is not the primary beneficiary of Long Point Re III and does not
consolidate that entity in the Company’s consolidated financial statements. Additionally, because the
Company has no intention to pursue any transaction that would result in it acquiring interest in and
becoming the primary beneficiary of Long Point Re III, the consolidation of that entity in the
Company’s consolidated financial statements in future periods is unlikely.
The Company has not incurred any losses that have resulted or are expected to result in a recovery
under the Long Point Re III agreements since their inception.
Northeast General Catastrophe Reinsurance Treaty.
In addition to its general catastrophe treaty and
its multi-year catastrophe bonds, the Company also is party to a northeast general catastrophe
reinsurance treaty which provides up to $600 million of coverage, subject to a $2.25 billion retention,
for certain losses arising from hurricanes, tornados, hail storms, earthquakes and winter storm or freeze
losses from Virginia to Maine for the period July 1, 2013 through June 30, 2014. Losses from a covered
event (occurring over several days) anywhere in the United States, Canada, the Caribbean and Mexico
and waters contiguous thereto may be used to satisfy the retention. Recoveries under the catastrophe
bonds (if any) would be first applied to reduce losses subject to this treaty.
General Catastrophe Aggregate Excess-of-Loss Reinsurance Treaty. For the period January 1, 2014 to
December 31, 2014, the Company has entered into a reinsurance agreement that covers the
accumulation of certain property losses arising from multiple occurrences. For each occurrence,
qualifying losses are 90% of $1.4 billion in excess of $100 million. The treaty covers aggregate
qualifying losses during 2014 for 40% of $1.0 billion in excess of $1.5 billion. The treaty covers all of
the Company’s exposures in the United States and Canada and their possessions, and waters contiguous
thereto, the Caribbean and Mexico.
Business Insurance Earthquake Excess-of-Loss Reinsurance Treaty. For the period July 1, 2013
through June 30, 2014, the Company has entered into an earthquake excess-of-loss treaty that provides
for up to $200 million of coverage, subject to a $160 million retention, for losses arising from an
earthquake, including fire following and sprinkler leakage incurred under policies written by the
National Property, Technology and Public Sector business units and the Commercial Accounts market
group.
Personal Insurance Earthquake Excess-of-Loss Reinsurance Treaty. For the period January 1, 2014
through December 31, 2014, the Company has entered into an earthquake excess-of-loss treaty that
provides for up to $200 million of coverage, subject to a $150 million retention, for losses arising from
an earthquake, including fire following and sprinkler leakage incurred under policies written by the
Company’s Personal Insurance segment.
Dominion Property and Automobile Physical Damage Catastrophe Excess-of-Loss Reinsurance
Contract. This contract, effective for the period January 1, 2014 through and including June 30, 2014,
covers the accumulation of net property losses arising out of one occurrence which may accrue to
Dominion. The treaty covers all of Dominion’s habitational property, commercial property and auto
physical damages exposures with respect to risks located in Canada, written for Canadian insureds,
including such insureds’ interests abroad. The treaty provides coverage for 100% of loss retained by
Dominion in excess of $15 million, up to $700 million.
Other International Reinsurance Treaties. For other business underwritten in Canada, as well as for
business written in the United Kingdom, Republic of Ireland and in the Company’s operations at
Lloyd’s, separate reinsurance protections are purchased locally that have lower net retentions more
24
commensurate with the size of the respective local balance sheet. The Company conducts an ongoing
review of its risk and catastrophe coverages and makes changes as it deems appropriate.
Terrorism Risk Insurance Program. The Terrorism Risk Insurance Program is a Federal program
administered by the Department of the Treasury that provides for a system of shared public and private
compensation for certain insured losses resulting from certified acts of terrorism. The current program
has been authorized through 2014. For a further description of the program, including the Company’s
estimated deductible under the program in 2014, see note 5 of notes to the Company’s consolidated
financial statements and ‘‘Item 1A—Risk Factors—Catastrophe losses could materially and adversely
affect our results of operations, our financial position and/or liquidity, and could adversely impact our
ratings, our ability to raise capital and the availability and cost of reinsurance.’’
CLAIMS AND CLAIM ADJUSTMENT EXPENSE RESERVES
Claims and claim adjustment expense reserves represent management’s estimate of ultimate unpaid
costs of losses and loss adjustment expenses for claims that have been reported and claims that have
been incurred but not yet reported.
The Company continually refines its reserve estimates in a regular ongoing process that includes
review of key assumptions, underlying variables and historical loss experience. The Company reflects
adjustments to reserves in the results of operations in the periods in which the estimates are changed.
In establishing reserves, the Company takes into account estimated recoveries for reinsurance, salvage
and subrogation. The reserves are also reviewed regularly by qualified actuaries employed by the
Company. For additional information on the process of estimating reserves and a discussion of
underlying variables and risk factors, see ‘‘Item 7—Management’s Discussion and Analysis of Financial
Condition and Results of Operations—Critical Accounting Estimates.’’
The process of estimating loss reserves involves a high degree of judgment and is subject to a
number of variables. These variables (discussed by product line in the ‘‘Critical Accounting Estimates’’
section of ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results of
Operations’’) are affected by both internal and external events, such as changes in claims handling
procedures, inflation, judicial trends and legislative changes, among others. The impact of many of
these items on ultimate costs for claims and claim adjustment expenses is difficult to estimate. Reserve
estimation difficulties also differ significantly by product line due to differences in the underlying
insurance contract (e.g., claims-made versus occurrence), claim complexity, the volume of claims, the
potential severity of individual claims, the determination of the occurrence date for a claim, and
reporting lags (the time between the occurrence of the insured event and when it is actually reported
to the insurer). Informed judgment is applied throughout the process.
The Company derives estimates for unreported claims and development on reported claims
principally from actuarial analyses of historical patterns of loss development by accident year for each
type of exposure and business unit. Similarly, the Company derives estimates of unpaid loss adjustment
expenses principally from actuarial analyses of historical development patterns of the relationship of
loss adjustment expenses to losses for each line of business and type of exposure. For a description of
the Company’s reserving methods for asbestos and environmental claims, see ‘‘Item 7—Management’s
Discussion and Analysis of Financial Condition and Results of Operations—Asbestos Claims and
Litigation,’’ and ‘‘—Environmental Claims and Litigation.’’
Discounting
The claims and claim adjustment expense reserves for most long-term disability and annuity claim
payments, primarily arising from workers’ compensation insurance and workers’ compensation excess
insurance policies, were discounted to the present value of estimated future payments using a rate of
25
5% at both December 31, 2013 and 2012. These discounted reserves totaled $2.21 billion and
$2.01 billion at December 31, 2013 and 2012, respectively.
Claims and Claim Adjustment Expense Development Table
The table that follows sets forth the year-end reserves from 2003 through 2013 and the subsequent
changes in those reserves, presented on a historical basis. The original estimates, cumulative amounts
paid and re-estimated reserves in the table for 2003 have not been restated to reflect the acquisition by
Travelers Property Casualty Corp. (TPC) of The St. Paul Companies, Inc. (SPC) in 2004 (referred to
hereafter as the Merger). The table includes SPC reserves beginning at December 31, 2004. In
addition, the original estimates, cumulative amounts paid and re-estimated reserves in the table for
2003 through 2012 have not been restated to reflect the acquisition of Dominion in November 2013.
The table includes Dominion’s reserves beginning at December 31, 2013.
The data in the table is presented in accordance with reporting requirements of the Securities and
Exchange Commission (SEC). Care must be taken to avoid misinterpretation by those unfamiliar with
this information or familiar with other data commonly reported by the insurance industry. The data in
the table is not accident year data, but rather a display of 2003 to 2013 year-end reserves and the
subsequent changes in those reserves.
For instance, the ‘‘cumulative deficiency (redundancy)’’ shown in the table for each year represents
the aggregate amount by which original estimates of reserves as of that year-end have changed in
subsequent years. Accordingly, the cumulative deficiency for a year relates only to reserves at that
year-end and those amounts are not additive. Expressed another way, if the original reserves at the end
of 2003 included $4 million for a loss that is finally paid in 2007 for $5 million, the $1 million
deficiency (the excess of the actual payment of $5 million over the original estimate of $4 million)
would be included in the cumulative deficiencies in each of the years 2003 to 2006 shown in the
accompanying table.
Various factors may distort the re-estimated reserves and cumulative deficiency or redundancy
shown in the table. For example, a substantial portion of the cumulative deficiencies shown in the table
arise from claims on policies written prior to the mid-1980s involving liability exposures such as
asbestos and environmental claims. In the post-1984 period, the Company has developed more stringent
underwriting standards and policy exclusions and has significantly contracted or terminated the writing
of these risks. See ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results
of Operations—Asbestos Claims and Litigation,’’ and ‘‘—Environmental Claims and Litigation.’’
General conditions and trends that have affected the development of these liabilities in the past will
not necessarily recur in the future.
Other factors that affect the data in the table include the discounting of certain reserves (as
discussed above) and the use of retrospectively rated insurance policies. For example, reserves for
long-term disability and annuity claim payments (tabular reserves), primarily arising from workers’
compensation insurance and workers’ compensation excess insurance policies, are discounted to reflect
the time value of money. Apparent deficiencies will continue to occur as the discount on these workers’
compensation reserves is accreted at the appropriate interest rates. Also, a portion of National
Accounts business is underwritten with retrospectively rated insurance policies in which the ultimate
loss experience is primarily borne by the insured. For this business, increases in loss experience result in
an increase in reserves and an offsetting increase in amounts recoverable from insureds. Likewise,
decreases in loss experience result in a decrease in reserves and an offsetting decrease in amounts
recoverable from these insureds. The amounts recoverable on these retrospectively rated policies
mitigate the impact of the cumulative deficiencies or redundancies on the Company’s earnings but are
not reflected in the table.
26
Because of these and other factors, it is difficult to develop a meaningful extrapolation of
estimated future redundancies or deficiencies in loss reserves from the data in the table.
(at December 31, in millions)
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
2013
Reserves for claims and claim
adjustment expense originally
estimated . . . . . . . . . . . . . . . $24,055 $41,446 $42,895 $42,844 $43,098 $41,312 $40,941 $40,255 $40,919 $40,634 $41,585
Cumulative amounts paid as of
One year later . . . . . . . . . . . .
Two years later . . . . . . . . . . . .
. . . . . . . . . .
Three years later
Four years later . . . . . . . . . . .
Five years later
. . . . . . . . . . .
Six years later . . . . . . . . . . . .
Seven years later
. . . . . . . . . .
Eight years later . . . . . . . . . . .
Nine years later . . . . . . . . . . .
Ten years later . . . . . . . . . . . .
Reserves re-estimated as of
One year later . . . . . . . . . . . .
Two years later . . . . . . . . . . . .
. . . . . . . . . .
Three years later
Four years later . . . . . . . . . . .
Five years later
. . . . . . . . . . .
Six years later . . . . . . . . . . . .
Seven years later
. . . . . . . . . .
Eight years later . . . . . . . . . . .
Nine years later . . . . . . . . . . .
Ten years later . . . . . . . . . . . .
Cumulative deficiency (redundancy)
4,651
8,686
11,541
13,708
15,574
16,624
17,558
18,320
18,988
19,602
24,222
25,272
26,042
26,501
26,803
26,619
26,342
26,382
26,431
26,455
2,400
8,871
14,666
18,733
22,514
24,572
26,189
27,469
28,557
29,543
41,706
42,565
42,940
43,148
42,655
42,068
42,019
41,987
41,942
8,632
13,837
18,466
21,025
22,992
24,423
25,616
26,675
42,466
42,311
41,692
40,855
40,026
39,849
39,694
39,518
7,417
13,181
16,545
19,113
20,820
22,205
23,381
42,172
40,837
39,739
38,734
38,409
38,134
37,858
8,146
12,798
16,264
18,524
20,244
21,609
7,519
12,454
15,668
18,053
19,824
41,373
39,925
38,842
38,223
37,716
37,323
39,863
38,640
37,613
36,892
36,361
7,748
12,374
15,708
18,126
7,653
12,567
16,081
8,326
13,447
8,416
39,524
38,421
37,539
36,889
39,413
38,393
37,576
39,845
38,964
39,690
496
(3,377)
(4,986)
(5,775)
(4,951)
(4,052)
(2,679)
(1,955)
(944)
Gross liability—end of year . . . . . $34,760 $59,438 $61,461 $59,677 $58,094 $55,121 $53,529 $51,537 $51,353 $50,888 $50,865
9,280
Reinsurance recoverables . . . . . . .
12,588
10,705
17,992
11,282
18,566
16,833
14,996
13,809
10,434
10,254
Net liability—end of year . . . . . . . $24,055 $41,446 $42,895 $42,844 $43,098 $41,312 $40,941 $40,255 $40,919 $40,634 $41,585
Gross re-estimated liability-latest . . $37,517 $59,672 $57,336 $53,229 $50,927 $48,579 $48,055 $47,892 $48,787 $50,071
Re-estimated reinsurance
recoverables-latest . . . . . . . . . .
11,062
17,730
17,818
15,371
13,604
12,218
11,166
10,316
9,823
10,381
Net re-estimated liability-latest
. . . $26,455 $41,942 $39,518 $37,858 $37,323 $36,361 $36,889 $37,576 $38,964 $39,690
Gross cumulative deficiency
(redundancy) . . . . . . . . . . . . . $ 2,757 $
234 $ (4,125) $ (6,448) $ (7,167) $ (6,542) $ (5,474) $ (3,645) $ (2,566) $ (817)
For the year 2003, the table excludes reserves of SPC, which were acquired in the Merger on April 1,
2004. Accordingly, the reserve development (net reserves for claims and claim adjustment expense
re-estimated as of subsequent years less net reserves recorded at the end of the year, as originally estimated)
for 2003 relates only to losses recorded by TPC and does not include reserve development recorded by SPC.
For 2004 and subsequent years, the table includes SPC reserves acquired and subsequent development
recorded on those reserves. At December 31, 2004, SPC gross reserves were $23,274 million, and net
reserves were $15,959 million. For years prior to 2013, the table excludes reserves of Dominion, which were
acquired by the Company on November 1, 2013. Accordingly, the reserve development for years prior to
2013 does not include reserve development recorded by Dominion. At December 31, 2013, Dominion’s gross
reserves were $2,110 million, and net reserves were $1,779 million.
In December 2008, the Company completed the sale of Unionamerica Holdings Limited
(Unionamerica), which comprised its United Kingdom (U.K.)-based runoff insurance and reinsurance
businesses. (Unionamerica was acquired in 2004 as part of the Merger.) Immediately before the sale, the
claims and claim adjustment expense reserves of Unionamerica totaled $790 million. As a result of the sale,
those obligations ceased being the responsibility of the Company and its affiliates. The sale is reflected in the
table as a reduction in December 31, 2008 net reserves of $790 million and as a $790 million increase in paid
losses for each of the years 2004 through 2007 to reflect the transfer (payment) of the reserves to the buyer,
resulting in no impact to incurred losses.
27
The gross and net cumulative deficiency (redundancy) by calendar year as set forth in the table
above includes the following impact of unfavorable prior year reserve development related to asbestos
and environmental claims and claim adjustment expenses, in millions:
Asbestos
2003
2004
2005
2006
2007
2008
2009 2010 2011 2012
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,832 $2,103 $1,269 $1,072 $1,073 $1,003 $818 $556 $361 $190
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,709 $1,922 $1,091 $ 935 $ 935 $ 865 $680 $540 $365 $190
Environmental
2003
2004
2005
2006
2007
2008
2009 2010 2011 2012
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 797 $ 773 $ 756 $ 648 $ 466 $ 381 $296 $251 $171 $ 72
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 745 $ 756 $ 726 $ 606 $ 421 $ 336 $266 $231 $155 $ 65
Reserves on Statutory Accounting Basis
At December 31, 2013, 2012 and 2011, claims and claim adjustment expense reserves (net of
reinsurance) shown in the preceding table, which are prepared in accordance with U.S. generally
accepted accounting principles (GAAP reserves), were $17 million higher, $22 million lower and
$20 million higher, respectively, than those reported in the Company’s respective annual reports filed
with insurance regulators, which are prepared in accordance with statutory accounting practices
(statutory reserves).
The differences between GAAP and statutory reserves are primarily due to the differences in
GAAP and statutory accounting for two items, (1) fees associated with billing of required
reimbursements under large deductible business, and (2) the accounting for retroactive reinsurance. For
large deductible business, the Company pays the deductible portion of a casualty insurance claim and
then seeks reimbursement from the insured, plus a fee. This fee is reported as fee income for GAAP
reporting, but as an offset to claim expenses paid for statutory reporting. Retroactive reinsurance
balances result from reinsurance placed to cover losses on insured events occurring prior to the
inception of a reinsurance contract. For GAAP reporting, retroactive reinsurance balances are included
in reinsurance recoverables and result in lower net reserve amounts. Statutory accounting practices
require retroactive reinsurance balances to be recorded in other liabilities as contra-liabilities rather
than in loss reserves.
Asbestos and Environmental Claims
Asbestos and environmental claims are segregated from other claims and are handled separately by
the Company’s Special Liability Group, a separate unit staffed by dedicated legal, claim, finance and
engineering professionals. For additional information on asbestos and environmental claims, see
‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—
Asbestos Claims and Litigation’’ and ‘‘—Environmental Claims and Litigation.’’
INTERCOMPANY REINSURANCE POOLING ARRANGEMENTS
Most of the Company’s domestic insurance subsidiaries are members of an intercompany property
and casualty reinsurance pooling arrangement. Pooling arrangements permit the participating
companies to rely on the capacity of the entire pool’s policyholders’ surplus rather than just on its own
policyholder surplus. Under such arrangements, the members share substantially all insurance business
that is written and allocate the combined premiums, losses and expenses.
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 Corp.
28
(S&P). Rating agencies typically issue two types of ratings for insurance companies: claims-paying (or
financial strength) ratings which reflect the rating agency’s assessment of an insurer’s ability to meet its
financial obligations to policyholders and debt ratings which reflect the rating agency’s assessment of a
company’s prospects for repaying its debts and are considered by lenders in connection with the setting
of interest rates and terms for a company’s short- and long-term borrowings. Agency ratings are not a
recommendation to buy, sell or hold any security, and they may be revised or withdrawn at any time by
the rating agency. Each agency’s rating should be evaluated independently of any other agency’s rating.
The system and the number of rating categories can vary widely from rating agency to rating agency.
Customers usually focus on claims-paying ratings, while creditors focus on debt ratings. Investors use
both to evaluate a company’s overall financial strength. The ratings issued on the Company or its
subsidiaries by any of these agencies are announced publicly and are available on the Company’s
website and from the agencies.
A downgrade in one or more of the Company’s claims-paying ratings could negatively impact the
Company’s business volumes and competitive position because demand for certain of its products may
be reduced, particularly because some customers require that the Company maintain minimum ratings
to enter into or renew business with it.
Additionally, a downgrade in one or more of the Company’s debt ratings could adversely impact
the Company’s ability to access the capital markets and other sources of funds, including in the
syndicated bank loan market, and/or result in higher financing costs. For example, downgrades in the
Company’s debt ratings could result in higher interest expense under the Company’s revolving credit
agreement (under which the cost of borrowing could range from LIBOR plus 87.5 basis points to
LIBOR plus 150 basis points, depending on the Company’s debt ratings), the Company’s commercial
paper program, or in the event that the Company were to access the capital markets by issuing debt or
similar types of securities. See ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition
and Results of Operations—Liquidity and Capital Resources’’ for a discussion of the Company’s
revolving credit agreement and commercial paper program. The Company considers the level of
increased cash funding requirements in the event of a ratings downgrade as part of the evaluation of
the Company’s liquidity requirements. The Company currently believes that a one- to two-notch
downgrade in its debt ratings would not result in a material increase in interest expense under its
existing credit agreement and commercial paper programs. In addition, the Company considers the
impact of a ratings downgrade as part of the evaluation of its common share repurchases.
Claims—Paying Ratings
The following table summarizes the current claims-paying (or financial strength) ratings of the
Travelers Reinsurance Pool, Travelers C&S Co. of America, Travelers Personal single state companies,
Travelers C&S Co. of Europe, Ltd., Travelers Insurance Company of Canada and Travelers Insurance
29
Company Limited as of February 13, 2014. The table presents the position of each rating in the
applicable agency’s rating scale.
Travelers Reinsurance Pool(a)(b) . . . . . . . . . A+ (2nd of 16) Aa2 (3rd of 21)
Travelers C&S Co. of America . . . . . . . . . . . A+ (2nd of 16) Aa2 (3rd of 21)
First Floridian Auto and Home Ins. Co.
—
The Premier Insurance Company of
. . . . A(cid:4) (4th of 16)
AA (3rd of 21) AA (3rd of 21)
AA (3rd of 21) AA (3rd of 21)
— AA (3rd of 21)
A.M. Best
Moody’s
S&P
Fitch
Massachusetts . . . . . . . . . . . . . . . . . . . . .
Travelers C&S Co. of Europe, Ltd.
Travelers Insurance Company of Canada . . . . A+ (2nd of 16)
A (3rd of 16)
Travelers Insurance Company Limited . . . . . .
—
. . . . . . . A+ (2nd of 16) Aa2 (3rd of 21)
A (3rd of 16)
—
AA (3rd of 21)
— AA(cid:4) (4th of 21)
AA (3rd of 21)
—
—
—
—
—
(a) The Travelers Reinsurance Pool consists of: The Travelers Indemnity Company, The Charter Oak Fire
Insurance Company, The Phoenix Insurance Company, The Travelers Indemnity Company of Connecticut,
The Travelers Indemnity Company of America, Travelers Property Casualty Company of America, Travelers
Commercial Casualty Company, TravCo Insurance Company, The Travelers Home and Marine Insurance
Company, Travelers Casualty and Surety Company, Northland Insurance Company, Northfield Insurance
Company, Northland Casualty Company, American Equity Specialty Insurance Company, The Standard Fire
Insurance Company, The Automobile Insurance Company of Hartford, Connecticut, Travelers Casualty
Insurance Company of America, Farmington Casualty Company, Travelers Commercial Insurance Company,
Travelers Casualty Company of Connecticut, Travelers Property Casualty Insurance Company, Travelers
Personal Security Insurance Company, Travelers Personal Insurance Company, Travelers Excess and Surplus
Lines Company, St. Paul Fire and Marine Insurance Company, St. Paul Surplus Lines Insurance Company,
The Travelers Casualty Company, St. Paul Protective Insurance Company, Travelers Constitution State
Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Fidelity
and Guaranty Insurance Underwriters, Inc., Discover Property & Casualty Insurance Company, Discover
Specialty Insurance Company and United States Fidelity and Guaranty Company.
(b) The following affiliated companies are 100% reinsured by one of the pool participants noted in (a) above:
Fidelity and Guaranty Insurance Company, Gulf Underwriters Insurance Company, American Equity
Insurance Company, Select Insurance Company, St. Paul Fire and Casualty Insurance Company, The
Travelers Lloyds Insurance Company and Travelers Lloyds of Texas Insurance Company.
Debt Ratings
The following table summarizes the current debt, trust preferred securities and commercial paper
ratings of the Company and its subsidiaries as of February 13, 2014. The table also presents the
position of each rating in the applicable agency’s rating scale.
A.M. Best
Moody’s
S&P
Fitch
Senior debt . . . . . . . . . . . . . . . . . . .
Subordinated debt
. . . . . . . . . . . . . .
Junior subordinated debt . . . . . . . . . .
Trust preferred securities . . . . . . . . . .
. . . . . . . . . . . . . .
Commercial paper
Rating Agency Actions
a (6th of 22) A2 (6th of 21)
a(cid:4) (7th of 22) A3 (7th of 21)
A (6th of 22)
A(cid:4) (7th of 22) BBB+ (8th of 22)
bbb+ (8th of 22) A3 (7th of 21) BBB+ (8th of 22) BBB+ (8th of 22)
bbb+ (8th of 22) A3 (7th of 21) BBB+ (8th of 22) BBB+ (8th of 22)
F-1 (2nd of 8)
AMB-1 (2nd of 6)
A-1 (2nd of 10)
A (6th of 22)
P-1 (1st of 4)
The following rating agency actions were taken with respect to the Company from March 1, 2013
(the date on which the Company filed its Amended Annual Report on Form 10-K/A for the year ended
December 31, 2012), through February 7, 2014:
(cid:127) On May 22, 2013, S&P affirmed all ratings of the Company. The outlook for all ratings is stable.
30
(cid:127) On May 30, 2013, A.M. Best affirmed all ratings of the Company. The outlook for all ratings of
the Company was revised to positive from stable (except the outlooks for The Premier Insurance
Company of Massachusetts, First Trenton Indemnity Company and First Florida Auto and Home
Insurance Company, all of which remained stable).
(cid:127) On June 10, 2013, Fitch affirmed all ratings of the Company. The outlook for all ratings is
stable.
(cid:127) On October 1, 2013, A.M. Best withdrew its ‘‘A’’ financial strength rating and ‘‘a’’ issuer credit
rating for First Trenton Indemnity Company (First Trenton) as a result of First Trenton’s merger
into an affiliate company, The Travelers Indemnity Company, a member of the Travelers
Reinsurance Pool.
(cid:127) On November 15, 2013, A.M. Best affirmed the financial strength rating of ‘‘A’’ for Travelers
Insurance Company Limited. The outlook for this rating is stable.
(cid:127) On January 16, 2014, Fitch affirmed all ratings of the Company. The outlook for all ratings is
stable.
INVESTMENT OPERATIONS
The 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 Company closely monitors the duration of its fixed maturity
investments, and the Company’s investment purchases and sales are executed with the objective of
having adequate funds available to satisfy its insurance and debt obligations. Generally, the expected
principal and interest payments produced by the Company’s fixed maturity portfolio adequately fund
the estimated runoff of the Company’s insurance reserves. The Company’s management of the duration
of the fixed maturity investment portfolio, including its use of Treasury futures at times, has produced a
duration that is less than the estimated duration of the Company’s net insurance liabilities. In 2013, the
estimated average effective duration of the Company’s portfolio of fixed maturity and short-term
security investments increased, primarily reflecting the impact of an increase in interest rates during the
year. By the end of the second quarter of 2013, based upon the outlook for interest rates as compared
to the carrying cost of its short positions in U.S. Treasury futures, the Company closed all of these
positions, which it had used to manage the duration of its fixed maturity portfolio to reduce the
Company’s exposure to a decrease in its book value resulting from an increase in interest rates. During
the second half of 2013, the Company did not enter into any U.S. Treasury futures contracts. The
Company has also recently experienced an increase in the estimated average duration of its net
insurance liabilities, primarily reflecting the impact of declining market interest rates and, to a lesser
degree, an increase in the proportion of workers’ compensation insurance reserves as a component of
total insurance reserves. The substantial amount by which the fair value of the fixed maturity portfolio
exceeds the value of the net insurance liabilities, as well as the positive cash flow from newly sold
policies and the large amount of high quality liquid bonds, contributes to the Company’s ability to fund
claim payments without having to sell illiquid assets or access credit facilities.
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 involve varying degrees of risk, including less
stable rates of return and less liquidity.
See note 3 of notes to the Company’s consolidated financial statements for additional information
regarding the Company’s investment portfolio.
31
REGULATION
U.S. State and Federal Regulation
TRV’s domestic insurance subsidiaries are collectively licensed to transact insurance business in all
U.S. states, the District of Columbia, Guam, Puerto Rico and the U.S. Virgin Islands and are subject to
regulation in the various states and jurisdictions in which they transact business. The extent of
regulation varies, but generally derives from statutes that delegate regulatory, supervisory and
administrative authority to a department of insurance in each state. The regulation, supervision and
administration relate, among other things, to standards of solvency that must be met and maintained,
the licensing of insurers and their agents, the nature of and limitations on investments, premium rates,
restrictions on the size of risks that may be insured under a single policy, reserves and provisions for
unearned premiums, losses and other obligations, deposits of securities for the benefit of policyholders,
approval of policy forms and the regulation of market conduct, including the use of credit information
in underwriting as well as other underwriting and claims practices. In addition, many states have
enacted variations of competitive ratemaking laws, which allow insurers to set certain premium rates for
certain classes of insurance without having to obtain the prior approval of the state insurance
department. State insurance departments also conduct periodic examinations of the financial condition
and market conduct of insurance companies and require the filing of financial and other reports on a
quarterly and annual basis.
State insurance regulation continues to evolve in response to the changing economic and business
environment as well as efforts by regulators internationally to develop a consistent approach to
regulations. These changes are evidenced by the recent incorporation of supervisory colleges into the
U.S. regulatory framework. A supervisory college is a forum of the regulators having jurisdictional
authority over a holding company’s various insurance subsidiaries, including foreign insurance
subsidiaries, convened to meet with the insurer’s executive management, to evaluate the insurer from
both a group-wide and legal-entity basis. Some of the items evaluated during the colleges include the
insurer’s business strategies, enterprise risk management and corporate governance.
Insurance Regulation Concerning Dividends from Insurance Subsidiaries. TRV’s principal domestic
insurance subsidiaries are domiciled in the state of Connecticut. The Connecticut insurance holding
company laws require notice to, and approval by, the state insurance commissioner for the declaration
or payment of any dividend from an insurance subsidiary that, together with other distributions made
within the preceding twelve months, exceeds the greater of 10% of the insurance subsidiary’s
policyholders’ surplus as of the preceding December 31, or the insurance subsidiary’s net income for
the twelve-month period ending the preceding December 31, in each case determined in accordance
with statutory accounting practices and by state regulation. This declaration or payment is further
limited by adjusted unassigned surplus, as determined in accordance with statutory accounting practices.
The insurance holding company laws of other states in which TRV’s domestic insurance
subsidiaries are domiciled generally contain similar, although in some instances somewhat more
restrictive, limitations on the payment of dividends.
Rate and Rule Approvals. TRV’s domestic insurance subsidiaries are subject to each state’s laws
and regulations regarding rate and rule approvals. The applicable laws and regulations are used by
states to establish standards to ensure that rates are not excessive, inadequate, unfairly discriminatory
or used to engage in unfair price competition. An insurer’s ability to increase rates and the relative
timing of the process are dependent upon each respective state’s requirements.
Requirements for Exiting Geographic Markets and/or Canceling or Nonrenewing Policies. Several
states have laws and regulations which may impact the timing and/or the ability of an insurer to either
discontinue or substantially reduce its writings in that state. These laws and regulations typically require
prior notice, and in some instances insurance department approval, prior to discontinuing a line of
32
business or withdrawing from that state, and they allow insurers to cancel or non-renew certain policies
only for certain specified reasons.
Assessments for Guaranty Funds and Second-Injury Funds and Other Mandatory Pooling and
Reinsurance Arrangements. Virtually all states require insurers licensed to do business in their state,
including TRV’s domestic insurance subsidiaries, to bear a portion of the loss suffered by some
claimants because of the insolvency of other insurers. Many states also have laws that establish second-
injury funds to provide compensation to injured employees for aggravation of a prior condition or
injury.
TRV’s domestic insurance subsidiaries are also required to participate in various involuntary
assigned risk pools, principally involving workers’ compensation, automobile insurance, property
windpools in states prone to property damage from hurricanes, and FAIR plans, which provide various
insurance coverages to individuals or other entities that otherwise are unable to purchase that coverage
in the voluntary market.
Assessments may include any charge mandated by statute or regulatory authority that is related
directly or indirectly to underwriting activities. Examples of such mechanisms include, but are not
limited to, the Florida Hurricane Catastrophe Fund, Florida Citizens Property Insurance Corporation,
National Workers’ Compensation Reinsurance Pool, North Carolina Beach Plan, Louisiana Citizens
Property Insurance Corporation, and the Texas Windstorm Insurance Association. Amounts payable or
paid as a result of arrangements that are in substance reinsurance, including certain involuntary pools
where insurers are required to assume premiums and losses from those pools, are accounted for as
reinsurance (e.g., National Workers’ Compensation Reinsurance Pool, North Carolina Beach Plan).
Amounts related to assessments from arrangements that are not reinsurance are reported as a
component of ‘‘General and Administrative Expenses.’’ For additional information concerning
assessments for guaranty funds and second-injury funds and other mandatory pooling and reinsurance
agreements including state-funding mechanisms, see ‘‘Item 1A—Risk Factors.’’
Insurance Regulatory Information System. The National Association of Insurance Commissioners
(NAIC) developed the Insurance Regulatory Information System (IRIS) to help state regulators
identify companies that may require special attention. Financial examiners review annual statements
and key financial ratios based on year-end data. These ratios assist state insurance departments in
executing their statutory mandate to oversee the financial condition of insurance companies. Each ratio
has an established ‘‘usual range’’ of results. A ratio result falling outside the usual range of IRIS ratios,
however, is not considered a failing result; rather, unusual values are viewed as part of the regulatory
early monitoring system. Furthermore, in some years, it may not be unusual for financially sound
companies to have several ratios with results outside the usual ranges. Generally, an insurance company
will become subject to regulatory scrutiny if it falls outside the usual ranges of four or more of the
ratios.
Based on preliminary 2013 IRIS ratios calculated by the Company for its lead domestic insurance
subsidiaries, The Travelers Indemnity Company and St. Paul Fire and Marine Insurance Company had
results outside the normal range for one IRIS ratio due to the size of their investments in certain
non-fixed maturity securities. Travelers Casualty and Surety Company had results outside the normal
range for one IRIS ratio due to the amount of dividends received from its subsidiaries.
In 2012, The Travelers Indemnity Company and St. Paul Fire and Marine Insurance Company had
results outside the normal range for one IRIS ratio due to the size of their investments in certain
non-fixed maturity securities.
Management does not anticipate regulatory action as a result of the 2013 IRIS ratio results for the
lead insurance subsidiaries or their insurance subsidiaries. In all instances in prior years, regulators
have been satisfied upon follow-up that no regulatory action was required.
33
Risk-Based Capital (RBC) Requirements. The NAIC has an RBC requirement for most property
and casualty insurance companies. The RBC requirement determines minimum capital requirements
and is intended to raise the level of protection for policyholder obligations. Under laws adopted by
individual states, insurers having total adjusted capital less than that required by the RBC calculation
will be subject to varying degrees of regulatory action, depending on the level of capital inadequacy.
The formulas have not been designed to differentiate among adequately capitalized companies that
operate with levels of capital above the RBC requirement. Therefore, it is inappropriate and ineffective
to use the formulas to rate or to rank these companies. At December 31, 2013, all of TRV’s domestic
insurance subsidiaries had total adjusted capital in excess of the RBC requirement.
Investment Regulation.
Insurance company investments must comply with applicable laws and
regulations which prescribe the kind, quality and concentration of investments. In general, these laws
and regulations permit investments in federal, state and municipal obligations, corporate bonds,
preferred and common equity securities, mortgage loans, real estate and certain other investments,
subject to specified limits and certain other qualifications. At December 31, 2013, the Company was in
compliance with these laws and regulations.
International Regulation
TRV’s insurance subsidiaries based in Canada and the Canadian branch of one of the Company’s
U.S. insurance subsidiaries are regulated by the Office of the Superintendent of Financial Institutions
under provisions of the Insurance Companies Act. These Canadian subsidiaries and the Canadian
branch are also subject to provincial insurance legislation which regulates pricing, underwriting,
coverage and claim conduct, in varying degrees by province and by product line.
TRV’s insurance subsidiaries based in the United Kingdom are regulated by two regulatory bodies,
The Prudential Regulation Authority (PRA) and The Financial Conduct Authority (FCA). The PRA’s
primary objective is to promote the safety and soundness of insurers for the protection of policyholders,
while the FCA has three operational objectives: (i) to secure an appropriate degree of protection for
consumers, (ii) to protect and enhance the integrity of the UK financial system, and (iii) to promote
effective competition in the interests of consumers. TRV’s insurance operations in the Republic of
Ireland are conducted through the Irish branch of Travelers Insurance Company Limited which is
regulated by the Insurance Supervision Departments of the Central Bank of Ireland (as to conduct)
and also by the PRA.
TRV’s managing agency (Travelers Syndicate Management Ltd.) of its Lloyd’s syndicate (Travelers
Syndicate 5000) is also regulated by the PRA and the FCA, which have delegated certain regulatory
responsibilities to the Council of Lloyd’s. Travelers Syndicate 5000 is able to write business in over 75
jurisdictions throughout the world by virtue of Lloyd’s international licenses. In each such jurisdiction,
the policies written by Travelers Syndicate Management Ltd., as part of Lloyd’s, are subject to the laws
and insurance regulation of that jurisdiction. Travelers Underwriting Agency Limited, which as an
insurance intermediary is regulated by the FCA, produces insurance business for Travelers
Syndicate 5000.
A TRV subsidiary, Travelers Casualty and Surety Company, has a representative office in China.
The representative office is regulated by the China Insurance Regulatory Commission. A TRV
subsidiary, TCI Global Services, Inc., has a liaison office in India. Insurance business in India is
regulated by the Insurance Regulatory and Development Authority. TRV has a 49.5% investment in
JMalucelli, a joint venture holding company in Brazil. JMalucelli’s subsidiaries operate in the insurance
and reinsurance business in Brazil and are regulated by the Superintendencia de Seguros Privados.
Regulators in these jurisdictions require insurance companies to maintain certain levels of capital
depending on, among other things, the type and amount of insurance policies in force.
34
Insurance Holding Company Statutes
As a holding company, TRV is not regulated as an insurance company. However, since TRV owns
capital stock in insurance subsidiaries, it is subject to state insurance holding company statutes, as well
as certain other laws, of each of its insurance subsidiaries’ states of domicile. All holding company
statutes, as well as other laws, require disclosure and, in some instances, prior approval of material
transactions between an insurance company and an affiliate. The holding company statutes and other
laws also require, among other things, prior approval of an acquisition of control of a domestic insurer,
some transactions between affiliates and the payment of extraordinary dividends or distributions.
Insurance Regulations Concerning Change of Control. Many state insurance regulatory laws contain
provisions that require advance approval by state agencies of any change in control of an insurance
company that is domiciled, or, in some cases, having substantial business that it is deemed to be
commercially domiciled, in that state.
The laws of many states also contain provisions requiring pre-notification to state agencies prior to
any change in control of a non-domestic insurance company admitted to transact business in that state.
While these pre-notification statutes do not authorize the state agency to disapprove the change of
control, they do authorize issuance of cease and desist orders with respect to the non-domestic insurer
if it is determined that some conditions, such as undue market concentration, would result from the
acquisition.
Any transactions that would constitute a change in control of any of TRV’s insurance subsidiaries
would generally require prior approval by the insurance departments of the states in which the
insurance subsidiaries are domiciled or commercially domiciled. They may also require pre-acquisition
notification in those states that have adopted pre-acquisition notification provisions and in which such
insurance subsidiaries are admitted to transact business.
Two of TRV’s insurance subsidiaries and its operations at Lloyd’s are domiciled in the United
Kingdom. Insurers in the United Kingdom are subject to change of control restrictions in the Financial
Services Act of 2012, including approval of the PRA and FCA. Some of TRV’s other insurance
subsidiaries are domiciled in, or authorized to conduct insurance business in, Canada. Authorized
insurers in Canada are subject to change of control restrictions in Section 407 of the Insurance
Companies Act, including approval of the Office of the Superintendent of Financial Institutions.
JMalucelli and its subsidiaries are subject to change of control and other share transfer restrictions and
requirements in insurance laws and regulations in Brazil, mainly in Decree 73/1966 and CNSP
Resolution no. 166/2007, which may include the need for prior approval of the insurance regulator,
Superintendencia de Seguros Privados.
These requirements may deter, delay or prevent transactions affecting the control of or the
ownership of common stock, including transactions that could be advantageous to TRV’s shareholders.
Regulatory Developments
For a discussion of domestic and international regulatory developments, see Part I—Item 1A—
Risk Factors including ‘‘Changes in federal regulation could impose significant burdens on us and
otherwise adversely impact our results’’ and ‘‘New regulations outside of the U.S., including in the
European Union, could adversely impact our results of operations and limit our growth.’’
ENTERPRISE RISK MANAGEMENT
As a large property and casualty insurance enterprise, the Company is exposed to many risks.
These risks are a function of the environments within which the Company operates. Since certain risks
can be correlated with other risks, an event or a series of events can impact multiple areas of the
Company simultaneously and have a material effect on the Company’s results of operations, financial
35
position and/or liquidity. These exposures require an entity-wide view of risk and an understanding of
the potential impact on all aspects of the Company’s operations. It also requires the Company to
manage its risk-taking to be within its risk appetite in a prudent and balanced effort to create and
preserve value for all of the Company’s stakeholders. This approach to Company-wide risk evaluation
and management is commonly called Enterprise Risk Management (ERM). ERM activities involve
both the identification and assessment of a broad range of risks and the execution of synchronized
strategies to effectively manage such risks. Effective ERM also includes the determination of the
Company’s risk capital needs, which takes into account regulatory requirements and credit rating
considerations, in addition to economic and other factors.
ERM at the Company is an integral part of its business operations. All risk owners across all
functions, all corporate leaders and the board of directors are engaged in ERM. ERM involves
risk-based analytics, as well as reporting and feedback throughout the enterprise in support of the
Company’s long-term financial strategies and objectives.
The Company uses various methods, including proprietary and third-party computer modeling
processes, to continually monitor and analyze catastrophic events and the risks associated with them.
These analyses and methods are used in making underwriting and reinsurance decisions as part of
managing the Company’s exposure to catastrophic events. In addition to catastrophe modeling and
analysis, the Company also models and analyzes its exposure to other extreme events. The Company
also utilizes proprietary and third-party computer modeling processes to evaluate capital adequacy.
These analytical techniques are an integral component of the Company’s ERM process and further
support the Company’s long-term financial strategies and objectives.
In addition to the day-to-day ERM activities within the Company’s business units, other key
internal risk management functions include the Management and Operating Committees (comprised of
the Company’s Chief Executive Officer and the other most senior members of management), the
Enterprise and Underwriting Risk Committees of management, the Credit Committee, the Chief
Compliance Officer, the Corporate Actuarial group, the Corporate Audit group, the Accounting Policy
group, the Enterprise Underwriting group and many others. A senior executive oversees the ERM
process. The mission of this executive is to facilitate risk assessment and to collaborate in implementing
effective risk management strategies throughout the Company. Another strategic ERM objective of this
executive includes working across the Company to enhance effective and realistic risk modeling
capabilities as part of the Company’s overall effort to understand and manage its portfolio of risks to
be within its risk appetite. Board oversight of ERM is provided by the Risk Committee of the board of
directors, which reviews the strategies, processes and controls pertaining to the Company’s insurance
operations and oversees the implementation, execution and performance of the Company’s ERM
program.
The Company’s ERM efforts build upon the foundation of an effective internal control
environment. ERM expands the internal control objectives of effective and efficient operations, reliable
financial reporting and compliance with applicable laws and regulations, to fostering, leading and
supporting an integrated, risk-based culture within the Company that focuses on value creation and
preservation. However, the Company can provide only reasonable, not absolute, assurance that these
objectives will be met. Further, the design of any risk management or control system must reflect the
fact that there are resource constraints, and the benefits must be considered relative to their costs. As a
result, the possibility of material financial loss remains in spite of the Company’s significant ERM
efforts. An investor should carefully consider the risks and all of the other information set forth in this
annual report, including the discussions included in ‘‘Item 1A—Risk Factors,’’ ‘‘Item 7A—Quantitative
and Qualitative Disclosures About Market Risk,’’ and ‘‘Item 8—Financial Statements and
Supplementary Data.’’
36
OTHER INFORMATION
Customer Concentration
In the opinion of the Company’s management, no material part of the business of the Company
and its subsidiaries is dependent upon a single customer or group of customers, the loss of any one of
which would have a material adverse effect on the Company, and no one customer or group of
affiliated customers accounts for 10% or more of the Company’s consolidated revenues.
Employees
At December 31, 2013, the Company had approximately 30,800 employees. The Company believes
that its employee relations are satisfactory. None of the Company’s employees are subject to collective
bargaining agreements.
Sources of Liquidity
For a discussion of the Company’s sources of funds and maturities of the long-term debt of the
Company, see ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results of
Operations—Liquidity and Capital Resources,’’ and note 8 of notes to the Company’s consolidated
financial statements.
Taxation
For a discussion of tax matters affecting the Company and its operations, see note 12 of notes to
the Company’s consolidated financial statements.
Financial Information about Reportable Business Segments
For financial information regarding reportable business segments of the Company, see ‘‘Item 7—
Management’s Discussion and Analysis of Financial Condition and Results of Operations,’’ and note 2
of notes to the Company’s consolidated financial statements.
Intellectual Property
The Company relies on a combination of contractual rights and copyright, trademark, patent and
trade secret laws to establish and protect its intellectual property. With respect to trademarks
specifically, the Company has registrations in many countries, including the United States, for material
trademarks, including the TRAVELERS name and its iconic umbrella logo. The Company intends to
retain material trademark rights in perpetuity, so long as it satisfies the use and registration
requirements of all applicable countries. The Company regards its trademarks as highly valuable assets
in marketing its products and services and vigorously seek to protect them against infringement. See
‘‘Item 1A—Risk Factors—Intellectual property is important to our business, and we may be unable to
protect and enforce our own intellectual property or we may be subject to claims for infringing on the
intellectual property of others.’’
Recent Transactions
For information regarding recent transactions of the Company, see ‘‘Item 7—Management’s
Discussion and Analysis of Financial Condition and Results of Operations.’’
Company Website, Social Media and Availability of SEC Filings
The Company’s Internet website is www.travelers.com. Information on the Company’s website is not
incorporated by reference herein and is not a part of this Form 10-K. The Company makes available
37
free of charge on its website or provides a link on its website to the Company’s Annual Report on
Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and any amendments
to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of
1934, as soon as reasonably practicable after those reports are electronically filed with, or furnished to,
the SEC. To access these filings, go to the Company’s website, then click on ‘‘SEC Filings’’ under the
‘‘For Investors’’ heading.
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 the Company’s
website at http://investor.travelers.com, its Facebook page at http://www.facebook.com/travelers and its
Twitter account (@TRV_Insurance) at http://www.twitter.com/TRV_Insurance. In addition, you may
automatically receive email alerts and other information about the Company when you enroll your
email address by visiting the ‘‘Email Alert Service’’ section at http://investor.travelers.com.
Glossary of Selected Insurance Terms
Accident year . . . . . . . . . . . . . . The annual calendar accounting period in which loss events
occurred, regardless of when the losses are actually reported,
booked or paid.
Adjusted unassigned surplus . . . Unassigned surplus as of the most recent statutory annual report
reduced by twenty-five percent of that year’s unrealized
appreciation in value or revaluation of assets or unrealized profits
on investments, as defined in that report.
Admitted insurer . . . . . . . . . . . A company licensed to transact insurance business within a state.
Agent
. . . . . . . . . . . . . . . . . . . A licensed individual who sells and services insurance policies,
receiving a commission from the insurer for selling the business and
a fee for servicing it. An independent agent represents multiple
insurance companies and searches the market for the best product
for its client.
Annuity . . . . . . . . . . . . . . . . . . A contract that pays a periodic benefit over the remaining life of a
person (the annuitant), the lives of two or more persons or for a
specified period of time.
Assigned risk pools . . . . . . . . . . Reinsurance pools which cover risks for those unable to purchase
insurance in the voluntary market. Possible reasons for this inability
include the risk being too great or the profit being too small under
the required insurance rate structure. The costs of the risks
associated with these pools are charged back to insurance carriers
in proportion to their direct writings.
Assumed reinsurance . . . . . . . .
Insurance risks acquired from a ceding company.
Average value analysis . . . . . . . A conventional actuarial method used to estimate ultimate losses
for a given cohort of claims such as an accident year/product line
component. If the paid-to-date losses are then subtracted from the
estimated ultimate losses, the result is an indication of the unpaid
losses.
38
The basic premise of the method is that average claim values are
stable and predictable over time for a particular cohort of claims.
The method is utilized most often where ultimate claim counts are
known or reliably estimable fairly early after the start of an accident
year and average values are expected to be fairly predictable from
one year to the next.
The method comes up with an estimate of ultimate claims counts by
accident year cohort, and multiplies it by an estimate of average
claim value by accident year cohort, with multiple methods used to
estimate these average claim values.
Book value per share . . . . . . . . Total common shareholders’ equity divided by the number of
common shares outstanding.
Bornhuetter-Ferguson method . . A conventional actuarial method to estimate ultimate losses for a
given cohort of claims such as an accident year/product line
component. If the paid-to-date losses are then subtracted from the
estimated ultimate losses, the result is an indication of the
outstanding losses.
The basic premise of the method is that the historical ratio of
additional claim activity to earned premium for a given product line
component/age-to-age period is stable and predictable. It implicitly
assumes that the actual activity to date for past periods for that
cohort is not a credible predictor of future activity for that cohort,
or at least is not credible enough to override the ‘‘a priori’’
assumption as to future activity. It may be applied to either paid or
case incurred claim data. It is used most often where the claim data
is sparse and/or volatile and for relatively young cohorts with low
volumes and/or data credibility.
To illustrate, the method may assume that the ratio of additional
paid losses from the 12 to 24 month period for an accident year is
10% of the original ‘‘a priori’’ expected losses for that accident
year. The original ‘‘a priori’’ expected losses are typically based on
the original loss ratio assumption for that accident year, with
subsequent adjustment as facts develop.
The ultimate losses equal actual activity to date plus the expected
values for future periods.
Broker . . . . . . . . . . . . . . . . . . . One who negotiates contracts of insurance or reinsurance on behalf
of an insured party, receiving a commission from the insurer or
reinsurer for placement and other services rendered.
Capacity . . . . . . . . . . . . . . . . . . The percentage of surplus, or the dollar amount of exposure, that
an insurer or reinsurer is willing or able to place at risk. Capacity
may apply to a single risk, a program, a line of business or an entire
book of business. Capacity may be constrained by legal restrictions,
corporate restrictions or indirect restrictions.
Captive . . . . . . . . . . . . . . . . . . A closely-held insurance company whose primary purpose is to
provide insurance coverage to the company’s owners or their
affiliates.
39
Case-incurred development
method . . . . . . . . . . . . . . . . . A conventional actuarial method to estimate ultimate losses for a
given cohort of claims such as an accident year/product line
component. If the paid-to-date losses are then subtracted from the
estimated ultimate losses, the result is an indication of the unpaid
losses.
The approach is the same as that described in this glossary under
the ‘‘paid loss development method,’’ but based on the growth in
cumulative case-incurred losses (i.e., the sum of claim-adjustor
incurred estimates for claims in the cohort) rather than paid losses.
The basic premise of the method is that cumulative case incurred
losses for a given cohort of claims will grow in a stable, predictable
pattern from year-to-year, based on the age of the cohort.
Case reserves . . . . . . . . . . . . . . Claim department estimates of anticipated future payments to be
Casualty insurance . . . . . . . . . .
made on each specific individual reported claim.
Insurance which is primarily concerned with the losses caused by
injuries to third persons, i.e., not the insured, and the legal liability
imposed on the insured resulting therefrom. It includes, but is not
limited to, employers’ liability, workers’ compensation, public
liability, automobile liability, personal liability and aviation liability
insurance. It excludes certain types of losses that by law or custom
are considered as being exclusively within the scope of other types
of insurance, such as fire or marine.
Catastrophe . . . . . . . . . . . . . . . A severe loss, resulting from a variety of events, including, among
others, hurricanes, tornadoes and other windstorms, earthquakes,
hail, wildfires, severe winter weather, floods, tsunamis and volcanic
eruptions. Catastrophes can also result from a terrorist attack
(including those involving nuclear, biological, chemical or
radiological events), explosions, infrastructure failures or as a
consequence of political instability. Each catastrophe has unique
characteristics and catastrophes are not predictable as to timing or
amount. Their effects are included in net and operating income and
claims and claim adjustment expense reserves upon occurrence. A
catastrophe may result in the payment of reinsurance reinstatement
premiums and assessments from various pools.
Catastrophe loss . . . . . . . . . . . . Loss and directly identified loss adjustment expenses from
catastrophes, and related reinsurance reinstatement premiums.
Catastrophe reinsurance . . . . . . A form of excess-of-loss reinsurance which, subject to a specified
limit, indemnifies the ceding company for the amount of loss in
excess of a specified retention with respect to an accumulation of
losses resulting from a catastrophic event. The actual reinsurance
document is called a ‘‘catastrophe cover.’’ These reinsurance
contracts are typically designed to cover property insurance losses
but can be written to cover casualty insurance losses such as from
workers’ compensation policies.
40
Cede; ceding company . . . . . . . When an insurer reinsures its liability with another insurer or a
‘‘cession,’’ it ‘‘cedes’’ business and is referred to as the ‘‘ceding
company.’’
Ceded reinsurance . . . . . . . . . .
Insurance risks transferred to another company as reinsurance. See
‘‘Reinsurance.’’
Claim . . . . . . . . . . . . . . . . . . . . Request by an insured for indemnification by an insurance company
for loss incurred from an insured peril.
Claim adjustment expenses . . . .
See ‘‘Loss adjustment expenses (LAE).’’
Claims and claim adjustment
expenses . . . . . . . . . . . . . . . .
See ‘‘Loss’’ and ‘‘Loss adjustment expenses (LAE).’’
Claims and claim adjustment
expense reserves . . . . . . . . . .
See ‘‘Loss reserves.’’
Cohort . . . . . . . . . . . . . . . . . . . A group of items or individuals that share a particular statistical or
demographic characteristic. For example, all claims for a given
product in a given market for a given accident year would represent
a cohort of claims.
Combined ratio (SAP and
GAAP) . . . . . . . . . . . . . . . . . For SAP, it is the sum of the SAP loss and LAE ratio and the SAP
underwriting expense ratio as defined in the statutory financial
statements required by insurance regulators. The GAAP combined
ratio is the equivalent of, and is calculated in the same manner as,
the SAP combined ratio except that the SAP underwriting expense
ratio is based on net written premium and the GAAP underwriting
expense ratio is based on net earned premiums.
The GAAP combined ratio as used in this Annual Report on
Form 10-K is an indicator of the Company’s underwriting discipline,
efficiency in acquiring and servicing its business and overall
underwriting profitability. A combined ratio under 100% generally
indicates an underwriting profit. A combined ratio over 100%
generally indicates an underwriting loss.
Commercial multi-peril policies . Refers to policies which cover both property and third-party liability
exposures.
Commutation agreement . . . . . . An agreement between a reinsurer and a ceding company whereby
the reinsurer pays an agreed-upon amount in exchange for a
complete discharge of all obligations, including future obligations,
between the parties for reinsurance losses incurred.
Debt-to-total capital ratio . . . . . The ratio of debt to total capitalization.
Debt-to-total capital ratio
excluding net unrealized gain
(loss) on investments . . . . . . . The ratio of debt to total capitalization excluding the after-tax
impact of net unrealized investment gains and losses.
Deductible . . . . . . . . . . . . . . . . The amount of loss that an insured retains.
41
Deferred acquisition costs . . . . . Primarily commissions and premium-related taxes that vary with,
and are primarily related to, the production of new contracts and
are deferred and amortized to achieve a matching of revenues and
expenses when reported in financial statements prepared in
accordance with U.S. Generally Accepted Accounting Principles
(GAAP).
Deficiency . . . . . . . . . . . . . . . . With regard to reserves for a given liability, a deficiency exists when
Demand surge . . . . . . . . . . . . .
it is estimated or determined that the reserves are insufficient to
pay the ultimate settlement value of the related liabilities. Where
the deficiency is the result of an estimate, the estimated amount of
deficiency (or even the finding of whether or not a deficiency exists)
may change as new information becomes available.
Significant short-term increases in building material and labor costs
due to a sharp increase in demand for those materials and services,
commonly as a result of a large catastrophe resulting in significant
widespread property damage.
Direct written premiums . . . . . . The amounts charged by an insurer to insureds in exchange for
coverages provided in accordance with the terms of an insurance
contract. The amounts exclude the impact of all reinsurance
premiums, either assumed or ceded.
Earned premiums or premiums
earned . . . . . . . . . . . . . . . . . That portion of property casualty premiums written that applies to
Excess and surplus lines
insurance . . . . . . . . . . . . . . .
the expired portion of the policy term. Earned premiums are
recognized as revenues under both Statutory Accounting Practices
(SAP) and GAAP.
Insurance for risks not covered by standard insurance due to the
unique nature of the risk. Risks could be placed in excess and
surplus lines markets due to any number of characteristics, such as
loss experience, unique or unusual exposures, or insufficient
experience in business. Excess and surplus lines are less regulated
by the states, allowing greater flexibility to design specific insurance
coverage and negotiate pricing based on the risks to be secured.
Excess liability . . . . . . . . . . . . . Additional casualty coverage above a layer of insurance exposures.
Excess-of-loss reinsurance . . . . . Reinsurance that indemnifies the reinsured against all or a specified
portion of losses over a specified dollar amount or ‘‘retention.’’
Exposure . . . . . . . . . . . . . . . . . The measure of risk used in the pricing of an insurance product.
The change in exposure is the amount of change in premium on
policies that renew attributable to the change in portfolio risk.
Facultative reinsurance . . . . . . . The reinsurance of all or a portion of the insurance provided by a
single policy. Each policy reinsured is separately negotiated.
42
Fair Access to Insurance
Requirements (FAIR) Plan . . A residual market mechanism which provides property insurance to
those unable to obtain such insurance through the regular
(voluntary) market. FAIR plans are set up on a state-by-state basis
to cover only those risks in that state. For more information, see
‘‘residual market (involuntary business).’’
Fidelity and surety programs . . . Fidelity insurance coverage protects an insured for loss due to
embezzlement or misappropriation of funds by an employee. Surety
is a three-party agreement in which the insurer agrees to pay a
third party or make complete an obligation in response to the
default, acts or omissions of an insured.
GAAP combined ratio excluding
incremental impact of direct
to consumer initiative . . . . . . The GAAP combined ratio adjusted to exclude the direct, variable
impact of the Company’s direct-to-consumer initiative in the
Personal Insurance segment.
Gross written premiums . . . . . . The direct and assumed contractually determined amounts charged
to the policyholders for the effective period of the contract based
on the terms and conditions of the insurance contract.
Ground-up analysis . . . . . . . . . . A method to estimate ultimate claim costs for a given cohort of
claims such as an accident year/product line component. It involves
analyzing the exposure and claim activity at an individual insured
level and then through the use of deterministic or stochastic
scenarios and/or simulations, estimating the ultimate losses for those
insureds. The total losses for the cohort are then the sum of the
losses for each individual insured.
In practice, the method is sometimes simplified by performing the
individual insured analysis only for the larger insureds, with the
costs for the smaller insureds estimated via sampling approaches
(extrapolated to the rest of the smaller insured population) or
aggregate approaches (using assumptions consistent with the
ground-up larger insured analysis).
Guaranteed cost products . . . . . An insurance policy where the premiums charged will not be
adjusted for actual loss experience during the covered period.
Guaranty fund . . . . . . . . . . . . . A state-regulated mechanism that is financed by assessing insurers
doing business in those states. Should insolvencies occur, these
funds are available to meet some or all of the insolvent insurer’s
obligations to policyholders.
Holding company liquidity . . . . . Total cash, short-term invested assets and other readily marketable
securities held by the holding company.
Incurred but not reported
(IBNR) reserves . . . . . . . . . . Reserves for estimated losses and LAE that have been incurred but
not yet reported to the insurer. This includes amounts for
unreported claims, development on known cases, and re-opened
claims.
43
Inland marine . . . . . . . . . . . . . . A broad type of insurance generally covering articles that may be
transported from one place to another, as well as bridges, tunnels
and other instrumentalities of transportation. It includes goods in
transit, generally other than transoceanic, and may include policies
for movable objects such as personal effects, personal property,
jewelry, furs, fine art and others.
IRIS ratios . . . . . . . . . . . . . . . . Financial ratios calculated by the NAIC to assist state insurance
departments in monitoring the financial condition of insurance
companies.
Large deductible policy . . . . . . . An insurance policy where the customer assumes at least $25,000 or
more of each loss. Typically, the insurer is responsible for paying
the entire loss under those policies and then seeks reimbursement
from the insured for the deductible amount.
Lloyd’s . . . . . . . . . . . . . . . . . . . An insurance marketplace based in London, England, where
brokers, representing clients with insurable risks, deal with Lloyd’s
underwriters, who represent investors. The investors are grouped
together into syndicates that provide capital to insure the risks.
Loss . . . . . . . . . . . . . . . . . . . . . An occurrence that is the basis for submission and/or payment of a
claim. Losses may be covered, limited or excluded from coverage,
depending on the terms of the policy.
Loss adjustment expenses
(LAE) . . . . . . . . . . . . . . . . . The expenses of settling claims, including legal and other fees and
the portion of general expenses allocated to claim settlement costs.
Loss and LAE ratio (SAP and
GAAP) . . . . . . . . . . . . . . . . . For SAP, it is the ratio of incurred losses and loss adjustment
expenses less certain administrative services fee income to net
earned premiums as defined in the statutory financial statements
required by insurance regulators. The GAAP ratio is calculated in
the same manner as the SAP ratio.
The GAAP loss and LAE ratio as used in this Annual Report on
Form 10-K is an indicator of the Company’s underwriting discipline
and underwriting profitability.
Loss reserves . . . . . . . . . . . . . . Liabilities established by insurers and reinsurers to reflect the
estimated cost of claims incurred that the insurer or reinsurer will
ultimately be required to pay in respect of insurance or reinsurance
it has written. Reserves are established for losses and for LAE, and
consist of case reserves and IBNR reserves. As the term is used in
this document, ‘‘loss reserves’’ is meant to include reserves for both
losses and LAE.
Loss reserve development . . . . . The increase or decrease in incurred claims and claim adjustment
expenses as a result of the re-estimation of claims and claim
adjustment expense reserves at successive valuation dates for a
given group of claims. Loss reserve development may be related to
prior year or current year development.
44
Losses incurred . . . . . . . . . . . . The total losses sustained by an insurance company under a policy
or policies, whether paid or unpaid. Incurred losses include a
provision for IBNR.
National Association of
Insurance Commissioners
(NAIC) . . . . . . . . . . . . . . . . An organization of the insurance commissioners or directors of all
50 states, the District of Columbia and the five U.S. territories
organized to promote consistency of regulatory practice and
statutory accounting standards throughout the United States.
Net written premiums . . . . . . . . Direct written premiums plus assumed reinsurance premiums less
premiums ceded to reinsurers.
New business volume . . . . . . . . The amount of written premium related to new policyholders and
additional products sold to existing policyholders.
Operating income (loss) . . . . . . Net income (loss) excluding the after-tax impact of net realized
investment gains (losses), discontinued operations and cumulative
effect of changes in accounting principles when applicable.
Operating income (loss) per
share . . . . . . . . . . . . . . . . . . Operating income (loss) on a per share basis.
Operating return on equity . . . . The ratio of operating income to average equity excluding net
unrealized investment gains and losses and discontinued operations,
net of tax.
Paid development method . . . . . A conventional actuarial method to estimate ultimate losses for a
given cohort of claims such as an accident year/product line
component. If the paid-to-date losses are then subtracted from the
estimated ultimate losses, the result is an indication of the unpaid
losses.
The basic premise of the method is that cumulative paid losses for
a given cohort of claims will grow in a stable, predictable pattern
from year-to-year, based on the age of the cohort. These age-to-age
growth factors are sometimes called ‘‘link ratios.’’
For example, if cumulative paid losses for a product line XYZ for
accident year 2004 were $100 as of December 31, 2004 (12 months
after the start of that accident year), then grew to $120 as of
December 31, 2005 (24 months after the start), the link ratio for
that accident year from 12 to 24 months would be 1.20. If the link
ratio for other recent accident years from 12 to 24 months for that
product line were also at or around 1.20, then the method would
assume a similar result for the most recent accident year, i.e., that it
too would have its cumulative paid losses grow 120% from the
12 month to 24 month valuation.
This is repeated for each age-to-age period into the future until the
age-to-age link ratios for future periods are assumed to be 1.0
(i.e., the age at which cumulative losses are assumed to have
stopped growing).
45
A given accident year’s cumulative losses are then projected to
ultimate by multiplying current cumulative losses by successive
age-to-age link ratios up to that future age where growth is
expected to end. For example, if growth is expected to end at
60 months, then the ultimate indication for an accident year with
cumulative losses at 12 months equals those losses times a 12 to
24 month link ratio, times a 24 to 36 month link ratio, times a 36 to
48 month link ratio, times a 48 to 60 month link ratio.
Advanced applications of the method include adjustments for
changing conditions during the historical period and anticipated
changes in the future.
Policyholders’ surplus . . . . . . . . As determined under SAP, the amount remaining after all liabilities,
including loss reserves, are subtracted from all admitted assets.
Admitted assets are assets of an insurer prescribed or permitted by
a state to be recognized on the statutory balance sheet.
Policyholders’ surplus is also referred to as ‘‘surplus’’ or ‘‘statutory
surplus’’ for statutory accounting purposes.
Pool . . . . . . . . . . . . . . . . . . . . . An organization of insurers or reinsurers through which particular
types of risks are underwritten with premiums, losses and expenses
being shared in agreed-upon percentages.
Premiums . . . . . . . . . . . . . . . . . The amount charged during the year on policies and contracts
issued, renewed or reinsured by an insurance company.
Property insurance . . . . . . . . . .
Insurance that provides coverage to a person or business with an
insurable interest in tangible property for that person’s or business’s
property loss, damage or loss of use.
Quota share reinsurance . . . . . . Reinsurance wherein the insurer cedes an agreed-upon fixed
percentage of liabilities, premiums and losses for each policy
covered on a pro rata basis.
Rates . . . . . . . . . . . . . . . . . . . . Amounts charged per unit of insurance.
Redundancy . . . . . . . . . . . . . . . With regard to reserves for a given liability, a redundancy exists
when it is estimated or determined that the reserves are greater
than what will be needed to pay the ultimate settlement value of
the related liabilities. Where the redundancy is the result of an
estimate, the estimated amount of redundancy (or even the finding
of whether or not a redundancy exists) may change as new
information becomes available.
Reinstatement premiums . . . . . . Additional premiums payable to reinsurers to restore coverage
limits that have been exhausted as a result of reinsured losses under
certain excess-of-loss reinsurance treaties.
Reinsurance . . . . . . . . . . . . . . . The practice whereby one insurer, called the reinsurer, in
consideration of a premium paid to that insurer, agrees to
indemnify another insurer, called the ceding company, for part or
all of the liability of the ceding company under one or more
policies or contracts of insurance which it has issued.
Reinsurance agreement . . . . . . . A contract specifying the terms of a reinsurance transaction.
46
Renewal premium change . . . . . The estimated change in average premium on policies that renew,
including rate and exposure changes. Such statistics are subject to
change based on a number of factors, including changes in actuarial
estimates.
Renewal rate change . . . . . . . . . The estimated change in average premium on policies that renew,
excluding exposure changes. Such statistics are subject to change
based on a number of factors, including changes in actuarial
estimates.
Reported claim development
method . . . . . . . . . . . . . . . . . A conventional actuarial method to estimate ultimate claim counts
Residual market (involuntary
business) . . . . . . . . . . . . . . . .
for a given cohort of claims such as an accident year/product line
component. If the reported-to-date counts are then subtracted from
the estimated ultimate counts, the result is an indication of the
IBNR counts.
The approach is the same as that described in this glossary under
the ‘‘paid loss development method’’, but based on the growth in
cumulative claim counts rather than paid losses. The basic premise
of the method is that cumulative claim counts for a given cohort of
claims will grow in a stable, predictable pattern from year-to-year,
based on the age of the cohort.
Insurance market which provides coverage for risks for those unable
to purchase insurance in the voluntary market. Possible reasons for
this inability include the risks being too great or the profit potential
too small under the required insurance rate structure. Residual
markets are frequently created by state legislation either because of
lack of available coverage such as: property coverage in a
windstorm prone area or protection of the accident victim as in the
case of workers’ compensation. The costs of the residual market are
usually charged back to the direct insurance carriers in proportion
to the carriers’ voluntary market shares for the type of coverage
involved.
Retention . . . . . . . . . . . . . . . . . The amount of exposure a policyholder company retains on any one
risk or group of risks. The term may apply to an insurance policy,
where the policyholder is an individual, family or business, or a
reinsurance policy, where the policyholder is an insurance company.
Retention rate . . . . . . . . . . . . . The percentage of prior period premiums (excluding renewal
premium changes), accounts or policies available for renewal in the
current period that were renewed. Such statistics are subject to
change based on a number of factors, including changes in actuarial
estimates.
Retrospective premiums . . . . . . Premiums related to retrospectively rated policies.
Retrospective rating . . . . . . . . . A plan or method which permits adjustment of the final premium
or commission on the basis of actual loss experience, subject to
certain minimum and maximum limits.
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Return on equity . . . . . . . . . . . The ratio of net income (loss) less preferred dividends to average
shareholders’ equity.
Risk-based capital (RBC) . . . . . A measure adopted by the NAIC and enacted by states for
determining the minimum statutory policyholders’ surplus
requirements of insurers. Insurers having total adjusted capital less
than that required by the RBC calculation will be subject to varying
degrees of regulatory action depending on the level of capital
inadequacy.
Risk retention group . . . . . . . . . An alternative form of insurance in which members of a similar
profession or business band together to self insure their risks.
Runoff business . . . . . . . . . . . . An operation which has been determined to be nonstrategic;
includes non-renewals of in-force policies and a cessation of writing
new business, where allowed by law.
Salvage . . . . . . . . . . . . . . . . . . The amount of money an insurer recovers through the sale of
property transferred to the insurer as a result of a loss payment.
S-curve method . . . . . . . . . . . . A mathematical function which depicts an initial slow change,
followed by a rapid change and then ending in a slow change again.
This results in an ‘‘S’’ shaped line when depicted graphically. The
actuarial application of these curves fit the reported data to date
for a particular cohort of claims to an S-curve to project future
activity for that cohort.
Second-injury fund . . . . . . . . . . The employer of an injured, impaired worker is responsible only for
the workers’ compensation benefit for the most recent injury; the
second-injury fund would cover the cost of any additional benefits
for aggravation of a prior condition. The cost is shared by the
insurance industry and self-insureds, funded through assessments to
insurance companies and self-insureds based on either premiums or
losses.
Self-insured retentions . . . . . . . That portion of the risk retained by a person for its own account.
Servicing carrier . . . . . . . . . . . . An insurance company that provides, for a fee, various services
including policy issuance, claims adjusting and customer service for
insureds in a reinsurance pool.
Statutory accounting practices
(SAP) . . . . . . . . . . . . . . . . . . The practices and procedures prescribed or permitted by domiciliary
state insurance regulatory authorities in the United States for
recording transactions and preparing financial statements. Statutory
accounting practices generally reflect a modified going concern basis
of accounting.
Statutory basis surplus . . . . . . . . The excess of an insurance company’s assets over its liabilities in
accordance with the statutory accounting practices required by state
laws and regulations.
Structured settlements . . . . . . . . Periodic payments to an injured person or survivor for a determined
number of years or for life, typically in settlement of a claim under
a liability policy, usually funded through the purchase of an annuity.
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Subrogation . . . . . . . . . . . . . . . A principle of law incorporated in insurance policies, which enables
an insurance company, after paying a claim under a policy, to
recover the amount of the loss from another person or entity who is
legally liable for it.
Third-party liability . . . . . . . . . . A liability owed to a claimant (third party) who is not one of the
two parties to the insurance contract. Insured liability claims are
referred to as third-party claims.
Total capitalization . . . . . . . . . . The sum of total shareholders’ equity and debt.
Treaty reinsurance . . . . . . . . . . The reinsurance of a specified type or category of risks defined in a
reinsurance agreement (a ‘‘treaty’’) between a primary insurer or
other reinsured and a reinsurer. Typically, in treaty reinsurance, the
primary insurer or reinsured is obligated to offer and the reinsurer
is obligated to accept a specified portion of all that type or category
of risks originally written by the primary insurer or reinsured.
Umbrella coverage . . . . . . . . . . A form of insurance protection against losses in excess of amounts
covered by other liability insurance policies or amounts not covered
by the usual liability policies.
Unassigned surplus . . . . . . . . . . The undistributed and unappropriated amount of policyholders’
Underlying GAAP combined
surplus.
ratio . . . . . . . . . . . . . . . . . . . The sum of the underlying GAAP loss and LAE ratio and the
underlying GAAP underwriting expense ratio. The underlying
GAAP combined ratio is an indicator of the Company’s
underwriting discipline and underwriting profitability for the current
accident year.
Underlying GAAP loss and
LAE ratio . . . . . . . . . . . . . . . The GAAP loss and LAE ratio, excluding the impact of catastrophe
losses and prior year reserve development. The underlying GAAP
loss and LAE ratio is an indicator of the Company’s underwriting
discipline and underwriting profitability for the current accident
year.
Underlying GAAP underwriting
expense ratio . . . . . . . . . . . . . The GAAP underwriting expense ratio, excluding the impact of
catastrophe losses.
Underlying underwriting margin
Net earned premiums and fee income less claims and claim
adjustment expenses (excluding catastrophe losses and prior year
reserve development) and insurance-related expenses.
Underwriter . . . . . . . . . . . . . . . An employee of an insurance company who examines, accepts or
rejects risks and classifies accepted risks in order to charge an
appropriate premium for each accepted risk. The underwriter is
expected to select business that will produce an average risk of loss
no greater than that anticipated for the class of business.
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Underwriting . . . . . . . . . . . . . . The insurer’s or reinsurer’s process of reviewing applications for
insurance coverage, and the decision as to whether to accept all or
part of the coverage and determination of the applicable premiums;
also refers to the acceptance of that coverage.
Underwriting expense ratio
(SAP and GAAP) . . . . . . . . . For SAP, it is the ratio of underwriting expenses incurred (including
commissions paid), less certain administrative services fee income
and billing and policy fees, to net written premiums as defined in
the statutory financial statements required by insurance regulators.
For GAAP, it is the ratio of underwriting expenses (including the
amortization of deferred acquisition costs), less certain
administrative services fee income and billing and policy fees, to net
earned premiums.
The GAAP underwriting expense ratio as used in this Annual
Report on Form 10-K is an indicator of the Company’ s efficiency
in acquiring and servicing its business.
Underwriting gain or loss . . . . . Net earned premiums and fee income less claims and claim
adjustment expenses and insurance-related expenses.
Unearned premium . . . . . . . . . . The portion of premiums written that is allocable to the unexpired
portion of the policy term.
Voluntary market . . . . . . . . . . . The market in which a person seeking insurance obtains coverage
without the assistance of residual market mechanisms.
Wholesale broker . . . . . . . . . . . An independent or exclusive agent that represents both admitted
and nonadmitted insurers in market areas, which include standard,
non-standard, specialty and excess and surplus lines of insurance.
The wholesaler does not deal directly with the insurance consumer.
The wholesaler deals with the retail agent or broker.
Workers’ compensation . . . . . . . A system (established under state and federal laws) under which
employers provide insurance for benefit payments to their
employees for work-related injuries, deaths and diseases, regardless
of fault.
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Item 1A. RISK FACTORS
You should carefully consider the following risks and all of the other information set forth in this
report, including our consolidated financial statements and the notes thereto.
Catastrophe losses could materially and adversely affect our results of operations, our financial
position and/or liquidity, and could adversely impact our ratings, our ability to raise capital and the
availability and cost of reinsurance. Our property and casualty insurance operations expose us to
claims arising out of catastrophes. Catastrophes can be caused by various natural events, including,
among others, hurricanes, tornadoes and other windstorms, earthquakes, hail, wildfires, severe winter
weather, floods, tsunamis and volcanic eruptions. Catastrophes can also be man-made, such as a
terrorist attack (including those involving nuclear, biological, chemical or radiological events),
explosions, infrastructure failures or a consequence of political instability. The geographic distribution
of our business subjects us to catastrophe exposures in the United States, which include, but are not
limited to: hurricanes from Maine through Texas; tornadoes throughout the Central, Mid-Atlantic and
Southeastern regions of the United States; earthquakes in California, the New Madrid region and the
Pacific Northwest region of North America; wildfires, particularly in the Southwest; and terrorism in
major cities in the United States. In addition, our international operations subject us to catastrophe
exposures in Canada, the United Kingdom and the Republic of Ireland, as well as to a variety of
world-wide catastrophe exposures through our Lloyd’s operations, and in Brazil through our joint
venture investment.
