e10vk
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
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þ |
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For the Fiscal Year Ended December 31, 2006
OR
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o |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 |
For
the transition period from ___ to ___
Commission File Number 1-5823
CNA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation or organization)
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36-6169860
(I.R.S. Employer Identification
No.) |
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333 S. Wabash
Chicago, Illinois
(Address of principal executive
offices)
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60604
(Zip Code) |
(312) 822-5000
(Registrants telephone number,
including area code)
Securities registered pursuant to Section 12(b) of the Act:
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Title
of each class
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Name of each exchange on
which registered |
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Common Stock
with a par value
of $2.50 per share
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New York Stock Exchange
Chicago Stock Exchange
NYSE Arca |
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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 þ No o
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 o No þ
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 þ No o
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 registrants 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. o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
or a non-accelerated filer. See definition of accelerated filer and large accelerated filer in
Rule 12b-2 of the Act. (check one):
Large Accelerated Filer þ Accelerated Filer o Non-Accelerated Filer o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act). Yes o No þ
As of
February 16, 2007, 271,406,984 shares of common stock were outstanding. The aggregate market
value of the common stock of CNA Financial Corporation held by non-affiliates of the registrant as
of June 30, 2006 was approximately $738 million based on the closing price of $32.96 per share of
the common stock on the New York Stock Exchange on June 30, 2006.
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the CNA Financial Corporation Proxy Statement prepared for the 2007 annual meeting
of shareholders, pursuant to Regulation 14A, are incorporated by reference into Part III of this
Report.
PART I
ITEM 1. BUSINESS
CNA Financial Corporation (CNAF) was incorporated in 1967 and is an insurance holding
company. Collectively, CNAF and its subsidiaries are referred to as CNA or the Company. References to
CNA, the Company, we, our, us or like terms refer to the business of CNA and its
subsidiaries. Our property and casualty insurance operations are conducted by Continental Casualty
Company (CCC), incorporated in 1897, and its affiliates, and The Continental Insurance Company
(CIC), organized in 1853, and its affiliates. CIC became a subsidiary of ours in 1995 as a result of
the acquisition of The Continental Corporation (Continental). Loews Corporation (Loews) owned
approximately 89% of our outstanding common stock as of December 31, 2006.
We serve a wide variety of customers, including small, medium and large businesses, associations,
professionals, and groups and individuals with a broad range of insurance and risk management
products and services.
Our insurance products primarily include property and casualty coverages. Our services include risk
management, information services, warranty and claims administration. Our products and services are
marketed through independent agents, brokers, managing general agents and direct sales.
Our core business, property and casualty insurance operations, is reported in two business
segments: Standard Lines and Specialty Lines. Our non-core operations are managed in two
segments: Life and Group Non-Core and Corporate and Other Non-Core. These segments are managed
separately because of differences in their product lines and markets. Discussions of each segment
including the products offered, the customers served, the distribution channels used and
competition are set forth in the Managements Discussion and Analysis (MD&A) included under Item 7
and in Note N of the Consolidated Financial Statements included under Item 8.
Competition
The property and casualty insurance industry is highly competitive both as to rate and service. Our
consolidated property and casualty subsidiaries compete not only with other stock insurance
companies, but also with mutual insurance companies, reinsurance companies and other entities for
both producers and customers. We must continuously allocate resources to refine and improve our
insurance products and services.
Rates among insurers vary according to the types of insurers and methods of operation. We compete
for business not only on the basis of rate, but also on the basis of availability of coverage
desired by customers, ratings and quality of service, including claim adjustment services.
There are approximately 2,400 individual companies that sell property and casualty insurance in the
United States. Our consolidated property and casualty subsidiaries ranked as the 13th largest
property and casualty insurance organization and we are the seventh largest commercial insurance
writer in the United States based upon 2005 statutory net written premiums.
Regulation
The insurance industry is subject to comprehensive and detailed regulation and supervision
throughout the United States. Each state has established supervisory agencies with broad
administrative powers relative to licensing insurers and agents, approving policy forms,
establishing reserve requirements, fixing minimum interest rates for accumulation of surrender
values and maximum interest rates of policy loans, prescribing the form and content of statutory
financial reports and regulating solvency and the type and amount of investments permitted. Such
regulatory powers also extend to premium rate regulations, which require that rates not be
excessive, inadequate or unfairly discriminatory. In addition to regulation of dividends by
insurance subsidiaries, intercompany transfers of assets may be subject to prior notice or approval
by the state insurance regulators, depending on the size of such transfers and payments in relation
to the financial position of the insurance affiliates making the transfer or payment.
Insurers are also required by the states to provide coverage to insureds who would not otherwise be
considered eligible by the insurers. Each state dictates the types of insurance and the level of
coverage that must be provided to such involuntary risks. Our share of these involuntary risks is
mandatory and generally a function of our respective share of the voluntary market by line of
insurance in each state.
3
Further, insurance companies are subject to state guaranty fund and other insurance-related
assessments. Guaranty fund and other insurance-related assessments are levied by the state
departments of insurance to cover claims of insolvent insurers.
Reform of the U.S. tort liability system is another issue facing the insurance industry. Over the
last decade, many states have passed some type of reform. In recent years, for example, significant
state general tort reforms have been enacted in Georgia, Ohio, Mississippi and South
Carolina. Specific state legislation addressing state asbestos reform has been passed in Ohio,
Georgia, Florida and Texas. A few more states will be considering such legislation in the coming
year. Although these states legislatures have begun to address their litigious environments, some
reforms are being challenged in the courts and it will take some time before they are
finalized. Even though there has been some tort reform success, new causes of action and theories of
damages continue to be proposed in state court actions or by legislatures. As a result of this
unpredictability in the law, insurance underwriting and rating is expected to continue to be
difficult in commercial lines, professional liability and some specialty coverages.
Although the federal government and its regulatory agencies do not directly regulate the business
of insurance, federal legislative and regulatory initiatives can impact the insurance industry in a
variety of ways. These initiatives and legislation include tort reform proposals; proposals
addressing natural catastrophe exposures; terrorism risk mechanisms; and various tax proposals
affecting insurance companies. In 1999, Congress passed the Financial Services Modernization or
Gramm-Leach-Bliley Act (GLB Act), which repealed portions of the Glass-Steagall Act and enabled
closer relationships between banks and insurers. Although functional regulation was preserved by
the GLB Act for state oversight of insurance, additional financial services modernization
legislation could include provisions for an alternate federal system of regulation for insurance
companies.
In addition, our domestic insurance subsidiaries are subject to risk-based capital
requirements. Risk-based capital is a method developed by the National Association of Insurance
Commissioners (NAIC) to determine the minimum amount of statutory capital appropriate for an
insurance company to support its overall business operations in consideration of its size and risk
profile. The formula for determining the amount of risk-based capital specifies various factors,
weighted based on the perceived degree of risk, which are applied to certain financial balances and
financial activity. The adequacy of a companys actual capital is evaluated by a comparison to the
risk-based capital results, as determined by the formula. Companies below minimum risk-based capital
requirements are classified within certain levels, each of which requires specified corrective
action. As of December 31, 2006 and 2005, all of our domestic insurance subsidiaries exceeded the
minimum risk-based capital requirements.
Subsidiaries with insurance operations outside the United States are also subject to regulation in
the countries in which they operate. We have operations in the United Kingdom, Canada and other
countries.
Employee Relations
As of December 31, 2006, we had approximately 9,800 employees and have experienced satisfactory
labor relations. We have never had work stoppages due to labor disputes.
We have comprehensive benefit plans for substantially all of our employees, including retirement
plans, savings plans, disability programs, group life programs and group healthcare programs. See
Note J of the Consolidated Financial Statements included under Item 8 for further discussion of our
benefit plans.
4
Supplementary Insurance Data
The following table sets forth supplementary insurance data:
Supplementary Insurance Data
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Years ended December 31 |
|
|
|
|
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|
(In millions, except ratio information) |
|
2006 |
|
2005 |
|
2004 |
Trade Ratios GAAP basis (a) |
|
|
|
|
|
|
|
|
|
|
|
|
Loss and loss adjustment expense ratio |
|
|
75.7 |
% |
|
|
89.4 |
% |
|
|
74.6 |
% |
Expense ratio |
|
|
30.0 |
|
|
|
31.2 |
|
|
|
31.5 |
|
Dividend ratio |
|
|
0.3 |
|
|
|
0.3 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio |
|
|
106.0 |
% |
|
|
120.9 |
% |
|
|
106.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
Trade Ratios Statutory basis (preliminary) (a) |
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|
|
|
|
|
|
|
|
|
|
|
Loss and loss adjustment expense ratio |
|
|
78.7 |
% |
|
|
92.2 |
% |
|
|
78.1 |
% |
Expense ratio |
|
|
30.2 |
|
|
|
30.0 |
|
|
|
27.2 |
|
Dividend ratio |
|
|
0.2 |
|
|
|
0.5 |
|
|
|
0.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio |
|
|
109.1 |
% |
|
|
122.7 |
% |
|
|
105.9 |
% |
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|
|
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|
|
|
|
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|
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|
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Individual Life and Group Life Insurance Inforce |
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Individual life |
|
$ |
9,866 |
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|
$ |
10,711 |
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$ |
11,566 |
|
Group life |
|
|
5,787 |
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|
9,838 |
|
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|
45,079 |
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|
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|
|
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|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
Total |
|
$ |
15,653 |
|
|
$ |
20,549 |
|
|
$ |
56,645 |
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|
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|
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Other Data Statutory basis (preliminary) (b) |
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|
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|
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|
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Property and casualty companies capital and surplus (c) |
|
$ |
8,137 |
|
|
$ |
6,940 |
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|
$ |
6,998 |
|
Life companys capital and surplus |
|
|
687 |
|
|
|
627 |
|
|
|
1,177 |
|
Property and casualty companies written premiums to surplus ratio |
|
|
0.9 |
|
|
|
1.0 |
|
|
|
1.0 |
|
Life companys capital and surplus-percent to total liabilities |
|
|
38.9 |
% |
|
|
33.1 |
% |
|
|
56.0 |
% |
Participating policyholders-percent of gross life insurance inforce |
|
|
4.4 |
% |
|
|
3.5 |
% |
|
|
1.4 |
% |
|
|
|
(a) |
|
Trade ratios reflect the results of our property and casualty insurance
subsidiaries. Trade ratios are industry measures of property and casualty underwriting
results. The loss and loss adjustment expense ratio is the percentage of net incurred claim
and claim adjustment expenses and the expenses incurred related to uncollectible
reinsurance receivables to net earned premiums. The primary difference in this ratio between
accounting principles generally accepted in the United States of America (GAAP) and
statutory accounting practices (SAP) is related to the treatment of active life reserves
(ALR) related to long term care insurance products written in property and casualty
insurance subsidiaries. For GAAP, ALR is classified as claim and claim adjustment expense
reserves whereas for SAP, ALR is classified as unearned premium reserves. The expense ratio,
using amounts determined in accordance with GAAP, is the percentage of underwriting and
acquisition expenses (including the amortization of deferred acquisition expenses) to net
earned premiums. The expense ratio, using amounts determined in accordance with SAP, is the
percentage of acquisition and underwriting expenses (with no deferral of acquisition
expenses) to net written premiums. The dividend ratio, using amounts determined in
accordance with GAAP, is the ratio of dividends incurred to net earned premiums. The
dividend ratio, using amounts determined in accordance with SAP, is the ratio of dividends
paid to net earned premiums. The combined ratio is the sum of the loss and loss adjustment
expense, expense and dividend ratios. |
|
(b) |
|
Other data is determined in accordance with SAP. Life and group statutory capital and
surplus as a percent of total liabilities is determined after excluding separate account
liabilities and reclassifying the statutorily required Asset Valuation Reserve to surplus. |
|
(c) |
|
Surplus includes the property and casualty companies equity ownership of the life
companys capital and surplus. |
5
The following table displays the distribution of gross written premiums for our operations by
geographic concentration.
Gross Written Premiums
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|
|
Percent of Total |
Years ended December 31 |
|
2006 |
|
2005 |
|
2004 |
California |
|
|
9.6 |
% |
|
|
9.0 |
% |
|
|
9.3 |
% |
Florida |
|
|
7.9 |
|
|
|
7.1 |
|
|
|
7.1 |
|
New York |
|
|
7.3 |
|
|
|
7.9 |
|
|
|
7.9 |
|
Texas |
|
|
5.9 |
|
|
|
5.7 |
|
|
|
5.4 |
|
New Jersey |
|
|
4.4 |
|
|
|
3.8 |
|
|
|
5.3 |
|
Illinois |
|
|
4.1 |
|
|
|
4.2 |
|
|
|
5.1 |
|
Pennsylvania |
|
|
3.4 |
|
|
|
4.2 |
|
|
|
4.7 |
|
United Kingdom |
|
|
3.2 |
|
|
|
2.8 |
|
|
|
2.3 |
|
Missouri |
|
|
3.0 |
|
|
|
2.8 |
|
|
|
1.4 |
|
Massachusetts |
|
|
2.4 |
|
|
|
3.3 |
|
|
|
3.2 |
|
All other states, countries or political subdivisions (a) |
|
|
48.8 |
|
|
|
49.2 |
|
|
|
48.3 |
|
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|
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|
|
|
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|
|
|
|
|
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|
|
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|
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|
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|
Total |
|
|
100.0 |
% |
|
|
100.0 |
% |
|
|
100.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
(a) |
|
No other individual state, country or political subdivision accounts for more than 3.0% of
gross written premiums. |
Approximately 7.1%, 6.1% and 5.0% of our gross written premiums were derived from outside of
the United States for the years ended December 31, 2006, 2005 and 2004. Premiums from any individual
foreign country excluding the United Kingdom were not significant.
Property and Casualty Claim and Claim Adjustment Expenses
The following loss reserve development table illustrates the change over time of reserves
established for property and casualty claim and claim adjustment expenses at the end of the
preceding ten calendar years for our property and casualty insurance operations. The table excludes
our life subsidiary(ies), and as such, the carried reserves will not agree to the Consolidated
Financial Statements included under Item 8. The first section shows the reserves as originally
reported at the end of the stated year. The second section, reading down, shows the cumulative
amounts paid as of the end of successive years with respect to the originally reported reserve
liability. The third section, reading down, shows re-estimates of the originally recorded reserves
as of the end of each successive year, which is the result of our property and casualty insurance
subsidiaries expanded awareness of additional facts and circumstances that pertain to the
unsettled claims. The last section compares the latest re-estimated reserves to the reserves
originally established, and indicates whether the original reserves were adequate or inadequate to
cover the estimated costs of unsettled claims.
The loss reserve development table for property and casualty companies is cumulative and,
therefore, ending balances should not be added since the amount at the end of each calendar year
includes activity for both the current and prior years. Additionally, the development amounts in the
table below are the amounts prior to consideration of any related reinsurance bad debt allowance
impacts.
6
Schedule of Loss Reserve Development
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|
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|
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|
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|
Calendar Year Ended |
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|
(In millions) |
|
1996 |
|
|
1997 |
|
|
1998 |
|
|
1999 (a) |
|
|
2000 |
|
|
2001 (b) |
|
|
2002 (c) |
|
|
2003 |
|
|
2004 |
|
|
2005 |
|
|
2006 |
|
Originally reported gross
reserves for unpaid claim
and claim adjustment
expenses |
|
$ |
29,559 |
|
|
$ |
28,731 |
|
|
$ |
28,506 |
|
|
$ |
26,850 |
|
|
$ |
26,510 |
|
|
$ |
29,649 |
|
|
$ |
25,719 |
|
|
$ |
31,284 |
|
|
$ |
31,204 |
|
|
$ |
30,694 |
|
|
$ |
29,459 |
|
Originally reported ceded
recoverable |
|
|
5,385 |
|
|
|
5,056 |
|
|
|
5,182 |
|
|
|
6,091 |
|
|
|
7,333 |
|
|
|
11,703 |
|
|
|
10,490 |
|
|
|
13,847 |
|
|
|
13,682 |
|
|
|
10,438 |
|
|
|
8,078 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Originally reported net
reserves for unpaid claim
and claim adjustment
expenses |
|
$ |
24,174 |
|
|
$ |
23,675 |
|
|
$ |
23,324 |
|
|
$ |
20,759 |
|
|
$ |
19,177 |
|
|
$ |
17,946 |
|
|
$ |
15,229 |
|
|
$ |
17,437 |
|
|
$ |
17,522 |
|
|
$ |
20,256 |
|
|
$ |
21,381 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cumulative net paid as of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
One year later |
|
$ |
5,851 |
|
|
$ |
5,954 |
|
|
$ |
7,321 |
|
|
$ |
6,547 |
|
|
$ |
7,686 |
|
|
$ |
5,981 |
|
|
$ |
5,373 |
|
|
$ |
4,382 |
|
|
$ |
2,651 |
|
|
$ |
3,442 |
|
|
$ |
|
|
Two years later |
|
|
9,796 |
|
|
|
11,394 |
|
|
|
12,241 |
|
|
|
11,937 |
|
|
|
11,992 |
|
|
|
10,355 |
|
|
|
8,768 |
|
|
|
6,104 |
|
|
|
4,963 |
|
|
|
|
|
|
|
|
|
Three years later |
|
|
13,602 |
|
|
|
14,423 |
|
|
|
16,020 |
|
|
|
15,256 |
|
|
|
15,291 |
|
|
|
12,954 |
|
|
|
9,747 |
|
|
|
7,780 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Four years later |
|
|
15,793 |
|
|
|
17,042 |
|
|
|
18,271 |
|
|
|
18,151 |
|
|
|
17,333 |
|
|
|
13,244 |
|
|
|
10,870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Five years later |
|
|
17,736 |
|
|
|
18,568 |
|
|
|
20,779 |
|
|
|
19,686 |
|
|
|
17,775 |
|
|
|
13,922 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six years later |
|
|
18,878 |
|
|
|
20,723 |
|
|
|
21,970 |
|
|
|
20,206 |
|
|
|
18,970 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Seven years later |
|
|
20,828 |
|
|
|
21,649 |
|
|
|
22,564 |
|
|
|
21,231 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eight years later |
|
|
21,609 |
|
|
|
22,077 |
|
|
|
23,453 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine years later |
|
|
21,986 |
|
|
|
22,800 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ten years later |
|
|
22,642 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves re-estimated
as of: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
End of initial year |
|
$ |
24,174 |
|
|
$ |
23,675 |
|
|
$ |
23,324 |
|
|
$ |
20,759 |
|
|
$ |
19,177 |
|
|
$ |
17,946 |
|
|
$ |
15,229 |
|
|
$ |
17,437 |
|
|
$ |
17,522 |
|
|
$ |
20,256 |
|
|
$ |
21,381 |
|
One year later |
|
|
23,970 |
|
|
|
23,904 |
|
|
|
24,306 |
|
|
|
21,163 |
|
|
|
21,502 |
|
|
|
17,980 |
|
|
|
17,650 |
|
|
|
17,671 |
|
|
|
18,513 |
|
|
|
20,588 |
|
|
|
|
|
Two years later |
|
|
23,610 |
|
|
|
24,106 |
|
|
|
24,134 |
|
|
|
23,217 |
|
|
|
21,555 |
|
|
|
20,533 |
|
|
|
18,248 |
|
|
|
19,120 |
|
|
|
19,044 |
|
|
|
|
|
|
|
|
|
Three years later |
|
|
23,735 |
|
|
|
23,776 |
|
|
|
26,038 |
|
|
|
23,081 |
|
|
|
24,058 |
|
|
|
21,109 |
|
|
|
19,814 |
|
|
|
19,760 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Four years later |
|
|
23,417 |
|
|
|
25,067 |
|
|
|
25,711 |
|
|
|
25,590 |
|
|
|
24,587 |
|
|
|
22,547 |
|
|
|
20,384 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Five years later |
|
|
24,499 |
|
|
|
24,636 |
|
|
|
27,754 |
|
|
|
26,000 |
|
|
|
25,594 |
|
|
|
22,983 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six years later |
|
|
24,120 |
|
|
|
26,338 |
|
|
|
28,078 |
|
|
|
26,625 |
|
|
|
26,023 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Seven years later |
|
|
25,629 |
|
|
|
26,537 |
|
|
|
28,437 |
|
|
|
27,009 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eight years later |
|
|
25,813 |
|
|
|
26,770 |
|
|
|
28,705 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine years later |
|
|
26,072 |
|
|
|
26,997 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ten years later |
|
|
26,305 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net (deficiency)
redundancy |
|
$ |
(2,131 |
) |
|
$ |
(3,322 |
) |
|
$ |
(5,381 |
) |
|
$ |
(6,250 |
) |
|
$ |
(6,846 |
) |
|
$ |
(5,037 |
) |
|
$ |
(5,155 |
) |
|
$ |
(2,323 |
) |
|
$ |
(1,522 |
) |
|
$ |
(332 |
) |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation to gross
re-estimated reserves: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves re-estimated |
|
$ |
26,305 |
|
|
$ |
26,997 |
|
|
$ |
28,705 |
|
|
$ |
27,009 |
|
|
$ |
26,023 |
|
|
$ |
22,983 |
|
|
$ |
20,384 |
|
|
$ |
19,760 |
|
|
$ |
19,044 |
|
|
$ |
20,588 |
|
|
$ |
|
|
Re-estimated ceded
recoverable |
|
|
7,619 |
|
|
|
6,953 |
|
|
|
7,469 |
|
|
|
9,810 |
|
|
|
10,541 |
|
|
|
15,939 |
|
|
|
15,298 |
|
|
|
13,722 |
|
|
|
12,624 |
|
|
|
10,094 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total gross re-estimated
reserves |
|
$ |
33,924 |
|
|
$ |
33,950 |
|
|
$ |
36,174 |
|
|
$ |
36,819 |
|
|
$ |
36,564 |
|
|
$ |
38,922 |
|
|
$ |
35,682 |
|
|
$ |
33,482 |
|
|
$ |
31,668 |
|
|
$ |
30,682 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (deficiency)
redundancy related to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asbestos claims |
|
$ |
(2,461 |
) |
|
$ |
(2,361 |
) |
|
$ |
(2,120 |
) |
|
$ |
(1,544 |
) |
|
$ |
(1,479 |
) |
|
$ |
(707 |
) |
|
$ |
(707 |
) |
|
$ |
(65 |
) |
|
$ |
(11 |
) |
|
$ |
|
|
|
$ |
|
|
Environmental and mass
tort claims |
|
|
(807 |
) |
|
|
(834 |
) |
|
|
(618 |
) |
|
|
(722 |
) |
|
|
(716 |
) |
|
|
(256 |
) |
|
|
(263 |
) |
|
|
(117 |
) |
|
|
(116 |
) |
|
|
(63 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total asbestos,
environmental and mass
tort |
|
|
(3,268 |
) |
|
|
(3,195 |
) |
|
|
(2,738 |
) |
|
|
(2,266 |
) |
|
|
(2,195 |
) |
|
|
(963 |
) |
|
|
(970 |
) |
|
|
(182 |
) |
|
|
(127 |
) |
|
|
(63 |
) |
|
|
|
|
Other claims |
|
|
1,137 |
|
|
|
(127 |
) |
|
|
(2,643 |
) |
|
|
(3,984 |
) |
|
|
(4,651 |
) |
|
|
(4,074 |
) |
|
|
(4,185 |
) |
|
|
(2,141 |
) |
|
|
(1,395 |
) |
|
|
(269 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net (deficiency)
redundancy |
|
$ |
(2,131 |
) |
|
$ |
(3,322 |
) |
|
$ |
(5,381 |
) |
|
$ |
(6,250 |
) |
|
$ |
(6,846 |
) |
|
$ |
(5,037 |
) |
|
$ |
(5,155 |
) |
|
$ |
(2,323 |
) |
|
$ |
(1,522 |
) |
|
$ |
(332 |
) |
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
7
|
|
|
(a) |
|
Ceded recoverable includes reserves transferred under retroactive reinsurance
agreements of $784 million as of December 31, 1999. |
|
(b) |
|
Effective January 1, 2001, we established a new life insurance company, CNA Group Life
Assurance Company (CNAGLA). Further, on January 1, 2001 approximately $1,055 million of
reserves were transferred from CCC to CNAGLA. |
|
(c) |
|
Effective October 31,
2002, we sold CNA Reinsurance Company Limited (CNA Re U.K.). As a
result of the sale, net reserves were reduced by approximately $1,316 million. |
Additional information regarding our property and casualty claim and claim adjustment expense
reserves and reserve development is set forth in the MD&A included under Item 7 and in Notes A and
F of the Consolidated Financial Statements included under Item 8.
Investments
Information on our investments is set forth in the MD&A included under Item 7 and in Notes A, B, C
and D of the Consolidated Financial Statements included under Item 8.
Available Information
We file annual, quarterly and current reports, proxy statements and other documents with the
Securities and Exchange Commission (SEC) under the Securities Exchange Act of 1934 (Exchange
Act). The public may read and copy any materials that we file with the SEC at the SECs Public
Reference Room at 100 F Street, NE, Washington, D.C. 20549. The public may obtain information on the
operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. Also, the SEC maintains
an Internet site that contains reports, proxy and information statements, and other information
regarding issuers, including CNA, that file electronically with the SEC. The public can obtain any
documents that we file with the SEC at http://www.sec.gov.
We also make available free of charge on or through our internet website (http://www.cna.com) our
Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and
amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange
Act as soon as reasonably practicable after we electronically file such material with, or furnish
it to, the SEC. Copies of these reports may also be obtained, free of charge, upon written request
to: CNA Financial Corporation, 333 S. Wabash Avenue, Chicago, IL 60604, Attn. Jonathan D. Kantor,
Executive Vice President, General Counsel and Secretary.
ITEM 1A. RISK FACTORS
Our business faces many risks. We have described below some of the more significant risks which we
face. There may be additional risks that we do not yet know of or that we do not currently perceive
to be significant that may also impact our business. Each of the risks and uncertainties described
below could lead to events or circumstances that have a material adverse effect on our business,
results of operations, financial condition or equity. You should carefully consider and evaluate all
of the information included in this Report and any subsequent reports we may file with the
Securities and Exchange Commission or make available to the public before investing in any
securities we issue.
If we determine that loss reserves are insufficient to cover our estimated ultimate unpaid
liability for claims, we may need to increase our loss reserves.
We maintain loss reserves to cover our estimated ultimate unpaid liability for claims and claim
adjustment expenses for reported and unreported claims and for future policy benefits. Reserves
represent our best estimate at a given point in time. Insurance reserves are not an exact
calculation of liability but instead are complex estimates derived by us, generally utilizing a
variety of reserve estimation techniques from numerous assumptions and expectations about future
events, many of which are highly uncertain, such as estimates of claims severity, frequency of
claims, mortality, morbidity, expected interest rates, inflation, claims handling, case reserving
policies and procedures, underwriting and pricing policies, changes in the legal and regulatory
environment and the lag time between the occurrence of an insured event and the time of its
ultimate settlement. Many of these uncertainties are not precisely quantifiable and require
significant judgment on our part. As trends in underlying claims develop, particularly in so-called
long tail or long duration coverages, we are sometimes required to add to our reserves. This is
called unfavorable development and results in a charge to our earnings in the amount of the added
reserves, recorded in the
8
period the change in estimate is made. These charges can be substantial and can have a material
adverse effect on our results of operations and equity. Additional information on our reserves is
included in Managements Discussion and Analysis (MD&A) under Item 7 and Note F to the Consolidated
Financial Statements included under Item 8.
We are subject to the uncertain effects of emerging or potential claims and coverages issues that
arise as industry practices and legal, judicial, social and other environmental conditions
change. These issues have had, and may continue to have, a negative effect on our business by either
extending coverage beyond the original underwriting intent or by increasing the number or size of
claims, resulting in further increases in our reserves which can have a material adverse effect on
our results of operations and equity. The effects of these and other unforeseen emerging claim and
coverage issues are extremely hard to predict. Examples of emerging or potential claims and coverage
issues include:
|
|
increases in the number and size of claims relating to injuries from medical products; |
|
|
|
the effects of accounting and financial reporting scandals and other major corporate governance failures,
which have resulted in an increase in the number and size of claims, including director and officer and errors and
omissions insurance claims; |
|
|
|
class action litigation relating to claims handling and other practices; |
|
|
|
construction defect claims, including claims for a broad range of additional insured endorsements on policies; |
|
|
|
clergy abuse claims, including passage of legislation to reopen or extend various statutes of limitations; and |
|
|
|
mass tort claims, including bodily injury claims related to silica, welding rods, benzene, lead and various
other chemical exposure claims. |
In light of the many uncertainties associated with establishing the estimates and making the
assumptions necessary to establish reserve levels, we review and change our reserve estimates in a
regular and ongoing process as experience develops and further claims are reported and settled. In
addition, we periodically undergo state regulatory financial examinations, including review and
analysis of our reserves. If estimated reserves are insufficient for any reason, the required
increase in reserves would be recorded as a charge against our earnings for the period in which
reserves are determined to be insufficient. These charges can be substantial and can materially
adversely affect our results of operations and equity.
Loss reserves for asbestos, environmental pollution and mass torts are especially difficult to
estimate and may result in more frequent and larger additions to these reserves.
Our experience has been that establishing reserves for casualty coverages relating to asbestos,
environmental pollution and mass tort (which we refer to as APMT) claim and claim adjustment
expenses is subject to uncertainties that are greater than those presented by other
claims. Estimating the ultimate cost of both reported and unreported asbestos, environmental
pollution and mass tort claims is subject to a higher degree of variability due to a number of
additional factors including, among others, the following:
|
|
coverage issues including whether certain costs are covered under the policies and whether policy limits apply; |
|
|
|
inconsistent court decisions and developing legal theories; |
|
|
|
increasingly aggressive tactics of plaintiffs lawyers; |
|
|
|
the risks and lack of predictability inherent in major litigation; |
|
|
|
changes in the volume of asbestos, environmental pollution and mass tort claims which cannot now be
anticipated; |
|
|
|
continued increases in mass tort claims relating to silica and silica-containing products; |
|
|
|
the impact of the exhaustion of primary limits and the resulting increase in claims on any umbrella or excess
policies we have issued; |
|
|
|
the number and outcome of direct actions against us; |
9
|
|
our ability to recover reinsurance for these claims; and |
|
|
|
changes in the legal and legislative environment in which we operate. |
As a result of this higher degree of variability, we have necessarily supplemented traditional
actuarial methods and techniques with additional estimating techniques and methodologies, many of
which involve significant judgment on our part. Consequently, we may periodically need to record
changes in our claim and claim adjustment expense reserves in the future in these areas in amounts
that may be material. Additional information on APMT is included in MD&A under Item 7 and Note F to
the Consolidated Financial Statements included under Item 8.
Environmental pollution claims. The estimation of reserves for environmental pollution claims
is complicated by the assertion by many policyholders of claims for defense costs and
indemnification. We and others in the insurance industry are disputing coverage for many such
claims. Key coverage issues in these claims include the following:
|
|
whether cleanup costs are considered damages under the policies (and accordingly whether we would be liable
for these costs); |
|
|
|
the trigger of coverage and the allocation of liability among triggered policies; |
|
|
|
the applicability of pollution exclusions and owned property exclusions; |
|
|
|
the potential for joint and several liability; and |
|
|
|
the definition of an occurrence. |
To date, courts have been inconsistent in their rulings on these issues, thus adding to the
uncertainty of the outcome of many of these claims.
Further, the scope of federal and state statutes and regulations determining liability and
insurance coverage for environmental pollution liabilities have been the subject of extensive
litigation. In many cases, courts have expanded the scope of coverage and liability for cleanup
costs beyond the original intent of our insurance policies. Additionally, the standards for cleanup
in environmental pollution matters are unclear, the number of sites potentially subject to cleanup
under applicable laws is unknown, and the impact of various proposals to reform existing statutes
and regulations is difficult to predict.
Asbestos claims. The estimation of reserves for asbestos claims is particularly difficult for
many of the same reasons discussed above for environmental pollution claims, as well as the
following:
|
|
inconsistency of court decisions and jury attitudes, as well as future court decisions; |
|
|
|
specific policy provisions; |
|
|
|
allocation of liability among insurers and insureds; |
|
|
|
missing policies and proof of coverage; |
|
|
|
the proliferation of bankruptcy proceedings and attendant uncertainties; |
|
|
|
novel theories asserted by policyholders and their legal counsel; |
|
|
|
the targeting of a broader range of businesses and entities as defendants; |
|
|
|
uncertainties in predicting the number of future claims and which other insureds may be targeted in the future; |
|
|
|
volatility in claim numbers and settlement demands; |
|
|
|
increases in the number of non-impaired claimants and the extent to which they can be precluded from making
claims; |
|
|
|
the efforts by insureds to obtain coverage that is not subject to aggregate limits; |
|
|
|
the long latency period between asbestos exposure and disease manifestation, as well as the resulting
potential for involvement of multiple policy periods for individual claims; |
|
|
|
medical inflation trends; |
10
|
|
the mix of asbestos-related diseases presented; and |
|
|
|
the ability to recover reinsurance. |
In addition, a number of our insureds have asserted that their claims for insurance are not subject
to aggregate limits on coverage. If these insureds are successful in this regard, our potential
liability for their claims would be unlimited. Some of these insureds contend that their asbestos
claims fall within the so-called non-products liability coverage within their policies, rather
than the products liability coverage, and that this non-products liability coverage is not
subject to any aggregate limit. It is difficult to predict the extent to which these claims will
succeed and, as a result, the ultimate size of these claims.
Catastrophe losses are unpredictable.