The incidence and severity of catastrophes are inherently unpredictable, and it is possible that both
the frequency and severity of natural and man-made catastrophic events could increase. Severe weather
events over the last several years have underscored the unpredictability of future climate trends, and
potentially changing climate conditions could add to the frequency and severity of natural disasters and
create additional uncertainty as to future trends and exposures. For example, over the last decade,
hurricane activity has impacted areas further inland than previously experienced, thus expanding the
Company’s potential for losses from hurricanes. Additionally, both the frequency and severity of
tornado and hail storms in the United States have been greater in recent years. Moreover, we could
experience more than one highly severe catastrophic event in any given period.
All of the catastrophe modeling tools that we use, or that we rely on from outside parties, to help
manage certain of our catastrophe exposures are based on assumptions and judgments that are subject
to error and mis-estimation and may produce estimates that are materially different than actual results.
In addition, compared to models for hurricanes, models for earthquakes are less reliable due to there
being a more limited number of significant historical events to analyze, while models for tornadoes and
hail storms are newer and may be even less reliable due to the highly random geographic nature and
size of these events. As a result, models for earthquakes and especially for tornado and hail storms may
have even greater difficulty predicting risks and estimating losses. Further, changes in climate
conditions could cause our underlying modeling data to be less predictive, thus limiting our ability to
effectively evaluate and manage catastrophe risk. See ‘‘We may be adversely affected if our pricing and
capital models provide materially different indications than actual results’’ below as well as ‘‘Item 7—
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Catastrophe
Modeling’’ and ‘‘—Changing Climate Conditions.’’
The extent of losses from a catastrophe is a function of both the total amount of insured exposure
in the area affected by the event and the severity of the event. Increases in the value and geographic
concentration of insured property and the effects of inflation could increase the severity of claims from
catastrophic events in the future. For example, the specific geographic location impacted by tornadoes
is inherently random and unpredictable and the specific location impacted by a tornado may or may
not be highly populated and may or may not have a high concentration of our insured exposures.
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States have from time to time passed legislation, and regulators have taken action, that have the
effect of limiting the ability of insurers to manage catastrophe risk, such as legislation prohibiting
insurers from reducing exposures or withdrawing from catastrophe-prone areas or mandating that
insurers participate in residual markets. Participation in residual market mechanisms has resulted in,
and may continue to result in, significant losses or assessments to insurers, including us, and, in certain
states, those losses or assessments may not be commensurate with our direct catastrophe exposure in
those states. If our competitors leave those states having residual market mechanisms, remaining
insurers, including us, may be subject to significant increases in losses or assessments following a
catastrophe. In addition, following catastrophes, there are sometimes legislative and administrative
initiatives and court decisions that seek to expand insurance coverage for catastrophe claims beyond the
original intent of the policies or seek to prevent the application of deductibles. Also, our ability to
adjust terms, including deductible levels, or to increase pricing to the extent necessary to offset rising
costs of catastrophes, particularly in the Personal Insurance segment, requires approval of regulatory
authorities of certain states. Our ability or our willingness to manage our catastrophe exposure by
raising prices, modifying underwriting terms or reducing exposure to certain geographies may be limited
due to considerations of public policy, the evolving political environment and/or changes in the general
economic climate. We also may choose to write business in catastrophe-prone areas that we might not
otherwise write for strategic purposes, such as improving our access to other underwriting
opportunities.
There are also factors that impact the estimation of ultimate costs for catastrophes. For example,
the estimation of claims and claim adjustment expense reserves related to hurricanes can be affected by
the inability to access portions of the impacted areas, the complexity of factors contributing to the
losses, the legal and regulatory uncertainties and the nature of the information available to establish
the claims and claim adjustment expense reserves. Complex factors include, but are not limited to:
determining whether damage was caused by flooding versus wind; evaluating general liability and
pollution exposures; estimating additional living expenses; the impact of demand surge; infrastructure
disruption; fraud; the effect of mold damage; business interruption costs; and reinsurance collectability.
In recent years, increased late reporting of weather-related losses by claimants, particularly losses from
hail damage, has led to higher costs than we previously expected. The timing of a catastrophe’s
occurrence, such as at or near the end of a reporting period, can also affect the information available
to us in estimating claims and claim adjustment expense reserves for that reporting period. The
estimates related to catastrophes are adjusted in subsequent periods as actual claims emerge and
additional information becomes available.
Exposure to catastrophe losses or actual losses resulting from a catastrophe could adversely affect
our financial strength and claims-paying ratings and could impair our ability to raise capital on
acceptable terms or at all. Also, as a result of our exposure to catastrophe losses or actual losses
following a catastrophe, rating agencies may further increase capital requirements, which may require
us to raise capital to maintain our ratings or adversely affect our ratings. A ratings downgrade could
hurt our ability to compete effectively or attract new business. In addition, catastrophic events could
cause us to exhaust our available reinsurance limits and could adversely impact the cost and availability
of reinsurance. Such events can also impact the credit of our reinsurers. For a discussion of our
catastrophe reinsurance coverage, see ‘‘Item 1—Business—Reinsurance—Catastrophe Reinsurance.’’
Catastrophic events could also adversely impact the credit of the issuers of securities, such as states or
municipalities, in whom we have invested.
In addition, coverage in our reinsurance program for terrorism is limited. Although the Terrorism
Risk Insurance Program provides benefits in the event of certain acts of terrorism, those benefits are
subject to a deductible and other limitations. Under this program, once our losses exceed 20% of our
commercial property and casualty insurance premium for the preceding calendar year, the federal
government will reimburse us for 85% of our losses attributable to certain acts of terrorism which
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exceed this deductible up to a total industry program cap of $100 billion. Our estimated deductible
under the program is $2.35 billion for 2014. In addition, because the interpretation of this law is
untested, there is substantial uncertainty as to how it will be applied to specific circumstances. The
program is due to expire at the end of 2014; however, legislation to extend the program has been
introduced in Congress. It is possible that Congress could decide not to renew the program or could
otherwise modify or eliminate the program, which could adversely affect our business by increasing our
exposure to terrorism losses, or by lowering our business volume through efforts to avoid that exposure.
Because of the risks set forth above, catastrophes such as those caused by various natural events or
man-made events such as a terrorist attack, including ‘‘unconventional’’ acts of terrorism involving
nuclear, biological, chemical or radiological events, could materially and adversely affect our results of
operations, financial position and/or liquidity. Further, we may not have sufficient resources to respond
to claims arising from a high frequency of high severity natural catastrophes and/or of man-made
catastrophic events involving conventional means. In addition, while we seek to manage our exposure to
man-made catastrophic events involving conventional means, we may not have sufficient resources to
respond to claims arising out of one or more man-made catastrophic events involving nuclear,
biological, chemical or radiological means.
During or following a period of financial market disruption or economic downturn, our business
could be materially and adversely affected. Over the past seven years and particularly during the
financial crisis, worldwide financial markets have experienced significant disruption. During a portion of
this period, the United States and many other economies experienced a prolonged economic downturn,
resulting in heightened credit risk, reduced valuation of certain investments and decreased economic
activity. While economic conditions have generally stabilized and improved, there is continued
uncertainty regarding the duration and strength of the economic recovery. Even if growth continues, it
may be at a slow rate for an extended period of time, and other economic conditions, such as
employment rates, may continue to be weak.
Furthermore, financial markets may again experience significant and prolonged disruption. 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. While inflation has
recently been limited and that trend may continue, it is possible that the steps taken by the federal
government to stabilize financial markets and improve economic conditions could lead to an
inflationary environment. Further, such steps may be ineffective and, in the case of the Federal
Reserve, actual or anticipated efforts to continue to unwind some of such steps (including the so-called
‘‘tapering’’ of quantitative easing) could disrupt financial markets and/or could adversely impact the
value of our investment portfolio or general economic conditions.
Economic uncertainty has been exacerbated in recent years by the increased potential for default
by one or more European sovereign debt issuers, the potential partial or complete dissolution of the
Eurozone and its common currency and the negative impact of such events on global financial
institutions and capital markets generally. Actions or inactions of European governments may impact
these actual or perceived risks. In the U.S. during 2011, one rating agency downgraded the U.S.’s
long-term debt credit rating from AAA. Future actions or inactions of the United States government,
including a failure to increase the government debt limit or a shutdown of the federal government,
could increase the actual or perceived risk that the U.S. may not ultimately pay its obligations when
due and may disrupt financial markets, including capital markets. Further, issues related to the U.S.
Federal budget and taxes, implementation of the Affordable Care Act and the regulatory environment
have added to the uncertainty regarding economic conditions generally.
If economic conditions deteriorate, or if financial markets experience significant disruption, it
could materially adversely affect our results of operations, financial position and/or liquidity. Several of
the risk factors discussed below identify risks that result from, or are exacerbated by, an economic
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slowdown or financial disruption. These include risks discussed below related to our investment
portfolio, reinsurance arrangements, other credit exposures, our estimates of claims and claim
adjustment expense reserves, emerging claim and coverage issues, the competitive environment,
regulatory developments and the impact of rating agency actions. You should also refer to ‘‘Item 7—
Management’s Discussion and Analysis of Financial Condition and Results of Operations’’, particularly
the ‘‘Outlook’’ section.
Many of these risks could materialize, and our financial results could be negatively impacted, even
after the end of an economic downturn or financial disruption. During or following an economic
downturn, lower levels of economic activity could reduce (and historically have reduced) exposure
changes at renewal. They also could adversely impact (and historically have adversely impacted) audit
premium adjustments, policy endorsements and mid-term cancellations after policies are written,
particularly in our business units within Business Insurance, which could adversely impact our written
premiums. In addition, because earned premiums lag written premiums, our results can be adversely
affected after general economic conditions have improved. An inflationary environment (which may
follow government efforts to stabilize the economy) may also, as we discuss below, adversely impact our
loss costs and could adversely impact the valuation of our investment portfolio. Finally, as a result of
financial market disruption, we may, as discussed below, face increased regulation.
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. Claims and claim adjustment expense reserves do not
represent an exact calculation of liability, but instead represent management estimates of what the
ultimate settlement and administration of claims will cost, generally utilizing actuarial expertise and
projection techniques, at a given accounting date.
The process of estimating claims and claim adjustment expense reserves involves a high degree of
judgment and is subject to a number of variables. These variables can be affected by both internal and
external events, such as: changes in claims handling procedures; adverse changes in loss cost trends,
including inflationary pressures on medical costs and auto and home repair costs; economic conditions
including general inflation; legal trends and legislative changes; and varying judgments and viewpoints
of the individuals involved in the estimation process, among others. The impact of many of these items
on ultimate costs for claims and claim adjustment expenses is difficult to estimate. Claims and claim
adjustment expense reserve estimation difficulties also differ significantly by product line due to
differences in claim complexity, the volume of claims, the potential severity of individual claims, the
determination of occurrence date for a claim and reporting lags (the time between the occurrence of
the policyholder event and when it is actually reported to the insurer).
As discussed above, it is possible that steps taken by the federal government to stabilize the
economy could lead to higher inflation than we had anticipated, which could in turn lead to an increase
in our loss costs. The impact of inflation on loss costs could be more pronounced for those lines 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. In addition, inflationary pressures in
medical costs may be increased by the healthcare reform legislation and its implementation. The
estimation of claims and claim adjustment expense reserves may also be more difficult during times of
adverse or uncertain economic conditions due to unexpected changes in behavior of claimants and
policyholders, including an increase in fraudulent reporting of exposures and/or losses, reduced
maintenance of insured properties or increased frequency of small claims or delays in the reporting of
claims.
We continually refine our claims and claim adjustment expense reserve estimates in a regular,
ongoing process as historical loss experience develops, additional claims are reported and settled and
the legal, regulatory and economic environment evolves. Business judgment is applied throughout the
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process, including the application of various individual experiences and expertise to multiple sets of
data and analyses. Different experts may choose different assumptions when faced with material
uncertainty, based on their individual backgrounds, professional experiences and areas of focus. Hence,
such experts may at times produce estimates materially different from each other. This risk may be
exacerbated in the context of an acquisition. Experts providing input to the various estimates and
underlying assumptions include actuaries, underwriters, claim personnel and lawyers, as well as other
members of management. Therefore, management may have to consider varying individual viewpoints
as part of its estimation of claims and claim adjustment expense reserves.
We attempt to consider all significant facts and circumstances known at the time claims and claim
adjustment expense reserves are established or reviewed. Due to the inherent uncertainty underlying
claims and claim adjustment expense reserve estimates, the final resolution of the estimated liability for
claims and claim adjustment expenses will likely be higher or lower than the related claims and claim
adjustment expense reserves at the reporting date. Therefore, actual paid losses in the future may yield
a materially different amount than is currently reserved.
Because of the uncertainties set forth above, additional liabilities resulting from one insured event,
or an accumulation of insured events, may exceed the current related reserves. In addition, our
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 materially and
adversely affect our results of operations and/or our financial position.
For a discussion of claims and claim adjustment expense reserves by product line, including
examples of common factors that can affect required reserves, see ‘‘Item 7—Management’s Discussion
and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates—Claims
and Claim Adjustment Expense Reserves.’’
Our investment portfolio may suffer reduced returns or material realized or unrealized losses.
Investment returns are an important part of our overall profitability. Fixed maturity and short-term
investments comprised approximately 93% of the carrying value of our investment portfolio as of
December 31, 2013. Changes in interest rates caused by inflation or other factors (inclusive of credit
spreads) affect the carrying value of our fixed maturity investments and returns on our fixed maturity
and short-term investments. A decline in interest rates reduces the returns available on short-term
investments and new fixed maturity investments (including those purchased to re-invest maturities from
the existing portfolio), thereby negatively impacting our net investment income, while rising interest
rates reduce the market value of existing fixed maturity investments, thereby negatively impacting our
book value. During 2013, the net unrealized gain in our fixed income portfolio declined from
$4.56 billion to $1.76 billion as interest rates increased. It is possible that further increases in interest
rates (inclusive of credit spreads) could result in further declines in that unrealized gain position or
even result in an unrealized loss, thereby adversely impacting our book value. Notwithstanding
increases in interest rates in 2013, interest rates in recent years have been and remain at very low levels
relative to historical experience, and it is possible that rates may remain at low levels for a prolonged
period. The value of our fixed maturity and short-term investments is also subject to the risk that
certain investments may default or become impaired due to a deterioration in the financial condition of
one or more issuers of the securities held in our portfolio, or due to a deterioration in the financial
condition of an insurer that guarantees an issuer’s payments of such investments. Such defaults and
impairments could reduce our net investment income and result in realized investment losses. During
an economic downturn, fixed maturity and short-term investments could be subject to a higher risk of
default.
Our fixed maturity investment portfolio is invested, in substantial part, in obligations of states,
municipalities and political subdivisions (collectively referred to as the municipal bond portfolio).
Notwithstanding the relatively low historical rates of default on many of these obligations and
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notwithstanding that we typically seek to invest in high-credit-quality securities (including those with
structural protections such as being secured by dedicated or pledged sources of revenue), our municipal
bond portfolio could be subject to default or impairment. In particular:
(cid:127) The prolonged economic downturn that began in 2008, and the limited economic recovery that
has followed, has resulted in many states and local governments operating under deficits or
projected deficits. The severity and duration of these deficits could have an adverse impact on
the collectability and valuation of our municipal bond portfolio. These deficits may be
exacerbated by the impact of unfunded pension plan obligations and other postretirement
obligations or by declining municipal tax bases and revenues in times of financial stress.
(cid:127) Some issuers may be unwilling to increase tax rates, or to reduce spending, to fund interest or
principal payments on their municipal bonds, or may be unable to access the municipal bond
market to fund such payments. The risk of widespread defaults may increase if some issuers
voluntarily choose to default, instead of implementing difficult fiscal measures, and the actual or
perceived consequences (such as reduced access to capital markets) are less severe than
expected.
(cid:127) The risk of widespread defaults may also increase if there are changes in legislation that permit
states, municipalities and political subdivisions to file for bankruptcy protection where they were
not permitted before. In addition, the collectability and valuation of municipal bonds may be
adversely affected if there are judicial interpretations in a bankruptcy or other proceeding that
lessen the value of structural protections. For example, debtors may challenge the effectiveness
of structural protections thought to be provided by municipal securities backed by a dedicated
source of revenue. The collectability and valuation may also be adversely affected if there are
judicial interpretations in a bankruptcy or other proceeding that question the payment priority of
municipal bonds.
A substantial portion of our fixed maturity portfolio will mature within the next few years.
Approximately 40% of the fixed maturity portfolio is expected to mature over the next three years (this
includes the early redemption of bonds, assuming interest rates (including credit spreads) do not rise
significantly by applicable call dates). For a schedule of the contractual maturities of our fixed maturity
portfolio by year for the next several years, see ‘‘Item 7—Management’s Discussion and Analysis of
Financial Condition and Results of Operations—Investment Portfolio.’’ Of that maturing portfolio, a
substantial amount includes municipal bonds that have been pre-refunded with U.S. treasury securities.
As a result, even if our investment strategy does not significantly change over the next few years, the
overall yield on and composition of our portfolio could be meaningfully impacted by the types of
investments available for reinvestment with the proceeds of matured bonds. For example, if yields
remain low when we reinvest such proceeds, our future net investment income would be adversely
affected. In addition, depending on the specific bonds available for purchase at the time of
re-investment, the mix of specific issuers in our fixed-income and municipal bond portfolio will change.
As a result, the overall credit profile and other aspects of our portfolio could be adversely impacted.
Also, a decrease in municipal bonds that have been pre-refunded with U.S. Treasury securities could
reduce the credit quality of our portfolio.
Our portfolio has benefited from tax exemptions and certain other tax laws, including, but not
limited to, those governing dividends-received deductions and tax credits (such as foreign tax credits).
Changes in these laws could adversely impact the value of our investment portfolio. See ‘‘Changes in
U.S. tax laws or in the tax laws of other jurisdictions in which we operate could adversely impact us’’
below.
Our investment portfolio includes: residential mortgage-backed securities; collateralized mortgage
obligations; pass-through securities and asset-backed securities collateralized by sub-prime mortgages;
commercial mortgage-backed securities; and wholly-owned real estate and real estate partnerships, all
56
of which could be adversely impacted by further declines in real estate valuations and/or financial
market disruption.
We also invest a portion of our assets in equity securities, private equity limited partnerships,
hedge funds and real estate partnerships. From time to time, we may also invest in other types of
non-fixed maturity investments, including commodities. All of these asset classes are subject to greater
volatility in their investment returns than fixed maturity investments. General economic conditions,
changes in applicable tax laws and many other factors beyond our control can adversely affect the value
of our non-fixed maturity investments and the realization of net investment income, and/or result in
realized investment losses. As a result of these factors, we may realize reduced returns on these
investments, incur losses on sales of these investments and be required to write down the value of these
investments, which could reduce our net investment income and result in realized investment losses.
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. Although the use of U.S. Treasury futures contracts
in 2013 resulted in realized investment gains, U.S. Treasury futures contracts can also result in realized
investment losses.
Our investment portfolio is also subject to increased valuation uncertainties when investment
markets are illiquid. The valuation of investments is more subjective when markets are illiquid, thereby
increasing the risk that the estimated fair value (i.e., the carrying amount) of the portion of the
investment portfolio that is carried at fair value as reflected in our financial statements is not reflective
of prices at which actual transactions could occur.
Given that economic and market conditions are highly uncertain, we may, depending on
circumstances in the future, make changes to the mix of investments in our investment portfolio. These
changes may impact the duration, volatility and risk of our investment portfolio.
Because of the risks set forth above, the value of our investment portfolio could decrease, we
could experience reduced net investment income and we could experience realized and/or unrealized
investment losses, which could materially and adversely affect our results of operations, financial
position and/or liquidity.
Our business could be harmed because of our potential exposure to asbestos and environmental
claims and related litigation.
With regard to asbestos claims, we have received and continue to receive a significant number of
asbestos claims from policyholders (including others seeking coverage under a policy). Factors
underlying these claim filings include intensive advertising by lawyers seeking asbestos claimants and
the continued focus by plaintiffs on previously peripheral defendants. The focus on these defendants is
primarily the result of the number of traditional asbestos defendants who have sought bankruptcy
protection in previous years. The bankruptcy of many traditional defendants has prompted plaintiffs to
aggressively seek out potential new defendants and has caused increased settlement demands against
those policyholders who are not in bankruptcy but who 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.
This trend of prioritizing claims involving credible evidence of injuries, along with the focus on
previously peripheral defendants, contributes to the claims and claim adjustment expense payments we
experienced.
We also continue 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
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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 our other defenses are not
successful, our 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. Accordingly, although we have seen a moderation in the overall risk
associated with these lawsuits, it remains difficult to predict the ultimate cost of these claims.
Further, in addition to asbestos claims against policyholders, proceedings have been launched
directly against insurers, including us, 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. It is possible that the filing of other direct actions against insurers, including us,
could be made in the future. It is not possible 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.
With regard to environmental claims, we have received and continue 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 continue to be inconsistent and vary from jurisdiction to jurisdiction.
Uncertainties surrounding the final resolution of these asbestos and environmental claims continue,
and it is difficult to estimate our ultimate liability for such 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:
(cid:127) the risks and lack of predictability inherent in complex litigation;
(cid:127) any impact from the bankruptcy protection sought by various asbestos producers and other
asbestos defendants;
(cid:127) a further increase in the cost to resolve, and/or the number of, asbestos and environmental
claims beyond that which is anticipated;
(cid:127) 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;
(cid:127) the role of any umbrella or excess policies we have issued;
(cid:127) the resolution or adjudication of disputes pertaining to the amount of available coverage for
asbestos and environmental claims in a manner inconsistent with our previous assessment of
these claims;
(cid:127) the number and outcome of direct actions against us;
(cid:127) future developments pertaining to our ability to recover reinsurance for asbestos and
environmental claims;
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(cid:127) the unavailability of other insurance sources potentially available to policyholders, whether
through exhaustion of policy limits or through the insolvency of other participating insurers; and
(cid:127) uncertainties arising 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.
While the ongoing evaluation 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, 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 materially and adversely affect our results of operations.
See the ‘‘Asbestos Claims and Litigation’’ and ‘‘Environmental Claims and Litigation’’ sections of
‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations.’’
Also see ‘‘Item 3—Legal Proceedings.’’
We are exposed to, and may face adverse developments involving, mass tort claims such as those
In addition to asbestos and
relating to exposure to potentially harmful products or substances.
environmental claims, we face exposure to other types of mass tort claims, including claims related to
exposure to potentially harmful products or substances, including lead paint, silica and welding rod
fumes. Establishing claims and claim adjustment expense reserves for mass tort claims is subject to
uncertainties because of many factors, including expanded theories of liability, disputes concerning
medical causation with respect to certain diseases, geographical concentration of the lawsuits asserting
the claims and the potential for a large rise in the total number of claims without underlying
epidemiological developments suggesting an increase in disease rates. Moreover, evolving judicial
interpretations regarding the application of various tort theories and defenses, including application of
various theories of joint and several liabilities, as well as the application of insurance coverage to these
claims, make it difficult to estimate our ultimate liability for such claims.
Because of the uncertainties set forth above, additional liabilities may arise for amounts in excess
of the current related reserves. In addition, our estimate of claims and claim adjustment expenses may
change, and such change could be material. These additional liabilities or increases in estimates, or a
range of either, cannot now be reasonably estimated and could materially and adversely affect our
results of operations.
The effects of emerging claim and coverage issues on our business are uncertain. As industry
practices and legal, judicial, social and other environmental conditions change, unexpected and
unintended issues related to claim and coverage may emerge. These issues may adversely affect our
business, including by extending coverage beyond our underwriting intent, by increasing the number,
size or types of claims or by mandating changes to our underwriting practices. Examples of emerging
claims and coverage issues include, but are not limited to:
(cid:127) judicial expansion of policy coverage and the impact of new or expanded theories of liability;
(cid:127) plaintiffs targeting property and casualty insurers, including us, in purported class action
litigation relating to claims-handling and other practices;
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(cid:127) claims relating to construction defects, which often present complex coverage and damage
valuation questions;
(cid:127) claims under directors’ & officers’ insurance policies relating to losses from involvement in
financial market activities, such as mortgage or financial product origination, distribution,
structuring or servicing and foreclosure procedures; failed financial institutions; fraud; possible
accounting irregularities; and corporate governance issues;
(cid:127) claims related to data security breaches, information system failures or cyber-attacks;
(cid:127) the assertion of ‘‘public nuisance’’ or similar theories of liability, pursuant to which plaintiffs
seek to recover monies spent to administer public health care programs, abate hazards to public
health and safety and/or recover damages purportedly attributable to a ‘‘public nuisance’’;
(cid:127) claims relating to molestation by an employee or a volunteer of an insured;
(cid:127) medical developments that link health issues to particular causes (for example, cumulative
trauma), resulting in liability or workers’ compensation claims;
(cid:127) claims alleging that one or more of our underwriting criteria have a disparate impact on persons
belonging to a protected class in violation of the law, including the Fair Housing Act;
(cid:127) claims arising out of techniques to expand access to oil and gas resources, such as hydraulic
fracturing;
(cid:127) claims relating to unanticipated consequences of current or new technologies; and
(cid:127) claims relating to potentially changing climate conditions, including higher frequency and severity
of weather-related events.
In some instances, these emerging issues may not become apparent for some time after we have
issued the affected insurance policies. As a result, the full extent of liability under our insurance
policies may not be known for many years after the policies are issued.
In addition, the potential passage of new legislation designed to expand the right to sue, to remove
limitations on recovery, to deem by statute the existence of a covered occurrence, to extend the statutes
of limitations or otherwise to repeal or weaken tort reforms could have an adverse impact on our
business.
The effects of these and other unforeseen emerging claim and coverage issues are extremely hard
to predict and could harm our business and materially and adversely affect our results of operations.
The intense competition that we face could harm our ability to maintain or increase our business
volumes and our profitability. The property and casualty insurance industry is highly competitive, and
we believe that it will remain highly competitive for the foreseeable future. We compete with both
domestic and foreign insurers which may offer products at prices and on terms that are not consistent
with our economic standards in an effort to maintain or increase their business. The competitive
environment in which we operate could also be impacted by current general economic conditions,
which could reduce the volume of business available to us as well as to our competitors. In recent
years, pension and hedge funds and other entities with substantial available capital have increasingly
sought to participate in the property and casualty insurance and reinsurance industries. Well-capitalized
new entrants to the property and casualty insurance and reinsurance industries, or existing competitors
that receive substantial infusions of capital may conduct business in ways that adversely impact our
business volumes and profitability. Further, an expanded supply of reinsurance capital may lower costs
for insurers that rely on reinsurance and, as a consequence, those insurers may be able to price their
products more competitively. In addition, the competitive environment could be impacted by changes in
customer preferences, including customer demand for direct distribution channels.
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In Personal Insurance, the use of comparative rating technologies has impacted, and may continue
to impact, our business as well as the industry as a whole. A substantial amount of the Company’s
Personal Insurance new business is written after an agent compares quotes using comparative rating
technologies, a cost-efficient means of obtaining quotes from multiple companies. Because the use of
this technology, whether by agents or directly by customers, facilitates the process of generating
multiple quotes, the technology has increased price comparison on new business and, increasingly, on
renewal business. It also has resulted in an increase in the level of quote activity and a lower
percentage of quotes that result in new business from customers, and these trends may continue or
accelerate. If we are not able to operate with a competitive cost structure or accurately estimate and
price for claims and claim adjustment expenses, our underwriting margins could be adversely affected
over time. Additionally, there is potential for similar technology to be used to access comparative rates
for small commercial business. Agents, brokers or other third parties may also create alternate
distribution channels for personal or commercial business, such as insurance exchanges, that may
adversely impact product differentiation and pricing.
Other technological changes may present competitive risks. For example, innovations, such as
telematics and other usage-based methods of determining premiums, can impact product design and
pricing and may become an increasingly important competitive factor. Other potential technological
changes, such as driverless cars, could disrupt the demand for our products from current customers,
and we may not be able to respond effectively. In addition, our competitive position could be impacted
by our ability to deploy, in a cost effective manner, technology that collects and analyzes a wide variety
of data points (so-called ‘‘big data’’ analysis) to make underwriting or other decisions. See also ‘‘Our
business success and profitability depend, in part, on effective information technology systems and on
continuing to develop and implement improvements in technology’’ below.
In recent years, we have undertaken various actions to improve our underwriting margins on many
of our insurance products, and competitive dynamics may impact the success of these efforts. These
efforts include seeking improved rates, as well as improved terms and conditions, and also include
other initiatives, such as reducing operating expenses and acquisition costs. These efforts may not be
successful and/or may result in lower retention and new business levels and therefore lower business
volumes. In addition, if our underwriting is not effective, efforts to increase rates could also lead to
‘‘adverse selection’’, whereby accounts retained have higher losses, and are less profitable, than
accounts lost. For more detail, see ‘‘Item 7—Management’s Discussion and Analysis of Financial
Condition and Results of Operations—Outlook.’’
In particular, in our Agency Automobile line of business, we have undertaken various actions to
improve our underwriting margins, which have been negatively impacted by various factors. See
‘‘Item 1—Business—Personal Insurance—Competition’’ above for a description of some of these
actions, including the offer of a new, more competitively-priced product. These factors include
(i) changes in customer preferences and demand for direct distribution channels, (ii) utilization of
comparative rating technologies by agents and (iii) other technological changes, as described above. If
our strategies to increase profitability in the Agency Automobile line of business are not effective, we
may need to explore other actions or initiatives to improve our competitive position and profitability in
this line of business.
Overall, our competitive position in our various businesses is based on many factors, including but
not limited to our:
(cid:127) ability to profitably price our business, retain existing customers and obtain new business;
(cid:127) premiums charged, contract terms and conditions, products and services offered (including the
ability to design customized programs);
(cid:127) agent, broker and client relationships;
(cid:127) ability to keep pace relative to our competitors with changes in technology and information
systems;
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(cid:127) speed of claims payment;
(cid:127) ability to provide our products and services in a cost effective manner;
(cid:127) perceived overall financial strength and corresponding ratings assigned by independent rating
agencies;
(cid:127) reputation, experience and qualifications of employees;
(cid:127) geographic scope of business; and
(cid:127) local presence.
We may have difficulty in continuing to compete successfully on any of these bases in the future. If
competition limits our ability to retain existing business or write new business at adequate rates, our
results of operations could be materially and adversely affected. See ‘‘Competition’’ sections of the
discussion on business segments in ‘‘Item 1—Business.’’
We may not be able to collect all amounts due to us from reinsurers and reinsurance coverage
may not be available to us in the future at commercially reasonable rates or at all. Although the
reinsurer is liable to us to the extent of the ceded reinsurance, we remain liable as the direct insurer on
all risks reinsured. As a result, ceded reinsurance arrangements do not eliminate our obligation to pay
claims. Accordingly, we are subject to credit risk with respect to our ability to recover amounts due
from reinsurers.
In the past, certain reinsurers have ceased writing business and entered into runoff. Some of our
reinsurance claims may be disputed by the reinsurers, and we may ultimately receive partial or no
payment. This is a particular risk in the case of claims that relate to insurance policies written many
years ago, including those relating to asbestos and environmental claims. In addition, in a number of
jurisdictions, particularly the European Union and the United Kingdom, a reinsurer is permitted to
transfer a reinsurance arrangement to another reinsurer, which may be less creditworthy, without a
counterparty’s consent, provided that the transfer has been approved by the applicable regulatory
and/or court authority.
Included in reinsurance recoverables are certain amounts related to structured settlements.
Structured settlements are annuities purchased from various life insurance companies to settle certain
personal physical injury claims, of which workers’ compensation claims comprise a significant portion.
In cases where we did not receive a release from the claimant, the structured settlement is included in
reinsurance recoverables and the related claim cost is included in the liability for claims and claim
adjustment expense reserves, as we retain the contingent liability to the claimant. If it is expected that
the life insurance company is not able to pay, we would recognize an impairment of the related
reinsurance recoverable if, and to the extent, the purchased annuities are not covered by state guaranty
associations. In the event that the life insurance company fails to make the required annuity payments,
we would be required to make such payments.
Many life insurance companies were negatively impacted by the financial markets disruption and
the economic downturn. A number of these companies, including certain of those with which we
conduct business or to which we otherwise have credit exposure, were downgraded by various rating
agencies during this time period. For a discussion of our top reinsurance groups by reinsurance
recoverable and the top five groups by amount of structured settlements provided, see ‘‘Item 7—
Management’s Discussion and Analysis of Financial Condition and Results of Operations—Reinsurance
Recoverables.’’
The availability and cost of reinsurance are subject to prevailing market conditions, both in terms
of price and available capacity. The availability of reinsurance capacity can be impacted by general
economic conditions and conditions in the reinsurance market, such as the occurrence of significant
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reinsured events. The availability and cost of reinsurance could affect our business volume and
profitability.
Because of the risks set forth above, we may not be able to collect all amounts due to us from
reinsurers, and reinsurance coverage may not be available to us in the future at commercially
reasonable rates or at all, and/or life insurance companies may fail to make required annuity payments,
and thus our results of operations could be materially and adversely affected.
We are exposed to credit risk in certain of our business operations.
In addition to exposure to
credit risk related to our investment portfolio and reinsurance recoverables (discussed above), we are
exposed to credit risk in several other areas of our business operations, including credit risk relating to
policyholders, independent agents and brokers.
We are exposed to credit risk in our surety insurance operations, where we guarantee to a third
party that our customer will satisfy certain performance obligations (e.g., a construction contract) or
certain financial obligations. If a customer of ours defaults, we may suffer losses and not be reimbursed
by that customer. In addition, it is customary practice in the surety business for multiple insurers to
participate as co-sureties on large surety bonds. Under these arrangements, the co-surety obligations
are typically joint and several, in which case we are also exposed to credit risk with respect to our
co-sureties.
In addition, a portion of our business is written with large deductible insurance policies. Under
workers’ compensation insurance contracts with deductible features, we are obligated to pay the
claimant the full amount of the claim. We are subsequently reimbursed by the contractholder for the
deductible amount, and, as a result, we are exposed to credit risk to the policyholder. Moreover,
certain policyholders purchase retrospectively rated workers’ compensation policies (i.e., policies in
which premiums are adjusted after the policy period based on the actual loss experience of the
policyholder during the policy period). Retrospectively rated policies expose us to additional credit risk
to the extent that the adjusted premium is greater than the original premium.
Our efforts to mitigate the credit risk that we have to our insureds may not be successful. To
reduce such credit risk, we require certain insureds to post collateral for some or all of these
obligations, often in the form of pledged securities such as money market funds or letters of credit
provided by banks. In cases where we receive pledged securities and the insureds are unable to honor
their obligations, we may be exposed to credit risk on the securities pledged and/or the risk that our
access to that collateral may be stayed during an insured’s bankruptcy. In cases where we receive letters
of credit from banks and the insureds are unable to honor their obligations, we are exposed to the
credit risk of the banks that issued the letters of credit.
In accordance with industry practice, when policyholders purchase insurance policies from us
through independent agents and brokers, the premiums relating to those policies are often paid to the
agents and brokers for payment to us. In most jurisdictions, the premiums will be deemed to have been
paid to us whether or not they are actually received by us. Consequently, we assume a degree of credit
risk associated with amounts due from independent agents and brokers.
To a large degree, the credit risk we face is a function of the economy; accordingly, we face a
greater risk in an economic downturn. While we attempt to manage the risks discussed above through
underwriting and investment guidelines, collateral requirements and other oversight mechanisms, our
efforts may not be successful. For example, collateral obtained may subsequently have little or no value.
As a result, our exposure to the above credit risks could materially and adversely affect our results of
operations.
Within the United States, our businesses are heavily regulated by the states in which we conduct
business, including licensing and supervision, and changes in regulation may reduce our profitability
and limit our growth. These regulatory systems are generally designed to protect the interests of
63
policyholders, and not necessarily the interests of insurers, their shareholders and other investors. For
example, to protect policyholders whose insurance company becomes financially insolvent, guaranty
funds have been established in all 50 states to pay the covered claims of policyholders in the event of
an insolvency of an insurer, subject to applicable state limits. The funding of guaranty funds is provided
through assessments levied against remaining insurers in the marketplace. As a result, the insolvency of
one or more insurance companies could result in additional assessments levied against us.
These regulatory systems also address authorization for lines of business, policyholders’ surplus
requirements, limitations on the types and amounts of certain investments, underwriting limitations,
transactions with affiliates, dividend limitations, changes in control, premium rates and a variety of
other financial and non-financial components of an insurer’s business.
In recent years, the state insurance regulatory framework has come under increased scrutiny, and
some state legislatures have considered or enacted laws that may alter or increase state authority to
regulate insurance companies and insurance holding companies. Further, the NAIC and state insurance
regulators continually re-examine existing laws and regulations, specifically focusing on modifications to
holding company regulations, interpretations of existing laws and the development of new laws and
regulations. The NAIC recently amended the Insurance Holding Company Model Regulation requiring
insurers who are part of a holding company system to complete an enterprise risk report to provide a
summary of the holding company’s enterprise risk management (ERM) framework. It is possible that
our states of domicile will require changes in our ERM process or take other regulatory actions that
could limit our ability to write additional business or require that we hold additional capital. See
‘‘Enterprise Risk Management’’ herein for further discussion of the Company’s ERM.
In a time of financial uncertainty or a prolonged economic downturn or otherwise, regulators may
choose to adopt more restrictive insurance laws and regulations. For example, insurance regulators may
choose to restrict the ability of insurance subsidiaries to make payments to their parent companies or
reject rate increases due to the economic environment. The state insurance regulators may also
increase the statutory capital requirements for our insurance subsidiaries. In addition, state tax laws
that specifically impact the insurance industry, such as premium taxes or other taxes, may be enacted or
changed by states to raise revenues.
State laws or regulations that are adopted or amended may be more restrictive than current laws
or regulations and may result in lower revenues and/or higher costs of compliance and thus could
materially and adversely affect our results of operations and limit our growth.
Changes in federal regulation could impose significant burdens on us and otherwise adversely
impact our results. While the U.S. federal government has not historically regulated the insurance
business, in 2010 the Dodd-Frank Wall Street Reform and Consumer Protection Act (the Dodd-Frank
Act) established a Federal Insurance Office (the FIO) within the U.S. Department of the Treasury. The
FIO has limited regulatory authority and is empowered to gather data and information regarding the
insurance industry and insurers. In December 2013, the FIO released a report recommending ways to
modernize and improve the system of insurance regulation in the United States. While the report did
not recommend full federal regulation of insurance, it did suggest an expanded federal role in some
circumstances. In addition, the report suggested that Congress should consider direct federal
involvement to fill regulatory gaps identified in the report, should those gaps persist, for example, by
considering either establishing a federal coordinating body or a direct regulator of select aspects of the
industry, such as large complex institutions or institutions that seek a federal charter, if a law is passed
to allow a federal charter. It is not clear as to the extent, if any, the report will lead to regulatory
changes or how any such changes would impact the Company.
The Dodd-Frank Act also gives the Federal Reserve supervisory authority over a number of
nonbank financial services holding companies, including insurance companies, if they are designated by
a two-thirds vote of a Financial Stability Oversight Council (the FSOC) as ‘‘systemically important
64
financial institutions’’ (SIFI). The FSOC, chaired by the Secretary of the Treasury, is a group of federal
financial regulators, a state insurance regulator and an independent insurance expert. The FSOC
finalized its first set of SIFI designations in July and September 2013 and, based upon the FSOC’s
rules and interpretive guidance, the Company was not included in the designated companies.
Nonetheless, it is possible that the Council may change its rules or interpretations in the future and
conclude that we are a SIFI. If we were designated as a SIFI, the Federal Reserve’s supervisory
authority could include the ability to impose heightened financial regulation and could impact
requirements regarding our capital, liquidity and leverage as well as our business and investment
conduct. As a result of the foregoing, the Dodd-Frank Act, or other additional federal regulation that is
adopted in the future, could impose significant burdens on us, including impacting the ways in which
we conduct our business, increasing compliance costs and duplicating state regulation, and could result
in a competitive disadvantage, particularly relative to other insurers that may not be subject to the
same level of regulation. Changes in the U.S. regulatory framework could impact the overall
competitive environment by imposing additional burdens on us and allowing other competitors not
subject to these same burdens to enter or expand their insurance businesses.
Even if we are not subject to additional regulation by the federal government, significant financial
sector regulatory reform, including the Dodd-Frank Act, could have a significant impact on us. For
example, regulatory reform could have an unexpected impact on our rights as a creditor or on our
competitive position. In particular, the Dodd-Frank Act authorizes assessments to pay for the resolution
of systemically important financial institutions that have become insolvent. We (as a financial company
with more than $50 billion in assets) could be assessed, and, although any such assessment is required
to be risk weighted (i.e., riskier firms pay more), such costs could be material to us and are not
currently estimable.
Other potential changes in U.S. federal legislation, regulation and/or administrative policies,
including the potential repeal of the McCarran-Ferguson Act (which exempts insurance from most
federal regulation) and potential changes in federal taxation, could also significantly harm the insurance
industry, including us.
A downgrade in our claims-paying and financial strength ratings could adversely impact our
business volumes, adversely impact our ability to access the capital markets and increase our
borrowing costs. Claims-paying and financial strength ratings are important to an insurer’s competitive
position. Rating agencies periodically review insurers’ ratings and change their ratings criteria;
therefore, our current ratings may not be maintained in the future. A downgrade in one or more of our
ratings could negatively impact our business volumes because demand for certain of our products may
be reduced, particularly because many customers may require that we maintain minimum ratings to
enter into or renew business with us. Additionally, we may find it more difficult to access the capital
markets and we may incur higher borrowing costs. If significant losses, including, but not limited to,
those resulting from one or more major catastrophes, or significant reserve additions or significant
investment losses were to cause our capital position to deteriorate significantly, or if one or more rating
agencies substantially increase their capital requirements, we may need to raise equity capital in the
future (which we may not be able to do at a reasonable cost or at all, especially at a time of financial
market disruption) in order to maintain our ratings or limit the extent of a downgrade. A continued
trend of more frequent and severe weather-related catastrophes or a prolonged financial market
disruption or economic downturn may lead rating agencies to substantially increase their capital
requirements. See also ‘‘During or following a period of financial market disruption or economic
downturn, our business could be materially and adversely affected.’’ For further discussion about our
ratings, see, ‘‘Item 1—Business—Ratings.’’
The inability of our insurance subsidiaries to pay dividends to our holding company in sufficient
amounts would harm our ability to meet our obligations, pay future shareholder dividends or make
future share repurchases. Our holding company relies on dividends from our U.S. insurance
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subsidiaries to meet our obligations for payment of interest and principal on outstanding debt, to pay
dividends to shareholders, to make contributions to our qualified domestic pension plan, to pay other
corporate expenses and to make share repurchases. The ability of our insurance subsidiaries to pay
dividends to our holding company in the future will depend on their statutory surplus, earnings and
regulatory restrictions.
We are subject to state insurance regulation as an insurance holding company system. Our U.S.
insurance subsidiaries are subject to various regulatory restrictions that limit the maximum amount of
dividends available to be paid to their parent without prior approval of insurance regulatory authorities.
In a time of prolonged economic downturn or otherwise, insurance regulators may choose to further
restrict the ability of insurance subsidiaries to make payments to their parent companies. The ability of
our insurance subsidiaries to pay dividends to our holding company is also restricted by regulations that
set standards of solvency that must be met and maintained.
The inability of our insurance subsidiaries to pay dividends to our holding company in an amount
sufficient to meet our debt service obligations and other cash requirements could harm our ability to
meet our obligations, to pay future shareholder dividends and to make share repurchases.
Disruptions to our relationships with our independent agents and brokers could adversely affect
us. We market our insurance products primarily through independent agents and brokers. An
important part of our business is written through less than a dozen such intermediaries. Further, there
has been a trend of increased consolidation by agents and brokers, which could impact our
relationships with, and fees paid to, some agents and brokers, and/or otherwise negatively impact the
pricing or distribution of our products. Loss of all or a substantial portion of the business provided
through such agents and brokers could materially and adversely affect our future business volume and
results of operations.
We may also seek to develop new products or distribution channels, including our current efforts
to establish a direct-to-consumer platform in the Personal Insurance segment and our new
Quantum 2.0 auto product. In addition, agents and brokers may create alternate distribution channels
for commercial business, such as insurance exchanges, that may adversely impact product differentiation
and pricing. Access to greater levels of data and increased utilization of technology by agents and
brokers may also impact our relationship with them and our competitive position. Our efforts or their
efforts with respect to new products or alternate distribution channels, as well as changes in the way
agents and brokers utilize data and technology, could adversely impact our business relationship with
independent agents and brokers who currently market our products, resulting in a lower volume of
business generated from these sources.
We rely on internet applications for the marketing and sale of certain of our products, and we may
increasingly rely on internet applications and toll-free numbers for distribution. In some instances, our
agents and brokers are required to access separate business platforms to execute the sale of our
personal insurance or commercial insurance products. Should internet disruptions occur, or frustration
with our business platforms or distribution initiatives develop among our independent agents and
brokers, any resulting loss of business could materially and adversely affect our future business volume
and results of operations. See ‘‘If we experience difficulties with technology, data security and/or
outsourcing relationships, our ability to conduct our business could be negatively impacted’’ below.
Customers in the past have brought claims against us for the actions of our agents. Even with
proper controls in place, actual or alleged errors or inaccuracies by our agents could result in our
involvement in disputes, litigation or regulatory actions related to actions taken or not taken by our
agents.
Our efforts to develop new products or expand in targeted markets may not be successful and
may create enhanced risks. A number of our recent and planned business initiatives involve
66
developing new products or expanding existing products in targeted markets. This includes the
following efforts, from time to time, to protect or grow market share:
(cid:127) We may develop products that insure risks we have not previously insured, contain new coverage
or coverage terms or contain different commission terms. For example, in response to the
competitive environment in personal auto insurance, we have started to roll-out a new product
called Quantum Auto 2.0 that is intended to be more competitively-priced. See ‘‘Item 1—
Business—Personal Insurance—Competition.’’
(cid:127) We may refine our underwriting processes. For example, in certain of our businesses in recent
years, we have substantially increased the volume of business that flows through our automated
underwriting and pricing systems.
(cid:127) We may seek to expand distribution channels, such as our efforts to develop a
direct-to-consumer platform in Personal Insurance.
(cid:127) We may focus on geographic markets within or outside of the United States where we have had
relatively little or no market share.
We may not be successful in introducing new products or expanding in targeted markets and, even
if we are successful, these efforts may create enhanced risks. Among other risks:
(cid:127) Demand for new products or in new markets may not meet our expectations.
(cid:127) To the extent we are able to market new products or expand in new markets, our risk exposures
may change, and the data and models we use to manage such exposures may not be as
sophisticated or effective as those we use in existing markets or with existing products. This, in
turn, could lead to losses in excess of our expectations.
(cid:127) Models underlying automated underwriting and pricing decisions may not be effective.
(cid:127) Efforts to develop new products or markets have the potential to create or increase distribution
channel conflict, such as described above under ‘‘—Disruptions to our relationships with our
independent agents and brokers could adversely affect us.’’
(cid:127) In connection with the conversion of existing policyholders to a new product, some
policyholders’ pricing may increase, while the pricing for other policyholders may decrease, the
net impact of which could negatively impact retention and margins.
(cid:127) To develop new products or markets, we may need to make substantial capital and operating
expenditures, which may also negatively impact results in the near term.
If our efforts to develop new products or expand in targeted markets are not successful, our results
of operations could be materially and adversely affected.
We may be adversely affected if our pricing and capital models provide materially different
indications than actual results. The profitability of our property and casualty business substantially
depends on the extent to which our actual claims experience is consistent with the assumptions we use
in pricing our policies. We utilize third-party and proprietary models to help us price business in a
manner that is intended to be consistent, over time, with actual results and return objectives. We
incorporate the Company’s historical loss experience, external industry data and economic indices into
our modeling processes, and we use various methods, including predictive modeling, forecasting and
sophisticated simulation modeling techniques, to analyze loss trends and the risks associated with our
assets and liabilities. We also use these modeling processes, analyses and methods in making
underwriting, pricing and reinsurance decisions as part of managing our exposure to catastrophes and
other extreme adverse events. These modeling processes incorporate numerous assumptions and
forecasts about the future level and variability of: interest rates, inflation, capital requirements, and
67
frequency and severity of losses, among others, that are difficult to make and may differ materially
from actual results.
Whether we use a proprietary or third-party model, future experience may be materially different
from past and current experience incorporated in a model’s forecasts or simulations. This includes the
likelihood of events occurring or continuing or the correlation among events. Third party models may
provide substantially different indications than what our proprietary modeling processes provide. As a
result, third-party model estimates of losses can be, and often have been, materially different for similar
events in comparison to our proprietary estimates. The differences between third-party model estimates
and our proprietary estimates are driven by the use of different data sets as well as different
assumptions and forecasts regarding the frequency and severity of events and claims arising from the
events.
If we fail to appropriately price the risks we insure, or fail to change our pricing model to
appropriately reflect our current experience, or if our claims experience is more frequent or severe than
our underlying risk assumptions, our profit margins may be negatively affected. If we underestimate the
frequency and/or severity of extreme adverse events occurring, our financial condition may be adversely
affected. If we overestimate the risks we are exposed to, we may overprice our products, and new
business growth and retention of our existing business may be adversely affected. As we expand into
different markets and geographies, we will write more policies in markets and geographical areas where
we have less data specific to these new markets and geographies, and, accordingly, we may be more
susceptible to error in our models and strategy. See ‘‘Item 7—Management’s Discussion and Analysis
of Financial Condition and Results of Operations—Catastrophe Modeling.’’
Our business success and profitability depend, in part, on effective information technology systems
and on continuing to develop and implement improvements in technology. We depend in large part
on our technology systems for conducting business and processing claims, as well as for providing the
data and analytics we utilize to manage our business, and thus our business success is dependent on
maintaining the effectiveness of existing technology systems and on continuing to develop and enhance
technology systems that support our business processes and strategic initiatives in a cost and resource
efficient manner. Some system development projects are long-term in nature, may negatively impact
our expense ratios as we invest in the projects and may cost more than we expect to complete. In
addition, system development projects may not deliver the benefits we expect once they are complete,
or may be replaced or become obsolete more quickly than expected, which could result in accelerated
recognition of expenses. If we do not effectively and efficiently manage and upgrade our technology
portfolio, including with respect to the technology portfolio of our recently acquired businesses, or if
the costs of doing so are higher than we expect, our ability to provide competitive services to new and
existing customers in a cost effective manner and our ability to implement our strategic initiatives could
be adversely impacted.
If we experience difficulties with technology, data security and/or outsourcing relationships, our
ability to conduct our business could be negatively impacted. While technology can streamline many
business processes and ultimately reduce the cost of operations, technology initiatives present significant
risks. Our business is highly dependent upon our employees’ ability to perform, in an efficient and
uninterrupted fashion, necessary business functions. A shut-down of, or inability to access, one or more
of our facilities (including our primary data processing facility); a power outage; or a failure of one or
more of our information technology, telecommunications or other systems could significantly impair our
ability to perform such functions on a timely basis, particularly if such an interruption lasts for an
extended period of time. In the event of a disaster such as a natural catastrophe, terrorist attack or
industrial accident, or due to a computer virus, our systems could be inaccessible for an extended
period of time. In addition, because our information technology and telecommunications systems
increasingly interface with and depend on third-party systems, we could experience service denials or
failures of controls if demand for our service exceeds capacity or a third-party system fails or
68
experiences an interruption. Business interruptions and failures of controls could also result if our
internal systems do not interface with each other as intended, including as it relates to recently
acquired businesses. If our business continuity plans did not sufficiently address such a business
interruption, system failure or service denial, this could result in a deterioration of our ability to write
and process new and renewal business, provide customer service, pay claims in a timely manner or
perform other necessary business functions.
Our operations rely on the reliable and secure processing, storage and transmission of confidential
and other information in our computer systems and networks. Computer viruses, hackers, employee
misconduct and other external hazards could expose our data systems to security breaches, cyber-
attacks or other disruptions. In addition, we routinely transmit and receive personal, confidential and
proprietary information by e-mail and other electronic means. While we attempt to develop secure
transmission capabilities with third-party vendors and others with whom we do business, we may be
unable to put in place secure capabilities with all of such vendors and third parties and, in addition,
these third parties may not have appropriate controls in place to protect the confidentiality of the
information.
Like other global companies, our computer systems are regularly subject to and will continue to be
the target of computer viruses or other malicious codes, unauthorized access, cyber-attacks or other
computer-related penetrations. While we have experienced threats to our data and systems, to date, we
are not aware that we have experienced a material breach of cyber security. Over time, the
sophistication of these threats continues to increase, however, and our administrative and technical
controls as well as other preventative actions we take to reduce the risk of cyber incidents and protect
our information may be insufficient to detect or prevent unauthorized access, other physical and
electronic break-ins, cyber-attacks or other security breaches to our computer systems or those of third
parties with whom we do business. In addition, new technology that could result in greater operational
efficiency may further expose our computer systems to the risk of cyber-attacks.
We have increasingly outsourced certain technology and business process functions to third parties
and may continue to do so in the future. If we do not effectively develop, implement and monitor our
outsourcing relationships, third party providers do not perform as anticipated or we experience
technological or other problems with a transition, we may not realize expected productivity
improvements or cost efficiencies and may experience operational difficulties, increased costs and a loss
of business. Our outsourcing of certain technology and business process functions to third parties may
expose us to increased risk related to data security or service disruptions, which could result in
monetary and reputational damages. For example, while we do not believe it will materially and
adversely impact our operations or results, we terminated a contract with one of our outsourcing
vendors in the fourth quarter of 2013 because they breached that contract by providing proprietary
Company information to one of our competitors. In addition to risks caused by third party providers,
our ability to receive services from third party providers outside of the United States might be
impacted by cultural differences, political instability, unanticipated regulatory requirements or public
policy inside or outside of the United States.
The increased risks identified above could expose us to data loss, disruption of service, monetary
and reputational damages and significant increases in compliance costs and costs to improve the
security and resiliency of our computer systems. The compromise of personal, confidential or
proprietary information could also subject us to legal liability or regulatory action under data protection
and privacy laws and regulations enacted by the U.S. federal and state governments, the European
Union or other jurisdictions or by various regulatory organizations or exchanges. As a result, our ability
to conduct our business and our results of operations might be materially and adversely affected.
We are subject to a number of risks associated with our business outside the United States. We
conduct business outside the United States primarily in Canada, the United Kingdom and the Republic
69
of Ireland. In addition, we have a joint venture in Brazil and may also explore opportunities in other
countries, including Latin American countries and other emerging markets such as India and China.
In conducting business outside of the United States, we are subject to a number of significant
risks, particularly in emerging economies. These risks include restrictions such as price controls, capital
controls, currency exchange limits, ownership limits and other restrictive or anti-competitive
governmental actions, which could have an adverse effect on our business and our reputation.
Following the completion of our acquisition of Dominion, a larger portion of our premiums from
outside of the United States will be comprised of premiums generated in Canada, a substantial portion
of which will consist of automobile premiums from the province of Ontario, which is a highly-regulated
market. Our business activities outside the United States may also subject us to currency risk and, in
some markets, it may be difficult to effectively hedge that risk. In addition, in some markets, we may
invest as part of a joint venture with a local counterparty. Because our governance rights may be
limited, we may not have control over the ability of the joint venture to make certain decisions and/or
mitigate risks it faces, and significant disagreements with a joint venture counterparty may adversely
impact our investment. Our business activities outside the United States also subject us to additional
domestic and foreign laws and regulations, including the Foreign Corrupt Practices Act and similar laws
in other countries that prohibit the making of improper payments to foreign officials. Although we have
policies and controls in place that are designed to ensure compliance with these laws, if those controls
are ineffective and an employee or intermediary fails to comply with applicable laws and regulations,
we could suffer civil and criminal penalties and our business and our reputation could be adversely
affected. Some countries, particularly emerging economies, have laws and regulations that lack clarity
and, even with local expertise and effective controls, it can be difficult to determine the exact
requirements of, and potential liability under, the local laws. For example, in some jurisdictions,
including Brazil, parties to a joint venture may, in some circumstances, have liability for some
obligations of the venture, and that liability may extend beyond the capital invested. Failure to comply
with local laws in a particular market may result in substantial liability and could have a significant and
negative effect not only on our business in that market but also on our reputation generally.
In addition, competition for skilled employees in developing markets and other non-U.S. locations
may be intense. If we are not able to hire, integrate, motivate and retain a sufficient number of
employees with the knowledge and background necessary for our global businesses, those businesses
and our results of operations may be adversely affected.
New regulations outside of the U.S., including in the European Union, could adversely impact our
results of operations and limit our growth.
amended in jurisdictions outside the U.S. may be more restrictive than current laws or regulations and
may result in lower revenues and/or higher costs of compliance and thus could materially and adversely
affect our results of operations and limit our growth.
Insurance laws or regulations that are adopted or
In particular, the European Union’s executive body, the European Commission, is implementing
new capital adequacy and risk management regulations called Solvency II that would apply to the
Company’s businesses across the European Union. The implementation date of Solvency II has been
delayed until January 1, 2016, although some aspects, including governance guidelines, own-risk
assessments and regulatory reporting, will be phased in before the full implementation date. Under
Solvency II, it is possible that the U.S. parent of a European Union subsidiary could be subject to
certain Solvency II requirements if the regulator determines that the subsidiary’s capital position is
dependent on the parent company and the U.S. company is not already subject to regulations deemed
‘‘equivalent’’ to Solvency II. In addition, regulators in countries where the Company has operations are
working with the International Association of Insurance Supervisors (IAIS) (and with the NAIC in the
U.S.) to consider changes to insurance company supervision, including group supervision.
70
In July 2013, the IAIS published a methodology for identifying ‘‘global systemically important
insurers’’ (G-SIIs) and high level policy measures that will apply to the G-SIIs. The methodology and
measures were endorsed by the Financial Stability Board (FSB) created by the G-20. Using the IAIS
methodology, the FSB, working with national authorities and the IAIS, identified nine insurers that
they designated as G-SIIs. The IAIS is working on the policy measures which include higher capital
requirements and enhanced supervision. The Company was not named a G-SII by the FSB in the initial
designation. The FSB will update the list annually, and it is possible that the methodologies could be
amended or interpreted differently in the future and the Company could be named as a G-SII.
The IAIS also is in the process of developing the Common Framework for the Supervision of
Internationally Active Insurance Groups (Comframe). The IAIS released a Consultation Draft in
October 2013, which may lead to similar policy measures as those being developed for G-SIIs, including
group supervision and an Insurance Capital Standard (i.e., global group capital requirement). The
Company would be considered an Internationally Active Insurance Group under the current
Consultation Draft. It is possible that Comframe could lead to enhanced supervision and higher capital
standards on a global basis if the IAIS, the NAIC and the individual states adopt the proposed or
similar provisions.
While it is not yet known how or if these actions will impact us, such regulation could result in
increased costs of compliance, increased disclosure and less flexibility in our capital management, and
could adversely impact our results of operations and limit our growth.
Loss of or significant restrictions on the use of particular types of underwriting criteria, such as
credit scoring, in the pricing and underwriting of our products could reduce our future profitability.
Our underwriting profitability depends in large part on our ability to competitively price our products
at a level that will adequately compensate us for the risks assumed. As a result, risk selection and
pricing through the application of actuarially sound and segmented underwriting criteria is critical.
However, laws or regulations, or judicial or administrative findings, could significantly curtail the use of
particular types of underwriting criteria. For example, we may use credit scoring as a factor in pricing
decisions where allowed by state law. Some consumer groups and/or regulators have alleged that the
use of credit scoring violates the law by discriminating against persons belonging to a protected class
and are calling for the prohibition or restrictions on the use of credit scoring in underwriting and
pricing. A variety of other underwriting criteria used in personal and commercial insurance have been
and continue to be criticized by regulators, government agencies, consumer groups or individuals on
similar or other grounds. Resulting regulatory actions or litigation could result in negative publicity
and/or generate adverse rules or findings, such as curtailing the use of important underwriting criteria,
each of which could adversely affect our future profitability.
Acquisitions and integration of acquired businesses may result in operating difficulties and other
unintended consequences. From time to time we may investigate and pursue acquisition opportunities
if we believe that such opportunities are consistent with our long-term objectives and that the potential
rewards of an acquisition justify the risks. For example, in November 2013, we acquired Dominion and
significantly expanded our Canadian operations. The process of integrating an acquired company or
business can be complex and costly, however, and may create unforeseen operating difficulties and
expenditures. For example, acquisitions may present significant risks, including:
(cid:127) the potential disruption of our ongoing business;
(cid:127) the ineffective integration of, or other difficulties with, underwriting, risk management, claims
handling, information technology and actuarial practices;
(cid:127) uncertainties related to an acquiree’s reserve estimates and its design and operation of internal
controls over financial reporting;
(cid:127) the diversion of management time and resources to acquisition integration challenges;
71
(cid:127) the loss of key employees;
(cid:127) unforeseen liabilities;
(cid:127) the cultural challenges associated with integrating employees; and
(cid:127) the impact on our financial position and/or credit ratings.
Acquired businesses may not perform as projected, any cost savings and other synergies anticipated
from the acquisition may not materialize and costs associated with the integration may be greater than
anticipated. Acquired businesses may not be successfully integrated, resulting in substantial costs or
delays and adversely affecting our ability to compete. Accordingly, our results of operations might be
materially and adversely affected.
We could be adversely affected if our controls designed to ensure compliance with guidelines,
policies and legal and regulatory standards are not effective. Our business is highly dependent on our
ability to engage on a daily basis in a large number of insurance underwriting, claim processing and
investment activities, many of which are highly complex. These activities often are subject to internal
guidelines and policies, as well as legal and regulatory standards. A control system, no matter how well
designed and operated, can provide only reasonable assurance that the control system’s objectives will
be met. If our controls are not effective, it could lead to financial loss, unanticipated risk exposure
(including underwriting, credit and investment risk) or damage to our reputation.
In addition, ineffective controls, including with respect to our recently acquired businesses, could
lead to litigation or regulatory action. The volume of claims and amount of damages and penalties
claimed in litigation and regulatory proceedings against various types of financial institutions have
increased in recent years. Substantial legal liability or significant regulatory action against us could have
a material adverse financial impact. See note 16 of notes to our consolidated financial statements for a
discussion of certain legal proceedings in which we are involved.
Our businesses may be adversely affected if we are unable to hire and retain qualified employees.
There is significant competition from within the property and casualty insurance industry and from
businesses outside the industry for qualified employees, especially those in key positions and those
possessing highly specialized underwriting knowledge. Our performance is largely dependent on the
talents, efforts and proper conduct of highly-skilled individuals, including our senior executives, many of
whom have decades of experience in the insurance industry. See ‘‘Item 10—Directors, Executive
Officers and Corporate Governance’’ for more information relating to our executive officers. For many
of our senior positions, we compete for talent not just with insurance or financial service companies,
but with other large companies and other businesses. Our continued ability to compete effectively in
our businesses and to expand into new business areas depends on our ability to attract new employees
and to retain and motivate our existing employees. If we are not able to successfully attract, retain and
motivate our employees, our business, financial results and reputation could be materially and adversely
affected.
Intellectual property is important to our business, and we may be unable to protect and enforce
our own intellectual property or we may be subject to claims for infringing on the intellectual property
of others. Our success depends in part upon our ability to protect our proprietary trademarks,
technology and other intellectual property. See ‘‘Item 1—Other Information—Intellectual Property.’’
We may not, however, be able to protect our intellectual property from unauthorized use and
disclosure by others. For example, the laws of intellectual property may not prevent our competitors
from independently developing trademarks, products and services that are similar to ours. Moreover,
the agreements we execute to protect our intellectual property rights may be breached, and we may not
have adequate remedies in response. Our attempts to patent or register our intellectual property rights
in the U.S. and worldwide may not succeed initially or may later be challenged by third parties.
72
Further, the laws of certain countries outside the United States may not adequately protect our
intellectual property rights. We may incur significant costs in our efforts to protect and enforce our
intellectual property, including the initiation of expensive and protracted litigation, and we may not
prevail. Any inability to enforce our intellectual property rights could have a material adverse effect on
our business and our ability to compete.
We may be subject to claims by third parties from time to time that our products, services and
technologies infringe on their intellectual property rights. In recent years, certain entities have acquired
patents in order to allege claims of infringement against companies, including in some cases us. Any
intellectual property infringement claims brought against us could cause us to spend significant time
and money to defend ourselves, regardless of the merits of the claims. If we are found to infringe on
any third-party intellectual property rights, it could result in reputational harm, payment of significant
monetary damages, payment of license fees (if licenses are even available to us, on reasonable terms or
otherwise) and/or substantial time and expense to redesign our products, services or technologies to
avoid the infringement. In addition, we use third-party software in some of our products, services and
technologies. If any of our software vendors or licensors are faced with infringement claims, we may
lose our ability to use such software until the dispute is resolved. If we cannot successfully redesign an
infringing product, service or technology (or procure a substitute version), this could have a material
adverse effect on our business and our ability to compete.
Changes to existing accounting standards may adversely impact our reported results. As a
U.S.-based SEC registrant, we are currently required to prepare our financial statements in accordance
with U.S. Generally Accepted Accounting Principles (US GAAP), as promulgated by the Financial
Accounting Standards Board (FASB), subject to the accounting-related rules and interpretations of the
Securities and Exchange Commission (SEC). During the last several years, the SEC has been evaluating
whether, when and how International Financial Reporting Standards (IFRS) should be incorporated
into the U.S. financial reporting system, including for companies such as us. The FASB and the
International Accounting Standards Board (IASB) have also embarked on a long-term project to
converge US GAAP and IFRS. In June 2012, the FASB issued a statement that indicated that based on
the nature and totality of differences between the FASB’s and IASB’s views, it is not likely that the two
Boards will achieve convergence on their joint project on the accounting for insurance contracts. The
FASB further noted that the FASB and IASB have very different perspectives on the project. In June
2013, each Board issued for comment exposure drafts on the accounting for insurance contracts that
have significant differences from the other board’s draft as well as from current US GAAP. Both
exposure drafts propose changes that, if ultimately adopted, could significantly impact the accounting by
insurers, including the Company, for premiums and unearned premium reserves, the liability for claims
and claims adjustment expenses, reinsurance, and deferred acquisition costs. The Boards are reviewing
the comments received on the exposure drafts and are expected to begin re-deliberations in the first
quarter of 2014. It is currently unclear what changes, if any, may be made to the accounting for
insurance contracts under US GAAP as a result of this project, and we are not able to predict whether
we will choose to, or be required to, adopt IFRS or how the adoption of IFRS (or the convergence of
US GAAP and IFRS, including the project on the accounting for insurance contracts) may impact our
financial statements in the future. Changes in accounting standards, particularly those that specifically
apply to insurance company operations, may impact the content and presentation of our reported
financial results and could cause increased volatility in reported earnings, resulting in other adverse
impacts on the Company’s ratings and cost of capital, and decrease the understandability of our
financial results as well as the comparability of our reported results with other insurers.
Changes in U.S. tax laws or in the tax laws of other jurisdictions in which we operate could
adversely impact us. Tax laws may change in ways that adversely impact us. For example, federal tax
legislation could be enacted to reduce the existing statutory U.S. federal corporate income tax rate
from 35%, which would, accordingly, reduce any U.S. deferred tax asset. The amount of any net
73
deferred tax asset is volatile and significantly impacted by changes in unrealized investment gains and
losses. The effect of a reduction in a tax rate on net deferred tax assets is required to be recognized, in
full, as a reduction of income from continuing operations in the period when enacted and, along with
other changes in the tax rules that may increase the Company’s actual tax expense, could materially and
adversely affect our results of operations.
Our investment portfolio has benefited from tax exemptions and certain other tax laws, including,
but not limited to, those governing dividends-received deductions and tax credits (such as foreign tax
credits). Federal and/or state tax legislation could be enacted in connection with deficit reduction or
various types of fundamental tax reform that would lessen or eliminate some or all of the tax
advantages currently benefiting us and therefore could materially and adversely impact our results of
operations. In addition, such legislation could adversely affect the value of our investment portfolio,
particularly changes to the taxation of interest from municipal bonds (which comprise 49% of our
investment portfolio as of December 31, 2013) could materially and adversely impact the value of those
bonds.
Other tax law changes could adversely impact us. The size of the federal deficit, as well as the
budget constraints faced by many states and localities, increases the likelihood that Congress and state
and local governments will raise revenue by enacting legislation increasing the taxes paid by individuals
and corporations.
Item 1B. UNRESOLVED STAFF COMMENTS
NONE.
Item 2. PROPERTIES
The Company leases its principal executive offices in New York, New York, as well as 201 field
and claim offices totaling approximately 4.7 million square feet throughout the United States under
leases or subleases with third parties. The Company also leases offices in Canada, the United Kingdom,
India, China and the Republic of Ireland that house operations (primarily for the Financial,
Professional & International Insurance segment) in those locations. The Company owns six buildings in
Hartford, Connecticut, consisting of approximately 1.8 million square feet of office space. The
Company also owns two office buildings in St. Paul, Minnesota, which are adjacent to one another and
consist of approximately 1.1 million square feet of office space. The Company also owns a building
located in Norcross, Georgia, and land outside of Omaha, Nebraska where an additional building is
under construction. The Company owns a building in London, England, which houses a portion of its
Financial, Professional & International Insurance segment’s operations in the United Kingdom.
The Company, through its subsidiaries, owns an investment portfolio of income-producing
properties and real estate funds. Included in this portfolio are four office buildings in which the
Company holds a 50% ownership interest located in New York, New York, which collectively accounted
for approximately 12% of the carrying value of the property portfolio at December 31, 2013.
In the opinion of the Company’s management, the Company’s properties are adequate and suitable
for its business as presently conducted and are adequately maintained.
Item 3. LEGAL PROCEEDINGS
The information required with respect to this item can be found under ‘‘Contingencies’’ in note 16
of notes to the Company’s consolidated financial statements in this annual report and is incorporated
by reference into this Item 3.
74
Item 4. MINE SAFETY DISCLOSURES
NONE.
EXECUTIVE OFFICERS OF THE REGISTRANT
Information about the Company’s executive officers is incorporated by reference from Part III,
Item 10 of this annual report.
PART II
Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
The Company’s common stock is traded on the New York Stock Exchange under the symbol
‘‘TRV.’’ The number of holders of record, including individual owners, of the Company’s common stock
was 53,194 as of February 7, 2014. This is not the actual number of beneficial owners of the Company’s
common stock, as shares are held in ‘‘street name’’ by brokers and others on behalf of individual
owners. The following table sets forth the high and low closing sales prices of the Company’s common
stock for each quarter during the last two fiscal years and the amount of cash dividends declared per
share.
2013
First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2012
First Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Second Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Third Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fourth Quarter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
High
Low
Cash
Dividend
Declared
$84.19
87.90
86.90
90.99
$61.59
64.77
68.61
74.33
$72.86
77.85
79.42
82.35
$56.87
57.75
60.89
68.07
$0.46
0.50
0.50
0.50
$0.41
0.46
0.46
0.46
The Company paid cash dividends per share of $1.96 in 2013 and $1.79 in 2012. Future dividend
decisions will be based on, and affected by, a number of factors, including the operating results and
financial requirements of the Company and the impact of dividend restrictions. For information on
dividends, as well as restrictions on the ability of certain of the Company’s subsidiaries to transfer funds
to the Company in the form of cash dividends or otherwise, see ‘‘Item 7—Management’s Discussion
and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.’’
Dividends will be paid by the Company only if declared by its board of directors out of funds legally
available, and subject to any other restrictions that may be applicable to the Company.
75
SHAREHOLDER RETURN PERFORMANCE GRAPH
The following graph shows a five-year comparison of the cumulative total return to shareholders
for the Company’s common stock and the common stock of companies included in the S&P 500 Index
and the S&P 500 Property & Casualty Insurance Index, which the Company believes is the most
appropriate comparative index.
COMPARISON OF CUMULATIVE FIVE YEAR TOTAL RETURN TO SHAREHOLDERS(1)
126.46
113.36
100.00
112.35
145.51
130.09
122.38
148.59
142.14
122.08
228.71
228.19
202.78
177.28
172.37
146.63
$250
$200
$150
$100
$50
$0
2008
2009
2010
2011
2012
2013
The Travelers Companies, Inc. (2)
S&P 500 Index
S&P 500 Property & Casualty Insurance (3)
6FEB201419574093
(1) The cumulative return to shareholders is a concept used to compare the performance of a
company’s stock over time and is the ratio of the net stock price change plus the cumulative
amount of dividends over the specified time period (assuming dividend reinvestment), to the stock
price at the beginning of the time period.
(2) Assumes $100 invested in common shares of The Travelers Companies, Inc. on December 31,
2008.
(3) Companies in the S&P 500 Property-Casualty Index as of December 31, 2013 were the following:
The Travelers Companies, Inc., The Chubb Corporation, Cincinnati Financial Corporation,
Progressive Corporation, Allstate Corporation, XL Group, plc., and ACE Ltd.
Returns of each of the companies included in this index have been weighted according to their
respective market capitalizations.
76
ISSUER PURCHASES OF EQUITY SECURITIES
The table below sets forth information regarding repurchases by the Company of its common stock
during the periods indicated.
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)
Oct. 1, 2013
Nov. 1, 2013
Dec. 1, 2013
Oct. 31, 2013 . . . . . . . . . .
Nov. 30, 2013 . . . . . . . . .
Dec. 31, 2013 . . . . . . . . . .
1,529,140
5,129,458
4,701,332
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .
11,359,930
$86.98
88.40
88.13
88.09
1,528,341
5,127,287
4,695,930
11,351,558
$5,626
5,173
4,759
4,759
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. In October 2013, the board of directors
approved a share repurchase authorization that added an additional $5.0 billion of repurchase capacity.
The Company acquired 8,372 shares during the three months ended December 31, 2013 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.
Information relating to compensation plans under which the Company’s equity securities are
authorized for issuance is set forth in Part III—Item 12 of this Report.
77
Item 6. SELECTED FINANCIAL DATA
At and for the year ended December 31,
2013
2012
2011
2010
2009
Total revenues . . . . . . . . . . . . . . . . . . . . . . . .
$ 26,191
(in millions, except per share amounts)
$ 25,112
$ 25,446
$ 25,740
$ 24,680
Net income . . . . . . . . . . . . . . . . . . . . . . . . . .
$
3,673
$
2,473
$
1,426
$
3,216
$
3,622
Total investments . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . .
Claims and claim adjustment expense reserves .
Total long-term debt . . . . . . . . . . . . . . . . . . . .
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . .
Total shareholders’ equity . . . . . . . . . . . . . . . .
$ 73,160
103,812
50,895
6,246
79,016
24,796
$ 73,838
104,938
50,922
5,750
79,533
25,405
$ 72,701
104,575
51,392
6,255
80,098
24,477
$ 72,722
105,631
51,581
6,502
80,156
25,475
$ 74,965
110,013
53,580
6,154
82,598
27,415
Net income per share:
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Year-end common shares outstanding . . . . . . .
Per common share amounts:
Cash dividends . . . . . . . . . . . . . . . . . . . . . . . .
Book value . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
$
$
9.84
9.74
353.5
1.96
70.15
$
$
$
$
6.35
6.30
377.4
1.79
67.31
$
$
$
$
3.40
3.36
392.8
1.59
62.32
$
$
$
$
6.69
6.62
434.6
1.41
58.47
$
$
$
$
6.38
6.33
520.3
1.23
52.54
78
Item 7. 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.
On November 1, 2013, the Company acquired all of the issued and outstanding shares of
Dominion for an aggregate purchase price of approximately $1.034 billion. The results of operations of
the acquired business are reported in the Company’s Financial, Professional & International Insurance
segment from the closing date.