Catastrophe losses are an inevitable part of our business. Various events can cause catastrophe
losses, including hurricanes, windstorms, earthquakes, hail, explosions, severe winter weather, and
fires, and their frequency and severity are inherently unpredictable. In addition, longer-term
natural catastrophe trends may be changing and new types of catastrophe losses may be developing
due to climate change, a phenomenon that has been associated with extreme weather events linked to
rising temperatures, and includes effects on global weather patterns, greenhouse gases, sea, land
and air temperatures, sea levels, rain, and snow. For example, in 2005, we experienced substantial
losses from Hurricanes Katrina, Rita and Wilma and in 2004, we experienced substantial losses from
Hurricanes Charley, Frances, Ivan and Jeanne. The extent of our losses from catastrophes is a
function of both the total amount of our insured exposures in the affected areas and the severity
of the events themselves. In addition, as in the case of catastrophe losses generally, it can take a
long time for the ultimate cost to us to be finally determined. As our claim experience develops on
a particular catastrophe, we may be required to adjust our reserves, or take additional unfavorable
development, to reflect our revised estimates of the total cost of claims. We believe we could incur
significant catastrophe losses in the future. Additional information on catastrophe losses is
included in the MD&A under Item 7 and Note F to the Consolidated Financial Statements included
under Item 8.
Our key assumptions used to determine reserves and deferred acquisition costs for our long term
care product offerings could vary significantly.
Our reserves and deferred acquisition costs for our long term care product offerings are based on
certain key assumptions including morbidity, which is the frequency and severity of illness,
sickness and diseases contracted, policy persistency, which is the percentage of policies remaining
in force, interest rates and/or future health care cost trends. If actual experience differs from
these assumptions, the deferred acquisition costs may not be fully recovered and the reserves may
not be adequate, requiring us to add to reserves, or take unfavorable development. Therefore, our
financial results could be adversely impacted.
We continue to face exposure to losses arising from terrorist acts, despite the passage of the
Terrorism Risk Insurance Extension Act of 2005.
We may bear substantial losses from future acts of terrorism. The Terrorism Risk Insurance Extension
Act of 2005 (TRIEA) extended, until December 31, 2007, the program established by the Terrorism
Risk Insurance Act of 2002. Under this program, insurers are required to offer terrorism insurance
and the federal government will share the risk of loss by commercial property and casualty insurers
arising from future terrorist attacks. TRIEA does not provide complete protection for future losses
derived from acts of terrorism. Additional information on TRIEA is included in the MD&A under Item
7.
High levels of retained overhead expenses associated with business lines in run-off negatively
impact our operating results.
During the past few years, we ceased offering certain insurance products relating principally to
our life, group and reinsurance segments. Many of these business lines were sold, others have been
placed in run-off and, as a result, revenue will progressively decrease. Our results of operations
have been materially, adversely affected by the high levels of retained overhead expenses
associated with these run-off operations, and will continue to be so affected if we are not
successful in eliminating or reducing these costs.
Our premium writings and profitability are affected by the availability and cost of reinsurance.
We purchase reinsurance to help manage our exposure to risk. Under our reinsurance arrangements,
another insurer assumes a specified portion of our claim and claim adjustment expenses in exchange
for a specified portion of policy premiums. Market conditions determine the availability and cost of
the reinsurance protection we purchase,
11
which affects the level of our business and profitability, as well as the level and types of risk
we retain. If we are unable to obtain sufficient reinsurance at a cost we deem acceptable, we may be
unwilling to bear the increased risk and would reduce the level of our underwriting
commitments. Additional information on Reinsurance is included in the MD&A under Item 7 and Note H
to the Consolidated Financial Statements included under Item 8.
We may not be able to collect amounts owed to us by reinsurers.
We have significant amounts recoverable from reinsurers which are reported as receivables in our
balance sheets and are estimated in a manner consistent with claim and claim adjustment expense
reserves or future policy benefits reserves. The ceding of insurance does not, however, discharge
our primary liability for claims. As a result, we are subject to credit risk relating to our ability
to recover amounts due from reinsurers. Certain of our reinsurance carriers have experienced
deteriorating financial conditions or have been downgraded by rating agencies. In addition,
reinsurers could dispute amounts which we believe are due to us. If we are not able to collect the
amounts due to us from reinsurers, our claims expenses will be higher which could materially
adversely affect our results of operations or equity. Additional information on reinsurance is
included in the MD&A under Item 7 and Note H to the Consolidated Financial Statements included
under Item 8.
Rating agencies may downgrade their ratings of us and thereby adversely affect our ability to write
insurance at competitive rates or at all.
Ratings are an increasingly important factor in establishing the competitive position of insurance
companies. Our insurance company subsidiaries, as well as our public debt, are rated by four major
rating agencies, namely, A.M. Best Company, Inc., Standard & Poors Rating Services, Moodys
Investors Service, Inc. and Fitch, Inc. Ratings reflect the rating agencys opinions of an insurance
companys financial strength, capital adequacy, operating performance, strategic position and
ability to meet its obligations to policyholders and debtholders. Agency ratings are not a
recommendation to buy, sell or hold any security, and may be revised or withdrawn at any time by
the issuing organization. Each agencys rating should be evaluated independently of any other
agencys rating.
Due to the intense competitive environment in which we operate, the uncertainty in determining
reserves and the potential for us to take material unfavorable development in the future, and
possible changes in the methodology or criteria applied by the rating agencies, the rating agencies
may take action to lower our ratings in the future. If our property and casualty insurance financial
strength ratings are downgraded below current levels, our business and results of operations could
be materially adversely affected. The severity of the impact on our business is dependent on the
level of downgrade and, for certain products, which rating agency takes the rating action. Among the
adverse effects in the event of such downgrades would be the inability to obtain a material volume
of business from certain major insurance brokers, the inability to sell a material volume of our
insurance products to certain markets, and the required collateralization of certain future payment
obligations or reserves.
In addition, we believe that a lowering of the debt ratings of Loews Corporation by certain of the
rating agencies could result in an adverse impact on our ratings, independent of any change in our
circumstances. We have entered into several settlement agreements and assumed reinsurance contracts
that require collateralization of future payment obligations and assumed reserves if our ratings or
other specific criteria fall below certain thresholds. The ratings triggers are generally more than
one level below our current ratings. Additional information on our ratings is included in the MD&A
under Item 7.
We are subject to extensive federal, state and local governmental regulations that
restrict our ability to do business and generate revenues.
The insurance industry is subject to comprehensive and detailed regulation and supervision
throughout the United States. Most insurance regulations are designed to protect the interests of
our policyholders rather than our investors. Each state in which we do business has established
supervisory agencies that regulate the manner in which we do business. Their regulations relate to,
among other things, the following:
|
|
standards of solvency including risk-based capital measurements; |
|
|
|
restrictions on the nature, quality and concentration of investments; |
|
|
|
restrictions on our ability to withdraw from unprofitable lines of insurance; |
|
|
|
the required use of certain methods of accounting and reporting; |
12
|
|
the establishment of reserves for unearned premiums, losses and other purposes; |
|
|
|
potential assessments for funds necessary to settle covered claims against impaired, insolvent or failed
insurance companies; |
|
|
|
licensing of insurers and agents; |
|
|
|
approval of policy forms; and |
|
|
|
limitations on the ability of our insurance subsidiaries to pay dividends to us. |
Regulatory powers also extend to premium rate regulations which require that rates not be
excessive, inadequate or unfairly discriminatory. The states in which we do business also require us
to provide coverage to persons whom we would not otherwise consider eligible. Each state dictates
the types of insurance and the level of coverage that must be provided to such involuntary
risks. Our share of these involuntary risks is mandatory and generally a function of our respective
share of the voluntary market by line of insurance in each state.
We are subject to capital adequacy requirements and, if we do not meet these requirements,
regulatory agencies may restrict or prohibit us from operating our business.
Insurance companies such as us are subject to risk-based capital standards set by state regulators
to help identify companies that merit further regulatory attention. These standards apply specified
risk factors to various asset, premium and reserve components of our statutory capital and surplus
reported in our statutory basis of accounting financial statements. Current rules require companies
to maintain statutory capital and surplus at a specified minimum level determined using the
risk-based capital formula. If we do not meet these minimum requirements, state regulators may
restrict or prohibit us from operating our business. If we are required to record a charge against
earnings in connection with a change in estimates or circumstances, we may violate these minimum
capital adequacy requirements unless we are able to raise sufficient additional capital. Examples of
events leading us to record a charge against earnings include impairment of our investments or
unexpectedly poor claims experience.
Our insurance subsidiaries, upon whom we depend for dividends in order to fund our working capital
needs, are limited by state regulators in their ability to pay dividends.
We are a holding company and are dependent upon dividends, loans and other sources of cash from our
subsidiaries in order to meet our obligations. Dividend payments, however, must be approved by the
subsidiaries domiciliary state departments of insurance and are generally limited to amounts
determined by formula which varies by state. The formula for the majority of the states is the
greater of 10% of the prior year statutory surplus or the prior year statutory net income, less the
aggregate of all dividends paid during the twelve months prior to the date of payment. Some states,
however, have an additional stipulation that dividends cannot exceed the prior years earned
surplus. If we are restricted, by regulatory rule or otherwise, from paying or receiving
inter-company dividends, we may not be able to fund our working capital needs and debt service
requirements from available cash. As a result, we would need to look to other sources of capital
which may be more expensive or may not be available at all.
We are responding to subpoenas, interrogatories and inquiries relating to insurance brokers and
agents, contingent commissions and bidding practices, and certain finite-risk insurance products.
Along with other companies in the industry, we have received subpoenas, interrogatories and
inquiries from: (i) California, Connecticut, Delaware, Florida, Hawaii, Illinois, Michigan,
Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, West Virginia
and the Canadian Council of Insurance Regulators concerning investigations into practices including
contingent compensation arrangements, fictitious quotes, and tying arrangements; (ii) the
Securities and Exchange Commission (SEC), the New York State Attorney General, the United States
Attorney for the Southern District of New York, the Connecticut Attorney General, the Connecticut
Department of Insurance, the Delaware Department of Insurance, the Georgia Office of Insurance and
Safety Fire Commissioner and the California Department of Insurance concerning reinsurance products
and finite insurance products purchased and sold by us; (iii) the Massachusetts Attorney General
and the Connecticut Attorney General concerning investigations into anti-competitive practices; and
(iv) the New York State Attorney General concerning declinations of attorney malpractice insurance.
We continue to respond to these subpoenas, interrogatories and inquiries to the extent they are
still open.
Subsequent to receipt of the SEC subpoena, we produced documents and provided additional
information at the SECs request. In addition, the SEC and representatives of the United States
Attorneys Office for the Southern District of New York conducted interviews with several of our
current and former executives relating to the
13
restatement of our financial results for 2004, including our relationship with and accounting for
transactions with an affiliate that were the basis for the restatement. The SEC also requested
information relating to our restatement in 2006 of prior period results. It is possible that our
analyses of, or accounting treatment for, finite reinsurance contracts or discontinued operations
could be questioned or disputed by regulatory authorities. As a result, further restatements of our
financial results are possible.
In prior years, we restated our financial results and identified material weaknesses in our
internal control over financial reporting.
In May of 2005 we restated our financial results for prior years to correct our accounting for
several reinsurance contracts, primarily with a former affiliate, and to correct our equity
accounting for that affiliate. In February of 2006 we restated our financial results for prior years
to correct the accounting for discontinued operations acquired in our merger with The Continental
Corporation in 1995. Additionally, in March of 2006, we restated our financial results for prior
years to correct classification errors within our Consolidated Statements of Cash Flows.
As a result of the foregoing restatements, we identified material weaknesses in our internal
control over financial reporting as of December 31, 2004 and 2005, respectively. We also determined
that our internal control over financial reporting as of such dates was not effective. Our system of
internal control over financial reporting is a process designed to provide reasonable assurance to
our management, Audit Committee and Board of Directors regarding the reliability of our financial
reporting and the preparation and fair presentation of our published financial statements. Pursuant
to Section 404 of the Sarbanes-Oxley Act of 2002, and the implementing rules of the Securities and
Exchange Commission, the periodic reports we file with the SEC include information on our system of
disclosure controls and procedures, as well as our overall internal control over financial
reporting.
While we have remediated the referenced material weaknesses, if we fail to maintain effective
internal control over financial reporting, we could be scrutinized by regulators in a manner that
extends beyond the SECs requests for information relating to the restatements (as further
described in the prior risk factor). We could also be scrutinized by securities analysts and
investors. As a result of this scrutiny, we could suffer a loss of public confidence in our
financial reporting capabilities and thereby face adverse effects on our business and the market
price of our securities.
Our investment portfolio, which is a key component of our overall profitability, may suffer reduced
returns or losses, especially with respect to our equity in various limited partnership net assets
which are often subject to greater leverage and volatility.
Investment returns are an important part of our overall profitability. General economic conditions,
stock market conditions, fluctuations in interest rates, and many other factors beyond our control
can adversely affect the returns and the overall value of our equity investments and our ability to
control the timing of the realization of investment income. In addition, any defaults in the
payments due to us for our investments, especially with respect to liquid corporate and municipal
bonds, could reduce our investment income and realized investment gains or could cause us to incur
investment losses. Further, we invest a portion of our assets in equity investments, primarily
through limited partnerships, which are subject to greater volatility than our fixed income
investments. In some cases, these limited partnerships use leverage and are thereby subject to even
greater volatility. Although limited partnership investments generally provide higher expected
return, they present greater risk and are more illiquid than our fixed income investments. As a
result of these factors, we may not realize an adequate return on our investments, may incur losses
on sales of our investments and may be required to write down the value of our investments.
We may be adversely affected by the cyclical nature of the property and casualty business.
The property and casualty market is cyclical and has experienced periods characterized by
relatively high levels of price competition, less restrictive underwriting standards and relatively
low premium rates, followed by periods of relatively lower levels of competition, more selective
underwriting standards and relatively high premium rates.
We face intense competition in our industry.
All aspects of the insurance industry are highly competitive and we must continuously allocate
resources to refine and improve our insurance products and services. Insurers compete on the basis
of factors including products, price, services, ratings and financial strength. We may lose business
to competitors offering competitive insurance products at lower prices. We compete with a large
number of stock and mutual insurance companies and other entities for both distributors and
customers. In addition, the Graham-Leach-Bliley Act of 1999 has encouraged
14
growth in the number, size and financial strength of our potential competitors by removing barriers
that previously prohibited holding companies from simultaneously owning commercial banks, insurers
and securities firms.
We may suffer losses from non-routine litigation and arbitration matters which may exceed the
reserves we have established.
We face substantial risks of litigation and arbitration beyond ordinary course claims and APMT
matters, which may contain assertions in excess of amounts covered by reserves that we have
established. These matters may be difficult to assess or quantify and may seek recovery of very
large or indeterminate amounts that include punitive or treble damages. Accordingly, unfavorable
results in these proceedings could have a material adverse impact on our results of operations.
Additional information on litigation is included in the MD&A under Item 7 and Note G to the
Consolidated Financial Statements included under Item 8.
We are dependent on a small number of key executives and other key personnel to operate our
business successfully.
Our success substantially depends upon our ability to attract and retain high quality key
executives and other employees. We believe there are only a limited number of available qualified
executives in the business lines in which we compete. We rely substantially upon the services of our
executive officers to implement our business strategy. The loss of the services of any members of
our management team or the inability to attract and retain other talented personnel could impede
the implementation of our business strategies. We do not maintain key man life insurance policies
with respect to any of our employees.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2. PROPERTIES
The 333 S. Wabash Avenue building, located in Chicago, Illinois and owned by Continental Assurance
Company (CAC), a wholly-owned subsidiary of CCC, serves as our home office. Our subsidiaries own or
lease office space in various cities throughout the United States and in other countries. The
following table sets forth certain information with respect to our principal office locations:
|
|
|
|
|
|
|
|
|
Amount (Square Feet) of Building |
|
|
|
|
Owned and Occupied or Leased |
|
|
Location |
|
and Occupied by CNA |
|
Principal Usage |
333 S. Wabash Avenue, Chicago, Illinois |
|
|
904,990 |
|
|
Principal executive offices of CNAF |
401 Penn Street, Reading, Pennsylvania |
|
|
171,406 |
|
|
Property and casualty insurance offices |
2405 Lucien Way, Maitland, Florida |
|
|
147,815 |
|
|
Property and casualty insurance offices |
40 Wall Street, New York, New York |
|
|
110,131 |
|
|
Property and casualty insurance offices |
675 Placentia Avenue, Brea, California |
|
|
78,655 |
|
|
Property and casualty insurance offices |
600 N. Pearl Street, Dallas, Texas |
|
|
75,544 |
|
|
Property and casualty insurance offices |
1100 Cornwall Road, Monmouth Junction, New Jersey |
|
|
74,067 |
|
|
Property and casualty insurance offices |
3175 Satellite Boulevard, Duluth, Georgia |
|
|
48,696 |
|
|
Property and casualty insurance offices |
405 Howard Street, San Francisco, California |
|
|
47,195 |
|
|
Property and casualty insurance offices |
4150 N. Drinkwater Boulevard, Scottsdale, Arizona |
|
|
37,799 |
|
|
Property and casualty insurance offices |
We lease our office space described above except for the Chicago, Illinois building and the
Reading, Pennsylvania building, which are owned. We consider that our properties are generally in
good condition, are well maintained and are suitable and adequate to carry on our business.
ITEM 3. LEGAL PROCEEDINGS
Information on our legal proceedings is set forth in Notes F and G of the Consolidated Financial
Statements included under Item 8.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None.
15
PART II
ITEM 5. MARKET FOR THE REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER
PURCHASES OF EQUITY SECURITIES
Our common stock is listed on the New York Stock Exchange, the Chicago Stock Exchange, the NYSE
Arca and is traded on the Philadelphia Stock Exchange, under the symbol CNA.
As of
February 16, 2006, we had 271,406,984 shares of common stock outstanding. Approximately 89% of
our outstanding common stock is owned by Loews. We had 2,094 stockholders of record as of February
16, 2006 according to the records maintained by our transfer agent.
The table below shows the high and low closing sales prices for our common stock based on the New
York Stock Exchange Composite Transactions.
Common Stock Information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
|
High |
|
Low |
|
High |
|
Low |
Quarter: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fourth |
|
$ |
40.32 |
|
|
$ |
36.19 |
|
|
$ |
34.91 |
|
|
$ |
28.52 |
|
Third |
|
|
36.04 |
|
|
|
33.05 |
|
|
|
30.46 |
|
|
|
28.40 |
|
Second |
|
|
33.20 |
|
|
|
30.90 |
|
|
|
28.90 |
|
|
|
26.21 |
|
First |
|
|
33.60 |
|
|
|
29.88 |
|
|
|
29.79 |
|
|
|
25.84 |
|
No dividends have been paid on our common stock in 2006 or 2005. Our ability to pay dividends
is limited by regulatory dividend restrictions on our principal operating insurance subsidiaries.
The following graph compares the total return of our common stock, the Standard & Poors 500
Composite Stock Index (S&P 500) and the Standard & Poors 500 Property & Casualty Insurance Index
for the five years ended December 31, 2006. The graph assumes that the value of the investment in
our common stock and for each index was $100 on December 31, 2001 and that dividends were
reinvested.
Stock Price Performance Graph
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company Index |
|
2001 |
|
2002 |
|
2003 |
|
2004 |
|
2005 |
|
2006 |
CNA Financial Corp. |
|
|
100 |
|
|
|
87.76 |
|
|
|
82.62 |
|
|
|
91.70 |
|
|
|
112.20 |
|
|
|
138.22 |
|
S&P 500 Index |
|
|
100 |
|
|
|
77.90 |
|
|
|
100.25 |
|
|
|
111.15 |
|
|
|
116.61 |
|
|
|
135.03 |
|
S&P
Property & Casualty Insurance |
|
|
100 |
|
|
|
88.98 |
|
|
|
112.48 |
|
|
|
124.20 |
|
|
|
142.97 |
|
|
|
161.38 |
|
16
ITEM 6. SELECTED FINANCIAL DATA
The following table presents selected financial data. The table should be read in conjunction with
Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations and
Item 8. Financial Statements and Supplementary Data of this Form 10-K.
Selected Financial Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of and for the Years Ended |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions, except per share data and ratios) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
2003 |
|
|
2002 |
|
Results of Operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
10,376 |
|
|
$ |
9,862 |
|
|
$ |
9,924 |
|
|
$ |
11,715 |
|
|
$ |
12,293 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
1,137 |
|
|
$ |
243 |
|
|
$ |
446 |
|
|
$ |
(1,419 |
) |
|
$ |
263 |
|
Income (loss) from discontinued operations, net of tax |
|
|
(29 |
) |
|
|
21 |
|
|
|
(21 |
) |
|
|
2 |
|
|
|
(43 |
) |
Cumulative effects of changes in accounting principles, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(57 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
|
$ |
(1,417 |
) |
|
$ |
163 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings (Loss) per Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
4.17 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
|
$ |
(6.52 |
) |
|
$ |
1.18 |
|
Income (loss) from discontinued operations |
|
|
(0.11 |
) |
|
|
0.08 |
|
|
|
(0.09 |
) |
|
|
0.01 |
|
|
|
(0.20 |
) |
Cumulative effects of changes in accounting principles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.26 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings (loss) per share available to common stockholders |
|
$ |
4.06 |
|
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
$ |
(6.51 |
) |
|
$ |
0.72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings (Loss) per Share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
4.16 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
|
$ |
(6.52 |
) |
|
$ |
1.18 |
|
Income (loss) from discontinued operations |
|
|
(0.11 |
) |
|
|
0.08 |
|
|
|
(0.09 |
) |
|
|
0.01 |
|
|
|
(0.20 |
) |
Cumulative effects of changes in accounting principles |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.26 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share available to common stockholders |
|
$ |
4.05 |
|
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
$ |
(6.51 |
) |
|
$ |
0.72 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial Condition: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
$ |
44,096 |
|
|
$ |
39,695 |
|
|
$ |
39,231 |
|
|
$ |
38,100 |
|
|
$ |
35,293 |
|
Total assets |
|
|
60,283 |
|
|
|
59,016 |
|
|
|
62,496 |
|
|
|
68,296 |
|
|
|
61,426 |
|
Insurance reserves |
|
|
41,080 |
|
|
|
42,436 |
|
|
|
43,653 |
|
|
|
45,494 |
|
|
|
40,250 |
|
Long and short term debt |
|
|
2,156 |
|
|
|
1,690 |
|
|
|
2,257 |
|
|
|
1,904 |
|
|
|
2,292 |
|
Stockholders equity |
|
|
9,768 |
|
|
|
8,950 |
|
|
|
8,974 |
|
|
|
8,735 |
|
|
|
9,139 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Book value per share |
|
$ |
36.03 |
|
|
$ |
31.26 |
|
|
$ |
31.63 |
|
|
$ |
30.95 |
|
|
$ |
37.51 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statutory Surplus (preliminary): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty companies (a) |
|
$ |
8,137 |
|
|
$ |
6,940 |
|
|
$ |
6,998 |
|
|
$ |
6,170 |
|
|
$ |
6,836 |
|
Life and group insurance company(ies) |
|
|
687 |
|
|
|
627 |
|
|
|
1,177 |
|
|
|
707 |
|
|
|
1,645 |
|
|
|
|
(a) |
|
Surplus includes the property and casualty companies equity ownership of the life and
group company(ies) capital and surplus. |
17
ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Overview
The following discussion should be read in conjunction with Item 1A. Risk Factors, Item 6. Selected
Financial Data and Item 8. Financial Statements and Supplementary Data of this Form 10-K.
Index to this MD&A
Managements discussion and analysis of financial condition and results of operations is comprised
of the following sections:
|
|
|
|
|
Page No. |
Consolidated Operations |
|
19 |
Critical Accounting Estimates |
|
22 |
Reserves Estimates and Uncertainties |
|
23 |
Reinsurance |
|
29 |
Terrorism Insurance |
|
30 |
Restructuring |
|
30 |
Segment Results |
|
30 |
Standard Lines |
|
30 |
Specialty Lines |
|
33 |
Life and Group Non-Core |
|
36 |
Corporate and Other Non-Core |
|
37 |
Asbestos and Environmental Pollution and Mass Tort (APMT) Reserves |
|
39 |
Investments |
|
45 |
Net Investment Income |
|
45 |
Net Realized Investment Gains (Losses) |
|
46 |
Valuation and Impairment of Investments |
|
49 |
Liquidity and Capital Resources |
|
53 |
Cash Flows |
|
53 |
Commitments, Contingencies, and Guarantees |
|
53 |
Off-Balance Sheet Arrangements |
|
54 |
Regulatory Matters |
|
54 |
Dividends from Subsidiaries |
|
55 |
Loews |
|
55 |
Ratings |
|
55 |
Accounting Pronouncements |
|
56 |
Forward-Looking Statements |
|
57 |
18
CONSOLIDATED OPERATIONS
Results of Operations
The following table includes the consolidated results of our operations. For more detailed
components of our business operations and the net operating income financial measure, see the
segment discussions within this MD&A.
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
|
|
|
|
|
|
|
|
(In millions, except per share data) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
$ |
7,603 |
|
|
$ |
7,569 |
|
|
$ |
8,209 |
|
Net investment income |
|
|
2,412 |
|
|
|
1,892 |
|
|
|
1,680 |
|
Other revenues |
|
|
275 |
|
|
|
411 |
|
|
|
283 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenues |
|
|
10,290 |
|
|
|
9,872 |
|
|
|
10,172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claims, Benefits and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Net incurred claims and benefits |
|
|
6,025 |
|
|
|
6,975 |
|
|
|
6,434 |
|
Policyholders dividends |
|
|
22 |
|
|
|
24 |
|
|
|
11 |
|
Amortization of deferred acquisition costs |
|
|
1,534 |
|
|
|
1,543 |
|
|
|
1,680 |
|
Other insurance related expenses |
|
|
757 |
|
|
|
829 |
|
|
|
972 |
|
Restructuring and other related charges |
|
|
(13 |
) |
|
|
|
|
|
|
(3 |
) |
Other expenses |
|
|
401 |
|
|
|
329 |
|
|
|
326 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total claims, benefits and expenses |
|
|
8,726 |
|
|
|
9,700 |
|
|
|
9,420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income from continuing operations before income tax and minority interest |
|
|
1,564 |
|
|
|
172 |
|
|
|
752 |
|
Income tax (expense) benefit on operating income |
|
|
(450 |
) |
|
|
105 |
|
|
|
(126 |
) |
Minority interest |
|
|
(44 |
) |
|
|
(24 |
) |
|
|
(27 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net operating income from continuing operations |
|
|
1,070 |
|
|
|
253 |
|
|
|
599 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains (losses), net of participating policyholders and
minority interests |
|
|
86 |
|
|
|
(10 |
) |
|
|
(248 |
) |
Income tax (expense) benefit on realized investment gains (losses) |
|
|
(19 |
) |
|
|
|
|
|
|
95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
|
1,137 |
|
|
|
243 |
|
|
|
446 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from discontinued operations, net of income tax (expense) benefit of
$7, $(2) and $(1) |
|
|
(29 |
) |
|
|
21 |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
4.17 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
Income (loss) from discontinued operations |
|
|
(0.11 |
) |
|
|
0.08 |
|
|
|
(0.09 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share available to common stockholders |
|
$ |
4.06 |
|
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
4.16 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
Income (loss) from discontinued operations |
|
|
(0.11 |
) |
|
|
0.08 |
|
|
|
(0.09 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share available to common stockholders |
|
$ |
4.05 |
|
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Outstanding Common Stock and Common Stock Equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
262.1 |
|
|
|
256.0 |
|
|
|
256.0 |
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
|
262.3 |
|
|
|
256.0 |
|
|
|
256.0 |
|
|
|
|
|
|
|
|
|
|
|
19
2006 Compared with 2005
Net income increased $844 million in 2006 as compared with 2005. This increase was primarily due to
increased net operating income and net realized investment results. These favorable impacts were
partially offset by unfavorable results from discontinued operations. See the Investments section of
this MD&A for further discussion of net investment income and net realized investment results.
Net operating income from continuing operations increased $817 million in 2006 as compared with
2005. Favorably impacting net operating income was increased net investment income and significantly
decreased unfavorable net prior year development as discussed below. The 2005 results included a
$334 million after-tax impact of catastrophes resulting from Hurricanes Katrina, Wilma, Rita,
Dennis and Ophelia, net of anticipated reinsurance recoveries. Additionally, the 2005 results
included a $115 million benefit related to a federal income tax settlement and release of federal
income tax reserves.
Unfavorable net prior year development of $185 million was recorded in 2006, including $251 million
of unfavorable claim and allocated claim adjustment expense reserve development and $66 million of
favorable premium development. Unfavorable net prior year development of $807 million, including
$945 million of unfavorable claim and allocated claim adjustment expense reserve development and
$138 million of favorable premium development, was recorded in 2005. Further information on Net
Prior Year Development for 2006 and 2005 is included in Note F of the Consolidated Financial
Statements included under Item 8.
During 2006 and 2005, we commuted several significant reinsurance contracts that resulted in
unfavorable development of $110 million and $433 million, which is included in the development
above, and which were partially offset by the release of previously established allowance for
uncollectible reinsurance. These commutations resulted in an unfavorable impact of $31 million
after-tax and $259 million after-tax in 2006 and 2005. These contracts contained interest crediting
provisions and maintenance charges. Interest charges associated with the reinsurance contracts
commuted were $9 million after-tax and $55 million after-tax in 2006 and 2005. The 2005 amount
includes the interest charges associated with the contract commuted in 2006. There will be no
further interest crediting charges or other charges related to these commuted contracts in future
periods.
Net earned premiums increased $34 million in 2006 as compared with 2005, including an $80 million
increase related to the Specialty Lines segment and a $3 million increase related to the Standard
Lines segment. Net earned premiums for the Life and Group Non-Core segment decreased $63 million. See
the Segment Results section of this MD&A for further discussion.
Loss from discontinued operations was $29 million for the year ended December 31, 2006. Results in
2006 reflect a $29 million impairment loss on the anticipated sale of a portion of the run-off
business. Further information on this impairment loss is included in Note Q of the Consolidated
Financial Statements included under Item 8. Also, the 2006 results were impacted by an increase in
unallocated loss adjustment expense reserves and bad debt provision for reinsurance
receivables. These items were partially offset by the release of tax reserves and net investment
income.
2005 Compared with 2004
Net income decreased $161 million in 2005 as compared with 2004, due to decreased net operating
income partially offset by improved net investment results. See the Investments section of this MD&A
for further discussion of net investment results.
Net operating income from continuing operations decreased $346 million in 2005 as compared with
2004. This decrease in net operating income was primarily driven by increased unfavorable net prior
year development of $437 million after-tax which includes the impact of significant commutations in
2005 and 2004, decreased earned premiums, and increased catastrophe impacts in 2005. Partially
offsetting these impacts were increased net investment income, a $115 million after-tax benefit
related to a federal income tax settlement and release of federal income tax reserves, and lower
insurance acquisition and operating expenses.
Unfavorable net prior year development of $807 million was recorded in 2005, including $945 million
of unfavorable claim and allocated claim adjustment expense reserve development and $138 million of
favorable premium development. Unfavorable net prior year development of $134 million, including
$250 million of unfavorable claim and allocated claim adjustment expense reserve development and
$116 million of favorable premium development, was recorded in 2004. Further information on Net
Prior Year Development for 2005 and 2004 is included in Note F of the Consolidated Financial
Statements included under Item 8.
20
During 2005 and 2004, we commuted several significant reinsurance contracts that resulted in
unfavorable development of $433 million and $76 million, which is included in the development
above, and which was partially offset by the release of previously established allowance for
uncollectible reinsurance. These commutations resulted in an unfavorable impact of $259 million
after-tax and favorable impact of $18 million after-tax in 2005 and 2004. These contracts contained
interest crediting provisions and maintenance charges. Interest charges associated with the
reinsurance contracts commuted were $47 million after-tax and $86 million after-tax in 2005 and
2004. There will be no further interest crediting charges or other charges related to these commuted
contracts in future periods.
Unfavorable net prior year development was also recorded related to our assumed reinsurance
operations which are in run-off, workers compensation and excess workers compensation lines,
primarily in accident years 2003 and prior, the architects and engineers book of business,
pollution exposures and large directors and officers (D&O) claims.
The impact of catastrophes was $334 million after-tax and $196 million after-tax in 2005 and
2004. This increase was primarily due to 2005 catastrophe impacts resulting from Hurricanes Katrina,
Wilma, Rita, Dennis and Ophelia and 2004 catastrophe impacts primarily resulting from Hurricanes
Charley, Frances, Ivan and Jeanne. These impacts are net of anticipated reinsurance recoveries, and
include the effect of reinstatement premiums and estimated insurance assessments.
Net realized investment results, after-tax, improved $143 million in 2005 as compared with 2004. Net
results in 2004 included a loss on the sale of the individual life insurance business of $389
million after-tax, which was partly offset by the 2004 gain of $105 million after-tax on the sale
of our investment in Canary Wharf Group PLC (Canary Wharf), a London-based real estate company.
Net earned premiums decreased $640 million in 2005 as compared with 2004. Net earned premiums from
the core property and casualty operations decreased by $309 million, as discussed in more detail in
the segment discussions below. The remainder of the decrease in earned premiums was primarily due to
the sale of the individual life business on April 30, 2004, as well as decreased premiums from CNA
Re which exited the reinsurance market in 2003.
Income from discontinued operations increased $42 million in 2005 as compared to 2004, primarily
due to a decrease in unfavorable net prior year development, including the effects of commutations
of assumed and ceded reinsurance, increased foreign exchange gains and improved investment results
primarily related to realized investment gains.