FINANCIAL HIGHLIGHTS
2013 Consolidated Results of Operations
(cid:127) Net income of $3.67 billion, or $9.84 per share basic and $9.74 per share diluted
(cid:127) Net earned premiums of $22.64 billion
(cid:127) Catastrophe losses of $591 million ($387 million after-tax)
(cid:127) Net favorable prior year reserve development of $840 million ($552 million after-tax)
(cid:127) GAAP combined ratio of 89.8%
(cid:127) Net investment income of $2.72 billion ($2.19 billion after-tax)
(cid:127) Benefit of $91 million ($59 million after-tax) from settlement of legal matter
(cid:127) Benefit of $63 million from resolution of prior year tax matters
(cid:127) Operating cash flows of $3.82 billion
(cid:127) Net realized investment gains of $166 million ($106 million after-tax)
2013 Consolidated Financial Condition
(cid:127) Total investments of $73.16 billion; fixed maturities and short-term securities comprise 93% of
total investments
(cid:127) Total assets of $103.81 billion
(cid:127) Total debt of $6.35 billion, resulting in a debt-to-total capital ratio of 20.4% (21.3% excluding
net unrealized investment gains, net of tax)
(cid:127) Repurchased 28.4 million common shares for a total cost of $2.40 billion under share repurchase
authorization
(cid:127) Share repurchase authorization increased by $5.0 billion in 2013
(cid:127) Shareholders’ equity of $24.80 billion
(cid:127) Book value per common share of $70.15
(cid:127) Holding company liquidity of $1.59 billion
79
CONSOLIDATED OVERVIEW
Consolidated Results of Operations
(for the year ended December 31, in millions except per share amounts)
2013
2012
2011
Revenues
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$22,637
2,716
395
166
277
$22,357
2,889
323
51
120
$22,090
2,879
296
55
126
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26,191
25,740
25,446
Claims and expenses
Claims and claim adjustment expenses . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of deferred acquisition costs . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total claims and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13,307
3,821
3,757
361
21,246
4,945
1,272
14,676
3,910
3,610
378
22,574
3,166
693
16,276
3,876
3,556
386
24,094
1,352
(74)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,673
$ 2,473
$ 1,426
Net income per share
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
9.84
9.74
$
$
6.35
6.30
$
$
3.40
3.36
GAAP combined ratio
Loss and loss adjustment expense ratio . . . . . . . . . . . . . . . . . . . . . . .
Underwriting expense ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
GAAP combined ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
57.9%
31.9
89.8%
64.9% 72.9%
32.2
32.2
97.1% 105.1%
Incremental impact of direct to consumer initiative on GAAP
combined ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.5%
0.8%
0.9%
The following discussions of the Company’s net income and segment operating income (loss) 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 earnings per common
share are presented on a diluted basis.
Overview
Diluted net income per share of $9.74 in 2013 increased by 55% over diluted net income per share
of $6.30 in 2012. Net income of $3.67 billion in 2013 increased by 49% over net income of $2.47 billion
in 2012. 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 primarily reflected the pretax impacts of
(i) lower catastrophe losses, (ii) higher underwriting margins excluding catastrophe losses and prior year
reserve development (‘‘underlying underwriting margins’’), (iii) an increase in net realized investment
gains and (iv) a gain from the settlement of a legal proceeding, partially offset by (v) lower net
investment income and (vi) lower net favorable prior year reserve development. The improvement in
underlying underwriting margins primarily resulted from the impact of earned pricing that exceeded
loss cost trends in each of the Company’s business segments. Partially offsetting this net pretax increase
80
in income was the related tax expense. Additionally, net income in 2013 benefited from a reduction in
income tax expense resulting from the resolution of prior year tax matters. The effective tax rate in
2013 was higher than in 2012. This resulted from interest on municipal bonds, which is effectively taxed
at a rate that is lower than the corporate tax rate of 35%, comprising a lower percentage of pretax
income, partially offset by the resolution of prior year tax matters discussed above. Catastrophe losses
in 2013 were $591 million, compared with $1.86 billion in 2012. Net favorable prior year reserve
development in 2013 was $840 million, compared with $940 million in 2012.
Diluted net income per share of $6.30 in 2012 increased by 88% over diluted net income per share
of $3.36 in 2011. Net income of $2.47 billion in 2012 increased by 73% over net income of $1.43 billion
in 2011. 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 primarily reflected the pretax impact of
(i) higher underlying underwriting margins, (ii) a decline in catastrophe losses and (iii) higher net
favorable prior year reserve development. The improvement in underlying underwriting margins
primarily resulted from lower non-catastrophe weather-related losses in the Business Insurance and
Personal Insurance segments and the impact of earned pricing that exceeded loss cost trends in the
Business Insurance and Financial, Professional & International Insurance segments. Partially offsetting
this pretax increase was the related tax expense. Additionally, net income in 2011 benefited from a
reduction in income tax expense resulting from the resolution of various prior year tax matters. The
effective tax rate in 2012 was higher than in 2011. This resulted from interest on municipal bonds,
which is effectively taxed at a rate that is lower than the corporate tax rate of 35%, comprising a lower
percentage of pretax income, and the resolution of prior year tax matters in 2011 discussed above.
Catastrophe losses in 2012 were $1.86 billion, compared with $2.56 billion in 2011. Net favorable prior
year reserve development in 2012 was $940 million, compared with $715 million in 2011.
Revenues
Earned Premiums
Earned premiums in 2013 were $22.64 billion, $280 million or 1% higher than in 2012. In the
Business Insurance segment, earned premiums in 2013 increased by 3% over 2012. In the Financial,
Professional & International Insurance segment, earned premiums in 2013 increased by 6% over 2012.
In the Personal Insurance segment, earned premiums in 2013 decreased by 4% from 2012.
Earned premiums in 2012 were $22.36 billion, $267 million or 1% higher than in 2011. In the
Business Insurance segment, earned premiums in 2012 increased by 3% over 2011. In the Financial,
Professional & International Insurance segment, earned premiums in 2012 decreased by 4% from 2011.
In the Personal Insurance segment, earned premiums in 2012 increased by less than 1% over 2011.
Factors contributing to the changes in earned premiums in each segment in 2013 and 2012
compared with the respective prior year are discussed in more detail in the segment discussions that
follow.
81
Net Investment Income
The following table sets forth information regarding the Company’s investments.
(for the year ended December 31, in millions)
2013
2012
2011
Average investments(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Pretax net investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
After-tax net investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average pretax yield(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Average after-tax yield(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$70,697
2,716
2,186
$69,863
2,889
2,316
$70,471
2,879
2,330
3.8%
3.1%
4.1%
3.3%
4.1%
3.3%
(1) Excludes net unrealized investment gains and losses, net of tax, and reflects cash, receivables for
investment sales, payables on investment purchases and accrued investment income.
(2) Excludes net realized and unrealized investment gains and losses.
Net investment income in 2013 was $2.72 billion, $173 million or 6% lower than in 2012. Net
investment income from fixed maturity investments in 2013 was $2.31 billion in 2013, a decrease of
$129 million from 2012, primarily resulting from lower long-term reinvestment yields available in the
market. Net investment income from non-fixed maturity investments was $432 million in 2013, a
decrease of $44 million from 2012, primarily reflecting lower results from the Company’s real estate
partnership investments.
Net investment income in 2012 was $2.89 billion, $10 million or less than 1% higher than in 2011.
Net investment income from fixed maturity investments was $2.44 billion in 2012, a decrease of
$104 million from 2011, primarily resulting from lower long-term reinvestment yields available in the
market. Net investment income generated by non-fixed maturity investments was $476 million in 2012,
an increase of $121 million over 2011, primarily driven by improved results from the Company’s real
estate partnerships and hedge fund investments. On an after-tax basis, net investment income in 2012
was $14 million, or less than 1% lower than in 2011, reflecting a higher proportion of taxable net
investment income in 2012 compared with 2011.
Fee Income
The National Accounts market in the Business Insurance segment is the primary source of the
Company’s fee-based business. The $72 million and $27 million increases in fee income in 2013 and
2012, respectively, compared with the respective prior years are described in the Business Insurance
segment discussion that follows.
Net Realized Investment Gains
The following table sets forth information regarding the Company’s net pretax realized investment
gains.
(for the year ended December 31, in millions)
Net Realized Investment Gains
2013
2012
2011
Other-than-temporary impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other net realized investment gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(15)
181
(15)
66
(25)
80
Net realized investment gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$166
$ 51
$ 55
82
Other Net Realized Investment Gains
Other net realized gains in 2013 of $181 million were primarily driven by $115 million of net
realized gains associated with U.S. Treasury futures contracts (which require daily mark-to-market
settlement and are used to shorten the duration of the Company’s fixed maturity investment portfolio).
The remaining $66 million of other net realized investment gains in 2013 were primarily driven by
$41 million of net realized investment gains related to fixed maturity investments, $15 million of net
realized investment gains related to equity securities and $10 million of net realized investment gains
related to other investments.
Other net realized investment gains in 2012 of $66 million were primarily driven by $61 million of
net realized investment gains related to fixed maturity investments, $19 million of net realized
investment gains related to real estate and $8 million of net realized investment gains related to equity
securities. These net realized investment gains were partially offset by $14 million of net realized
investment losses associated with U.S. Treasury futures contracts and $8 million of net realized
investment losses related to other investments.
Other net realized investment gains in 2011 of $80 million were primarily driven by $52 million of
net realized investment gains related to fixed maturity investments, $46 million of net realized
investment gains related to equity securities and $41 million of net realized investment gains related to
other investments, partially offset by net realized investment losses of $62 million associated with U.S.
Treasury futures contracts.
Other Revenues
Other revenues in 2013 included a $91 million gain from the settlement of a legal proceeding,
which is discussed in more detail in note 16 of notes to the consolidated financial statements. Other
revenues in 2013 also included a $20 million gain from the sale of renewal rights related to the
Company’s National Flood Insurance Program business. The remainder of other revenues in all years
presented primarily consisted of installment premium charges.
Claims and Expenses
Claims and Claim Adjustment Expenses
Claims and claim adjustment expenses in 2013 were $13.31 billion, $1.37 billion or 9% lower than
in 2012, primarily reflecting (i) a decline in catastrophe losses and (ii) the impact of lower volumes of
insured exposures (excluding the impact of the acquisition of Dominion), partially offset by (iii) the
impact of loss cost trends, (iv) the impact of the acquisition of Dominion and (v) lower net favorable
prior year reserve development. Catastrophe losses in 2013 and 2012 were $591 million and
$1.86 billion, respectively. Catastrophe losses in 2013 resulted from multiple tornado, wind and hail
storms in several regions of the United States, as well as floods in Alberta, Canada and Storm Xaver in
the United Kingdom that impacted the Financial, Professional & International Insurance segment.
Catastrophe losses in 2012 primarily resulted from Storm Sandy, as well as multiple tornado, wind and
hail storms in several regions of the United States. Net favorable prior year reserve development in
2013 and 2012 was $840 million and $940 million, respectively. Net favorable prior year reserve
development in 2013 was reduced by a $42 million charge that was precipitated by legislation in New
York enacted during the first quarter of 2013 related to the New York Fund for Reopened Cases for
workers’ compensation. Factors contributing to net favorable prior year reserve development in each
segment are discussed in more detail in note 7 of notes to the Company’s consolidated financial
statements.
Claims and claim adjustment expenses in 2012 were $14.68 billion, $1.60 billion or 10% lower than
in 2011. The decrease primarily reflected (i) a decline in catastrophe losses, (ii) lower levels of
83
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 2012 and 2011 were
$1.86 billion and $2.56 billion, respectively. Catastrophe losses in 2011 primarily resulted from
Hurricane Irene and Tropical Storm Lee, multiple tornadoes and hail storms in the Midwest and
Southeast regions of the United States and severe winter storms throughout the United States.
Catastrophe losses in 2011 also included losses from floods in Thailand and an earthquake in Japan
that impacted the Financial, Professional & International Insurance segment. Net favorable prior year
reserve development in 2012 and 2011 was $940 million and $715 million, respectively. Factors
contributing to net favorable prior year reserve development in each segment are discussed in more
detail in note 7 of notes to the Company’s consolidated financial statements.
Significant Catastrophe Losses
The Company defines a ‘‘catastrophe’’ as an event that:
(cid:127) is designated a catastrophe by internationally recognized organizations that track and report on
insured losses from catastrophic events, such as Property Claim Services (PCS) for events in the
United States and Canada; and
(cid:127) the Company’s estimates of its ultimate losses before reinsurance and taxes exceed a
pre-established dollar threshold.
The Company’s threshold for disclosing catastrophes is determined at its reportable segment level,
or at a combination thereof, and ranged from approximately $17 million to $30 million of losses before
reinsurance and taxes.
The following table presents for significant catastrophes the amount of losses recorded in each of
the years ended December 31, 2013, 2012, and 2011, and the amount of related net unfavorable
(favorable) prior year reserve development recognized in subsequent years. 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 year ended December 31, in millions, pretax and net of reinsurance)
2013
2012
2011
2011
PCS Serial Number:
35—Severe winter storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
42—Severe thunderstorms and tornadoes . . . . . . . . . . . . . . . . . . . . . . . . . . .
43—Severe thunderstorms and tornadoes . . . . . . . . . . . . . . . . . . . . . . . . . . .
44—Severe thunderstorms and tornadoes . . . . . . . . . . . . . . . . . . . . . . . . . . .
46—Severe thunderstorms and tornadoes (including Tuscaloosa, AL) . . . . . . .
48—Severe thunderstorms and tornadoes (including Joplin, MO) . . . . . . . . . .
59—Hurricane Irene . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
61—Tropical Storm Lee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ (6) $
(2)
(1)
(9)
2
(14)
(17)
(21)
1
(5)
2
(10)
(76)
(24)
(47)
(7)
$100
130
149
121
648
430
375
119
2012
PCS Serial Number:
67—Severe wind and hail storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
74—Severe wind and hail storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
76—Severe wind and hail storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
83—Severe wind storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
90—Storm Sandy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(2)
(20)
(10)
2
(52)
140
171
148
136
1,024
2013
PCS Serial Number:
93—Severe wind and hail storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15—Severe wind and hail storms . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
114
128
84
Amortization of Deferred Acquisition Costs
Amortization of deferred acquisition costs in 2013 was $3.82 billion, $89 million or 2% lower than
in 2012. Amortization of deferred acquisition costs in 2012 was $3.91 billion, $34 million or 1% higher
than in 2011. 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 2013 were $3.76 billion, $147 million or 4% higher than in
2012. General and administrative expenses in 2012 were $3.61 billion, $54 million or 2% higher than in
2011. General and administrative expenses are discussed in more detail in the segment discussions that
follow.
Interest Expense
Interest expense in 2013, 2012 and 2011 was $361 million, $378 million and $386 million,
respectively. The declines both in 2013 and 2012 compared with the respective prior years primarily
reflected lower average levels of debt outstanding.
Income Tax Expense (Benefit)
Income tax expense in 2013 was $1.27 billion, $579 million or 84% higher than in 2012, primarily
reflecting the impact of a $1.66 billion increase in underwriting margins (including the impacts of
decreases in catastrophe losses and net favorable prior year reserve development), partially offset by
the impact of lower net investment income and a reduction in income tax expense of $63 million
resulting from the resolution of prior year tax matters. Income tax expense in 2012 was $693 million,
compared to an income tax benefit of $74 million in 2011. The increase in income tax expense of
$767 million in 2012 from 2011 primarily reflected the $1.77 billion increase in underwriting margins in
2012 (including the impacts of a decrease in catastrophe losses and an increase in net favorable prior
year reserve development) over 2011 and the $121 million increase in net investment income from
non-fixed maturity investments over 2011, as well as the reduction in income tax expense of
$104 million in 2011 resulting from the resolution of prior year tax matters.
The Company’s effective tax rate was 26%, 22% and (5)% in 2013, 2012 and 2011, respectively.
The effective tax rates in all years 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 rate of (5%) in 2011 also reflected the impact of the significant underwriting loss that
primarily resulted from catastrophe losses. In addition, the effective tax rates for 2013 and 2011 were
reduced by the impact of the resolution of prior year tax matters.
GAAP Combined Ratios
The consolidated GAAP combined ratio of 89.8% in 2013 was 7.3 points lower than the
consolidated GAAP combined ratio of 97.1% in 2012.
The consolidated loss and loss adjustment expense ratio of 57.9% in 2013 was 7.0 points lower
than the consolidated loss and loss adjustment expense ratio of 64.9% in 2012. Catastrophe losses
accounted for 2.6 points and 8.3 points of the 2013 and 2012 loss and loss adjustment expense ratios,
respectively. The 2013 and 2012 loss and loss adjustment expense ratios included 3.7 points and
4.2 points of benefit from net favorable prior year reserve development, respectively. The consolidated
2013 loss and loss adjustment expense ratio excluding catastrophe losses and prior year reserve
development (‘‘underlying loss and loss adjustment expense ratio’’) was 1.8 points lower than the 2012
85
ratio on the same basis, primarily reflecting the improvement in underlying underwriting margins
discussed in the ‘‘Overview’’ section above.
The consolidated underwriting expense ratio of 31.9% in 2013 was lower than the consolidated
underwriting expense ratio of 32.2% in 2012, primarily reflecting the impact of growth in earned
premiums in 2013.
The consolidated GAAP combined ratio of 97.1% in 2012 was 8.0 points lower than the
consolidated GAAP combined ratio of 105.1% in 2011.
The consolidated loss and loss adjustment expense ratio of 64.9% in 2012 was 8.0 points lower
than the consolidated loss and loss adjustment expense ratio of 72.9% in 2011. Catastrophe losses
accounted for 8.3 points and 11.6 points of the 2012 and 2011 loss and loss adjustment expense ratios,
respectively. The 2012 and 2011 loss and loss adjustment expense ratios included 4.2 points and
3.2 points of benefit from net favorable prior year reserve development, respectively. The consolidated
2012 loss and loss adjustment expense ratio excluding catastrophe losses and prior year reserve
development (‘‘underlying loss and loss adjustment expense ratio’’) was 3.7 points lower than the 2011
ratio on the same basis, primarily reflecting the improvement in underlying underwriting margins
discussed in the ‘‘Overview’’ section above.
The consolidated underwriting expense ratio of 32.2% in 2012 was level with the consolidated
underwriting expense ratio of 32.2% in 2011.
Written Premiums
Consolidated gross and net written premiums were as follows:
(for the year ended December 31, in millions)
Gross Written Premiums
2013
2012
2011
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance . . . . . . . . . . . . . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$13,577
3,546
7,534
$13,111
3,275
7,923
$12,418
3,408
8,061
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$24,657
$24,309
$23,887
(for the year ended December 31, in millions)
Net Written Premiums
2013
2012
2011
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance . . . . . . . . . . . . . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$12,233
3,309
7,225
$11,872
2,981
7,594
$11,340
3,102
7,745
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$22,767
$22,447
$22,187
Gross and net written premiums in 2013 both increased by 1% over 2012. Gross and net written
premiums in 2012 increased by 2% and 1%, respectively, over 2011. Factors contributing to the changes
in gross and net written premiums in each segment in 2013 and 2012 as compared with the respective
prior year are discussed in more detail in the segment discussions that follow.
86
RESULTS OF OPERATIONS BY SEGMENT
Business Insurance
Results of the Company’s Business Insurance segment were as follows:
(for the year ended December 31, in millions)
2013
2012
2011
Revenues:
Earned premiums . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . .
$12,084
1,975
393
158
$11,691
2,090
322
40
$11,327
2,041
295
31
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . .
$14,610
$14,143
$13,694
Total claims and expenses . . . . . . . . . . . . . . . . . . . . .
$11,541
$11,761
$12,206
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,329
$ 1,843
$ 1,354
Loss and loss adjustment expense ratio . . . . . . . . . . . .
Underwriting expense ratio . . . . . . . . . . . . . . . . . . . .
GAAP combined ratio . . . . . . . . . . . . . . . . . . . . .
61.2%
30.7
91.9%
65.9% 73.1%
31.5
31.6
97.4% 104.7%
Overview
Operating income in 2013 was $2.33 billion, $486 million or 26% higher than operating income of
$1.84 billion in 2012. The increase in operating income primarily reflected the pretax impact of
(i) lower catastrophe losses, (ii) higher underlying underwriting margins and (iii) the settlement of a
legal matter, partially offset by (iv) lower net favorable prior year reserve development and (v) lower
net investment income. The improvement in underlying underwriting margins primarily resulted from
the impact of earned pricing that exceeded loss cost trends. Partially offsetting this net pretax increase
in operating income was the related tax expense. Additionally, operating income in 2013 benefited from
a reduction in income tax expense resulting from the resolution of prior year tax matters. The effective
tax rate in 2013 was higher than in 2012. This resulted from the impact of interest on municipal bonds,
which is effectively taxed at a rate that is lower than the corporate tax rate of 35%, comprising a lower
percentage of pretax income, partially offset by the resolution of prior year tax matters described
above. Catastrophe losses in 2013 were $285 million, compared with $794 million in 2012. Net favorable
prior year reserve development in 2013 was $325 million, compared with $467 million in 2012. Net
favorable prior year reserve development in 2013 was reduced by a $42 million charge that was
precipitated by legislation in New York as described in the consolidated ‘‘Claims and Claim Adjustment
Expenses’’ section above.
Operating income in 2012 was $1.84 billion, $489 million or 36% higher than operating income of
$1.35 billion in 2011. The increase in operating income primarily reflected the pretax impact of
(i) higher underlying underwriting margins, (ii) a decline in catastrophe losses, (iii) an increase in net
favorable prior year reserve development and (iv) an increase in net investment income. The
improvement in underlying underwriting margins primarily resulted from the impact of earned pricing
that exceeded loss cost trends, lower non-catastrophe weather-related losses and higher business
volume. Partially offsetting this pretax increase was the related tax expense. Additionally, net income in
2011 benefited from a reduction in income tax expense resulting from the resolution of various prior
year tax matters. The effective tax rate in 2012 was higher than in 2011. This resulted from interest on
municipal bonds, which is effectively taxed at a rate that is lower than the corporate tax rate of 35%,
comprising a lower percentage of pretax income, and the resolution of prior year tax matters discussed
87
above. Catastrophe losses in 2012 were $794 million, compared with $1.02 billion in 2011. Net favorable
prior year reserve development in 2012 was $467 million, compared with $245 million in 2011.
Revenues
Earned Premiums
Earned premiums in 2013 were $12.08 billion, $393 million or 3% higher than in 2012. Earned
premiums in 2012 were $11.69 billion, $364 million or 3% higher than in 2011. The increases in both
years primarily reflected the impact of increases in net written premiums over the preceding twelve
months.
Net Investment Income
Net investment income in 2013 was $1.98 billion, $115 million or 6% lower than in 2012. Net
investment income in 2012 was $2.09 billion, $49 million or 2% higher than in 2011. Refer to the ‘‘Net
Investment Income’’ section of the ‘‘Consolidated Results of Operations’’ discussion herein for a
description of the factors contributing to the changes in the Company’s consolidated net investment
income in 2013 and 2012 compared with the respective prior years. In addition, refer to note 2 of notes
to the Company’s consolidated financial statements herein 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 2013 increased by $71 million or 22% over 2012. Fee income in 2012
increased by $27 million or 9% over 2011. The increases in both years primarily reflected higher
serviced premium volume in workers’ compensation residual market pools and higher claim volume in
the large deductible business.
Other Revenues
Other revenues in 2013 included a $91 million gain from the settlement of a legal proceeding,
which is discussed in more detail in note 16 of notes to the consolidated financial statements.
Claims and Expenses
Claims and Claim Adjustment Expenses
Claims and claim adjustment expenses in 2013 were $7.58 billion, $281 million or 4% lower than in
2012, primarily reflecting (i) a decline in catastrophe losses and (ii) the impact of a modest decline in
volumes of insured exposures, partially offset by (iii) the impact of loss cost trends and (iv) a decrease
in net favorable prior year reserve development. Catastrophe losses in 2013 were $285 million,
compared with $794 million in 2012. Net favorable prior year reserve development in 2013 was
$325 million, compared with $467 million in 2012. Factors contributing to net favorable prior year
reserve development are discussed in more detail in note 7 of notes to the Company’s consolidated
financial statements.
Claims and claim adjustment expenses in 2012 were $7.86 billion, $590 million or 7% lower than in
2011, primarily reflecting (i) lower catastrophe losses, (ii) lower non-catastrophe weather-related losses
and (iii) an increase in net favorable prior year reserve development, partially offset by (iv) the impact
of loss cost trends. Catastrophe losses in 2012 were $794 million, compared with $1.02 billion in 2011.
Net favorable prior year reserve development in 2012 was $467 million, compared with $245 million in
88
2011. Factors contributing to net favorable prior year reserve development are discussed in more detail
in note 7 of notes to the Company’s consolidated financial statements.
Amortization of Deferred Acquisition Expenses
Amortization of deferred acquisition costs in 2013 was $1.91 billion, $29 million or 2% higher than
in 2012. Amortization of deferred acquisition costs in 2012 was $1.88 billion, $69 million or 4% higher
than in 2011. The increases in both 2013 and 2012 were generally consistent with the increases in
earned premiums compared to the respective prior year.
General and Administrative Expenses
General and administrative expenses in 2013 were $2.05 billion, $32 million or 2% higher than in
2012, as increases in employee- and technology-related costs were partially offset by a reduction in
assessments from certain states. General and administrative expenses in 2012 were $2.02 billion,
$76 million or 4% higher than in 2011, primarily driven by increases in employee- and technology-
related costs.
Income Tax Expense
Income tax expense in 2013 was $740 million, $201 million or 37% higher than in 2012, primarily
reflecting the impacts of a $684 million increase in underwriting margins (including the impact of
decreases in catastrophe losses and net favorable prior year reserve development), partially offset by
lower net investment income and a reduction in income tax expense of $43 million resulting from the
resolution of prior year tax matters in 2013.
Income tax expense in 2012 was $539 million, $405 million higher than in 2011, primarily reflecting
the impacts of an $836 million increase in underwriting margins (including the impact of a decrease in
catastrophes and an increase in net favorable prior year reserve development), an increase in net
investment income from non-fixed maturity investments and a reduction in income tax expense of
$76 million resulting from the resolution of prior year tax matters in 2011.
GAAP Combined Ratios
The GAAP combined ratio of 91.9% in 2013 was 5.5 points lower than the GAAP combined ratio
of 97.4% in 2012.
The loss and loss adjustment expense ratio of 61.2% in 2013 was 4.7 points lower than the loss and
loss adjustment expense ratio of 65.9% in 2012. Catastrophe losses in 2013 and 2012 accounted for
2.4 points and 6.8 points, respectively, of the loss and loss adjustment expense ratio. Net favorable prior
year reserve development in 2013 and 2012 provided 2.7 points and 4.0 points of benefit, respectively,
to the loss and loss adjustment expense ratio. The 2013 underlying loss and loss adjustment expense
ratio was 1.6 points lower than the 2012 ratio on the same basis, reflecting the improvement in
underlying underwriting margins discussed in the ‘‘Overview’’ section above, partially offset by the
impact of a change in business mix due to an increase in longer-tail loss-sensitive business in the
National Accounts business group.
The underwriting expense ratio of 30.7% in 2013 was 0.8 points lower than the 2012 underwriting
expense ratio of 31.5%. The decrease in 2013 primarily reflected the impact of growth in earned
premiums.
The GAAP combined ratio of 97.4% in 2012 was 7.3 points lower than the GAAP combined ratio
of 104.7% in 2011.
89
The loss and loss adjustment expense ratio of 65.9% in 2012 was 7.2 points lower than the loss and
loss adjustment expense ratio of 73.1% in 2011. Catastrophe losses in 2012 and 2011 accounted for
6.8 points and 9.0 points, respectively, of the loss and loss adjustment expense ratio. Net favorable prior
year reserve development in 2012 and 2011 provided 4.0 points and 2.2 points of benefit, respectively,
to the loss and loss adjustment expense ratio. The 2012 underlying loss and loss adjustment expense
ratio was 3.2 points lower than the 2011 ratio on the same basis, reflecting the improvement in
underlying underwriting margins discussed in the ‘‘Overview’’ section above.
The underwriting expense ratio of 31.5% in 2012 was 0.1 points lower than the 2011 underwriting
expense ratio of 31.6%.
Written Premiums
The Business Insurance segment’s gross and net written premiums by market were as follows:
(for the year ended December 31, in millions)
Gross Written Premiums
2013
2012
2011
Select Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial Accounts . . . . . . . . . . . . . . . . . . . . . . . .
National Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industry-Focused Underwriting . . . . . . . . . . . . . . . . . .
Target Risk Underwriting . . . . . . . . . . . . . . . . . . . . . .
Specialized Distribution . . . . . . . . . . . . . . . . . . . . . . .
$ 2,774
3,375
1,606
2,719
2,244
862
$ 2,827
3,280
1,387
2,627
2,116
876
$ 2,830
3,076
1,112
2,473
2,035
886
Total Business Insurance Core . . . . . . . . . . . . . . . .
Business Insurance Other . . . . . . . . . . . . . . . . . . . . . .
13,580
(3)
13,113
(2)
12,412
6
Total Business Insurance . . . . . . . . . . . . . . . . . . . .
$13,577
$13,111
$12,418
(for the year ended December 31, in millions)
Select Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial Accounts . . . . . . . . . . . . . . . . . . . . . . . .
National Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industry-Focused Underwriting . . . . . . . . . . . . . . . . . .
Target Risk Underwriting . . . . . . . . . . . . . . . . . . . . . .
Specialized Distribution . . . . . . . . . . . . . . . . . . . . . . .
Total Business Insurance Core . . . . . . . . . . . . . . . .
Business Insurance Other . . . . . . . . . . . . . . . . . . . . . .
Net Written Premiums
2013
2012
2011
$ 2,724
3,197
1,010
2,645
1,799
858
12,233
—
$ 2,775
3,101
907
2,554
1,666
870
$ 2,784
2,890
782
2,407
1,587
880
11,873
(1)
11,330
10
Total Business Insurance . . . . . . . . . . . . . . . . . . . .
$12,233
$11,872
$11,340
Gross and net written premiums in 2013 increased by 4% and 3%, respectively, over 2012. The
increases in gross and net written premiums in 2013 were concentrated in Target Risk Underwriting,
National Accounts, Commercial Accounts and Industry-Focused Underwriting, partially offset by
declines in Select Accounts and Specialized Distribution. In 2013, business retention rates remained
strong and were virtually level with 2012. Renewal premium changes remained positive in 2013 but
were lower than in 2012, primarily due to a decline in insured exposures. Renewal rate changes
continued to exceed expected loss cost trends. New business premiums in 2013 increased over 2012.
Gross and net written premiums in 2012 increased by 6% and 5%, respectively, over 2011. The
increases in gross and net written premiums were concentrated in Commercial Accounts, Industry-
Focused Underwriting, National Accounts and Target Risk Underwriting, and were largely driven by
90
rate increases and positive audit premium adjustments (which were higher than in 2011). In 2012,
business retention rates remained strong but were lower than in 2011. Renewal premium changes
remained positive in 2012 and were higher than in 2011. New business premiums in 2012 decreased
from 2011.
Select Accounts. Net written premiums of $2.72 billion in 2013 decreased by 2% from 2012.
Business retention rates in 2013 remained strong and were level with 2012. Renewal premium changes
remained positive in 2013 and were slightly higher than in 2012, primarily due to higher renewal rate
increases. New business premiums in 2013 declined from 2012. Net written premiums of $2.78 billion in
2012 were virtually level with 2011. Business retention rates in 2012 remained strong but were lower
than in 2011. Renewal premium changes remained positive in 2012 and were higher than in 2011,
primarily due to higher renewal rate increases. New business premiums in 2012 decreased from 2011.
Net written premiums in both 2013 and 2012 were favorably impacted by positive audit premium
adjustments.
Commercial Accounts. Net written premiums of $3.20 billion in 2013 increased by 3% over 2012.
Business retention rates in 2013 remained strong but were lower than in 2012. Renewal premium
changes remained positive in 2013 but were lower than in 2012, due to a decline in both insured
exposures and renewal price changes. New business premiums in 2013 increased over 2012. Net written
premiums of $3.10 billion in 2012 increased by 7% over 2011. Business retention rates remained strong
but were lower than in 2011. Renewal premium changes remained positive in 2012 and were higher
than in 2011, primarily due to renewal rate increases. New business premiums in 2012 decreased from
2011. Net written premiums in 2012 were favorably impacted by positive audit premium adjustments
(which were higher than in 2011).
National Accounts. Net written premiums of $1.01 billion in 2013 increased by 11% over 2012,
primarily due to continuing strong retention, positive renewal premium changes, increased new business
and growth in workers’ compensation residual market pools. Business retention rates remained strong
in 2013 but were lower than in 2012. Renewal premium changes in 2013 remained positive but were
lower than in 2012, driven by a decline in payroll exposure growth. New business premiums in 2013
were higher than in 2012. Net written premiums of $907 million in 2012 increased by 16% over 2011.
Business retention rates remained strong in 2012 and were level with 2011. Renewal premium changes
were positive and were higher than in 2011, driven by payroll exposure growth. New business premiums
in 2012 increased over 2011. Growth in workers’ compensation residual market pools also contributed
to premium growth in both 2013 and 2012.
Industry-Focused Underwriting. Net written premiums of $2.65 billion in 2013 increased by 4%
over 2012, as premium growth in the Construction and Technology business units was partially offset by
a decline in the Public Sector Services business unit. Business retention rates remained strong in 2013
and were higher than in 2012. Renewal premium changes remained positive in 2013 but were lower
than in 2012. New business premiums in 2013 increased over 2012. Net written premiums of
$2.55 billion in 2012 increased by 6% over 2011, driven by growth in the Construction, Oil & Gas and
Technology business units. Business retention rates in 2012 remained strong and were virtually level
with 2011. Renewal premium changes remained positive in 2012 and were higher than in 2011,
primarily due to renewal rate increases. New business premiums in 2012 decreased from 2011.
Target Risk Underwriting. Net written premiums of $1.80 billion in 2013 increased by 8% over
2012, driven by the National Property and Inland Marine business units. Business retention rates
remained strong in 2013 and were slightly higher than in 2012. Renewal premium changes remained
positive in 2013 but were lower than in 2012. New business premiums in 2013 increased over 2012. Net
written premiums of $1.67 billion in 2012 increased by 5% over 2011, also driven by the National
Property and Inland Marine business units. Business retention rates in 2012 remained strong but were
91
lower than in 2011. Renewal premium changes remained positive in 2012 and were higher than in 2011,
primarily due to renewal rate increases. New business premiums in 2012 increased over 2011.
Specialized Distribution. Net written premiums of $858 million in 2013 declined by 1% from 2012,
driven by premium decreases in National Programs. Business retention rates remained strong in 2013
but were lower than in 2012. Renewal premium changes remained positive in 2013 and were slightly
lower than in 2012. New business premiums in 2013 increased over 2012. Net written premiums of
$870 million in 2012 decreased by 1% from 2011. Premium decreases in the Northland business unit
were largely offset by premium growth in the National Programs business unit. Business retention rates
in 2012 remained strong but were lower than in 2011. Renewal premium changes remained positive in
2012 and were higher than in 2011, primarily due to renewal rate increases. New business premiums in
2012 decreased from 2011.
Financial, Professional & International Insurance
Results of the Company’s Financial, Professional & International Insurance segment were as
follows:
(for the year ended December 31, in millions)
2013
2012
2011
Revenues:
Earned premiums . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,229
372
2
22
$3,045
395
1
26
$3,174
414
1
26
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,625
$3,467
$3,615
Total claims and expenses . . . . . . . . . . . . . . . . . . . . . . .
$2,732
$2,570
$2,738
Operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 648
$ 642
$ 647
Loss and loss adjustment expense ratio . . . . . . . . . . . . . .
Underwriting expense ratio . . . . . . . . . . . . . . . . . . . . . .
GAAP combined ratio . . . . . . . . . . . . . . . . . . . . . . . .
43.2%
41.1
84.3%
42.8% 46.4%
41.3
39.4
84.1% 85.8%
Overview
Operating income in 2013 was $648 million, $6 million or 1% higher than operating income of
$642 million in 2012. The increase in operating income primarily reflected the pretax impact of
(i) higher underlying underwriting margins and (ii) higher net favorable prior year reserve development,
largely offset by (iii) lower net investment income and (iv) higher catastrophe losses. The increase in
underlying underwriting margins was driven by (i) earned pricing that exceeded loss cost trends,
partially offset by (ii) the impact of lower volumes of insured exposures, (iii) a higher level of what the
Company defines as large losses, (iv) higher general and administrative expenses and (v) higher
non-catastrophe weather-related losses. Partially offsetting this net pretax increase in operating income
was the related tax expense. Additionally, operating income in 2013 benefited from a reduction in
income tax expense resulting from the resolution of prior year tax matters in 2013. The effective tax
rate in 2013 decreased from 2012, primarily due to the impact of the resolution of prior year tax
matters described above. Catastrophe losses in 2013 were $56 million, compared with $50 million in
2012. Net favorable prior year reserve development in 2013 was $306 million, compared with
$298 million in 2012.
Operating income in 2012 was $642 million, $5 million or 1% lower than operating income in
2011. The decrease in operating income in 2012 compared with 2011 primarily reflected the pretax
92
declines in (i) net favorable prior year reserve development and (ii) net investment income, largely
offset by (iii) higher underlying underwriting margins. The increase in underlying underwriting margins
resulted from the pretax impact of (i) lower levels of what the Company defines as large losses and
(ii) earned pricing that exceeded loss cost trends, partially offset by (iii) the impact of lower volumes of
insured exposures. Partially offsetting this net pretax decrease in operating income was the related
reduction in tax expense. Additionally, tax expense in 2011 was reduced by the resolution of prior year
tax matters. The effective tax rate in 2012 increased over 2011, primarily due to the impact of the
resolution of prior year tax matters in 2011 described above. Net favorable prior year reserve
development in 2012 was $298 million, compared with $360 million in 2011. Catastrophe losses in 2012
were $50 million, compared with $55 million in 2011.
Revenues
Earned Premiums
Earned premiums in 2013 were $3.23 billion, $184 million or 6% higher than in 2012, primarily
reflecting the impact of the acquisition of Dominion.
Earned premiums in 2012 were $3.05 billion, $129 million or 4% lower than in 2011, primarily
reflecting the impact of lower construction surety premium volumes over the preceding twelve months,
intentional underwriting actions undertaken in the Company’s operations at Lloyd’s intended to
improve risk and reward (particularly in the catastrophe-exposed lines of business), the impact of the
termination of an exclusive broker relationship in the Republic of Ireland, the Company’s withdrawal
from personal insurance business in the Republic of Ireland, competitive market conditions and, to a
lesser extent, foreign currency rates of exchange.
Net Investment Income
Net investment income in 2013 was $372 million, $23 million or 6% lower than in 2012. Net
investment income in 2012 was $395 million, $19 million or 5% lower than in 2011. Included in the
Financial, Professional & International Insurance segment are certain legal entities whose invested
assets and related net investment income are reported exclusively in this segment and not allocated
among all business segments. As a result, reported net investment income in the Financial,
Professional & International Insurance segment reflects a significantly smaller proportion of allocated
net investment income, including that from the Company’s non-fixed maturity investments that
experienced a decrease in investment income in 2013 and an increase in investment income in 2012.
Net investment income in 2013 also benefited from the acquisition of Dominion. Refer to the ‘‘Net
Investment Income’’ section of the ‘‘Consolidated Results of Operations’’ discussion herein for a
description of the factors contributing to the changes in the Company’s consolidated net investment
income in 2013 and 2012 compared with the respective prior years. In addition, refer to note 2 of notes
to the Company’s consolidated financial statements herein 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 2013 were $1.40 billion, $90 million or 7% higher than in
2012, primarily reflecting (i) the impact of the acquisition of Dominion, (ii) a higher level of what the
Company defines as large losses, (iii) higher non-catastrophe weather-related losses and (iv) an increase
in catastrophe losses, partially offset by (v) reduced loss cost trends, (vi) the impact of lower volumes
of insured exposures and (vii) higher net favorable prior year reserve development. Catastrophe losses
in 2013 were $56 million, primarily resulting from floods in Alberta, Canada, and Storm Xaver in the
United Kingdom, compared with $50 million in 2012, which primarily resulted from Storm Sandy. Net
favorable prior year reserve development in 2013 was $306 million, compared with $298 million in
2012. Factors contributing to net favorable prior year reserve development are discussed in more detail
in note 7 of notes to the Company’s consolidated financial statements.
93
Claims and claim adjustment expenses in 2012 were $1.31 billion, $173 million or 12% lower than
in 2011, primarily reflecting (i) lower levels of large losses and (ii) the impact of lower volumes of
construction surety insured exposures and intentional underwriting actions as discussed above, partially
offset by (iii) a decline in net favorable prior year reserve development. Net favorable prior year
reserve development in 2012 was $298 million, compared with $360 million in 2011. Factors
contributing to net favorable prior year reserve development are discussed in more detail in note 7 of
notes to the Company’s consolidated financial statements. Catastrophe losses in 2012 were $50 million,
compared with $55 million in 2011.
Amortization of Deferred Acquisition Costs
Amortization of deferred acquisition costs in 2013 was $623 million, $34 million or 6% higher than
in 2012. The increase in 2013 primarily reflected the impact of the acquisition of Dominion and a
change in business mix. Amortization of deferred acquisition costs in 2012 was $589 million, $14 million
or 2% lower than in 2011. The decrease in 2012 was generally consistent with the decrease in earned
premiums.
General and Administrative Expenses
General and administrative expenses in 2013 were $705 million, $38 million or 6% higher than in
2012. The increase in 2013 primarily reflected the impact of the acquisition of Dominion, including
related legal expenses, and higher employee-related expenses. General and administrative expenses in
2012 were $667 million, $19 million or 3% higher than in 2011. The increase in 2012 primarily reflected
increases in employee- and technology-related costs to enhance operations and support future business
growth.
Income Tax Expense
Income tax expense in 2013 was $245 million, $10 million or 4% lower than in 2012, primarily
reflecting the impact of the $15 million reduction in income tax expense resulting from the resolution
of prior year tax matters, partially offset by the impact of a $23 million increase in underwriting
margins (including the impact of catastrophe losses and net favorable prior year reserve development).
Income tax expense in 2012 was $255 million, $25 million or 11% higher than in 2011, primarily
reflecting the impact of a $14 million benefit in 2011 from the resolution of prior year tax matters and,
to a lesser extent, an increase in underwriting margins in 2012 (including the impact of catastrophe
losses and net favorable prior year reserve development) compared with 2011.
GAAP Combined Ratios
The GAAP combined ratio of 84.3% in 2013 was 0.2 points higher than the GAAP combined ratio
of 84.1% in 2012.
The loss and loss adjustment expense ratio of 43.2% in 2013 was 0.4 points higher than the 2012
ratio of 42.8%. Catastrophe losses in 2013 and 2012 accounted for 1.8 and 1.7 points of the loss and
loss adjustment expense ratio, respectively. Net favorable prior year reserve development provided 9.5
points and 9.8 points of benefit to the loss and loss adjustment expense ratio in 2013 and 2012,
respectively. The 2013 underlying loss and loss adjustment expense ratio was level with the 2012 ratio
on the same basis, reflecting the improvement in underlying underwriting margins discussed in the
‘‘Overview’’ section above, offset by the impact of the acquisition of Dominion and an increase in what
the Company defines as large losses. Historically, Dominion has had a higher loss and loss adjustment
expense ratio than the pre-existing business in the Financial, Professional & International Insurance
segment.
94
The underwriting expense ratio of 41.1% in 2013 was 0.2 points lower than the underwriting
expense ratio of 41.3% in 2012. The decrease in 2013 primarily reflected the impact of the acquisition
of Dominion, partially offset by the increases in amortization of deferred acquisition costs and general
and administrative expenses described above. Historically, Dominion has had a lower underwriting
expense ratio than the pre-existing business in the Financial, Professional & International Insurance
segment, as the underwriting expense ratio of pre-existing business reflects investment in the
Company’s International business to enhance operations, improve underwriting results and support
future business growth, as well as the business mix in Bond & Financial Products.
The GAAP combined ratio of 84.1% in 2012 was 1.7 points lower than the GAAP combined ratio
of 85.8% in 2011.
The loss and loss adjustment expense ratio of 42.8% in 2012 was 3.6 points lower than the loss and
loss adjustment expense ratio of 46.4% in 2011. The 2012 and 2011 ratios included 9.8 points and 11.3
points of benefit, respectively, from net favorable prior year reserve development. Catastrophe losses in
2012 and 2011 accounted for 1.7 points of the loss and loss adjustment expense ratio in each year. The
2012 underlying loss and loss adjustment expense ratio was 5.1 points lower than the 2011 ratio on the
same basis, reflecting the improvement in underlying underwriting margins discussed in the ‘‘Overview’’
section above.
The underwriting expense ratio of 41.3% in 2012 was 1.9 points higher than the underwriting
expense ratio of 39.4% in 2011, primarily reflecting the impact of a decline in earned premiums and, to
a lesser extent, the impact of an increase in general and administrative expenses.
Written Premiums
Financial, Professional & International Insurance gross and net written premiums by market were
as follows:
(for the year ended December 31, in millions)
Gross Written Premiums
2013
2012
2011
Bond & Financial Products . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
International
$2,131
1,415
$2,059
1,216
$2,092
1,316
Total Financial, Professional & International Insurance
$3,546
$3,275
$3,408
(for the year ended December 31, in millions)
Net Written Premiums
2013
2012
2011
Bond & Financial Products . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
International
$2,030
1,279
$1,924
1,057
$1,953
1,149
Total Financial, Professional & International Insurance
$3,309
$2,981
$3,102
Gross and net written premiums in 2013 increased by 8% and 11%, respectively, over 2012. Gross
and net written premiums in 2012 both decreased by 4% from 2011. Renewal rate changes continued to
exceed expected loss cost trends.
Net written premiums in Bond & Financial Products in 2013 were $2.03 billion, $106 million or
6% higher than in 2012, primarily driven by higher contract surety volume, rate increases in the
management liability business and lower reinsurance costs primarily resulting from a change in a
reinsurance treaty. Excluding the surety line of business, for which the following are not relevant
measures, business retention rates in 2013 remained strong but were lower than in 2012. Renewal
premium changes in 2013 remained positive and were virtually level with 2012, as increases in renewal
95
rate changes were largely offset by a decline in insured exposures. Renewal rate changes continued to
exceed expected loss cost trends in 2013. New business premiums in 2013 decreased from 2012.
Net written premiums in Bond & Financial Products in 2012 were $1.92 billion, $29 million or 1%
lower than in 2011. The decrease was primarily driven by lower business volume in construction surety
due to the continued low levels of government construction spending, which was largely offset by
growth in management liability business volume. Excluding the surety line of business, for which the
following are not relevant measures, business retention rates in 2012 remained strong and were slightly
higher than in 2011. Renewal premium changes in 2012 were positive and significantly higher than in
2011, primarily driven by positive renewal rate changes. New business premiums in 2012 decreased
from 2011.
Net written premiums in International in 2013 were $1.28 billion, $222 million or 21% higher than
in 2012. The increase in 2013 primarily reflected the impact of the acquisition of Dominion. Excluding
the surety line of business, for which the following are not relevant measures, business retention rates
remained strong and were higher than in 2012. Renewal premium changes in 2013 were positive and
increased over 2012, as growth in insured exposures in 2013, compared with a decline in 2012, was
partially offset by lower positive renewal rate changes in 2013 compared with 2012. New business
premiums in 2013 increased over 2012.
Net written premiums in International in 2012 were $1.06 billion, $92 million or 8% lower than in
2011. The decrease in 2012 primarily reflected lower business volume in the Company’s operations at
Lloyd’s, lower surety volumes in Canada, the impact of the Company’s withdrawal from personal
insurance business in the Republic of Ireland and, to a lesser extent, the impact of foreign currency
rates of exchange. Excluding the surety line of business, for which the following are not relevant
measures, business retention rates in 2012 were strong and higher than in 2011. Renewal premium
changes in 2012 were negative and lower than in 2011, as positive renewal rate changes were more than
offset by a decline in insured exposures. New business premiums in 2012 were lower than in 2011.
Personal Insurance
Results of the Company’s Personal Insurance segment were as follows:
(for the year ended December 31, in millions)
2013
2012
2011
Revenues:
Earned premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,324
369
103
$7,621
404
66
$7,589
424
70
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$7,796
$8,091
$8,083
Total claims and expenses . . . . . . . . . . . . . . . . . . . . . . . .
$6,592
$7,842
$8,708
Operating income (loss) . . . . . . . . . . . . . . . . . . . . . . . . .
$ 838
$ 217
$ (332)
Loss and loss adjustment expense ratio . . . . . . . . . . . . . .
Underwriting expense ratio . . . . . . . . . . . . . . . . . . . . . . .
59.1% 72.3% 83.5%
29.6
29.8
30.1
GAAP combined ratio . . . . . . . . . . . . . . . . . . . . . . . . .
88.9% 101.9% 113.6%
Incremental impact of direct to consumer initiative on
GAAP combined ratio . . . . . . . . . . . . . . . . . . . . . . .
1.8%
2.3% 2.5%
Overview
Operating income in 2013 was $838 million, $621 million higher than operating income of
$217 million in 2012. The increase in operating income primarily reflected the pretax impact of
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(i) lower catastrophe losses, (ii) higher underlying underwriting margins, (iii) an increase in other
revenues and (iv) higher net favorable prior year reserve development, partially offset by (v) lower net
investment income. The higher underlying underwriting margins resulted from the impact of earned
pricing that exceeded loss cost trends and lower non-catastrophe weather-related losses. Partially
offsetting this net pretax increase in operating income was the related tax expense. Additionally,
operating income in 2013 benefited from a reduction in income tax expense resulting from the
resolution of prior year tax matters. The effective tax rate in 2013 increased over 2012. This resulted
from interest on municipal bonds, which is effectively taxed at a rate that is lower than the corporate
tax rate of 35%, comprising a lower percentage of pretax income. Catastrophe losses in 2013 were
$250 million, compared with $1.02 billion in 2012. Net favorable prior year reserve development in
2013 was $209 million, compared with $175 million in 2012.
Operating income in 2012 was $217 million, $549 million higher than the operating loss of ($332)
million in 2011. The improvement in operating income in 2012 compared with 2011 primarily reflected
the pretax impact of (i) a decline in catastrophe losses, (ii) higher underlying underwriting margins and
(iii) an increase in net favorable prior year reserve development. The higher underlying underwriting
margins resulted from lower non-catastrophe weather-related losses and lower fire-related losses.
Partially offsetting this net pretax increase in operating income was the related tax expense.
Additionally, operating income in 2011 benefited from a reduction in income tax expense resulting from
the resolution of prior year tax matters. The effective tax rate in 2012 increased over 2011. This
resulted from interest on municipal bonds, which is effectively taxed at a rate that is lower than the
corporate tax rate of 35%, comprising a lower percentage of pretax income, as well as the resolution of
prior year tax matters discussed above. Catastrophe losses in 2012 were $1.02 billion, compared with
$1.49 billion in 2011. Net favorable prior year reserve development in 2012 was $175 million, compared
with $110 million in 2011.
Revenues
Earned Premiums
Earned premiums in 2013 were $7.32 billion, $297 million or 4% lower than in 2012. Earned
premiums in 2012 were $7.62 billion, $32 million or less than 1% higher than in 2011. The changes in
both years reflected changes in net written premiums over the preceding twelve months.
Net Investment Income
Net investment income in 2013 was $369 million, $35 million or 9% lower than in 2012. Net
investment income in 2012 was $404 million, $20 million or 5% lower than in 2011. Refer to the ‘‘Net
Investment Income’’ section of ‘‘Consolidated Results of Operations’’ herein for a discussion of the
change in the Company’s net investment income in 2013 and 2012 as compared with the respective
prior year. In addition, refer to note 2 of notes to the Company’s consolidated financial statements
herein for a discussion of the Company’s net investment income allocation methodology.
Other Revenues
Other revenues in 2013 included a $20 million gain from the sale of renewal rights in the third
quarter of 2013 related to the Company’s National Flood Insurance Program (NFIP) business. The
Company was a participant in the NFIP Write Your Own (WYO) Program administered by the Federal
Emergency Management Agency (FEMA) and the Federal Insurance & Mitigation Administration
(FIMA).
97
Claims and Expenses
Claims and Claim Adjustment Expenses
Claims and claim adjustment expenses in 2013 were $4.33 billion, $1.18 billion or 21% lower than
in 2012. The decrease primarily reflected (i) lower catastrophe losses, (ii) lower non-catastrophe
weather-related losses, (iii) the impact of lower volumes of insured exposures and (iv) higher net
favorable prior year reserve development, partially offset by (v) the impact of loss cost trends.
Catastrophe losses in 2013 and 2012 were $250 million and $1.02 billion, respectively. Net favorable
prior year reserve development in 2013 and 2012 was $209 million and $175 million, respectively.
Factors contributing to net favorable prior year reserve development are discussed in more detail in
note 7 of notes to the Company’s consolidated financial statements.
Claims and claim adjustment expenses in 2012 were $5.50 billion, $837 million or 13% lower than
in 2011. The decrease primarily reflected (i) lower catastrophe losses, (ii) lower non-catastrophe
weather-related losses, (iii) lower fire-related losses and (iv) higher net favorable prior year reserve
development, partially offset by (v) the impact of loss cost trends, including a higher number of severe
bodily injury claims in the automobile line of business. Catastrophe losses in 2012 were $1.02 billion,
compared with $1.49 billion in 2011. Net favorable prior year reserve development in 2012 was
$175 million, compared with $110 million in 2011. Factors contributing to net favorable prior year
reserve development are discussed in more detail in note 7 of notes to the Company’s consolidated
financial statements.
Amortization of Deferred Acquisition Costs
Amortization of deferred acquisition costs in 2013 was $1.29 billion, $152 million or 11% lower
than in 2012. The decrease in 2013 reflected (i) the decline in earned premiums compared with 2012,
(ii) a reclassification of fee income related to the National Flood Insurance Program from general and
administrative expenses to a component of acquisition costs to conform to the presentation prescribed
by insurance regulators, and (iii) lower fixed-value commission expense. Amortization of deferred
acquisition costs in 2012 was $1.44 billion, $21 million or 1% lower than in 2011, primarily due to lower
fixed-value commission expense. The lower fixed-value commission expense in 2013 resulted from an
increase in the number of agents reverting to a contingent commission compensation program (the
costs of which are classified in ‘‘general and administrative expenses’’) from a fixed-value compensation
program (the costs of which are classified in ‘‘amortization of deferred acquisition costs’’).
General and Administrative Expenses
General and administrative expenses in 2013 were $980 million, $80 million or 9% higher than in
2012. The increase in 2013 included an increase in contingent commission expense due to the increase
in the number of agents reverting to a contingent commission compensation program and the impact of
the reclassification of fee income described above. The increase in 2013 also included the impact of
$12 million of restructuring charges, primarily comprised of severance costs related to the Company’s
announced plan to reduce certain claim and other insurance expenses in this segment. These factors
were partially offset by a decline in advertising expense. General and administrative expenses in 2012
were $900 million, $8 million or 1% lower than in 2011.
Income Tax Expense
Income tax expense in 2013 was $366 million, $334 million higher than in 2012, primarily reflecting
the impacts of the $953 million increase in underwriting margins (including the impact of a decrease in
catastrophe losses and the increase in net favorable prior year reserve development), partially offset by
lower net investment income and a reduction in income tax expense of $5 million resulting from the
resolution of prior year tax matters in 2013. Income tax expense in 2012 was $32 million, compared to
98
an income tax benefit of $293 million in 2011. The change in income tax expense of $325 million in
2012 from 2011 primarily reflected the $898 million decrease in underwriting loss (including the impact
of a decrease in catastrophes and an increase in net favorable prior year reserve development) from
2011, as well as the reduction in income tax expense of $10 million resulting from the resolution of
prior year tax matters in 2011.
GAAP Combined Ratio
The GAAP combined ratio of 88.9% in 2013 was 13.0 points lower than the GAAP combined ratio
of 101.9% in 2012.
The loss and loss adjustment expense ratio of 59.1% in 2013 was 13.2 points lower than the 2012
ratio of 72.3%. Catastrophe losses accounted for 3.4 and 13.4 points of the loss and loss adjustment
expense ratio in 2013 and 2012, respectively. Net favorable prior year reserve development provided 2.8
points and 2.3 points of benefit to the loss and loss adjustment expense ratio in 2013 and 2012,
respectively. The 2013 underlying loss and loss adjustment expense ratio was 2.7 points lower than the
2012 ratio on the same basis, reflecting the improvement in underlying underwriting margins discussed
in the ‘‘Overview’’ section above.
The underwriting expense ratio of 29.8% in 2013 was 0.2 points higher than the underwriting
expense ratio of 29.6% in 2012. The increase in 2013 primarily reflected the decrease in earned
premiums and the expense factors discussed above.
The GAAP combined ratio of 101.9% in 2012 was 11.7 points lower than the GAAP combined
ratio of 113.6% in 2011.
The loss and loss adjustment expense ratio of 72.3% in 2012 was 11.2 points lower than the loss
and loss adjustment expense ratio of 83.5% in 2011. Catastrophe losses accounted for 13.4 points and
19.6 points of the loss and loss adjustment expense ratios in 2012 and 2011, respectively. The loss and
loss adjustment expense ratio for 2012 and 2011 included 2.3 points and 1.5 points of benefit,
respectively, from net favorable prior year reserve development. The 2012 underlying loss and loss
adjustment expense ratio was 4.2 points lower than the 2011 ratio on the same basis, reflecting the
improvement in underlying underwriting margins discussed in the ‘‘Overview’’ section above.
The underwriting expense ratio of 29.6% in 2012 was 0.5 points lower than the underwriting
expense ratio of 30.1% in 2011. The decrease in 2012 primarily reflected the increase in earned
premiums discussed above.
Agency Written Premiums
Gross and net written premiums by product line were as follows for the Personal Insurance
segment’s Agency business, which comprises business written through agents, brokers and other
intermediaries and represents almost all of the segment’s gross and net written premiums:
(for the year ended December 31, in millions)
Gross Written Premiums
2013
2012
2011
Agency Automobile . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Agency Homeowners and Other . . . . . . . . . . . . . . . . . . .
Total Agency Personal Insurance . . . . . . . . . . . . . . . . .
$3,277
4,094
$7,371
$3,544
4,220
$7,764
$3,706
4,221
$7,927
(for the year ended December 31, in millions)
Net Written Premiums
2013
2012
2011
Agency Automobile . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Agency Homeowners and Other . . . . . . . . . . . . . . . . . . .
Total Agency Personal Insurance . . . . . . . . . . . . . . . . .
$3,258
3,805
$7,063
$3,527
3,909
$7,436
$3,688
3,923
$7,611
99
In 2013, gross and net Agency written premiums were 5% lower than in 2012. Renewal rate
changes continued to exceed expected loss cost trends, assuming weather patterns consistent with the
Company’s expectations. In 2012, gross and net Agency written premiums were 2% lower than in 2011.
In 2013 in the Agency Automobile line of business, net written premiums were 8% lower than in
2012. Business retention rates in 2013 remained strong but were slightly lower than in 2012, while new
business premiums in 2013 decreased from 2012, largely as a result of the Company’s continued pricing
strategies and other profitability improvement initiatives. Renewal premium changes in 2013 remained
positive and were higher than in 2012, primarily driven by renewal rate changes. In 2012, net written
premiums were 4% lower than in 2011. Business retention rates remained strong but were lower than
in 2011, while new business premiums in 2012 decreased from 2011, largely as a result of the
Company’s pricing strategy and other profitability improvement initiatives. Renewal premium changes
remained positive in 2012 and were higher than in 2011.
In 2013 in the Agency Homeowners and Other line of business, net written premiums were 3%
lower than in 2012. Business retention rates remained strong but were slightly lower than in 2012.
Renewal premium changes in 2013 remained positive but were slightly lower than in 2012. New
business premiums in 2013 decreased from 2012. Net written premiums in 2012 were slightly lower than
in 2011. Business retention rates remained strong but were lower than in 2011. New business premiums
in 2012 decreased from 2011, largely as a result of the Company’s pricing strategy, higher deductibles
and other profitability improvement initiatives. Renewal premium changes remained positive in 2012
and were higher than in 2011.
For its Agency business, the Personal Insurance segment had approximately 6.2 million and
6.9 million active policies at December 31, 2013 and 2012, respectively. In the third quarter of 2013, the
Company sold the renewal rights related to its National Flood Insurance Program (NFIP) business.
Active policies in force at both dates have been adjusted to exclude the NFIP business.
Direct to Consumer Written Premiums
In its direct to consumer business, net written premiums in 2013 were $162 million, $4 million or
3% higher than in 2012. In 2013, homeowners and other net written premiums increased by $7 million,
or 16% over 2012, partially offset by a decline of $3 million, or 3%, in automobile net written
premiums compared to 2012. Net written premiums in 2012 were $158 million, $24 million or 18%
higher than in 2011. The increase in net written premiums in 2012 resulted from a $15 million or 15%
increase in automobile net written premiums and a $9 million or 26% increase in homeowners and
other net written premiums compared to 2011. The direct to consumer business had 166,000 and
161,000 active policies at December 31, 2013 and 2012, respectively.
Interest Expense and Other
(for the year ended December 31, in millions)
2013
2012
2011
Operating loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(248) $(261) $(279)
The operating loss for Interest Expense and Other in 2013 was $13 million lower than in 2012.
The operating loss for Interest Expense and Other in 2012 was $18 million lower than in 2011.
After-tax interest expense in 2013, 2012 and 2011 was $235 million, $246 million and $251 million,
respectively. The decline in interest expense in both 2013 and 2012 compared with the respective prior
year primarily reflected a lower level of average debt outstanding.
100
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.
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. 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.
101
TPC had entered into settlement agreements, which are subject to a number of contingencies, in
connection with a number of these direct action claims (Direct Action Settlements). For a full
discussion of these settlement agreements, see the ‘‘Asbestos Direct Action Litigation’’ section of
note 16 of notes to the consolidated financial statements.
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 2013, 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:
(cid:127) continued high level of litigation activity in certain jurisdictions involving individuals alleging
serious asbestos-related illness;
(cid:127) 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;
(cid:127) continued moderate level of asbestos-related bankruptcy activity; and
(cid:127) the absence of new theories of liability or new classes of defendants.
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.
The Home Office and Field Office categories, which account for the vast majority of policyholders
with active asbestos-related claims, experienced a slight increase in the number of policyholders with
open asbestos claims at December 31, 2013 compared with December 31, 2012, while net asbestos-
related payments in these categories decreased slightly in 2013 compared with 2012. 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 2013, 2012 and 2011 resulted in $190 million,
$175 million and $175 million increases, respectively, in the Company’s net asbestos reserves in each
period. In each year, the reserve increases were primarily driven by increases in the Company’s
102
estimate of projected settlement and defense costs related to a broad number of policyholders in the
Home Office category and by higher projected payments on assumed reinsurance accounts. The
increase in the estimate of projected settlement and defense costs resulted from payment trends that
continue to be moderately 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 losses paid in 2013, 2012 and 2011 were $218 million, $236 million and $284 million,
respectively. Approximately 1%, 6% and 19% of total net paid losses in 2013, 2012 and 2011,
respectively, related to policyholders with whom the Company had entered into settlement agreements
limiting the Company’s liability.
The Company categorizes its asbestos reserves as follows:
Number of
Policyholders
Total Net Paid
Net Asbestos
Reserves
(at and for the year ended December 31, $ in millions)
2013
2012
2013
2012
2013
2012
Policyholders with settlement agreements . . . . . . . . . .
Home office and field office . . . . . . . . . . . . . . . . . . . .
Assumed reinsurance and other . . . . . . . . . . . . . . . . .
15
1,690
—
15
1,678
—
$
3
195
20
$ 13
199
24
$ 108
2,047
195
$
91
2,089
198
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,705
1,693
$218
$236
$2,350
$2,378
The ‘‘policyholders with settlement agreements’’ category includes structured settlements, coverage
in place arrangements and, with respect to TPC, Wellington accounts. Reserves are based on the
expected payout for each policyholder under the applicable agreement. Structured settlements are
arrangements under which policyholders and/or plaintiffs agree to fixed financial amounts to be paid at
scheduled times. Coverage in place arrangements represent agreements with policyholders on specified
amounts of coverage to be provided. Payment obligations may be subject to annual maximums and are
only made when valid claims are presented. Wellington accounts refer to the 35 defendants that are
parties to a 1985 agreement settling certain disputes concerning insurance coverage for their asbestos
claims. Many of the aspects of the Wellington agreement are similar to those of coverage in place
arrangements in which the parties have agreed on specific amounts of coverage and the terms under
which the coverage can be accessed.
The ‘‘home office and field office’’ category relates to all other policyholders and also includes
unallocated IBNR reserves and reserves for the costs of defending asbestos-related coverage litigation.
Policyholders are identified for the annual home office review based upon, among other factors: a
combination of past payments and current case reserves in excess of a specified threshold (currently
$100,000), perceived level of exposure, number of reported claims, products/completed operations and
potential ‘‘non-product’’ exposures, size of policyholder and geographic distribution of products or
services sold by the policyholder. In addition to IBNR amounts contained in the reserves for ‘‘home
office and field office’’ policyholders and the costs of litigating asbestos coverage matters, the Company
has established a reserve for further adverse development related to existing policyholders, new claims
from policyholders reporting claims for the first time and policyholders for which there is, or may be,
litigation and direct actions against the Company. During 2012, $502 million of reserves included in
‘‘Policyholders with settlement agreements’’ were reclassified to the unallocated IBNR component in
the ‘‘home office and field office’’ category as a result of the U.S. District Court ruling on March 1,
2012 that the conditions of the Direct Action Settlements had not been satisfied. For a full discussion
of these settlement agreements see the ‘‘Asbestos Direct Action Litigation’’ section of note 16 of notes
to the consolidated financial statements. The ‘‘assumed reinsurance and other’’ category primarily
consists of reinsurance of excess coverage, including various pool participations.
103
On January 29, 2009, the Company and PPG Industries, Inc. (‘‘PPG’’), along with approximately
30 other insurers of PPG, agreed in principle to an agreement to settle asbestos-related coverage
litigation under insurance policies issued to PPG. The tentative settlement agreement has been
incorporated into the Modified Third Amended Plan of Reorganization (‘‘Amended Plan’’) proposed as
part of the Pittsburgh Corning Corp. (‘‘PCC,’’ which is 50% owned by PPG) bankruptcy proceeding.
Pursuant to the proposed Amended Plan, which was filed on January 30, 2009, PCC, along with
enumerated other companies (including PPG as well as the Company as a participating insurer), are to
receive protections afforded by Section 524(g) of the Bankruptcy Code from certain asbestos-related
bodily injury claims. Under the agreement in principle, the Company has the option to make a series of
payments over the next 20 years totaling approximately $620 million to the Trust to be created under
the Amended Plan, or it may elect to make a one-time discounted payment, which, as of March 31,
2014, would total approximately $493 million (approximately $464 million after reinsurance). The
agreement in principle with PPG is subject to numerous contingencies, including final court approval of
the Amended Plan, and the Company has no obligation to make the settlement payment until all
contingencies are satisfied. The Company’s obligations under this agreement in principle are included
in the ‘‘home office and field office’’ category in the preceding table.
The following table displays activity for asbestos losses and loss expenses and reserves:
(at and for the year ended December 31, in millions)
2013
2012
2011
Beginning reserves:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,689
(311)
$2,780
(341)
$2,941
(393)
Net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,378
2,439
2,548
Incurred losses and loss expenses:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Losses paid:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ending reserves:
190
—
190
273
(55)
218
171
4
175
262
(26)
236
195
(20)
175
356
(72)
284
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,606
(256)
2,689
(311)
2,780
(341)
Net
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,350
$2,378
$2,439
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.
104
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 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, relevant judicial interpretations and
historical value of similar exposures. 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
105
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-1980’s. 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, in 2013, 2012 and 2011, the Company increased its net environmental reserves
by $65 million, $90 million and $76 million, respectively.
Net environmental losses paid in 2013, 2012 and 2011 were $84 million, $84 million and
$86 million, respectively. At December 31, 2013, approximately 91% of the net environmental reserve
(approximately $314 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 9% of the net environmental reserve (approximately
$30 million), consists of case reserves.
The following table displays activity for environmental losses and loss expenses and reserves:
(at and for the year ended December 31, in millions)
2013
2012
2011
Beginning reserves:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$352
(5)
$346
(5)
$354
(3)
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
347
341
351
Incurred losses and loss expenses:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Losses paid:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
72
(7)
65
87
(3)
84
99
(9)
90
93
(9)
84
Acquired reserves, foreign exchange and other:(1)
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
18
—
(2) —
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
16
—
80
(4)
76
88
(2)
86
—
—
—
Ending reserves:
Gross . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
355
(11)
352
(5)
346
(5)
Net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$344
$347
$341
(1) Represents acquired reserves of Dominion at November 1, 2013.
106
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 at December 31, 2013 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. (Also see note 16 of
notes to the consolidated financial statements).
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 December 31, 2013 were $73.16 billion, of which 93% was
invested in fixed maturity and short-term investments, 1% in equity securities, 1% in real estate and
5% in other investments. As a result of the acquisition of Dominion, total investments increased by
$2.62 billion at November 1, 2013, of which $1.83 billion were fixed maturity 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 December 31, 2013 was
$63.96 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
107
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 December 31, 2013 and 2012. Below investment grade securities represented 3.0% and 3.1% of
the total fixed maturity investment portfolio at December 31, 2013 and 2012, respectively. The average
effective duration of fixed maturities and short-term securities was 3.7 (3.9 excluding short-term
securities) at December 31, 2013 and 3.2 (3.4 excluding short-term securities) at December 31, 2012.
The increase in the average effective duration of the Company’s fixed maturities and short-term
securities at December 31, 2013 when compared to year-end 2012 primarily reflected an increase in
interest rates during 2013. See the ‘‘Outlook’’ section in ‘‘Item 7—Management’s Discussion and
Analysis of Financial Condition and Results of Operations.’’
The carrying values of investments in fixed maturities classified as available for sale at
December 31, 2013 and 2012 were as follows:
(at December 31, in millions)
U.S. Treasury securities and obligations of U.S.
government and government agencies and
authorities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Obligations of states, municipalities and political
subdivisions:
2013
2012
Carrying
Value
Average Credit
Quality(1)
Carrying
Value
Average Credit
Quality(1)
$ 2,315
Aaa/Aa1
$ 2,222
Aaa/Aa1
Pre-refunded . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9,518
26,044
Aa1
Aa1
Total obligations of states, municipalities and
political subdivisions . . . . . . . . . . . . . . . . . .
35,562
Debt securities issued by foreign governments . . . . . .
2,577
Aaa/Aa1
9,025
29,656
38,681
2,257
Mortgage-backed securities, collateralized mortgage
obligations, and pass-through securities . . . . . . . . . .
2,424
A1
2,997
All other corporate bonds and redeemable preferred
stock:
Financial:
Bank . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Finance/leasing . . . . . . . . . . . . . . . . . . . . . . . .
Brokerage and asset management . . . . . . . . . .
Total financial . . . . . . . . . . . . . . . . . . . . . . .
Industrial . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Public utility . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Canadian municipal securities(2) . . . . . . . . . . . . . .
Sovereign corporate securities(3) . . . . . . . . . . . . . .
Commercial mortgage-backed securities and project
loans(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Asset-backed and other . . . . . . . . . . . . . . . . . . . . .
2,314
605
68
30
3,017
12,859
2,166
1,207
756
475
598
Total all other corporate bonds and
redeemable preferred stock . . . . . . . . . . .
21,078
Aa3
A2
Baa1
A1
A3
A3
Aa1
Aaa
Aaa
A1
1,808
433
39
34
2,314
12,076
2,151
643
1,011
453
588
19,236
Aa1
Aa1
Aaa
A1
A1
A1
Baa3
A2
A3
A3
Aa1
Aaa
Aaa
A2
Total fixed maturities . . . . . . . . . . . . . . . . . .
$63,956
Aa2
$65,393
Aa2
(1) Rated using external rating agencies or by the Company when a public rating does not exist.
108
(2) As a result of the acquisition of Dominion, total investments in Canadian municipal securities
increased by $473 million at November 1, 2013.
(3) Sovereign corporate securities include corporate securities that are backed by a government and
include sovereign banks and securities issued under the Temporary Liquidity Guaranty and the
Federal Ship Financing Programs.
(4) Included in commercial mortgage-backed securities and project loans at December 31, 2013 and
2012 were $45 million and $50 million of securities guaranteed by the U.S. government,
respectively, and $14 million of securities guaranteed by government sponsored enterprises at both
dates.
The following table sets forth the Company’s fixed maturity investment portfolio rated using
external ratings agencies or by the Company when a public rating does not exist:
(at December 31, 2013, in millions)
Quality Rating:
Carrying
Value
Percent of Total
Carrying Value
Aaa . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Aa . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Baa . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total investment grade . . . . . . . . . . . . . . . . . . . . . . . . . .
Below investment grade . . . . . . . . . . . . . . . . . . . . . . . . .
$27,209
19,430
9,331
6,054
62,024
1,932
42.5%
30.4
14.6
9.5
97.0
3.0
Total fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . .
$63,956
100.0%
The amortized cost and fair value of fixed maturities by contractual maturity follow. Actual
maturities will differ from contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties.
(at December 31, 2013, in millions)
Amortized
Cost
Fair
Value
Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after 1 year through 2 years . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . .
Due after 2 years through 3 years
Due after 3 years through 4 years
. . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . .
Due after 4 years through 5 years
Due after 5 years through 10 years . . . . . . . . . . . . . . . . . . . . . .
Due after 10 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 8,386
7,253
5,152
4,200
3,754
17,225
13,963
$ 8,525
7,534
5,458
4,442
3,973
17,579
14,021
Mortgage-backed securities, collateralized mortgage obligations
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . . .
2,263
2,424
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$62,196
$63,956
59,933
61,532
Obligations of States, Municipalities and Political Subdivisions
The Company’s fixed maturity investment portfolio at December 31, 2013 and 2012 included
$35.56 billion and $38.68 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 December 31, 2013 and 2012 were $9.52 billion and
109
$9.03 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.
In August 2013, Moody’s Investor Service revised its outlook for U.S. states to stable from negative,
and in December 2013, Moody’s revised its local government outlook to stable from negative.
The following table shows the geographic distribution of the $26.04 billion of municipal bonds at
December 31, 2013 that were not pre-refunded.
(at December 31, 2013, in millions)
State:
State
General
Local
General
Obligation Obligation
Revenue
Total
Carrying
Value
Average
Credit
Quality(1)
Texas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
California . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Washington . . . . . . . . . . . . . . . . . . . . . . . . . . .
Virginia . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Illinois . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Minnesota . . . . . . . . . . . . . . . . . . . . . . . . . . .
Massachusetts . . . . . . . . . . . . . . . . . . . . . . . . .
Florida . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
North Carolina . . . . . . . . . . . . . . . . . . . . . . . .
Arizona . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Maryland . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Colorado . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Georgia . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All others(2)(3) . . . . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 390
45
244
144
150
186
126
276
106
—
285
—
126
1,480
$3,558
$ 2,297
1,418
735
607
776
725
30
38
605
483
345
551
281
3,349
$ 1,186
387
518
720
272
177
895
688
200
397
143
216
280
4,167
$ 3,873 Aaa/Aa1
Aa2
1,850
1,497
Aa1
1,471 Aaa/Aa1
Aa2
1,198
1,088 Aaa/Aa1
1,051 Aaa/Aa1
Aa1
1,002
Aaa
911
880
Aa1
773 Aaa/Aa1
767
Aa1
687 Aaa/Aa1
Aa1
8,996
$12,240
$10,246
$26,044
Aa1
(1) Rated using external rating agencies or by the Company when a public rating does not exist.
Ratings shown are the higher of the rating of the underlying issuer or the insurer in the case of
securities enhanced by third-party insurance for the payment of principal and interest in the event
of issuer default.
(2) No other single state accounted for 2.5% or more of the total non-pre-refunded municipal bonds.
(3) The Company owns $64 million of non-pre-refunded bonds issued by Puerto Rico, of which
$45 million are enhanced by third-party insurance for the payment of principal and interest in the
event of an issuer default. The Company does not own any municipal securities issued by the city
of Detroit, MI.
110
The following table displays the funding sources for the $10.25 billion of municipal bonds
identified as revenue bonds in the foregoing table at December 31, 2013.
(at December 31, 2013, in millions)
Source:
Carrying
Value
Average Credit
Quality(1)
Water and sewer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Higher education . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Power and utilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Transportation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Special tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Lease . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Housing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Government funded/grant revenue . . . . . . . . . . . . . . . . . .
Healthcare . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industrial revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenue sources . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,479
1,806
985
930
658
437
107
104
92
57
52
24
1,515
Aaa/Aa1
Aaa/Aa1
Aa2
Aa1
Aa1
Aa2
Aaa/Aa1
Aaa
Aa2
Aa3
A1
Aa2
Aaa/Aa1
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$10,246
Aa1
(1) Rated using external rating agencies or by the Company when a public rating does not
exist. Ratings shown are the higher of the rating of the underlying issuer or the insurer in
the case of securities enhanced by third-party insurance for the payment of principal and
interest in the event of issuer default.
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 December 31, 2013, approximately 99% were rated at ‘‘A3’’ or above, and
approximately 91% 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 December 31, 2013. The
average credit rating of the entire municipal bond portfolio was ‘‘Aa1’’ at December 31, 2013 with and
without the enhancement provided by third-party insurance.