21
Critical Accounting Estimates
The preparation of the Consolidated Financial Statements in conformity with accounting principles
generally accepted in the United States of America (GAAP) requires us to make estimates and
assumptions that affect the reported amounts of assets and liabilities and the disclosure of
contingent assets and liabilities at the date of the Consolidated Financial Statements and the
amounts of revenues and expenses reported during the period. Actual results may differ from those
estimates.
Our Consolidated Financial Statements and accompanying notes have been prepared in accordance with
GAAP applied on a consistent basis. We continually evaluate the accounting policies and estimates
used to prepare the Consolidated Financial Statements. In general, our estimates are based on
historical experience, evaluation of current trends, information from third party professionals and
various other assumptions that are believed to be reasonable under the known facts and
circumstances.
The accounting estimates discussed below are considered by us to be critical to an understanding of
our Consolidated Financial Statements as their application places the most significant demands on
our judgment. Note A of the Consolidated Financial Statements included under Item 8 should be read
in conjunction with this section to assist with obtaining an understanding of the underlying
accounting policies related to these estimates. Due to the inherent uncertainties involved with
these types of judgments, actual results could differ significantly from estimates and may have a
material adverse impact on our results of operations and/or equity.
Insurance Reserves
Insurance reserves are established for both short and long-duration insurance
contracts. Short-duration contracts are primarily related to property and casualty insurance
policies where the reserving process is based on actuarial estimates of the amount of loss,
including amounts for known and unknown claims. Long-duration contracts typically include
traditional life insurance and long term care products and are estimated using actuarial estimates
about mortality and morbidity, as well as assumptions about expected investment returns. The reserve
for unearned premiums on property and casualty and accident and health contracts represents the
portion of premiums written related to the unexpired terms of coverage. The inherent risks
associated with the reserving process are discussed in the Reserves Estimates and Uncertainties
section below.
Reinsurance
Amounts recoverable from reinsurers are estimated in a manner consistent with claim and claim
adjustment expense reserves or future policy benefits reserves and are reported as receivables in
the Consolidated Balance Sheets. The ceding of insurance does not discharge us of our primary
liability under insurance contracts written by us. An exposure exists with respect to property and
casualty and life reinsurance ceded to the extent that any reinsurer is unable to meet its
obligations or disputes the liabilities assumed under reinsurance agreements. An estimated allowance
for doubtful accounts is recorded on the basis of periodic evaluations of balances due from
reinsurers, reinsurer solvency, our past experience and current economic conditions.
Reinsurance accounting allows for contractual cash flows to be reflected as premiums and losses, as
compared to deposit accounting, which requires cash flows to be reflected as assets and
liabilities. To qualify for reinsurance accounting, reinsurance agreements must include risk
transfer. Considerable judgment by management may be necessary to determine if risk transfer
requirements are met. We believe we have appropriately applied reinsurance accounting principles in
our evaluation of risk transfer. However, our evaluation of risk transfer and the resulting
accounting could be challenged in connection with regulatory reviews or possible changes in
accounting and/or financial reporting rules related to reinsurance, which could materially
adversely affect our results of operations and/or equity. Further information on our reinsurance
program is included in the Reinsurance section below and Note H of the Consolidated Financial
Statements included under Item 8.
22
Valuation of Investments and Impairment of Securities
Invested assets are exposed to various risks, such as interest rate, market and credit risks. Due to
the level of risk associated with certain invested assets and the level of uncertainty related to
changes in the value of these assets, it is possible that changes in risks in the near term could
have an adverse material impact on our results of operations or equity.
Our investment portfolio is subject to market declines below book value that may be
other-than-temporary. We have an Impairment Committee, which reviews the investment portfolio on a
quarterly basis, with ongoing analysis as new information becomes available. Any decline that is
determined to be other-than-temporary is recorded as an other-than-temporary impairment loss in the
results of operations in the period in which the determination occurred. Further information on our
process for evaluating impairments is included in Note B of the Consolidated Financial Statements
included under Item 8.
Long Term Care Products
Reserves and deferred acquisition costs for our long term care products are based on certain
assumptions including morbidity, policy persistency and interest rates. The recoverability of
deferred acquisition costs and the adequacy of the reserves are contingent on actual experience
related to these key assumptions and other factors such as future health care cost trends. If actual
experience differs from these assumptions, the deferred acquisition costs may not be fully
recovered and the reserves may not be adequate, requiring us to add to reserves, or take
unfavorable development. Therefore, our financial results could be adversely impacted.
Pension and Postretirement Benefit Obligations
We make a significant number of assumptions in estimating the liabilities and costs related to our
pension and postretirement benefit obligations to employees under our benefit plans. The assumptions
that most impact these costs are the discount rate, the expected return on plan assets and the rate
of compensation increases. These assumptions are evaluated relative to current market factors such
as inflation, interest rates and fiscal and monetary policies. Changes in these assumptions can have
a material impact on pension obligations and pension expense.
In determining the discount rate assumption, we utilized current market information, including a
discounted cash flow analysis of our pension and postretirement obligations and general movements
in the current market environment. In particular, the basis for our discount rate selection was
fixed income debt securities that receive one of the two highest ratings given by a recognized
rating agency. In 2006 and historically, the Moodys Aa Corporate Bond Index was the benchmark for
discount rate selection. The index is used as the basis for the change in discount rate from the
last measurement date. Additionally, we have supplemented our discount rate decision with a yield
curve analysis. The yield curve was applied to expected future retirement plan payments to adjust
the discount rate to reflect the cash flow characteristics of the plans. The yield curve is a
hypothetical double A yield curve represented by a series of annualized discount rates reflecting
bond issues having a rating of Aa or better by Moodys Investors Service, Inc. or a rating of AA or
better by Standard & Poors. Based on all available information, it was determined that 5.750% and
5.625% were the appropriate discount rates as of December 31, 2006 to calculate our accrued pension
and postretirement liabilities, respectively. Accordingly, the 5.750% and 5.625% rates will also be
used to determine our 2007 pension and postretirement expense. At December 31, 2005, the discount
rates used to calculate our accrued pension and postretirement liabilities were 5.625% and 5.500%
respectively.
Further information on our pension and postretirement benefit obligations is included in Note J of
the Consolidated Financial Statements included under Item 8.
Legal Proceedings
We are involved in various legal proceedings that have arisen during the ordinary course of
business. We evaluate the facts and circumstances of each situation, and when we determine it is
necessary, a liability is estimated and recorded. Further information on our legal proceedings and
related contingent liabilities is provided in Notes F and G of the Consolidated Financial
Statements included under Item 8.
Reserves
- Estimates and Uncertainties
We maintain reserves to cover our estimated ultimate unpaid liability for claim and claim
adjustment expenses, including the estimated cost of the claims adjudication process, for claims
that have been reported but not yet settled
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(case reserves) and claims that have been incurred but not reported (IBNR). Claim and claim
adjustment expense reserves are reflected as liabilities and are included on the Consolidated
Balance Sheets under the heading Insurance Reserves. Adjustments to prior year reserve estimates,
if necessary, are reflected in the results of operations in the period that the need for such
adjustments is determined. The carried case and IBNR reserves are provided in the Segment Results
section of this MD&A and in Note F of the Consolidated Financial Statements included under Item 8.
The level of reserves we maintain represents our best estimate, as of a particular point in time,
of what the ultimate settlement and administration of claims will cost based on our assessment of
facts and circumstances known at that time. Reserves are not an exact calculation of liability but
instead are complex estimates that we derive, generally utilizing a variety of actuarial reserve
estimation techniques, from numerous assumptions and expectations about future events, both
internal and external, many of which are highly uncertain.
Our experience has been that establishing reserves for casualty coverages relating to asbestos,
environmental pollution and mass tort (APMT) claim and claim adjustment expenses is subject to
uncertainties that are greater than those presented by other claims. Estimating the ultimate cost of
both reported and unreported APMT claims is subject to a higher degree of variability due to a
number of additional factors, including among others:
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coverage issues, including whether certain costs are covered under the policies and whether policy limits
apply; |
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inconsistent court decisions and developing legal theories; |
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continuing aggressive tactics of plaintiffs lawyers; |
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the risks and lack of predictability inherent in major litigation; |
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changes in the volume of APMT claims which cannot now be anticipated; |
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the impact of the exhaustion of primary limits and the resulting increase in claims on any umbrella or excess
policies we have issued; |
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the number and outcome of direct actions against us; and |
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our ability to recover reinsurance for APMT claims. |
It is also not possible to predict changes in the legal and legislative environment and the impact
on the future development of APMT claims. This development will be affected by future court
decisions and interpretations, as well as changes in applicable legislation. It is difficult to
predict the ultimate outcome of large 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. A further uncertainty exists as to whether a national privately financed trust to replace
litigation of asbestos claims with payments to claimants from the trust will be established and
approved through federal legislation, and, if established and approved, whether it will contain
funding requirements in excess of our carried loss reserves.
Traditional actuarial methods and techniques employed to estimate the ultimate cost of claims for
more traditional property and casualty exposures are less precise in estimating claim and claim
adjustment reserves for APMT, particularly in an environment of emerging or potential claims and
coverage issues that arise from industry practices and legal, judicial and social
conditions. Therefore, these traditional actuarial methods and techniques are necessarily
supplemented with additional estimation techniques and methodologies, many of which involve
significant judgments that are required of management. For APMT, we regularly monitor our exposures,
including reviews of loss activity, regulatory developments and court rulings. In addition, we
perform a comprehensive ground up analysis on our exposures annually. Our actuaries, in conjunction
with our specialized claim unit, use various modeling techniques to estimate our overall exposure
to known accounts. We use this information and additional modeling techniques to develop loss
distributions and claim reporting patterns to determine reserves for accounts that will report APMT
exposure in the future. Estimating the average claim size requires analysis of the impact of large
losses and claim cost trend based on changes in the cost of repairing or replacing property,
changes in the cost of legal fees, judicial decisions, legislative changes, and other factors. Due
to the inherent uncertainties in estimating reserves for APMT claim and claim adjustment expenses
and the degree of variability due to, among other things, the factors described above, we may be
required to record material changes in our claim and claim adjustment expense reserves in the
future, should new information become available or other developments emerge.
24
See the APMT Reserves section of this MD&A and Note F of the Consolidated Financial Statements
included under Item 8 for additional information relating to APMT claims and reserves.
In addition, we are subject to the uncertain effects of emerging or potential claims and coverage
issues that arise as industry practices and legal, judicial, social and other environmental
conditions change. These issues have had, and may continue to have, a negative effect on our
business by either extending coverage beyond the original underwriting intent or by increasing the
number or size of claims. Examples of emerging or potential claims and coverage issues include:
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increases in the number and size of claims relating to injuries from medical products; |
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the effects of accounting and financial reporting scandals and other major corporate governance failures,
which have resulted in an increase in the number and size of claims, including director and officer and errors and
omissions insurance claims; |
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class action litigation relating to claims handling and other practices; |
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construction defect claims, including claims for a broad range of additional insured endorsements on policies; |
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clergy abuse claims, including passage of legislation to reopen or extend various statutes of limitations; and |
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mass tort claims, including bodily injury claims related to silica, welding rods, benzene, lead and various
other chemical exposure claims. |
The impact of these and other unforeseen emerging or potential claims and coverage issues is
difficult to predict and could materially adversely affect the adequacy of our claim and claim
adjustment expense reserves and could lead to future reserve additions. See the Segment Results
sections of this MD&A and Note F of the Consolidated Financial Statements included under Item 8 for
a discussion of changes in reserve estimates and the impact on our results of operations.
Establishing Reserve Estimates
In developing claim and claim adjustment expense (loss or losses) reserve estimates, our
actuaries perform detailed reserve analyses that are staggered throughout the year. The data is
organized at a product level. A product can be a line of business covering a subset of insureds
such as commercial automobile liability for small and middle market customers, it can encompass
several lines of business provided to a specific set of customers such as dentists, or it can be a
particular type of claim such as construction defect. Every product is analyzed at least once during
the year, and many products are analyzed multiple times. The analyses generally review losses gross
of ceded reinsurance and apply the ceded reinsurance terms to the gross estimates to establish
estimates net of reinsurance. In addition to the detailed analyses, we review actual loss emergence
for all products each quarter.
The detailed analyses use a variety of generally accepted actuarial methods and techniques to
produce a number of estimates of ultimate loss. We determine a point estimate of ultimate loss by
reviewing the various estimates and assigning weight to each estimate given the characteristics of
the product being reviewed. The reserve estimate is the difference between the estimated ultimate
loss and the losses paid to date. The difference between the estimated ultimate loss and the case
incurred loss (paid loss plus case reserve) is IBNR. IBNR calculated as such includes a provision
for development on known cases (supplemental development) as well as a provision for claims that
have occurred but have not yet been reported (pure IBNR).
Most of our business can be characterized as long-tail. For long tail business, it will generally be
several years between the time the business is written and the time when all claims are settled. Our
long-tail exposures include commercial automobile liability, workers compensation, general
liability, medical malpractice, other professional liability coverages, assumed reinsurance run-off
and products liability. Short-tail exposures include property, commercial automobile physical
damage, marine and warranty. Each of our property/casualty segments, Standard Lines, Specialty Lines
and Corporate and Other Non-Core, contain both long-tail and short-tail exposures.
The methods used to project ultimate loss for both long-tail and short-tail exposures include, but
are not limited to, the following:
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Paid Development, |
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Incurred Development, |
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Loss Ratio, |
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Bornhuetter-Ferguson Using Premiums and Paid Loss, |
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Bornhuetter-Ferguson Using Premiums and Incurred Loss, and |
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Average Loss. |
The paid development method estimates ultimate losses by reviewing paid loss patterns and applying
them to accident years with further expected changes in paid loss. Selection of the paid loss
pattern requires analysis of several factors including the impact of inflation on claims costs, the
rate at which claims professionals make claim payments and close claims, the impact of judicial
decisions, the impact of underwriting changes, the impact of large claim payments and other
factors. Claim cost inflation itself requires evaluation of changes in the cost of repairing or
replacing property, changes in the cost of medical care, changes in the cost of wage replacement,
judicial decisions, legislative changes and other factors. Because this method assumes that losses
are paid at a consistent rate, changes in any of these factors can impact the results. Since the
method does not rely on case reserves, it is not directly influenced by changes in the adequacy of
case reserves.
For many products, paid loss data for recent periods may be too immature or erratic for accurate
predictions. This situation often exists for long-tail exposures. In addition, changes in the factors
described above may result in inconsistent payment patterns. Finally, estimating the paid loss
pattern subsequent to the most mature point available in the data analyzed often involves
considerable uncertainty for long-tail products such as workers compensation.
The incurred development method is similar to the paid development method, but it uses case
incurred losses instead of paid losses. Since the method uses more data (case reserves in addition
to paid losses) than the paid development method, the incurred development patterns may be less
variable than paid patterns. However, selection of the incurred loss pattern requires analysis of
all of the factors above. In addition, the inclusion of case reserves can lead to distortions if
changes in case reserving practices have taken place, and the use of case incurred losses may not
eliminate the issues associated with estimating the incurred loss pattern subsequent to the most
mature point available.
The loss ratio method multiplies premiums by an expected loss ratio to produce ultimate loss
estimates for each accident year. This method may be useful if loss development patterns are
inconsistent, losses emerge very slowly, or there is relatively little loss history from which to
estimate future losses. The selection of the expected loss ratio requires analysis of loss ratios
from earlier accident years or pricing studies and analysis of inflationary trends, frequency
trends, rate changes, underwriting changes, and other applicable factors.
The Bornhuetter-Ferguson using premiums and paid loss method is a combination of the paid
development approach and the loss ratio approach. The method normally determines expected loss
ratios similar to the approach used to estimate the expected loss ratio for the loss ratio method
and requires analysis of the same factors described above. The method assumes that only future
losses will develop at the expected loss ratio level. The percent of paid loss to ultimate loss
implied from the paid development method is used to determine what percentage of ultimate loss is
yet to be paid. The use of the pattern from the paid development method requires consideration of
all factors listed in the description of the paid development method. The estimate of losses yet to
be paid is added to current paid losses to estimate the ultimate loss for each year. This method
will react very slowly if actual ultimate loss ratios are different from expectations due to
changes not accounted for by the expected loss ratio calculation.
The Bornhuetter-Ferguson using premiums and incurred loss method is similar to the
Bornhuetter-Ferguson using premiums and paid loss method except that it uses case incurred
losses. The use of case incurred losses instead of paid losses can result in development patterns
that are less variable than paid patterns. However, the inclusion of case reserves can lead to
distortions if changes in case reserving have taken place, and the method requires analysis of all
the factors that need to be reviewed for the loss ratio and incurred development methods.
The average loss method multiplies a projected number of ultimate claims by an estimated ultimate
average loss for each accident year to produce ultimate loss estimates. Since projections of the
ultimate number of claims are often less variable than projections of ultimate loss, this method
can provide more reliable results for products where loss development patterns are inconsistent or
too variable to be relied on exclusively. In addition, this method can more directly account for
changes in coverage that impact the number and size of claims. However, this method can be difficult
to apply to situations where very large claims or a substantial number of unusual claims result in
volatile average claim sizes. Projecting the ultimate number of claims requires analysis of several
factors including the rate
26
at which policyholders report claims to us, the impact of judicial decisions, the impact of
underwriting changes and other factors. Estimating the ultimate average loss requires analysis of
the impact of large losses and claim cost trend based on changes in the cost of repairing or
replacing property, changes in the cost of medical care, changes in the cost of wage replacement,
judicial decisions, legislative changes and other factors.
For other more complex products where the above methods may not produce reliable indications, we
use additional methods tailored to the characteristics of the specific situation. Such products
include construction defect losses and APMT.
For construction defect losses, our actuaries organize losses by report year. Report year groups
claims by the year in which they were reported. To estimate losses from claims that have not been
reported, various extrapolation techniques are applied to the pattern of claims that have been
reported to estimate the number of claims yet to be reported. This process requires analysis of
several factors including the rate at which policyholders report claims to us, the impact of
judicial decisions, the impact of underwriting changes and other factors. An average claim size is
determined from past experience and applied to the number of unreported claims to estimate reserves
for these claims.
For many exposures, especially those that can be considered long-tail, a particular accident year
may not have a sufficient volume of paid losses to produce a statistically reliable estimate of
ultimate losses. In such a case, our actuaries typically assign more weight to the incurred
development method than to the paid development method. As claims continue to settle and the
volume of paid loss increases, the actuaries may assign additional weight to the paid development
method. For most of our products, even the incurred losses for accident years that are early in
the claim settlement process will not be of sufficient volume to produce a reliable estimate of
ultimate losses. In these cases, we will not assign any weight to the paid and incurred
development methods. We will use loss ratio, Bornhuetter-Ferguson and average loss methods. For
short-tail exposures, the paid and incurred development methods can often be relied on sooner
primarily because our history includes a sufficient number of years to cover the entire period over
which paid and incurred losses are expected to change. However, we may also use loss ratio,
Bornhuetter-Ferguson and average loss methods for short-tail exposures.
Periodic Reserve Reviews
The reserve analyses performed by our actuaries result in point estimates. Each quarter, the
results of the detailed reserve reviews are summarized and discussed with our senior management to
determine the best estimate of reserves. This group considers many factors in making this
decision. The factors include, but are not limited to, the historical pattern and volatility of
the actuarial indications, the sensitivity of the actuarial indications to changes in paid and
incurred loss patterns, the consistency of claims handling processes, the consistency of case
reserving practices, changes in our pricing and underwriting, and overall pricing and underwriting
trends in the insurance market.
Our recorded reserves reflect our best estimate as of a particular point in time based upon known
facts, current law and our judgment. The carried reserve may differ from the actuarial point
estimate as the result of our consideration of the factors noted above as well as the potential
volatility of the projections associated with the specific product being analyzed and other factors
impacting claims costs that may not be quantifiable through actuarial analysis. This process
results in managements best estimate which is then recorded as the loss reserve.
Currently, our reserves are slightly higher than the actuarial point estimate. We do not establish
a specific provision for uncertainty. For Standard and Specialty Lines, the difference between our
reserves and the actuarial point estimate is due to the two most recent complete accident years.
The claim data from these accident years is very immature. We believe it is prudent to wait until
actual experience confirms that the loss reserves should be adjusted. For Corporate and Other
Non-Core, the carried reserve is slightly higher than the actuarial point estimate. While the
actuarial estimates for APMT exposures reflect current knowledge, we feel it is prudent, based on
the history of developments in this area, to reflect some margin in the carried reserve until the
ultimate outcome of the issues associated with these exposures is clearer.
The key assumptions fundamental to the reserving process are often different for various products
and accident years. Some of these assumptions are explicit assumptions that are required of a
particular method, but most of the assumptions are implicit and cannot be precisely quantified. An
example of an explicit assumption is the pattern employed in the paid development method. However,
the assumed pattern is itself based on several implicit assumptions such as the impact of inflation
on medical costs and the rate at which claim professionals close claims.
27
As a result, the effect on reserve estimates of a particular change in assumptions usually cannot
be specifically quantified, and changes in these assumptions cannot be tracked over time.
Our recorded reserves are managements best estimate. In order to provide an indication of the
variability associated with our net reserves, the following discussion provides a sensitivity
analysis that shows the approximate estimated impact of variations in the most significant factor
affecting our reserve estimates for particular types of business. These significant factors are
the ones that could most likely materially impact the reserves. This discussion covers the major
types of business for which we believe a material deviation to our reserves is reasonably possible.
There can be no assurance that actual experience will be consistent with the current assumptions
or with the variation indicated by the discussion. In addition, there can be no assurance that
other factors and assumptions will not have a material impact on our reserves.
Within Standard Lines, the two types of business for which we believe a material deviation to our
net reserves is reasonably possible are workers compensation and general liability.
For Standard Lines workers compensation, since many years will pass from the time the business is
written until all claim payments have been made, claim cost inflation on claim payments is the most
significant factor affecting workers compensation reserve estimates. Workers compensation claim
cost inflation is driven by the cost of medical care, the cost of wage replacement, expected
claimant lifetimes, judicial decisions, legislative changes and other factors. If estimated
workers compensation claim cost inflation increases by one point for the entire period over which
claim payments will be made, we estimate that our net reserves would increase by approximately $500
million. If estimated workers compensation claim cost inflation decreases by one point for the
entire period over which claim payments will be made, we estimate that our net reserves would
decrease by approximately $450 million. Our net reserves for Standard Lines workers compensation
were approximately $4.4 billion at December 31, 2006.
For Standard Lines general liability, the predominant method used for estimating reserves is the
incurred development method. Changes in the cost to repair or replace property, the cost of
medical care, the cost of wage replacement, judicial decisions, legislation and other factors all
impact the pattern selected in this method. The pattern selected results in the incurred
development factor that estimates future changes in case incurred loss. If the estimated incurred
development factor for general liability increases by 15%, we estimate that our net reserves would
increase by approximately $370 million. If the estimated incurred development factor for general
liability decreases by 13%, we estimate that our net reserves would decrease by approximately $320
million. Our net reserves for Standard Lines general liability were approximately $4.0 billion at
December 31, 2006.
Within Specialty Lines, we believe a material deviation to our net reserves is reasonably possible
for the US Specialty Lines group. This group provides professional liability coverages to various
professional firms, including architects, realtors, small and mid-sized accounting firms, law firms
and technology firms. US Specialty Lines also provide D&O, employment practices, fiduciary and
fidelity coverages. US Specialty Lines also offers insurance products to serve the healthcare
delivery system. The most significant factor affecting US Specialty Lines reserve estimates is
claim severity. Claim severity for US Specialty Lines is driven by the cost of medical care, the
cost of wage replacement, legal fees, judicial decisions, legislation and other factors.
Underwriting and claim handling decisions such as the classes of business written and individual
claim settlement decisions can also impact claim severity. If the estimated claim severity for US
Specialty Lines increases by 7%, we estimate that US Specialty Lines net reserves would increase by
approximately $270 million. If the estimated claim severity for US Specialty Lines decreases by
3%, we estimate that US Specialty net reserves would decrease by approximately $110 million. Our
net reserves for US Specialty Lines were approximately $3.9 billion at December 31, 2006.
Within Corporate and Other Non-Core, the two types of business for which we believe a material
deviation to our net reserves is reasonably possible are CNA Re and APMT.
For CNA Re, the predominant method used for estimating reserves is the incurred development method.
Changes in the cost to repair or replace property, the cost of medical care, the cost of wage
replacement, the rate at which ceding companies report claims, judicial decisions, legislation and
other factors all impact the incurred development pattern for CNA Re. The pattern selected results
in the incurred development factor that estimates future changes in case incurred loss. If the
estimated incurred development factor for CNA Re increases by 21%, we estimate that our net
reserves for CNA Re would increase by approximately $150 million. If the estimated incurred
development factor for CNA Re decreases by 21%, we estimate that our net reserves would decrease by
approximately $150 million. Our net reserves for CNA Re were approximately $1.2 billion at
December 31, 2006.
28
For APMT, the most significant factor affecting reserve estimates is overall account size trend.
Overall account size trend for APMT reflects the combined impact of economic trends (inflation),
changes in the types of defendants involved, the expected mix of asbestos disease types, judicial
decisions, legislation and other factors. If the estimated overall account size trend for APMT
increases by 4 points, we estimate that our APMT net reserves would increase by approximately $700
million. If the estimated overall account size trend for APMT decreases by 4 points, we estimate
that our APMT net reserves would decrease by approximately $400 million. Our net reserves for APMT
were approximately $1.9 billion at December 31, 2006.
Given the factors described above, it is not possible to quantify precisely the ultimate exposure
represented by claims and related litigation. As a result, we regularly review the adequacy of our
reserves and reassess our reserve estimates as historical loss experience develops, additional
claims are reported and settled and additional information becomes available in subsequent periods.
In light of the many uncertainties associated with establishing the estimates and making the
assumptions necessary to establish reserve levels, we review our reserve estimates on a regular
basis and make adjustments in the period that the need for such adjustments is determined. These
reviews have resulted in our identification of information and trends that have caused us to
increase our reserves in prior periods and could lead to the identification of a need for
additional material increases in claim and claim adjustment expense reserves, which could
materially adversely affect our results of operations, equity, business and insurer financial
strength and debt ratings. See the Ratings section of this MD&A for further information regarding
our financial strength and debt ratings.
Reinsurance
Due to significant catastrophes during 2005, the cost of our catastrophe reinsurance program has
increased. Our catastrophe reinsurance protection cost us premiums of approximately $64 million in
2005, including reinstatement premiums and cost us approximately $79 million in 2006, which did not
include any reinstatement premiums. During 2007, our catastrophe reinsurance program will cost us
$89 million before the impact of any reinstatement premiums.
The terms of our 2007 catastrophe programs are different than those of our 2006 programs. The
Corporate Property Catastrophe treaty provides coverage for the accumulation of losses between $300
million and $1 billion arising out of a single catastrophe occurrence in the United States, its
territories and possessions, and Canada. Our co-participation is 50% of the first $100 million
layer and 10% of the remaining layer. In addition, we previously purchased an aggregate property
catastrophe treaty to obtain reinsurance protection against the aggregation of losses from multiple
catastrophic events. We did not purchase an aggregate property catastrophe treaty for 2007.
In certain circumstances, including significant deterioration of a reinsurers financial strength
ratings, we may engage in commutation discussions with individual reinsurers. The outcome of such
discussions may result in a lump sum settlement that is less than the recorded receivable, net of
any applicable allowance for doubtful accounts. Losses arising from commutations could have an
adverse material impact on our results of operations.
In 2001, we entered into a one-year corporate aggregate reinsurance treaty related to the 2001
accident year covering substantially all property and casualty lines of business in the Continental
Casualty Company pool (the CCC Cover). The CCC Cover was fully utilized in 2003. In
2006, we commuted our CCC Cover. This commutation had no impact on the Consolidated Statements of
Operations for the year ended December 31, 2006.
Also, in 2006, we commuted several reinsurance treaties, including several finite treaties, with a
European reinsurance group. This commutation resulted in a pretax loss, net of allowance for
uncollectible reinsurance, of $48 million. We received $35 million of cash in connection with this
significant commutation.
As of December 31, 2006 and 2005, there were one and thirteen ceded reinsurance treaties inforce
respectively that we consider to be finite reinsurance. In 2003, we discontinued purchases of such
contracts. The remaining treaty at December 31, 2006 provides reinsurance protection for the 1999
accident year on specified portions of our domestic property and casualty business and is fully
utilized. Therefore, we do not expect to cede any additional losses under finite reinsurance
contracts in future periods nor incur interest costs.
Further information on our reinsurance program is included in Note H of the Consolidated Financial
Statements included under Item 8.
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Terrorism Insurance
We and the insurance industry incurred substantial losses related to the 2001 World Trade Center
event. The Terrorism Risk Insurance Act of 2002 (TRIA) established a program within the Department
of the Treasury under which insurers are required to offer terrorism insurance and the federal
government will share the risk of loss by commercial property and casualty insurers arising from
future terrorist attacks. Although TRIA expired on December 31, 2005, the Terrorism Risk Insurance
Extension Act of 2005 (TRIEA) extended this program through December 31, 2007 with changes such as
the lines of business covered, the deductible amount that must be paid by the insurance company and
the aggregate industry loss prior to federal government assistance becoming available.
While TRIEA provides the property and casualty industry with an increased ability to withstand the
effect of a terrorist event through 2007, given the unpredictability of the nature, targets,
severity or frequency of potential terrorist events, our results of operations or equity could
nevertheless be materially adversely impacted by them. We are attempting to mitigate this exposure
through our underwriting practices, as well as policy terms and conditions (where applicable).
Under the laws of certain states, we are generally prohibited from excluding terrorism exposure
from our primary workers compensation policies. Further, in those states that mandate property
insurance coverage of damage from fire following a loss, we are prohibited from excluding terrorism
exposure.
Over the past several years, we have been underwriting our business to manage our terrorism
exposure through strict underwriting standards, risk avoidance measures and conditional terrorism
exclusions where permitted by law. There is substantial uncertainty as to our ability to
effectively contain our terrorism exposure since, notwithstanding our efforts described above, we
continue to issue forms of coverage, in particular, workers compensation, that are exposed to risk
of loss from a terrorism event.
Restructuring
In 2001, we finalized and approved a plan related to restructuring the property and casualty
segments and Life and Group Non-Core segment, discontinuation of the variable life and annuity
business and consolidation of real estate locations. During 2006, we reevaluated the sufficiency
of the remaining accrual, which related to lease termination costs, and determined that the
liability is no longer required as we have completed our lease obligations. As a result, the
excess remaining accrual was released in 2006, resulting in income of $8 million after-tax for the
year ended December 31, 2006.
Further information on the restructuring plan is included in Note O of the Consolidated Financial
Statements included under Item 8.
SEGMENT RESULTS
The following discusses the results of continuing operations for our operating segments. We
utilize the net operating income financial measure to monitor our operations. Net operating income
is calculated by excluding from net income the after-tax effects of 1) net realized investment
gains or losses, 2) income or loss from discontinued operations and 3) cumulative effects of
changes in accounting principles. See further discussion regarding how we manage our business in
Note N of the Consolidated Financial Statements included under Item 8. In evaluating the results
of the Standard Lines and Specialty Lines, we utilize the combined ratio, the loss ratio, the
expense ratio and the dividend ratio. These ratios are calculated using GAAP financial results.
The loss ratio is the percentage of net incurred claim and claim adjustment expenses to net earned
premiums. The expense ratio is the percentage of insurance underwriting and acquisition expenses,
including the amortization of deferred acquisition costs, to net earned premiums. The dividend
ratio is the ratio of policyholders dividends incurred to net earned premiums. The combined ratio
is the sum of the loss, expense and dividend ratios.
STANDARD LINES
Business Overview
Standard Lines works with an independent agency distribution system and network of brokers to
market a broad range of property and casualty insurance products and services to small,
middle-market and large businesses
30
domestically and abroad. The Standard Lines operating model focuses on underwriting performance,
relationships with selected distribution sources and understanding customer needs.
Standard Lines includes Property, Casualty and CNA Global.
Property provides standard and excess property coverage, as well as marine coverage and boiler and
machinery to a wide range of businesses.
Casualty provides standard casualty insurance products such as workers compensation, general and
product liability and commercial auto coverage through traditional products to a wide range of
businesses. Most insurance programs are provided on a guaranteed cost basis; however, Casualty has
the capability to offer specialized, loss-sensitive insurance programs to those customers viewed as
higher risk and less predictable in exposure.
Excess & Surplus (E&S) is included in Casualty. E&S provides specialized insurance and other
financial products for selected commercial risks on both an individual customer and program basis.
Customers insured by E&S are generally viewed as higher risk and less predictable in exposure than
those covered by standard insurance markets. E&Ss products are distributed throughout the United
States through specialist producers, program agents and Property and Casualtys agents and brokers.
Property and Casualtys (P&C) field structure consists of 33 branch locations across the country
organized into 4 regions. Each branch provides the marketing, underwriting and risk control
expertise on the entire portfolio of products. The Centralized Processing Operation for small and
middle-market customers, located in Maitland, Florida, handles policy processing and accounting,
and also acts as a call center to optimize customer service. The claims structure consists of a
centralized claim center designed to efficiently handle property damage and medical only claims and
18 claim office locations around the country handling the more complex claims. Also, Standard
Lines provides total risk management services relating to claim and information services to the
large commercial insurance marketplace, through a wholly-owned subsidiary, ClaimsPlus, Inc., a
third party administrator.
CNA Global consists of subsidiaries operating in Europe, Latin America, Canada and Hawaii. These
affiliates offer property and casualty insurance to small and medium size businesses and capitalize
on strategic indigenous opportunities.
The following table details results of operations for Standard Lines.