111
Debt Securities Issued by Foreign Governments
The following table shows the geographic distribution of the Company’s long-term fixed maturity
investments in debt securities issued by foreign governments at December 31, 2013.
(at December 31, 2013, in millions)
Foreign Government:
Carrying
Value
Average Credit
Quality(1)
Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Norway . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All Others(2)(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,350
971
97
159
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,577
Aaa
Aaa/Aa1
Aaa
Aaa/Aa1
Aaa/Aa1
(1) Rated using external rating agencies or by the Company when a public rating does not
exist. Ratings shown are the higher of the rating of the underlying issuer or the insurer in
the case of securities enhanced by third-party insurance for the payment of principal and
interest in the event of issuer default.
(2) The Company does not have direct exposure to sovereign debt issued by the Republic of
Ireland, Italy, Greece, Portugal or Spain.
(3) No other country accounted for 2.5% or more of total debt securities issued by foreign
governments.
The following table shows the Company’s Eurozone exposure at December 31, 2013 to all debt
securities issued by foreign governments, financial companies, sovereign corporations (including
sovereign banks) whose securities are backed by the respective country’s government and all other
corporate securities (comprised of industrial corporations and utility companies) which could be
affected if economic conditions deteriorated due to a prolonged recession.
112
Debt Securities
Issued
by Foreign
Governments
Corporate Securities
Sovereign
Corporates
Financial
All Other
Carrying
Average
Credit
Carrying
Average
Credit
Carrying
Average
Credit
Carrying
Average
Credit
(at December 31, 2013, in millions)
Value Quality(1)
Value Quality(1)
Value Quality(1)
Value Quality(1)
Eurozone Periphery
Spain . . . . . . . . . . . . . . . . . . .
$—
Ireland . . . . . . . . . . . . . . . . . . —
Italy . . . . . . . . . . . . . . . . . . . . —
Greece . . . . . . . . . . . . . . . . . . —
. . . . . . . . . . . . . . . . . —
Portugal
Subtotal . . . . . . . . . . . . . . . . —
Eurozone Non-Periphery
41
Germany . . . . . . . . . . . . . . . . .
France . . . . . . . . . . . . . . . . . .
28
Netherlands . . . . . . . . . . . . . . —
Austria . . . . . . . . . . . . . . . . . . —
Finland . . . . . . . . . . . . . . . . . .
17
Belgium . . . . . . . . . . . . . . . . . —
Luxembourg . . . . . . . . . . . . . . —
Subtotal . . . . . . . . . . . . . . . .
86
Total
. . . . . . . . . . . . . . . .
$86
—
—
—
—
—
Aaa
Aa1
—
—
Aaa
—
—
$11
2
—
—
—
13
3
18
45
—
—
—
—
66
$79
Baa2
A3
—
—
—
Baa1
A2
A1
—
—
—
—
$ —
—
—
—
—
—
— $
—
—
—
—
277
Aaa
3 Aaa/Aa1
84 Aaa/Aa1
7 Aaa/Aa1
—
—
—
—
—
—
36
54
17
2
—
109
256
371
305
—
13
166
22
Baa1
A3
Ba1
Baa2
—
A3
A2
A2
—
Ba1
A3
Ba1
371
$371
1,133
$1,242
(1) Rated using external rating agencies or by the Company when a public rating does not exist. The
table includes $116 million of short-term securities which have the highest ratings issued by
external rating agencies for short-term issuances. For purposes of this table, the short-term
securities, which are rated ‘‘A-1+’’ and/or ‘‘P-1,’’ are included as ‘‘Aaa’’ rated securities.
In addition to fixed maturities noted in the foregoing table, the Company has exposure totaling
$267 million to private equity limited partnerships and real estate partnerships (both of which are
included in other investments in the Company’s consolidated balance sheet) whose primary investing
focus is across Europe. The Company has unfunded commitments totaling $178 million to these
partnerships. The Company also has $5 million of nonredeemable preferred stock (included in equity
securities on the Company’s consolidated balance sheet) issued by companies in the Eurozone.
Mortgage-Backed Securities, Collateralized Mortgage Obligations and Pass-Through Securities
The Company’s fixed maturity investment portfolio at December 31, 2013 and 2012 included
$2.42 billion and $3.00 billion, respectively, of residential mortgage-backed securities, including
pass-through-securities and collateralized mortgage obligations (CMO), all of which are subject to
prepayment risk (either shortening or lengthening of duration). 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 December 31, 2013 and 2012 were $1.06 billion and
$1.44 billion, respectively, of GNMA, FNMA and FHLMC (excluding FHA project loans) 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 $1.36 billion and
$1.56 billion, at December 31, 2013 and 2012, respectively. Approximately 42% and 43% of the
Company’s CMO holdings at December 31, 2013 and 2012, respectively, were guaranteed by or fully
113
collateralized by securities issued by GNMA, FNMA or FHLMC. The average credit rating of the
$790 million and $893 million of non-guaranteed CMO holdings at December 31, 2013 and 2012,
respectively, was ‘‘Ba3’’ and ‘‘B2,’’ respectively. The average credit rating of all of the above securities
was ‘‘A1’’ at both December 31, 2013 and 2012.
The Company makes investments in residential CMOs that are either guaranteed by GNMA,
FNMA or FHLMC, or if not guaranteed, are senior or super-senior positions within their respective
securitizations. Both guaranteed and non-guaranteed residential CMOs allocate the distribution of
payments from the underlying mortgages among different classes of bondholders. In addition,
non-guaranteed residential CMOs provide structures that allocate the impact of credit losses to
different classes of bondholders. Senior and super-senior CMOs are protected, to varying degrees, from
credit losses as those losses are initially allocated to subordinated bondholders. The Company’s
investment strategy is to purchase CMO tranches that are expected to offer the most favorable return
given the Company’s assessment of associated risks. The Company does not purchase residual interests
in CMOs.
Alternative Documentation Mortgages and Sub-Prime Mortgages
At December 31, 2013 and 2012, the Company’s fixed maturity investment portfolio included
collateralized mortgage obligations backed by alternative documentation mortgages and asset-backed
securities collateralized by sub-prime mortgages with a collective fair value of $293 million and
$347 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’’ and ‘‘Ba1’’ at December 31, 2013 and 2012,
respectively. 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 December 31, 2013 and 2012, the Company held commercial mortgage-backed securities
(including FHA project loans) of $475 million and $453 million, respectively. 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 Available for Sale, Real Estate and Short-Term Investments
See note 1 of notes to the Company’s consolidated financial statements for further information
about these invested asset classes.
Other Investments
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, which are subject to
more volatility than the Company’s fixed maturity investments. These asset classes have historically
provided a higher return than fixed maturities but are subject to more volatility. At December 31, 2013
and 2012, the carrying value of the Company’s other investments was $3.44 billion and $3.43 billion,
respectively.
114
Securities Lending
The Company has engaged in securities lending activities from which it generates net investment
income by lending certain of its investments to other institutions for short periods of time. At
December 31, 2013 and 2012, the Company had $131 million and $403 million of securities on loan,
respectively, as part of a tri-party lending agreement. The average monthly balance of securities on loan
during 2013 and 2012 was $168 million and $197 million, respectively. Borrowers of these securities
provide collateral equal to at least 102% of the market value of the loaned securities plus accrued
interest. The Company has not incurred any investment losses in its securities lending program for the
years ended December 31, 2013, 2012 and 2011.
Lloyd’s Trust Deposit
The Company utilizes a Lloyd’s trust deposit, whereby owned securities with a fair value of
approximately $181 million held by a wholly-owned subsidiary at December 31, 2013 were pledged into
a Lloyd’s trust account to provide a portion of the capital needed to support the Company’s obligations
at Lloyd’s.
Net Unrealized Investment Gains
The net unrealized investment gains that were included as a separate component of accumulated
other comprehensive income were as follows:
(at December 31, in millions)
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized investment gains before tax . . . . . . . . . . . . .
Tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
2012
2011
$1,760
257
13
2,030
708
$4,564
183
14
4,761
1,658
$4,238
145
16
4,399
1,528
Net unrealized investment gains at end of year . . . . . . .
$1,322
$3,103
$2,871
Net unrealized investment gains at December 31, 2013 declined from the prior year-end, primarily
reflecting the impact of an increase in market interest rates during 2013. Net unrealized investment
gains at December 31, 2012 increased over the prior year-end, primarily reflecting the impact of a
decline in market interest rates during 2012.
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 December 31, 2013, 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:
(in millions)
Fixed maturities:
Mortgage-backed securities . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total fixed maturities . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Period For Which Fair Value Is Less Than 80% of Amortized Cost
Greater Than Greater Than
3 Months,
6 Months
or Less
6 Months,
12 Months
or Less
3 Months
or Less
Greater Than
12 Months
Total
$—
3
3
—
$ 3
$—
1
1
—
$ 1
$—
3
3
—
$ 3
$—
14
14
—
$14
$—
7
7
—
$ 7
115
These unrealized investment losses at December 31, 2013 represent 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.
For fixed maturity investments where fair value is less than the carrying value and the Company
did not reach a decision to impair, the Company continues to have the intent and ability to hold such
investments to a projected recovery in value, which may not be until maturity.
At December 31, 2013 and 2012, below investment grade securities comprised 3.0% and 3.1% of
the Company’s fixed maturity investment portfolio, respectively. Included in below investment grade
securities at December 31, 2013 were securities in an unrealized loss position that, in the aggregate,
had an amortized cost of $390 million and a fair value of $373 million, resulting in a net pretax
unrealized investment loss of $17 million. These securities in an unrealized loss position represented
less than 1% of both the total amortized cost and the fair value of the fixed maturity portfolio at
December 31, 2013 and accounted for 2.4% of the total gross pretax unrealized investment loss in the
fixed maturity portfolio at December 31, 2013.
Impairment Charges
Impairment charges included in net realized investment gains in the consolidated statement of
income were as follows:
(for the year ended December 31, in millions)
2013
2012
2011
Fixed maturities
U.S. Treasury securities and obligations of U.S. government and
government agencies and authorities . . . . . . . . . . . . . . . . . . .
$— $— $—
Obligations of states, municipalities and political subdivisions . . — — —
Debt securities issued by foreign governments . . . . . . . . . . . . . — — —
Mortgage-backed securities, collateralized mortgage obligations
13
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
Redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . — — —
2
3
4
4
Total fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
8
18
Equity securities
5
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . —
6
3
1 —
Total equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
5
4
3
6
1
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$15
$15
$25
Following are the pretax realized losses on investments sold during the year ended December 31,
2013:
(for the year ended December 31, 2013, in millions)
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Loss
Fair Value
$25
1
$26
$688
27
$715
Purchases and sales of investments are based on cash requirements, the characteristics of the
insurance liabilities and current market conditions. The Company identifies investments to be sold to
116
achieve its primary investment goals of assuring the Company’s ability to meet policyholder obligations
as well as to optimize investment returns, given these obligations.
CATASTROPHE MODELING
The Company uses various analyses and methods, including proprietary and third-party computer
modeling processes, to analyze catastrophic events and the risks associated with them. The Company
uses these analyses and methods to make underwriting and reinsurance decisions designed to manage
its exposure to catastrophic events. There are no industry-standard methodologies or assumptions for
projecting catastrophe exposure. Accordingly, catastrophe estimates provided by different insurers may
not be comparable.
The Company actively monitors and evaluates changes in third-party models and, when necessary,
calibrates the catastrophe risk model estimates delivered via its own proprietary modeling processes.
The Company considers historical loss experience, recent events, underwriting practices, market share
analyses, external scientific analysis and various other factors to account for non-modeled losses to
refine its proprietary view of catastrophe risk. These proprietary models are continually updated as new
information emerges.
The tables below set forth the probabilities that estimated losses, comprising claims and allocated
claim adjustment expenses (but excluding unallocated claim adjustment expenses), from a single event
occurring in a one-year timeframe will equal or exceed the indicated loss amounts (expressed in dollars
and as a percentage of the Company’s common equity), based on the current version of the proprietary
and third-party computer models utilized by the Company at December 31, 2013. For example, on the
basis described below the tables, the Company estimates that there is a one percent chance that the
Company’s loss from a single U.S. hurricane in a one-year timeframe would equal or exceed
$1.3 billion, or 6% of the Company’s common equity at December 31, 2013.
Likelihood of Exceedance(1)
Dollars (in billions)
Single U.S.
Hurricane
Single U.S.
and Canadian
Earthquake
2.0% (1-in-50) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1.0% (1-in-100) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.4% (1-in-250) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.1% (1-in-1,000) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1.0
$1.3
$2.2
$4.7
$0.4
$0.6
$0.8
$1.7
Likelihood of Exceedance
Percentage of
Common Equity(2)
Single U.S.
Hurricane
Single U.S.
and Canadian
Earthquake
2.0% (1-in-50) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1.0% (1-in-100) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.4% (1-in-250) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
0.1% (1-in-1,000) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4%
6%
9%
20%
2%
2%
3%
7%
(1) An event that has, for example, a 2% likelihood of exceedance is sometimes described as
a ‘‘1-in-50 year event.’’ As noted above, however, the probabilities in the table represent
the likelihood of losses from a single event equaling or exceeding the indicated threshold
loss amount in a one-year timeframe, not over a multi-year timeframe. Also, because the
probabilities relate to a single event, the probabilities do not address the likelihood of
more than one event occurring in a particular period, and, therefore, the amounts do not
address potential aggregate catastrophe losses occurring in a one-year timeframe.
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(2) The percentage of common equity is calculated by dividing (a) indicated loss amounts in
dollars by (b) total common equity excluding net unrealized investment gains and losses,
net of taxes. Net unrealized investment gains and losses can be significantly impacted by
both discretionary and other economic factors and are not necessarily indicative of
operating trends. Accordingly, the Company’s management uses the percentage of
common equity calculated on this basis as a metric to evaluate the potential impact of a
single hurricane or single earthquake on the Company’s financial position for purposes of
making underwriting and reinsurance decisions.
The threshold loss amounts in the tables above, which are based on the Company’s in-force
portfolio at December 31, 2013 and catastrophic reinsurance program at January 1, 2014, are net of
reinsurance, after-tax and exclude unallocated claim adjustment expenses, which historically have been
less than 10% of loss estimates. The amounts for hurricanes reflect U.S. exposures and include
property exposures, property residual market exposures and an adjustment for certain non-property
exposures. The hurricane loss amounts are based on the Company’s catastrophe risk model estimates
and include losses from the hurricane hazards of wind and storm surge. The amounts for earthquakes
reflect U.S. and Canadian property and workers’ compensation exposures. The Company does not
believe that the inclusion of hurricane or earthquake losses arising from other geographical areas or
other exposures would materially change the estimated threshold loss amounts.
Catastrophe modeling relies upon inputs based on experience, science, engineering and history.
These inputs reflect a significant amount of judgment and are subject to changes which may result in
volatility in the modeled output. Catastrophe modeling output may also fail to account for risks that
are outside the range of normal probability or are otherwise unforeseeable. Catastrophe modeling
assumptions include, among others, the portion of purchased reinsurance that is collectible after a
catastrophic event, which may prove to be materially incorrect. Consequently, catastrophe modeling
estimates are subject to significant uncertainty. In the tables above, the uncertainty associated with the
estimated threshold loss amounts increases significantly as the likelihood of exceedance decreases. In
other words, in the case of a relatively more remote event (e.g., 1-in-1,000), the estimated threshold
loss amount is relatively less reliable. Actual losses from an event could materially exceed the indicated
threshold loss amount. In addition, more than one such event could occur in any period.
Moreover, the Company is exposed to the risk of material losses from other than property and
workers’ compensation coverages arising out of hurricanes and earthquakes, and it is exposed to
catastrophe losses from perils other than hurricanes and earthquakes, such as tornadoes and other
windstorms, hail, wildfires, severe winter weather, floods, volcanic eruptions, tsunamis and acts of
terrorism.
For more information about the Company’s exposure to catastrophe losses, see ‘‘Item 1A—Risk
Factors—Catastrophe losses could materially and adversely affect our results of operations, our
financial position and/or liquidity, and could adversely impact our ratings, our ability to raise capital
and the availability and cost of reinsurance’’ and ‘‘Item 1A—Risk Factors—We may be adversely
affected if our pricing and capital models provide materially different indications than actual results.’’
CHANGING CLIMATE CONDITIONS
Severe weather events over the last several years have underscored the unpredictability of future
climate trends and created uncertainty regarding insurers’ exposures to financial loss as a result of
catastrophes and other weather-related events. For example, over the last decade hurricane activity has
impacted areas further inland than previously experienced, thus expanding the Company’s potential for
losses from hurricanes. Additionally, both the frequency and severity of tornado and hail storms in the
United States have been greater in recent years. Further, any reduction in arctic sea ice may contribute
to rising sea levels that could impact flooding in coastal areas. Accordingly, the Company may be
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subject to increased losses from catastrophes and other weather-related events. Additionally, the
Company’s catastrophe models may be less reliable due to the increased unpredictability, frequency and
severity of severe weather events.
The Company discusses how potentially changing climate conditions may present other issues for
its business under ‘‘Risk Factors’’ in Item 1A of this report and under ‘‘—Outlook’’ herein. For
example, among other things:
(cid:127) Increasingly unpredictable and severe weather conditions could result in increased frequency and
severity of claims under policies issued by the Company. See ‘‘Risk Factors—Catastrophe losses
could materially and adversely affect our results of operations, our financial position and/or
liquidity, and could adversely impact our ratings, our ability to raise capital and the availability
and cost of reinsurance’’ and ‘‘—Outlook—Underwriting Gain/Loss.’’
(cid:127) Changing climate conditions could also impact the creditworthiness of issuers of securities in
which the Company invests. For example, water supply adequacy could impact the
creditworthiness of bond issuers in the Southwestern United States, and more frequent and/or
severe hurricanes could impact the creditworthiness of issuers in the Southeastern United States,
among other areas. See ‘‘Risk Factors—Our investment portfolio may suffer reduced returns or
material realized or unrealized losses.’’
(cid:127) Increased regulation adopted in response to potential changes in climate conditions may impact
the Company and its customers. For example, state insurance regulation could impact the
Company’s ability to manage property exposures in areas vulnerable to significant climate driven
losses. If the Company is unable to implement risk based pricing, modify policy terms or reduce
exposures to the extent necessary to address rising losses related to catastrophes and smaller
scale weather events (should those increased losses occur), its business may be adversely
affected. See ‘‘Risk Factors—Catastrophe losses could materially and adversely affect our results
of operations, our financial position and/or liquidity, and could adversely impact our ratings, our
ability to raise capital and the availability and cost of reinsurance.’’
(cid:127) The full range of potential liability exposures related to climate change continues to evolve.
Through the Company’s Emerging Issues Committee and its Committee on Climate, Energy and
the Environment, the Company works with its business units and corporate groups, as
appropriate, to identify and try to assess climate change-related liability issues, which are
continually evolving and often hard to fully evaluate. See ‘‘Risk Factors—The effects of
emerging claim and coverage issues on our business are uncertain.’’
Climate change regulation also could increase the Company’s customers’ costs of doing business.
For example, insureds faced with carbon management regulatory requirements may have less available
capital for investment in loss prevention and safety features which may, over time, increase loss
exposures. Also, increased regulation may result in reduced economic activity, which would decrease
the amount of insurable assets and businesses.
The Company regularly reviews emerging issues, such as changing climate conditions, to consider
potential changes to its modeling and the use of such modeling, as well as to help determine the need
for new underwriting strategies, coverage modifications or new products.
REINSURANCE RECOVERABLES
The Company reinsures a portion of the risks it underwrites in order to control its exposure to losses.
For additional discussion regarding the Company’s reinsurance coverage, see ‘‘Part I—Item 1—Reinsurance.’’
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The following table summarizes the composition of the Company’s reinsurance recoverables:
(at December 31, in millions)
2013
2012
Gross reinsurance recoverables on paid and unpaid claims and
claim adjustment expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for uncollectible reinsurance . . . . . . . . . . . . . . . . . . . .
$4,707
(239)
$ 5,256
(258)
Net reinsurance recoverables . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mandatory pools and associations . . . . . . . . . . . . . . . . . . . . . . . .
Structured settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,468
1,897
3,348
4,998
2,549
3,165
Total reinsurance recoverables . . . . . . . . . . . . . . . . . . . . . . . . . .
$9,713
$10,712
The $530 million decline in net reinsurance recoverables from December 31, 2012 primarily
reflected the impacts of (i) cash collections, including commutation agreements and (ii) net favorable
prior year reserve development, partially offset by (iii) the acquisition of Dominion. As a result of the
acquisition of Dominion, total reinsurance recoverables increased by $352 million at November 1, 2013.
The $652 million decline in mandatory pools and associations from December 31, 2012 primarily
reflected catastrophe-related collections and, to a lesser extent the impact of the sale of renewal rights,
in connection with the Company’s National Flood Insurance Program business.
The following table presents the Company’s top five reinsurer groups by reinsurance recoverable at
December 31, 2013 (in millions). Also included is the A.M. Best rating of each reinsurer group at
February 13, 2014:
Reinsurer Group
Reinsurance
Recoverable
A.M. Best Rating of Group’s Predominant Reinsurer
Munich Re Group . . . . . . . . . . . . . . . . . .
Swiss Re Group . . . . . . . . . . . . . . . . . . . .
Alleghany Group . . . . . . . . . . . . . . . . . . .
XL Capital Group . . . . . . . . . . . . . . . . . .
NKSJ Holdings Inc. Group . . . . . . . . . . . .
$525
491
254
242
242
A+
A+
A
A
A+
second highest of 16 ratings
second highest of 16 ratings
third highest of 16 ratings
third highest of 16 ratings
second highest of 16 ratings
At December 31, 2013, the Company held $1.37 billion of collateral in the form of letters of credit,
funds and trust agreements held to fully or partially collateralize certain reinsurance recoverables.
For a discussion of a pending reinsurance dispute pertaining to a portion of the Company’s
reinsurance recoverable from the Munich Re Group in the foregoing table, see note 16 of notes to the
consolidated financial statements.
Included in reinsurance recoverables are amounts related to structured settlements, which are
annuities purchased from various life insurance companies to settle certain personal physical injury
claims, of which workers’ compensation claims comprise a significant portion. In cases where the
Company did not receive a release from the claimant, the amount due from the life insurance company
related to the structured settlement is included in the Company’s consolidated balance sheet as a
reinsurance recoverable and the related claim cost is included in the liability for claims and claim
adjustment expense reserves, as the Company retains the contingent liability to the claimant. If it is
expected that the life insurance company is not able to pay, the Company would recognize an
impairment of the related reinsurance recoverable if, and to the extent, the purchased annuities are not
covered by state guaranty associations. In the event that the life insurance company fails to make the
required annuity payments, the Company would be required to make such payments. The following
table presents the Company’s top five groups by structured settlements at December 31, 2013 (in
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millions). Also included is the A.M. Best rating of the Company’s predominant insurer from each
insurer group at February 13, 2014:
Group
Structured
Settlements
A.M. Best Rating of Group’s Predominant Insurer
Fidelity & Guaranty Life Group . . . . . . . . . . .
MetLife Group . . . . . . . . . . . . . . . . . . . . . . .
Genworth Financial Group . . . . . . . . . . . . . .
John Hancock Group . . . . . . . . . . . . . . . . . .
Symetra Financial Group . . . . . . . . . . . . . . . .
$972
456
429
255
248
B++ fifth highest of 16 ratings
A+
A
A+
A
second highest of 16 ratings
third highest of 16 ratings
second highest of 16 ratings
third highest of 16 ratings
Reinsurance companies and life insurance companies have been negatively impacted by turbulent
economic conditions, significant catastrophe events and investment portfolio challenges in recent years.
A number of such companies have been subjected to downgrades and/or negative outlook changes by
various ratings agencies, including those with which the Company conducts business. The Company
considers these factors in assessing the adequacy of its allowance for uncollectible amounts.
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 Insurance segment, affect audit premium adjustments, policy endorsements and mid-term
cancellations. Net written premiums are also impacted by the structure of reinsurance programs and
related costs.
Given the possibility that more active weather patterns such as the Company experienced in a
number of recent periods may continue, as well as the possibility that interest rates may remain low for
some period of time, along with the current level of profitability in certain of its product lines, the
Company has undertaken various efforts, and expects to undertake additional efforts, to improve its
underwriting margins. These efforts include seeking improved rates where the Company believes it is
appropriate, as well as improved terms and conditions, on many of its insurance products, and also
include other initiatives, such as reducing operating expenses and acquisition costs. In the Agency
Automobile line of business, given new business levels, the Company has undertaken various actions
(which are discussed in more detail in the ‘‘Underwriting Gain/Loss’’ section below) to reduce expenses
and costs in order to improve underwriting margins and enable it to have a more competitively priced
product. These and other actions to improve profitability with respect to Agency Automobile or the
Company’s other business units may not be successful and/or may result in lower retention and new
business levels and therefore lower business volumes. If these actions are not effective, the Company
may need to explore other actions or initiatives to improve its competitive position and profitability.
Refer to ‘‘Part I—Item 1A—Risk Factors—The intense competition that we face could harm our ability
to maintain or increase our business volumes and our profitability’’ and ‘‘—Disruptions to our
relationships with our independent agents and brokers could adversely affect us.’’
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Overall, the Company expects retention levels (the amount of expiring premium that renews,
before the impact of renewal premium changes) will remain strong relative to historical experience. The
Company also expects to continue to achieve, in the aggregate, price increases on renewal business
during 2014 that exceed loss cost trends. In the Business Insurance segment, the Company expects that
renewal premium changes during 2014 will be broadly consistent with the levels attained in the fourth
quarter of 2013 and will be driven by both positive renewal rate changes and, subject to the economic
uncertainties discussed below, growth in insured exposures. In the Financial, Professional &
International Insurance segment, the Company expects that renewal premium changes during 2014 will
be broadly consistent with 2013. With respect to surety, the Company expects net written premium
volumes during 2014 that are broadly consistent with 2013. In the Personal Insurance segment, the
Company expects both Agency Automobile and Agency Homeowners and Other renewal premium
changes during 2014 will decline as compared to 2013, but the Company expects such renewal premium
changes will remain positive and exceed underlying loss cost trends, assuming weather patterns and
other loss trends consistent with the Company’s expectations. Renewal premium changes for both
Agency Automobile and Agency Homeowners and Other in 2014 are expected to be driven by both
positive renewal rate changes (based on the Company’s actions to file for rate increases) and, subject to
the economic uncertainties discussed below, growth in insured exposures. 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.
The pricing environment for new business generally has less of an impact on underwriting
profitability than renewal rate changes, given the volume of new business relative to renewal business.
Property and casualty insurance market conditions are expected to remain competitive during 2014 for
new business, not only in Business Insurance and Financial, Professional & International 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.
Modest economic growth in the United States experienced in recent periods may or may not
continue, or may continue at a slower rate for an extended period of time. In addition, some economic
conditions, such as employment rates, may continue to be weak. Future actions or inactions of the
United States government, such as a failure to increase the government debt limit or a shutdown of the
federal government, could increase the actual or perceived risk that the U.S. may not ultimately pay its
obligations when due and may disrupt financial markets. Further, general uncertainty regarding the
U.S. Federal budget and taxes, implementation of the Affordable Care Act and the regulatory
environment has added to the uncertainty regarding economic conditions generally. If weak economic
conditions persist or 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 2014, and because earned premiums are a function of net written
premiums, earned premiums could be adversely impacted in 2014.
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
would continue to be adversely impacted if significant catastrophe and other weather-related losses
were to occur during 2014.
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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 years, 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.
In Business Insurance, the Company expects that the anticipated impact of increases in renewal
premium changes, partially offset by consistent modest loss cost trends, and assuming weather patterns
consistent with the Company’s expectations, will likely result in underlying underwriting margins during
2014 that are higher than in 2013.
In Financial, Professional & International Insurance, the Company expects underlying underwriting
margins in 2014 will be broadly consistent with 2013 as the anticipated impact of recent underwriting
actions and positive renewal premium changes will be offset by consistent modest loss cost trends and
the inclusion of Dominion. This also assumes that weather patterns and what the Company defines as
large losses are consistent with the Company’s expectations. While the Company is taking actions to
improve profitability at Dominion, it will be a number of years before these actions, to the extent
successful, will be fully realized.
In Personal Insurance, the Company anticipates underlying underwriting margins during 2014 that
are broadly consistent with 2013. In Agency Automobile, the Company anticipates an improvement in
underlying underwriting margins during 2014 compared to 2013 due to the anticipated impact of
continued positive renewal premium changes, combined with the Company’s announced plan to reduce
certain claim adjustment and other insurance expenses, partially offset by loss cost trends. The
Company anticipates that the recently announced launch of Quantum Auto 2.0, as discussed below, will
increase new business premiums but will not have a meaningful impact on underlying underwriting
margins during 2014. In Agency Homeowners and Other, the Company anticipates a modest decline in
underlying underwriting margins during 2014 compared to 2013, reflecting a return to non-catastrophe
weather-related loss levels and loss cost trends consistent with the Company’s expectations, partially
offset by the anticipated impact of continued positive renewal premium changes. 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 unprofitable for a number of years as this book
of business grows and matures.
The Agency Automobile line of business has been negatively impacted by various factors, including
the use of price comparison technology by agents and brokers as discussed above. The Company’s
actions in response to these factors include, among other things, an announced plan to reduce certain
claim adjustment and other insurance expenses, with the majority of the impact in the Agency
Automobile line of business. That plan is intended to result in savings of $140 million pre-tax per year
by 2015 when fully implemented. It will also result in a restructuring charge of approximately
$16 million, $12 million of which was incurred in 2013. Additionally, in the fourth quarter of 2013, the
Company launched a new private passenger automobile product, Quantum Auto 2.0. This product, in
addition to incorporating the cost savings described above, has a lower base commission rate than the
Company’s existing Quantum Auto 1.0 product. These changes in cost structure are intended to enable
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the Company to price Quantum Auto 2.0 more competitively while generating an expected appropriate
return. The new product was launched in 18 states by December 31, 2013 and is expected to be
eventually offered in all but three states before the end of 2014. The Company currently intends that,
in approved states, all new accounts will be on the new product; in addition, the product will also be
available to agents at their discretion for existing accounts.
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 3.7 (3.9 excluding short-term
securities) at December 31, 2013. 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. 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 impact of lower reinvestment yields on the Company’s fixed maturity
portfolio could, in 2014, result in approximately $25 million of lower after-tax net investment income
from that portfolio on a quarterly basis as compared to the corresponding prior year quarter. Given
recent general economic and investment market conditions, the Company expects investment income
from the non-fixed maturity portfolio in 2014 will be lower than in 2013. If general economic conditions
and/or investment market conditions deteriorate during 2014, the Company could also experience a
further reduction in net investment income and/or significant realized investment losses, including
impairments. Future actions or inactions of the United States government, such as a failure to increase
the government debt limit or a shutdown of the federal government, could increase the actual or
perceived risk that the U.S. may not ultimately pay its obligations when due and may disrupt financial
markets. The carrying value of the Company’s investments in U.S. Treasury securities and obligations of
U.S. government and government agencies and authorities was $2.32 billion at December 31, 2013.
Additionally, the carrying value of the Company’s investments in obligations of states, municipalities
and political subdivisions included pre-refunded bonds of $9.52 billion at December 31, 2013.
Pre-refunded bonds 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. For further discussion of the Company’s
investment portfolio, see ‘‘Investment Portfolio.’’ 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.’’
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
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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
2013, see ‘‘Liquidity and Capital Resources.’’
The Company had a net after-tax unrealized investment gain of $1.15 billion in its fixed maturity
investment portfolio at December 31, 2013. 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 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.’’
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 ‘‘Item 1A—Risk Factors’’ and ‘‘Item 7—Management’s Discussion and Analysis
of Financial Condition and Results of Operations—Critical Accounting Estimates.’’
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. Cash provided from these sources is used primarily for claims and claim
adjustment expense payments and operating expenses. The insurance subsidiaries’ liquidity
requirements can be impacted by, among other factors, the timing and amount of catastrophe claims,
which are inherently unpredictable, as well as the timing and amount of reinsurance recoveries, which
may be affected by reinsurer solvency and reinsurance coverage disputes. Additionally, the variability of
asbestos-related claim payments, as well as the volatility of potential judgments and settlements arising
out of litigation, may also result in increased liquidity requirements. It is the opinion of the Company’s
management that the insurance subsidiaries’ future liquidity needs will be adequately met from all of
sources described above. Subject to restrictions imposed by states in which the Company’s insurance
subsidiaries are domiciled, the Company’s principal insurance subsidiaries pay dividends to their
respective parent companies, which in turn pay dividends to the corporate holding (parent) company
(TRV). For further information regarding restrictions on dividends paid by the Company’s insurance
subsidiaries, see Part I—Item 1—Regulation.’’
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 December 31, 2013, TRV held total cash and short-term invested assets in
the United States aggregating $1.59 billion and having a weighted average maturity of 84 days. 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 $714 million of the
Company’s foreign operations’ undistributed earnings as of December 31, 2013, 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 December 31, 2013.
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 December 31, 2013.
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 $206 million, to provide a portion of the capital needed to support its obligations
at Lloyd’s at December 31, 2013. 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.
Operating Activities
Net cash flows provided by operating activities were $3.82 billion, $3.23 billion and $2.17 billion in
2013, 2012 and 2011, respectively. Cash flows in 2013 primarily reflected a decrease in losses paid
related to catastrophes and a higher level of collected premiums, partially offset by an increase in
income tax payments. Cash flows in 2012 primarily reflected a decrease in losses paid related to
catastrophes, a lower level of paid losses related to asbestos claims and operations in runoff and a
higher level of collected premiums, partially offset by an increase in paid losses related to
non-catastrophe ongoing business (including the impact of increased loss costs). In 2013, the Company
made no contributions to its qualified domestic pension plan, which was 106% funded at December 31,
2013. In 2012 and 2011, the Company voluntarily made contributions totaling $217 million and
$185 million, respectively, to its qualified domestic pension plan.
Investing Activities
Net cash flows used in investing activities in 2013 and 2012 were $910 million and $972 million,
compared with net cash flows provided by investing activities of $1.15 billion in 2011. The 2013 total
included $997 million related to the Company’s acquisition of Dominion (net of cash acquired). The
Company’s consolidated total investments at December 31, 2013 decreased by $678 million, or 1% from
year-end 2012, primarily reflecting the impact of a significant decline in net unrealized appreciation of
investments driven by an increase in interest rates, common share repurchases and dividends paid to
shareholders, partially offset by net cash flows provided by operating activities and the impact of the
acquisition of Dominion.
On December 5, 2012, the Company increased its ownership in J. Malucelli Participa¸c˜oes em
Seguros e Resseguros S.A, its Brazilian joint venture (JMalucelli), through the exercise of a pre-existing
option. As a result, the Company increased its ownership to 49.5% of the venture. JMalucelli is
currently the market leader in surety in Brazil based on market share. The Company’s investment was
funded with cash provided internally from an operating subsidiary of the Company.
The Company’s investment portfolio is managed to support its insurance operations; accordingly,
the portfolio is positioned to meet obligations to policyholders. As such, the primary goals of the
126
Company’s asset-liability management process are to satisfy the insurance liabilities and maintain
sufficient liquidity to cover fluctuations in projected liability cash flows. Generally, the expected
principal and interest payments produced by the Company’s fixed maturity portfolio adequately fund
the estimated runoff of the Company’s insurance reserves. Although this is not an exact cash flow
match in each period, the substantial amount by which the market value of the fixed maturity portfolio
exceeds the value of the net insurance liabilities, as well as the positive cash flow from newly sold
policies and the large amount of high quality liquid bonds, contributes to the Company’s ability to fund
claim payments without having to sell illiquid assets or access credit facilities.
Financing Activities
Net cash flows used in financing activities were $2.94 billion, $2.15 billion and $3.31 billion in 2013,
2012 and 2011, respectively. The totals in each year reflected common share repurchases, dividends to
shareholders and the repayment of debt, partially offset by the proceeds from employee stock option
exercises and, in 2013, proceeds from the issuance of debt.
Debt Transactions.
2013. On July 25, 2013, the Company issued $500 million aggregate principal amount of 4.60%
senior notes that will mature on August 1, 2043. The net proceeds of the issuance, after original
issuance discount and the deduction of underwriting expenses and commissions and other expenses,
totaled approximately $494 million. Interest on the senior notes is payable semi-annually in arrears on
February 1 and August 1, commencing on February 1, 2014. The senior notes are redeemable in whole
at any time or in part from time to time, at the Company’s option, at a redemption price equal to the
greater of (a) 100% of the principal amount of senior notes to be redeemed or (b) the sum of the
present value of the remaining scheduled payments of principal and interest on the 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 treasury rate (as defined) plus 15 basis points.
On March 15, 2013, the Company’s $500 million, 5.00% senior notes matured and were fully paid.
2012. On May 29, 2012, the Company purchased and retired $8.5 million aggregate principal
amount of its 6.25% fixed-to-floating rate junior subordinated debentures due March 15, 2067 in an
open market transaction. The Company’s $250 million, 5.375% senior notes matured on June 15, 2012
and were paid from existing holding company liquidity.
2011. On June 1, 2011, the Company repaid the remaining $9 million principal balance on its
7.22% real estate non-recourse debt.
In 2014, no debt obligations, other than commercial paper, become due. In 2015, the amount of
debt obligations, other than commercial paper, that comes due is $400 million. The Company may
refinance maturing debt through funds generated internally or, depending on market conditions,
through funds generated externally, including as a result of the issuance of debt or other securities.
Dividends. Dividends paid to shareholders were $729 million, $694 million and $665 million in
2013, 2012 and 2011, 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 January 21, 2014, the Company announced that it declared a regular quarterly dividend
of $0.50 per share, payable March 31, 2014, to shareholders of record on March 10, 2014.
127
Share Repurchases. 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. In October 2013, the board of
directors approved a share repurchase authorization that added an additional $5.0 billion of repurchase
capacity. The following table summarizes repurchase activity in 2013 and remaining repurchase capacity
at December 31, 2013.
Quarterly Period Ending
(in millions, except per share amounts)
Number of
shares
purchased
Cost of shares
repurchased
Average price paid
per share
Remaining capacity
under share repurchase
authorization
March 31, 2013 . . . . . . . . . . . . . . . . .
June 30, 2013 . . . . . . . . . . . . . . . . . .
September 30, 2013 . . . . . . . . . . . . . .
December 31, 2013 . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . .
3.7
3.6
9.7
11.4
28.4
$ 300
300
800
1,000
$2,400
$81.01
82.99
82.21
88.10
84.51
$1,859
1,559
759
4,759
4,759
From the inception of the first authorization in May 2006 through December 31, 2013, the
Company repurchased a cumulative total of 390.8 million shares for a total cost of $21.24 billion, or an
average of $54.35 per share.
In 2013, 2012 and 2011, the Company acquired 0.8 million, 0.9 million and 1.4 million shares,
respectively, of common stock from employees as treasury stock primarily to cover payroll withholding
taxes related to the vesting of restricted stock awards and exercises of stock options.
Capital Resources
Capital resources reflect the overall financial strength of the Company and its ability to borrow
funds at competitive rates and raise new capital to meet its needs. The following table summarizes the
components of the Company’s capital structure at December 31, 2013 and 2012.
(at December 31, in millions)
Debt:
Short-term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net unamortized fair value adjustments and debt issuance costs . . . . . .
Total debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Shareholders’ equity:
Common stock and retained earnings, less treasury stock . . . . . . . . . . .
Accumulated other comprehensive income . . . . . . . . . . . . . . . . . . . . . .
Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
2012
$
100
6,261
(15)
6,346
$
600
5,761
(11)
6,350
23,986
810
24,796
23,169
2,236
25,405
Total capitalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$31,142
$31,755
Total capitalization at December 31, 2013 was $31.14 billion, $613 million lower than at
December 31, 2012, primarily reflecting the impact of a decrease in net unrealized appreciation of
investments, common share repurchases totaling $2.40 billion under the Company’s share repurchase
128
authorization, shareholder dividends of $734 million and debt repayments of $500 million, partially
offset by net income of $3.67 billion and the issuance of debt for net proceeds of $494 million.
The following table provides a reconciliation of total capitalization excluding net unrealized gains
on investments to total capitalization presented in the foregoing table.
(at December 31, dollars in millions)
2013
2012
Total capitalization excluding net unrealized gains on investments . . . . . . . . . . . . .
Net unrealized gain on investments, net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
$29,820
1,322
$28,652
3,103
Total capitalization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$31,142
$31,755
Debt-to-total capital ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt-to-total capital ratio excluding net unrealized gains on investments . . . . . . .
20.4%
21.3%
20.0%
22.2%
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) was 21.3% at December 31, 2013, within
the Company’s target range of 15% to 25%.
Credit Agreement. On June 7, 2013, the Company entered into a five-year, $1.0 billion revolving
credit agreement with a syndicate of financial institutions, replacing its three-year $1.0 billion credit
agreement that was due to expire on June 10, 2013. Terms of the credit agreement are discussed in
more detail in note 8 of notes to the Company’s consolidated financial statements.
Shelf Registration. The Company has filed with the Securities and Exchange Commission a
universal shelf registration statement for the potential offering and sale of securities. The Company
may offer these securities from time to time at prices and on other terms to be determined at the time
of offering.
Share Repurchase Authorization. At December 31, 2013, the Company had $4.76 billion of
capacity remaining under its share repurchase authorization approved by the board of directors.
Contractual Obligations
The following table summarizes, as of December 31, 2013, the Company’s future payments under
contractual obligations and estimated claims and claim-related payments. The table excludes short-term
obligations and includes only liabilities at December 31, 2013 that are expected to be settled in cash.
The table below includes the amount and estimated future timing of claims and claim-related
payments. The amounts do not represent the exact liability, but instead represent estimates, generally
utilizing actuarial projections techniques, at a given accounting date. These estimates include
expectations of what the ultimate settlement and administration of claims will cost based on the
Company’s assessment of facts and circumstances known, review of historical settlement patterns,
estimates of trends in claims severity, frequency, legal theories of liability and other factors. Variables in
the reserve estimation process can be affected by both internal and external events, such as changes in
claims handling procedures, economic inflation or deflation, legal trends and legislative changes. Many
of these items are not directly quantifiable, particularly on a prospective basis. Additionally, there may
be significant reporting lags between the occurrence of the policyholder event and the time it is actually
reported to the insurer. The future cash flows related to the items contained in the table below
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required estimation of both amount (including severity considerations) and timing. Amount and timing
are frequently estimated separately. An estimation of both amount and timing of future cash flows
related to claims and claim-related payments has some unavoidable estimation uncertainty.
The contractual obligations related to debt, operating leases, purchase obligations, long-term
unfunded investment commitments, estimated claims and claim-related payments (gross of the
estimated reinsurance recoveries) and liabilities related to unrecognized tax benefits, at December 31,
2013 were as follows:
Payments Due by Period
(in millions)
Debt
Total
Less than
1 Year
1 - 3 Years
3 - 5 Years
After
5 Years
Senior notes . . . . . . . . . . . . . . . . . . . . . . . . . .
Junior subordinated debentures . . . . . . . . . . . .
$ 5,900
361
$ — $
—
Total debt principal . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest
6,261
5,572
Total long-term debt obligations(1) . . . . . . . .
11,833
Operating leases(2) . . . . . . . . . . . . . . . . . . . . . .
816
Purchase obligations
Information systems administration and
maintenance commitments(3) . . . . . . . . . . . .
Other purchase commitments(4) . . . . . . . . . . .
Total purchase obligations . . . . . . . . . . . . . . . .
129
49
178
Long-term unfunded investment commitments(5) .
1,516
Estimated claims and claim-related payments
—
365
365
178
48
30
78
333
800
—
800
696
1,496
297
62
15
77
452
Claims and claim adjustment expenses(6) . . . . .
Claims from large deductible policies(7) . . . . . .
Loss-based assessments(8) . . . . . . . . . . . . . . . .
Payout from ceded funds withheld(9) . . . . . . . .
48,637
—
174
229
10,622
—
37
27
11,405
—
52
54
$ 950
—
$ 4,150
361
950
590
1,540
175
17
4
21
502
6,395
—
19
30
4,511
3,921
8,432
166
2
—
2
229
20,215
—
66
118
Total estimated claims and claim-related
payments . . . . . . . . . . . . . . . . . . . . . . . . . . .
49,040
10,686
11,511
6,444
20,399
Liabilities related to unrecognized tax
benefits(10) . . . . . . . . . . . . . . . . . . . . . . . . . .
381
—
381
—
—
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$63,764
$11,640
$14,214
$8,682
$29,228
(1) The Company’s $107 million remaining aggregate principal amount of 6.25% fixed-to-floating rate
debentures bear interest at an annual rate of 6.25% from the date of issuance to, but excluding,
March 15, 2017 and at a rate of three-month LIBOR plus 2.215% thereafter. The table above
includes interest payments through the scheduled maturity date of March 15, 2037. Interest
payments beginning March 15, 2017 through March 15, 2037 were calculated using the three-
month LIBOR rate as of December 31, 2013.
See note 8 of notes to the Company’s consolidated financial statements for a further discussion of
outstanding indebtedness. Because the amounts reported in the foregoing table include principal
and interest, the total long-term debt obligations will not agree with the amounts reported in
note 8.
(2) Represents agreements entered into in the ordinary course of business to lease office space,
equipment and furniture.
(3) Includes agreements with vendors to purchase system software administration and maintenance
services.
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(4) Includes commitments to vendors entered into in the ordinary course of business for goods and
services including property, plant and equipment, office supplies, archival services, etc.
(5) Represents estimated timing for fulfilling unfunded commitments for private equity limited
partnerships and real estate partnerships.
(6) The amounts in ‘‘Claims and claim adjustment expenses’’ in the table above represent the
estimated timing of future payments for both reported and unreported claims incurred and related
claim adjustment expenses, gross of reinsurance recoverables, excluding structured settlements
expected to be paid by annuity companies.
The Company has entered into reinsurance agreements to protect itself from potential losses in
excess of the amount it is prepared to accept as described in note 5 of notes to the Company’s
consolidated financial statements.
In order to qualify for reinsurance accounting, a reinsurance agreement must indemnify the insurer
from insurance risk, i.e., the agreement must transfer amount and timing risk. Since the timing and
amount of cash inflows from such reinsurance agreements are directly related to the underlying
payment of claims and claim adjustment expenses by the insurer, reinsurance recoverables are
recognized in a manner consistent with the liabilities (the estimated liability for claims and claim
adjustment expenses) relating to the underlying reinsured contracts. The presence of any feature
that can delay timely reimbursement of claims by a reinsurer results in the reinsurance contract
being accounted for as a deposit rather than reinsurance. The assumptions used in estimating the
amount and timing of the reinsurance recoverables are consistent with those used in estimating the
amount and timing of the related liabilities.
The estimated future cash inflows from the Company’s reinsurance contracts that qualify for
reinsurance accounting are as follows:
(in millions)
Total
Less than
1 Year
1 - 3 Years
3 - 5 Years
After
5 Years
Reinsurance recoverables . . . . . . . . . . . . . . . . .
$6,071
$1,090
$1,129
$ 837
$3,015
The Company manages its business and evaluates its liabilities for claims and claim adjustment
expenses on a net of reinsurance basis. The estimated cash flows on a net of reinsurance basis are
as follows:
(in millions)
Total
Less than
1 Year
1 - 3 Years
3 - 5 Years
After
5 Years
Claims and claim adjustment expenses, net . .
$42,566
$9,532
$10,276
$5,558
$17,200
For business underwritten by non-U.S. operations, future cash flows related to reported and
unreported claims incurred and related claim adjustment expenses were translated at the spot rate
on December 31, 2013.
The amounts reported in the table above and in the table of reinsurance recoverables above are
presented on a nominal basis and have not been adjusted to reflect the time value of money.
Accordingly, the amounts above will differ from the Company’s balance sheet to the extent that
the liability for claims and claim adjustment expenses and the related reinsurance recoverables
have been discounted in the balance sheet. (See note 1 of notes to the Company’s consolidated
financial statements.)
(7) Workers’ compensation large deductible policies provide third party coverage in which the
Company typically is responsible for paying the entire loss under such policies and then seeks
reimbursement from the insured for the deductible amount. ‘‘Claims from large deductible
policies’’ represent the estimated future payment for claims and claim related expenses below the
deductible amount, net of the estimated recovery of the deductible. The liability and the related
deductible receivable for unpaid claims are presented in the consolidated balance sheet as
‘‘contractholder payables’’ and ‘‘contractholder receivables,’’ respectively. Most deductibles for such
policies are paid directly from the policyholder’s escrow which is periodically replenished by the
131
policyholder. The payment of the loss amounts above the deductible are reported within ‘‘Claims
and claim adjustment expenses’’ in the above table. Because the timing of the collection of the
deductible (contractholder receivables) occurs shortly after the payment of the deductible to a
claimant (contractholder payables), these cash flows offset each other in the table.
The estimated timing of the payment of the contractholder payables and the collection of
contractholder receivables for workers’ compensation policies is presented below:
(in millions)
Total
Less than
1 Year
1 - 3 Years
3 - 5 Years
After
5 Years
Contractholder payables/receivables . . . . . . . . .
$4,328
$1,091
$1,204
$633
$1,400
(8) The amounts in ‘‘Loss-based assessments’’ relate to estimated future payments of second-injury
fund assessments which would result from payment of current claim liabilities. Second injury funds
cover the cost of any additional benefits for aggravation of a pre-existing condition. For loss-based
assessments, the cost is shared by the insurance industry and self-insureds, funded through
assessments to insurance companies and self-insureds based on losses. Amounts relating to second-
injury fund assessments are included in ‘‘other liabilities’’ in the consolidated balance sheet.
(9) The amounts in ‘‘Payout from ceded funds withheld’’ represent estimated payments for losses and
return of funds held related to certain reinsurance arrangements whereby the Company holds a
portion of the premium due to the reinsurer and is allowed to pay claims from the amounts held.
(10) The Company’s current liabilities related to unrecognized tax benefits from uncertain tax positions
are $381 million. Offsetting these liabilities are deferred tax assets of $362 million associated with
the temporary differences that would exist if these positions become realized.
The above table does not include an analysis of liabilities reported for structured settlements for
which the Company has purchased annuities and remains contingently liable in the event of default by
the company issuing the annuity. The Company is not reasonably likely to incur material future
payment obligations under such agreements. In addition, the Company is not currently subject to any
minimum funding requirements for its qualified pension plan. Accordingly, future contributions are not
included in the foregoing table.
Dividend Availability
The Company’s principal insurance subsidiaries are domiciled in the state of Connecticut. The
insurance holding company laws of Connecticut applicable to the Company’s subsidiaries requires
notice to, and approval by, the state insurance commissioner for the declaration or payment of any
dividend that, together with other distributions made within the preceding twelve months, exceeds the
greater of 10% of the insurer’s capital and surplus as of the preceding December 31, or the insurer’s
net income for the twelve-month period ending the preceding December 31, in each case determined in
accordance with statutory accounting practices and by state regulation. This declaration or payment is
further limited by adjusted unassigned surplus, as determined in accordance with statutory accounting
practices. The insurance holding company laws of other states in which the Company’s subsidiaries are
domiciled generally contain similar, although in some instances somewhat more restrictive, limitations
on the payment of dividends. A maximum of $3.33 billion is available by the end of 2014 for such
dividends to the holding company, TRV, without prior approval of the Connecticut Insurance
Department. The Company may choose to accelerate the timing within 2014 and/or increase the
amount of dividends from its insurance subsidiaries in 2014, which could result in certain dividends
being subject to approval by the Connecticut Insurance Department.
132
TRV is not dependent on dividends or other forms of repatriation from its foreign operations to
support its liquidity needs. The undistributed earnings of the Company’s foreign operations are not
material and are intended to be permanently reinvested in those operations.
TRV and its two non-insurance holding company subsidiaries received $2.90 billion of dividends in
2013, all of which was received from their U.S. insurance subsidiaries.
Pension and Other Postretirement Benefit Plans
The Company sponsors a qualified non-contributory defined benefit pension plan (the Qualified
Plan), which covers substantially all U.S. domestic employees and provides benefits primarily under a
cash balance formula. In addition, the Company sponsors: a nonqualified defined benefit pension plan
which covers certain highly-compensated employees, pension plans for employees of its foreign
subsidiaries, and a postretirement health and life insurance benefit plan for employees satisfying certain
age and service requirements and for certain retirees.
The Qualified Plan is subject to regulations under the Employee Retirement Income Act of 1974
as amended (ERISA), which requires plans to meet minimum standards of funding and requires such
plans to subscribe to plan termination insurance through the Pension Benefit Guaranty Corporation
(PBGC). The Company does not have a minimum funding requirement for the Qualified Plan for 2014
and does not anticipate having a minimum funding requirement in 2015. The Company has significant
discretion in making contributions above those necessary to satisfy the minimum funding requirements.
In 2013, there was no minimum funding requirement for the Qualified Plan, and the Company made
no voluntary contributions to the Qualified Plan. In 2012 and 2011, the Company voluntarily made
contributions totaling $217 million and $185 million, respectively, to the Qualified Plan. In determining
future contributions, the Company will consider the performance of the plan’s investment portfolio, the
effects of interest rates on the projected benefit obligation of the plan and the Company’s other capital
requirements. The Company has not determined whether or not additional voluntary funding will be
made in the 2014. However, the Company currently believes, subject to actual plan performance and
funded status at the time, that it may make voluntary pension contributions of approximately
$75 million to $100 million annually beginning in 2015 as well as over the following several years.
The Qualified Plan assets are managed to maximize long-term total return. The Company’s overall
strategy is to achieve a mix of approximately 85% to 90% of investments for long-term growth and
10% to 15% for near-term benefit payments with a wide diversification of asset types, fund strategies
and fund managers. The current target allocations for plan assets are 55% to 65% equity securities and
20% to 40% fixed income securities, with the remainder allocated to short-term securities. For 2014,
the Company plans to apply an expected long-term rate of return on plan assets of 7.50%, the same
rate as in 2013. The rates of return reflect the Company’s current expectations of long-term returns on
the plan’s invested assets, taking into account the current low level of long-term interest rates as well as
the Federal Reserve’s commentary in November 2013 regarding its expectation to maintain interest
rates at their current low levels until the national labor market is sufficiently strong. The Company’s
expected long-term rate of return on plan assets also contemplates a return to more normal levels of
long-term interest rates in the future.
For further discussion of the pension and other postretirement benefit plans, see note 14 of notes
to the consolidated financial statements.
Risk-Based Capital
The NAIC has Risk-Based Capital (RBC) requirements for property casualty companies to be
used as minimum capital requirements by the NAIC and states to identify companies that merit further
regulatory action. The formulas have not been designed to differentiate among adequately capitalized
companies that operate with levels of capital above the RBC requirements. Therefore, it is
133
inappropriate and ineffective to use the formulas to rate or to rank these companies. At December 31,
2013, all of the Company’s insurance subsidiaries had adjusted capital in excess of amounts requiring
any company or regulatory action.
Off-Balance Sheet Arrangements
The Company has entered into certain contingent obligations for guarantees related to the sale of
business entities, certain investments, third-party loans related to certain investments, certain insurance
policy obligations of former insurance subsidiaries and various other indemnifications. See note 16 of
notes to the Company’s consolidated financial statements. The Company does not expect these
arrangements will have a material effect on the Company’s financial position, changes in financial
position, revenues and expenses, results of operations, liquidity, capital expenditures or capital
resources.
CRITICAL ACCOUNTING ESTIMATES
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.
Claims and Claim Adjustment Expense Reserves
Gross claims and claim adjustment expense reserves by product line were as follows:
(at December 31, in millions)
General liability . . . . . . . . . . . . . . . . . . . .
Commercial property . . . . . . . . . . . . . . . .
Commercial multi-peril
. . . . . . . . . . . . . .
Commercial automobile . . . . . . . . . . . . . .
Workers’ compensation . . . . . . . . . . . . . .
Fidelity and surety . . . . . . . . . . . . . . . . . .
Personal automobile . . . . . . . . . . . . . . . .
Homeowners and personal—other . . . . . .
International and other . . . . . . . . . . . . . .
Property-casualty . . . . . . . . . . . . . . . . .
Accident and health . . . . . . . . . . . . . . . . .
Claims and claim adjustment expense
Case
$ 5,355
778
1,879
2,305
9,918
426
1,793
635
3,585
26,674
30
2013
IBNR
$ 8,604
542
1,707
1,219
7,856
818
785
551
2,109
24,191
—
Total
Case
$13,959
1,320
3,586
3,524
17,774
1,244
2,578
1,186
5,694
50,865
30
$ 5,525
992
2,018
2,343
9,684
479
1,980
1,335
2,216
26,572
34
2012
IBNR
$ 9,109
638
1,723
1,241
7,589
934
722
809
1,551
24,316
—
Total
$14,634
1,630
3,741
3,584
17,273
1,413
2,702
2,144
3,767
50,888
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reserves . . . . . . . . . . . . . . . . . . . . . .
$26,704
$24,191
$50,895
$26,606
$24,316
$50,922
Gross claims and claim adjustment expense reserves at December 31, 2013 decreased by
$27 million from December 31, 2012, primarily reflecting the impact of net favorable prior year reserve
development, payments related to catastrophes and payments related to operations in runoff, including
asbestos and environmental claims, partially offset by the impact of the acquisition of Dominion.
Dominion’s reserves at December 31, 2013 were included in the ‘‘International and other’’ category in
the foregoing table.
Asbestos and environmental reserves are included in the General liability, Commercial multi-peril
and International and other lines in the foregoing summary table. 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.’’
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Claims and claim adjustment expense reserves represent management’s estimate of ultimate unpaid
costs of losses and loss adjustment expenses for claims that have been reported and claims that have
been incurred but not yet reported (IBNR). Claims and claim adjustment expense reserves do not
represent an exact calculation of liability, but instead represent management estimates, generally
utilizing actuarial expertise and projection techniques, at a given accounting date. These estimates are
expectations of what the ultimate settlement and administration of claims will cost upon final resolution
in the future, based on the Company’s assessment of facts and circumstances then known, review of
historical settlement patterns, estimates of trends in claims severity and frequency, expected
interpretations of legal theories of liability and other factors. In establishing gross claims and claim
adjustment expense reserves, the Company also considers salvage and subrogation. Estimated recoveries
from reinsurance are included in ‘‘Reinsurance Recoverables’’ as an asset on the Company’s
consolidated balance sheet. The claims and claim adjustment expense reserves are reviewed regularly by
qualified actuaries employed by the Company.
The process of estimating claims and claim adjustment expense reserves involves a high degree of
judgment and is subject to a number of variables. These variables can be affected by both internal and
external events, such as changes in claims handling procedures, changes in individuals involved in the
reserve estimation process, economic inflation, legal trends and legislative changes, among others. The
impact of many of these items on ultimate costs for claims and claim adjustment expenses is difficult to
estimate. Estimation difficulties also differ significantly by product line due to differences in claim
complexity, the volume of claims, the potential severity of individual claims, the determination of
occurrence date for a claim and reporting lags (the time between the occurrence of the policyholder
event and when it is actually reported to the insurer). Informed judgment is applied throughout the
process, including the application of various individual experiences and expertise to multiple sets of
data and analyses. The Company continually refines its estimates in a regular ongoing process as
historical loss experience develops and additional claims are reported and settled. The Company
rigorously attempts to consider all significant facts and circumstances known at the time claims and
claim adjustment expense reserves are established. Due to the inherent uncertainty underlying these
estimates including, but not limited to, the future settlement environment, final resolution of the
estimated liability for claims and claim adjustment expenses may be higher or lower than the related
claims and claim adjustment expense reserves at the reporting date. Therefore, actual paid losses, as
claims are settled in the future, may be materially different than the amount currently recorded—
favorable or unfavorable.
Because establishment of claims and claim adjustment expense reserves is an inherently uncertain
process involving estimates, currently established claims and claim adjustment expense reserves may
change. The Company reflects adjustments to the reserves in the results of operations in the period the
estimates are changed.
There are also additional risks which impact the estimation of ultimate costs for catastrophes. For
example, the estimation of reserves related to hurricanes, tornadoes and other catastrophic events can
be affected by the inability of the Company and its insureds to access portions of the impacted areas,
the complexity of factors contributing to the losses, the legal and regulatory uncertainties, including the
interpretation of policy terms and conditions, and the nature of the information available to establish
the reserves. Complex factors include, but are not limited to: determining whether damage was caused
by flooding versus wind; evaluating general liability and pollution exposures; estimating additional living
expenses; estimating the impact of demand surge, infrastructure disruption, fraud, the effect of mold
damage and business interruption costs; and reinsurance collectibility. The timing of a catastrophe, such
as at or near the end of a reporting period, can also affect the information available to the Company in
estimating reserves for that reporting period. The estimates related to catastrophes are adjusted as
actual claims emerge.
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A portion of the Company’s gross claims and claim adjustment expense reserves (totaling
$2.96 billion at December 31, 2013) 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.’’
General Discussion
The process for estimating the liabilities for claims and claim adjustment expenses begins with the
collection and analysis of claim data. Data on individual reported claims, both current and historical,
including paid amounts and individual claim adjuster estimates, are grouped by common characteristics
(components) and evaluated by actuaries in their analyses of ultimate claim liabilities by product line.
Such data is occasionally supplemented with external data as available and when appropriate. The
process of analyzing reserves for a component is undertaken on a regular basis, generally quarterly, in
light of continually updated information.
Multiple estimation methods are available for the analysis of ultimate claim liabilities. Each
estimation method has its own set of assumption variables and its own advantages and disadvantages,
with no single estimation method being better than the others in all situations and no one set of
assumption variables being meaningful for all product line components. The relative strengths and
weaknesses of the particular estimation methods when applied to a particular group of claims can also
change over time. Therefore, the actual choice of estimation method(s) can change with each
evaluation. The estimation method(s) chosen are those that are believed to produce the most reliable
indication at that particular evaluation date for the claim liabilities being evaluated.
In most cases, multiple estimation methods will be valid for the particular facts and circumstances
of the claim liabilities being evaluated. This will result in a range of reasonable estimates for any
particular claim liability. The Company uses such range analyses to back test whether previously
established estimates for reserves at the reporting segments are reasonable, given subsequent
information. Reported values found to be closer to the endpoints of a range of reasonable estimates
are subject to further detailed reviews. These reviews may substantiate the validity of management’s
recorded estimate or lead to a change in the reported estimate.
The exact boundary points of these ranges are more qualitative than quantitative in nature, as no
clear line of demarcation exists to determine when the set of underlying assumptions for an estimation
method switches from being reasonable to unreasonable. As a result, the Company does not believe
that the endpoints of these ranges are or would be comparable across companies. In addition, potential
interactions among the different estimation assumptions for different product lines make the
aggregation of individual ranges a highly judgmental and inexact process.
Property-casualty insurance policies are either written on a claims-made or on an occurrence basis.
Claims-made policies generally cover, subject to requirements in individual policies, claims reported
during the policy period. Policies that are written on an occurrence basis require that the insured
demonstrate that a loss occurred in the policy period, even if the insured reports the loss many years
later.
Most general liability policies are written on an occurrence basis. These policies are subject to
substantial loss development over time as facts and circumstances change in the years following the
policy issuance. The occurrence form, which accounts for much of the reserve development in asbestos
and environmental exposures, is also used to provide coverage for construction general liability,
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including construction defect. Occurrence-based forms of insurance for general liability exposures
require substantial projection of various trends, including future inflation, judicial interpretations and
societal litigation trends (e.g., size of jury awards and propensity of individuals to pursue litigation),
among others.
A basic premise in most actuarial analyses is that past patterns demonstrated in the data will
repeat themselves in the future, absent a material change in the associated risk factors discussed below.
To the extent a material change affecting the ultimate claim liability is known, such change is quantified
to the extent possible through an analysis of internal company data and, if available and when
appropriate, external data. Such a measurement is specific to the facts and circumstances of the
particular claim portfolio and the known change being evaluated. Significant structural changes to the
available data, product mix or organization can materially impact the reserve estimation process.
Informed judgment is applied throughout the reserving process. This includes the application of
various individual experiences and expertise to multiple sets of data and analyses. In addition to
actuaries, experts involved with the reserving process also include underwriting and claims personnel
and lawyers, as well as other company management. Therefore, management may have to consider
varying individual viewpoints as part of its estimation of claims and claim adjustment expense reserves.
It is also likely that during periods of significant change, such as a merger, consistent application of
informed judgment becomes even more complicated and difficult.
The variables discussed above in this general discussion have different impacts on reserve
estimation uncertainty for a given product line, depending on the length of the claim tail, the reporting
lag, the impact of individual claims and the complexity of the claim process for a given product line.
Product lines are generally classifiable as either long tail or short tail, based on the average length
of time between the event triggering claims under a policy and the final resolution of those claims.
Short tail claims are reported and settled quickly, resulting in less estimation variability. The longer the
time before final claim resolution, the greater the exposure to estimation risks and hence the greater
the estimation uncertainty.
A major component of the claim tail is the reporting lag. The reporting lag, which is the time
between the event triggering a claim and the reporting of the claim to the insurer, makes estimating
IBNR inherently more uncertain. In addition, the greater the reporting lag, the greater the proportion
of IBNR to the total claim liability for the product line. Writing new products with material reporting
lags can result in adding several years’ worth of IBNR claim exposure before the reporting lag exposure
becomes clearly observable, thereby increasing the risk associated with pricing and reserving such
products. The most extreme example of claim liabilities with long reporting lags are asbestos claims.
For some lines, the impact of large individual claims can be material to the analysis. These lines
are generally referred to as being ‘‘low frequency/high severity,’’ while lines without this ‘‘large claim’’
sensitivity are referred to as ‘‘high frequency/low severity.’’ Estimates of claim liabilities for low
frequency/high severity lines can be sensitive to the impact of a small number of potentially large
claims. As a result, the role of judgment is much greater for these reserve estimates. In contrast, for
high frequency/low severity lines the impact of individual claims is relatively minor and the range of
reasonable reserve estimates is narrower and more stable.
Claim complexity can also greatly affect the estimation process by impacting the number of
assumptions needed to produce the estimate, the potential stability of the underlying data and claim
process, and the ability to gain an understanding of the data. Product lines with greater claim
complexity, such as for certain surety and construction exposures, have inherently greater estimation
uncertainty.
Actuaries have to exercise a considerable degree of judgment in the evaluation of all these factors
in their analysis of reserves. The human element in the application of actuarial judgment is unavoidable
137
when faced with material uncertainty. Different actuaries may choose different assumptions when faced
with such uncertainty, based on their individual backgrounds, professional experiences and areas of
focus. Hence, the estimates selected by the various actuaries may differ materially from each other.
Lastly, significant structural changes to the available data, product mix or organization can also
materially impact the reserve estimation process. Events such as mergers increase the inherent
uncertainty of reserve estimates for a period of time, until stable trends re-establish themselves within
the new organization.
Risk factors
The major causes of material uncertainty (‘‘risk factors’’) generally will vary for each product line,
as well as for each separately analyzed component of the product line. In a few cases, such risk factors
are explicit assumptions of the estimation method, but in most cases, they are implicit. For example, a
method may explicitly assume that a certain percentage of claims will close each year, but will implicitly
assume that the legal interpretation of existing contract language will remain unchanged. Actual results
will likely vary from expectations for each of these assumptions, causing actual paid losses, as claims
are settled in the future, to be different in amount than the reserves being estimated currently.
Some risk factors will affect more than one product line. Examples include changes in claim
department practices, changes in settlement patterns, regulatory and legislative actions, court actions,
timeliness of claim reporting, state mix of claimants and degree of claimant fraud. The extent of the
impact of a risk factor will also vary by components within a product line. Individual risk factors are
also subject to interactions with other risk factors within product line components.
The effect of a particular risk factor on estimates of claim liabilities cannot be isolated in most
cases. For example, estimates of potential claim settlements may be impacted by the risk associated
with potential court rulings, but the final settlement agreement typically does not delineate how much
of the settled amount is due to this and other factors.
The evaluation of data is also subject to distortion from extreme events or structural shifts,
sometimes in unanticipated ways. For example, the timing of claims payments in one geographic region
will be impacted if claim adjusters are temporarily reassigned from that region to help settle
catastrophe claims in another region.
While some changes in the claim environment are sudden in nature (such as a new court ruling
affecting the interpretation of all contracts in that jurisdiction), others are more evolutionary.
Evolutionary changes can occur when multiple factors affect final claim values, with the uncertainty
surrounding each factor being resolved separately, in stepwise fashion. The final impact is not known
until all steps have occurred.
Sudden changes generally cause a one-time shift in claim liability estimates, although there may be
some lag in reliable quantification of their impact. Evolutionary changes generally cause a series of
shifts in claim liability estimates, as each component of the evolutionary change becomes evident and
estimable.
Actuarial methods for analyzing and estimating claims and claim adjustment expense reserves
The principal estimation and analysis methods utilized by the Company’s actuaries to evaluate
management’s existing estimates for prior accident periods are the paid development method, the case
incurred development method, the Bornhuetter-Ferguson (BF) method, and average value analysis
combined with the reported claim development method. The BF method is usually utilized for more
recent accident periods, with a transition to other methods as the underlying claim data becomes more
voluminous and therefore more credible. These are typically referred to as conventional actuarial
methods. (See Glossary for an explanation of these methods).
138
While these are the principal methods utilized throughout the Company, actuaries evaluating a
particular component for a product line have available to them the full range of methods developed
within the casualty actuarial profession. The Company’s actuaries are also continually monitoring
developments within the profession for advances in existing techniques or the creation of new
techniques that might improve current and future estimates.
Some components of product line reserves are susceptible to relatively infrequent large claims that
can materially impact the total estimate for that component. In such cases, the Company’s actuarial
analysis generally isolates and analyzes separately such large claims. The reserves excluding such large
claims are generally analyzed using the conventional methods described above. The reserves associated
with large claims are then analyzed utilizing various methods, such as:
(cid:127) Estimating the number of large claims and their average values based on historical trends from
prior accident periods, adjusted for the current environment and supplemented with actual data
for the accident year analyzed to the extent available.
(cid:127) Utilizing individual claim adjuster estimates of the large claims, combined with continual
monitoring of the aggregate accuracy of such claim adjuster estimates. (This monitoring may
lead to supplemental adjustments to the aggregate of such claim estimates.)
(cid:127) Utilizing historic longer-term average ratios of large claims to small claims, and applying such
ratios to the estimated ultimate small claims from conventional analysis.
(cid:127) Ground-up analysis of the underlying exposure (typically used for asbestos and environmental).
The results of such methodologies are subjected to various reasonability and diagnostic tests,
including paid-to-incurred loss ratios, implied incurred-loss-to-earned-premium ratios and non-zero
claim severity trends. An actual versus expected analysis is also performed comparing actual loss
development to expected development embedded within management’s best estimate. Additional
analyses may be performed based on the results of these diagnostics, including the investigation of
other actuarial methods.
The methods described above are generally utilized to evaluate management’s existing estimate for
prior accident periods. For the initial estimate of the current accident year, the available claim data is
typically insufficient to produce a reliable indication. Hence, the initial estimate for an accident year is
generally based on a loss ratio projection method, which uses the earned premium for the current year
multiplied by a projected loss ratio. The projected loss ratio is determined through an analysis of prior
periods’ experience, using loss trend, rate level differences, mix of business changes and other known or
observed factors influencing the current accident year relative to prior accident years. The exact
number of prior accident years utilized varies by product line component, based on the volume of
business for that component and the reliability of an individual accident year estimate.
Management’s estimates
At least once per quarter, certain members of Company management meet with the Company’s
actuaries to review the latest claims and claim adjustment expense reserve analyses. Based on these
analyses, management determines whether its ultimate claim liability estimates should be changed. In
doing so, it must evaluate whether the new data provided represents credible actionable information or
an anomaly that will have no effect on estimated ultimate claim liability. For example, as described
above, payments may have decreased in one geographic region due to fewer claim adjusters being
available to process claims. The resulting claim payment patterns would be analyzed to determine
whether or not the change in payment pattern represents a change in ultimate claim liability.
Such an assessment requires considerable judgment. It is frequently not possible to determine
whether a change in the data is an anomaly until sometime after the event. Even if a change is
139
determined to be permanent, it is not always possible to reliably determine the extent of the change
until sometime later. The overall detailed analyses supporting such an effort can take several months to
perform. This is because the underlying causes of the trends observed need to be evaluated, which may
require the gathering or assembling of data not previously available. It may also include interviews with
experts involved with the underlying processes. As a result, there can be a time lag between the
emergence of a change and a determination that the change should be reflected in the Company’s
estimated claim liabilities. The final estimate selected by management in a reporting period is based on
these various detailed analyses of past data, adjusted to reflect any new actionable information.
The Audit Committee of the Board of Directors is responsible for providing oversight of reserving
propriety, and annually reviews the process by which the Company establishes reserves.
Discussion of Product Lines
The following section details reserving considerations and common risk factors by product line.
There are many additional risk factors that may impact ultimate claim costs. Each risk factor presented
will have a different impact on required reserves. Also, risk factors can have offsetting or compounding
effects on required reserves. For example, in workers’ compensation, the use of expensive medical
procedures that result in medical cost inflation may enable workers to return to work faster, thereby
lowering indemnity costs. Thus, in almost all cases, it is impossible to discretely measure the effect of a
single risk factor and construct a meaningful sensitivity expectation.
In order to provide information on reasonably possible reserving changes by product line, the
historical changes in year-end claims and claim adjustment expense reserves over a one-year period are
provided for the U.S. product lines. This information is provided for both the Company and the
industry for the nine most recent years, and is based on the most recent publicly available data for the
reported line(s) that most closely match the individual product line being discussed. These changes
were calculated, net of reinsurance, from statutory annual statement data found in Schedule P of those
statements, and represent the reported reserve development on the beginning-of-the-year claim
liabilities divided by the beginning claim liabilities, all accident years combined, excluding non-defense
related claim adjustment expense. Data presented for the Company includes history for the entire
Travelers group (U.S. companies only), whether or not the individual subsidiaries were originally part of
SPC or TPC. This treatment is required by the statutory reporting instructions promulgated by state
regulatory authorities for Schedule P. Comparable data for non-U.S. companies is not available.
General Liability
General liability is generally considered a long tail line, as it takes a relatively long period of time
to finalize and settle claims from a given accident year. The speed of claim reporting and claim
settlement is a function of the specific coverage provided, the jurisdiction and specific policy provisions
such as self-insured retentions. There are numerous components underlying the general liability product
line. Some of these have relatively moderate payment patterns (with most of the claims for a given
accident year closed within five to seven years), while others can have extreme lags in both reporting
and payment of claims (e.g., a reporting lag of a decade or more for ‘‘construction defect’’ claims).
While the majority of general liability coverages are written on an ‘‘occurrence’’ basis, certain
general liability coverages (such as those covering directors and officers or professional liability) are
typically insured on a ‘‘claims-made’’ basis.
General liability reserves are generally analyzed as two components: primary and excess/umbrella,
with the primary component generally analyzed separately for bodily injury and property damage.
Bodily injury liability payments reimburse the claimant for damages pertaining to physical injury as a
result of the policyholder’s legal obligation arising from non-intentional acts such as negligence, subject
to the insurance policy provisions. In some cases the damages can include future wage loss (which is a
140
function of future earnings power and wage inflation) and future medical treatment costs. Property
damage liability payments result from damages to the claimant’s private property arising from the
policyholder’s legal obligation for non-intentional acts. In most cases, property damage losses are a
function of costs as of the loss date, or soon thereafter.
In addition, sizable or unique exposures are reviewed separately. These exposures include asbestos,
environmental, other mass torts, construction defect and large unique accounts that would otherwise
distort the analysis. These unique categories often require a very high degree of judgment and require
reserve analyses that do not rely on conventional actuarial methods.
Defense costs are also a part of the insured costs covered by liability policies and can be
significant, sometimes greater than the cost of the actual paid claims. For some products this risk is
mitigated by policy language such that the insured portion of defense costs erodes the amount of policy
limit available to pay the claim. Such ‘‘defense within the limits’’ policies are most common for
‘‘claims-made’’ products. When defense costs are outside of the limits, amounts paid for defense costs
do not erode the policy limits.
This line is typically the largest source of reserve estimate uncertainty in the United States
(excluding assumed reinsurance contracts covering the same risk). Major contributors to this reserve
estimate uncertainty include the reporting lag (i.e., the length of time between the event triggering
coverage and the actual reporting of the claim), the number of parties involved in the underlying tort
action, whether the ‘‘event’’ triggering coverage is confined to only one time period or is spread over
multiple time periods, the potential dollars involved (in the individual claim actions), whether such
claims were reasonably foreseeable and intended to be covered at the time the contracts were written
(i.e., coverage dispute potential), and the potential for mass claim actions. Claims with longer reporting
lags result in greater inherent risk. This is especially true for alleged claims with a latency feature,
particularly where courts have ruled that coverage is spread over multiple policy years, hence involving
multiple defendants (and their insurers and reinsurers) and multiple policies (thereby increasing the
potential dollars involved and the underlying settlement complexity). Claims with long latencies also
increase the potential recognition lag (i.e., the lag between writing a type of policy in a certain market
and the recognition that such policies have potential mass tort and/or latent claim exposure).
The amount of reserve estimate uncertainty also varies significantly by component for the general
liability product line. The components in this product line with the longest latency, longest reporting
lags, largest potential dollars involved and greatest claim settlement complexity are asbestos and
environmental. Components that include latency, reporting lag and/or complexity issues, but to a
materially lesser extent than asbestos and environmental, include construction defect and other mass
tort actions. Many components of general liability are not subject to material latency or claim
complexity risks and hence have materially less uncertainty than the previously mentioned components.
In general, policies providing coverage with shorter reporting lags, fewer parties involved in settlement
negotiations, only one policy potentially triggered per claim, fewer potential settlement dollars,
reasonably foreseeable (and stable) potential hazards/claims and no mass tort potential result in much
less reserve estimate uncertainty than policies without those characteristics.
In addition to the conventional actuarial methods mentioned in the general discussion section, the
company utilizes various report year development and S-curve methods for the construction defect
components of this product line. The Construction Defect report year development analysis is
supplemented with projected claim counts and average values for IBNR claim counts. For components
with greater lags in claim reporting, such as excess and umbrella components of this product line, the
company relies more heavily on the BF method than on the paid and case incurred development
methods.
141
Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required general liability reserves (beyond those included in the general discussion section) include:
General liability risk factors
(cid:127) Changes in claim handling philosophies
(cid:127) Changes in policy provisions or court interpretation of such provisions
(cid:127) New or expanded theories of liability
(cid:127) Trends in jury awards
(cid:127) Changes in the propensity to sue, in general with specificity to particular issues
(cid:127) Changes in the propensity to litigate rather than settle a claim
(cid:127) Changes in statutes of limitations
(cid:127) Changes in the underlying court system
(cid:127) Distortions from losses resulting from large single accounts or single issues
(cid:127) Changes in tort law
(cid:127) Shifts in lawsuit mix between federal and state courts
(cid:127) Changes in claim adjuster office structure (causing distortions in the data)
(cid:127) The potential impact of inflation on loss costs
(cid:127) Changes in settlement patterns
General liability book of business risk factors
(cid:127) Changes in policy provisions (e.g., deductibles, policy limits, endorsements)
(cid:127) Changes in underwriting standards
(cid:127) Product mix (e.g., size of account, industries insured, jurisdiction mix)
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for general liability (excluding asbestos and
environmental), a 1% increase (decrease) in incremental paid loss development for each future
calendar year could result in a 1.5% increase (decrease) in claims and claim adjustment expense
reserves.
Historically, the one-year change in the reserve estimate for this product line, excluding estimated
asbestos and environmental amounts, over the last nine years has varied from (cid:4)8% to 4% (averaging
(cid:4)3%) for the Company and from (cid:4)5% to 5% (averaging (cid:4)2%) for the industry overall. The
Company’s year-to-year changes are driven by, and are based on, observed events during the year. The
Company believes that its range of historical outcomes is illustrative of reasonably possible one-year
changes in reserve estimates for this product line. General liability reserves (excluding asbestos and
environmental) represent approximately 22% of the Company’s total claims and claim adjustment
expense reserves.
The Company’s change in reserve estimate for this product line, excluding estimated asbestos and
environmental amounts, was (cid:4)4% for 2013, (cid:4)3% for 2012 and (cid:4)8% for 2011. The 2013 change was
primarily concentrated in accident years 2010 and prior and reflected what the Company believes are
more favorable legal and judicial environments than what the Company previously expected. The 2012
change was primarily concentrated in excess coverages for accident years 2009 and prior and reflected
what the Company believes are more favorable legal and judicial environments than what the Company
142
previously expected. Also contributing to the 2012 change was better than expected results for
management liability business, primarily for the errors & omissions and fiduciary products for accident
years 2007 and prior. The 2011 change was concentrated in excess coverages for accident years
2005-2008 and reflected what the Company believes are more favorable legal and judicial environments
than what the Company previously expected.
Commercial Property
Commercial property is generally considered a short tail line with a simpler and faster claim
reporting and adjustment process than liability coverages, and less uncertainty in the reserve setting
process (except for more complex business interruption claims). It is generally viewed as a moderate
frequency, low to moderate severity line, except for catastrophes and coverage related to large
properties. The claim reporting and settlement process for property coverage claim reserves is generally
restricted to the insured and the insurer. Overall, the claim liabilities for this line create a low
estimation risk, except possibly for catastrophes and business interruption claims.
Commercial property reserves are typically analyzed in two components, one for catastrophic or
other large single events, and another for all other events. Examples of common risk factors, or
perceptions thereof, that could change and, thus, affect the required property reserves (beyond those
included in the general discussion section) include:
Commercial property risk factors
(cid:127) Physical concentration of policyholders
(cid:127) Availability and cost of local contractors
(cid:127) For the more severe catastrophic events, ‘‘demand surge’’ inflation, which refers to significant
short-term increases in building material and labor costs due to a sharp increase in demand for
those materials and services
(cid:127) Local building codes
(cid:127) Amount of time to return property to full usage (for business interruption claims)
(cid:127) Frequency of claim re-openings on claims previously closed
(cid:127) Court interpretation of policy provisions (such as occurrence definition, or wind versus flooding)
(cid:127) Lags in reporting claims (e.g., winter damage to summer homes, hidden damage after an
earthquake, hail damage to roofs and/or equipment on roofs)
(cid:127) Court or legislative changes to the statute of limitations
Commercial property book of business risk factors
(cid:127) Policy provisions mix (e.g., deductibles, policy limits, endorsements)
(cid:127) Changes in underwriting standards
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for property, a 1% increase (decrease) in
incremental paid loss development for each future calendar year could result in a 1.1% increase
(decrease) in claims and claim adjustment expense reserves.
Historically, the one-year change in the reserve estimate for this product line over the last nine
years has varied from (cid:4)34% to (cid:4)5% (averaging (cid:4)18%) for the Company, and from (cid:4)14% to (cid:4)5%
(averaging (cid:4)10%) for the industry overall. The Company’s year-to-year changes are driven by, and are
based on, observed events during the year. The Company believes that its range of historical outcomes
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is illustrative of reasonably possible one-year changes in reserve estimates for this product line.
Commercial property reserves represent approximately 3% of the Company’s total claims and claim
adjustment expense reserves.
Since commercial property is considered a short tail coverage, the one year change for commercial
property can be more volatile than that for the longer tail product lines. This is due to the fact that the
majority of the reserve for commercial property relates to the most recent accident year, which is
subject to the most uncertainty for all product lines. This recent accident year uncertainty is relevant to
commercial property because of weather-related events which, notwithstanding 2010 and 2011
experience, tend to be concentrated in the second half of the year, and generally are not completely
resolved until the following year. Reserve estimates associated with major catastrophes may take even
longer to resolve. The reserve estimates for this product line are also potentially subject to material
changes due to uncertainty in measuring ultimate losses for significant catastrophes such as the events
of September 11, 2001, Hurricane Katrina and Storm Sandy.
The Company’s change in reserve estimate for this product line was (cid:4)17% for 2013, (cid:4)22% for
2012 and (cid:4)5% for 2011. The 2013 change primarily reflected better than expected loss experience for
accident years 2010 through 2012, driven by favorable loss development related to both catastrophe and
non-catastrophe losses. The 2012 change primarily reflected better than expected development for
accident years 2009 through 2011, driven by favorable loss development related to catastrophe losses
incurred in 2011, and by higher subrogation and salvage recoveries for accident years 2009 through
2011. The 2011 change primarily reflected better than expected development in the 2008 and 2009
accident years for certain large national property and ocean marine exposures.
Commercial Multi-Peril
Commercial multi-peril provides a combination of property and liability coverage typically for small
businesses and, therefore, includes both short and long tail coverages. For property coverage, it
generally takes a relatively short period of time to close claims, while for the other coverages, generally
for the liability coverages, it takes a longer period of time to close claims.
The reserving risk for this line is dominated by the liability coverage portion of this product, except
occasionally in the event of catastrophic or large single losses. The reserving risk for this line differs
from that of the general liability product line and the property product line due to the nature of the
customer. Commercial multi-peril is generally sold to smaller-sized accounts, while the customer profile
for general liability and commercial property includes larger customers.
See ‘‘Commercial property risk factors’’ and ‘‘General liability risk factors,’’ discussed above, with
regard to reserving risk for commercial multi-peril.
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for commercial multi-peril (excluding
asbestos and environmental), a 1% increase (decrease) in incremental paid loss development for each
future calendar year could result in a 1.2% increase (decrease) in claims and claim adjustment expense
reserves.
Historically, the one-year change in the reserve estimate for this product line over the last nine
years has varied from (cid:4)19% to 5% (averaging (cid:4)5%) for the Company, and from (cid:4)6% to 2%
(averaging (cid:4)3%) for the industry overall. The Company’s year-to-year changes are driven by, and are
based on, observed events during the year. The Company believes that its range of historical outcomes
is illustrative of reasonably possible one-year changes in reserve estimates for this product line.
Commercial multi-peril reserves (excluding asbestos and environmental reserves) represent
approximately 7% of the Company’s total claims and claim adjustment expense reserves.
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As discussed above, this line combines general liability and commercial property coverages and it
has been impacted in the past by many of the same events as those two lines.
The Company’s change in reserve estimate for this product line was 2% for 2013, (cid:4)1% for 2012
and 5% for 2011. The 2013 change primarily reflected unfavorable loss experience for the liability
coverage for accident years 2008 through 2011, driven by higher than expected severity and defense
costs. The 2011 change reflected unfavorable loss development driven by late reporting of hail claims
incurred in 2010.
Commercial Automobile
The commercial automobile product line is a mix of property and liability coverages and, therefore,
includes both short and long tail coverages. The payments that are made quickly typically pertain to
auto physical damage (property) claims and property damage (liability) claims. The payments that take
longer to finalize and are more difficult to estimate relate to bodily injury claims. In general, claim
reporting lags are minor, claim complexity is not a major issue, and the line is viewed as high
frequency, low to moderate severity. Overall, the claim liabilities for this line create a moderate
estimation risk.
Commercial automobile reserves are typically analyzed in four components: bodily injury liability;
property damage liability; collision claims; and comprehensive claims. These last two components have
minimum reserve risk and fast payouts and, accordingly, separate risk factors are not presented.
The Company utilizes the conventional actuarial methods mentioned in the general discussion
above in estimating claim liabilities for this line. This is supplemented with detailed custom analyses
where needed.
Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required commercial automobile reserves (beyond those included in the general discussion section)
include:
Bodily injury and property damage liability risk factors
(cid:127) Trends in jury awards
(cid:127) Changes in the underlying court system
(cid:127) Changes in case law
(cid:127) Litigation trends
(cid:127) Frequency of claims with payment capped by policy limits
(cid:127) Change in average severity of accidents, or proportion of severe accidents
(cid:127) Changes in auto safety technology
(cid:127) Subrogation opportunities
(cid:127) Changes in claim handling philosophies
(cid:127) Frequency of visits to health providers
(cid:127) Number of medical procedures given during visits to health providers
(cid:127) Types of health providers used
(cid:127) Types of medical treatments received
(cid:127) Changes in cost of medical treatments
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(cid:127) Degree of patient responsiveness to treatment
Commercial automobile book of business risk factors
(cid:127) Changes in policy provisions (e.g., deductibles, policy limits, endorsements, etc.)
(cid:127) Changes in mix of insured vehicles (e.g., long haul trucks versus local and smaller vehicles, fleet
risks versus non-fleets)
(cid:127) Changes in underwriting standards
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for commercial automobile, a 1% increase
(decrease) in incremental paid loss development for each future calendar year could result in a 1.2%
increase (decrease) in claims and claim adjustment expense reserves.
Historically, the one-year change in the reserve estimate for this product line over the last nine
years has varied from (cid:4)10% to 7% (averaging (cid:4)3%) for the Company, and from (cid:4)3% to 2%
(averaging (cid:4)1%) for the industry overall. The Company’s year-to-year changes are driven by, and are
based on, observed events during the year. The Company believes that its range of historical outcomes
is illustrative of reasonably possible one-year changes in reserve estimates for this product line.
Commercial automobile reserves represent approximately 7% of the Company’s total claims and claim
adjustment expense reserves.
The Company’s change in reserve estimate for this product line was 1% for 2013, 7% for 2012 and
5% for 2011. The 2012 change reflected higher than expected severity in the bodily injury coverage
primarily for accident years 2010 and 2011. The 2011 change reflected higher than expected severity for
the 2009 and 2010 accident years.
Workers’ Compensation
Workers’ compensation is generally considered a long tail coverage, as it takes a relatively long
period of time to finalize claims from a given accident year. While certain payments such as initial
medical treatment or temporary wage replacement for the injured worker are made quickly, some other
payments are made over the course of several years, such as awards for permanent partial injuries. In
addition, some payments can run as long as the injured worker’s life, such as permanent disability
benefits and on-going medical care. Despite the possibility of long payment tails, the reporting lags are
generally short, settlements are generally not complex, and most of the liability can be considered high
frequency with moderate severity. The largest reserve risk generally comes from the low frequency, high
severity claims providing lifetime coverage for medical expense arising from a worker’s injury, as such
claims are subject to greater inflation risk. Overall, the claim liabilities for this line create a somewhat
greater than moderate estimation risk.
Workers’ compensation reserves are typically analyzed in three components: indemnity losses,
medical losses and claim adjustment expenses.
Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required workers’ compensation reserves (beyond those included in the general discussion section)
include:
Indemnity risk factors
(cid:127) Time required to recover from the injury
(cid:127) Degree of available transitional jobs
(cid:127) Degree of legal involvement
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(cid:127) Changes in the interpretations and processes of the administrative bodies that oversee workers’
compensation claims
(cid:127) Future wage inflation for states that index benefits
(cid:127) Changes in the administrative policies of second injury funds
Medical risk factors
(cid:127) Changes in the cost of medical treatments (including prescription drugs) and underlying fee
schedules (‘‘inflation’’)
(cid:127) Frequency of visits to health providers
(cid:127) Number of medical procedures given during visits to health providers
(cid:127) Types of health providers used
(cid:127) Type of medical treatments received
(cid:127) Use of preferred provider networks and other medical cost containment practices
(cid:127) Availability of new medical processes and equipment
(cid:127) Changes in the use of pharmaceutical drugs
(cid:127) Degree of patient responsiveness to treatment
General workers’ compensation risk factors
(cid:127) Frequency of claim reopenings on claims previously closed
(cid:127) Mortality trends of injured workers with lifetime benefits and medical treatment
(cid:127) Degree of cost shifting between workers’ compensation and health insurance, including
Medicare, and the impact, if any, of the Affordable Care Act.
Workers’ compensation book of business risk factors
(cid:127) Product mix
(cid:127) Injury type mix
(cid:127) Changes in underwriting standards
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for workers’ compensation, a 1% increase
(decrease) in incremental paid loss development for each future calendar year could result in a 1.3%
increase (decrease) in claims and claim adjustment expense reserves.
Historically, the one-year change in the reserve estimate for this product line over the last nine
years has varied from (cid:4)2% to 1% (averaging 0%) for the Company, and from (cid:4)1% to 2% (averaging
0%) for the industry overall. The Company’s year-to-year changes are driven by, and are based on,
observed events during the year. The Company believes that its range of historical outcomes is
illustrative of reasonably possible one-year changes in reserve estimates for this product line. Workers’
compensation reserves represent approximately 35% of the Company’s total claims and claim
adjustment expense reserves.
The Company’s change in reserve estimate for this product line was (cid:4)1% in 2013, (cid:4)2% in 2012
and 0% for 2011. The 2012 change was primarily driven by better than expected frequency and severity
related to lifetime medical claims for accident years 2008 and prior.
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Fidelity and Surety
Fidelity is generally considered a short tail coverage. It takes a relatively short period of time to
finalize and settle fidelity claims. The volatility of fidelity reserves is generally related to the type of
business of the insured, the size and complexity of the insured’s business operations, amount of policy
limit and attachment point of coverage. The uncertainty surrounding reserves for small, commercial
insureds is typically less than the uncertainty for large commercial or financial institutions. The high
frequency, low severity nature of small commercial fidelity losses provides for stability in loss estimates,
whereas the low frequency, high severity nature of losses for large insureds results in a wider range of
ultimate loss outcomes. Actuarial techniques that rely on a stable pattern of loss development are
generally not applicable to low frequency, high severity policies.
Surety has certain components that are generally considered short tail coverages with short
reporting lags, although large individual construction and commercial surety contracts can result in a
long settlement tail, based on the length and complexity of the construction project or commercial
transaction being insured. (Large construction projects can take many years to complete.) The
frequency of losses in surety generally correlates with economic cycles as the primary cause of surety
loss is the inability of an insured contractor to fulfill its contractual obligations. The Company actively
seeks to mitigate this exposure to loss through disciplined risk selection and adherence to underwriting
standards. The volatility of surety losses is generally related to the type of business performed by the
insured, the type of bonded obligation, the amount of limit exposed to loss and the amount of assets
available to the insurer to mitigate losses, such as unbilled contract funds, collateral, first and third
party indemnity, and other security positions of an insured’s assets. Certain classes of surety claims are
very high severity, low frequency in nature. These can include large construction contractors involved
with one or multiple large, complex projects as well as certain large commercial surety exposures.
Other claim factors affecting reserve variability of surety include litigation related to amounts owed by
and due the insured (e.g., salvage and subrogation efforts) and the results of financial restructuring of
an insured.
Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required fidelity and surety reserves (beyond those included in the general discussion section) include:
Fidelity risk factors
(cid:127) Type of business of insured
(cid:127) Policy limit and attachment points
(cid:127) Third-party claims
(cid:127) Coverage litigation
(cid:127) Complexity of claims
(cid:127) Growth in insureds’ operations
Surety risk factors
(cid:127) Economic trends, including the general level of construction activity
(cid:127) Concentration of reserves in a relatively few large claims
(cid:127) Type of business insured
(cid:127) Type of obligation insured
(cid:127) Cumulative limits of liability for insured
(cid:127) Assets available to mitigate loss
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(cid:127) Defective workmanship/latent defects
(cid:127) Financial strategy of insured
(cid:127) Changes in statutory obligations
(cid:127) Geographic spread of business
Fidelity and Surety book of business risk factors
(cid:127) Changes in policy provisions (e.g., deductibles, limits, endorsements)
(cid:127) Changes in underwriting standards
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for fidelity and surety, a 1% increase
(decrease) in incremental paid loss development for each future calendar year could result in a 1.3%
increase (decrease) in claims and claim adjustment expense reserves.
Historically, the one-year change in the reserve estimate for this product line over the last nine
years has varied from (cid:4)21% to 0% (averaging (cid:4)8%) for the Company, and from (cid:4)13% to 24%
(averaging (cid:4)1%) for the industry overall. The Company’s year-to-year changes are driven by, and are
based on, observed events during the year. The Company believes that its range of historical outcomes
is illustrative of reasonably possible one-year changes in reserve estimates for this product line. Fidelity
and surety reserves represent approximately 2% of the Company’s total claims and claim adjustment
expense reserves.
In general, developments on single large claims (both adverse and favorable) are a primary source
of changes in reserve estimates for this product line.
The Company’s change in reserve estimate for this product line was (cid:4)21% for 2013, (cid:4)8% for
2012 and (cid:4)11% for 2011. The 2013 change reflected better than expected results primarily for the
contract surety line of business for accident years 2010 and prior. The 2012 change reflected better
than expected results primarily for the contract surety line of business for accident years 2008 and
prior. The 2011 change primarily reflected better than expected development for accident years 2008
and prior for the contract surety business.
Personal Automobile
Personal automobile includes both short and long tail coverages. The payments that are made
quickly typically pertain to auto physical damage (property) claims and property damage (liability)
claims. The payments that take longer to finalize and are more difficult to estimate relate to bodily
injury claims. Reporting lags are relatively short and the claim settlement process for personal
automobile liability generally is the least complex of the liability products. It is generally viewed as a
high frequency, low to moderate severity product line. Overall, the claim liabilities for this line create a
moderate estimation risk.
Personal automobile reserves are typically analyzed in five components: bodily injury liability,
property damage liability, no-fault losses, collision claims and comprehensive claims. These last two
components have minimum reserve risk and fast payouts and, accordingly, separate factors are not
presented.
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Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required personal automobile reserves (beyond those included in the general reserve discussion section)
include:
Bodily injury and property damage liability risk factors
(cid:127) Trends in jury awards
(cid:127) Changes in the underlying court system and its philosophy
(cid:127) Changes in case law
(cid:127) Litigation trends
(cid:127) Frequency of claims with payment capped by policy limits
(cid:127) Change in average severity of accidents, or proportion of severe accidents
(cid:127) Subrogation opportunities
(cid:127) Degree of patient responsiveness to treatment
(cid:127) Changes in claim handling philosophies
No-fault risk factors (for selected states and time periods)
(cid:127) Effectiveness of no-fault laws
(cid:127) Frequency of visits to health providers
(cid:127) Number of medical procedures given during visits to health providers
(cid:127) Types of health providers used
(cid:127) Types of medical treatments received
(cid:127) Changes in cost of medical treatments
(cid:127) Degree of patient responsiveness to treatment
Personal automobile book of business risk factors
(cid:127) Changes in policy provisions (e.g., deductibles, policy limits, endorsements, etc.)
(cid:127) Changes in underwriting standards
(cid:127) Changes in the use of credit data for rating and underwriting
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for personal automobile, a 1% increase
(decrease) in incremental paid loss development for each future calendar year could result in a 1.1%
increase (decrease) in claims and claim adjustment expense reserves.
Historically, the one-year change in the reserve estimate for this product line over the last nine
years has varied from (cid:4)9% to 3% (averaging (cid:4)2%) for the Company, and from (cid:4)4% to (cid:4)1%
(averaging (cid:4)3%) for the industry overall. The Company’s year-to-year changes are driven by, and are
based on, observed events during the year. The Company believes that its range of historical outcomes
is illustrative of reasonably possible one-year changes in reserve estimates for this product line.
Personal automobile reserves represent approximately 5% of the Company’s total claims and claim
adjustment expense reserves.
The Company’s change in reserve estimate for this product line was 1% for 2013, 2% for 2012 and
3% for 2011. The 2012 change was primarily driven by higher than expected bodily injury severity for
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accident year 2011. The 2011 change reflected worse than expected severity for the 2007-2010 accident
years.
Homeowners and Personal Lines Other
Homeowners is generally considered a short tail coverage. Most payments are related to the
property portion of the policy, where the claim reporting and settlement process is generally restricted
to the insured and the insurer. Claims on property coverage are typically reported soon after the actual
damage occurs, although delays of several months are not unusual. The resulting settlement process is
typically fairly short term, although exceptions do exist.
The liability portion of the homeowners policy generates claims which take longer to pay due to
the involvement of litigation and negotiation, but with generally small reporting lags.
Overall, the line is generally high frequency, low to moderate severity (except for catastrophes),
with simple to moderate claim complexity.
Homeowners reserves are typically analyzed in two components: non-catastrophe related losses and
catastrophe loss payments.
Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required homeowners reserves (beyond those included in the general discussion section) include:
Non-catastrophe risk factors
(cid:127) Salvage opportunities
(cid:127) Amount of time to return property to residential use
(cid:127) Changes in weather patterns
(cid:127) Local building codes
(cid:127) Litigation trends
(cid:127) Trends in jury awards
(cid:127) Court interpretation of policy provisions (such as occurrence definition, or wind versus flooding)
(cid:127) Lags in reporting claims (e.g., winter damage to summer homes, hidden damage after an
earthquake, hail damage to roofs and/or equipment on roofs)
(cid:127) Court or legislative changes to the statute of limitations
Catastrophe risk factors
(cid:127) Physical concentration of policyholders
(cid:127) Availability and cost of local contractors
(cid:127) Local building codes
(cid:127) Quality of construction of damaged homes
(cid:127) Amount of time to return property to residential use
(cid:127) For the more severe catastrophic events, ‘‘demand surge’’ inflation, which refers to significant
short-term increases in building material and labor costs due to a sharp increase in demand for
those materials and services
Homeowners book of business risk factors
(cid:127) Policy provisions mix (e.g., deductibles, policy limits, endorsements, etc.)
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(cid:127) Degree of concentration of policyholders
(cid:127) Changes in underwriting standards
(cid:127) Changes in the use of credit data for rating and underwriting
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for homeowners and personal lines other, a
1% increase (decrease) in incremental paid loss development for each future calendar year could result
in a 1.0% increase (decrease) in claims and claim adjustment expense reserves.
Historically, the one-year change in the reserve estimate for this product line (excluding the
umbrella line of business, which for statutory reporting purposes is included with the general liability
line of business) over the last nine years has varied from (cid:4)22% to 3% (averaging (cid:4)9%) for the
Company, and from (cid:4)8% to (cid:4)2% (averaging (cid:4)5%) for the industry overall. The Company’s
year-to-year changes are driven by, and are based on, observed events during the year. The Company
believes that its range of historical outcomes is illustrative of reasonably possible one-year changes in
reserve estimates for this product line. Homeowners and personal lines other reserves represent
approximately 2% of the Company’s total claims and claim adjustment expense reserves.
This line combines both liability and property coverages; however, the majority of the reserves
relate to property. While property is considered a short tail coverage, the one year change for property
can be more volatile than that for the longer tail product lines. This is due to the fact that the majority
of the reserve for property relates to the most recent accident year, which is subject to the most
uncertainty for all product lines. This recent accident year uncertainty is relevant to property because of
weather related events which, notwithstanding 2010 and 2011 experience, tend to be concentrated in
the second half of the year, and generally are not completely resolved until the following year. Reserve
estimates associated with major catastrophes may take even longer to resolve.
The Company’s change in reserve estimate for this product line (excluding the umbrella line of
business) was (cid:4)17% for 2013, (cid:4)11% for 2012 and (cid:4)7% for 2011. The 2013 change was primarily
driven by better than expected loss experience for catastrophe losses incurred in 2012 and
non-catastrophe weather-related losses and non-weather-related losses for accident years 2012 and
2011. The 2012 change reflected better than expected loss development related to catastrophe losses
incurred in 2011 and non-catastrophe losses incurred in accident years 2010 and 2011. The 2011 change
reflected better than expected loss development related to catastrophe losses incurred in the first half
of 2010.
International and other
International and other includes products written by the Company’s international operations, as
well as all other products not explicitly discussed above. The principal component of ‘‘other’’ claim
reserves is assumed reinsurance written on an excess-of-loss basis, which may include reinsurance of
non-U.S. exposures, and is runoff business.
International and other claim liabilities result from a mix of coverages, currencies and jurisdictions/
countries. The common characteristic is the need to customize the analysis to the individual
component, and the inability to rely on data characterizations and reporting requirements in the U.S.
statutory reporting framework.
Due to changes in the business mix for this line over time, including the recent acquisition of
Dominion, the recently incurred claim liabilities are relatively shorter tail (due to both the products and
the jurisdictions involved, e.g., Canada, the Republic of Ireland and the United Kingdom), while the
older liabilities include some from runoff operations that are extremely long tail (e.g., U.S. excess
liabilities reinsured through the London market, and several underwriting pools in runoff). The speed
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of claim reporting and claim settlement is a function of the specific coverage provided, the jurisdiction,
the distribution system (e.g., underwriting pool versus direct) and the proximity of the insurance sale to
the insured hazard (e.g., insured and insurer located in different countries). In particular, liabilities
arising from the underwriting pools in runoff may result in significant reporting lags, settlement lags
and claim complexity, due to the need to coordinate with other pool members or co-insurers through a
broker or lead-insurer for claim settlement purposes.
International reserves are generally analyzed by country and general coverage category
(e.g. General Liability in Canada, Commercial Property in the United Kingdom, etc.). The business is
also generally split by direct versus assumed reinsurance for a given coverage. Where the underlying
insured hazard is outside the United States, the underlying coverages are generally similar to those
described under the Homeowners, Personal Automobile, Commercial Automobile, General Liability,
Commercial Property and Surety discussions above, taking into account differences in the legal
environment and differences in terms and conditions. For example, in some jurisdictions there are no
aggregate policy limits on certain liability coverages.
Other reserves, primarily assumed reinsurance in runoff, are generally analyzed by program/pool,
treaty type, and general coverage category (e.g. General Liability—excess of loss reinsurance). Excess
exposure requires the insured to ‘‘prove’’ not only claims under the policy, but also the prior payment
of claims reaching up to the excess policy’s attachment point.
Examples of common risk factors, or perceptions thereof, that could change and, thus, affect the
required International and other reserves (beyond those included in the general discussion section, and
in the Personal Automobile, Homeowners, General Liability, Commercial Property, Commercial
Automobile and Surety discussions above) include:
International and other risk factors
(cid:127) Changes in claim handling procedures, including those of the primary carriers
(cid:127) Changes in policy provisions or court interpretation of such provision
(cid:127) New theories of liability
(cid:127) Trends in jury awards
(cid:127) Changes in the propensity to sue
(cid:127) Changes in statutes of limitations
(cid:127) Changes in the underlying court system
(cid:127) Distortions from losses resulting from large single accounts or single issues
(cid:127) Changes in tort law
(cid:127) Changes in claim adjuster office structure (causing distortions in the data)
International and other book of business risk factors
(cid:127) Changes in policy provisions (e.g., deductibles, policy limits, endorsements, ‘‘claims-made’’
language)
(cid:127) Changes in underwriting standards
(cid:127) Product mix (e.g., size of account, industries insured, jurisdiction mix)
Unanticipated changes in risk factors can affect reserves. As an indicator of the causal effect that a
change in one or more risk factors could have on reserves for International and other (excluding
asbestos and environmental), a 1% increase (decrease) in incremental paid loss development for each
future calendar year could result in a 1.2% increase (decrease) in claims and claim adjustment expense
reserves. International and other reserves (excluding asbestos and environmental) represent
approximately 11% of the Company’s total claims and claim adjustment expense reserves.
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International and other represents a combination of different product lines, some of which are in
runoff. Comparative historical information is not available for international product lines as insurers
domiciled outside of the U.S. do not file U.S. statutory reports. Comparative historical information on
runoff business is not indicative of reasonably possible one-year changes in the reserve estimate for this
mix of runoff business. Accordingly, the Company has not included comparative analyses for
International and other.
Reinsurance Recoverables
Amounts recoverable from reinsurers are estimated in a manner consistent with the associated
claim liability. The Company evaluates and monitors the financial condition of its reinsurers under
voluntary reinsurance arrangements to minimize its exposure to significant losses from reinsurer
insolvencies. In addition, in the ordinary course of business, the Company becomes involved in
coverage disputes with its reinsurers. Some of these disputes could result in lawsuits and arbitrations
brought by or against the reinsurers to determine the Company’s rights and obligations under the
various reinsurance agreements. The Company employs dedicated specialists and aggressive strategies
to manage reinsurance collections and disputes.
The Company has entered into two reinsurance contracts in connection with catastrophe bonds
issued by Long Point Re III. Both of these contracts meet the requirements to be accounted for as
reinsurance in accordance with guidance for accounting for reinsurance contracts. The catastrophe
bonds are described in more detail in ‘‘Item 1—Business—Catastrophe Reinsurance.’’
The Company reports its reinsurance recoverables net of an allowance for estimated uncollectible
reinsurance recoverables. The allowance is based upon the Company’s ongoing review of amounts
outstanding, length of collection periods, changes in reinsurer credit standing, disputes, applicable
coverage defenses and other relevant factors. Accordingly, the establishment of reinsurance
recoverables and the related allowance for uncollectible reinsurance recoverables is also an inherently
uncertain process involving estimates. From time to time, as a result of the long-tailed nature of the
underlying liabilities, coverage complexities and potential for disputes, the Company considers the
commutation of reinsurance contracts. Changes in estimated reinsurance recoverables and commutation
activity could result in additional income statement charges.
Recoverables attributable to structured settlements relate primarily to personal injury claims, of
which workers’ compensation claims comprise a significant portion, for which the Company has
purchased annuities and remains contingently liable in the event of a default by the companies issuing
the annuities. Recoverables attributable to mandatory pools and associations relate primarily to
workers’ compensation service business. These recoverables are supported by the participating
insurance companies’ obligation to pay a pro rata share based on each company’s voluntary market
share of written premium in each state in which it is a pool participant. In the event a member of a
mandatory pool or association defaults on its share of the pool’s or association’s obligations, the other
members’ share of such obligation increases proportionally.
For a discussion of a pending reinsurance dispute pertaining to a portion of the Company’s
reinsurance recoverable from the Munich Re Group, see note 16 of notes to the consolidated financial
statements.
Investment Valuation and Impairments
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
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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:
(cid:127) Level 1—Unadjusted quoted market prices for identical assets or liabilities in active markets that
the Company has the ability to access.
(cid:127) 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.
(cid:127) 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.
Valuation of Investments Reported at Fair Value in Financial Statements
The fair value of a financial instrument is the estimated amount at which the instrument could be
exchanged in an orderly transaction between knowledgeable, unrelated, willing parties, i.e., not in a
forced transaction. The estimated fair value of a financial instrument may differ from the amount that
could be realized if the security was sold in an immediate sale, e.g., a forced transaction. Additionally,
the valuation of investments is more subjective when markets are less liquid due to the lack of market
based inputs, which may increase the potential that the estimated fair value of an investment is not
reflective of the price at which an actual transaction would occur.
For investments that have quoted market prices in active markets, the Company uses the
unadjusted quoted market prices as fair value and includes these prices in the amounts disclosed in
Level 1 of the hierarchy. The Company receives the quoted market prices from a third party, nationally
recognized pricing service (pricing service). When quoted market prices are unavailable, the Company
utilizes a pricing service to determine an estimate of fair value, which is mainly used for its fixed
maturity investments. The fair value estimates provided from this pricing service are included in the
amount disclosed in Level 2 of the hierarchy. If quoted market prices and an estimate from a pricing
service are unavailable, the Company produces an estimate of fair value based on internally developed
valuation techniques, which, depending on the level of observable market inputs, will render the fair
value estimate as Level 2 or Level 3. The Company bases all of its estimates of fair value for assets on
the bid price as it represents what a third-party market participant would be willing to pay in an arm’s
length transaction.
Fixed Maturities
The Company utilized a pricing service to estimate fair value measurements for approximately 98%
of its fixed maturities at both December 31, 2013 and 2012. The pricing service utilizes market
quotations for fixed maturity securities that have quoted prices in active markets. Since fixed maturities
other than U.S. Treasury securities generally do not trade on a daily basis, the pricing service prepares
estimates of fair value measurements for these securities using its proprietary pricing applications,
which include available relevant market information, benchmark curves, benchmarking of like securities,
sector groupings and matrix pricing. Additionally, the pricing service uses an Option Adjusted Spread
model to develop prepayment and interest rate scenarios.
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The pricing service evaluates each asset class based on relevant market information, relevant credit
information, perceived market movements and sector news. The market inputs utilized in the pricing
evaluation, listed in the approximate order of priority, include: benchmark yields, reported trades,
broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, reference
data, and industry and economic events. The extent of the use of each market input depends on the
asset class and the market conditions. Depending on the security, the priority of the use of inputs may
change or some market inputs may not be relevant. For some securities, additional inputs may be
necessary.
The pricing service utilized by the Company has indicated that it will only produce an estimate of
fair value if there is objectively verifiable information to produce a valuation. If the pricing service
discontinues pricing an investment, the Company would be required to produce an estimate of fair
value using some of the same methodologies as the pricing service but would have to make
assumptions for market-based inputs that are unavailable due to market conditions.
The fair value estimates of most fixed maturity investments are based on observable market
information rather than market quotes. Accordingly, the estimates of fair value for such fixed
maturities, other than U.S. Treasury securities, provided by the pricing service are included in the
amount disclosed in Level 2 of the hierarchy. The estimated fair value of U.S. Treasury securities is
included in the amount disclosed in Level 1 as the estimates are based on unadjusted market prices.
The Company reviews the estimates of fair value provided by the pricing service and compares the
estimates to the Company’s knowledge of the market to determine if the estimates obtained are
representative of the prices in the market. In addition, the Company has periodic discussions with the
pricing service to discuss any changes in their process and reactions to overall markets. The Company
produces a report monthly that lists all price changes from the previous month in excess of 10%. The
Company reviews the report and will challenge any prices deemed not to be representative of fair
value. In addition, the Company has implemented various other processes including randomly selecting
purchased or sold securities and comparing execution prices to the estimates from the pricing service as
well as reviewing reports that contain securities whose valuation did not change from their previous
valuation (stale price review). The Company also uses an additional independent pricing service to
further test the primary pricing service’s valuation of the Company’s fixed maturity portfolio. These
processes have not highlighted any significant issues with the fair value estimates received from the
pricing service.
The Company also holds certain fixed maturity investments which are not priced by the pricing
service and, accordingly, estimates the fair value of such fixed maturities using an internal matrix that is
based on market information regarding interest rates, credit spreads and liquidity. The underlying
source data for calculating the matrix of credit spreads relative to the U.S. Treasury curve are the BofA
Merrill Lynch U.S. Corporate Index and the BofA Merrill Lynch High Yield BB Rated Index. The
Company includes the fair value estimates of these corporate bonds in Level 2, since all significant
inputs are market observable.
While the vast majority of the Company’s municipal bonds and corporate bonds 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 $94 million and $102 million at December 31, 2013 and 2012, 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
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received a broker quote was $161 million and $128 million at December 31, 2013 and 2012,
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.
Non-Fixed Maturities and Other Investments Not Reported at Fair Value
See note 4 of notes to the Company’s consolidated financial statements for a discussion of the
determination of fair value of non-fixed maturities and valuation of investments not reported at fair
value in the financial statements.
Investment Impairments
The Company conducts a periodic review to identify and evaluate invested assets having
other-than-temporary impairments. Some of the factors considered in identifying other-than-temporary
impairments include: (1) for fixed maturity investments, whether the Company intends to sell the
investment or whether it is more likely than not that the Company will be required to sell the
investment prior to an anticipated recovery in value; (2) for non-fixed maturity investments, the
Company’s ability and intent to retain the investment for a reasonable period of time sufficient to allow
for an anticipated recovery in value; (3) the likelihood of the recoverability of principal and interest for
fixed maturity securities (i.e., whether there is a credit loss) or cost for equity securities; (4) the length
of time and extent to which the fair value has been less than amortized cost for fixed maturity
securities or cost for equity securities; and (5) the financial condition, near-term and long-term
prospects for the issuer, including the relevant industry conditions and trends, and implications of
rating agency actions and offering prices.
Other-Than-Temporary Impairments of Fixed Maturities and Equity Securities
For fixed maturity investments that the Company does not intend to sell or for which it is more
likely than not that the Company would not be required to sell before an anticipated recovery in value,
the Company separates the credit loss component of the impairment from the amount related to all
other factors and reports the credit loss component in net realized investment gains (losses). The
impairment related to all other factors is reported in other comprehensive income.
For equity securities (including public common and non-redeemable preferred stock) and for fixed
maturity investments the Company intends to sell or for which it is more likely than not that the
Company will be required to sell before an anticipated recovery in value, the full amount of the
impairment is included in net realized investment gains (losses).
Upon recognizing an other-than-temporary impairment, the new cost basis of the investment is the
previous amortized cost basis less the other-than-temporary impairment recognized in net realized
investment gains (losses). The new cost basis is not adjusted for any subsequent recoveries in fair value;
however, for fixed maturity investments the difference between the new cost basis and the expected
cash flows is accreted on a quarterly basis to net investment income over the remaining expected life of
the investment.
Due to the subjective nature of the Company’s analysis and estimates of future cash flows, along
with the judgment that must be applied in the analysis, it is possible that the Company could reach a
different conclusion whether or not to impair a security if it had access to additional information about
the issuer. Additionally, it is possible that the issuer’s actual ability to meet contractual obligations may
be different than what the Company determined during its analysis, which may lead to a different
impairment conclusion in future periods.
See note 1 of notes to the Company’s consolidated financial statements for a further discussion of
investment impairments.
157
Goodwill and Other Intangible Assets Impairments
See note 1 of notes to the Company’s consolidated financial statements for a discussion of
impairments of goodwill and other intangible assets.
OTHER UNCERTAINTIES
For a discussion of other risks and uncertainties that could impact the Company’s results of
operations or financial position, see note 16 of notes to the Company’s consolidated financial
statements and ‘‘Item 1A—Risk Factors.’’
FUTURE APPLICATION OF ACCOUNTING STANDARDS
See note 1 of notes to the Company’s consolidated financial statements for a discussion of recently
issued accounting standards updates.
The Company is currently required to prepare its financial statements in accordance with U.S.
Generally Accepted Accounting Principles (GAAP), as promulgated by the Financial Accounting
Standards Board (FASB). During the last several years, the Securities and Exchange Commission (SEC)
has been evaluating whether, when and how International Financial Reporting Standards (IFRS) should
be incorporated into the U.S. financial reporting system. Before making a decision, the SEC set forth a
work plan to evaluate the remaining differences between GAAP and IFRS, determine whether IFRS
represented high quality standards, consider how the International Accounting Standards Board is
funded and its governance structure, and examine the variations in the way IFRS was applied by
various foreign companies that file financial statements with the SEC. In July 2012, the SEC staff
issued a final report on the SEC work plan which concluded that IFRS provide high quality accounting
standards, but also indicated concerns with funding, consistency of application and enforcement of
IFRS globally. The report did not give a recommendation to the SEC on whether, when and how IFRS
should be incorporated into the U.S. financial reporting system. Additionally, the SEC has not
indicated a timeline for further consideration of incorporating IFRS.
The International Accounting Standards Board (IASB) and the FASB have a convergence program
with the intent of developing global standards for several significant areas of accounting, including the
accounting for insurance contracts. In June 2012, the FASB issued a statement that indicated that based
on the nature and totality of differences between the FASB’s and IASB’s views, it is not likely that the
two boards will achieve convergence on this project. The FASB further noted that the FASB and IASB
have very different perspectives on the project, given that the U.S. has existing guidance on insurance
contracts whereas there is currently no comprehensive IFRS accounting standard for insurance
contracts. In June 2013, each board issued for comment an exposure draft of the accounting for
insurance contracts that has significant differences from the other board’s draft as well as from current
GAAP. Both exposure drafts propose changes that, if ultimately adopted, could significantly impact the
accounting by insurers, including the Company, for premiums and unearned premium reserves, the
liability for claims and claims adjustment expenses, reinsurance, and deferred acquisition costs. The
Boards are reviewing the comments received on the exposure drafts and are expected to begin
re-deliberations in the first quarter of 2014. As a result of this, it is currently unclear what changes, if
any, may be made to the accounting for insurance contracts under GAAP as a result of this project.
Additionally, any new standards issued by the Boards regarding insurance contracts may involve
methodologies for valuing insurance contract liabilities that may be significantly different from the
methodologies required by current U.S. GAAP. It is also possible that the Boards could issue different
final standards that could result in the Company having to apply an accounting standard for its
consolidated financial statements that is different from the accounting standard used for local reporting
in foreign jurisdictions.
158
The FASB and the IASB also continue to deliberate the three remaining projects intended to bring
convergence between GAAP and IFRS for revenue recognition, accounting for financial instruments,
and leasing. The revenue recognition project is largely converged and the Boards are expected to issue
final guidance in the first half of 2014, while the Boards currently have different positions on certain
key aspects of the financial instrument project (the classification and measurement and impairment).
Both Boards intend to complete their financial instrument project during the first half of 2014. The
timing of the leasing project is not known at this time.
The Company is not able to predict whether it will choose to, or be required to, adopt IFRS or
how the adoption of IFRS (or the potential convergence of GAAP and IFRS, including the joint
project for valuing insurance contract liabilities) may impact the Company’s financial statements in the
future.
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
share repurchase plans, expected margin improvement, 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:
(cid:127) 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);
(cid:127) the sufficiency of the Company’s asbestos and other reserves;
(cid:127) the impact of emerging claims issues as well as other insurance and non-insurance litigation;
(cid:127) the cost and availability of reinsurance coverage;
(cid:127) catastrophe losses;
(cid:127) the impact of investment, economic and underwriting market conditions;
(cid:127) strategic initiatives, including initiatives, such as in Personal Insurance, to improve profitability
and competitiveness; and
(cid:127) the impact of its merger and acquisition transactions, including the acquisition of Dominion.
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.
For a discussion of some of the factors that could cause actual results to differ, see ‘‘Item 1A—
Risk Factors’’ and ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and Results
of Operations—Critical Accounting Estimates.’’
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 its forward-looking
statements.
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Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
MARKET RISK
Market risk is the risk of loss arising from adverse changes in market rates and prices, such as
interest rates (inclusive of credit spreads), foreign currency exchange rates and other relevant market
rate or price changes. Market risk is directly influenced by the volatility and liquidity in the markets in
which the related underlying assets are traded. The following is a discussion of the Company’s primary
market risk exposures and how those exposures are managed as of December 31, 2013. The Company’s
market risk sensitive instruments, including derivatives, are primarily entered into for purposes other
than trading.
The carrying value of the Company’s investment portfolio at December 31, 2013 and 2012 was
$73.16 billion and $73.84 billion, respectively, of which 87% and 89% was invested in fixed maturity
securities, respectively. At December 31, 2013 and 2012, approximately 9.3% and 6.2%, respectively, of
the Company’s invested assets were denominated in foreign currencies. The increase at December 31,
2013 primarily reflected the impact of the Company’s acquisition of Dominion. The Company’s
exposure to equity price risk is not significant. The Company has no direct commodity risk and is not a
party to any credit default swaps.
The primary market risks to the investment portfolio are interest rate risk and credit risk
associated with investments in fixed maturity securities. The portfolio duration is primarily managed
through cash market transactions and treasury futures transactions. In 2013, the estimated average
effective duration of the Company’s portfolio of fixed maturity and short-term security investments
increased, primarily reflecting the impact of an increase in interest rates during the year. By the end of
the second quarter of 2013, based upon the outlook for interest rates, the Company closed all of its
short positions in U.S. Treasury futures contracts, which it had used to reduce the Company’s exposure
to a decrease in its book value resulting from an increase in interest rates. During the second half of
2013, the Company did not enter into any U.S. Treasury futures contracts. The Company may once
again enter into positions in U.S. Treasury futures in future periods to help manage the duration of its
investment portfolio. For additional information regarding the Company’s investments, see notes 3 and
4 of notes to the Company’s consolidated financial statements as well as the ‘‘Investment Portfolio’’ and
‘‘Outlook’’ sections of ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition and
Results of Operations.’’
The primary market risk for all of the Company’s debt is interest rate risk at the time of
refinancing. The Company monitors the interest rate environment and evaluates refinancing
opportunities as maturity dates approach. For additional information regarding the Company’s debt see
note 8 of notes to the Company’s consolidated financial statements as well as the ‘‘Liquidity and
Capital Resources’’ section of ‘‘Item 7—Management’s Discussion and Analysis of Financial Condition
and Results of Operations.’’
The Company’s foreign exchange market risk exposure is concentrated in the Company’s invested
assets, insurance reserves and shareholders’ equity denominated in foreign currencies. Cash flows from
the Company’s foreign operations are the primary source of funds for the purchase of investments
denominated in foreign currencies. The Company purchases these investments primarily to fund
insurance reserves and other liabilities denominated in the same currency, effectively reducing its
foreign currency exchange rate exposure. Invested assets denominated in the Canadian dollar
comprised approximately 5.5% and 2.3% of the total invested assets at December 31, 2013 and 2012,
respectively. The increase at December 31, 2013 primarily reflected the impact of the Company’s
acquisition of Dominion. Invested assets denominated in the British Pound Sterling comprised
approximately 2.4% of the total invested assets at both December 31, 2013 and 2012. Invested assets
denominated in other currencies at December 31, 2013 and 2012 were not material.
160
There were no other significant changes in the Company’s primary market risk exposures or in
how those exposures were managed for the year ended December 31, 2013 compared to the year ended
December 31, 2012. The Company does not currently anticipate significant changes in its primary
market risk exposures or in how those exposures are managed in future reporting periods based upon
what is known or expected to be in effect in future reporting periods.
SENSITIVITY ANALYSIS
Sensitivity analysis is defined as the measurement of potential loss in future earnings, fair values or
cash flows of market sensitive instruments resulting from one or more selected hypothetical changes in
interest rates and other market rates or prices over a selected period of time. In the Company’s
sensitivity analysis model, a hypothetical change in market rates is selected that is expected to reflect
reasonably possible near-term changes in those rates. ‘‘Near-term’’ means a period of time going
forward up to one year from the date of the consolidated financial statements. Actual results may differ
from the hypothetical change in market rates assumed in this disclosure, especially since this sensitivity
analysis does not reflect the results of any actions that would be taken by the Company to mitigate
such hypothetical losses in fair value.
Interest Rate Risk
In this sensitivity analysis model, the Company uses fair values to measure its potential loss. The
sensitivity analysis model includes the following financial instruments entered into for purposes other
than trading: fixed maturities, non-redeemable preferred stocks, mortgage loans, short-term securities,
debt and derivative financial instruments. The primary market risk to the Company’s market sensitive
instruments is interest rate risk (inclusive of credit spreads). The sensitivity analysis model uses various
basis point changes in interest rates to measure the hypothetical change in fair value of financial
instruments included in the model.
For invested assets with primary exposure to interest rate risk, estimates of portfolio duration and
convexity are used to model the loss of fair value that would be expected to result from a parallel
increase in interest rates. Durations on invested assets are adjusted for call, put and interest rate reset
features. Durations on tax-exempt securities are adjusted for the fact that the yields on such securities
do not normally move in lockstep with changes in the U.S. Treasury curve. Fixed maturity portfolio
durations are calculated on a market value weighted basis, including accrued interest, using holdings as
of December 31, 2013 and 2012.
For debt, the change in fair value is determined by calculating hypothetical December 31, 2013 and
2012 ending prices based on yields adjusted to reflect a 100 basis point change, comparing such
hypothetical ending prices to actual ending prices, and multiplying the difference by the par or
securities outstanding.
The sensitivity analysis model used by the Company produces a loss in fair value of market
sensitive instruments of approximately $1.90 billion and $1.64 billion based on a 100 basis point
increase in interest rates at December 31, 2013 and 2012, respectively.
The loss estimates do not take into account the impact of possible interventions that the Company
might reasonably undertake in order to mitigate or avoid losses that would result from emerging
interest rate trends. In addition, the loss value only reflects the impact of an interest rate increase on
the fair value of the Company’s financial instruments.
Foreign Currency Exchange Rate Risk
The Company uses fair values of investment securities to measure its potential loss from foreign
denominated investments. A hypothetical 10% reduction in value of foreign denominated investments is
161
used to estimate the impact on the market value of the foreign denominated holdings. The Company’s
analysis indicates that a hypothetical 10% reduction in the value of foreign denominated investments
would be expected to produce a loss in fair value of approximately $681 million and $459 million at
December 31, 2013 and 2012, respectively. This increase in the projected loss at December 31, 2013
primarily reflected the impact of the Company’s acquisition of Dominion.
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Page
164
Consolidated Statement of Income for the years ended December 31, 2013, 2012 and 2011 . . . . .
165
Consolidated Statement of Comprehensive Income for the years ended December 31, 2013, 2012
and 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheet at December 31, 2013 and 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statement of Changes in Shareholders’ Equity for the years ended December 31,
2013, 2012 and 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statement of Cash Flows for the years ended December 31, 2013, 2012 and 2011 . .
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
166
167
168
169
170
163
Report Of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
The Travelers Companies, Inc.:
We have audited the accompanying consolidated balance sheet of The Travelers Companies, Inc.
and subsidiaries (the Company) as of December 31, 2013 and 2012, and the related consolidated
statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for each
of the years in the three-year period ended December 31, 2013. These consolidated financial statements
are the responsibility of the Company’s management. Our responsibility is to express an opinion on
these consolidated financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting
Oversight Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the consolidated financial statements referred to above present fairly, in all
material respects, the financial position of The Travelers Companies, Inc. and subsidiaries as of
December 31, 2013 and 2012, and the results of their operations and their cash flows for each of the
years in the three-year period ended December 31, 2013, in conformity with U.S. generally accepted
accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting
Oversight Board (United States), The Travelers Companies, Inc. and subsidiaries’ internal control over
financial reporting as of December 31, 2013, based on criteria established in Internal Control—
Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway
Commission (COSO), and our report dated February 13, 2014 expressed an unqualified opinion on the
effectiveness of the Company’s internal control over financial reporting.
/s/ KPMG LLP
KPMG LLP
New York, New York
February 13, 2014
164
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF INCOME
(in millions, except per share amounts)
For the year ended December 31,
2013
2012
2011
Revenues
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$22,637
2,716
395
166
277
$22,357
2,889
323
51
120
$22,090
2,879
296
55
126
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26,191
25,740
25,446
Claims and expenses
Claims and claim adjustment expenses . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of deferred acquisition costs . . . . . . . . . . . . . . . . . . . . . . .
General and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total claims and expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13,307
3,821
3,757
361
21,246
4,945
1,272
14,676
3,910
3,610
378
22,574
3,166
693
16,276
3,876
3,556
386
24,094
1,352
(74)
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,673
$ 2,473
$ 1,426
Net income per share
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
9.84
9.74
$
$
6.35
6.30
$
$
3.40
3.36
Weighted average number of common shares outstanding
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
370.3
374.3
386.2
389.8
415.8
420.5
(1) Total other-than-temporary impairment (OTTI) gains (losses) were $(10) million, $27 million and
$30 million for the years ended December 31, 2013, 2012 and 2011, respectively. Of total OTTI,
credit losses of $(15) million, $(15) million and $(25) million for the years ended December 31,
2013, 2012 and 2011, respectively, were recognized in net realized investment gains. In addition,
unrealized gains from other changes in total OTTI of $5 million, $42 million and $55 million for
the years ended December 31, 2013, 2012 and 2011, 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.
165
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
(in millions)
For the year ended December 31,
2013
2012
2011
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,673
$2,473
$1,426
Other comprehensive income (loss):
Changes in net unrealized gains on investment securities:
Having no credit losses recognized in the consolidated statement of
income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Having credit losses recognized in the consolidated statement of income .
Net changes in benefit plan assets and obligations . . . . . . . . . . . . . . . . . . .
Net changes in unrealized foreign currency translation . . . . . . . . . . . . . . . .
Other comprehensive income (loss) before income taxes . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(2,734)
3
647
(112)
(2,196)
(770)
Other comprehensive income (loss), net of taxes . . . . . . . . . . . . . . . . .
(1,426)
281
81
(69)
43
336
105
231
1,570
4
(307)
(90)
1,177
427
750
Comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,247
$2,704
$2,176
The accompanying notes are an integral part of the consolidated financial statements.
166
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(in millions)
At December 31,
2013
2012
Assets
Fixed maturities, available for sale, at fair value (amortized cost $62,196 and
$60,829) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities, available for sale, at fair value (cost $686 and $462) . . . . . . . . .
Real estate investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 63,956
943
938
3,882
3,441
$ 65,393
645
883
3,483
3,434
Total investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
73,160
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment income accrued . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Premiums receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reinsurance recoverables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded unearned premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractholder receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
294
734
6,125
9,713
801
1,804
303
4,328
3,634
351
2,565
73,838
330
752
5,872
10,712
856
1,792
—
4,806
3,365
381
2,234
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$103,812
$104,938
Liabilities
Claims and claim adjustment expense reserves . . . . . . . . . . . . . . . . . . . . . . . . . .
Unearned premium reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Contractholder payables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payables for reinsurance premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 50,895
11,850
4,328
298
—
6,346
5,299
$ 50,922
11,241
4,806
346
338
6,350
5,530
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
79,016
79,533
Shareholders’ equity
Common stock (1,750.0 shares authorized; 353.5 and 377.4 shares issued and
outstanding) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock, at cost (401.5 and 372.3 shares) . . . . . . . . . . . . . . . . . . . . . . . . .
21,500
24,291
810
(21,805)
21,161
21,352
2,236
(19,344)
Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24,796
25,405
Total liabilities and shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . .
$103,812
$104,938
The accompanying notes are an integral part of the consolidated financial statements.
167
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY
(in millions)
For the year ended December 31,
2013
2012
2011
Convertible preferred stock—savings plan
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Redemptions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Conversion to common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common stock
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employee share-based compensation . . . . . . . . . . . . . . . . . . . . . . . . .
Common shares issued—conversion of preferred stock . . . . . . . . . . . .
Compensation amortization under share-based plans and other
— $
—
—
—
— $
—
—
—
68
(5)
(63)
—
21,161
158
—
20,732
261
—
20,162
328
93
changes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
181
168
149
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
21,500
21,161
20,732
Retained earnings
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Premium on preferred stock converted to common stock . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
21,352
3,673
(734)
—
—
19,579
2,473
(700)
—
—
18,847
1,426
(669)
(30)
5
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24,291
21,352
19,579
Accumulated other comprehensive income, net of tax
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock (at cost)
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—share repurchase authorization . . . . . . . . . .
Net shares acquired related to employee share-based compensation
2,236
(1,426)
810
2,005
231
2,236
1,255
750
2,005
(19,344)
(2,400)
(17,839)
(1,450)
(14,857)
(2,900)
plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(61)
(55)
(82)
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(21,805)
(19,344)
(17,839)
Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 24,796
$ 25,405
$ 24,477
Common shares outstanding
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—share repurchase authorization . . . . . . . . . .
Net shares issued under employee share-based compensation plans . . .
Common shares issued—conversion of preferred stock . . . . . . . . . . . .
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
377.4
(28.4)
4.5
—
353.5
392.8
(22.4)
7.0
—
377.4
434.6
(51.0)
7.7
1.5
392.8
The accompanying notes are an integral part of the consolidated financial statements.
168
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS
(in millions)
For the year ended December 31,
Cash flows from operating activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by operating activities:
2013
2012
2011
$ 3,673
$ 2,473
$ 1,426
Net realized investment gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred federal income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of deferred acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity in income from other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Premiums receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reinsurance recoverables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred acquisition costs
Claims and claim adjustment expense reserves
. . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unearned premium reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(166)
867
167
3,821
(357)
54
1,284
(3,759)
(2,057)
27
262
(51)
827
223
3,910
(342)
(138)
453
(3,914)
(540)
123
206
(55)
802
63
3,876
(281)
(237)
809
(3,881)
(154)
188
(387)
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,816
3,230
2,169
Cash flows from investing activities
Proceeds from maturities of fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sales of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Purchases of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net sales of short-term securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Securities transactions in course of settlement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisition, net of cash acquired . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7,904
8,369
7,404
1,635
86
18
762
(9,467)
(57)
(107)
(446)
111
21
(997)
(373)
1,087
37
53
835
(10,447)
(48)
(95)
(534)
117
(23)
—
(323)
1,161
135
1
594
(8,704)
(131)
(66)
(889)
2,018
—
—
(371)
Net cash provided by (used in) investing activities . . . . . . . . . . . . . . . . . . . . . . . . .
(910)
(972)
1,152
Cash flows from financing activities
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payment of debt
Issuance of debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issuance of common stock—employee share options . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—share repurchase authorization . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—net employee share-based compensation . . . . . . . . . . . . . . . . . . . .
Excess tax benefits from share-based payment arrangements . . . . . . . . . . . . . . . . . . . . . . . .
(500)
494
(729)
206
(2,400)
(61)
51
(258)
—
(694)
295
(1,474)
(53)
38
(8)
—
(665)
314
(2,919)
(46)
18
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(2,939)
(2,146)
(3,306)
Effect of exchange rate changes on cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net increase (decrease) in cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash at beginning of year
(3)
(36)
330
Cash at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
294
Supplemental disclosure of cash flow information
Income taxes paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,057
355
$
4
116
214
330
188
375
(1)
14
200
214
218
382
$
$
$
$
$
$
The accompanying notes are an integral part of the consolidated financial statements.
169
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The consolidated financial statements include the accounts of The Travelers Companies, Inc.
(together with its subsidiaries, the Company). The preparation of the consolidated financial statements
in conformity with U.S. generally accepted accounting principles (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 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 2012 and 2011 financial
statements to conform to the 2013 presentation. All material intercompany transactions and balances
have been eliminated.
On November 1, 2013, the Company acquired all of the issued and outstanding shares of
Dominion for an aggregate purchase price of approximately $1.034 billion. Dominion primarily markets
personal lines and small commercial insurance business in Canada. At the acquisition date, the
Company recorded at fair value $3.91 billion of assets acquired and $2.88 billion of liabilities assumed
as part of purchase accounting, including $16 million of identifiable intangible assets and $273 million
of goodwill. The operating income and the amount of assets acquired from Dominion were included in
the Company’s Financial, Professional & International Insurance segment effective at the acquisition
date. The unearned premium reserve related to the acquired insurance and reinsurance contracts was
carried over and included in the Company’s unearned premium reserve. Premium revenue from the
acquired business will be recognized on a pro rata basis beginning with the acquisition date over the
remaining policy terms in accordance with the Company’s accounting policy. The Company recognized
an intangible asset for the value of business acquired (VOBA) of $76 million at the acquisition date.
VOBA represents the present value of future gross profits of the business acquired from Dominion, is
reported as part of the Company’s deferred acquisition costs, and will be amortized in proportion to
the premium revenue recognized from the acquired business.
Adoption of Accounting Standards Updates
Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income
In February 2013, the Financial Accounting Standards Board (FASB) issued updated guidance to
improve the reporting of reclassifications out of accumulated other comprehensive income. The
guidance requires an entity to present, either on the face of the statement of income or in the notes,
separately for each component of comprehensive income, the current period reclassifications out of
accumulated other comprehensive income by the respective line items of net income affected by the
reclassification.
The updated guidance was effective prospectively for reporting periods beginning after
December 15, 2012. The Company adopted the updated guidance effective March 31, 2013, and such
adoption did not have any effect on the Company’s results of operations, financial position or liquidity.
170
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Accounting Standards Not Yet Adopted
Obligations Resulting from Joint and Several Liability Arrangements for Which the Total Amount of the
Obligation Is Fixed at the Reporting Date
In February 2013, the FASB issued updated guidance to resolve diversity in practice concerning the
recognition, measurement, and disclosure of obligations resulting from certain joint and several liability
arrangements for which the total amount under the arrangement is fixed at the reporting date. The
guidance requires that the reporting entity measure joint and several liability arrangements within the
scope of the guidance as the amount the reporting entity agreed to pay on the basis of its arrangement
among the co-obligors and any additional amount the reporting entity expects to pay on behalf of its
co-obligors. The updated guidance is effective for the quarter ending March 31, 2014. The adoption of
this guidance is not expected to have a material effect on the Company’s results of operations, financial
position or liquidity.
Parent’s Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries
or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity
In March 2013, the FASB issued updated guidance to resolve diversity in practice concerning the
release of the cumulative foreign currency translation adjustment into net income when a parent sells a
part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a
subsidiary or group of assets within a foreign entity. When a company ceases to have a controlling
financial interest in a subsidiary within a foreign entity, the company should recognize any related
cumulative translation adjustment into net income only if the sale or transfer results in the complete or
substantially complete liquidation of the foreign entity in which the subsidiary had resided. Upon the
partial sale of an equity method investment that is a foreign entity, the company should release into
earnings a pro rata portion of the cumulative translation adjustment. Upon the partial sale of an equity
method investment that is not a foreign entity, the company should release into earnings the cumulative
translation adjustment if the partial sale represents a complete or substantially complete liquidation of
the foreign entity that holds the equity method investment. The updated guidance is effective for the
quarter ending March 31, 2014. The adoption of this guidance is not expected to have a material effect
on the Company’s results of operations, financial position or liquidity.
Accounting Policies
Investments
Fixed Maturity and Equity Securities
Fixed maturities include bonds, notes and redeemable preferred stocks. Fixed maturities, including
instruments subject to securities lending agreements, are classified as available for sale and are
reported at fair value, with unrealized investment gains and losses, net of income taxes, charged or
credited directly to other comprehensive income. Equity securities, which include public common and
non-redeemable preferred stocks, are classified as available for sale with changes in fair value, net of
income taxes, charged or credited directly to other comprehensive income.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Real Estate Investments
The Company’s real estate investments include warehouses, office buildings and other commercial
land and properties that are directly owned. Real estate is recorded on the purchase date at the
purchase price, which generally represents fair value, and is supported by internal analysis or external
appraisals that use discounted cash flow analyses and other acceptable valuation techniques. Real estate
held for investment purposes is subsequently carried at cost less accumulated depreciation.
Buildings are depreciated on a straight-line basis over the shorter of the expected useful life of the
building or 39 years. Real estate held for sale is carried at lower of cost or fair value, less estimated
costs to sell.
Short-term Securities
Short-term securities have an original maturity of less than one year and are carried at amortized
cost, which approximates fair value.
Other Investments
Investments in Private Equity Limited Partnerships, Hedge Funds and Real Estate Partnerships
The Company uses the equity method of accounting for private equity limited partnerships, hedge
funds and real estate partnerships. The partnerships and the hedge funds generally report investments
on their balance sheet at fair value. The financial statements prepared by the investee are received by
the Company on a lag basis, with the lag period generally dependent upon the type of underlying
investments. The private equity and real estate partnerships provide financial information quarterly
which is generally available to investors, including the Company, within three to six months following
the date of the reporting period. The hedge funds provide financial information monthly, which is
generally available to investors within one month following the date of the reporting period. The
Company regularly requests financial information from the partnerships prior to the receipt of the
partnerships’ financial statements and records any material information obtained from these requests in
its consolidated financial statements.
Other
Also included in other investments are non-public common and preferred equities, trading
securities and derivatives. Non-public common and preferred equities are reported at fair value with
changes in fair value, net of income taxes, charged or credited directly to other comprehensive income.
Trading securities are marked to market with the change in fair value recognized in net investment
income during the current period. The Company sold all of its remaining trading securities during 2013.
The Company’s derivative financial instruments are carried at fair value, with the changes in fair value
reflected in the consolidated statement of income in net realized investment gains (losses). For a
further discussion of the derivatives used by the Company, see note 3.
Net Investment Income
Investment income from fixed maturities is recognized based on the constant effective yield
method which includes an adjustment for estimated principal repayments, if any. The effective yield
used to determine amortization for fixed maturities subject to prepayment risk (e.g., asset-backed,
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
loan-backed and structured securities) is recalculated and adjusted periodically based upon actual
historical and/or projected future cash flows, which are obtained from a widely-accepted securities data
provider. The adjustments to the yield for highly rated prepayable fixed maturities are accounted for
using the retrospective method. The adjustments to the yield for non-highly rated prepayable fixed
maturities are accounted for using the prospective method. Dividends on equity securities (including
those with transfer restrictions) are recognized in income when declared. Rental income on real estate
is recognized on a straight-line basis over the lease term. See note 3 for further discussion. Investments
in private equity limited partnerships, hedge funds, real estate partnerships and joint ventures are
accounted for using the equity method of accounting, whereby the Company’s share of the investee’s
earnings or losses in the fund is reported in net investment income. Trading securities were marked to
market with the change in fair value recognized in net investment income during the current period.
The Company sold all of its remaining trading securities in 2013.
Accrual of income is suspended on non-securitized fixed maturities that are in default, or on which
it is likely that future payments will not be made as scheduled. Interest income on investments in
default is recognized only when payments are received. Investments included in the consolidated
balance sheet that were not income-producing for the preceding 12 months were not material.
For fixed maturities where the Company records an other-than-temporary impairment, a
determination is made as to the cause of the impairment and whether the Company expects a recovery
in the value. For fixed maturities where the Company expects a recovery in value, not necessarily to
par, the constant effective yield method is utilized, and the investment is amortized to the expected
recovery amount.
Investment Gains and Losses
Net realized investment gains and losses are included as a component of pretax revenues based
upon specific identification of the investments sold on the trade date. Included in net realized
investment gains (losses) are other-than-temporary impairment losses on invested assets other than
those investments accounted for using the equity method of accounting as described in the ‘‘Investment
Impairments’’ section that follows.
Investment Impairments
The Company conducts a periodic review to identify and evaluate invested assets having
other-than-temporary impairments. Some of the factors considered in identifying other-than-temporary
impairments include: (1) for fixed maturity investments, whether the Company intends to sell the
investment or whether it is more likely than not that the Company will be required to sell the
investment prior to an anticipated recovery in value; (2) for non-fixed maturity investments, the
Company’s ability and intent to retain the investment for a reasonable period of time sufficient to allow
for an anticipated recovery in value; (3) the likelihood of the recoverability of principal and interest for
fixed maturity securities (i.e., whether there is a credit loss) or cost for equity securities; (4) the length
of time and extent to which the fair value has been less than amortized cost for fixed maturity
securities or cost for equity securities; and (5) the financial condition, near-term and long-term
prospects for the issuer, including the relevant industry conditions and trends, and implications of
rating agency actions and offering prices.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Other-Than-Temporary Impairments of Fixed Maturities and Equity Securities
For fixed maturity investments that the Company does not intend to sell or for which it is more
likely than not that the Company would not be required to sell before an anticipated recovery in value,
the Company separates the credit loss component of the impairment from the amount related to all
other factors and reports the credit loss component in net realized investment gains (losses). The
impairment related to all other factors is reported in other comprehensive income.
For equity securities (including public common and non-redeemable preferred stock) and for fixed
maturity investments the Company intends to sell or for which it is more likely than not that the
Company will be required to sell before an anticipated recovery in value, the full amount of the
impairment is included in net realized investment gains (losses).
Upon recognizing an other-than-temporary impairment, the new cost basis of the investment is the
previous amortized cost basis less the other-than-temporary impairment recognized in net realized
investment gains (losses). The new cost basis is not adjusted for any subsequent recoveries in fair value;
however, for fixed maturity investments the difference between the new cost basis and the expected
cash flows is accreted on a quarterly basis to net investment income over the remaining expected life of
the investment.
Determination of Credit Loss—Fixed Maturities
The Company determines the credit loss component of fixed maturity investments by utilizing
discounted cash flow modeling to determine the present value of the security and comparing the
present value with the amortized cost of the security. If the amortized cost is greater than the present
value of the expected cash flows, the difference is considered a credit loss and recognized in net
realized investment gains (losses).
For non-structured fixed maturities (U.S. Treasury securities, obligations of U.S. government and
government agencies and authorities, obligations of states, municipalities and political subdivisions, debt
securities issued by foreign governments, and certain corporate debt), the estimate of expected cash
flows is determined by projecting a recovery value and a recovery time frame and assessing whether
further principal and interest will be received. The determination of recovery value incorporates an
issuer valuation assumption utilizing one or a combination of valuation methods as deemed appropriate
by the Company. The Company determines the undiscounted recovery value by allocating the estimated
value of the issuer to the Company’s assessment of the priority of claims. The present value of the cash
flows is determined by applying the effective yield of the security at the date of acquisition (or the most
recent implied rate used to accrete the security if the implied rate has changed as a result of a previous
impairment) and an estimated recovery time frame. Generally, that time frame for securities for which
the issuer is in bankruptcy is 12 months. For securities for which the issuer is financially troubled but
not in bankruptcy, that time frame is generally 24 months. Included in the present value calculation are
expected principal and interest payments; however, for securities for which the issuer is classified as
bankrupt or in default, the present value calculation assumes no interest payments and a single
recovery amount.
In estimating the recovery value, significant judgment is involved in the development of
assumptions relating to a myriad of factors related to the issuer including, but not limited to, revenue,
margin and earnings projections, the likely market or liquidation values of assets, potential additional
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
debt to be incurred pre- or post-bankruptcy/restructuring, the ability to shift existing or new debt to
different priority layers, the amount of restructuring/bankruptcy expenses, the size and priority of
unfunded pension obligations, litigation or other contingent claims, the treatment of intercompany
claims and the likely outcome with respect to inter-creditor conflicts.
For structured fixed maturity securities (primarily residential and commercial mortgage-backed
securities and asset-backed securities), the Company estimates the present value of the security by
projecting future cash flows of the assets underlying the securitization, allocating the flows to the
various tranches based on the structure of the securitization and determining the present value of the
cash flows using the effective yield of the security at the date of acquisition (or the most recent implied
rate used to accrete the security if the implied rate has changed as a result of a previous impairment or
changes in expected cash flows). The Company incorporates levels of delinquencies, defaults and
severities as well as credit attributes of the remaining assets in the securitization, along with other
economic data, to arrive at its best estimate of the parameters applied to the assets underlying the
securitization. In order to project cash flows, the following assumptions are applied to the assets
underlying the securitization: (1) voluntary prepayment rates, (2) default rates and (3) loss severity. The
key assumptions made for the Prime, Alt-A and first-lien Sub-Prime mortgage-backed securities at
December 31, 2013 were as follows:
(at December 31, 2013)
Prime
Alt-A
Sub-Prime
Voluntary prepayment rates . . . . . . . . . . . . . . . . . . . . . . . .
Percentage of remaining pool liquidated due to defaults . . . .
Loss severity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1% - 9%
4% - 34% 0% - 15%
1% - 45% 19% - 69% 23% - 74%
30% - 60% 50% - 75% 65% - 100%
Real Estate Investments
On at least an annual basis, the Company obtains independent appraisals for substantially all of its
real estate investments. In addition, the carrying value of all real estate investments is reviewed for
impairment on a quarterly basis or when events or changes in circumstances indicate that the carrying
amount may not be recoverable. The review for impairment considers the valuation from the
independent appraisal, when applicable, and incorporates an estimate of the undiscounted cash flows
expected to result from the use and eventual disposition of the real estate property. An impairment loss
is recognized if the expected future undiscounted cash flows are less than the carrying value of the real
estate property. The impairment loss is the amount by which the carrying amount exceeds fair value.
Other Investments
Investments in Private Equity Limited Partnerships, Hedge Funds and Real Estate Partnerships
The Company reviews its investments in private equity limited partnerships, hedge funds and real
estate partnerships for impairment no less frequently than quarterly and monitors the performance
throughout the year through discussions with the managers/general partners. If the Company becomes
aware of an impairment of a partnership’s investments at the balance sheet date prior to receiving the
partnership’s financial statements, it will recognize an impairment by recording a reduction in the
carrying value of the partnership with a corresponding charge to net investment income.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Changes in Intent to Sell Temporarily Impaired Assets
The Company may, from time to time, sell invested assets subsequent to the balance sheet date
that it did not intend to sell at the balance sheet date. Conversely, the Company may not sell invested
assets that it asserted that it intended to sell at the balance sheet date. Such changes in intent are due
to events occurring subsequent to the balance sheet date. The types of events that may result in a
change in intent include, but are not limited to, significant changes in the economic facts and
circumstances related to the invested asset (e.g., a downgrade or upgrade from a rating agency),
significant unforeseen changes in liquidity needs, or changes in tax laws or the regulatory environment.
Securities Lending
The Company has engaged in securities lending activities from which it generates net investment
income by lending certain of its investments to other institutions for short periods of time. Borrowers
of these securities provide collateral equal to at least 102% of the market value of the loaned securities
plus accrued interest. This collateral is held by a third-party custodian, and the Company has the right
to access the collateral only in the event that the institution borrowing the Company’s securities is in
default under the lending agreement. Therefore, the Company does not recognize the receipt of the
collateral held by the third-party custodian or the obligation to return the collateral. The loaned
securities remain a recorded asset of the Company. The Company accepts only cash as collateral for
securities on loan and restricts the manner in which that cash is invested.
Reinsurance Recoverables
Amounts recoverable from reinsurers are estimated in a manner consistent with the associated
claim liability. The Company reports its reinsurance recoverables net of an allowance for estimated
uncollectible reinsurance recoverables. The allowance is based upon the Company’s ongoing review of
amounts outstanding, length of collection periods, changes in reinsurer credit standing, disputes,
applicable coverage defenses and other relevant factors. Amounts deemed to be uncollectible, including
amounts due from known insolvent reinsurers, are written off against the allowance for estimated
uncollectible reinsurance recoverables. Any subsequent collections of amounts previously written off are
reported as part of claims and claim adjustment expenses. The Company evaluates and monitors the
financial condition of its reinsurers under voluntary reinsurance arrangements to minimize its exposure
to significant losses from reinsurer insolvencies.