Results of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net written premiums |
|
$ |
4,433 |
|
|
$ |
4,382 |
|
|
$ |
4,582 |
|
Net earned premiums |
|
|
4,413 |
|
|
|
4,410 |
|
|
|
4,917 |
|
Net investment income |
|
|
991 |
|
|
|
767 |
|
|
|
496 |
|
Net operating income (loss) |
|
|
617 |
|
|
|
(41 |
) |
|
|
220 |
|
Net realized investment gains, after-tax |
|
|
55 |
|
|
|
9 |
|
|
|
139 |
|
Net income (loss) |
|
|
672 |
|
|
|
(32 |
) |
|
|
359 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios |
|
|
|
|
|
|
|
|
|
|
|
|
Loss and loss adjustment expense |
|
|
70.1 |
% |
|
|
87.5 |
% |
|
|
70.8 |
% |
Expense |
|
|
31.1 |
|
|
|
32.4 |
|
|
|
34.6 |
|
Dividend |
|
|
0.4 |
|
|
|
0.4 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
101.6 |
% |
|
|
120.3 |
% |
|
|
105.6 |
% |
|
|
|
|
|
|
|
|
|
|
2006 Compared with 2005
Net written premiums for Standard Lines increased $51 million in 2006 as compared with 2005. This
increase was primarily driven by favorable new business, rate and retention in the Property lines
of business. Net earned premiums increased $3 million in 2006 as compared with 2005. Net earned
premiums were impacted by decreased favorable premium development in 2006 as compared to 2005, as
discussed below. We continue to focus on portfolio optimization.
31
Standard Lines averaged flat rates for 2006, as compared to average rate decreases of 1% for 2005
for the contracts that renewed during those periods. Retention rates of 81% and 77% were achieved
for those contracts that were up for renewal in each period.
Net results increased $704 million in 2006 as compared with 2005. This increase was attributable
to increases in net operating results and net realized investment gains. See the Investments
section of this MD&A for further discussion of net investment income and net realized investment
gains.
Net operating results increased $658 million in 2006 as compared with 2005. This increase was
primarily driven by significantly reduced catastrophe losses in 2006, an increase in net investment
income and a decrease in unfavorable net prior year development as discussed below. The 2006 net
operating results included catastrophe impacts of $31 million after-tax. The 2005 net operating
results included catastrophe impacts of $318 million after-tax related to Hurricanes Katrina,
Wilma, Rita, Dennis and Ophelia, net of reinsurance recoveries.
The combined ratio improved 18.7 points in 2006 as compared with 2005. The loss ratio improved
17.4 points due to decreased unfavorable net prior year development as discussed below and
decreased catastrophe losses in 2006. The 2006 and 2005 loss ratios included 1.3 and 11.1 points
related to the impact of catastrophes.
The expense ratio improved 1.3 points in 2006 as compared with 2005. This improvement was
primarily due to a decrease in the provision for insurance bad debt. In addition, the 2005 ratio
included increased ceded commissions as a result of an unfavorable arbitration ruling related to
two reinsurance treaties. Changes in estimates for premium taxes partially offset these favorable
impacts.
Unfavorable net prior year development of $69 million was recorded in 2006, including $157 million
of unfavorable claim and allocated claim adjustment expense reserve development and $88 million of
favorable premium development. Unfavorable net prior year development of $452 million, including
$559 million of unfavorable claim and allocated claim adjustment expense reserve development and
$107 million of favorable premium development, was recorded in 2005. Further information on
Standard Lines Net Prior Year Development for 2006 and 2005 is included in Note F of the
Consolidated Financial Statements included under Item 8.
During 2006 and 2005, we commuted several significant reinsurance contracts that resulted in
unfavorable development of $110 million and $285 million, which is included in the development
above, and which was partially offset by the release of previously established allowance for
uncollectible reinsurance. These commutations resulted in an unfavorable after-tax impact of $31
million and $173 million in 2006 and 2005. Several of the commuted contracts contained interest
crediting provisions. The interest charges associated with the reinsurance contracts commuted were
$9 million after-tax and $35 million after-tax in 2006 and 2005. The 2005 amount includes the
interest charges associated with the contract commuted in 2006. There will be no further interest
crediting charges related to these commuted contracts in future periods.
The following table summarizes the gross and net carried reserves as of December 31, 2006 and 2005
for Standard Lines.
Gross and Net Carried
Claim and Claim Adjustment Expense Reserves
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Gross Case Reserves |
|
$ |
6,746 |
|
|
$ |
7,033 |
|
Gross IBNR Reserves |
|
|
8,188 |
|
|
|
8,051 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Gross Carried Claim and Claim Adjustment Expense Reserves |
|
$ |
14,934 |
|
|
$ |
15,084 |
|
|
|
|
|
|
|
|
Net Case Reserves |
|
$ |
5,234 |
|
|
$ |
5,165 |
|
Net IBNR Reserves |
|
|
6,632 |
|
|
|
6,081 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Carried Claim and Claim Adjustment Expense Reserves |
|
$ |
11,866 |
|
|
$ |
11,246 |
|
|
|
|
|
|
|
|
2005 Compared with 2004
Net written premiums for Standard Lines decreased $200 million in 2005 as compared with 2004. This
decrease was primarily driven by decreased premium writings in our casualty lines of business,
increased reinstatement
32
premium in 2005 related to catastrophe losses and decreased rates as discussed further below. Net
earned premiums decreased $507 million in 2005 as compared with 2004. This decrease was primarily
driven by the decline in premiums written. The lower premium is consistent with our strategy of
portfolio optimization. Our priority is a diversified portfolio in profitable classes of business.
Standard Lines averaged rate decreases of 1% for 2005, as compared to average rate increases of 4%
for 2004 for the contracts that renewed during those periods. Retention rates of 77% and 70% were
achieved for those contracts that were up for renewal in each period.
Net results decreased $391 million in 2005 as compared with 2004. This decrease was attributable
to declines in both net operating results and net realized investment results. See the Investments
section of this MD&A for further discussion of net investment income and net realized investment
results.
Net operating results decreased $261 million in 2005 as compared with 2004. This decrease was due
primarily to increased unfavorable net prior year development of $282 million after-tax including
$185 million after-tax related to significant commutations in 2005, a $135 million after-tax
increase in catastrophe losses, the decreased earned premium as discussed above and decreased
current accident year results. These unfavorable items were partially offset by a $271 million
increase in net investment income and a decrease in the provision for insurance bad debt.
Unfavorable net prior year development of $452 million was recorded in 2005, including $559 million
of unfavorable claim and allocated claim adjustment expense reserve development and $107 million of
favorable premium development. Unfavorable net prior year development of $18 million, including
$115 million of unfavorable claim and allocated claim adjustment expense reserve development and
$97 million of favorable premium development, was recorded in 2004. Further information on
Standard Lines Net Prior Year Development for 2005 and 2004 is included in Note F of the
Consolidated Financial Statements included under Item 8.
During 2005 and 2004, we commuted several significant reinsurance contracts that resulted in
unfavorable development of $285 million and $5 million, which is included in the development above,
and which was partially offset by the release of previously established allowance for uncollectible
reinsurance. These commutations resulted in an unfavorable impact of $173 million after-tax and
favorable impact of $4 million after-tax in 2005 and 2004. These contracts contained interest
crediting provisions. The interest charges associated with the reinsurance contracts commuted were
$42 million and $110 million in 2005 and 2004. There will be no further interest crediting charges
related to these commuted contracts in future periods.
The impact of catastrophes was $318 million after-tax and $183 million after-tax for 2005 and 2004,
net of anticipated reinsurance recoveries.
The combined ratio increased 14.7 points in 2005 as compared with 2004. The loss ratio increased
16.7 points in 2005 as compared with 2004. These increases were primarily due to increased net
prior year development, increased catastrophe losses and decreased current accident year results.
Catastrophe losses of $470 million and $260 million were recorded in 2005 and 2004.
The expense ratio improved 2.2 points in 2005 as compared with 2004. This improvement was
primarily due to a decrease in the provision for insurance bad debt.
The dividend ratio increased 0.2 points in 2005 as compared with 2004. The 2004 ratio was impacted
by favorable dividend development, partially offset by decreased participation in dividend plans
and lower dividend amounts related to the current accident year.
SPECIALTY LINES
Business Overview
Specialty Lines provides professional, financial and specialty property and casualty products and
services through a network of brokers, managing general underwriters and independent agencies.
Specialty Lines provides solutions for managing the risks of its clients, including architects,
lawyers, accountants, healthcare professionals, financial intermediaries and public and private
corporations. Product offerings also include surety and fidelity bonds and vehicle and equipment
warranty services.
Specialty Lines includes the following business groups: US Specialty Lines, Surety and Warranty.
33
US Specialty Lines provides management and professional liability insurance and risk management
services, primarily in the United States. This group provides professional liability coverages to
various professional firms, including architects, realtors, small and mid-sized accounting firms,
law firms and technology firms. US Specialty Lines also provides directors and officers (D&O),
employment practices, fiduciary and fidelity coverages. Specific areas of focus include small and
mid-size firms as well as privately held firms and not-for-profit organizations where tailored
products for this client segment are offered. Products within US Specialty Lines are distributed
through brokers, agents and managing general underwriters.
US Specialty Lines, through CNA HealthPro, also offers insurance products to serve the healthcare
delivery system. Products, which include professional liability as well as associated standard
property and casualty coverages, are distributed on a national basis through a variety of channels
including brokers, agents and managing general underwriters. Key customer segments include long
term care facilities, allied healthcare providers, life sciences, dental professionals and mid-size
and large healthcare facilities and delivery systems.
Surety consists primarily of CNA Surety and its insurance subsidiaries and offers small, medium and
large contract and commercial surety bonds. CNA Surety provides surety and fidelity bonds in all
50 states through a combined network of independent agencies. CNA owns approximately 63% of CNA
Surety.
Warranty provides vehicle warranty service contracts that protect individuals and businesses from
the financial burden associated with mechanical breakdown or maintenance.
The following table details results of operations for Specialty Lines.
Results of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net written premiums |
|
$ |
2,596 |
|
|
$ |
2,463 |
|
|
$ |
2,391 |
|
Net earned premiums |
|
|
2,555 |
|
|
|
2,475 |
|
|
|
2,277 |
|
Net investment income |
|
|
403 |
|
|
|
281 |
|
|
|
246 |
|
Net operating income |
|
|
464 |
|
|
|
336 |
|
|
|
324 |
|
Net realized investment gains, after-tax |
|
|
18 |
|
|
|
12 |
|
|
|
54 |
|
Net income |
|
|
482 |
|
|
|
348 |
|
|
|
378 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios |
|
|
|
|
|
|
|
|
|
|
|
|
Loss and loss adjustment expense |
|
|
60.5 |
% |
|
|
65.3 |
% |
|
|
63.3 |
% |
Expense |
|
|
26.7 |
|
|
|
26.1 |
|
|
|
26.1 |
|
Dividend |
|
|
0.2 |
|
|
|
0.2 |
|
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
87.4 |
% |
|
|
91.6 |
% |
|
|
89.6 |
% |
|
|
|
|
|
|
|
|
|
|
2006 Compared with 2005
Net written premiums for Specialty Lines increased $133 million in 2006 as compared with 2005.
This increase was primarily due to improved production across certain lines of business. Net
earned premiums increased $80 million in 2006 as compared with 2005, consistent with the increased
premium written.
Specialty Lines averaged flat rates for 2006, as compared to average rate increases of 1% for 2005
for the contracts that renewed during those periods. Retention rates of 87% and 86% were achieved
for those contracts that were up for renewal in each period.
Net income increased $134 million in 2006 as compared with 2005. This increase was attributable to
increases in net operating income and realized investment gains. See the Investments section of
this MD&A for further discussion of net investment income and net realized investment results.
Net operating income increased $128 million in 2006 as compared with 2005. This improvement was
primarily driven by an increase in net investment income, a decrease in net prior year development
as discussed below and reduced catastrophe impacts in 2006. Catastrophe impacts were $1 million
after-tax for the year ended December 31, 2006, as compared to $16 million after-tax for the year
ended December 31, 2005. Also, the 2005 results included a $59 million loss, after the impact of
taxes and minority interests, in the surety line of business related to a large national
contractor. Further information related to the large national contractor is included in Note S of
the Consolidated Financial Statements included under Item 8.
34
The combined ratio improved 4.2 points in 2006 as compared with 2005. The loss ratio improved 4.8
points, due to improved current accident year impacts and decreased net prior year development as
discussed below. The 2005 loss ratio was unfavorably impacted by surety losses of $110 million,
before the impacts of minority interest, related to a national contractor as discussed above.
Partially offsetting this favorable impact was less favorable current accident year loss ratios
across several other lines of business in 2006.
Unfavorable net prior year development of $15 million was recorded in 2006, including $10 million
of favorable claim and allocated claim adjustment expense reserve development and $25 million of
unfavorable premium development. Unfavorable net prior year development of $54 million, including
$47 million of unfavorable claim and allocated claim adjustment expense reserve development and $7
million of unfavorable premium development, was recorded in 2005. Further information on Specialty
Lines Net Prior Year Development for 2006 and 2005 is included in Note F of the Consolidated
Financial Statements included under Item 8.
The following table summarizes the gross and net carried reserves as of December 31, 2006 and 2005
for Specialty Lines.
Gross and Net Carried
Claim and Claim Adjustment Expense Reserves
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Gross Case Reserves |
|
$ |
1,715 |
|
|
$ |
1,907 |
|
Gross IBNR Reserves |
|
|
3,814 |
|
|
|
3,298 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Gross Carried Claim and Claim Adjustment Expense
Reserves |
|
$ |
5,529 |
|
|
$ |
5,205 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Case Reserves |
|
$ |
1,350 |
|
|
$ |
1,442 |
|
Net IBNR Reserves |
|
|
2,921 |
|
|
|
2,352 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Carried Claim and Claim Adjustment Expense Reserves |
|
$ |
4,271 |
|
|
$ |
3,794 |
|
|
|
|
|
|
|
|
2005 Compared with 2004
Net written premiums for Specialty Lines increased $72 million in 2005 as compared with 2004. This
increase was primarily due to improved retention across most professional liability insurance lines
of business. These favorable impacts were partially offset by increased ceded premiums for certain
professional liability lines of business and decreased premiums for the warranty business. Due to
a change in 2005 in the warranty product offering, fees related to the new warranty product are
included within other revenues. Written premiums for the warranty line of business decreased $70
million in 2005 as compared to 2004. Net earned premiums increased $198 million in 2005 as
compared with 2004, which reflects the increased premium written trend over several prior quarters
in Specialty Lines.
Specialty Lines averaged rate increases of 1% and 9% in 2005 and 2004 for the contracts that
renewed during those periods. Retention rates of 86% and 83% were achieved for those contracts
that were up for renewal in each period.
Net income decreased $30 million in 2005 as compared with 2004. This decrease was due primarily to
a $42 million decrease in net realized investment gains partially offset by increased net operating
income. See the Investments section of this MD&A for further discussion of net investment income
and net realized investment results.
Net operating income increased $12 million in 2005 as compared with 2004. This increase was
primarily driven by an increase in net investment income and increased earned premiums. These
increases to operating income were partially offset by decreased current accident year results.
Additionally, 2004 results were favorably impacted by the release of a previously established
reinsurance bad debt allowance as the result of a significant commutation. Catastrophe impacts
were $16 million after-tax and $11 million after-tax for the years ended December 31, 2005 and
2004.
35
The combined ratio increased 2.0 points in 2005 as compared with 2004. The loss ratio increased
2.0 points. The 2004 loss ratio was favorably impacted by the release of reinsurance bad debt
reserve as discussed above. Additionally, the 2005 loss ratio was unfavorably impacted by
increased current year accident losses. This was driven by increased surety losses of $110 million
related to a national contractor, before the impacts of minority interest, as discussed in further
detail in Note S of the Consolidated Financial Statements included under Item 8, partially offset
by improved current accident year loss ratios in several professional liability lines of business.
Unfavorable net prior year development of $54 million was recorded in 2005, including $47 million
of unfavorable claim and allocated claim adjustment expense reserve development and $7 million of
unfavorable premium development. Unfavorable net prior year development of $30 million, including
$58 million of unfavorable claim and allocated claim adjustment expense reserve development and $28
million of favorable premium development, was recorded in 2004. Further information on Specialty
Lines Net Prior Year Development for 2005 and 2004 is included in Note F of the Consolidated
Financial Statements included under Item 8.
The expense ratio was the same in 2005 as compared with 2004. The 2005 ratio was impacted by a
change in estimate related to profit commissions in the warranty line of business, which was offset
by the impact of the increased earned premium base.
LIFE AND GROUP NON-CORE
Business Overview
The Life and Group Non-Core segment primarily includes the results of the life and group lines of
business that have either been sold or placed in run-off. We sold our individual life business on
April 30, 2004 and our specialty medical business on January 6, 2005. The segment includes
operating results for these businesses in periods prior to the sales, the realized gain/loss from
the sales and the effects of the shared corporate overhead expenses which continue to be allocated
to the segment. We continue to service our existing individual long term care commitments, our
payout annuity business and our pension deposit business. We also manage a block of group
reinsurance and life settlement contracts. These businesses are being managed as a run-off
operation. Our group long term care and Index 500 products, while considered non-core, continue to
be actively marketed.