Deferred Acquisition Costs
Incremental direct costs of acquired new and renewal insurance contracts, consisting of
commissions (other than contingent commissions) and premium-related taxes, are capitalized and
charged to expense pro rata over the contract periods in which the related premiums are earned.
Deferred acquisition costs are reviewed to determine if they are recoverable from future income and, if
not, are charged to expense. Future investment income attributable to related premiums is taken into
account in measuring the recoverability of the carrying value of this asset. All other acquisition
expenses are charged to operations as incurred.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Contractholder Receivables and Payables
Under certain workers’ compensation insurance contracts with deductible features, the Company is
obligated to pay the claimant for the full amount of the claim. The Company is subsequently
reimbursed by the policyholder for the deductible amount. These amounts are included on a gross basis
in the consolidated balance sheet in contractholder payables and contractholder receivables,
respectively.
Goodwill and Other Intangible Assets
The Company performs a review, on at least an annual basis, of goodwill held by the reporting
units which are the Company’s three operating and reportable segments: Business Insurance; Financial,
Professional & International Insurance; and Personal Insurance. The Company estimates the fair value
of its reporting units and compares it to their carrying value, including goodwill. If the carrying values
of the reporting units were to exceed their fair value, the amount of the impairment would be
calculated and goodwill adjusted accordingly.
The Company uses a discounted cash flow model to estimate the fair value of its reporting units.
The discounted cash flow model is an income approach to valuation that is based on a detailed cash
flow analysis for deriving a current fair value of reporting units and is representative of the Company’s
reporting units’ current and expected future financial performance. The discount rate assumptions
reflect the Company’s assessment of the risks inherent in the projected future cash flows and the
Company’s weighted-average cost of capital, and are compared against available market data for
reasonableness.
Other indefinite-lived intangible assets held by the Company are also reviewed for impairment on
at least an annual basis. The classification of the asset as indefinite-lived is reassessed and an
impairment is recognized if the carrying amount of the asset exceeds its fair value.
Intangible assets that are deemed to have a finite useful life are amortized over their useful lives.
The carrying amount of intangible assets with a finite useful life is regularly reviewed for indicators of
impairment in value. Impairment is recognized only if the carrying amount of the intangible asset is not
recoverable from its undiscounted cash flows and is measured as the difference between the carrying
amount and the fair value of the asset.
As a result of the reviews performed for the years ended December 31, 2013, 2012 and 2011, the
Company determined that the estimated fair value significantly exceeded the respective carrying value
of its reporting units for those years and that goodwill was not impaired. The Company also
determined during its reviews for each year that its other indefinite-lived intangible assets and finite-
lived intangible assets were not impaired.
Claims and Claim Adjustment Expense Reserves
Claims and claim adjustment expense reserves represent estimates for the ultimate cost of unpaid
reported and unreported claims incurred and related expenses. The reserves are adjusted regularly
based upon experience. Included in the claims and claim adjustment expense reserves in the
consolidated balance sheet are certain reserves discounted to the present value of estimated future
payments. The liabilities for losses for most long-term disability and annuity claim payments, primarily
arising from workers’ compensation insurance and workers’ compensation excess insurance policies,
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
were discounted using a rate of 5% at both December 31, 2013 and 2012. These discounted reserves
totaled $2.21 billion and $2.01 billion at December 31, 2013 and 2012, respectively.
The Company performs a continuing review of its claims and claim adjustment expense reserves,
including its reserving techniques and its reinsurance. The reserves are also reviewed regularly by
qualified actuaries employed by the Company. Since the reserves are based on estimates, the ultimate
liability may be more or less than such reserves. The effects of changes in such estimated reserves are
included in the results of operations in the period in which the estimates are changed. Such changes in
estimates could occur in a future period and may be material to the Company’s results of operations
and financial position in such period.
Other Liabilities
Included in other liabilities in the consolidated balance sheet is the Company’s estimate of its
liability for guaranty fund and other insurance-related assessments. The liability for expected state
guaranty fund and other premium-based assessments is recognized as the Company writes or becomes
obligated to write or renew the premiums on which the assessments are expected to be based. The
liability for loss-based assessments is recognized as the related losses are incurred. At December 31,
2013 and 2012, the Company had a liability of $261 million and $297 million, respectively, for guaranty
fund and other insurance-related assessments and related recoverables of $14 million and $15 million,
respectively. The liability for such assessments and the related recoverables are not discounted for the
time value of money. The loss-based assessments are expected to be paid over a period ranging from
one year to the life expectancy of certain workers’ compensation claimants and the recoveries are
expected to occur over the same period of time.
Also included in other liabilities is an accrual for policyholder dividends. Certain insurance
contracts, primarily workers’ compensation, are participating whereby dividends are paid to
policyholders in accordance with contract provisions. Net written premiums for participating dividend
policies were approximately 1%, 2% and 1% of total net written premiums for the year ended
December 31, 2013, 2012 and 2011, respectively. Policyholder dividends are accrued against earnings
using best available estimates of amounts to be paid. The liability accrued for policyholder dividends
totaled $53 million and $59 million at December 31, 2013 and 2012, respectively.
Treasury Stock
The cost of common stock repurchased by the Company is reported as treasury stock and
represents authorized and unissued shares of the Company under the Minnesota Business Corporation
Act.
Statutory Accounting Practices
The Company’s U.S. insurance subsidiaries, domiciled principally in the state of Connecticut,
prepare statutory financial statements in accordance with the accounting practices prescribed or
permitted by the insurance departments of the states of domicile. Prescribed statutory accounting
practices are those practices that are incorporated directly or by reference in state laws, regulations,
and general administrative rules applicable to all insurance enterprises domiciled in a particular state.
Permitted statutory accounting practices include practices not prescribed by the domiciliary state, but
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
allowed by the domiciliary state regulatory authority. The impact of any permitted accounting practices
on policyholders’ surplus of the Company is not material.
The Company’s non-U.S. insurance subsidiaries file financial statements prepared in accordance
with the regulatory reporting requirements of their respective local jurisdiction.
Premiums and Unearned Premium Reserves
Premiums are recognized as revenues pro rata over the policy period. Unearned premium reserves
represent the unexpired portion of policy premiums. Accrued retrospective premiums are included in
premium balances receivable. Premium balances receivable are reported net of an allowance for
estimated uncollectible premium amounts.
Ceded premiums are charged to income over the applicable term of the various reinsurance
contracts with third party reinsurers. Prepaid reinsurance premiums represent the unexpired portion of
premiums ceded to reinsurers and are reported as part of other assets.
Fee Income
Fee income includes servicing fees from carriers and revenues from large deductible policies and
service contracts and is recognized pro rata over the contract or policy periods.
Other Revenues
Other revenues include revenues from premium installment charges, which are recognized as
collected, revenues of noninsurance subsidiaries other than fee income and gains and losses on
dispositions of assets and redemption of debt, and other miscellaneous revenues.
Income Taxes
The Company recognizes deferred income tax assets and liabilities for the expected future tax
effects attributable to temporary differences between the financial statement and tax return bases of
assets and liabilities, based on enacted tax rates and other provisions of the tax law. The effect of a
change in tax laws or rates on deferred tax assets and liabilities is recognized in income in the period in
which such change is enacted. Deferred tax assets are reduced by a valuation allowance if it is more
likely than not that all or some portion of the deferred tax assets will not be realized.
Foreign Currency Translation
The Company assigns functional currencies to its foreign operations, which are generally the
currencies of the local operating environment. Foreign currency amounts are remeasured to the
functional currency, and the resulting foreign exchange gains or losses are reflected in earnings.
Functional currency amounts are then translated into U.S. dollars. The foreign currency remeasurement
and translation are calculated using current exchange rates for items reported in the balance sheets and
average exchange rates for items recorded in earnings. The change in unrealized foreign currency
translation gain or loss during the year, net of tax, is a component of other comprehensive income.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Share-Based Compensation
The Company has an employee stock incentive compensation plan that permits grants of
nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, deferred
stock, stock units, performance awards and other stock-based or stock-denominated awards with respect
to the Company’s common stock.
Compensation cost is measured based on the grant-date fair value of an award, utilizing the
assumptions discussed in note 13. Compensation cost is recognized for financial reporting purposes
over the period in which the employee is required to provide service in exchange for the award
(generally the vesting period). In connection with certain share-based awards, participants are entitled
to receive dividends during the vesting period, either in cash or dividend equivalent shares,
commensurate with the dividends paid to common shareholders. Dividends and dividend equivalent
shares on awards that are expected to vest are recorded in retained earnings. Dividends paid on awards
that are not expected to vest as part of the Company’s forfeiture estimate are recorded as
compensation expense.
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 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. 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:
(cid:127) Select Accounts provides small businesses with property and casualty products, including
commercial multi-peril, commercial property, general liability, commercial auto and workers’
compensation insurance.
(cid:127) Commercial Accounts provides mid-sized businesses with property and casualty products,
including commercial multi-peril, commercial property, general liability, commercial auto and
workers’ compensation insurance.
(cid:127) National Accounts provides large companies with casualty products and services, including
workers’ compensation, general liability and automobile liability, generally utilizing loss-sensitive
products, on both a bundled and unbundled basis. National Accounts also includes the
Company’s commercial residual market business, which primarily offers workers’ compensation
products and services to the involuntary market.
(cid:127) Industry-Focused Underwriting. The following units provide targeted industries with differentiated
combinations of insurance coverage, risk management, claims handling and other services:
(cid:127) Construction serves a broad range of construction businesses, offering guaranteed cost
products and loss sensitive programs structured to meet customer needs. Products offered
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
include workers’ compensation, general liability and commercial auto coverages, and other
risk management solutions.
(cid:127) Technology serves small to large companies involved in telecommunications, information
technology, medical technology and electronics manufacturing, offering a comprehensive
portfolio of products and services. Products offered include commercial property,
commercial auto, general liability, workers’ compensation, internet liability, technology
errors and omissions coverages and global companion products.
(cid:127) Public Sector Services provides insurance products and services to public entities including
municipalities, counties, Indian Nation gaming organizations and selected special
government districts such as water and sewer utilities. Products offered by this unit typically
cover commercial property, commercial auto, general liability, professional liability and
workers’ compensation exposures.
(cid:127) Oil & Gas provides specialized property and liability products and services for customers
involved in the exploration and production of oil and natural gas, including operators,
drilling and well servicing contractors, supply companies and manufacturers that support
upstream operations. Products offered include workers’ compensation, general liability,
commercial auto, commercial property, control of well and other risk management solutions.
(cid:127) Agribusiness serves small to medium-sized agricultural businesses, including farms, ranches,
wineries and related operations. Products offered include property and liability coverages
other than workers’ compensation.
(cid:127) Target Risk Underwriting. The following units serve commercial businesses requiring specialized
product underwriting, claims handling and risk management services:
(cid:127) National Property provides traditional and customized property insurance programs to large
and mid-sized customers, including office building owners, manufacturers, municipalities and
schools, retailers, and service businesses.
(cid:127) Inland Marine provides insurance for goods in transit and movable objects for customers
such as jewelers, museums, contractors and the transportation industry. Builders’ risk
insurance is also offered to customers during the construction, renovation or repair of
buildings and other structures.
(cid:127) Ocean Marine serves the marine transportation industry and related services, as well as
other businesses involved in international trade. The Company’s product offerings in this
unit fall under six main coverage categories: marine liability, cargo, hull and machinery,
protection and indemnity, pleasure craft, and marine property and liability.
(cid:127) Excess Casualty serves small to mid-sized commercial businesses, offering mono-line
umbrella and excess coverage where the Company typically does not write the primary
casualty coverage or where other business units within the Company prefer to access the
underwriting expertise and/or limit capacity of the Excess Casualty business unit.
(cid:127) Boiler & Machinery serves small to large companies, offering comprehensive breakdown
coverages for equipment, including property and business interruption coverages. Through
the BoilerRe unit, Boiler & Machinery also serves other property and casualty carriers that
181
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
do not have in-house expertise with reinsurance, underwriting, engineering, claim handling
and risk management services for this type of coverage.
(cid:127) Global Partner Services provides insurance to foreign organizations with property and liability
exposures located in the United States (reverse-flow), as part of a global program.
(cid:127) Specialized Distribution. The following units market and underwrite their products to customers
predominantly through licensed wholesale agents and program managers that manage customers’
unique insurance requirements.
(cid:127) Northland provides insurance coverage for the commercial transportation industry, as well as
commercial liability and commercial property policies for small, difficult to place specialty
classes of commercial business, primarily on an excess and surplus lines basis.
(cid:127) National Programs offers tailored property and casualty programs on an admitted basis for
customers with common risk characteristics or coverage requirements. Programs available
include, but are not limited to, those for entertainment, architects and engineers, equipment
rental, golf services and owners of franchised businesses.
Business Insurance also includes the Special Liability Group (which manages the Company’s
asbestos and environmental liabilities) and the assumed reinsurance and certain 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 Canada, the United Kingdom and
the Republic of Ireland, and on an international basis through Lloyd’s. The segment includes the
following groups:
(cid:127) Bond & Financial Products provides a wide range of customers with bond and insurance products
and risk management services. The range of coverages includes performance, payment and
commercial surety and fidelity bonds for construction and general commercial enterprises;
management liability coverages for losses caused by the actual or alleged negligence or
misconduct of directors and officers or employee dishonesty; employment practices liability
coverages and fiduciary coverages for public corporations, private companies and not-for-profit
organizations; professional liability coverage for actual or alleged errors and omissions
committed in the course of professional conduct or practice for a variety of professionals
including, among others, lawyers and design professionals; and professional and management
liability, property, workers’ compensation, auto and general liability and fidelity insurance for
financial institutions.
(cid:127) International, through its operations in Canada, the United Kingdom and the Republic of
Ireland, offers specialized insurance and risk management services to several customer groups,
including, among others, those in the technology, public services, and financial and professional
services industry sectors. In addition, International markets personal lines and small commercial
insurance business in Canada through Dominion, which the Company acquired on November 1,
2013. International, through its Lloyd’s syndicate (Syndicate 5000), for which the Company
182
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
provides 100% of the capital, underwrites through five principal business units—marine, global
property, accident & special risks, power & utilities and aviation.
In addition, the Company owns 49.5% of the common stock of J. Malucelli Participa¸c˜oes em
Seguros e Resseguros S.A. (JMalucelli), its joint venture in Brazil. JMalucelli is currently the market
leader in surety in Brazil based on market share, and commenced writing other property and casualty
insurance business in 2012. The Company’s investment in JMalucelli is accounted for using the equity
method and is included in ‘‘other investments’’ on the consolidated balance sheet.
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.
Automobile policies provide coverage for liability to others for both bodily injury and property
damage, uninsured motorist protection, and for physical damage to an insured’s own vehicle from
collision, fire, flood, hail and theft. In addition, many states require policies to provide first-party
personal injury protection, frequently referred to as no-fault coverage.
Homeowners policies provide protection against losses to dwellings and contents from a variety of
perils (excluding flooding) as well as coverage for personal liability. The Company writes homeowners
insurance for dwellings, condominiums and tenants, and rental properties. The Company also writes
coverage for boats and yachts and valuable personal items such as jewelry, and also writes coverages for
umbrella liability, identity fraud, and weddings and special events.
2. SEGMENT INFORMATION
The accounting policies used to prepare the segment reporting data for the Company’s three
reportable business segments are the same as those described in the Summary of Significant Accounting
Policies in note 1.
Except as described below for certain legal entities, the Company allocates its invested assets and
the related net investment income to its reportable business segments. Pretax net investment income is
allocated based upon an investable funds concept, which takes into account liabilities (net of
non-invested assets) and appropriate capital considerations for each segment. For investable funds, a
benchmark investment yield is developed that reflects the estimated duration of the loss reserves’ future
cash flows, the interest rate environment at the time the losses were incurred and A+ rated corporate
debt instrument yields. For capital, a benchmark investment yield is developed that reflects the average
yield on the total investment portfolio. The benchmark investment yields are applied to each segment’s
investable funds and capital, respectively, to produce a total notional investment income by segment.
The Company’s actual net investment income is allocated to each segment in proportion to the
respective segment’s notional investment income to total notional investment income. There are certain
legal entities within the Company that are dedicated to specific reportable business segments. The
invested assets and related net investment income from these legal entities are reported in the
applicable business segment and are not allocated among the other business segments.
The cost of the Company’s catastrophe treaty program is included in the Company’s ceded
premiums and is allocated among reportable business segments based on an estimate of actual market
reinsurance pricing using expected losses calculated by the Company’s catastrophe model, adjusted for
any experience adjustments.
183
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
2. SEGMENT INFORMATION (Continued)
The following tables summarize the components of the Company’s revenues, operating income
(loss), net written premiums and total assets by reportable business segments:
(for the year ended December 31, in millions)
2013
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business
Insurance
$12,084
1,975
393
158
Total operating revenues(1) . . . . . . . . . . . . . . . . . . . .
$14,610
Amortization and depreciation . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income(1) . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,445
740
2,329
2012
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$11,691
2,090
322
40
Total operating revenues(1) . . . . . . . . . . . . . . . . . . . .
$14,143
Amortization and depreciation . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating income(1) . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,393
539
1,843
2011
Premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$11,327
2,041
295
31
Total operating revenues(1) . . . . . . . . . . . . . . . . . . . .
$13,694
Amortization and depreciation . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . .
Operating income (loss)(1) . . . . . . . . . . . . . . . . . . . . . .
$ 2,313
134
1,354
Financial,
Professional &
International
Insurance
Personal
Insurance
Total
Reportable
Segments
$3,229
372
2
22
$3,625
$ 779
245
648
$3,045
395
1
26
$3,467
$ 731
255
642
$3,174
414
1
26
$3,615
$ 740
230
647
$7,324
369
—
103
$7,796
$1,461
366
838
$7,621
404
—
66
$8,091
$1,602
32
217
$7,589
424
—
70
$8,083
$1,615
(293)
(332)
$22,637
2,716
395
283
$26,031
$ 4,685
1,351
3,815
$22,357
2,889
323
132
$25,701
$ 4,726
826
2,702
$22,090
2,879
296
127
$25,392
$ 4,668
71
1,669
(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).
184
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
2. SEGMENT INFORMATION (Continued)
Net written premiums by market were as follows:
(for the year ended December 31, in millions)
2013
2012
2011
Business Insurance:
Select Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
National Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Industry-Focused Underwriting . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Target Risk Underwriting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Specialized Distribution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Business Insurance Core . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Business Insurance Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,724
3,197
1,010
2,645
1,799
858
12,233
—
12,233
$ 2,775
3,101
907
2,554
1,666
870
11,873
(1)
11,872
$ 2,784
2,890
782
2,407
1,587
880
11,330
10
11,340
Financial, Professional & International Insurance:
Bond & Financial Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
International
Total Financial, Professional & International Insurance . . . . . . . . . .
Personal Insurance:
Automobile . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Homeowners and Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2,030
1,279
3,309
3,370
3,855
7,225
1,924
1,057
2,981
3,642
3,952
7,594
1,953
1,149
3,102
3,788
3,957
7,745
Total consolidated net written premiums . . . . . . . . . . . . . . . . . . . . . . .
$22,767
$22,447
$22,187
185
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
2. SEGMENT INFORMATION (Continued)
Business Segment Reconciliations
(for the year ended December 31, in millions)
2013
2012
2011
Revenue reconciliation
Earned premiums
Business Insurance:
Workers’ compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial automobile . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial property . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial multi-peril
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,560
1,904
1,698
1,790
3,093
39
$ 3,222
1,943
1,621
1,757
3,113
35
$ 2,899
1,940
1,607
1,738
3,126
17
Total Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12,084
11,691
11,327
Financial, Professional & International Insurance:
Fidelity and surety . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
General liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
International . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Financial, Professional & International Insurance . . . . . . . . .
Personal Insurance:
Automobile . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Homeowners and Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total earned premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
913
891
1,248
177
3,229
3,431
3,893
7,324
22,637
2,716
395
283
939
850
1,088
168
3,045
3,665
3,956
7,621
22,357
2,889
323
132
970
832
1,218
154
3,174
3,720
3,869
7,589
22,090
2,879
296
127
Total operating revenues for reportable segments . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26,031
(6)
166
25,701
(12)
51
25,392
(1)
55
Total consolidated revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$26,191
$25,740
$25,446
Income reconciliation, net of tax
Total operating income for reportable segments . . . . . . . . . . . . . . . . . . .
Interest Expense and Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,815
(248)
$ 2,702
(261)
$ 1,669
(279)
Total operating income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,567
106
2,441
32
1,390
36
Total consolidated net income . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,673
$ 2,473
$ 1,426
(1) The primary component of Interest Expense and Other was after-tax interest expense of
$235 million, $246 million and $251 million in 2013, 2012 and 2011, respectively.
186
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
2. SEGMENT INFORMATION (Continued)
(at December 31, in millions)
Asset reconciliation:
2013
2012
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance . . . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets for reportable segments . . . . . . . . . . . . . . . . .
Other assets(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 73,746
16,691
12,870
103,307
505
$ 76,972
13,452
14,195
104,619
319
Total consolidated assets . . . . . . . . . . . . . . . . . . . . . . .
$103,812
$104,938
(1) The primary components of other assets at December 31, 2013 were other intangible
assets and accrued over-funded benefit plan assets related to the Company’s qualified
domestic pension plan. The primary component of other assets at December 31, 2012 was
other intangible assets.
Enterprise-Wide Disclosures
The Company does not have revenue from transactions with a single customer amounting to
10 percent or more of its revenues.
The following table presents revenues of the Company’s operations based on location:
(for the year ended December 31, in millions)
2013
2012
2011
U.S.
Non-U.S.
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$25,138
1,053
$24,827
913
$24,408
1,038
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$26,191
$25,740
$25,446
187
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS
Fixed Maturities
The amortized cost and fair value of investments in fixed maturities classified as available for sale
were as follows:
(at December 31, 2013, in millions)
Amortized
Cost
Gross Unrealized
Gains
Losses
Fair
Value
U.S. Treasury securities and obligations of U.S. government and
government agencies and authorities . . . . . . . . . . . . . . . . . . . .
$ 2,288
$
39
$ 12
$ 2,315
Obligations of states, municipalities and political subdivisions:
Pre-refunded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
9,074
25,414
Total obligations of states, municipalities and political
subdivisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities issued by foreign governments . . . . . . . . . . . . . . .
Mortgage-backed securities, collateralized mortgage obligations
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . .
34,488
2,552
2,263
20,472
133
445
991
1,436
33
179
767
6
1
361
362
8
18
299
1
9,518
26,044
35,562
2,577
2,424
20,940
138
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$62,196
$2,460
$700
$63,956
(at December 31, 2012, in millions)
Amortized
Cost
Gross Unrealized
Gains
Losses
Fair
Value
U.S. Treasury securities and obligations of U.S. government and
government agencies and authorities . . . . . . . . . . . . . . . . . . . .
$ 2,148
$
75
$ 1
$ 2,222
Obligations of states, municipalities and political subdivisions:
Pre-refunded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8,458
27,405
Total obligations of states, municipalities and political
subdivisions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities issued by foreign governments . . . . . . . . . . . . . . .
Mortgage-backed securities, collateralized mortgage obligations
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . .
35,863
2,185
2,744
17,863
26
567
2,262
2,829
72
255
1,360
7
—
11
11
—
2
20
—
9,025
29,656
38,681
2,257
2,997
19,203
33
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$60,829
$4,598
$34
$65,393
188
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
The amortized cost and fair value of fixed maturities by contractual maturity follow. Actual
maturities will differ from contractual maturities because borrowers may have the right to call or
prepay obligations with or without call or prepayment penalties.
(at December 31, 2013, in millions)
Amortized
Cost
Fair
Value
Due in one year or less . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Due after 1 year through 5 years . . . . . . . . . . . . . . . . . . . . . . .
Due after 5 years through 10 years . . . . . . . . . . . . . . . . . . . . . .
Due after 10 years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 8,386
20,359
17,225
13,963
$ 8,525
21,407
17,579
14,021
Mortgage-backed securities, collateralized mortgage obligations
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . . .
2,263
2,424
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$62,196
$63,956
59,933
61,532
Pre-refunded bonds of $9.52 billion and $9.03 billion at December 31, 2013 and 2012, 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.
The Company’s fixed maturity investment portfolio at December 31, 2013 and 2012 included
$2.42 billion and $3.00 billion, respectively, of residential mortgage-backed securities, which include
pass-through securities and collateralized mortgage obligations (CMO). Included in the totals at
December 31, 2013 and 2012 were $1.06 billion and $1.44 billion, respectively, of GNMA, FNMA and
FHLMC (excluding FHA project loans) 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 $1.36 billion and $1.56 billion, respectively. Approximately 42%
and 43% of the Company’s CMO holdings were guaranteed by or fully collateralized by securities
issued by GNMA, FNMA or FHLMC at December 31, 2013 and 2012, respectively. The average credit
rating of the $790 million and $893 million of non-guaranteed CMO holdings at December 31, 2013
and 2012, respectively, was ‘‘Ba3’’ and ‘‘B2,’’ respectively. The average credit rating of all of the above
securities was ‘‘A1’’ at both December 31, 2013 and 2012.
At December 31, 2013 and 2012, the Company held commercial mortgage-backed securities
(CMBS, including FHA project loans) of $475 million and $453 million, respectively, which are
included in ‘‘All other corporate bonds’’ in the tables above. At December 31, 2013 and 2012,
approximately $59 million and $64 million of these securities, respectively, or the loans backing such
securities, contained guarantees by the U.S. government or a government-sponsored enterprise, and
$7 million and $4 million at December 31, 2013 and 2012, respectively, were comprised of Canadian
non-guaranteed securities. The average credit rating of the $416 million and $389 million of
non-guaranteed securities at December 31, 2013 and 2012, respectively, was ‘‘Aaa’’ at both dates. The
CMBS portfolio is supported by loans that are diversified across economic sectors and geographical
areas. The average credit rating of the CMBS portfolio was ‘‘Aaa’’ at both December 31, 2013 and
2012.
189
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
At December 31, 2013 and 2012, the Company had $131 million and $403 million, respectively, of
securities on loan as part of a tri-party lending agreement.
Proceeds from sales of fixed maturities classified as available for sale were $1.64 billion,
$1.09 billion and $1.16 billion in 2013, 2012 and 2011, respectively. Gross gains of $66 million,
$70 million and $63 million and gross losses of $25 million, $9 million and $10 million were realized on
sales and other fixed maturity-related transactions (excluding impairments) in 2013, 2012 and 2011,
respectively.
At December 31, 2013 and 2012, the Company’s insurance subsidiaries had $4.77 billion and
$4.94 billion, respectively, of securities on deposit at financial institutions in certain states pursuant to
the respective states’ insurance regulatory requirements. Funds deposited with third parties to be used
as collateral to secure various liabilities on behalf of insureds, cedants and other creditors had a fair
value of $59 million and $68 million at December 31, 2013 and 2012, respectively. Other investments
pledged as collateral securing outstanding letters of credit had a fair value of $42 million and
$56 million at December 31, 2013 and 2012, respectively. In addition, the Company utilized a Lloyd’s
trust deposit at December 31, 2013, whereby owned securities with a fair value of approximately
$181 million held by an insurance subsidiary were pledged into a Lloyd’s trust account to support
capital requirements for the Company’s operations at Lloyd’s.
Equity Securities
The cost and fair value of investments in equity securities were as follows:
(at December 31, 2013, in millions)
Gross
Unrealized
Cost
Gains
Losses
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$385
301
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$686
$226
34
$260
$1
2
$3
Gross
Unrealized
(at December 31, 2012, in millions)
Cost
Gains
Losses
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$366
96
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$462
$148
39
$187
$ 4
—
$ 4
Fair
Value
$610
333
$943
Fair
Value
$510
135
$645
Proceeds from sales of equity securities were $86 million, $37 million and $135 million in 2013,
2012 and 2011, respectively. Gross gains of $16 million, $8 million and $48 million and gross losses of
$1 million, less than $1 million and $2 million were realized on those sales (excluding impairments) in
2013, 2012 and 2011, respectively.
190
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
Real Estate
The Company’s real estate investments include warehouses, office buildings and other commercial
land and properties that are directly owned. The Company negotiates commercial leases with individual
tenants through unrelated, licensed real estate brokers. Negotiated terms and conditions include, among
others, rental rates, length of lease period and improvements to the premises to be provided by the
landlord.
Proceeds from the sale of real estate investments were $18 million and $53 million in 2013 and
2012, respectively. Gross gains of $7 million and $19 million were realized on those sales in 2013 and
2012, respectively, and there were no gross losses. In 2011, there were no sales of real estate
investments. The Company had no real estate held for sale at December 31, 2013 and 2012.
Accumulated depreciation on real estate held for investment purposes was $264 million and
$242 million at December 31, 2013 and 2012, respectively.
Future minimum rental income on operating leases relating to the Company’s real estate
properties is expected to be $84 million, $75 million, $58 million, $41 million and $30 million for 2014,
2015, 2016, 2017 and 2018, respectively, and $48 million for 2019 and thereafter.
Short-term Securities
The Company’s short-term securities consist of Aaa-rated registered money market funds, U.S.
Treasury securities, high-quality commercial paper (primarily A1/P1) and high-quality corporate
securities purchased within a year to their maturity with a combined average of 80 days to maturity at
December 31, 2013. The amortized cost of these securities, which totaled $3.88 billion and $3.48 billion
at December 31, 2013 and 2012, respectively, approximated their fair value.
Variable Interest Entities
Entities which do not have sufficient equity at risk to allow the entity to finance its activities
without additional financial support or in which the equity investors, as a group, do not have the
characteristic of a controlling financial interest are referred to as variable interest entities (VIE). A
VIE is consolidated by the variable interest holder that is determined to have the controlling financial
interest (primary beneficiary) as a result of having both the power to direct the activities of a VIE that
most significantly impact the VIE’s economic performance and the obligation to absorb losses or right
to receive benefits from the VIE that could potentially be significant to the VIE. The Company
determines whether it is the primary beneficiary of an entity subject to consolidation based on a
qualitative assessment of the VIE’s capital structure, contractual terms, nature of the VIE’s operations
and purpose and the Company’s relative exposure to the related risks of the VIE on the date it
becomes initially involved in the VIE. The Company reassesses its VIE determination with respect to
an entity on an ongoing basis.
The Company is a passive investor in limited partner equity interests issued by third party VIEs.
These include certain of the Company’s investments in private equity limited partnerships, hedge funds
and real estate partnerships where the Company is not related to the general partner. These
investments are generally accounted for under the equity method and reported in the Company’s
consolidated balance sheet as other investments unless the Company is deemed the primary beneficiary.
These equity interests generally cannot be redeemed. Distributions from these investments are received
191
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
by the Company as a result of liquidation of the underlying investments of the funds and/or as income
distribution. The Company’s maximum exposure to loss with respect to these investments is limited to
the investment carrying amounts reported in the Company’s consolidated balance sheet and any
unfunded commitment. Neither the carrying amounts nor the unfunded commitments related to these
VIEs are material.
Unrealized Investment Losses
The following tables summarize, for all investments in an unrealized loss position at December 31,
2013 and 2012, 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. The Company also relies upon
estimates of several factors in its review and evaluation of individual investments, using the process
described in note 1, in determining whether such investments are other-than-temporarily impaired.
(at December 31, 2013, in millions)
Fixed maturities
U.S. Treasury securities and obligations
of U.S. government and government
agencies and authorities . . . . . . . . . . .
Obligations of states, municipalities and
Less than 12 months
12 months or longer
Total
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
$
433
$ 12
$ —
$ —
$
433
$ 12
political subdivisions . . . . . . . . . . . . .
4,785
298
432
Debt securities issued by foreign
governments . . . . . . . . . . . . . . . . . . .
907
8
1
Mortgage-backed securities,
collateralized mortgage obligations
and pass-through securities . . . . . . . .
All other corporate bonds . . . . . . . . . . .
Redeemable preferred stock . . . . . . . . .
542
6,887
82
Total fixed maturities . . . . . . . . . . . . .
13,636
Equity securities
Common stock . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . .
Total equity securities . . . . . . . . . . . .
53
147
200
17
253
1
589
1
2
3
21
421
—
875
—
—
—
64
—
1
46
—
5,217
362
908
8
563
7,308
82
111
14,511
—
—
—
53
147
200
18
299
1
700
1
2
3
Total . . . . . . . . . . . . . . . . . . . . . . . . .
$13,836
$592
$875
$111
$14,711
$703
192
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
(at December 31, 2012, in millions)
Fixed maturities
U.S. Treasury securities and obligations of
U.S. government and government
agencies and authorities . . . . . . . . . . . .
Obligations of states, municipalities and
political subdivisions . . . . . . . . . . . . . . .
Debt securities issued by foreign
governments . . . . . . . . . . . . . . . . . . . . .
Mortgage-backed securities, collateralized
mortgage obligations and pass-through
securities . . . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . .
All other corporate bonds
Total fixed maturities . . . . . . . . . . . . . .
Equity securities
Common stock . . . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . . . .
Total equity securities . . . . . . . . . . . . . .
Less than 12 months
12 months or longer
Total
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
$ 589
$ 1
$ —
$—
$ 589
$ 1
611
186
70
1,097
2,553
40
13
53
9
—
—
13
23
4
—
4
45
2
36
89
172
—
—
—
2
—
2
7
11
—
—
—
656
188
106
1,186
2,725
40
13
53
11
—
2
20
34
4
—
4
Total
. . . . . . . . . . . . . . . . . . . . . . . . . .
$2,606
$27
$172
$11
$2,778
$38
193
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
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 December 31, 2013, 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:
(in millions)
Fixed maturities
Period For Which Fair Value Is Less Than 80% of Amortized Cost
Greater Than Greater Than
3 Months,
6 Months
or Less
6 Months,
12 Months
or Less
3 Months
or Less
Greater Than
12 Months
Total
Mortgage-backed securities . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total fixed maturities . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . .
Total
. . . . . . . . . . . . . . . . . . . . . . . . . .
$—
7
7
—
$ 7
$—
3
3
—
$ 3
$—
1
1
—
$ 1
$—
3
3
—
$ 3
$—
14
14
—
$14
These unrealized losses at December 31, 2013 represented 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 as follows:
(for the year ended December 31, in millions)
2013
2012
2011
Fixed maturities
U.S. Treasury securities and obligations of U.S. government and government
agencies and authorities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$— $— $—
Obligations of states, municipalities and political subdivisions . . . . . . . . . . . . . . . . — — —
Debt securities issued by foreign governments . . . . . . . . . . . . . . . . . . . . . . . . . . . — — —
Mortgage-backed securities, collateralized mortgage obligations and pass-through
13
securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
Redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — —
4
4
2
3
Total fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
8
18
Equity securities
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
Non-redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
3
6
1 —
Total equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
5
4
3
6
1
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$15
$15
$25
194
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
The following tables present a roll-forward of the credit component of 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 the years ended December 31, 2013 and 2012:
Year ended December 31, 2013
(in millions)
Losses
Where No
Recognized for Credit Losses
Securities Held,
Beginning of
Period
Were
Previously
Recognized
Where Credit
Losses Have
Been
Previously
Recognized
Due to
Sales/Defaults
of Credit-
Impaired
Securities
Cumulative
OTTI Credit OTTI Securities OTTI Securities Reductions
Additions for
Additions for
Adjustments to
Book Value
of Credit-
Impaired
Securities due
to Changes in
Cash Flows
Cumulative OTTI
Credit Losses
Recognized for
Securities Still
Held, End of
Period
Fixed maturities
Mortgage-backed securities, collateralized
mortgage obligations and pass-through
.
.
securities .
.
.
All other corporate bonds
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Total fixed maturities .
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
$ 63
102
$165
$—
3
$ 3
$ 2
—
$ 2
$—
(7)
$(7)
$4
3
$7
$ 69
101
$170
Year ended December 31, 2012
(in millions)
Losses
Where No
Recognized for Credit Losses
Securities Held,
Beginning of
Period
Were
Previously
Recognized
Where Credit
Losses Have
Been
Previously
Recognized
Due to
Sales/Defaults
of Credit-
Impaired
Securities
Cumulative
OTTI Credit OTTI Securities OTTI Securities Reductions
Additions for
Additions for
Adjustments to
Book Value
of Credit-
Impaired
Securities due
to Changes in
Cash Flows
Cumulative OTTI
Credit Losses
Recognized for
Securities Still
Held, End of
Period
Fixed maturities
Mortgage-backed securities, collateralized
mortgage obligations and pass-through
.
.
securities .
.
.
All other corporate bonds
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
Total fixed maturities .
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
.
$ 58
94
$152
$—
—
$—
$4
4
$8
$(1)
—
$(1)
$2
4
$6
$ 63
102
$165
Concentrations and Credit Quality
Concentrations of credit risk arise from exposure to counterparties that are engaged in similar
activities and have similar economic characteristics that could cause their ability to meet contractual
obligations to be similarly affected by changes in economic or other conditions. The Company seeks to
mitigate credit risk by actively monitoring the creditworthiness of counterparties, obtaining collateral as
deemed appropriate and applying controls that include credit approvals, limits of credit exposure and
other monitoring procedures.
At December 31, 2013, other than U.S. Treasury securities, obligations of U.S. government and
government agencies and authorities, and obligations of the Canadian government, the Company was
not exposed to any concentration of credit risk of a single issuer greater than 5% of the Company’s
shareholders’ equity. At December 31, 2012, other than U.S. Treasury securities and obligations of U.S.
government and government agencies and authorities, the Company was not exposed to any
concentration of credit risk of a single issuer greater than 5% of the Company’s shareholders’ equity.
Included in fixed maturities are below investment grade securities totaling $1.93 billion and
$2.05 billion at December 31, 2013 and 2012, respectively. The Company defines its below investment
grade securities as those securities rated below investment grade by external rating agencies, or the
equivalent by the Company when a public rating does not exist. Such securities include below
195
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
investment grade bonds that are publicly traded and certain other privately issued bonds that are
classified as below investment grade loans.
Net Investment Income
(for the year ended December 31, in millions)
2013
2012
2011
Gross investment income
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term securities . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Real estate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross investment income . . . . . . . . . . . . . . . . . . . . . . .
Investment expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,310
31
11
37
364
2,753
37
$2,439
28
10
34
414
2,925
36
$2,543
29
12
34
292
2,910
31
Net investment income . . . . . . . . . . . . . . . . . . . . . . . .
$2,716
$2,889
$2,879
Changes in net unrealized gains on investment securities that are included as a separate
component of other comprehensive income (loss) were as follows:
(at and for the year ended December 31, in millions)
2013
2012
2011
Changes in net unrealized investment gains
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Change in net pretax unrealized gains on investment
securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Related tax expense (benefit) . . . . . . . . . . . . . . . . . . . . .
Change in net unrealized gains on investment securities
Balance, beginning of year . . . . . . . . . . . . . . . . . . . . . . .
$(2,804) $ 326
38
(2)
74
(1)
$1,588
(2)
(14)
(2,731)
(950)
(1,781)
3,103
362
130
232
2,871
1,572
560
1,012
1,859
Balance, end of year . . . . . . . . . . . . . . . . . . . . . . . . .
$ 1,322
$3,103
$2,871
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 December 31, 2013 and 2012, the
Company had $0 and $800 million notional value of open U.S. Treasury futures contracts, respectively.
Net realized investment gains in 2013, 2012 and 2011 included net gains of $115 million, net losses of
$14 million and net losses of $62 million, respectively, related to U.S. Treasury futures contracts.
The Company purchases investments that have embedded derivatives, primarily convertible debt
securities. These embedded derivatives are carried at fair value with changes in value reflected in net
realized investment gains. Derivatives embedded in convertible debt securities are reported on a
combined basis with their host instrument and are classified as fixed maturity securities. The Company
196
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
3. INVESTMENTS (Continued)
recorded net realized investment gains of less than $1 million in 2013, net realized investment losses of
less than $1 million in 2012 and net realized investment losses of $2 million in 2011 related to these
embedded derivatives.
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:
(cid:127) Level 1—Unadjusted quoted market prices for identical assets or liabilities in active markets that
the Company has the ability to access.
(cid:127) 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.
(cid:127) 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.
Valuation of Investments Reported at Fair Value in Financial Statements
The fair value of a financial instrument is the estimated amount at which the instrument could be
exchanged in an orderly transaction between knowledgeable, unrelated, willing parties, i.e., not in a
forced transaction. The estimated fair value of a financial instrument may differ from the amount that
could be realized if the security was sold in an immediate sale, e.g., a forced transaction. Additionally,
the valuation of investments is more subjective when markets are less liquid due to the lack of market
based inputs, which may increase the potential that the estimated fair value of an investment is not
reflective of the price at which an actual transaction would occur.
For investments that have quoted market prices in active markets, the Company uses the
unadjusted quoted market prices as fair value and includes these prices in the amounts disclosed in
Level 1 of the hierarchy. The Company receives the quoted market prices from a third party, nationally
recognized pricing service (pricing service). When quoted market prices are unavailable, the Company
utilizes a pricing service to determine an estimate of fair value, which is mainly used for its fixed
maturity investments. The fair value estimates provided from this pricing service are included in the
amount disclosed in Level 2 of the hierarchy. If quoted market prices and an estimate from a pricing
service are unavailable, the Company produces an estimate of fair value based on internally developed
valuation techniques, which, depending on the level of observable market inputs, will render the fair
197
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. FAIR VALUE MEASUREMENTS (Continued)
value estimate as Level 2 or Level 3. The Company bases all of its estimates of fair value for assets on
the bid price as it represents what a third-party market participant would be willing to pay in an arm’s
length transaction.
Fixed Maturities
The Company utilized a pricing service to estimate fair value measurements for approximately 98%
of its fixed maturities at both December 31, 2013 and 2012. The pricing service utilizes market
quotations for fixed maturity securities that have quoted prices in active markets. Since fixed maturities
other than U.S. Treasury securities generally do not trade on a daily basis, the pricing service prepares
estimates of fair value measurements for these securities using its proprietary pricing applications,
which include available relevant market information, benchmark curves, benchmarking of like securities,
sector groupings and matrix pricing. Additionally, the pricing service uses an Option Adjusted Spread
model to develop prepayment and interest rate scenarios.
The pricing service evaluates each asset class based on relevant market information, relevant credit
information, perceived market movements and sector news. The market inputs utilized in the pricing
evaluation, listed in the approximate order of priority, include: benchmark yields, reported trades,
broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, reference
data, and industry and economic events. The extent of the use of each market input depends on the
asset class and the market conditions. Depending on the security, the priority of the use of inputs may
change or some market inputs may not be relevant. For some securities, additional inputs may be
necessary.
The pricing service utilized by the Company has indicated that it will only produce an estimate of
fair value if there is objectively verifiable information to produce a valuation. If the pricing service
discontinues pricing an investment, the Company would be required to produce an estimate of fair
value using some of the same methodologies as the pricing service but would have to make
assumptions for market-based inputs that are unavailable due to market conditions.
The fair value estimates of most fixed maturity investments are based on observable market
information rather than market quotes. Accordingly, the estimates of fair value for such fixed
maturities, other than U.S. Treasury securities, provided by the pricing service are included in the
amount disclosed in Level 2 of the hierarchy. The estimated fair value of U.S. Treasury securities is
included in the amount disclosed in Level 1 as the estimates are based on unadjusted market prices.
The Company also holds certain fixed maturity investments which are not priced by the pricing
service and, accordingly, estimates the fair value of such fixed maturities using an internal matrix that is
based on market information regarding interest rates, credit spreads and liquidity. The underlying
source data for calculating the matrix of credit spreads relative to the U.S. Treasury curve are the BofA
Merrill Lynch U.S. Corporate Index and the BofA Merrill Lynch High Yield BB Rated Index. The
Company includes the fair value estimates of these corporate bonds in Level 2, since all significant
inputs are market observable.
198
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. FAIR VALUE MEASUREMENTS (Continued)
While the vast majority of the Company’s municipal bonds and corporate bonds 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 $94 million and $102 million at December 31, 2013 and 2012, 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 $161 million and $128 million at December 31, 2013 and 2012,
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.
Equities—Public Common and Preferred
For public common and preferred stocks, the Company receives prices from a nationally
recognized pricing service that are based on observable market transactions and includes these
estimates in the amount disclosed in Level 1. When current market quotes in active markets are
unavailable for certain non-redeemable preferred stocks held by the Company, the Company receives
an estimate of fair value from the pricing service that provides fair value estimates for the Company’s
fixed maturities. The service utilizes some of the same methodologies to price the non-redeemable
preferred stocks as it does for the fixed maturities. The Company includes the fair value estimate for
these non-redeemable preferred stocks in the amount disclosed in Level 2.
Other Investments
The Company holds investments in various publicly-traded securities which are reported in other
investments. These investments include securities in the Company’s trading portfolio, mutual funds and
other small holdings. The $19 million and $46 million fair value of these investments at December 31,
2013 and 2012, respectively, was disclosed in Level 1. At December 31, 2013 and 2012, the Company
held investments in non-public common and preferred equity securities, with fair value estimates of
$34 million and $54 million, respectively, reported in other investments, where the fair value estimate is
determined either internally or by an external fund manager based on recent filings, operating results,
balance sheet stability, growth and other business and market sector fundamentals. Due to the
significant unobservable inputs in these valuations, the Company includes the total fair value estimate
for all of these investments at December 31, 2013 and 2012 in the amount disclosed in Level 3.
Derivatives
At December 31, 2013 and 2012, the Company held $8 million and $21 million, respectively, of
convertible bonds containing embedded conversion options that are valued separately from the host
bond contract in the amount disclosed in Level 2—fixed maturities.
199
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. FAIR VALUE MEASUREMENTS (Continued)
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 December 31, 2013 and
2012. An investment transferred between levels during a period is transferred at its fair value as of the
beginning of that period.
(at December 31, 2013, 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 . . . . . . . . . . . . . . . . . .
Obligations of states, municipalities and political subdivisions . .
Debt securities issued by foreign governments . . . . . . . . . . . . .
Mortgage-backed securities, collateralized mortgage obligations
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . .
Total fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . .
Total equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,315
35,562
2,577
$2,298
1
—
17
$
35,538
2,577
$ —
23
—
2,424
20,940
138
63,956
—
2,415
— 20,726
129
—
2,299
61,402
610
333
943
53
610
138
748
19
—
195
195
—
9
214
9
255
—
—
—
34
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$64,952
$3,066
$61,597
$289
200
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. FAIR VALUE MEASUREMENTS (Continued)
During the year ended December 31, 2013, the Company had transfers of $31 million of
redeemable preferred stock and $54 million of non-redeemable preferred stock from Level 1 to
Level 2.
(at December 31, 2012, 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 . . . . . . . . . . . . . . . . . .
Obligations of states, municipalities and political subdivisions . .
Debt securities issued by foreign governments . . . . . . . . . . . . .
Mortgage-backed securities, collateralized mortgage obligations
and pass-through securities . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . .
Total fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities
Common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-redeemable preferred stock . . . . . . . . . . . . . . . . . . . . . . . . .
Total equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,222
38,681
2,257
$2,205
17
$
— 38,653
2,257
—
$ —
28
—
2,997
19,203
33
65,393
—
2,992
— 19,006
1
32
2,237
62,926
510
135
645
100
510
92
602
46
—
43
43
—
5
197
—
230
—
—
—
54
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$66,138
$2,885
$62,969
$284
During the year ended December 31, 2012, the Company had transfers of $4 million of
non-redeemable preferred stock from Level 1 to Level 2.
201
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. FAIR VALUE MEASUREMENTS (Continued)
The following tables present the changes in the Level 3 fair value category for the years ended
December 31, 2013 and 2012.
(in millions)
Balance at December 31, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total realized and unrealized investment gains (losses):
Reported in net realized investment gains(1) . . . . . . . . . . . . . . . . . . .
Reported in increases (decreases) in other comprehensive income . . . .
Purchases, sales and settlements/maturities:
Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements/maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross transfers into Level 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross transfers out of Level 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fixed
Maturities
Other
Investments
$230
$ 54
Total
$284
4
(2)
180
(25)
(83)
15
(64)
12
1
—
(33)
—
—
—
16
(1)
180
(58)
(83)
15
(64)
Balance at December 31, 2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$255
$ 34
$289
Amount of total realized investment gains (losses) for the period
included in the consolidated statement of income attributable to
changes in the fair value of assets still held at the reporting date . . . . .
$ —
$ —
$ —
(1) Includes impairments on investments held at the end of the period as well as amortization on fixed
maturities.
(in millions)
Balance at December 31, 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total realized and unrealized investment gains (losses):
Reported in net realized investment gains(1) . . . . . . . . . . . . . . . . . . .
Reported in increases (decreases) in other comprehensive income . . . .
Purchases, sales and settlements/maturities:
Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlements/maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross transfers into Level 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross transfers out of Level 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fixed
Maturities
Other
Investments
$250
$44
Total
$294
4
5
79
—
(94)
10
(24)
5
2
3
—
—
—
—
9
7
82
—
(94)
10
(24)
Balance at December 31, 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$230
$54
$284
Amount of total realized investment gains (losses) for the period
included in the consolidated statement of income attributable to
changes in the fair value of assets still held at the reporting date . . . . .
$ —
$—
$ —
(1) Includes impairments on investments held at the end of the period as well as amortization on fixed
maturities.
202
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
4. FAIR VALUE MEASUREMENTS (Continued)
Financial Instruments Disclosed, But Not Carried, At Fair Value
The Company uses various financial instruments in the normal course of its business. The
Company’s insurance contracts are excluded from fair value of financial instruments accounting
guidance and, therefore, are not included in the amounts discussed below. 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 December 31, 2013 and 2012, and the level within the fair value hierarchy
at which such assets and liabilities are measured on a recurring basis.
(at December 31, 2013, in millions)
Financial assets:
Short-term securities . . . . . . . . . . . . . .
Financial liabilities:
Debt . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . .
(at December 31, 2012, in millions)
Financial assets:
Short-term securities . . . . . . . . . . . . . .
Financial liabilities:
Debt . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial paper . . . . . . . . . . . . . . . .
Carrying
Value
Fair
Value
Level 1
Level 2
Level 3
$3,882
$3,882
$1,608
$2,215
$59
$6,246
100
$7,123
100
$ — $7,123
100
—
$—
—
Carrying
Value
Fair
Value
Level 1
Level 2
Level 3
$3,483
$3,483
$1,448
$1,957
$78
$6,250
100
$7,715
100
$ — $7,715
100
—
$—
—
The Company utilized a pricing service to estimate fair value for approximately 97% and 95% of
short-term securities at December 31, 2013 and 2012, respectively. A description of the process and
inputs used by the pricing service to estimate fair value is discussed in the ‘‘Fixed Maturities’’ section
above. Estimates of fair value for U.S. Treasury securities and money market funds are based on
market quotations received from the pricing service and are disclosed in Level 1 of the hierarchy. The
fair value of other short-term fixed maturity securities is estimated by the pricing service using
observable market inputs and is disclosed in Level 2 of the hierarchy. For short-term securities where
an estimate is not obtained from the pricing service, the carrying value approximates fair value and is
included in Level 3 of the hierarchy.
The Company utilized a pricing service to estimate fair value for 100% of its debt, including
commercial paper, at December 31, 2013 and 2012. The pricing service utilizes market quotations for
debt that have quoted prices in active markets. Since fixed maturities other than U.S. Treasury
securities generally do not trade on a daily basis, the fair value estimates are based on market
observable inputs and disclosed in Level 2 of the hierarchy.
The Company had no material assets or liabilities that were measured at fair value on a
non-recurring basis during the years ended December 31, 2013 and 2012.
203
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. REINSURANCE
The Company’s consolidated financial statements reflect the effects of assumed and ceded
reinsurance transactions. Assumed reinsurance refers to the acceptance of certain insurance risks that
other insurance companies have underwritten. Ceded reinsurance involves transferring certain insurance
risks (along with the related written and earned premiums) the Company has underwritten to other
insurance companies who agree to share these risks. The primary purpose of ceded reinsurance is to
protect the Company, at a cost, from losses in excess of the amount it is prepared to accept.
Reinsurance is placed on both a quota-share and excess-of-loss basis. Ceded reinsurance arrangements
do not discharge the Company as the primary insurer, except for instances where the primary policy or
policies have been novated.
The Company utilizes general catastrophe reinsurance treaties with unaffiliated reinsurers to help
manage its exposure to losses resulting from catastrophes. In addition to the coverage provided under
these treaties, the Company also utilizes catastrophe bonds and a Northeast catastrophe reinsurance
treaty to protect against losses resulting from catastrophes in the Northeastern United States. The
Company also utilizes excess-of-loss treaties to protect against earthquake losses up to a certain
threshold in the Business Insurance segment (for certain markets) and for the Personal Insurance
segment.
The Company evaluates and monitors the financial condition of its reinsurers under voluntary
reinsurance arrangements to minimize its exposure to significant losses from reinsurer insolvencies. In
addition, in the ordinary course of business, the Company may become involved in coverage disputes
with its reinsurers. Some of these disputes could result in lawsuits and arbitrations brought by or
against the reinsurers to determine the Company’s rights and obligations under the various reinsurance
agreements. The Company employs dedicated specialists and strategies to manage reinsurance
collections and disputes.
Included in reinsurance recoverables are amounts related to involuntary reinsurance arrangements.
The Company is required to participate in various involuntary reinsurance arrangements through
assumed reinsurance, principally with regard to residual market mechanisms in workers’ compensation
and automobile insurance, as well as homeowners’ insurance in certain coastal areas. In addition, the
Company provides services for several of these involuntary arrangements (mandatory pools and
associations) under which it writes such residual market business directly, then cedes 100% of this
business to the mandatory pool. Such participations and servicing arrangements are arranged to
mitigate credit risk to the Company, as any ceded balances are jointly backed by all the pool members.
Also included in reinsurance recoverables are amounts related to structured settlements.
Structured settlements are annuities purchased from various life insurance companies to settle certain
personal physical injury claims, of which workers’ compensation claims comprise a significant portion.
In cases where the Company did not receive a release from the claimant, the structured settlement is
included in reinsurance recoverables and the related claim cost is included in the liability for claims and
claim adjustment expense reserves, as the Company retains the contingent liability to the claimant. If it
is expected that the life insurance company is not able to pay, the Company would recognize an
impairment of the related reinsurance recoverable if, and to the extent, the purchased annuities are not
covered by state guaranty associations. In the event that the life insurance company fails to make the
required annuity payments, the Company would be required to make such payments.
204
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. REINSURANCE (Continued)
The following is a summary of reinsurance financial data reflected in the consolidated statement of
income:
(for the year ended December 31, in millions)
2013
2012
2011
Written premiums
Direct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$23,952
705
(1,890)
$23,612
697
(1,862)
$23,218
669
(1,700)
Total net written premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$22,767
$22,447
$22,187
Earned premiums
Direct . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ceded . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$23,891
717
(1,971)
$23,507
693
(1,843)
$23,144
643
(1,697)
Total net earned premiums . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$22,637
$22,357
$22,090
Percentage of assumed earned premiums to net earned premiums . . . .
3.2%
3.1%
2.9%
Ceded claims and claim adjustment expenses incurred . . . . . . . . . . . .
$ 1,019
$ 1,357
$
737
Ceded premiums included the premiums paid for coverage provided by the Company’s catastrophe
bonds.
Reinsurance recoverables include amounts recoverable on both paid and unpaid claims and were
as follows:
(at December 31, in millions)
2013
2012
Gross reinsurance recoverables on paid and unpaid claims and claim adjustment
expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowance for uncollectible reinsurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,707
(239)
$ 5,256
(258)
Net reinsurance recoverables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Mandatory pools and associations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Structured settlements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,468
1,897
3,348
4,998
2,549
3,165
Total reinsurance recoverables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$9,713
$10,712
Terrorism Risk Insurance Program
The Terrorism Risk Insurance Program is a Federal program administered by the Department of
the Treasury that provides for a system of shared public and private compensation for certain insured
losses resulting from certified acts of terrorism. The current program has been authorized through
2014. Several bills have been introduced in Congress to extend the current program beyond
December 31, 2014.
In order for a loss to be covered under the program (subject losses), the loss must meet certain
aggregate industry loss minimums and must be the result of an event that is certified as an act of
terrorism by the U.S. Secretary of the Treasury, in concurrence with the Secretary of State and the
205
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
5. REINSURANCE (Continued)
Attorney General of the United States. The annual aggregate industry loss minimum is $100 million
through 2014. The program excludes from participation the following types of insurance: Federal crop
insurance, private mortgage insurance, financial guaranty insurance, medical malpractice insurance,
health or life insurance, flood insurance, reinsurance, commercial automobile, professional liability
(other than directors and officers’), surety, burglary and theft, and farm-owners multi-peril. In the case
of a war declared by Congress, only workers’ compensation losses are covered by the program. All
commercial property and casualty insurers licensed in the United States are generally required to
participate in the program. Under the program, a participating insurer, in exchange for making
terrorism insurance available, is entitled to be reimbursed by the Federal Government for 85% of
subject losses, after an insurer deductible, subject to an annual cap.
The deductible for any calendar year is equal to 20% of the insurer’s direct earned premiums for
covered lines for the preceding calendar year. The Company’s estimated deductible under the program
is $2.35 billion for 2014. The annual cap limits the amount of aggregate subject losses for all
participating insurers to $100 billion. Once subject losses have reached the $100 billion aggregate
during a program year, participating insurers will not be liable under the program for additional
covered terrorism losses for that program year. There have been no terrorism-related losses that have
triggered program coverage since the program was established. Since the law is untested, there is
substantial uncertainty as to how it will be applied if an act of terrorism is certified under the program.
It is also possible that future legislative action could change the program. Further, given the
unpredictable frequency and severity of terrorism losses, as well as the limited terrorism coverage in the
Company’s own reinsurance program, future losses from acts of terrorism, particularly involving
nuclear, biological, chemical or radiological events, could be material to the Company’s operating
results, financial position and/or liquidity in future periods. In addition, the Company may not have
sufficient resources to respond to claims arising from a high frequency of high severity natural
catastrophes and/or of man-made catastrophic events involving conventional means. While the
Company seeks to manage its exposure to man-made catastrophic events involving conventional means,
the Company may not have sufficient resources to respond to claims arising out of one or more
man-made catastrophic events involving nuclear, biological, chemical or radiological means.
206
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
6. GOODWILL AND OTHER INTANGIBLE ASSETS
Goodwill
The following table presents the carrying amount of the Company’s goodwill by segment at
December 31, 2013 and 2012:
(in millions)
2013
2012
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance(1) . . . . . . . . . . . . . . . . . . . . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,168
826
613
27
$2,168
557
613
27
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,634
$3,365
(1) Goodwill of $273 million was recorded at November 1, 2013 as a result of the acquisition of
Dominion and is subject to the impact of changes in foreign currency exchange rates. At
December 31, 2013, goodwill related to Dominion was $268 million.
Other Intangible Assets
The following presents a summary of the Company’s other intangible assets by major asset class at
December 31, 2013 and 2012:
(at December 31, 2013, in millions)
Intangibles subject to amortization
Customer-related(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value adjustment on claims and claim adjustment expense reserves,
reinsurance recoverables and other contract-related intangibles(2) . . . .
Total intangible assets subject to amortization . . . . . . . . . . . . . . . . . . .
Intangible assets not subject to amortization(3) . . . . . . . . . . . . . . . . . . .
Gross
Carrying
Amount
Accumulated
Amortization
Net
$460
$414
$ 46
201
661
217
113
527
—
88
134
217
Total other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$878
$527
$351
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
6. GOODWILL AND OTHER INTANGIBLE ASSETS (Continued)
(at December 31, 2012, in millions)
Intangibles subject to amortization
Customer-related . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value adjustment on claims and claim adjustment expense reserves
and reinsurance recoverables(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total intangible assets subject to amortization . . . . . . . . . . . . . . . . . . .
Intangible assets not subject to amortization . . . . . . . . . . . . . . . . . . . . .
Gross
Carrying
Amount
Accumulated
Amortization
Net
$455
$383
$ 72
191
646
216
98
481
—
93
165
216
Total other intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$862
$481
$381
(1) Customer-related intangibles of $5 million were recorded in connection with the acquisition of
Dominion in 2013.
(2) Fair value adjustments of $5 million and $191 million were recorded in connection with the
acquisition of Dominion in 2013 and in connection with the merger of The St. Paul
Companies, Inc. and Travelers Property Casualty Corp. in 2004, respectively, and were based on
management’s estimate of nominal claims and claim adjustment expense reserves and reinsurance
recoverables. The method used calculated a risk adjustment to a risk-free discounted reserve that
would, if reserves ran off as expected, produce results that yielded the assumed cost-of-capital on
the capital supporting the loss reserves. The fair value adjustments are reported as other intangible
assets on the consolidated balance sheet, and the amounts measured in accordance with the
acquirer’s accounting policies for insurance contracts have been reported as part of the claims and
claim adjustment expense reserves and reinsurance recoverables. The intangible assets are being
recognized into income over the expected payment pattern. Because the time value of money and
the risk adjustment (cost of capital) components of the intangible assets run off at different rates,
the amount recognized in income may be a net benefit in some periods and a net expense in other
periods. Additionally, $5 million of contract-related intangibles were recorded related to operating
leases in connection with the acquisition of Dominion in 2013.
(3) Intangible assets not subject to amortization of $1 million were recorded in connection with the
acquisition of Dominion in 2013.
The following presents a summary of the Company’s amortization expense for other intangible
assets by major asset class:
(for the year ended December 31, in millions)
Customer-related . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fair value adjustment on claims and claim adjustment expense reserves, reinsurance
recoverables and other contract-related intangibles . . . . . . . . . . . . . . . . . . . . . . .
2013
2012
2011
$31
$33
$47
15
19
22
Total amortization expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$46
$52
$69
Intangible asset amortization expense is estimated to be $47 million in 2014, $27 million in 2015,
$10 million in 2016, $9 million in 2017 and $8 million in 2018.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES
Claims and claim adjustment expense reserves were as follows:
(at December 31, in millions)
2013
2012
Property-casualty . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accident and health . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$50,865
30
$50,888
34
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$50,895
$50,922
The following table presents a reconciliation of beginning and ending property casualty reserve
balances for claims and claim adjustment expenses:
(at and for the year ended December 31, in millions)
2013
2012
2011
Claims and claim adjustment expense reserves at beginning of year . . . . .
Less reinsurance recoverables on unpaid losses . . . . . . . . . . . . . . . . . . .
$50,888
10,254
$51,353
10,434
$51,537
11,282
Net reserves at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . .
40,634
40,919
40,255
Estimated claims and claim adjustment expenses for claims arising in the
current year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Estimated decrease in claims and claim adjustment expenses for claims
14,060
15,559
16,937
arising in prior years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(944)
(1,074)
(842)
Total increases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13,116
14,485
16,095
Claims and claim adjustment expense payments for claims arising in:
Current year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prior years . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,485
8,477
6,507
8,326
7,751
7,653
Total payments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
13,962
14,833
15,404
Acquisition(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized foreign exchange (gain) loss . . . . . . . . . . . . . . . . . . . . . . . . .
Net reserves at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plus reinsurance recoverables on unpaid losses . . . . . . . . . . . . . . . . . . . .
1,792
5
41,585
9,280
—
63
—
(27)
40,634
10,254
40,919
10,434
Claims and claim adjustment expense reserves at end of year . . . . . . . . .
$50,865
$50,888
$51,353
(1) Dominion’s net claims and claim adjustment expense reserves at November 1, 2013 were
$1,792 million. Dominion’s gross reserves on that date were $2,144 million. Dominion’s reinsurance
recoverables on unpaid losses on that date were $352 million.
Gross claims and claim adjustment expense reserves at December 31, 2013 decreased by
$23 million from December 31, 2012, primarily reflecting the impact of net favorable prior year reserve
development, payments related to catastrophes and payments related to operations in runoff, including
asbestos and environmental claims, largely offset by the impact of the acquisition of Dominion. Gross
claims and claim adjustment expense reserves at December 31, 2012 decreased by $465 million from
December 31, 2011, primarily reflecting the impact of net favorable prior year reserve development as
well as payments related to operations in runoff, including asbestos and environmental claims.
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
Reinsurance recoverables on unpaid losses at December 31, 2013 declined by $974 million from
December 31, 2012, reflecting the impacts of (i) a decline in mandatory pools and associations
primarily due to catastrophe-related collections and, to a lesser extent the sale of renewal rights, related
to the Company’s National Flood Insurance Program in 2013, (ii) cash collections, including
commutation agreements, and (iii) net favorable prior year reserve development, partially offset by
(iv) the acquisition of Dominion, which added $352 million of reinsurance recoverables on unpaid
losses at November 1, 2013. Reinsurance recoverables on unpaid losses at December 31, 2012 declined
by $180 million from December 31, 2011, reflecting cash collections, including commutation
agreements, and the impact of net favorable prior year reserve development.
Prior Year Reserve Development
The following disclosures regarding reserve development are on a ‘‘net of reinsurance’’ basis.
2013.
In 2013, estimated claims and claim adjustment expenses incurred included $944 million of net
favorable development for claims arising in prior years, including $840 million of net favorable prior
year reserve development impacting the Company’s results of operations and $48 million of accretion
of discount.
Business Insurance. Net favorable prior year reserve development in 2013 of $325 million was
primarily driven by better than expected loss experience in the general liability product line for accident
years 2012 and prior, reflecting more favorable legal and judicial environments than what the Company
previously expected, better than expected loss experience related to both catastrophe and non-
catastrophe losses in the property product line for accident years 2010 through 2012, and better than
expected loss experience in the workers’ compensation line of business (which was largely offset by a
$42 million charge that was precipitated by legislation in New York enacted during the first quarter of
2013 related to the New York Fund for Reopened Cases for workers’ compensation). Net favorable
prior year reserve development in 2013 was also reduced by $190 million and $65 million increases to
asbestos and environmental reserves, respectively, which are discussed in further detail in the ‘‘Asbestos
and Environmental Reserves’’ section below.
Financial, Professional & International Insurance. Net favorable prior year reserve development in
2013 was $306 million. In Bond & Financial Products, net favorable prior year reserve development in
2013 primarily reflected better than expected results in the surety product line for the contract surety
business for accident years 2010 and prior. In International, net favorable prior year reserve
development in 2013 primarily reflected better than expected loss experience for the surety line of
business in Canada and the marine line of business in the Company’s operations at Lloyd’s, partially
offset by higher than expected loss experience in the public and product liability line of business in the
United Kingdom.
Personal Insurance. Net favorable prior year reserve development in 2013 of $209 million was
primarily driven by better than expected loss experience in the Homeowners and Other product line for
(i) catastrophe losses incurred in 2012, and (ii) non-catastrophe weather-related losses and
non-weather-related losses for accident years 2012 and 2011.
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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
2012.
In 2012, estimated claims and claim adjustment expenses incurred included $1.07 billion of net
favorable development for claims arising in prior years, including $940 million of net favorable prior
year reserve development impacting the Company’s results of operations and $48 million of accretion
of discount.
Business Insurance. Net favorable prior year reserve development of $467 million in 2012 was
concentrated in the general liability product line for accident years 2010 and prior (excluding increases
to asbestos and environmental reserves discussed below), which reflected what the Company believes
are more favorable legal and judicial environments than what the Company previously expected; the
commercial property product line primarily for accident years 2009 through 2011, driven by higher than
expected subrogation and salvage recoveries and by favorable loss development related to catastrophe
losses incurred in 2011; and the workers’ compensation product line, primarily driven by better than
expected frequency and severity related to lifetime medical claims for accident years 2008 and prior.
Lower than expected claim department expenses also contributed to net favorable prior year reserve
development in 2012. Net favorable prior year reserve development in 2012 was reduced by
$167 million and $90 million increases to asbestos and environmental reserves, respectively, which are
discussed in further detail in the ‘‘Asbestos and Environmental Reserves’’ section below, net
unfavorable prior year reserve development in the commercial automobile line of business, driven by
higher than expected severity in the bodily injury coverage primarily for accident years 2010 and 2011,
and net unfavorable prior year reserve development in the general liability product line for the 2011
accident year resulting from higher than expected claim frequency.
Financial, Professional & International Insurance. Net favorable prior year reserve development in
2012 was $298 million. In Bond & Financial Products, net favorable prior year reserve development in
2012 primarily reflected better than expected results in the surety product line for the contract surety
business for accident years 2008 and prior, and better than expected results for management liability
business primarily for the errors & omissions and fiduciary products for accident years 2007 and prior.
In International, net favorable prior year reserve development in 2012 occurred in several lines of
business in Canada and in the Company’s operations at Lloyd’s, partially offset by an $8 million
increase to asbestos reserves.
Personal Insurance. Net favorable prior year reserve development of $175 million in 2012 was
primarily driven by better than expected loss development in the Homeowners and Other product line
related to catastrophe losses incurred for 2011 and non-catastrophe losses incurred for accident years
2010 and 2011, as well as favorable loss development in the umbrella line of business for accident years
2007 through 2011. These factors were partially offset by unfavorable prior year reserve development in
the personal automobile line of business, driven primarily by higher than expected bodily injury severity
for accident year 2011.
2011.
In 2011, estimated claims and claim adjustment expenses incurred included $842 million of net
favorable development for claims arising in prior years, including $715 million of net favorable prior
year reserve development impacting the Company’s results of operations and $45 million of accretion
of discount. Overall, accident years prior to and including 2009 experienced $1.10 billion of net
211
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
favorable reserve development, while the 2010 accident year experienced $383 million of net
unfavorable reserve development.
Business Insurance. Net favorable prior year reserve development in 2011 was $245 million,
primarily driven by better than expected loss development in the general liability product line
(excluding increases to asbestos and environmental reserves discussed below) which was concentrated in
excess coverages for accident years 2005 through 2008 and reflected what the Company believes are
more favorable legal and judicial environments than what the Company previously expected, as well as
net favorable prior year reserve development in the commercial property product line that reflected
better than expected loss development for the 2008 and 2009 accident years. The workers’
compensation line of business also contributed slightly to net favorable prior year reserve development
in 2011, as favorable loss development for accident years 2003 through 2009 was largely offset by net
unfavorable loss development for the 2010 accident year. Net favorable prior year reserve development
in 2011 was reduced by $175 million and $76 million increases to asbestos and environmental reserves,
respectively (discussed in further detail in the ‘‘Asbestos and Environmental Reserves’’ section below),
unfavorable prior year reserve development in the commercial multi-peril product line driven by late
reporting of hail claims incurred in 2010 and unfavorable prior year reserve development in the
commercial automobile product line that reflected worse than expected severity for accident years 2009
and 2010.
Financial, Professional & International Insurance. Net favorable prior year reserve development in
2011 was $360 million. In Bond & Financial Products, net favorable development in 2011 primarily
reflected better than expected results for accident years 2008 and prior for the contract surety business,
and better than expected loss development for liability lines of business, driven by the fiduciary product
for accident years 2008 and prior. In International, net favorable development in 2011 reflected better
than expected loss development in Canada, primarily in the surety, directors and officers, and general
liability lines of business for recent accident years and better than expected development in the
Company’s operation at Lloyd’s in the aviation, kidnap & ransom, and property lines for recent
accident years.
Personal Insurance. Net favorable prior year reserve development in 2011 was $110 million, driven
by better than expected loss development related to catastrophe losses incurred in the first half of 2010,
as well as better than expected loss development for accident years 2006 through 2010 in the umbrella
line of business in the Homeowners and Other product line, partially offset by unfavorable prior year
reserve development in the Automobile product line that was driven by worse than expected loss
experience for accident years 2007 through 2010.
Asbestos and Environmental Reserves
At December 31, 2013 and 2012, the Company’s claims and claim adjustment expense reserves
included $2.69 billion and $2.73 billion, respectively, for asbestos and environmental-related claims, net
of reinsurance.
It is difficult to estimate the reserves for asbestos and environmental-related claims due to the
vagaries of court coverage decisions, plaintiffs’ expanded theories of liability, the risks inherent in
complex litigation and other uncertainties, including, without limitation, those which are set forth
below.
212
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
Asbestos Reserves. 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 2013, 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:
(cid:127) continued high level of litigation activity in certain jurisdictions involving individuals alleging
serious asbestos-related illness;
(cid:127) 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;
(cid:127) continued moderate level of asbestos-related bankruptcy activity; and
(cid:127) the absence of new theories of liability or new classes of defendants.
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.
The Home Office and Field Office categories, which account for the vast majority of policyholders
with active asbestos-related claims, experienced a slight increase in the number of policyholders with
open asbestos claims at December 31, 2013 compared with December 31, 2012, while net asbestos-
related payments in these categories decreased slightly in 2013 compared with 2012. 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.
213
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
The completion of these reviews and analyses in 2013, 2012 and 2011 resulted in $190 million,
$175 million and $175 million increases, respectively, in the Company’s net asbestos reserves in each
period. In each year, 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 and by higher projected payments on assumed reinsurance accounts. The
increase in the estimate of projected settlement and defense costs resulted from payment trends that
continue to be moderately 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 losses paid in 2013, 2012 and 2011 were $218 million, $236 million and $284 million,
respectively. Approximately 1%, 6% and 19% of total net paid losses in 2013, 2012 and 2011,
respectively, related to policyholders with whom the Company had entered into settlement agreements
limiting the Company’s liability.
Environmental Reserves.
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, relevant judicial
interpretations and historical value of similar exposures. 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.
The Company continues to receive notices from policyholders tendering claims for the first time,
frequently under policies issued prior to the mid-1980’s. 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, in 2013, 2012 and 2011, the Company increased its net environmental reserves
by $65 million, $90 million and $76 million, respectively.
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 at
December 31, 2013 are appropriately established based upon known facts, current law and
214
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
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.
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.
Catastrophe Exposure
The Company has geographic exposure to catastrophe losses, which can be caused by a variety of
events, including, among others, hurricanes, tornadoes and other windstorms, earthquakes, hail,
wildfires, severe winter weather, floods, tsunamis and volcanic eruptions. Catastrophes can also result
from a terrorist attack (including those involving nuclear, biological, chemical or radiological events),
explosions, infrastructure failures or as a consequence of political instability. The incidence and severity
of catastrophes are inherently unpredictable. The extent of losses from a catastrophe is a function of
both the total amount of insured exposure in the area affected by the event and the severity of the
event. Most catastrophes are restricted to small geographic areas; however, hurricanes and earthquakes
may produce significant damage in larger areas, especially those that are heavily populated. The
Company generally seeks to mitigate its exposure to catastrophes through individual risk selection and
the purchase of catastrophe reinsurance.
215
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
7. INSURANCE CLAIM RESERVES (Continued)
There are also risks which impact the estimation of ultimate costs for catastrophes. For example,
the estimation of reserves related to hurricanes can be affected by the inability of the Company and its
insureds to access portions of the impacted areas, the complexity of factors contributing to the losses,
the legal and regulatory uncertainties and the nature of the information available to establish the
reserves. Complex factors include, but are not limited to: determining whether damage was caused by
flooding versus wind; evaluating general liability and pollution exposures; estimating additional living
expenses; the impact of demand surge; the potential impact of changing climate conditions, including
higher frequency and severity of weather-related events; infrastructure disruption; fraud; the effect of
mold damage and business income interruption costs; and reinsurance collectibility. The timing of a
catastrophe’s occurrence, such as at or near the end of a reporting period, can also affect the
information available to us in estimating reserves for that reporting period. The estimates related to
catastrophes are adjusted as actual claims emerge.
8. DEBT
Debt outstanding was as follows:
(at December 31, in millions)
2013
2012
Short-term:
Commercial paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5.00% Senior notes due March 15, 2013 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 100
—
$ 100
500
Total short-term debt
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term:
5.50% Senior notes due December 1, 2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.25% Senior notes due June 20, 2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5.75% Senior notes due December 15, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5.80% Senior notes due May 15, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5.90% Senior notes due June 2, 2019 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3.90% Senior notes due November 1, 2020 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.75% Senior notes due April 15, 2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.625% Junior subordinated debentures due December 15, 2027 . . . . . . . . . . . . . . . .
6.375% Senior notes due March 15, 2033 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.75% Senior notes due June 20, 2036 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6.25% Senior notes due June 15, 2037 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5.35% Senior notes due November 1, 2040 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.60% Senior notes due August 1, 2043 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
8.50% Junior subordinated debentures due December 15, 2045 . . . . . . . . . . . . . . . . .
8.312% Junior subordinated debentures due July 1, 2046 . . . . . . . . . . . . . . . . . . . . .
6.25% Fixed-to-floating rate junior subordinated debentures due March 15, 2067 . . . .
100
400
400
450
500
500
500
200
125
500
400
800
750
500
56
73
107
600
400
400
450
500
500
500
200
125
500
400
800
750
—
56
73
107
Total long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,261
Total debt principal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unamortized fair value adjustment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unamortized debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6,361
51
(66)
5,761
6,361
52
(63)
Total debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$6,346
$6,350
216
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
8. DEBT (Continued)
2013 Debt Issuance. On July 25, 2013, the Company issued $500 million aggregate principal
amount of 4.60% senior notes that will mature on August 1, 2043. The net proceeds of the issuance,
after original issuance discount and the deduction of underwriting expenses and commissions and other
expenses, totaled approximately $494 million. Interest on the senior notes is payable semi-annually in
arrears on February 1 and August 1, commencing on February 1, 2014. The senior notes are
redeemable in whole at any time or in part from time to time, at the Company’s option, at a
redemption price equal to the greater of (a) 100% of the principal amount of senior notes to be
redeemed or (b) the sum of the present value of the remaining scheduled payments of principal and
interest on the 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 treasury rate (as defined) plus 15 basis points.
2013 Debt Repayment. On March 15, 2013, the Company’s $500 million, 5.00% senior notes
matured and were fully paid.
2012 Debt Repayments. On May 29, 2012, the Company purchased and retired $8.5 million
aggregate principal amount of its 6.25% fixed-to-floating rate junior subordinated debentures due
March 15, 2067. On June 15, 2012, the Company’s $250 million, 5.375% senior notes matured and were
fully paid.
Description of Debt
Commercial Paper—The Company maintains an $800 million commercial paper program,
supported by a $1.0 billion bank credit agreement that expires on June 7, 2018. (See ‘‘Credit
Agreement’’ discussion that follows). Interest rates on commercial paper issued in 2013 ranged from
0.08% to 0.13%, and in 2012 ranged from 0.08% to 0.17%.
Senior Notes—The Company’s various senior debt issues are unsecured obligations that rank
equally with one another. Interest payments are made semi-annually. The Company generally may
redeem some or all of the notes prior to maturity in accordance with terms unique to each debt
instrument.
Junior Subordinated Debentures—The Company’s $107 million remaining aggregate principal
amount of 6.25% fixed-to-floating rate debentures bear interest at an annual rate of 6.25% from the
date of issuance to, but excluding, March 15, 2017, payable semi-annually in arrears on March 15 and
September 15. From and including March 15, 2017, the debentures will bear interest at an annual rate
equal to three-month LIBOR plus 2.215%, payable quarterly on March 15, June 15, September 15 and
December 15 of each year. The Company can redeem the debentures at its option, in whole or in part,
at any time on or after March 15, 2017 at a redemption price of 100% of the principal amount being
redeemed plus accrued but unpaid interest. The Company can redeem the debentures at its option
prior to March 15, 2017 (a) in whole at any time or in part from time to time or (b) in whole, but not
in part, in the event of certain tax or rating agency events relating to the debentures, at a redemption
price equal to the greater of 100% of the principal amount being redeemed and the applicable
make-whole amount, in each case plus any accrued and unpaid interest.
The Company has the right, on one or more occasions, to defer the payment of interest on the
debentures. The Company will not be required to settle deferred interest until it has deferred interest
217
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
8. DEBT (Continued)
for five consecutive years or, if earlier, made a payment of current interest during a deferral period.
The Company may defer interest for up to ten consecutive years without giving rise to an event of
default. Deferred interest will accumulate additional interest at an annual rate equal to the annual
interest rate then applicable to the debentures.
The debentures have a final maturity date of March 15, 2067 and a scheduled maturity date of
March 15, 2037. The Company can redeem the debentures at its option any time (as described above)
using any source of funds, including cash. If the Company chooses not to redeem the debentures, then
during the 180-day period ending not more than 15 and not less than ten business days prior to the
scheduled maturity date, the Company will be required to use commercially reasonable efforts to sell
enough qualifying capital securities to permit repayment of the debentures at the scheduled maturity
date. If any debentures remain outstanding after the scheduled maturity date, unless and until the
Company redeems the debentures (as described above) using any source of funds, including cash, the
Company shall be required to use its commercially reasonable efforts on a quarterly basis to raise
sufficient proceeds from the sale of qualifying capital securities to permit the repayment in full of the
debentures. If there are remaining debentures at the final maturity date, the Company is required to
redeem the debentures using any source of funds. Qualifying capital securities are securities (other than
common stock, qualifying warrants, mandatorily convertible preferred stock, debt exchangeable for
common equity, and debt exchangeable for preferred equity) which generally are treated by the ratings
agencies as having similar equity content to the debentures.
The Company’s three other junior subordinated debenture instruments are all similar in nature to
each other. Three separate business trusts issued preferred securities to investors and used the proceeds
to purchase the Company’s subordinated debentures. Interest on each of the instruments is paid
semi-annually.
The Company’s consolidated balance sheet includes the debt instruments acquired in the merger,
which were recorded at fair value as of the acquisition date. The resulting fair value adjustment is
being amortized over the remaining life of the respective debt instruments using the effective-interest
method. The amortization of the fair value adjustment reduced interest expense by $1 million for each
of the years ended December 31, 2013 and 2012.
The following table presents merger-related unamortized fair value adjustments and the related
effective interest rate:
(in millions)
Issue Rate Maturity Date
2013
2012
Subordinated debentures . . . . . . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.625% Dec. 2027
8.500% Dec. 2045
8.312% Jul. 2046
$17
15
19
$51
$17
16
19
$52
Unamortized
Fair Value
Purchase
Adjustment at
December 31,
Effective
Interest Rate
to Maturity
6.147%
6.362%
6.362%
The Travelers Companies, Inc. fully and unconditionally guarantees the payment of all principal,
premiums, if any, and interest on certain debt obligations of its subsidiaries TPC and Travelers
Insurance Group Holdings Inc. (TIGHI). The guarantees pertain to the $200 million 7.75% notes due
2026 and the $500 million 6.375% notes due 2033.
218
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
8. DEBT (Continued)
Maturities—The amount of debt obligations, other than commercial paper, that become due in
each of the next five years is as follows: 2014, none; 2015, $400 million; 2016, $400 million; 2017,
$450 million; and 2018, $500 million.
Credit Agreement
On June 7, 2013, the Company entered into a five-year, $1.0 billion revolving credit agreement
with a syndicate of financial institutions, replacing its three-year $1.0 billion credit agreement that was
due to expire on June 10, 2013. Pursuant to the credit agreement covenants, the Company must
maintain a minimum consolidated net worth, defined as shareholders’ equity determined in accordance
with GAAP plus (a) trust preferred securities (not to exceed 15% of total capital) and (b) mandatorily
convertible securities (combined with trust preferred securities, not to exceed 25% of total capital) less
goodwill and other intangible assets. That threshold is adjusted downward by an amount equal to 70%
of the aggregate amount of common stock repurchased by the Company after March 31, 2013, up to a
maximum deduction of $1.75 billion. The threshold was $14.01 billion at December 31, 2013 and could
decline to a minimum of $13.73 billion during the term of the credit agreement, subject to the
Company repurchasing an additional $400 million of its common stock. In addition, the credit
agreement contains other customary restrictive covenants as well as certain customary events of default,
including with respect to a change in control, which is defined to include the acquisition of 35% or
more of the Company’s voting stock and certain changes in the composition of the Company’s board of
directors. At December 31, 2013, the Company was in compliance with these covenants. Generally, the
cost of borrowing under this agreement will range from LIBOR plus 87.5 basis points to LIBOR plus
150 basis points, depending on the Company’s credit ratings. At December 31, 2013, that cost would
have been LIBOR plus 112.5 basis points, had there been any amounts outstanding under the credit
agreement. This credit agreement also supports the Company’s commercial paper program.
Shelf Registration
In June 2013, the Company filed with the Securities and Exchange Commission a universal shelf
registration statement for the potential offering and sale of securities to replace the Company’s
previous registration statement that had expired in the normal course of business. The Company may
offer these securities from time to time at prices and on other terms to be determined at the time of
offering.
9. SHAREHOLDERS’ EQUITY AND DIVIDEND AVAILABILITY
Authorized Shares
The number of authorized shares of the company is 1.755 billion, consisting of five million of
preferred stock, 1.745 billion shares of voting common stock and five million undesignated shares. The
Company’s articles of incorporation authorize the board of directors to establish, from the undesignated
shares, one or more classes and series of shares, and to further designate the type of shares and terms
thereof.
Preferred Stock
In May 2013, the Company’s shareholders voted to amend the Company’s Articles of
Incorporation to provide authority to issue up to five million additional shares of preferred stock.
219
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
9. SHAREHOLDERS’ EQUITY AND DIVIDEND AVAILABILITY (Continued)
Subsequent to this amendment of the Company’s Articles of Incorporation, the Company filed a shelf
registration statement with the Securities and Exchange Commission in June 2013 pursuant to which it
may publicly sell securities, including the new preferred stock, from time to time. The new shelf
registration statement replaced the Company’s prior shelf registration statement.
In May 2011, the Company’s board of directors authorized the redemption of the Company’s
preferred stock held by The Travelers 401(k) Savings Plan (the Savings Plan) and gave notice of that
redemption to the appropriate fiduciaries of the Savings Plan. Following a fiduciary review, the Savings
Plan exercised its right to convert each preferred share into eight shares of the Company’s common
stock. As a result, all preferred shares outstanding on June 7, 2011 (190,083 shares) were converted
into a total of 1.52 million shares of the Company’s common stock.
Common Stock
The Company is governed by the Minnesota Business Corporation Act. All authorized shares of
voting common stock have no par value. Shares of common stock reacquired are considered authorized
and unissued shares.
Treasury Stock
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. In October 2013, the board of directors
approved a share repurchase authorization that added an additional $5.0 billion of repurchase capacity.
The following table summarizes repurchase activity in 2013 and remaining repurchase capacity at
December 31, 2013.
Quarterly Period Ending
(in millions, except per share amounts)
Number of
shares
purchased
Cost of shares
repurchased
Average price paid
per share
Remaining capacity
under share repurchase
authorization
March 31, 2013 . . . . . . . . . . . . . . . . .
June 30, 2013 . . . . . . . . . . . . . . . . . .
September 30, 2013 . . . . . . . . . . . . . .
December 31, 2013 . . . . . . . . . . . . . .
Total . . . . . . . . . . . . . . . . . . . . . . .
3.7
3.6
9.7
11.4
28.4
$ 300
300
800
1,000
$2,400
$81.01
82.99
82.21
88.10
84.51
$1,859
1,559
759
4,759
4,759
The Company’s Amended and Restated 2004 Stock Incentive Plan provides settlement alternatives
to employees in which the Company retains shares to cover tax withholding costs and exercise costs.
During the years ended December 31, 2013 and 2012, the Company acquired $61 million and
$55 million, respectively, of its common stock under this plan.
220
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
9. SHAREHOLDERS’ EQUITY AND DIVIDEND AVAILABILITY (Continued)
Common shares acquired are reported as treasury stock in the consolidated balance sheet.
Dividend Availability
The Company’s U.S. insurance subsidiaries, domiciled principally in the state of Connecticut, are
subject to various regulatory restrictions that limit the maximum amount of dividends available to be
paid by each insurance subsidiary to its respective parent company without prior approval of insurance
regulatory authorities. A maximum of $3.33 billion is available by the end of 2014 for such dividends to
the holding company, TRV, without prior approval of the Connecticut Insurance Department. The
Company may choose to accelerate the timing within 2014 and/or increase the amount of dividends
from its insurance subsidiaries in 2014, which could result in certain dividends being subject to approval
by the Connecticut Insurance Department.
TRV is not dependent on dividends or other forms of repatriation from its foreign operations to
support its liquidity needs. The undistributed earnings of the Company’s foreign operations are not
material and are intended to be permanently reinvested in those operations.
TRV and its two non-insurance holding company subsidiaries received $2.90 billion of dividends in
2013, all of which were received from their U.S. insurance subsidiaries.
Statutory Net Income and Policyholder Surplus
Statutory net income of the Company’s domestic and international insurance subsidiaries was
$4.18 billion, $2.84 billion and $1.50 billion for the years ended December 31, 2013, 2012 and 2011,
respectively. Policyholder surplus of the Company’s domestic and international insurance subsidiaries
was $21.12 billion and $20.05 billion at December 31, 2013 and 2012, respectively.
221
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
10. 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 years ended December 31, 2013, 2012 and 2011.
Changes in Net
Changes in Net
Unrealized Gains on Unrealized Gains on
Investment
Securities Having
No Credit Losses
Recognized in the
Consolidated
Investment
Securities Having
Credit Losses
Recognized in the
Consolidated
(in millions)
Statement of Income Statement of Income
Net Benefit Plan
Assets and
Obligations
Recognized in
Shareholders’
Equity
Net Unrealized
Foreign Currency
Translation
Total Accumulated
Other
Comprehensive
Income
$1,719
$140
$(610)
$ 6
$1,255
Balance, December 31,
2010 . . . . . . . . . . . .
Other comprehensive
income (OCI) before
reclassifications
. . . .
Amounts reclassified
from AOCI . . . . . . .
Net OCI, current
period . . . . . . . . .
Balance, December 31,
2011 . . . . . . . . . . . .
OCI before
reclassifications
Amounts reclassified
. . . .
from AOCI . . . . . . .
Net OCI, current
period . . . . . . . . .
Balance, December 31,
2012 . . . . . . . . . . . .
OCI before
reclassifications
Amounts reclassified
. . . .
from AOCI . . . . . . .
Net OCI, current
1,091
(81)
1,010
2,729
228
(49)
179
2,908
(1,740)
(43)
(8)
10
2
142
48
5
53
195
(2)
4
2
(251)
50
(201)
(811)
(104)
58
(46)
(857)
358
68
426
(61)
—
(61)
(55)
45
—
45
(10)
(79)
8
(71)
771
(21)
750
2,005
217
14
231
2,236
(1,463)
37
(1,426)
period . . . . . . . . .
(1,783)
Balance, December 31,
2013 . . . . . . . . . . . .
$1,125
$197
$(431)
$(81)
$ 810
222
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
10. OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE
INCOME (Continued)
The following table presents the pretax components of the Company’s other comprehensive income
(loss) and the related income tax expense (benefit) for the years ended December 31, 2013, 2012 and
2011.
(for the year ended December 31, in millions)
2013
2012
2011
Changes in net unrealized gains on investment securities:
Having no credit losses recognized in the consolidated statement of income
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(2,734) $281
102
(951)
$1,570
560
Net of taxes
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(1,783)
179
1,010
Having credit losses recognized in the consolidated statement of income . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net of taxes
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net changes in benefit plan assets and obligations . . . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net of taxes
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net changes in unrealized foreign currency translation . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net of taxes
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
1
2
647
221
426
(112)
(41)
(71)
81
28
53
(69)
(23)
(46)
43
(2)
45
4
2
2
(307)
(106)
(201)
(90)
(29)
(61)
Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . .
Total income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(2,196)
(770)
336
105
1,177
427
Total other comprehensive income (loss), net of taxes . . . . . . . . . . . . .
$(1,426) $231
$ 750
223
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
10. OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE
INCOME (Continued)
The following table presents 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 years ended December 31, 2013, 2012 and 2011.
(for the year ended December 31, in millions)
2013
2012
2011
Reclassification adjustments related to unrealized gains on investment securities:
Having no credit losses recognized in the consolidated statement of income(1) .
Income tax expense(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ (66) $(75) $(125)
(44)
(26)
(23)
Net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(43)
(49)
(81)
Having credit losses recognized in the consolidated statement of income(1) . . .
Income tax benefit(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
1
4
Reclassification adjustment related to benefit plan assets and obligations(3) . . . .
Income tax benefit(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
105
37
Net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reclassification adjustment related to foreign currency translation(1) . . . . . . . . .
Income tax benefit(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total reclassifications . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total income tax benefit (expense) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
68
8
—
8
52
15
8
3
5
88
30
58
—
—
—
21
7
16
6
10
76
26
50
—
—
—
(33)
(12)
Total reclassifications, net of taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 37
$ 14
$ (21)
(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.
224
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
11. EARNINGS PER SHARE
Basic earnings per share was computed by dividing income available to common shareholders by
the weighted average number of common shares outstanding during the period. The computation of
diluted earnings per share reflected the effect of potentially dilutive securities.
The following is a reconciliation of the income and share data used in the basic and diluted
earnings per share computations:
(for the year ended December 31, in millions, except per share amounts)
2013
2012
2011
Basic
Net income, as reported . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Participating share-based awards—allocated income . . . . . . . . . . . . . . . . . .
Preferred stock dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,673
(27)
—
$2,473
(19)
—
$1,426
(11)
(1)
Net income available to common shareholders—basic . . . . . . . . . . . . . .
$3,646
$2,454
$1,414
Diluted
Net income available to common shareholders . . . . . . . . . . . . . . . . . . . . . .
Effect of dilutive securities:
$3,646
$2,454
$1,414
Convertible preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
1
Net income available to common shareholders—diluted . . . . . . . . . . . .
$3,646
$2,454
$1,415
Common Shares
Basic
Weighted average shares outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted
Weighted average shares outstanding . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Weighted average effects of dilutive securities:
370.3
386.2
415.8
370.3
386.2
415.8
Stock options and performance shares . . . . . . . . . . . . . . . . . . . . . . . . . . .
Convertible preferred stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4.0
—
3.6
—
4.0
0.7
Total
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
374.3
389.8
420.5
Net income Per Common Share
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 9.84
$ 6.35
$ 3.40
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 9.74
$ 6.30
$ 3.36
225
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
12. INCOME TAXES
(for the year ended December 31, in millions)
2013
2012
2011
Composition of income tax expense (benefit) included in the consolidated
statement of income
Current expense (benefit):
Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,059
30
6
$ 406
45
3
$ (176)
34
3
Total current tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . .
1,095
454
(139)
Deferred expense:
Federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total deferred tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
167
10
177
Total income tax expense (benefit) included in the consolidated statement
of income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,272
223
16
239
693
63
2
65
(74)
Composition of income tax included in shareholders’ equity
Expense (benefit) relating to stock-based compensation, and the expense
(benefit) related to the changes in unrealized gain on investments,
unrealized loss on foreign exchange and other comprehensive income . .
Total income tax expense included in the consolidated financial
(822)
57
399
statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 450
$ 750
$ 325
(for the year ended December 31, in millions)
2013
2012
2011
Income before income taxes
U.S . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$4,804
141
Total income before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . .
4,945
$2,955
211
3,166
$1,175
177
1,352
Effective tax rate
Statutory tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected federal income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
Tax effect of:
35%
35%
35%
1,731
1,108
473
Nontaxable investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Resolution of prior year tax matters . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(409)
(63)
13
(427)
—
12
(449)
(104)
6
Total income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,272
$ 693
$ (74)
Effective tax rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26%
22%
(5)%
The Company paid income taxes of $1.06 billion, $188 million and $218 million during the years
ended December 31, 2013, 2012 and 2011, respectively. The current income tax payable was $85 million
and $102 million at December 31, 2013 and 2012, respectively, and was included in other liabilities in
the consolidated balance sheet.
226
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
12. INCOME TAXES (Continued)
The net deferred tax asset (liability) comprises the tax effects of temporary differences related to
the following assets and liabilities:
(at December 31, in millions)
Deferred tax assets
Claims and claim adjustment expense reserves . . . . . . . . . . . . . . . .
Unearned premium reserves . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
2012
$ 825
693
621
$ 888
689
741
Total gross deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . .
2,139
2,318
Deferred tax liabilities
Deferred acquisition costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Internally developed software . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
554
931
138
213
Total gross deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . .
1,836
590
1,800
134
132
2,656
Total deferred tax asset (liability)
. . . . . . . . . . . . . . . . . . . . . . .
$ 303
$ (338)
If the Company determines that any of its deferred tax assets will not result in future tax benefits,
a valuation allowance must be established for the portion of these assets that are not expected to be
realized. Based upon a review of the Company’s anticipated future taxable income, and also including
all other available evidence, both positive and negative, the Company’s management concluded that it
is more likely than not that the gross deferred tax assets will be realized.
For tax return purposes, as of December 31, 2013, the Company had net operating loss (NOL)
carryforwards in the United States, Canada and United Kingdom. The amount and timing of realizing
the benefits of NOL carryforwards depend on future taxable income and limitations imposed by tax
laws. The benefits of the NOL carryforwards have been recognized in the consolidated financial
statements and are included in net deferred tax assets. The NOL amounts by jurisdiction and year of
expiration are as follows:
(in millions)
Amount
Year of expiration
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Canada . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
United Kingdom . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 26
100
123
2018
2028 - 2033
None
U.S. income taxes have not been recognized on $714 million of the Company’s foreign operations’
undistributed earnings as of December 31, 2013, as such earnings are intended to be permanently
reinvested in those operations. Furthermore, any taxes paid to foreign governments on these earnings
may be used as credits against the U.S. tax on any dividend distributions from such earnings.
227
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
12. INCOME TAXES (Continued)
The following is a reconciliation of the beginning and ending amount of unrecognized tax benefits
for the years ended December 31, 2013 and 2012:
(in millions)
2013
2012
Balance at January 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$24
Additions for tax positions of prior years . . . . . . . . . . . . . . . . . . . . . . . —
Reductions for tax positions of prior years . . . . . . . . . . . . . . . . . . . . . .
(3)
Additions based on tax positions related to current year . . . . . . . . . . . . —
$ 37
2
(15)
—
Balance at December 31 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$21
$ 24
Included in the balances at December 31, 2013 and 2012 were $2 million and $3 million,
respectively, of unrecognized tax benefits that, if recognized, would affect the annual effective tax rate.
Also included in the balances at those dates were $19 million and $21 million, respectively, of tax
positions for which the ultimate deductibility is certain, but for which there is uncertainty about the
timing of deductibility. The timing of such deductibility would not affect the annual effective tax rate.
The Company recognizes accrued interest and penalties, if any, related to unrecognized tax
benefits in income taxes. During the years ended December 31, 2013 and 2012, the Company
recognized approximately $(67) million and $46 million in interest, respectively. The Company had
approximately $27 million and $94 million accrued for the payment of interest at December 31, 2013
and 2012, respectively.
The IRS is conducting an examination of the Company’s U.S. income tax returns for 2011 and
2012. The Company does not expect any significant changes to its liability for unrecognized tax benefits
during the next twelve months.
13. SHARE-BASED INCENTIVE COMPENSATION
The Company has a share-based incentive compensation plan, The Travelers Companies, Inc.
Amended and Restated 2004 Stock Incentive Plan, as amended (the 2004 Incentive Plan), which
replaced prior share-based incentive compensation plans (legacy plans). The purposes of the 2004
Incentive Plan are to align the interests of the Company’s non-employee directors, executive officers
and other employees with those of the Company’s shareholders, and to attract and retain personnel by
providing incentives in the form of stock-based awards. The 2004 Incentive Plan permits grants of
nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted
stock units, deferred stock, deferred stock units, performance awards and other stock-based or stock-
denominated awards with respect to the Company’s common stock. The number of shares of the
Company’s common stock authorized for grant under the 2004 Incentive Plan is 35 million shares,
subject to additional shares that may be available for awards as described below. The Company has a
policy of issuing new shares to settle the exercise of stock option awards and the vesting of other equity
awards. The 2004 Incentive Plan expires in July 2014. The Company’s board of directors has approved
a new share-based incentive compensation plan to replace the expiring plan having substantially the
same terms (other than the number of shares available) as the 2004 Incentive Plan which will be
submitted for shareholder approval at the Company’s 2014 Annual Meeting of Shareholders.
In connection with the adoption of the 2004 Incentive Plan, legacy share-based incentive
compensation plans were terminated. Outstanding grants were not affected by the termination of these
228
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
13. SHARE-BASED INCENTIVE COMPENSATION (Continued)
legacy plans, including the grant of reload options related to prior option grants under the legacy plans.
As of December 31, 2012, there were no longer any options eligible for reload.
The 2004 Incentive Plan is currently the only plan pursuant to which future stock-based awards
may be granted. In addition to the 35 million shares initially authorized for issuance under the 2004
Incentive Plan, the following will not be counted towards the 35 million shares available and will be
available for future grants under the 2004 Incentive Plan: (i) shares of common stock subject to an
award that expires unexercised, that is forfeited, terminated or canceled, that is settled in cash or other
forms of property, or otherwise does not result in the issuance of shares of common stock, in whole or
in part; (ii) shares that are used to pay the exercise price of stock options and shares used to pay
withholding taxes on awards generally; and (iii) shares purchased by the Company on the open market
using cash option exercise proceeds; provided, however, that the increase in the number of shares of
common stock available for grant pursuant to such market purchases shall not be greater than the
number that could be repurchased at fair market value on the date of exercise of the stock option
giving rise to such option proceeds. These provisions also apply to awards granted under the legacy
share-based incentive compensation plans that were outstanding on the effective date of the 2004
Incentive Plan.
The Company also has a compensation program for non-employee directors (the Director
Compensation Program). Under the Director Compensation Program, non-employee directors’
compensation consists of an annual retainer, a deferred stock award, committee chair fees and a lead
director fee. Each non-employee director may choose to receive all or a portion of his or her annual
retainer in the form of cash or deferred stock units which vest upon grant. The annual deferred stock
awards vest in full one day prior to the date of the Company’s annual meeting of shareholders
occurring in the year following the year of the grant date, subject to continued service. The deferred
stock awards may accumulate, including reinvestment dividends, until distribution either in a lump sum
six months after termination of service as a director or, if the director so elects, in annual installments
beginning at least six months following termination of service as a director. The shares of deferred
stock units issued under the Director Compensation Program are awarded under the 2004 Incentive
Plan.
Stock Option Awards
Stock option awards granted to eligible officers and key employees have a ten-year term. Prior to
January 1, 2007, stock options were granted with an exercise price equal to the fair market value of the
Company’s common stock on the day preceding the date of grant. Beginning January 1, 2007, all stock
options are granted with an exercise price equal to the closing price of the Company’s common stock
on the date of grant. The stock options granted generally vest upon meeting certain years of service
criteria. Except as the Compensation Committee of the Board may allow in the future, stock options
cannot be sold or transferred by the participant. The stock options granted under the 2004 Incentive
Plan vest three years after grant date (cliff vest).
In addition to the stock option awards described above, certain stock option awards that were
granted under legacy plans permitted an employee exercising an option to be granted a new option (a
reload option) at an exercise price equal to the closing price of the Company’s common stock on the
date on which the original option was exercised. The reload option was permitted on certain stock
option awards granted prior to January 2003 at an amount equal to the number of shares of the
229
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
13. SHARE-BASED INCENTIVE COMPENSATION (Continued)
common stock used to satisfy both the exercise price and withholding taxes due upon exercise of an
option and vest either six months or one year after the grant date and are exercisable for the remaining
term of the related original option. As of December 31, 2012, there were no longer any options eligible
for reload.
The fair value of each option award is estimated on the date of grant by application of a variation
of the Black-Scholes option pricing model using the assumptions noted in the following table. The
expected term of newly granted stock options is the time to vest plus half the remaining time to
expiration. This considers the vesting restriction and represents an even pattern of exercise behavior
over the remaining term. Reload options were exercisable for the remaining term of the original option
and therefore generally had a shorter expected term. Beginning in April 2010, due to the Company
having attained sufficient history with respect to changes in its stock prices over time, the expected
volatility assumption is based on the historical volatility of the Company’s common stock for the same
period as the estimated option term based on the mid-month of the option grant. Prior to April 2010,
the expected volatility was based on the average historical volatility of the common stock of an industry
peer group of entities due to the limited Company stock history. The expected dividend is based upon
the Company’s current quarter dividend annualized and assumed to be constant over the expected
option term. The risk-free interest rate for each option is the interpolated market yield for the
mid-month of the option grant on a U.S. Treasury bill with a term comparable to the expected option
term of the granted stock option. Shares received through option exercises under the reload program
were subject to either a one-year or two-year restriction on sale. A discount, as measured by the
estimated cost of protecting against changes in market value - 5% for one-year sales restrictions and
10% for two-year sales restrictions - had been applied to the fair value of reload options granted to
reflect these sales restrictions. The following assumptions were used in estimating the fair value of
options on grant date for the years ended December 31, 2013, 2012 and 2011:
2013
Expected term of stock options . . . . . . . . . . . . . .
Expected volatility of the Company’s stock . . . . . .
Weighted average volatility . . . . . . . . . . . . . . . . . .
Expected annual dividend per share . . . . . . . . . . .
Risk-free rate . . . . . . . . . . . . . . . . . . . . . . . . . . .
Original Grants
6 years
28.7% - 28.8%
28.8%
$1.84
1.11% - 1.14%
2012
Original Grants
Reload Grants
6 years
1 year
28.5% - 28.6% 22.9% - 23.5%
23.4%
$1.64 - $1.84
1.02% - 1.17% 0.10% - 0.17%
28.6%
$1.64 - $1.84
Expected term of stock options . . . . . . . . . . . . . .
Expected volatility of the Company’s stock . . . . . .
Weighted average volatility . . . . . . . . . . . . . . . . . .
Expected annual dividend per share . . . . . . . . . . .
Risk-free rate . . . . . . . . . . . . . . . . . . . . . . . . . . .
230
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
13. SHARE-BASED INCENTIVE COMPENSATION (Continued)
2011
Original Grants
Reload Grants
Expected term of stock options . . . . . . . . . . . . . .
Expected volatility of the Company’s stock . . . . . .
Weighted average volatility . . . . . . . . . . . . . . . . . .
Expected annual dividend per share . . . . . . . . . . .
Risk-free rate . . . . . . . . . . . . . . . . . . . . . . . . . . .
6 years
1 year
28.0% - 28.6% 15.7% - 17.6%
15.9%
$1.44 - $1.64
1.19% - 2.62% 0.10% - 0.29%
28.2%
$1.44 - $1.64
A summary of stock option activity under the Company’s 2004 Incentive Plan and legacy share-
based incentive compensation plans as of and for the year ended December 31, 2013 is as follows:
Stock Options
Outstanding, beginning of year . . . . . . . . . . .
Original grants . . . . . . . . . . . . . . . . . . . . . .
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited or expired . . . . . . . . . . . . . . . . . .
Weighted
Average
Exercise
Price
$50.58
78.65
45.72
63.13
Number
12,596,208
1,862,670
(3,320,511)
(67,111)
Weighted
Average
Contractual
Life
Remaining
Aggregate
Intrinsic
Value
($ in millions)
Outstanding, end of year . . . . . . . . . . . . . . .
11,071,256
$56.68
6.3 Years
Vested at end of year(1) . . . . . . . . . . . . . . .
7,796,550
$53.40
5.6 Years
Exercisable at end of year . . . . . . . . . . . . . .
4,888,957
$47.05
4.1 Years
$375
$290
$213
(1) Represents awards for which the requisite service has been rendered, including those that are
retirement eligible.
The following table presents additional information regarding original and reload grants for the
years ended December 31, 2013, 2012 and 2011.
2013
Original Grants
Weighted average grant-date fair value of options granted (per share) . . .
Total intrinsic value of options exercised during the year (in millions) . . .
$17.09
$ 122
2012
Original Grants
Reload Grants
Weighted average grant-date fair value of options granted (per share) . . .
Total intrinsic value of options exercised during the year (in millions) . . .
$12.08
$ 102
$4.49
5
$
2011
Original Grants
Reload Grants
Weighted average grant-date fair value of options granted (per share) . . .
Total intrinsic value of options exercised during the year (in millions) . . .
$12.94
76
$
$3.19
$ 11
On February 4, 2014, the Company, under the 2004 Stock Incentive Plan, granted 2,009,087 stock
option awards with an exercise price of $80.35 per share. The fair value attributable to the stock option
awards on the date of grant was $17.22 per share.
231
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
13. SHARE-BASED INCENTIVE COMPENSATION (Continued)
Restricted Stock Units, Deferred Stock Units and Performance Share Award Programs
The Company issues restricted stock unit awards to eligible officers and key employees under the
Equity Awards program established pursuant to the 2004 Incentive Plan. A restricted stock unit
represents the right to receive a share of common stock. These restricted stock unit awards are granted
at market price, generally vest three years from the date of grant, do not have voting rights and the
underlying shares of common stock are not issued until the vesting criteria is satisfied. In addition, the
Company’s board of directors can be issued deferred stock unit awards from (i) an annual award;
(ii) deferred compensation (in lieu of cash retainer); and (iii) dividend reinvestment shares earned on
outstanding deferred compensation.
The Company also has a Performance Share Awards Program pursuant to the 2004 Incentive Plan
which became effective beginning in 2006. Under the program, the Company may issue performance
share awards to certain employees of the Company who hold positions of Vice President (or its
equivalent) or above. The performance awards provide the recipient the right to earn shares of the
Company’s common stock based upon the Company’s attainment of certain performance goals. The
performance goals for performance awards are based on the Company’s adjusted return on equity over
a three-year performance period. Vesting of any performance shares is contingent upon the Company
attaining the relevant performance period minimum threshold return on equity. If the performance
period return on equity is below the minimum threshold, none of the shares will vest. If performance
meets or exceeds the minimum performance threshold, a range of performance shares will vest (50%—
150% for awards granted in February 2010, 50%—130% for awards granted in February 2011, 2012 and
2013; and 50%—150% for awards granted in 2014); depending on the actual return on equity attained.
The fair value of restricted stock units, deferred stock units and performance shares is measured at
the market price of the Company stock at date of grant.
The total fair value of shares that vested during the years ended December 31, 2013, 2012 and
2011 was $151 million, $146 million and $121 million, respectively.
A summary of restricted stock units, deferred stock units and performance share activity under the
Company’s 2004 Incentive Plan and legacy plans as of and for the year ended December 31, 2013 is as
follows:
Restricted and Deferred Stock
Units
Performance Shares
Other Equity Instruments
Outstanding, beginning of year
. . . . . . . . . .
Granted . . . . . . . . . . . . . . . . . . . . . . . . .
Vested . . . . . . . . . . . . . . . . . . . . . . . . . .
Forfeited . . . . . . . . . . . . . . . . . . . . . . . .
Performance-based adjustment . . . . . . . . .
Number
2,196,382
763,358
(962,737)(1)
(67,103)
—
Outstanding, end of year . . . . . . . . . . . . . . .
1,929,900
Weighted Average
Grant-Date
Fair Value
$56.17
79.00
56.92
67.30
—
$64.43
Number
1,438,221
604,057
(811,184)(2)
(37,793)
211,053(3)
1,404,354
Weighted Average
Grant-Date
Fair Value
$58.22
77.29
57.91
65.60
66.16
$68.29
(1) Represents awards for which the requisite service has been rendered.
(2) Reflects the number of performance shares attributable to the performance goals attained over the
completed performance period (three years) and for which service conditions have been met.
(3) Represents the current year change in estimated performance shares to reflect the attainment of
performance goals for the awards that were granted in each of the years 2010 through 2013.
232
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
13. SHARE-BASED INCENTIVE COMPENSATION (Continued)
On February 4, 2014, the Company, under the 2004 Stock Incentive Plan, granted 1,334,775
common stock awards in the form of restricted stock units, deferred stock units and performance share
awards to participating officers, non-employee directors and other key employees. The restricted stock
units and deferred stock units totaled 739,874 shares while the performance share awards totaled
594,901 shares. The fair value per share attributable to the common stock awards on the date of grant
was $80.35.
Share-Based Compensation Cost Recognition
The amount of compensation cost for awards subject to a service condition is based on the number
of shares expected to be issued and is recognized over the time period for which service is to be
provided (requisite service period). Awards granted to retiree-eligible employees or to employees who
become retiree-eligible before an award’s vesting date are considered to have met the requisite service
condition. The compensation cost for awards subject to a performance condition is based upon the
probable outcome of the performance condition, which on the grant date reflects an estimate of
attaining 100% of the performance shares granted. The compensation cost reflects an estimated annual
forfeiture rate from 3.0% to 4.5% over the requisite service period of the awards. That estimate is
revised if subsequent information indicates that the actual number of instruments expected to vest is
likely to differ from previous estimates. Compensation costs for awards are recognized on a
straight-line basis over the requisite service period. For awards that have a graded vesting schedule, the
compensation cost is recognized on a straight-line basis over the requisite service period for each
separate vesting portion of the award as if the award was, in substance, multiple awards. The total
compensation cost for all share-based incentive compensation awards recognized in earnings for the
years ended December 31, 2013, 2012 and 2011 was $129 million, $120 million and $121 million,
respectively. Included in these amounts are compensation cost adjustments of $8 million, $4 million and
$4 million, for the years ended December 31, 2013, 2012 and 2011, respectively, that reflected the cost
associated with the updated estimate of performance shares due to attaining certain performance levels
from the date of the initial grant of the performance awards. The related tax benefits recognized in
earnings were $45 million, $42 million and $42 million for the years ended December 31, 2013, 2012
and 2011, respectively.
At December 31, 2013, there was $120 million of total unrecognized compensation cost related to
all nonvested share-based incentive compensation awards. This includes stock options, restricted and
deferred stock units and performance shares granted under the 2004 Incentive Plan. The unrecognized
compensation cost is expected to be recognized over a weighted-average period of 1.7 years.
Cash received from the exercise of employee stock options under share-based compensation plans
totaled $206 million and $295 million in 2013 and 2012, respectively. The tax benefit realized for tax
deductions from employee stock options exercised during 2013 and 2012 totaled $42 million and
$36 million, respectively.
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS
The Company sponsors a qualified non-contributory defined benefit pension plan, which covers
substantially all U.S. domestic employees and provides benefits under a cash balance formula, except
that employees satisfying certain age and service requirements remain covered by a prior final average
pay formula. In addition, the Company sponsors a nonqualified defined benefit pension plan which
233
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
covers certain highly-compensated employees, pension plans for employees of its foreign subsidiaries,
and a postretirement health and life insurance benefit plan for employees satisfying certain age and
service requirements and for certain retirees.
Obligations and Funded Status
The following tables summarize the funded status, obligations and amounts recognized in the
consolidated balance sheet for the Company’s benefit plans. The Company uses a December 31
measurement date for its pension and postretirement benefit plans.
Qualified
Domestic Pension
Plan
Nonqualified
and Foreign
Pension Plans
Total
(at and for the year ended December 31, in millions)
2013
2012
2013
2012
2013
2012
Change in projected benefit obligation:
Benefit obligation at beginning of year . . . . . . . . . .
Benefits earned . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost on benefit obligation . . . . . . . . . . . . .
Actuarial loss (gain) . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate change . . . . . . . . . .
Acquisition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,055
112
124
(243)
(140)
—
—
$2,706
107
129
225
(112)
—
—
$206
6
8
(19)
(9)
2
15
$ 183
6
9
17
(13)
4
—
$3,261
118
132
(262)
(149)
2
15
$2,889
113
138
242
(125)
4
—
Benefit obligation at end of year . . . . . . . . . . . . .
$2,908
$3,055
$209
$ 206
$3,117
$3,261
Change in plan assets:
Fair value of plan assets at beginning of year . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . .
Company contributions . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency exchange rate change . . . . . . . . . .
Acquisition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,761
453
—
(140)
—
—
$2,414
242
217
(112)
—
—
$ 98
12
6
(9)
2
20
$ 86
10
11
(13)
4
—
$2,859
465
6
(149)
2
20
$2,500
252
228
(125)
4
—
Fair value of plan assets at end of year . . . . . . . . . .
3,074
2,761
129
98
3,203
2,859
Funded status of plan at end of year . . . . . . . . . . .
$ 166
$ (294) $ (80) $(108) $
86
$ (402)
Amounts recognized in the statement of financial
position consist of:
Accrued over-funded benefit plan assets . . . . . . .
Accrued under-funded benefit plan liabilities . . . .
$ 176
(10)
$ — $ 10
(90)
(294)
$ — $ 186
(100)
(108)
$ —
(402)
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 166
$ (294) $ (80) $(108) $
86
$ (402)
Amounts recognized in accumulated other
comprehensive income consist of:
Net actuarial loss . . . . . . . . . . . . . . . . . . . . . . . . . .
Prior service benefit . . . . . . . . . . . . . . . . . . . . . . . .
$ 704
—
$1,300
—
$ 34
—
$ 63
—
$ 738
—
$1,363
—
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 704
$1,300
$ 34
$ 63
$ 738
$1,363
234
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
(at and for the year ended December 31, in millions)
Change in projected benefit obligation:
Benefit obligation at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits earned . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost on benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actuarial loss (gain) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisition . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Postretirement
Benefit Plans
2013
2012
$ 222
—
—
9
(25)
(14)
19
$ 246
—
(31)
12
11
(16)
—
Benefit obligation at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 211
$ 222
Change in plan assets:
Fair value of plan assets at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Company contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 18
—
13
(14)
$ 19
1
14
(16)
Fair value of plan assets at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
17
18
Funded status of plan at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(194) $(204)
Amounts recognized in the statement of financial position consist of:
Accrued under-funded benefit plan liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$(194) $(204)
Amounts recognized in accumulated other comprehensive income consist of:
Net actuarial gain . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Prior service benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ (44) $ (50)
—
(28)
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ (72) $ (50)
Effective January 1, 2013, the Company converted its current prescription drug program for
Medicare-eligible retirees to a group-based company-sponsored Medicare Part D Employer Group
Waiver Plan (EGWP) program. The EGWP structure was made financially attractive for companies due
to changes stemming from health care reform legislation. Under EGWP, the federal direct capitation
payments will be paid to the Company, while the federal reinsurance and pharmaceutical rebates will
be used to offset claims. Due to the transition to EGWP, the Company reduced its prescription drug
liability at December 31, 2012 by approximately $31 million.
The total accumulated benefit obligation for the Company’s defined benefit pension plans was
$3.05 billion and $3.21 billion at December 31, 2013 and 2012, respectively. The Qualified Domestic
Plan accounted for $2.85 billion and $3.01 billion of the total accumulated benefit obligation at
December 31, 2013 and 2012, respectively, whereas the Nonqualified and Foreign Plans accounted for
$0.20 billion of the total accumulated benefit obligation at both December 31, 2013 and 2012.
For pension plans with an accumulated benefit obligation in excess of plan assets, the aggregate
projected benefit obligation was $123 million and $3.25 billion at December 31, 2013 and 2012,
respectively, and the aggregate accumulated benefit obligation was $121 million and $3.20 billion at
235
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
December 31, 2013 and 2012, respectively. The fair value of plan assets for the above plans was
$33 million and $2.85 billion at December 31, 2013 and 2012, respectively.
The Company has discretion regarding whether to provide additional funding and when to provide
such funding to its qualified domestic pension plan. In 2013, there were no required contributions to
the qualified domestic pension plan, and the Company made no voluntary contributions to the qualified
domestic pension plan. In 2012 and 2011, the Company voluntarily made contributions totaling
$217 million and $185 million, respectively, to the qualified domestic pension plan. The Company has
not determined whether or not additional funding will be made during 2014. There is no required
contribution to the qualified domestic pension plan during 2014. With respect to the Company’s foreign
pension plans, there are no significant required contributions in 2014.
The following table summarizes the components of net periodic benefit cost and other amounts
recognized in other comprehensive income related to the benefit plans for the years ended
December 31, 2013, 2012 and 2011.
(in millions)
Pension Plans
Postretirement
Benefit Plans
2013
2012
2011
2013
2012
2011
Net Periodic Benefit Cost:
Service cost
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost on benefit obligation . . . . . . . . . . . . . . . . . .
Expected return on plan assets . . . . . . . . . . . . . . . . . . . .
Amortization of unrecognized:
$ 118
132
(208)
$ 113
138
(187)
$ 98
135
(182)
$ — $ — $—
13
(1)
12
(1)
9
(1)
Prior service benefit . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net actuarial loss (gain) . . . . . . . . . . . . . . . . . . . . . . . .
—
107
—
89
—
76
(2) — —
(1) —
—
Net benefit expense . . . . . . . . . . . . . . . . . . . . . . . . .
$ 149
$ 153
$ 127
$ 6
$ 10
$12
Other Changes in Benefit Plan Assets and Benefit
Obligations Recognized in Other Comprehensive
Income:
Prior service benefit
. . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net actuarial loss (gain) . . . . . . . . . . . . . . . . . . . . . . . . .
Plan amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Amortization of prior service benefit . . . . . . . . . . . . . . . .
Amortization of net actuarial gain (loss) . . . . . . . . . . . . . .
$ — $ — $ — $ — $ — $—
(24)
388
(518)
(5)
11
— (31) —
—
—
— —
—
2
—
1 —
(76) —
(107)
176
—
—
(89)
Total other changes recognized in other
comprehensive income . . . . . . . . . . . . . . . . . . . . .
(625)
87
312
(22)
(19)
(5)
Total other changes recognized in net benefit expense
and other comprehensive income . . . . . . . . . . . . . .
$(476) $ 240
$ 439
$(16) $ (9) $ 7
For the defined benefit pension plans, the estimated net actuarial loss that will be reclassified
(amortized) from accumulated other comprehensive income into net income as part of net periodic
benefit cost over the next fiscal year is $65 million, and there is no estimated prior service benefit to be
amortized over the next fiscal year. For the postretirement benefit plans, the estimated net actuarial
gain that will be reclassified (amortized) from accumulated other comprehensive income into net
236
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
income as part of net periodic benefit cost over the next fiscal year is $2 million, and the estimated
prior service benefit to be amortized over the next fiscal year is $3 million.
Assumptions and Health Care Cost Trend Rate Sensitivity
The following table summarizes assumptions used with regard to the Company’s U.S. qualified
domestic pension plan and the postretirement benefit plan.
(at and for the year ended December 31,)
Assumptions used to determine benefit obligations
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Future compensation increase rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Assumptions used to determine net periodic benefit cost
Discount rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expected long-term rate of return on pension plans’ assets . . . . . . . . . . . . . . . . . . . . . .
Expected long-term rate of return on postretirement benefit plans’ assets . . . . . . . . . . . .
2013
2012
4.96% 4.15%
4.00% 4.00%
4.15% 4.90%
7.50% 7.50%
4.00% 5.00%
Assumed health care cost trend rates
Following year:
Medical (before age 65) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Medical (age 65 and older) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7.25% 7.50%
6.75% 7.50%
Rate to which the cost trend rate is assumed to decline (ultimate trend rate): . . . . . . . . .
5.00% 5.00%
Year that the rate reaches the ultimate trend rate:
Medical (before age 65) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Medical (age 65 and older) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2022
2020
2018
2018
The discount rate assumption used to determine the benefit obligation was based on a yield-curve
approach. Under this approach, a weighted average yield is determined from a hypothetical portfolio of
high quality fixed maturity corporate bonds (rated Aa) available at the year-end valuation date for
which the timing and amount of cash outflows correspond with the timing and amount of the estimated
benefit payouts of the Company’s benefit plan.
In choosing the expected long-term rate of return on plan assets, the Company selected the rate
that was set as the return objective by the Company’s Benefit Plans Investment Committee, which had
considered the historical returns of equity and fixed maturity markets in conjunction with prevailing
economic and financial market conditions.
As an indicator of sensitivity, increasing the assumed health care cost trend rate by 1% would have
increased the accumulated postretirement benefit obligation by $20 million at December 31, 2013, and
the aggregate of the service and interest cost components of net postretirement benefit expense by
$1 million for the year ended December 31, 2013. Decreasing the assumed health care cost trend rate
by 1% would have decreased the accumulated postretirement benefit obligation at December 31, 2013
by $17 million and the aggregate of the service and interest cost components of net postretirement
benefit expense by $1 million for the year ended December 31, 2013.
237
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
The assumptions made for the Company’s foreign pension and postretirement benefit plans are not
materially different from those of the Company’s U.S. qualified domestic pension plan and the
postretirement benefit plan.
Plan Assets
The U.S. qualified domestic pension plan assets are invested for the exclusive benefit of the plan
participants and beneficiaries and are intended, over time, to satisfy the benefit obligations under the
plan. Risk tolerance is established through consideration of plan liabilities, plan funded status and
corporate financial position. The asset mix guidelines have been established and are reviewed quarterly.
These guidelines are intended to serve as tools to facilitate the investment of plan assets to maximize
long-term total return and the ongoing oversight of the plan’s investment performance. Investment risk
is measured and monitored on an ongoing basis through daily and monthly investment portfolio
reviews, annual liability measurements and periodic asset/liability studies.
The Company’s overall investment strategy for the U.S. qualified domestic pension plan is to
achieve a mix of approximately 85% to 90% of investments for long-term growth and 10% to 15% for
near-term benefit payments with a wide diversification of asset types, fund strategies and fund
managers. The current target allocations for plan assets are 55% to 65% equity securities and 20% to
40% fixed income securities, with the remainder allocated to short-term securities. Equity securities
primarily include investments in large, medium and small-cap companies primarily located in the
United States. Fixed income securities include corporate bonds of companies from diversified
industries, mortgage-backed securities, U.S. Treasury securities and debt securities issued by foreign
governments. Other investments include two private equity funds held by the Company’s qualified
defined benefit pension plan. One private equity fund is focused on financial companies, and the other
is focused on real estate-related investments.
Assets of the Company’s foreign pension plans are not significant.
Fair Value Measurement—Pension Plans and Other Postretirement Benefit Assets
For a discussion of the methods employed by the Company to measure the fair value of invested
assets, see note 4. The following discussion of fair value measurements applies exclusively to the
Company’s pension plans and other postretirement benefit assets.
Fair value estimates for equity and bond mutual funds held by the pension plans reflect prices
received from an external pricing service that are based on observable market transactions. These
estimates are included in Level 1.
Short-term securities are carried at fair value which approximates cost plus accrued interest or
amortized discount. The fair value or market value of these is periodically compared to this amortized
cost and is based on significant observable inputs as determined by an external pricing service.
Accordingly, the estimates of fair value for such short-term securities, other than U.S. Treasury
securities and money market mutual funds, provided by an external pricing service are included in the
amount disclosed in Level 2 of the hierarchy. The estimated fair value of U.S. Treasury securities and
money market mutual funds is included in the amount disclosed in Level 1 as the estimates are based
on unadjusted market prices.
238
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
Fair Value Hierarchy—Pension Plans
The following tables present the level within the fair value hierarchy at which the financial assets
of the Company’s pension plans are measured on a recurring basis at December 31, 2013 and 2012.
(at December 31, 2013, in millions)
Total
Level 1
Level 2
Level 3
Invested assets:
Fixed maturities
Obligations of states, municipalities and political
subdivisions . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities issued by foreign governments . .
Mortgage-backed securities, collateralized
mortgage obligations and pass-through
securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . .
Total fixed maturities . . . . . . . . . . . . . . . . .
$
18
14
$ — $ 18
14
—
$—
—
11
447
490
—
11
— 447
— 490
Mutual funds
Equity mutual funds . . . . . . . . . . . . . . . . . . . .
Bond mutual funds . . . . . . . . . . . . . . . . . . . . .
Total mutual funds . . . . . . . . . . . . . . . . . . . .
1,355
446
1,801
1,355
446
1,801
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments(1) . . . . . . . . . . . . . . . . . . . . .
Cash and short-term securities
U.S. Treasury securities . . . . . . . . . . . . . . . . . .
Money market mutual funds . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total cash and short-term securities . . . . . .
571
4
122
19
196
337
570
—
122
19
31
172
—
—
—
1
—
—
—
165
165
—
—
—
—
—
—
—
4
—
—
—
—
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,203
$2,543
$656
$ 4
(1) The fair value estimates of the two private equity funds comprising these investments are
determined by an external fund manager based on recent filings, operating results,
balance sheet stability, growth and other business and market sector fundamentals. Due
to the significant unobservable inputs in these valuations, the total fair value estimates are
disclosed in Level 3.
239
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
(at December 31, 2012, in millions)
Total
Level 1
Level 2
Level 3
Invested assets:
Fixed maturities
Obligations of states, municipalities and political
subdivisions . . . . . . . . . . . . . . . . . . . . . . . . .
Debt securities issued by foreign governments . .
Mortgage-backed securities, collateralized
mortgage obligations and pass-through
securities . . . . . . . . . . . . . . . . . . . . . . . . . . .
All other corporate bonds . . . . . . . . . . . . . . . .
Total fixed maturities . . . . . . . . . . . . . . . . .
$
7
14
$ — $
—
7
14
$—
—
9
383
413
—
9
— 383
— 413
Mutual funds
Equity mutual funds . . . . . . . . . . . . . . . . . . . .
Bond mutual funds . . . . . . . . . . . . . . . . . . . . .
Total mutual funds . . . . . . . . . . . . . . . . . . . .
1,143
406
1,549
1,143
406
1,549
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments(1) . . . . . . . . . . . . . . . . . . . . .
Cash and short-term securities
U.S. Treasury securities . . . . . . . . . . . . . . . . . .
Money market mutual funds . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total cash and short-term securities . . . . . .
450
6
132
22
287
441
450
—
132
22
17
171
—
—
—
—
—
—
—
270
270
—
—
—
—
—
—
—
6
—
—
—
—
Total . . . . . . . . . . . . . . . . . . . . . . . . . . .
$2,859
$2,170
$683
$ 6
(1) The fair value estimates of the two private equity funds comprising these investments are
determined by an external fund manager based on recent filings, operating results,
balance sheet stability, growth and other business and market sector fundamentals. Due
to the significant unobservable inputs in these valuations, the total fair value estimates are
disclosed in Level 3.
240
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
The following table presents the changes in the Level 3 fair value category for the years ended
December 31, 2013 and 2012.
(at and for the year ended December 31, in millions)
Balance at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual return on plan assets:
Other
Investments
2013
2012
$ 6
$ 18
Relating to assets still held . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
Relating to assets sold during the year . . . . . . . . . . . . . . . . . . . . . . . —
Purchases, sales, settlements and maturities:
Purchases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(3)
Settlements/maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Gross transfers into Level 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
Gross transfers out of Level 3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . —
2
—
—
(12)
—
—
(2)
Balance at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 4
$ 6
Other Postretirement Benefit Plan
The Company’s overall investment strategy is to achieve a mix of approximately 35% to 65% of
investments for long-term growth and 35% to 60% for near-term insurance payments with a wide
diversification of asset types, fund strategies and fund managers. The current target allocations for plan
assets are 25% to 75% fixed income securities, with the remainder allocated to short-term securities.
Fixed income securities include corporate bonds of companies from diversified industries, mortgage-
backed securities and U.S. Treasuries.
Fair Value—Other Postretirement Benefit Plan
The Company’s other postretirement benefit plan had financial assets of $17 million and
$18 million at December 31, 2013 and 2012, respectively, which are measured at fair value on a
recurring basis. The assets are primarily short-term securities and corporate bonds, and categorized as
level 2 in the fair value hierarchy.
241
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
14. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS (Continued)
Estimated Future Benefit Payments
The following table presents the estimated benefits expected to be paid by the Company’s pension
and postretirement benefit plans for the next ten years (reflecting estimated future employee service).
(in millions)
Benefits Expected to be Paid
Pension Plans
Postretirement
Benefit Plans
2014 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2015 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2016 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2019 through 2023 . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 165
176
187
198
209
1,165
$15
15
15
15
14
70
Savings Plan
The Company has a savings plan, The Travelers 401(k) Savings Plan (the Savings Plan), in which
substantially all U.S. domestic Company employees are eligible to participate. Under the Savings Plan,
the Company matches employee contributions up to 5% of eligible pay, with a maximum annual match
of $6,000 which becomes 100% vested after three years of service. For the year ended December 31,
2011, existing employees whose annual base salary on December 31, 2010 was $175,000 or more, and
employees hired during 2011 at an annual base salary of $175,000 or more, were not eligible for the
Company’s matching contribution. The Company’s matching contribution is made in cash and invested
according to the employee’s current investment elections. The Company’s matching contribution can be
reinvested at any time into any other investment option. The Company’s non-U.S. employees
participate in separate savings plans. The total expense related to all of the savings plans was
$100 million, $92 million and $90 million for the years ended December 31, 2013, 2012 and 2011,
respectively.
Included in the Savings Plan are a legacy Savings Plus Plan (SPP) and a Stock Ownership Plan
(SOP) in which substantially all employees who were hired by legacy SPC before April 1, 2004 were
eligible to participate. In 2004 under the SPP, the Company matched 100% of employees’ contributions
up to a maximum of 6% of their salary. The match was in the form of preferred shares, to the extent
available in the SOP, or in the Company’s common shares. Also allocated to participants were
preferred shares equal to the value of dividends on previously allocated shares. Each share of preferred
stock paid a dividend of $11.72 annually and was convertible into eight shares of the Company’s
common stock. The SOP has no preferred shares available for future allocations. As described in more
detail in note 9 above, all preferred shares outstanding on June 7, 2011 (190,083 shares) were
converted into a total of 1.52 million shares of the Company’s common stock.
All common shares held by the Savings Plan are considered outstanding for diluted EPS
computations and dividends paid on all shares are charged to retained earnings.
15. LEASES
Rent expense was $196 million, $192 million and $191 million in 2013, 2012 and 2011, respectively.
242
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
15. LEASES (Continued)
Future minimum annual rental payments under noncancellable operating leases for 2014, 2015,
2016, 2017 and 2018 are $178 million, $160 million, $137 million, $106 million and $69 million,
respectively, and $166 million for 2019 and thereafter. Future sublease rental income aggregating
approximately $6 million will partially offset these commitments.
16. 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-Related Proceedings
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, including, among others, the litigation described below. 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.
Asbestos Direct Action Litigation—In October 2001 and April 2002, two purported class action suits
(Wise v. Travelers and Meninger v. Travelers) were filed against Travelers Property Casualty Corp. (TPC),
a wholly-owned subsidiary of the Company, and other insurers (not including The St. Paul
Companies, Inc. (SPC), which was acquired by TPC in 2004) in state court in West Virginia. These and
other cases subsequently filed in West Virginia were consolidated into a single proceeding in the Circuit
Court of Kanawha County, West Virginia. The plaintiffs allege that the insurer defendants engaged in
unfair trade practices in violation of state statutes by inappropriately handling and settling asbestos
claims. The plaintiffs seek to reopen large numbers of settled asbestos claims and to impose liability for
damages, including punitive damages, directly on insurers. Similar lawsuits alleging inappropriate
handling and settling of asbestos claims were filed in Massachusetts and Hawaii state courts. These
suits are collectively referred to as the Statutory and Hawaii Actions.
In March 2002, the plaintiffs in consolidated asbestos actions pending before a mass tort panel of
judges in West Virginia state court amended their complaint to include TPC as a defendant, alleging
that TPC and other insurers breached alleged duties to certain users of asbestos products. The
plaintiffs seek damages, including punitive damages. Lawsuits seeking similar relief and raising similar
allegations, primarily violations of purported common law duties to third parties, have also been
asserted in various state courts against TPC and SPC. The claims asserted in these suits are collectively
referred to as the Common Law Claims.
In response to these claims, TPC moved to enjoin the Statutory Actions and the Common Law
Claims in the federal bankruptcy court that had presided over the bankruptcy of TPC’s former
policyholder Johns-Manville Corporation on the ground that the suits violated injunctions entered in
connection with confirmation of the Johns-Manville bankruptcy (the ‘‘1986 Orders’’). The bankruptcy
243
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
16. CONTINGENCIES, COMMITMENTS AND GUARANTEES (Continued)
court issued a temporary restraining order and referred the parties to mediation. In November 2003,
the parties reached a settlement of the Statutory and Hawaii Actions, which included a lump-sum
payment of up to $412 million by TPC, subject to a number of significant contingencies. In May 2004,
the parties reached a settlement resolving substantially all pending and similar future Common Law
Claims against TPC, which included a payment of up to $90 million by TPC, subject to similar
contingencies. Among the contingencies for each of these settlements was that the bankruptcy court
issue an order, which must become a final order, clarifying that all of these claims, and similar future
asbestos-related claims against TPC, as well as related contribution claims, are barred by the 1986
Orders.
On August 17, 2004, the bankruptcy court entered an order approving the settlements and
clarifying that the 1986 Orders barred the pending Statutory and Hawaii Actions and substantially all
Common Law Claims pending against TPC (the ‘‘Clarifying Order’’). The Clarifying Order also applies
to similar direct action claims that may be filed in the future. Although the District Court substantially
affirmed the Clarifying Order, on February 15, 2008, the Second Circuit issued an opinion vacating on
jurisdictional grounds the District Court’s approval of the Clarifying Order.
On December 12, 2008, the United States Supreme Court granted TPC’s Petition for Writ of
Certiorari and, on June 18, 2009, the Supreme Court reversed the Second Circuit’s February 15, 2008
decision, finding, among other things, that the 1986 Orders are final and therefore may not be
collaterally challenged on jurisdictional grounds. The Supreme Court further ruled that the bankruptcy
court had jurisdiction to issue the Clarifying Order. However, since the Second Circuit had not ruled
on certain additional issues, principally related to procedural matters and the adequacy of notice
provided to certain parties, the Supreme Court remanded the case to the Second Circuit for further
proceedings on those specific issues.
On March 22, 2010, the Second Circuit issued an opinion in which it found that the notice of the
1986 Orders provided to one remaining objector was insufficient to bar contribution claims by that
objector against TPC. TPC’s Petition for Rehearing and Rehearing En Banc was denied May 25, 2010
and its Petition for Writ of Certiorari and Petition for a Writ of Mandamus were denied by the United
States Supreme Court on November 29, 2010.
The plaintiffs in the Statutory and Hawaii actions and the Common Law Claims actions thereafter
filed motions in the bankruptcy court to compel TPC to make payment under the settlement
agreements, arguing that all conditions precedent to the settlements had been met. On December 16,
2010, the bankruptcy court granted the plaintiffs’ motions and ruled that TPC was required to fund the
settlements. The court entered judgment against TPC on January 20, 2011 in accordance with this
ruling and ordered TPC to pay the settlement amounts plus prejudgment interest. The bankruptcy
court’s judgment was reversed by the district court on March 1, 2012, the district court having found
that the conditions to the settlements had not been met in view of the Second Circuit’s March 22, 2010
ruling permitting the filing of contribution claims against TPC. The plaintiffs appealed the district
court’s March 1, 2012 decision to the Second Circuit Court of Appeals. Oral argument before the
Second Circuit took place on January 10, 2013, and the parties await the court’s decision.
SPC, which is not covered by the Manville bankruptcy court rulings or the settlements described
above, from time to time has been named as a defendant in direct action cases in Texas state court
asserting common law claims. All such cases that are still pending and in which SPC has been served
are currently on the inactive docket in Texas state court. If any of those cases becomes active, SPC
244
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
16. CONTINGENCIES, COMMITMENTS AND GUARANTEES (Continued)
intends to litigate those cases vigorously. SPC was previously a defendant in similar direct actions in
Ohio state court, which have been dismissed following favorable rulings by Ohio trial and appellate
courts. From time to time, SPC and/or its subsidiaries have been named in similar individual direct
actions in other jurisdictions.
Outcome and Impact of Asbestos and Environmental Claims and Litigation. 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.
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. 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 Contingencies
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. By order dated October 22, 2010, the trial court corrected
certain clerical errors and made certain clarifications to the August 17, 2010 order. On October 25,
2010, judgment was entered against American Re and the other three insurers, awarding USF&G
$420 million, comprising $251 million ceded under the terms of the disputed reinsurance contract plus
interest of 9% amounting to $169 million as of that date. The judgment, including the award of
interest, was appealed by the reinsurers to the New York Supreme Court, Appellate Division, First
Department. On January 24, 2012, the Appellate Division affirmed the judgment. On January 30, 2012,
the reinsurers filed a motion with the Appellate Division seeking permission to appeal its decision to
the New York Court of Appeals, and on March 12, 2012, the Appellate Division granted the reinsurers’
motion. On February 7, 2013, the Court of Appeals issued an opinion that largely affirmed the
summary judgment in USF&G’s favor, while modifying in part the summary judgment with respect to
two discrete issues and remanding the case to the trial court for determination of those issues. The
Company believes it has a meritorious position on each of these issues and intends to pursue its claim
vigorously. On May 2, 2013, the Court of Appeals denied a motion by reinsurers to reconsider the
February 7, 2013 opinion. In November 2013, the Company entered into a settlement agreement with
one of the reinsurers. At December 31, 2013, the claim totaled $466 million, comprising the
245
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
16. CONTINGENCIES, COMMITMENTS AND GUARANTEES (Continued)
$238 million of reinsurance recoverable plus interest amounting to $228 million as of that date. Interest
will continue to accrue at 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.
In an unrelated action, The Travelers Indemnity Company is one of the Settlement Class plaintiffs
and a class member in a class action lawsuit captioned Safeco Insurance Company of America, et al. v
American International Group, Inc. et al. (U.S. District Court, N.D. Ill.) in which the defendants are
alleged to have engaged in the under-reporting of workers’ compensation premium in connection with
a workers’ compensation reinsurance pool in which several subsidiaries of the Company participate. On
July 26, 2011, the court granted preliminary approval of a class settlement pursuant to which the
defendants agreed to pay $450 million to the class. On December 21, 2011, the court entered an order
granting final approval of the settlement, and on February 28, 2012, the district court issued a written
opinion approving the settlement. On March 27, 2012, three parties who objected to the settlement
appealed the court’s orders approving the settlement to the U.S. Court of Appeals for the Seventh
Circuit. On January 11, 2013, all parties, including the three parties who had objected to the
settlement, filed a Stipulation of Dismissal indicating that there were no longer any objections to the
settlement. On March 25, 2013, the Seventh Circuit dismissed the appeals. On April 16, 2013, the
Seventh Circuit issued its mandate returning the case to the district court for administration of the
settlement. Prior to receiving payment, the Company accounted for its anticipated allocation from the
settlement fund as a gain contingency in accordance with FASB Topic 450, Contingencies. On June 26,
2013, the Company received payment of approximately $91 million, comprising 98% of its allocation
from the settlement fund. On November 11, 2013, the Company received payment of approximately
$2 million, comprising the remaining 2% to be paid from the settlement fund. The combination of the
payments received in June and November 2013 totaling $93 million, less approximately $2 million
remitted to another insurer, resulted in a net gain of $91 million that is reported in ‘‘Other revenues’’
in the Company’s consolidated statement of income.
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 $1.52 billion
and $1.27 billion at December 31, 2013 and 2012, respectively.
Guarantees
In the ordinary course of selling businesses to third parties, the Company has agreed to indemnify
purchasers for losses arising out of breaches of representations and warranties with respect to the
businesses being sold, covenants and obligations of the Company and/or its subsidiaries following the
closing, and in certain cases obligations arising from undisclosed liabilities, adverse reserve development
and imposition of additional taxes due to either a change in the tax law or an adverse interpretation of
the tax law. Such indemnification provisions generally are applicable from the closing date to the
246
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
16. CONTINGENCIES, COMMITMENTS AND GUARANTEES (Continued)
expiration of the relevant statutes of limitations, although, in some cases, there may be agreed upon
term limitations or no term limitations. Certain of these contingent obligations are subject to
deductibles which have to be incurred by the obligee before the Company is obligated to make
payments. The maximum amount of the Company’s contingent obligation for indemnifications related
to the sale of businesses that are quantifiable was $465 million at December 31, 2013, of which
$9 million was recognized on the balance sheet at that date.
The Company also has contingent obligations for guarantees related to certain investments, third-
party loans related to certain investments, certain insurance policy obligations of former insurance
subsidiaries, and various other indemnifications. The Company also provides standard indemnifications
to service providers in the normal course of business. The indemnification clauses are often standard
contractual terms. Certain of these guarantees and indemnifications have no stated or notional amounts
or limitation to the maximum potential future payments, and, accordingly, the Company is unable to
develop an estimate of the maximum potential payments for such arrangements. 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 $153 million at December 31, 2013, 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 December 31, 2013, all of which is indemnified by a third party.
17. NONCASH INVESTING AND FINANCING ACTIVITIES
There were no material noncash financing or investing activities during the years ended
December 31, 2013, 2012 and 2011.
18. 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. has fully and unconditionally guaranteed certain debt
obligations of TPC, which totaled $700 million at December 31, 2013.
Prior to the merger of TPC and SPC 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, The
Travelers Companies, Inc. 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.
247
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF INCOME (Unaudited)
For the year ended December 31, 2013
(in millions)
TPC
Other
Subsidiaries
Travelers(2)
Eliminations
Consolidated
Revenues
Premiums . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains(1) . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . .
$15,262
1,830
393
126
225
Total revenues . . . . . . . . . . . . . . . . . . .
17,836
Claims and expenses
Claims and claim adjustment expenses . . .
Amortization of deferred acquisition costs .
General and administrative expenses . . . . .
Interest expense . . . . . . . . . . . . . . . . . . .
8,817
2,571
2,570
53
Total claims and expenses . . . . . . . . . .
14,011
Income (loss) before income taxes . . . . .
Income tax expense (benefit) . . . . . . . . . .
Net income of subsidiaries . . . . . . . . . . . .
3,825
1,054
—
$7,375
879
2
38
52
8,346
4,490
1,250
1,174
—
6,914
1,432
388
—
$ —
7
—
2
—
9
—
—
13
308
321
$ —
—
—
—
—
—
—
—
—
—
—
(312)
(170)
3,815
—
—
(3,815)
$22,637
2,716
395
166
277
26,191
13,307
3,821
3,757
361
21,246
4,945
1,272
—
Net income . . . . . . . . . . . . . . . . . . . . .
$ 2,771
$1,044
$3,673
$(3,815)
$ 3,673
(1) Total other-than-temporary impairment (OTTI) for the year ended December 31, 2013, 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)
Total OTTI gains (losses) . . . . . . . . . . . . . . .
OTTI losses recognized in net realized
TPC
$ (8)
investment gains . . . . . . . . . . . . . . . . . . . .
OTTI gains recognized in OCI . . . . . . . . . . .
$(10)
$ 2
Other
Subsidiaries
$(2)
$(5)
$ 3
Travelers(2)
Eliminations
Consolidated
$—
$—
$—
$—
$—
$—
$(10)
$(15)
$ 5
(2) The Travelers Companies, Inc., excluding its subsidiaries.
248
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF INCOME (Unaudited)
For the year ended December 31, 2012
(in millions)
TPC
Other
Subsidiaries
Travelers(2)
Eliminations
Consolidated
Revenues
Premiums . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains(1) . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . .
$15,158
1,912
321
29
87
Total revenues . . . . . . . . . . . . . . . . . . .
17,507
Claims and expenses
Claims and claim adjustment expenses . . .
Amortization of deferred acquisition costs .
General and administrative expenses . . . . .
Interest expense . . . . . . . . . . . . . . . . . . .
9,908
2,636
2,445
73
Total claims and expenses . . . . . . . . . .
15,062
Income (loss) before income taxes . . . . .
Income tax expense (benefit) . . . . . . . . . .
Net income of subsidiaries . . . . . . . . . . . .
2,445
588
—
$7,199
968
2
22
34
8,225
4,768
1,274
1,161
—
7,203
1,022
224
—
$ —
9
—
—
(1)
$ —
—
—
—
—
8
—
—
4
305
309
—
—
—
—
—
—
(301)
(119)
2,655
—
—
(2,655)
$22,357
2,889
323
51
120
25,740
14,676
3,910
3,610
378
22,574
3,166
693
—
Net income . . . . . . . . . . . . . . . . . . . . .
$ 1,857
$ 798
$2,473
$(2,655)
$ 2,473
(1) Total other-than-temporary impairment (OTTI) for the year ended December 31, 2012, 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)
Total OTTI gains . . . . . . . . . . . . . . . . . . . . .
OTTI losses recognized in net realized
TPC
$18
investment gains . . . . . . . . . . . . . . . . . . . .
OTTI gains recognized in OCI . . . . . . . . . . . .
$ (9)
$27
Other
Subsidiaries
$ 9
$ (6)
$15
Travelers(2)
Eliminations
Consolidated
$—
$—
$—
$—
$—
$—
$ 27
$(15)
$ 42
(2) The Travelers Companies, Inc., excluding its subsidiaries.
249
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF INCOME (Unaudited)
For the year ended December 31, 2011
(in millions)
TPC
Other
Subsidiaries
Travelers(2)
Eliminations
Consolidated
Revenues
Premiums . . . . . . . . . . . . . . . . . . . . . . . .
Net investment income . . . . . . . . . . . . . .
Fee income . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains (losses)(1) . .
Other revenues . . . . . . . . . . . . . . . . . . . .
$14,903
1,933
294
10
103
Total revenues . . . . . . . . . . . . . . . . . . .
17,243
Claims and expenses
Claims and claim adjustment expenses . . .
Amortization of deferred acquisition costs .
General and administrative expenses . . . . .
Interest expense . . . . . . . . . . . . . . . . . . .
Total claims and expenses . . . . . . . . . .
Income (loss) before income taxes . . . . .
Income tax expense (benefit) . . . . . . . . . .
Net income of subsidiaries . . . . . . . . . . . .
10,906
2,594
2,377
73
15,950
1,293
111
—
$7,187
938
2
50
23
8,200
5,370
1,282
1,152
—
7,804
396
14
—
$ —
8
—
(5)
—
$ —
—
—
—
—
3
—
—
27
313
340
—
—
—
—
—
—
(337)
(199)
1,564
—
—
(1,564)
$22,090
2,879
296
55
126
25,446
16,276
3,876
3,556
386
24,094
1,352
(74)
—
Net income . . . . . . . . . . . . . . . . . . . . .
$ 1,182
$ 382
$1,426
$(1,564)
$ 1,426
(1) Total other-than-temporary impairment (OTTI) for the year ended December 31, 2011, 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)
Total OTTI gains . . . . . . . . . . . . . . . . . . . . .
OTTI losses recognized in net realized
TPC
$ 15
investment gains (losses) . . . . . . . . . . . . . .
OTTI gains recognized in OCI . . . . . . . . . . .
$(15)
$ 30
Other
Subsidiaries
$ 15
$(10)
$ 25
Travelers(2)
Eliminations
Consolidated
$—
$—
$—
$—
$—
$—
$ 30
$(25)
$ 55
(2) The Travelers Companies, Inc., excluding its subsidiaries.
250
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)
For the year ended December 31, 2013
(in millions)
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
Net income . . . . . . . . . . . . . . . . . . . . . . .
$ 2,771
$1,044
$ 3,673
$(3,815)
$ 3,673
Other comprehensive income (loss):
Changes in net unrealized gains on
investment securities:
Having no credit losses recognized in
the consolidated statement of income .
(1,982)
(771)
(2,734)
3
647
(112)
(2,196)
(770)
(1,426)
—
(1,426)
Having credit losses recognized in the
consolidated statement of income . . . .
Net changes in benefit plan assets and
obligations . . . . . . . . . . . . . . . . . . . . . .
Net changes in unrealized foreign currency
translation . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss)
before income taxes and other
comprehensive loss of subsidiaries .
Income tax expense (benefit) . . . . . . . . . .
Other comprehensive income (loss),
net of taxes, before other
comprehensive loss of subsidiaries .
Other comprehensive loss of subsidiaries . .
4
12
(1)
19
(92)
(20)
(2,058)
(719)
(773)
(273)
19
—
616
—
635
222
—
—
—
—
—
—
Other comprehensive loss . . . . . . . . .
(1,339)
(1,339)
—
(500)
—
(500)
413
(1,839)
(1,426)
—
1,839
1,839
Comprehensive income . . . . . . . . . . .
$ 1,432
$ 544
$ 2,247
$(1,976)
$ 2,247
(1) The Travelers Companies, Inc., excluding its subsidiaries.
251
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)
For the year ended December 31, 2012
(in millions)
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
Net income . . . . . . . . . . . . . . . . . . . . . . . .
$1,857
$798
$2,473
$(2,655)
$2,473
Other comprehensive income:
Changes in net unrealized gains on
investment securities:
Having no credit losses recognized in the
consolidated statement of income . . . .
Having credit losses recognized in the
consolidated statement of income . . . .
Net changes in benefit plan assets and
obligations . . . . . . . . . . . . . . . . . . . . . . .
Net changes in unrealized foreign currency
248
57
(6)
translation . . . . . . . . . . . . . . . . . . . . . . .
(19)
23
24
(5)
62
Other comprehensive income (loss)
before income taxes and other
comprehensive income of
subsidiaries . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . .
Other comprehensive income (loss),
net of taxes, before other
comprehensive income of
subsidiaries . . . . . . . . . . . . . . . . . .
Other comprehensive income of subsidiaries
Other comprehensive income . . . . . . .
280
101
104
21
179
—
179
83
—
83
10
—
(58)
—
(48)
(17)
(31)
262
231
—
—
—
—
—
—
—
(262)
(262)
281
81
(69)
43
336
105
231
—
231
Comprehensive income . . . . . . . . . . . .
$2,036
$881
$2,704
$(2,917)
$2,704
(1) The Travelers Companies, Inc., excluding its subsidiaries.
252
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)
For the year ended December 31, 2011
(in millions)
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
Net income . . . . . . . . . . . . . . . . . . . . . . . .
$1,182
$382
$1,426
$(1,564)
$1,426
—
—
—
—
—
—
1,570
4
(307)
(90)
1,177
427
Other comprehensive income:
Changes in net unrealized gains on
investment securities:
Having no credit losses recognized in the
consolidated statement of income . . . .
Having credit losses recognized in the
1,100
472
consolidated statement of income . . . .
(10)
Net changes in benefit plan assets and
obligations . . . . . . . . . . . . . . . . . . . . . . .
(5)
Net changes in unrealized foreign currency
14
1
(2)
—
(303)
translation . . . . . . . . . . . . . . . . . . . . . . .
(76)
(14)
—
Other comprehensive income (loss)
before income taxes and other
comprehensive income of
subsidiaries . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . .
Other comprehensive income (loss),
net of taxes, before other
comprehensive income of
subsidiaries . . . . . . . . . . . . . . . . . .
Other comprehensive income of subsidiaries
Other comprehensive income . . . . . . .
1,009
356
473
177
(305)
(106)
653
—
653
296
—
296
(199)
949
750
—
(949)
(949)
750
—
750
Comprehensive income . . . . . . . . . . . .
$1,835
$678
$2,176
$(2,513)
$2,176
(1) The Travelers Companies, Inc., excluding its subsidiaries.
253
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING BALANCE SHEET (Unaudited)
At December 31, 2013
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
(in millions)
Assets
Fixed maturities, available for sale, at fair value
(amortized cost $62,196) . . . . . . . . . . . . . . .
Equity securities, available for sale, at fair value
(cost $686) . . . . . . . . . . . . . . . . . . . . . . . .
Real estate investments . . . . . . . . . . . . . . . . .
Short-term securities . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
$43,720
$20,199
$
37
$
329
33
1,867
2,450
484
905
492
990
Total investments . . . . . . . . . . . . . . . . . . . .
48,399
23,070
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment income accrued . . . . . . . . . . . . . .
Premiums receivable . . . . . . . . . . . . . . . . . . .
Reinsurance recoverables . . . . . . . . . . . . . . . .
Ceded unearned premiums . . . . . . . . . . . . . . .
Deferred acquisition costs
. . . . . . . . . . . . . . .
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . .
Contractholder receivables . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . .
Investment in subsidiaries . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . .
137
499
4,124
6,292
712
1,570
279
3,179
2,619
250
—
2,010
154
231
2,001
3,421
89
234
86
1,149
1,015
101
—
357
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(28,616)
—
$ 63,956
943
938
3,882
3,441
73,160
294
734
6,125
9,713
801
1,804
303
4,328
3,634
351
—
2,565
130
—
1,523
1
1,691
3
4
—
—
—
—
(62)
—
—
—
28,616
198
Total assets . . . . . . . . . . . . . . . . . . . . . . . .
$70,070
$31,908
$ 30,450
$(28,616)
$103,812
Liabilities
Claims and claim adjustment expense reserves . .
Unearned premium reserves . . . . . . . . . . . . . .
Contractholder payables . . . . . . . . . . . . . . . . .
Payables for reinsurance premiums . . . . . . . . .
Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . .
$33,506
8,188
3,179
127
692
4,109
Total liabilities . . . . . . . . . . . . . . . . . . . . .
49,801
Shareholders’ equity
Common stock (1,750.0 shares authorized;
353.5 shares issued and outstanding) . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income . . . .
Treasury stock, at cost (401.5 shares) . . . . . . . .
Total shareholders’ equity . . . . . . . . . . . . . .
—
11,634
7,868
767
—
20,269
$17,389
3,662
1,149
171
—
1,180
23,551
390
6,502
1,042
423
—
8,357
$
—
—
—
—
5,654
10
5,664
21,500
—
24,281
810
(21,805)
24,786
$
—
—
—
—
—
—
—
(390)
(18,136)
(8,900)
(1,190)
—
(28,616)
$ 50,895
11,850
4,328
298
6,346
5,299
79,016
21,500
—
24,291
810
(21,805)
24,796
Total liabilities and shareholders’ equity . . . .
$70,070
$31,908
$ 30,450
$(28,616)
$103,812
(1) The Travelers Companies, Inc., excluding its subsidiaries.
254
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING BALANCE SHEET (Unaudited)
At December 31, 2012
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
(in millions)
Assets
Fixed maturities, available for sale, at fair value
(amortized cost $60,829) . . . . . . . . . . . . . . .
Equity securities, available for sale, at fair value
(cost $462) . . . . . . . . . . . . . . . . . . . . . . . .
Real estate investments . . . . . . . . . . . . . . . . .
Short-term securities . . . . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
$44,336
$21,019
$
38
$
153
33
1,187
2,443
386
850
338
990
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
(28,562)
—
$ 65,393
645
883
3,483
3,434
73,838
330
752
5,872
10,712
856
1,792
4,806
3,365
381
—
2,234
106
—
1,958
1
2,103
2
5
—
—
—
—
—
—
—
28,562
18
Total investments . . . . . . . . . . . . . . . . . . . .
48,152
23,583
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment income accrued . . . . . . . . . . . . . .
Premiums receivable . . . . . . . . . . . . . . . . . . .
Reinsurance recoverables . . . . . . . . . . . . . . . .
Ceded unearned premiums . . . . . . . . . . . . . . .
Deferred acquisition costs
. . . . . . . . . . . . . . .
Contractholder receivables . . . . . . . . . . . . . . .
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets . . . . . . . . . . . . . . . . . .
Investment in subsidiaries . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . .
177
507
3,944
7,112
698
1,560
3,540
2,411
268
—
1,930
151
240
1,928
3,600
158
232
1,266
954
113
—
286
Total assets . . . . . . . . . . . . . . . . . . . . . . . .
$70,299
$32,511
$ 30,690
$(28,562)
$104,938
Liabilities
Claims and claim adjustment expense reserves . .
Unearned premium reserves . . . . . . . . . . . . . .
Contractholder payables . . . . . . . . . . . . . . . . .
Payables for reinsurance premiums . . . . . . . . .
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . .
Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . .
$33,598
7,751
3,540
151
316
1,191
4,107
Total liabilities . . . . . . . . . . . . . . . . . . . . .
50,654
Shareholders’ equity
Common stock (1,750.0 shares authorized;
377.4 shares issued and outstanding) . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income . . . .
Treasury stock, at cost (372.3 shares) . . . . . . . .
Total shareholders’ equity . . . . . . . . . . . . . .
—
11,135
6,404
2,106
—
19,645
$17,324
3,490
1,266
195
123
—
1,186
23,584
390
6,501
1,113
923
—
8,927
$
—
—
—
—
(101)
5,159
237
5,295
21,161
—
21,342
2,236
(19,344)
25,395
$
—
—
—
—
—
—
—
—
(390)
(17,636)
(7,507)
(3,029)
—
(28,562)
$ 50,922
11,241
4,806
346
338
6,350
5,530
79,533
21,161
—
21,352
2,236
(19,344)
25,405
Total liabilities and shareholders’ equity . . . .
$70,299
$32,511
$ 30,690
$(28,562)
$104,938
(1) The Travelers Companies, Inc., excluding its subsidiaries.
255
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)
For the twelve months ended December 31, 2013
(in millions)
Cash flows from operating activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net adjustments to reconcile net income to net cash
provided by operating activities . . . . . . . . . . . .
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
$ 2,771
$ 1,044
$ 3,673
$(3,815)
$ 3,673
(497)
413
1,457
(1,665)
2,008
1,892
(1,923)
Net cash provided by operating activities . . . . . . .
2,274
Cash flows from investing activities
Proceeds from maturities of fixed maturities . . . . .
Proceeds from sales of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
Purchases of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
Net sales (purchases) of short-term securities . . . . .
Securities transactions in course of settlement . . . .
Acquisition, net of cash acquired . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities .
Cash flows from financing activities
Payment of debt . . . . . . . . . . . . . . . . . . . . . . . .
Issuance of debt . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to shareholders . . . . . . . . . . . . . .
Issuance of common stock—employee share options
Treasury stock acquired—share repurchase
authorization . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—net employee share-based
compensation . . . . . . . . . . . . . . . . . . . . . . . .
Excess tax benefits from share-based payment
arrangements . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to parent company . . . . . . . . . . . .
Capital contributions, loans and other transactions
5,484
2,419
989
45
—
489
(6,260)
(21)
(1)
(320)
(272)
(2)
(773)
(365)
(1,007)
(500)
—
—
—
—
—
641
41
18
273
(3,201)
(34)
(106)
(126)
(52)
24
(224)
(8)
(335)
—
—
—
—
—
—
—
(1,307)
—
(1,116)
between subsidiaries
. . . . . . . . . . . . . . . . . . .
500
—
1
5
—
—
—
(6)
(2)
—
—
435
(1)
—
—
432
—
494
(729)
206
(2,400)
(61)
51
—
—
Net cash used in financing activities . . . . . . . . . .
(1,307)
(1,116)
(2,439)
143
3,816
7,904
1,635
86
18
762
(9,467)
(57)
(107)
(446)
111
21
(997)
(373)
(910)
(500)
494
(729)
206
(2,400)
(61)
51
—
—
(2,939)
(3)
(36)
330
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
2,423
(500)
1,923
—
—
—
Effect of exchange rate changes on cash . . . . . . . .
Net increase (decrease) in cash . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . .
Cash at beginning of year
Cash at end of year . . . . . . . . . . . . . . . . . . . . .
Supplemental disclosure of cash flow information
Income taxes paid (received) . . . . . . . . . . . . . . .
Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . .
—
(40)
177
137
942
60
$
$
$
(1) The Travelers Companies, Inc., excluding its subsidiaries.
256
(3)
3
151
154
$
—
1
2
3
$
$ —
$
294
$
325
$ —
$ (210)
295
$
$ —
$ —
$ 1,057
355
$
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)
For the twelve months ended December 31, 2012
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
$ 1,857
$
798
$ 2,473
$(2,655)
$ 2,473
715
2,572
7
805
(700)
1,773
735
(1,920)
5,905
2,462
355
16
53
280
(3,077)
(28)
(95)
(163)
44
(36)
—
(189)
—
—
—
—
—
—
(567)
(567)
4
53
98
2
2
—
—
—
(9)
(2)
—
—
381
(1)
—
373
(258)
(694)
295
(1,474)
(53)
38
—
(2,146)
—
—
2
2
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
1,920
1,920
—
—
—
$ —
$ —
$ —
$
151
$
$
108
$ —
$ (207)
302
$
757
3,230
8,369
1,087
37
53
835
(10,447)
(48)
(95)
(534)
117
(23)
(323)
(972)
(258)
(694)
295
(1,474)
(53)
38
—
(2,146)
4
116
214
330
188
375
$
$
$
(in millions)
Cash flows from operating activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net adjustments to reconcile net income to net cash
provided by operating activities . . . . . . . . . . . .
Net cash provided by operating activities . . . . . . .
Cash flows from investing activities
Proceeds from maturities of fixed maturities . . . . .
Proceeds from sales of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
Purchases of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
Net sales (purchases) of short-term securities . . . . .
Securities transactions in course of settlement . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities .
Cash flows from financing activities
Payment of debt . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to shareholders . . . . . . . . . . . . . .
Issuance of common stock—employee share options
Treasury stock acquired—share repurchase
authorization . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—net employee share-based
compensation . . . . . . . . . . . . . . . . . . . . . . . .
Excess tax benefits from share-based payment
arrangements . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to parent company . . . . . . . . . . . .
Net cash used in financing activities . . . . . . . . . .
Effect of exchange rate changes on cash . . . . . . . .
Net increase in cash . . . . . . . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . .
Cash at beginning of year
Cash at end of year . . . . . . . . . . . . . . . . . . . . .
Supplemental disclosure of cash flow information
Income taxes paid (received) . . . . . . . . . . . . . . .
Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . .
730
21
—
555
(7,361)
(18)
—
(371)
(308)
14
(323)
(1,156)
—
—
—
—
—
—
(1,353)
(1,353)
—
63
114
177
287
73
$
$
$
(1) The Travelers Companies, Inc., excluding its subsidiaries.
257
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
18. CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND
SUBSIDIARIES (Continued)
CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)
For the twelve months ended December 31, 2011
(in millions)
Cash flows from operating activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net adjustments to reconcile net income to net cash
provided by operating activities . . . . . . . . . . . .
Net cash provided by operating activities . . . . . . .
Cash flows from investing activities
Proceeds from maturities of fixed maturities . . . . .
Proceeds from sales of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
Purchases of investments:
Fixed maturities . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . .
Real estate investments
. . . . . . . . . . . . . . . . .
Other investments . . . . . . . . . . . . . . . . . . . . .
Net sales of short-term securities . . . . . . . . . . . . .
Securities transactions in course of settlement . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by (used in) investing activities .
Cash flows from financing activities
Payment of debt . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to shareholders . . . . . . . . . . . . . .
Issuance of common stock—employee share options
Treasury stock acquired—share repurchase
authorization . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock acquired—net employee share-based
compensation . . . . . . . . . . . . . . . . . . . . . . . .
Excess tax benefits from share-based payment
arrangements . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to parent company . . . . . . . . . . . .
Capital contributions, loans and other transactions
TPC
Other
Subsidiaries
Travelers(1)
Eliminations
Consolidated
$ 1,182
$
382
$ 1,426
$(1,564)
$ 1,426
736
1,918
98
480
635
2,061
(726)
(2,290)
4,902
2,502
720
82
1
343
(5,714)
(30)
(24)
(711)
717
(46)
(351)
(111)
—
—
—
—
—
—
(1,779)
—
28
86
440
53
—
251
(2,978)
(71)
(42)
(178)
25
46
(20)
28
(8)
—
—
—
—
—
(521)
10
(519)
(1)
(12)
110
—
1
—
—
—
(12)
(30)
—
—
1,276
—
—
1,235
—
(665)
314
(2,919)
(46)
18
—
—
(3,298)
—
(2)
4
2
(97)
309
$
$
$
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
—
2,300
(10)
2,290
—
—
—
$ —
$ —
$ —
743
2,169
7,404
1,161
135
1
594
(8,704)
(131)
(66)
(889)
2,018
—
(371)
1,152
(8)
(665)
314
(2,919)
(46)
18
—
—
(3,306)
(1)
14
200
214
218
382
$
$
$
between subsidiaries
. . . . . . . . . . . . . . . . . . .
—
Net cash used in financing activities . . . . . . . . . .
(1,779)
Effect of exchange rate changes on cash . . . . . . . .
Net increase (decrease) in cash . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . .
Cash at beginning of year
Cash at end of year . . . . . . . . . . . . . . . . . . . . .
Supplemental disclosure of cash flow information
Income taxes paid (received) . . . . . . . . . . . . . . .
Interest paid . . . . . . . . . . . . . . . . . . . . . . . . . .
$
$
$
114
$
98
206
73
109
$
$ —
(1) The Travelers Companies, Inc., excluding its subsidiaries.
258
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)
19. SELECTED QUARTERLY FINANCIAL DATA (Unaudited)
2013 (in millions, except per share amounts)
First
Fourth
Quarter Quarter Quarter Quarter
Second
Third
Total
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$6,328
5,108
$6,674
5,497
$6,452
5,275
$6,737
5,366
$26,191
21,246
Income before income taxes . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,220
324
1,177
252
1,177
313
1,371
383
4,945
1,272
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 896
$ 925
$ 864
$ 988
$ 3,673
Net income per share(1):
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2.36
2.33
$ 2.44
2.41
$ 2.33
2.30
$ 2.73
2.70
$
9.84
9.74
2012 (in millions, except per share amounts)
First
Fourth
Quarter Quarter Quarter Quarter
Second
Third
Total
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$6,392
5,315
$6,359
5,751
$6,512
5,342
$6,477
6,166
$25,740
22,574
Income before income taxes . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,077
271
608
109
1,170
306
311
7
3,166
693
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 806
$ 499
$ 864
$ 304
$ 2,473
Net income per share(1):
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2.04
2.02
$ 1.27
1.26
$ 2.23
2.21
$ 0.79
0.78
$
6.35
6.30
(1) Due to the averaging of shares, quarterly earnings per share may not add to the total for the full
year.
259
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
Not Applicable.
Item 9A. 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
December 31, 2013. Consistent with guidance issued by the Securities and Exchange Commission that
an assessment of a recently acquired business may be omitted from management’s evaluation of
disclosure controls and procedures in the year of acquisition, management excluded an assessment of
the effectiveness of the Company’s disclosure controls and procedures related to Dominion. The
Company acquired all of the issued and outstanding shares of Dominion on November 1, 2013.
Dominion represented less than 4% of the Company’s consolidated total assets and less than 1% of
each of the Company’s consolidated total revenues and net income as of and for the year ended
December 31, 2013. Based upon that evaluation and subject to the foregoing, the Company’s Chief
Executive Officer and Chief Financial Officer concluded that, as of December 31, 2013, 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 December 31, 2013 that has materially affected, or is reasonably likely to materially
affect, the Company’s internal control over financial reporting. As mentioned above, the Company
acquired Dominion on November 1, 2013. The Company is in the process of reviewing the internal
control structure of Dominion and, if necessary, will make appropriate changes as it integrates
Dominion into the Company’s overall internal control over financial reporting process.
260
Management’s Report on Internal Control Over Financial Reporting
Management of the Company is responsible for establishing and maintaining adequate internal
control over financial reporting. The Company’s internal control over financial reporting is designed to
provide reasonable assurances regarding the reliability of financial reporting and the preparation of the
consolidated financial statements of the Company in accordance with U.S. generally accepted
accounting principles. The Company’s accounting policies and internal controls over financial reporting,
established and maintained by management, are under the general oversight of the Company’s Audit
Committee.
The Company’s internal control over financial reporting includes those policies and procedures
that:
(cid:127) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the Company;
(cid:127) provide reasonable assurance that transactions are recorded as necessary to permit preparation
of financial statements in accordance with U.S. generally accepted accounting principles, and
that receipts and expenditures are being made only in accordance with authorizations of the
Company’s management and directors; and
(cid:127) provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of assets that could have a material effect on the financial
statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or
detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject
to the risk that controls may become inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate.
Management has assessed the Company’s internal control over financial reporting as of
December 31, 2013. The standard measures adopted by management in making its evaluation are the
measures in the Internal Control—Integrated Framework (1992) published by the Committee of
Sponsoring Organizations of the Treadway Commission.
Consistent with guidance issued by the Securities and Exchange Commission that an assessment of
a recently acquired business may be omitted from management’s report on internal control over
financial reporting in the year of acquisition, management excluded an assessment of the effectiveness
of the Company’s internal control over financial reporting related to Dominion. The Company acquired
all of the issued and outstanding shares of Dominion on November 1, 2013. Dominion represented less
than 4% of the Company’s consolidated total assets and less than 1% of each of the Company’s
consolidated total revenues and net income as of and for the year ended December 31, 2013.
Based upon its assessment, management has concluded that the Company’s internal control over
financial reporting was effective at December 31, 2013, and that there were no material weaknesses in
the Company’s internal control over financial reporting as of that date.
KPMG LLP, an independent registered public accounting firm, which has audited and reported on
the consolidated financial statements contained in this Form 10-K, has issued its report on the
effectiveness of the Company’s internal control over financial reporting which follows this report.
261
Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
The Travelers Companies, Inc.:
We have audited The Travelers Companies, Inc. and subsidiaries’ (the Company) internal control over
financial reporting as of December 31, 2013, based on criteria established in Internal Control—Integrated Framework
(1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). The
Company’s management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting, included in the accompanying
Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on
the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board
(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about
whether effective internal control over financial reporting was maintained in all material respects. Our audit
included obtaining an understanding of internal control over financial reporting, assessing the risk that a material
weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk. Our audit also included performing such other procedures as we considered necessary in the
circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A company’s internal control over financial reporting
includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable
assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that receipts and expenditures of the company are being made
only in accordance with authorizations of management and directors of the company; and (3) provide reasonable
assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect
misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.
In our opinion, the Company maintained, in all material respects, effective internal control over financial
reporting as of December 31, 2013, based on criteria established in Internal Control—Integrated Framework (1992)
issued by the Committee of Sponsoring Organizations of the Treadway Commission.
The Company acquired all of the issued and outstanding shares of The Dominion of Canada General
Insurance Company (Dominion) on November 1, 2013. Management excluded Dominion from its assessment of
the effectiveness of the Company’s internal control over financial reporting as of December 31, 2013. Dominion
represented less than 4% of the Company’s consolidated total assets and less than 1% of each of the Company’s
consolidated total revenues and net income as of and for the year ended December 31, 2013. Our audit of internal
control over financial reporting of the Company also excluded an evaluation of the internal control over financial
reporting of Dominion.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board
(United States), the consolidated balance sheet of The Travelers Companies, Inc. and subsidiaries as of
December 31, 2013 and 2012, and the related consolidated statements of income, comprehensive income, changes
in shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2013,
and our report dated February 13, 2014 expressed an unqualified opinion on those consolidated financial
statements.
/s/ KPMG LLP
KPMG LLP
New York, New York
February 13, 2014
262
Item 9B. 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’’ in the Company’s proxy statement filed with the Securities and Exchange
Commission on April 9, 2013. 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.
As of the date of this report, Jay S. Fishman, Chairman and Chief Executive Officer, and Jay S.
Benet, Vice Chairman and Chief Financial Officer, were the only ‘‘named executive officers’’ (i.e., an
executive officer named in the compensation disclosures in the Company’s proxy statement) that have
entered into Rule 10b5-1 trading plans that remain in effect. The trading plans extend from
approximately one to nine 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. Benet has a target ownership level established as the
lesser of 30,000 shares or the equivalent value of 300% of base salary (as such amounts are calculated
for purposes of the stock ownership guidelines). See ‘‘Compensation Discussion and Analysis—Stock
Ownership Guidelines’’ in the Company’s proxy statement filed with the SEC on April 9, 2013.
Annual Meeting and Record Date. The Board of Directors has set the date of the 2014 Annual
Meeting of Shareholders and the related record date. The Annual Meeting will be held in Hartford,
CT on May 28, 2014, and the shareholders entitled to receive notice of and vote at the meeting will be
the shareholders of record at the close of business on March 31, 2014.
263
PART III
Item 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Executive Officers of the Company
Set forth below is information concerning the Company’s executive officers as of February 13,
2014.
Name
Age
Office
Jay S. Fishman . . . . . . . . . . . .
61 Chairman of the Board of Directors and Chief Executive
Officer
Jay S. Benet . . . . . . . . . . . . . .
Brian W. MacLean . . . . . . . . .
William H. Heyman . . . . . . . . .
Alan D. Schnitzer . . . . . . . . . .
61 Vice Chairman and Chief Financial Officer
60
President and Chief Operating Officer
65 Vice Chairman and Chief Investment Officer
48 Vice Chairman—Financial, Professional & International
Insurance and Field Management; Chief Legal Officer
Doreen Spadorcia . . . . . . . . . .
56 Vice Chairman—Claim Services, Personal Insurance,
Operations and Systems, and Risk Control
Andy F. Bessette . . . . . . . . . . .
Kenneth F. Spence, III . . . . . . .
Maria Olivo . . . . . . . . . . . . . .
60 Executive Vice President and Chief Administrative Officer
58 Executive Vice President and General Counsel
49 Executive Vice President—Strategic Development and
William E. Cunningham, Jr.
John P. Clifford, Jr.
. .
. . . . . . . .
48 Executive Vice President—Business Insurance
58 Executive Vice President—Human Resources
Corporate Treasurer
Jay S. Fishman, 61, has been Chairman since September 2005 and Chief Executive Officer of the
Company since joining SPC in October 2001. He held the additional title of President from October
2001 until June 2008 and Chairman of SPC from October 2001 until the Merger. Mr. Fishman held
several key executive posts at Citigroup Inc. from 1998 to October 2001, including Chairman, Chief
Executive Officer and President of the Travelers insurance businesses. Starting in 1989, Mr. Fishman
worked as an executive for Primerica, which became part of Citigroup.
Jay S. Benet, 61, has been Vice Chairman and Chief Financial Officer since August 2005, and
before that, he was Executive Vice President and Chief Financial Officer of the Company since the
Merger, and from February 2002 until the Merger, he held those same offices at TPC. From March
2001 until January 2002, Mr. Benet was the worldwide head of financial planning, analysis and
reporting at Citigroup and Chief Financial Officer for Citigroup’s Global Consumer Europe, Middle
East and Africa unit between April 2000 and March 2001. Before that, Mr. Benet spent ten years in
various executive positions with Travelers Life & Annuity, including Chief Financial Officer of Travelers
Life & Annuity and Executive Vice President, Group Annuity from December 1998 to April 2000, and
Senior Vice President Group Annuity from December 1996 to December 1998. Prior to joining
Travelers Life & Annuity, Mr. Benet was a partner of Coopers & Lybrand (now
PricewaterhouseCoopers).
Brian W. MacLean, 60, has been Chief Operating Officer since May 2005 and President since June
2008. Prior to that, he had been Executive Vice President and Chief Operating Officer since May 2005.
Prior to that, he had been Co-Chief Operating Officer of the Company since February 2005. Before
that, he was Executive Vice President, Claim Services for the Company, and prior thereto, for TPC.
Prior to that, Mr. MacLean served as President of Select Accounts for TIGHI from July 1999 to
January 2002. He also served as Chief Financial Officer of Claim Services from March 1993 to June
1996. From June 1996 to July 1999, Mr. MacLean was Chief Financial Officer for Commercial Lines.
He joined TIGHI in 1988.
264
William H. Heyman, 65, has been Chief Investment Officer of the Company since the Merger and
Vice Chairman since May 2005. Prior to May 2005, he was Executive Vice President and Chief
Investment Officer of the Company since the Merger. Prior to the Merger, he held those same offices
with SPC since he joined SPC in May 2002. Mr. Heyman held various executive positions with
Citigroup from 1995 through 2002, including the position of chairman of Citigroup Investments from
2000 to 2002. Prior to joining Citigroup in 1995, Mr. Heyman was, successively: a managing director of
Salomon Brothers; Director of the Division of Market Regulation of the U.S. Securities and Exchange
Commission; and a managing director of Smith Barney.
Alan D. Schnitzer, 48, has been Vice Chairman—Financial, Professional & International Insurance
and Field Management; Chief Legal Officer since May 2012. Prior to that, he was Vice Chairman and
Chief Legal Officer since joining the Company in April 2007 and Executive Vice President—Financial,
Professional and International Insurance since May 2008. Prior to that time, he was a partner at the
law firm of Simpson Thacher & Bartlett LLP, where he advised corporate clients on a variety of
transactions and general corporate law matters. Mr. Schnitzer joined Simpson Thacher in 1991.
Doreen Spadorcia, 56, has been Vice Chairman—Claim Services, Personal Insurance, Operations
and Systems, and Risk Control since May 2012. Prior to that, she was Chief Executive Officer—
Personal Insurance and Executive Vice President—Claim Services, from July 2009 to May 2012. From
March 2005 to July 2009, she was Executive Vice President—Claim Services. Prior to that, she was
President and Chief Executive Officer of Bond operations for the Company since the Merger and,
before that, for TPC since June 2002. From 1994 to May 2002, she managed the TPC Bond claim
operation and served as General Counsel of that business unit. She joined TIGHI in 1986 as a claim
attorney.
Andy F. Bessette, 60, has been Executive Vice President and Chief Administrative Officer of the
Company since the Merger, and prior to that, he held the same offices with SPC since joining SPC in
January 2002. Before that, he was Vice President of Corporate Real Estate and Services for TPC. From
1980 to December 2001, Mr. Bessette held a number of management positions at TIGHI.
Kenneth F. Spence, III, 58, has been Executive Vice President and General Counsel of the
Company since January 2005. From August 2004 to January 2005, he was Senior Vice President and
General Counsel. Prior to that, Mr. Spence served in several leadership positions in the Company’s
Legal Services group, and from April 1998 until the Merger, in SPC’s Legal Services Group.
Mr. Spence joined SPC in April 1998, upon SPC’s merger with USF&G Corporation, where he had
served as legal counsel.
Maria Olivo, 49, has been Executive Vice President—Strategic Development and Corporate
Treasurer since July 2010. Prior to that, she was Executive Vice President—Treasurer since June 2009.
Prior to that, she was Executive Vice President—Market Development since October 2007. Since
joining the company in 2002, Ms. Olivo has held a number of executive positions, including leading
Corporate Development, Investor Relations and Corporate Communications. Prior to joining Travelers
in 2002, Ms. Olivo was deputy head of Strategic Investments at Swiss Re Capital Partners from April
2000 to June 2002. Prior to that, she was a director in Salomon Smith Barney’s Investment Bank.
William E. Cunningham, Jr., 48, has been Executive Vice President—Business Insurance since
March 2010. Prior to that, he served as Senior Vice President—Business Insurance where he was
responsible for Commercial Accounts, Construction, Technology, Public Sector Services, Global
Accounts, Excess Casualty and Oil & Gas since September 2007. In July 2006, he was named President
and CEO of Commercial Accounts. He had been promoted to President of National Accounts in 2005
and President of Travelers Construction in April 2001. Prior to that, Mr. Cunningham served as
Regional Vice President for the Northeast Region of National Accounts since July 1997, after serving
as Managing Director of the Northeastern territory for National Accounts since 1996. He began his
265
career with Travelers in 1987 as an account executive in the Commercial Accounts marketing
department in Albany, New York.
John P. Clifford, Jr., 58, has been Executive Vice President—Human Resources since May 2007,
and before that he was Senior Vice President—Human Resources of the Company since the Merger,
and from February 2002 until the Merger, he held that same office at SPC. From January 1994 through
February 2002 he managed compensation and benefits for SPC and was named Vice President in 1999.
He joined SPC in June 1984 as a compensation analyst, and from November 1984 to January 1994, he
managed compensation for SPC.
Code of Ethics
The Company has adopted a Code of Business Conduct and Ethics (Code of Ethics) that applies
to all employees, including executive officers, and to directors. The Code of Ethics is available on the
Corporate Governance page of the Company’s internet website at www.travelers.com. If the Company
ever were to amend or waive any provision of its Code of Ethics that applies to the Company’s
principal executive officer, principal financial officer, principal accounting officer or any person
performing similar functions, the Company intends to satisfy its disclosure obligations with respect to
any such waiver or amendment by posting such information on its internet website set forth above
rather than by filing a Form 8-K.
The following sections of the Company’s Proxy Statement relating to its Annual Meeting of
Shareholders to be held May 28, 2014 are incorporated herein by reference: ‘‘Item 1—Election of
Directors—Nominees for Election of Directors,’’ ‘‘Section 16(a) Beneficial Ownership Reporting
Compliance’’ and ‘‘Board of Directors Information.’’
Item 11. EXECUTIVE COMPENSATION
The following sections of the Company’s Proxy Statement relating to its Annual Meeting of
Shareholders to be held May 28, 2014 are incorporated herein by reference: ‘‘Compensation Discussion
and Analysis,’’ ‘‘Compensation Committee Report,’’ ‘‘Tabular Executive Compensation Disclosure’’ and
‘‘Non-Employee Director Compensation.’’
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED SHAREHOLDER MATTERS
The ‘‘Share Ownership Information’’ section of the Company’s Proxy Statement relating to its
Annual Meeting of Shareholders to be held May 28, 2014 is incorporated herein by reference.
266
EQUITY COMPENSATION PLAN INFORMATION
The following table sets forth information as of December 31, 2013 regarding the Company’s
equity compensation plans. The only plan pursuant to which the Company may currently make
additional equity grants is The Travelers Companies, Inc. Amended and Restated 2004 Stock Incentive
Plan, as amended (the 2004 Incentive Plan), which replaced prior share-based incentive plans (legacy
plans). In connection with the adoption of the 2004 Incentive Plan, legacy share-based compensation
plans were terminated. Outstanding grants were not affected by the termination of these legacy plans.
Number of
securities to be
issued upon exercise
of outstanding
options, warrants
and rights
(a)
Weighted average
exercise price of
outstanding options,
warrants and rights
(b)
Number of securities
remaining available for
future issuance under
equity compensation
plans (excluding
securities reflected in
column (a))
(c)
Plan Category
Equity compensation plans approved by
security holders(1) . . . . . . . . . . . . . . . . .
15,796,705(2)
$56.68 per share(3)
57,094,360(4)
(1) In addition to the 2004 Incentive Plan, also includes certain plans for employees in the United
Kingdom and the Republic of Ireland and The Travelers Deferred Compensation Plan for Non-
Employee Directors. Shares delivered under these plans are issued pursuant to the 2004 Incentive
Plan.
(2) Includes (a) 11,071,256 stock options, (b) 2,016,197 performance shares and dividend equivalents
accrued thereon, (c) 2,404,891 restricted stock units, (d) 215,450 director deferred stock awards
and dividend equivalents accrued thereon and (e) 88,911 common stock units credited to the
deferred compensation accounts of certain non-employee directors in lieu of cash compensation, at
the election of such directors.
(3) The weighted average exercise price relates only to stock options. The calculation of the weighted
average exercise price does not include outstanding equity awards that are received or exercised
for no consideration and also does not include common stock units credited to the deferred
compensation accounts of certain non-employee directors at fair market value in lieu of cash
compensation at the election of such directors.
(4) These shares are available for grant as of December 31, 2013 under the 2004 Incentive Plan
pursuant to which the Compensation Committee of the board of directors may make various stock-
based awards including nonqualified stock options, incentive stock options, stock appreciation
rights, restricted stock, restricted stock units, deferred stock, deferred stock units, performance
awards and other stock-based or stock-denominated awards with respect to the Company’s
common stock. The 2004 Incentive Plan had 35 million shares initially authorized for issuance. In
addition to these 35 million shares, the following shares will become available for grant under the
2004 Incentive Plan, and, to the extent such shares became available as of December 31, 2013,
they are included in the table as available for grant: (i) shares covered by outstanding awards
under the 2004 Incentive Plan and legacy plans that are forfeited or otherwise terminated or
settled in cash or other property rather than settled through the issuance of shares; (ii) shares that
are used to pay the exercise price of stock options and shares used to pay withholding taxes on
equity awards generally; and (iii) shares purchased by the Company on the open market using cash
from option exercises, as limited by the 2004 Incentive Plan.
267
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE
The ‘‘Item 1—Election of Directors—Nominees for Election of Directors,’’ ‘‘Director
Independence and Independence Determinations,’’ ‘‘Transactions with Related Persons and Certain
Control Persons—Related Person Transaction Approval,’’ ‘‘Employment Relationships’’ and ‘‘Third-
Party Transactions’’ sections of the Company’s Proxy Statement relating to its Annual Meeting of
Shareholders to be held May 28, 2014 are incorporated herein by reference.
Item 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
The ‘‘Item 2—Ratification of Independent Registered Public Accounting Firm—Audit and
Non-Audit Fees’’ section of the Company’s Proxy Statement relating to its Annual Meeting of
Shareholders to be held May 28, 2014 is incorporated herein by reference.
PART IV
Item 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
Documents filed as a part of the report:
(1) Financial Statements. See Index to Consolidated Financial Statements on page 163 hereof.
(2) Financial Statement Schedules. See Index to Consolidated Financial Statements and Schedules
on page 271 hereof.
(3) Exhibits:
See Exhibit Index on pages 281-285 hereof.
268
Pursuant to the requirements of Section 13 or 15(d) 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.
SIGNATURES
Date: February 13, 2014
By
/s/ MATTHEW S. FURMAN
THE TRAVELERS COMPANIES, INC.
(Registrant)
Matthew S. Furman
Senior Vice President
(Authorized Signatory)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed
below by the following persons on behalf of The Travelers Companies, Inc. and in the capacities and on
the dates indicated.
By
By
/s/ JAY S. FISHMAN
Jay S. Fishman
/s/ JAY S. BENET
Jay S. Benet
Director, Chairman and Chief
Executive Officer (Principal Executive
Officer)
Date
February 13, 2014
Vice Chairman and Chief Financial
Officer (Principal Financial Officer)
February 13, 2014
By
/s/ DOUGLAS K. RUSSELL
Douglas K. Russell
Senior Vice President and Corporate
Controller (Principal Accounting
Officer)
By
By
By
By
By
By
*
Alan L. Beller
*
John H. Dasburg
*
Janet M. Dolan
*
Kenneth M. Duberstein
*
Patricia L. Higgins
*
Thomas R. Hodgson
Director
Director
Director
Director
Director
Director
269
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
By
By
By
By
By
*
William J. Kane
*
Cleve L. Killingsworth, Jr.
*
Philip T. Ruegger III
*
Donald J. Shepard
*
Laurie J. Thomsen
Director
Director
Director
Director
Director
*By
/s/ MATTHEW S. FURMAN
Matthew S. Furman,
Attorney-in-fact
Date
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
February 13, 2014
270
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS AND SCHEDULES
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statement of Income for the years ended December 31, 2013, 2012 and 2011 . . . . .
Consolidated Statement of Comprehensive Income for the years ended December 31, 2013, 2012
and 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheet at December 31, 2013 and 2012 . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statement of Changes in Shareholders’ Equity for the years ended December 31,
2013, 2012 and 2011 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statement of Cash Flows for the years ended December 31, 2013, 2012 and 2011 . .
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedules:
Schedule II—Condensed Financial Information of Registrant (Parent Company Only) . . . . . . . . .
Schedule III—Supplementary Insurance Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule V—Valuation and Qualifying Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Schedule VI—Supplementary Information Concerning Property-Casualty Insurance Operations . .
Page
164
165
166
167
168
169
170
273
278
279
280
271
Report of Independent Registered Public Accounting Firm
The Board of Directors and Stockholders
The Travelers Companies, Inc.:
Under date of February 13, 2014, we reported on the consolidated balance sheet of The Travelers
Companies, Inc. and subsidiaries (the Company) as of December 31, 2013 and 2012, and the related
consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash
flows for each of the years in the three-year period ended December 31, 2013, which are included in
this Form 10-K. In connection with our audits of the aforementioned consolidated financial statements,
we also audited the related financial statement schedules as listed in the accompanying index. These
financial statement schedules are the responsibility of the Company’s management. Our responsibility is
to express an opinion on these financial statement schedules based on our audits.
In our opinion, such financial statement schedules, when considered in relation to the basic
consolidated financial statements taken as a whole, present fairly, in all material respects, the
information set forth therein.
/s/ KPMG LLP
KPMG LLP
New York, New York
February 13, 2014
272
THE TRAVELERS COMPANIES, INC.
(Parent Company Only)
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
(in millions)
CONDENSED STATEMENT OF INCOME
SCHEDULE II
For the year ended December 31,
2013
2012
2011
Revenues
Net investment income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net realized investment gains (losses)(1) . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
Total revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expenses
Interest
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7
2
—
9
308
13
321
Loss before income taxes and net income of subsidiaries . . . . . . . . . . . . . . .
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax benefit
Loss before net income of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(312)
(170)
(142)
3,815
$
$
9
—
(1)
8
8
(5)
—
3
305
4
309
(301)
(119)
(182)
2,655
313
27
340
(337)
(199)
(138)
1,564
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$3,673
$2,473
$1,426
(1) The parent company had no other-than-temporary impairment gains or losses recognized in net
realized investment gains (losses) or in other comprehensive income during the years ended
December 31, 2013, 2012 and 2011.
The condensed financial statements should be read in conjunction with the notes to the condensed
financial information of the registrant, as well as the consolidated financial statements and notes
thereto.
See the accompanying Report of Independent Registered Public Accounting Firm.
273
THE TRAVELERS COMPANIES, INC.
(Parent Company Only)
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
(in millions)
CONDENSED STATEMENT OF COMPREHENSIVE INCOME
SCHEDULE II
For the year ended December 31,
2013
2012
2011
Consolidated net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,673
$2,473
$1,426
Other comprehensive income—parent company:
Changes in net unrealized gains on investment securities:
Having no credit losses recognized in the consolidated statement of
income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Having credit losses recognized in the consolidated statement of income .
Net changes in benefit plan assets and obligations . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) before income taxes and other
comprehensive income (loss) of subsidiaries . . . . . . . . . . . . . . . . . .
Income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
19
—
616
635
222
Other comprehensive income (loss), net of taxes, before other
comprehensive income (loss) of subsidiaries . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) of subsidiaries . . . . . . . . . . . . . . .
413
(1,839)
Consolidated other comprehensive income (loss) . . . . . . . . . . . . . . . . .
(1,426)
10
—
(58)
(48)
(17)
(31)
262
231
(2)
—
(303)
(305)
(106)
(199)
949
750
Consolidated comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 2,247
$2,704
$2,176
The condensed financial statements should be read in conjunction with the notes to the condensed
financial information of the registrant, as well as the consolidated financial statements and notes
thereto.
See the accompanying Report of Independent Registered Public Accounting Firm.
274
THE TRAVELERS COMPANIES, INC.
(Parent Company Only)
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
(in millions)
CONDENSED BALANCE SHEET
SCHEDULE II
At December 31,
Assets
Fixed maturities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment in subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2013
2012
$
37
130
1,523
28,616
144
$
38
106
1,958
28,562
26
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 30,450
$ 30,690
Liabilities
Debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 5,654
10
$ 5,159
136
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5,664
5,295
Shareholders’ equity
Common stock (1,750.0 shares authorized, 353.5 and 377.4 shares issued and
outstanding) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury stock, at cost (401.5 and 372.3 shares) . . . . . . . . . . . . . . . . . . . . . . . . .
21,500
24,281
810
(21,805)
21,161
21,342
2,236
(19,344)
Total shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
24,786
25,395
Total liabilities and shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 30,450
$ 30,690
The condensed financial statements should be read in conjunction with the notes to the condensed
financial information of the registrant, as well as the consolidated financial statements and notes
thereto.
See the accompanying Report of Independent Registered Public Accounting Firm.
275
THE TRAVELERS COMPANIES, INC.
(Parent Company Only)
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
(in millions)
CONDENSED STATEMENT OF CASH FLOWS
SCHEDULE II
For the year ended December 31,
2013
2012
2011
Cash flows from operating activities
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to net cash provided by operating
activities:
Equity in net income of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends received from consolidated subsidiaries . . . . . . . . . . . . . . . .
Capital contributed to subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred federal income tax (benefit) expense . . . . . . . . . . . . . . . . . . .
Change in income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,673
$ 2,473
$ 1,426
(3,815)
2,423
(500)
(59)
48
238
(2,655)
1,920
—
52
(1)
(16)
(1,564)
2,300
(10)
43
(162)
28
Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . .
2,008
1,773
2,061
Cash flows from investing activities
Net sales of short-term securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other investments, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net cash provided by investing activities . . . . . . . . . . . . . . . . . . . . . . .
Cash flows from financing activities
Payment of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issuance of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to shareholders
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Issuance of common stock—employee share options . . . . . . . . . . . . . . . .
Treasury stock acquired—share repurchase authorization . . . . . . . . . . . . .
Treasury stock acquired—net employee share-based compensation . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
435
(3)
432
381
(8)
373
1,276
(41)
1,235
—
494
(729)
206
(2,400)
(61)
51
(258)
—
(694)
295
(1,474)
(53)
38
—
—
(665)
314
(2,919)
(46)
18
Net cash used in financing activities . . . . . . . . . . . . . . . . . . . . . . . . . .
(2,439)
(2,146)
(3,298)
Net increase (decrease) in cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash at beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash at end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Supplemental disclosure of cash flow information
Cash received during the year for taxes . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash paid during the year for interest . . . . . . . . . . . . . . . . . . . . . . . . . . .
1
2
3
210
295
—
2
2
207
302
$
$
$
(2)
4
2
97
309
$
$
$
$
$
$
The condensed financial statements should be read in conjunction with the notes to the condensed
financial information of the registrant, as well as the consolidated financial statements and notes
thereto.
See the accompanying Report of Independent Registered Public Accounting Firm.
276
THE TRAVELERS COMPANIES, INC.
(Parent Company Only)
NOTES TO THE CONDENSED FINANCIAL INFORMATION OF REGISTRANT
1. GUARANTEES
In the ordinary course of selling businesses to third parties, The Travelers Companies, Inc. (TRV)
has agreed to indemnify purchasers for losses arising out of breaches of representations and warranties
with respect to the businesses being sold, covenants and obligations of TRV and/or its subsidiaries
following the closing, and in certain cases obligations arising from undisclosed liabilities or adverse
reserve development. Such indemnification provisions generally are applicable from the closing date to
the expiration of the relevant statutes of limitations, although, in some cases, there may be agreed upon
term limitations or no term limitations. Certain of these contingent obligations are subject to
deductibles which have to be incurred by the obligee before TRV is obligated to make payments. The
maximum amount of TRV’s contingent obligation for indemnifications related to the sale of businesses
that are quantifiable was $93 million at December 31, 2013, of which $9 million was recognized on the
balance sheet at that date.
TRV also has contingent obligations for guarantees related to its subsidiary’s debt obligations and
various other indemnifications. TRV also provides standard indemnifications to service providers in the
normal course of business. The indemnification clauses are often standard contractual terms. Certain of
these guarantees and indemnifications have no stated or notional amounts or limitation to the
maximum potential future payments, and, accordingly, TRV is unable to develop an estimate of the
maximum potential payments for such arrangements.
TRV fully and unconditionally guarantees the payment of all principal, premiums, if any, and
interest on certain debt obligations of its subsidiaries TPC and Travelers Insurance Group Holdings Inc.
(TIGHI). The guarantees pertain to the $200 million 7.75% notes due 2026 and the $500 million
6.375% notes due 2033.
277
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
Supplementary Insurance Information
2011-2013
(in millions)
Claims and
Claim
Adjustment
Expense
Reserves
Deferred
Acquisition
Costs
Unearned
Premiums Premiums
Earned
Net
Claims and Amortization
of Deferred
Claim
Investment Adjustment Acquisition
Expenses
Income(1)
Costs
Segment
2013
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . .
Total—Reportable Segments . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 847
412
545
1,804
—
$38,777
8,325
3,763
50,865
30
$ 5,888
2,546
3,416
11,850
—
$12,084
3,229
7,324
22,637
—
$1,975
372
369
2,716
—
$ 7,576
1,404
4,327
13,307
—
Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,804
$50,895
$11,850
$22,637
$2,716
$13,307
2
7
8
2012
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . .
Total—Reportable Segments . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 843
325
624
1,792
—
$39,598
6,445
4,845
50,888
34
$ 5,728
1,964
3,549
11,241
—
$11,691
3,045
7,621
22,357
—
$2,090
395
404
2,889
—
$ 7,857
1,314
5,505
14,676
—
Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,792
$50,922
$11,241
$22,357
$2,889
$14,676
2011
Business Insurance . . . . . . . . . . . . . . . . . . . . . . . . . .
Financial, Professional & International Insurance . . . . . .
Personal Insurance . . . . . . . . . . . . . . . . . . . . . . . . . .
Total—Reportable Segments . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 816
332
638
1,786
—
$40,129
6,857
4,367
51,353
39
$ 5,482
2,043
3,577
11,102
—
$11,327
3,174
7,589
22,090
—
$2,041
414
424
2,879
—
$ 8,447
1,487
6,342
16,276
—
Consolidated . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$1,786
$51,392
$11,102
$22,090
$2,879
$16,276
$1,913
623
1,285
3,821
—
$3,821
$1,884
589
1,437
3,910
—
$3,910
$1,815
603
1,458
3,876
—
$3,876
SCHEDULE III
Other
Net
Operating Written
Expenses(2) Premiums
$2,052
705
980
3,737
381
$12,233
3,309
7,225
22,767
—
$4,118
$22,767
$2,020
667
900
3,587
401
$11,872
2,981
7,594
22,447
—
$3,988
$22,447
$1,944
648
908
3,500
442
$11,340
3,102
7,745
22,187
—
$3,942
$22,187
(1)
See note 2 of notes to the Company’s consolidated financial statements for discussion of the method used to allocate net investment income and invested assets to the
identified segments.
(2) Expense allocations are determined in accordance with prescribed statutory accounting practices. These practices make a reasonable allocation of all expenses to those
product lines with which they are associated.
See the accompanying Report of Independent Registered Public Accounting Firm.
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
Valuation and Qualifying Accounts
(in millions)
SCHEDULE V
2013
Reinsurance recoverables . . . . . . . . . . . . . .
Allowance for uncollectible:
Premiums receivable from underwriting
activities . . . . . . . . . . . . . . . . . . . . . .
Deductibles . . . . . . . . . . . . . . . . . . . . . .
2012
Reinsurance recoverables . . . . . . . . . . . . . .
Allowance for uncollectible:
Premiums receivable from underwriting
activities . . . . . . . . . . . . . . . . . . . . . .
Deductibles . . . . . . . . . . . . . . . . . . . . . .
2011
Reinsurance recoverables . . . . . . . . . . . . . .
Allowance for uncollectible:
Premiums receivable from underwriting
activities . . . . . . . . . . . . . . . . . . . . . .
Deductibles . . . . . . . . . . . . . . . . . . . . . .
Balance at
beginning of
period
Charged to
costs and
expenses
Charged to
other
accounts(1)
Deductions(2)
Balance
at end of
period
$258
$—
$ 2
$21
$239
$ 76
$ 41
$345
$ 83
$ 40
$363
$116
$ 37
$48
$ 1
$—
$44
$ 4
$—
$23
$ 6
$—
$—
$—
$—
$—
$—
$—
$—
$49
$ 3
$87
$51
$ 3
$18
$56
$ 3
$ 75
$ 39
$258
$ 76
$ 41
$345
$ 83
$ 40
(1) Amount in 2013 represents allowance for uncollectible reinsurance recoverables acquired
November 1, 2013 as part of the Company’s acquisition of Dominion.
(2) Credited to the related asset account.
See the accompanying Report of Independent Registered Public Accounting Firm.
279
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
Supplementary Information Concerning Property-Casualty Insurance Operations(1)
2011-2013
(in millions)
SCHEDULE VI
2
8
0
Affiliation with Registrant(2)
Deferred
Claims and
Acquisition Claim Adjustment
Expense Reserves
Costs
Discount From
Reserves for
Unpaid
Claims(3)
Unearned
Premiums Premiums
Earned
Claims and
Claim
Adjustment
Expenses
Incurred
Related to:
Net
Investment Current Prior
Year
Income
Year
2013 . . . . . . . . . . . . . . . . .
2012 . . . . . . . . . . . . . . . . .
2011 . . . . . . . . . . . . . . . . .
$1,804
$1,792
$1,786
$50,865
$50,888
$51,353
$1,090
$1,088
$1,194
$11,850
$11,241
$11,102
$22,637
$22,357
$22,090
$2,716
$2,889
$2,879
$14,060 $ (944)
$15,559 $(1,074)
$16,937 $ (842)
(1) Excludes accident and health insurance business.
(2) Consolidated property-casualty insurance operations.
Paid
Claims
and
Claim
Amortization
of Deferred
Acquisition Adjustment Written
Net
Costs
$3,821
$3,910
$3,876
Expenses
Premiums
$13,962
$14,833
$15,404
$22,767
$22,447
$22,187
(3) For a discussion of types of reserves discounted and discount rates used, see ‘‘Item 1—Business—Claims and Claim Adjustment Expense Reserves—Discounting.’’
See the accompanying Report of Independent Registered Public Accounting Firm.
Exhibit
Number
EXHIBIT INDEX
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 February 18, 2009, were filed
as Exhibit 3.2 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2008, and are incorporated herein by reference.
10.1 Revolving Credit Agreement, dated June 7, 2013, between the Company and a syndicate of
financial institutions, was filed as Exhibit 10.1 to the Company’s quarterly report on
Form 10-Q for the fiscal quarter ended June 30, 2013, and is incorporated herein by
reference.
10.2* The Travelers Companies, Inc. Policy Regarding Executive Incentive Recoupment was filed as
Exhibit 10.42 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2009, and is incorporated herein by reference.
10.3* Amended and Restated Employment Agreement between the Company and Jay S. Fishman,
dated as of December 19, 2008, was filed as Exhibit 10.27 to the Company’s annual report on
Form 10-K for the fiscal year ended December 31, 2008, and is incorporated herein by
reference.
10.4* Amended and Restated Time Sharing Agreement, effective August 3, 2010, by and between
the Company and Jay S. Fishman, was filed as Exhibit 10.1 to the Company’s quarterly report
on Form 10-Q for the fiscal quarter ended September 30, 2010, and is incorporated herein by
reference.
10.5* Letter Agreement between Alan D. Schnitzer and the Company, dated April 15, 2007, was
filed as Exhibit 10.1 to the Company’s quarterly report on Form 10-Q for the fiscal quarter
ended June 30, 2007, and is incorporated herein by reference.
10.6* The Travelers Companies, Inc. Amended and Restated 2004 Stock Incentive Plan was filed as
Exhibit 10.28 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2008, and is incorporated herein by reference.
10.7* Amendment to The Travelers Companies, Inc. Amended and Restated 2004 Stock Incentive
Plan was filed as Exhibit 10.7 to the Company’s annual report on Form 10-K for the fiscal
year ended December 31, 2012, and is incorporated herein by reference.
10.8* TPC 2002 Stock Incentive Plan, as amended effective January 23, 2003, was filed as
Exhibit 10.22 to TPC’s annual report on Form 10-K for the fiscal year ended December 31,
2002, and is incorporated herein by reference.
10.9* Amendment to the TPC 2002 Stock Incentive Plan, as amended effective January 23, 2003,
was filed as Exhibit 10.9 to the Company’s annual report on Form 10-K for the fiscal year
ended December 31, 2012, and is incorporated herein by reference.
10.10* The St. Paul Companies, Inc. (‘‘SPC’’) Amended and Restated 1994 Stock Incentive Plan was
filed as Exhibit 10(f) to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2001, and is incorporated herein by reference.
281
Exhibit
Number
Description of Exhibit
10.11* Amendment to The St. Paul Companies, Inc. Amended and Restated 1994 Stock Incentive
Plan was filed as Exhibit 10.11 to the Company’s annual report on Form 10-K for the fiscal
year ended December 31, 2012, and is incorporated herein by reference.
10.12* Current Director Compensation Program, effective as of May 23, 2012, was filed as
Exhibit 10.1 to the Company’s quarterly report on Form 10-Q for the fiscal quarter ended
June 30, 2012, and is incorporated herein by reference.
10.13* The Company’s Amended and Restated Deferred Compensation Plan for Non-Employee
Directors was filed as Exhibit 10.29 to the Company’s annual report on Form 10-K for the
fiscal year ended December 31, 2008, and is incorporated herein by reference.
10.14* TPC Compensation Plan for Non-Employee Directors, as amended on January 22, 2004, was
filed as Exhibit 10.16 to TPC’s annual report on Form 10-K for the fiscal year ended
December 31, 2003, and is incorporated herein by reference.
10.15* The SPC Directors’ Deferred Compensation Plan was filed as Exhibit 10(b) to the Company’s
annual report on Form 10-K for the fiscal year ended December 31, 1997, and is incorporated
herein by reference.
10.16* The SPC Deferred Stock Plan for Non-Employee Directors was filed as Exhibit 10(a) to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 2000, and is
incorporated herein by reference.
10.17* The SPC Directors’ Charitable Award Program, as amended, was filed as Exhibit 10(d) to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 2000, and is
incorporated herein by reference.
10.18* The Travelers Severance Plan (as amended through May 10, 2007) was filed as Exhibit 10.2 to
the Company’s quarterly report on Form 10-Q for the fiscal quarter ended June 30, 2007, and
is incorporated herein by reference.
10.19* Fifth Amendment to the Travelers Severance Plan was filed as Exhibit 10.35 to the Company’s
annual report on Form 10-K for the fiscal year ended December 31, 2008, and is incorporated
herein by reference.
10.20* Sixth Amendment to The Travelers Severance Plan was filed as Exhibit 10.39 to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 2009, and is
incorporated herein by reference.
10.21* Seventh Amendment to The Travelers Severance Plan was filed as Exhibit 10.41 to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 2009, and is
incorporated herein by reference.
10.22* Eighth Amendment to The Travelers Severance Plan was filed as Exhibit 10.43 to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 2010, and
incorporated herein by reference.
10.23* The Company’s Senior Executive Performance Plan was filed as Exhibit 10.1 to the Company’s
quarterly report on Form 10-Q for the fiscal quarter ended March 31, 2005, and is
incorporated herein by reference.
10.24* First Amendment to the Company’s Senior Executive Performance Plan was filed as
Exhibit 10.40 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2009, and is incorporated herein by reference.
282
Exhibit
Number
Description of Exhibit
10.25* The Travelers Deferred Compensation Plan, as Amended and Restated, effective January 1,
2009, was filed as Exhibit 99.1 to the Company’s Registration Statement on Form S-8
(Registration No. 333-157091) dated February 4, 2009, and is incorporated herein by
reference.
10.26* First Amendment to The Travelers Deferred Compensation Plan was filed as Exhibit 10.37 to
the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2009, and
is incorporated herein by reference.
10.27* TPC Deferred Compensation Plan was filed as Exhibit 10.23 to TPC’s annual report on
Form 10-K for the fiscal year ended December 31, 2002, and is incorporated herein by
reference.
10.28* The Travelers Benefit Equalization Plan, as Amended and Restated effective as of January 1,
2009, was filed as Exhibit 10.36 to the Company’s annual report on Form 10-K for the fiscal
year ended December 31, 2008, and is incorporated herein by reference.
10.29* First Amendment to The Travelers Benefit Equalization Plan was filed as Exhibit 10.38 to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 2009, and is
incorporated herein by reference.
10.30* Second Amendment to The Travelers Benefit Equalization Plan was filed as Exhibit 10.28 to
the Company’s annual report on Form 10-K for the fiscal year ended December 31, 2011, and
is incorporated herein by reference.
10.31†* Third Amendment to The Travelers Benefit Equalization Plan is filed herewith.
10.32* TPC Benefit Equalization Plan was filed as Exhibit 10.24 to TPC’s annual report on
Form 10-K for the fiscal year ended December 31, 2002, and is incorporated herein by
reference.
10.33* The SPC Benefit Equalization Plan—2001 Revision and the first and second amendments
thereto were filed as Exhibit 10.27 to the Company’s annual report on Form 10-K for the
fiscal year ended December 31, 2004, and are incorporated herein by reference.
10.34* The SPC Annual Incentive Plan was filed as an exhibit to the SPC Proxy Statement relating to
the SPC 1999 Annual Meeting of Shareholders that was held on May 4, 1999 and is
incorporated herein by reference.
10.35* The SPC Deferred Management Incentive Awards Plan was filed as Exhibit 10(a) to the
Company’s annual report on Form 10-K for the fiscal year ended December 31, 1997, and is
incorporated herein by reference.
10.36* Form of Non-Competition Agreement was filed as Exhibit 10.43 to the Company’s annual
report on Form 10-K for the fiscal year ended December 31, 2009, and is incorporated herein
by reference.
10.37* Form of Non-Solicitation and Non-Disclosure Agreement for Executive Officers, amending
The St. Paul Travelers Companies, Inc. Severance Plan, was filed as Exhibit 99 to the
Company’s Form 8-K filed on February 16, 2006, and is incorporated herein by reference.
10.38* Form of Restricted Stock Unit Award Notification and Agreement (For Management
Committee Member Executing Non-Compete) was filed as Exhibit 10.44 to the Company’s
annual report on Form 10-K for the fiscal year ended December 31, 2009, and is incorporated
herein by reference.
283
Exhibit
Number
Description of Exhibit
10.39†* Form of Stock Option Grant Notification and Agreement is filed herewith.
10.40†* Form of Restricted Stock Unit Award Notification and Agreement is filed herewith.
10.41* Form of Performance Share Award Notification and Agreement (2011) was filed as
Exhibit 10.27 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2010, and is incorporated herein by reference.
10.42* Form of Performance Share Award Notification and Agreement for Jay S. Fishman (2011) was
filed as Exhibit 10.29 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2010, and is incorporated herein by reference.
10.43* Form of Performance Shares Award Notification and Agreement (2012) was filed as
Exhibit 10.45 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2011, and is incorporated herein by reference.
10.44* Form of Performance Shares Award Notification and Agreement for Jay S. Fishman (2012)
was filed as Exhibit 10.46 to the Company’s annual report on Form 10-K for the fiscal year
ended December 31, 2011, and is incorporated herein by reference.
10.45* Form of Performance Shares Award Notification and Agreement (2013) was filed as
Exhibit 10.46 to the Company’s annual report on Form 10-K for the fiscal year ended
December 31, 2012, and is incorporated herein by reference.
10.46* Form of Performance Shares Award Notification and Agreement for Jay S. Fishman (2013)
was filed as Exhibit 10.47 to the Company’s annual report on Form 10-K for the fiscal year
ended December 31, 2012, and is incorporated herein by reference.
10.47†* Form of Performance Shares Award Notification and Agreement (2014) is filed herewith.
10.48†* Form of Performance Shares Award Notification and Agreement for Jay S. Fishman (2014) is
filed herewith.
10.49†* Form of Non-Employee Director Notification and Agreement of Annual Deferred Stock
Award is filed herewith.
12.1† Statement regarding the computation of the ratio of earnings to fixed charges and the ratio of
earnings to combined fixed charges and preferred stock dividends is filed herewith.
21.1† A list of the subsidiaries of the Company is filed herewith.
23.1† Consent of KPMG LLP, Independent Registered Public Accounting Firm, with respect to the
incorporation by reference of KPMG LLP’s audit report into Registration Statements on
Forms S-8 of the Company (SEC File No. 33-56987, No. 333-50943, No. 333-63114,
No. 333-63118, No. 333-65726, No. 333-107698, No. 333-107699, No. 333-114135,
No. 333-117726, No. 333-120998, No. 333-128026, No. 333-157091, No. 333-157092,
No. 333-164972 and No. 333-176002) and Form S-3 (SEC File No. 333-189434) is filed
herewith.
24.1† Power of Attorney is filed herewith.
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 is filed herewith.
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 is filed herewith.
284
Exhibit
Number
Description of Exhibit
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 is filed herewith.
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 is filed herewith.
101.1† The following financial information from The Travelers Companies, Inc.’s Annual Report on
Form 10-K for the year ended December 31, 2013 formatted in XBRL: (i) Consolidated
Statement of Income for the years ended December 31, 2013, 2012 and 2011;
(ii) Consolidated Statement of Comprehensive Income for the years ended December 31,
2013, 2012 and 2011; (iii) Consolidated Balance Sheet at December 31, 2013 and 2012;
(iv) Consolidated Statement of Changes in Shareholders’ Equity for the years ended
December 31, 2013, 2012 and 2011; (v) Consolidated Statement of Cash Flows for the years
ended December 31, 2013, 2012 and 2011; (vi) Notes to Consolidated Financial Statements;
and (vii) Financial Statement Schedules.
†
Filed herewith.
* Management contract or compensatory plan in which directors and/or executive officers are eligible
to participate.
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.
285
THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
Exhibit 12.1
(for the year ended December 31, in millions,
except ratios)
2013
2012
2011
2010
2009
Income before income taxes . . . . . . . . . . . . . . . . . . . . . .
Interest
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Portion of rentals deemed to be interest . . . . . . . . . . . . . .
$4,945
361
64
$3,166
378
64
$1,352
386
63
$4,306
388
68
$4,711
382
70
Income available for fixed charges . . . . . . . . . . . . . . . . . .
$5,370
$3,608
$1,801
$4,762
$5,163
Fixed charges:
Interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Portion of rentals deemed to be interest . . . . . . . . . . . .
$ 361
64
$ 378
64
$ 386
63
$ 388
68
$ 382
70
Total fixed charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Preferred stock dividend requirements . . . . . . . . . . . . . . .
425
—
442
—
449
1
456
4
452
4
Total fixed charges and preferred stock dividend
requirements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 425
$ 442
$ 450
$ 460
$ 456
Ratio of earnings to fixed charges . . . . . . . . . . . . . . . . . .
12.63
8.17
4.01
10.44
11.43
Ratio of earnings to combined fixed charges and preferred
stock dividend requirements . . . . . . . . . . . . . . . . . . . . .
12.63
8.17
4.00
10.35
11.31
The ratio of earnings to fixed charges is computed by dividing income available for fixed charges
by the fixed charges. For purposes of this ratio, fixed charges consist of that portion of rentals deemed
representative of the appropriate interest factor.
286
Exhibit 31.1
I, Jay S. Fishman, certify that:
CERTIFICATION
1.
I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2013 of The
Travelers Companies, Inc. (the Company);
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results of operations and cash
flows of the Company as of, and for, the periods presented in this report;
4. The Company’s other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) for the Company and have:
a)
designed such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure that material information relating
to the Company, including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;
c)
evaluated the effectiveness of the Company’s disclosure controls and procedures and
presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the Company’s internal control over financial reporting
that occurred during the Company’s most recent fiscal quarter (the Company’s fourth fiscal
quarter in the case of an annual report) that has materially affected, or is reasonably likely to
materially affect, the Company’s internal control over financial reporting; and
5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation
of internal control over financial reporting, to the Company’s auditors and the audit committee of
the Company’s board of directors (or persons performing the equivalent functions):
a)
b)
all significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the Company’s
ability to record, process, summarize and report financial information; and
any fraud, whether or not material, that involves management or other employees who have a
significant role in the Company’s internal control over financial reporting.
Date: February 13, 2014
By:
/s/ JAY S. FISHMAN
Jay S. Fishman
Chairman and Chief Executive Officer
287
Exhibit 31.2
I, Jay S. Benet, certify that:
CERTIFICATION
1.
I have reviewed this Annual Report on Form 10-K for the year ended December 31, 2013 of The
Travelers Companies, Inc. (the Company);
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the statements made, in light of the circumstances
under which such statements were made, not misleading with respect to the period covered by this
report;
3. Based on my knowledge, the financial statements, and other financial information included in this
report, fairly present in all material respects the financial condition, results of operations and cash
flows of the Company as of, and for, the periods presented in this report;
4. The Company’s other certifying officer and I are responsible for establishing and maintaining
disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e))
and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and
15d-15(f)) for the Company and have:
a)
designed such disclosure controls and procedures, or caused such disclosure controls and
procedures to be designed under our supervision, to ensure that material information relating
to the Company, including its consolidated subsidiaries, is made known to us by others within
those entities, particularly during the period in which this report is being prepared;
b) designed such internal control over financial reporting, or caused such internal control over
financial reporting to be designed under our supervision, to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for
external purposes in accordance with generally accepted accounting principles;
c)
evaluated the effectiveness of the Company’s disclosure controls and procedures and
presented in this report our conclusions about the effectiveness of the disclosure controls and
procedures, as of the end of the period covered by this report based on such evaluation; and
d) disclosed in this report any change in the Company’s internal control over financial reporting
that occurred during the Company’s most recent fiscal quarter (the Company’s fourth fiscal
quarter in the case of an annual report) that has materially affected, or is reasonably likely to
materially affect, the Company’s internal control over financial reporting; and
5. The Company’s other certifying officer and I have disclosed, based on our most recent evaluation
of internal control over financial reporting, to the Company’s auditors and the audit committee of
the Company’s board of directors (or persons performing the equivalent functions):
a)
b)
all significant deficiencies and material weaknesses in the design or operation of internal
control over financial reporting which are reasonably likely to adversely affect the Company’s
ability to record, process, summarize and report financial information; and
any fraud, whether or not material, that involves management or other employees who have a
significant role in the Company’s internal control over financial reporting.
Date: February 13, 2014
By:
/s/ JAY S. BENET
Jay S. Benet
Vice Chairman and Chief Financial Officer
288
Exhibit 32.1
THE TRAVELERS COMPANIES, INC.
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 (the ‘‘Exchange Act’’) and
18 U.S.C. Section 1350, the undersigned officer of The Travelers Companies, Inc. (the ‘‘Company’’)
hereby certifies that the Company’s Annual Report on Form 10-K for the year ended December 31,
2013 (the ‘‘Report’’) fully complies with the requirements of Section 13(a) or 15(d) of the Exchange
Act and that the information contained in the Report fairly presents, in all material respects, the
financial condition and results of operations of the Company.
Date: February 13, 2014
By:
/s/ JAY S. FISHMAN
Name: Jay S. Fishman
Title: Chairman and Chief Executive Officer
289
Exhibit 32.2
THE TRAVELERS COMPANIES, INC.
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
Pursuant to Rule 13a-14(b) of the Securities Exchange Act of 1934 (the ‘‘Exchange Act’’) and
18 U.S.C. Section 1350, the undersigned officer of The Travelers Companies, Inc. (the ‘‘Company’’)
hereby certifies that the Company’s Annual Report on Form 10-K for the year ended December 31,
2013 (the ‘‘Report’’) fully complies with the requirements of Section 13(a) or 15(d) of the Exchange
Act and that the information contained in the Report fairly presents, in all material respects, the
financial condition and results of operations of the Company.
Date: February 13, 2014
By:
/s/ JAY S. BENET
Name: Jay S. Benet
Title: Vice Chairman and Chief Financial
Officer
290
Shareholders’ information
Your Dividends
The Travelers Companies, Inc. has paid cash dividends without interruption
Annual Meeting of Shareholders
The Annual Meeting of Shareholders will be held on May 27, 2014,
for 142 years. Our most recent quarterly dividend of $0.50 per share was
at The Hartford Marriott Downtown, 200 Columbus Boulevard,
declared on January 21, 2014, payable March 31, 2014, to shareholders of
Hartford, CT 06103. As publicly announced, this date supersedes
record as of March 10, 2014.
Automatic Dividend Reinvestment Program
This program provides a convenient opportunity for our shareholders to
increase their holding of Travelers common stock. An explanatory brochure
and enrollment card may be obtained by calling our stock transfer agent,
Wells Fargo Bank, N.A., at 888.326.5102, or mailing a request to the
address below.
Stock Transfer Agent and Registrar
For address changes, dividend checks, direct deposits of dividends,
account consolidations, registration changes, lost stock certifi cates and
the prior date announced in the Form 10-K. In April, we plan to send
proxy materials, or a notice of internet availability of proxy materials, to
shareholders of record as of the close of business on March 31, 2014.
The notice will provide instructions on where to access our Proxy Statement
and Annual Report as well as how to vote your shares electronically. The
notice also includes instructions on how to request a printed copy of our
proxy materials.
Stock Price and Dividend Rate
The Travelers Companies, Inc. common stock is listed on the New York Stock
Exchange (NYSE) and is publicly traded under the ticker symbol “TRV”.
general stock holding questions, please contact:
The following tables set forth the quarterly high and low closing sales
Wells Fargo Bank, N.A.
Toll Free: 888.326.5102
Shareowner Services
Outside U.S. and Canada: 651.450.4064
P.O. Box 64854
www.shareowneronline.com
Saint Paul, MN 55164-0854
Financial Information Available
Travelers makes available, free of charge on its website, all of its fi lings that
are made electronically to the SEC, including Forms 10-K, 10-Q, and 8-K.
To access these fi lings, go to travelers.com > For Investors > SEC Filings.
Requests for additional information may be directed to:
The Travelers Companies, Inc.
Investor Relations, 2MS
One Tower Square
Hartford, CT 06183
Attn: Marc Parr
860.277.0779
mparr@travelers.com
prices of The Travelers Companies, Inc. common stock as well as the amount
of quarterly cash dividends declared per share for years 2013 and 2012.
2013
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
2012
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
High
$84.19
87.90
86.90
90.99
High
$61.59
64.77
68.61
74.33
Low
$72.86
77.85
79.42
82.35
Cash Dividend Declared
$0.46
0.50
0.50
0.50
Low
Cash Dividend Declared
$56.87
57.75
60.89
68.07
$0.41
0.46
0.46
0.46
Additional information
We have included the tables below and on the reverse page to provide a reconciliation of the following items used in this Annual Report: (i) operating
income less preferred dividends to net income, (ii) adjusted shareholders’ equity to shareholders’ equity, which are components of the operating
return on equity and return on equity ratios for the nine-year period ending December 31, 2013, and (iii) after-tax underwriting gain (excluding
the impact of catastrophes and net favorable prior year reserve development) to net income.
Twelve months ended December 31,
(Dollars in millions, after-tax)
2013
2012
2011
2010
2009
2008
2007
2006
2005
Reconciliation of operating income less preferred dividends to net income
Operating income, less
preferred dividends
$3,567
$2,441
$1,389
$3,040
$3,597
$3,191
$4,496
4,195
$2,020
Preferred dividends
–
–
1
3
3
4
4
5
6
Operating income
3,567
2,441
1,390
3,043
3,600
3,195
4,500
4,200
2,026
106
32
36
173
22
(271)
101
8
35
Net realized investment
gains (losses)
Income from continuing
operations
Discontinued operations
–
–
–
–
–
–
–
–
3,673
2,473
1,426
3,216
3,622
2,924
4,601
4,208
2,061
(439)
Net income
$3,673
$2,473
$1,426
$3,216
$3,622
$2,924
$4,601
$4,208
$1,622
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As of December 31,
(Dollars in millions)
2013
2012
2011
2010
2009
2008
2007
2006
2005
2004
Reconciliation of adjusted shareholders’ equity to shareholders’ equity
Adjusted shareholders’ equity
$23,368
$22,270
$21,570
$23,375
$25,458
$25,647
$25,783
$24,545
$22,227
$20,087
Net unrealized investment
gains (losses), net of tax
Net realized investment
gains (losses), net of tax
Preferred stock
Discontinued operations
1,322
3,103
2,871
1,859
1,856
(146)
620
453
327
866
106
–
–
32
–
–
36
–
–
173
68
–
22
79
–
(271)
89
–
101
112
–
8
129
–
35
153
(439)
(28)
188
88
Shareholders’ equity
$24,796
$25,405
$24,477
$25,475
$27,415
$25,319
$26,616
$25,135
$22,303
$21,201
(Dollars in millions)
2013
2012
2011
2010
2009
2008
2007
2006
2005
Twelve months ended December 31,
Calculation of average annual operating return on equity
$3,567
$2,441
$1,389
$3,040
$3,597
$3,191
$4,496
$4,195
$2,020
Operating income, less
preferred dividends
Adjusted average
shareholders’ equity
21,118
9.6%
23,004
22,158
22,806
24,285
25,777
25,668
25,350
23,381
Operating return on equity
15.5%
11.0%
6.1%
12.5%
14.0%
12.4%
17.7%
17.9%
Average annual operating
return on equity for the
period Jan. 1, 2005 –
Dec. 31, 2013
13.1%
(Dollars in millions, after-tax)
2013
2012
2011
2010
2009
2008
2007
Reconciliation of after-tax underwriting gain (excluding the impact of catastrophes and net favorable prior year reserve
development) to net income
Twelve months ended December 31,
Underwriting gain excluding
the impact of catastrophes
and net favorable prior year
reserve development
(underlying underwriting gain)
$1,277
$888
$451
$715
$866
Impact of catastrophes
(387)
(1,214)
(1,669)
(729)
(297)
Impact of net favorable prior
year reserve development
Underwriting gain (loss)
552
1,442
622
296
Net investment income
2,186
2,316
Other, including interest expense
(61)
(171)
Operating income
3,567
2,441
473
(745)
2,330
(195)
1,390
818
804
2,468
(229)
3,043
868
1,437
2,290
(127)
3,600
Net realized investment
gains (losses)
106
32
36
173
22
Net income
$3,673
$2,473
$1,426
$3,216
$3,622
$995
(919)
1,000
1,076
2,299
(180)
3,195
(271)
2,924
$1,457
(109)
351
1,699
2,915
(114)
4,500
101
4,601
Average shareholders’ equity is (a) the sum of total shareholders’ equity excluding preferred stock at the beginning and end of each of the quarters for the period presented divided by (b) the number of quarters
in the period presented times two.
Adjusted shareholders’ equity is shareholders’ equity excluding net unrealized investment gains (losses), net of tax, net realized investment gains (losses), net of tax, for the period presented, preferred stock
and discontinued operations. Adjusted average shareholders’ equity is average shareholders’ equity excluding net unrealized investment gains (losses), net of tax, and that period’s net realized investment gains
(losses), net of tax.
Average annual operating return on equity over a period is the ratio of: (a) the sum of operating income less preferred dividends for the periods presented, to (b) the sum of the adjusted average shareholders’
equity for all years in the period presented.
Defi nitions of other terms used in this Annual Report, such as return on equity, operating return on equity, underwriting gain (loss) and GAAP combined ratio, are included in the Glossary of Selected Insurance
Terms portion of the attached Form 10-K.
35947.indd 12
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© 2014 The Travelers Indemnity Company. All rights reserved. 56211
35947.indd 13
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The Travelers Companies, Inc.
485 Lexington Avenue
New York, NY 10017-2630
800.328.2189
NYSE: TRV
travelers.com
35947.indd 14
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