The following table summarizes the results of operations for Life and Group Non-Core.
Results of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
2005 |
|
2004 |
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
$ |
641 |
|
|
$ |
704 |
|
|
$ |
921 |
|
Net investment income |
|
|
698 |
|
|
|
593 |
|
|
|
692 |
|
Net operating loss |
|
|
(14 |
) |
|
|
(51 |
) |
|
|
(29 |
) |
Net realized investment losses, after-tax |
|
|
(33 |
) |
|
|
(19 |
) |
|
|
(385 |
) |
Net loss |
|
|
(47 |
) |
|
|
(70 |
) |
|
|
(414 |
) |
2006 Compared with 2005
Net earned premiums for Life and Group Non-Core decreased $63 million in 2006 as compared with
2005. The 2006 and 2005 net earned premiums relate primarily to the group and individual long term
care businesses.
Net results increased $23 million in 2006 as compared with 2005, driven by increased net investment
income. A significant portion of the increase in net investment income was offset by a
corresponding increase in the policyholders funds reserves supported by the trading portfolio.
The portion not offset by the policyholders funds reserves increased by $25 million. Also
impacting net results was $15 million of income related to the resolution of contingencies and the
absence of a $17 million provision recorded in 2005 for estimated indemnification liabilities
related to the sold individual life business. Partially offsetting these favorable impacts were
increased net realized investment losses and the absence of income related to agreements with
buyers of sold businesses which ended as of December 31, 2005. In addition, the 2005 net results
included a change in estimate, which reduced a prior accrual of state premium taxes. See the
Investments section of this MD&A for further discussion of net investment income and net realized
investment results.
36
2005 Compared with 2004
Net earned premiums for Life and Group Non-Core decreased $217 million in 2005 as compared with
2004. The premiums in 2004 include $115 million from the individual life business and $165 million
from the specialty medical business.
Net results improved by $344 million in 2005 as compared with 2004. The improvement in net results
related primarily to a $389 million realized loss on the sale of the individual life business in
2004. Also contributing to the improvement in net results was the reduction in 2005 of significant
2004 items related to certain assumed reinsurance exposures. Additionally, 2005 results included
$13 million income related to a service agreement with a purchaser for sold businesses. These
agreements have expired. These results were partially offset by a decline in net investment income
of $99 million. This included a decrease of approximately $64 million from the trading portfolio
which was largely offset by a corresponding decrease in the policyholders funds reserves supported
by the trading portfolio. In addition, it included the absence of favorable results from sold
insurance operations. Also unfavorably impacting the 2005 results was a $17 million provision
increase for estimated indemnification liabilities related to the sold individual life business and
unfavorable results related to the long term care business. See the Investments section of this
MD&A for further discussion of net investment income and net realized investment results.
CORPORATE AND OTHER NON-CORE
Overview
Corporate and Other Non-Core includes the results of certain property and casualty lines of
business placed in run-off. CNA Re, formerly a separate property and casualty operating segment,
is in run-off and is included in the Corporate and Other Non-Core segment. This segment also
includes the results related to the centralized adjusting and settlement of APMT claims, as well as
the results of our participation in voluntary insurance pools and various non-insurance operations.
Other operations also include interest expense on corporate borrowings and intercompany
eliminations.
The following table summarizes the results of operations for the Corporate and Other Non-Core
segment, including APMT and intrasegment eliminations.
Results of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
2005 |
|
2004 |
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
$ |
320 |
|
|
$ |
251 |
|
|
$ |
246 |
|
Revenues |
|
|
305 |
|
|
|
311 |
|
|
|
358 |
|
Net operating income |
|
|
3 |
|
|
|
9 |
|
|
|
84 |
|
Net realized investment gains (losses), after-tax |
|
|
27 |
|
|
|
(12 |
) |
|
|
39 |
|
Net income (loss) |
|
|
30 |
|
|
|
(3 |
) |
|
|
123 |
|
2006 Compared with 2005
Revenues decreased $6 million in 2006 as compared with 2005. Revenues in 2006 and 2005 included
interest income related to federal income tax settlements of $4 million and $121 million as further
discussed in Note E to the Consolidated Financial Statements included under Item 8. This decrease
was substantially offset by increased net investment income and improved realized investment
results. See the Investments section of this MD&A for further discussion of net investment income
and net realized investment results.
Net results increased $33 million in 2006 as compared with 2005. The improvement was primarily
driven by a decrease in unfavorable net prior year development as discussed further below.
Offsetting this favorable impact was an increase in current accident year losses related to mass
torts, discontinuation of royalty income related to a sold business and increased interest costs
related to the issuance of $750 million of senior notes in August 2006.
Unfavorable net prior year development of $88 million was recorded during 2006, including $86
million of unfavorable net prior year claim and allocated claim adjustment expense reserve
development and $2 million of unfavorable premium development. Unfavorable net prior year
development of $306 million was recorded in 2005, including $291 million of unfavorable net prior
year claim and allocated claim adjustment expense reserve
37
development and $15 million of unfavorable premium development. Further information on Corporate
and Other Non-Cores Net Prior Year Development for 2006 and 2005 is included in Note F of the
Consolidated Financial Statements included under Item 8.
The following table summarizes the gross and net carried reserves as of December 31, 2006 and 2005
for Corporate and Other Non-Core.
Gross and Net Carried
Claim and Claim Adjustment Expense Reserves
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Gross Case Reserves |
|
$ |
2,511 |
|
|
$ |
3,297 |
|
Gross IBNR Reserves |
|
|
3,528 |
|
|
|
4,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Gross Carried Claim and Claim Adjustment Expense
Reserves |
|
$ |
6,039 |
|
|
$ |
7,372 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Case Reserves |
|
$ |
1,453 |
|
|
$ |
1,554 |
|
Net IBNR Reserves |
|
|
1,999 |
|
|
|
1,902 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Carried Claim and Claim Adjustment Expense
Reserves |
|
$ |
3,452 |
|
|
$ |
3,456 |
|
|
|
|
|
|
|
|
2005 Compared with 2004
Revenues decreased $47 million in 2005 as compared with 2004. The decrease in revenues was
primarily due to reduced net earned premiums in CNA Re of $134 million due to the exit from the
assumed reinsurance business in 2003 and decreased net realized investment results. Partially
offsetting these decreases was $121 million of interest income related to a federal income tax
settlement. See Note E to the Consolidated Financial Statements included under Item 8 for further
information.
Net results decreased $126 million in 2005 as compared with 2004. The decrease in net results was
primarily due to a $139 million after-tax increase in unfavorable net prior year development
related primarily to commutations and reserve strengthening, a $51 million decrease in net realized
investment results and a decrease in the provision recorded for uncollectible reinsurance. Net
realized investment results for the year ended December 31, 2005 and 2004 included a $22 million
after-tax and $36 million after-tax impairment related to a national contractor. See Note S to the
Consolidated Financial Statements included under Item 8 for additional information regarding the
national contractor. Partially offsetting these decreases was a $115 million after-tax benefit
related to a federal income tax settlement and release of federal income tax reserves.
Unfavorable net prior year development of $306 million was recorded during 2005, including $291
million of unfavorable net prior year claim and allocated claim adjustment expense reserve
development and $15 million of unfavorable premium development. Unfavorable net prior year
development of $93 million was recorded in 2004, including $84 million of unfavorable net prior
year claim and allocated claim adjustment expense reserve development and $9 million of unfavorable
premium development. Further information on Corporate and Other Non-Cores Net Prior Year
Development for 2005 and 2004 is included in Note F of the Consolidated Financial Statements
included under Item 8.
During 2005 and 2004, we commuted several significant reinsurance contracts that resulted in
unfavorable development of $118 million and $39 million, which is included in the development
above, and which was partially offset by the release in 2004 of a previously established allowance
for uncollectible reinsurance. These commutations resulted in unfavorable impacts of $71 million
after-tax and $5 million after-tax in 2005 and 2004. These contracts contained interest crediting
provisions and maintenance charges. Interest charges associated with the reinsurance contracts
commuted were $13 million after-tax and $11 million after-tax in 2005 and 2004. There will be no
further interest crediting charges or other charges related to these commuted contracts in future
periods.
38
APMT Reserves
Our property and casualty insurance subsidiaries have actual and potential exposures related to
asbestos, environmental pollution and mass tort (APMT) claims.
Establishing reserves for APMT claim and claim adjustment expenses is subject to uncertainties that
are greater than those presented by other claims. Traditional actuarial methods and techniques
employed to estimate the ultimate cost of claims for more traditional property and casualty
exposures are less precise in estimating claim and claim adjustment expense reserves for APMT,
particularly in an environment of emerging or potential claims and coverage issues that arise from
industry practices and legal, judicial, and social conditions. Therefore, these traditional
actuarial methods and techniques are necessarily supplemented with additional estimating techniques
and methodologies, many of which involve significant judgments that are required on our part.
Accordingly, a high degree of uncertainty remains for our ultimate liability for APMT claim and
claim adjustment expenses.
In addition to the difficulties described above, estimating the ultimate cost of both reported and
unreported APMT claims is subject to a higher degree of variability due to a number of additional
factors, including among others: the number and outcome of direct actions against us; coverage
issues, including whether certain costs are covered under the policies and whether policy limits
apply; allocation of liability among numerous parties, some of whom may be in bankruptcy
proceedings, and in particular the application of joint and several liability to specific
insurers on a risk; inconsistent court decisions and developing legal theories; continuing
aggressive tactics of plaintiffs lawyers; the risks and lack of predictability inherent in major
litigation; enactment of state and federal legislation to address asbestos claims; the potential
for increases and decreases in asbestos, environmental pollution and mass tort claims which cannot
now be anticipated; the potential for increases and decreases in costs to defend asbestos,
pollution and mass tort claims; the possibility of expanding theories of liability against our
policyholders in environmental and mass tort matters; possible exhaustion of underlying umbrella
and excess coverage; and future developments pertaining to our ability to recover reinsurance for
asbestos, pollution and mass tort claims.
Due to the inherent uncertainties in estimating claim and claim adjustment expense reserves for
APMT and due to the significant uncertainties described related to APMT claims, our ultimate
liability for these cases, both individually and in aggregate, may exceed the recorded reserves.
Any such potential additional liability, or any range of potential additional amounts, cannot be
reasonably estimated currently, but could be material to our business, results of operations,
equity, and insurer financial strength and debt ratings. Due to, among other things, the factors
described above, it may be necessary for us to record material changes in our APMT claim and claim
adjustment expense reserves in the future, should new information become available or other
developments emerge.
We have annually performed ground up reviews of all open APMT claims to evaluate the adequacy of
our APMT reserves. In performing our comprehensive ground up analysis, we consider input from our
professionals with direct responsibility for the claims, inside and outside counsel with
responsibility for our representation and our actuarial staff. These professionals consider, among
many factors, the policyholders present and predicted future exposures, including such factors as
claims volume, trial conditions, prior settlement history, settlement demands and defense costs;
the impact of asbestos defendant bankruptcies on the policyholder; facts or allegations regarding
the policies we issued or are alleged to have issued, including such factors as aggregate or per
occurrence limits, whether the policy is primary, umbrella or excess, and the existence of
policyholder retentions and/or deductibles; the policyholders allegations; the existence of other
insurance; and reinsurance arrangements.
Further information on APMT Net Prior Year Development is included in Note F of the Consolidated
Financial Statements included under Item 8.
39
The following table provides data related to our APMT claim and claim adjustment expense reserves.
APMT Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2006 |
|
|
December 31, 2005 |
|
|
|
|
|
|
|
Environmental |
|
|
|
|
|
|
Environmental |
|
|
|
|
|
|
|
Pollution and |
|
|
|
|
|
|
Pollution and |
|
|
|
Asbestos |
|
|
Mass Tort |
|
|
Asbestos |
|
|
Mass Tort |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross reserves |
|
$ |
2,635 |
|
|
$ |
647 |
|
|
$ |
2,992 |
|
|
$ |
680 |
|
Ceded reserves |
|
|
(1,183 |
) |
|
|
(231 |
) |
|
|
(1,438 |
) |
|
|
(257 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves |
|
$ |
1,452 |
|
|
$ |
416 |
|
|
$ |
1,554 |
|
|
$ |
423 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asbestos
In the past several years, we experienced, at certain points in time, significant increases in
claim counts for asbestos-related claims. The factors that led to these increases included, among
other things, intensive advertising campaigns by lawyers for asbestos claimants, mass medical
screening programs sponsored by plaintiff lawyers and the addition of new defendants such as the
distributors and installers of products containing asbestos. In recent years, the rate of new
filings has decreased. Various challenges to mass screening claimants have been successful.
Historically, the majority of asbestos bodily injury claims have been filed by persons exhibiting
few, if any, disease symptoms. Studies have concluded that the percentage of unimpaired claimants
to total claimants ranges between 66% and up to 90%. Some courts and some state statutes mandate
that so-called unimpaired claimants may not recover unless at some point the claimants condition
worsens to the point of impairment. Some plaintiffs classified as unimpaired continue to
challenge those orders and statutes. Therefore, the ultimate impact of the orders and statutes on
future asbestos claims remains uncertain.
Several factors are, in our view, negatively impacting asbestos claim trends. Plaintiff attorneys
who previously sued entities that are now bankrupt continue to seek other viable targets. As a
result, companies with few or no previous asbestos claims are becoming targets in asbestos
litigation and, although they may have little or no liability, nevertheless must be defended.
Additionally, plaintiff attorneys and trustees for future claimants are demanding that policy
limits be paid lump-sum into the bankruptcy asbestos trusts prior to presentation of valid claims
and medical proof of these claims. Various challenges to these practices have succeeded in
litigation, and are continuing to be litigated. Plaintiff attorneys and trustees for future
claimants are also attempting to devise claims payment procedures for bankruptcy trusts that would
allow asbestos claims to be paid under lax standards for injury, exposure and causation. This also
presents the potential for exhausting policy limits in an accelerated fashion. Challenges to these
practices are being mounted, though the ultimate impact or success of these tactics remains
uncertain.
As a result of bankruptcies and insolvencies, we had in the past observed an increase in the total
number of policyholders with current asbestos claims as additional defendants are added to existing
lawsuits and are named in new asbestos bodily injury lawsuits. During the last few years the rate
of new bodily injury claims had moderated and most recently the new claims filing rate has
decreased although the number of policyholders claiming coverage for asbestos related claims has
remained relatively constant in the past several years.
We have resolved a number of our large asbestos accounts by negotiating settlement agreements.
Structured settlement agreements provide for payments over multiple years as set forth in each
individual agreement.
In 1985, 47 asbestos producers and their insurers, including The Continental Insurance Company
(CIC), executed the Wellington Agreement. The agreement was intended to resolve all issues and
litigation related to coverage for asbestos exposures. Under this agreement, signatory insurers
committed scheduled policy limits and made the limits available to pay asbestos claims based upon
coverage blocks designated by the policyholders in 1985, subject to extension by policyholders.
CIC was a signatory insurer to the Wellington Agreement.
We have also used coverage in place agreements to resolve large asbestos exposures. Coverage in
place agreements are typically agreements between us and our policyholders identifying the policies
and the terms for payment of asbestos related liabilities. Claims payments are contingent on
presentation of adequate documentation showing exposure during the policy periods and other
documentation supporting the demand for claims payment. Coverage in place agreements may have
annual payment caps. Coverage in place agreements are evaluated based on claims filings trends and
severities.
40
We categorize active asbestos accounts as large or small accounts. We define a large account as an
active account with more than $100 thousand of cumulative paid losses. We have made closing large
accounts a significant management priority. Small accounts are defined as active accounts with
$100 thousand or less of cumulative paid losses. Approximately 80% and 81% of our total active
asbestos accounts are classified as small accounts at December 31, 2006 and 2005.
We also evaluate our asbestos liabilities arising from our assumed reinsurance business and our
participation in various pools, including Excess & Casualty Reinsurance Association (ECRA).
IBNR reserves relate to potential development on accounts that have not settled and potential
future claims from unidentified policyholders.
The tables below depict our overall pending asbestos accounts and associated reserves at December
31, 2006 and 2005.
Pending
Asbestos Accounts and Associated Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Paid |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Recovered) Losses |
|
|
Net Asbestos |
|
|
Percent of |
|
|
|
Number of |
|
|
in 2006 |
|
|
Reserves |
|
|
Asbestos |
|
December 31, 2006 |
|
Policyholders |
|
|
(In millions) |
|
|
(In millions) |
|
|
Net Reserves |
|
Policyholders with settlement agreements |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Settlements |
|
|
15 |
|
|
$ |
22 |
|
|
$ |
171 |
|
|
|
12 |
% |
Wellington |
|
|
3 |
|
|
|
(1 |
) |
|
|
14 |
|
|
|
1 |
|
Coverage in place |
|
|
37 |
|
|
|
(18 |
) |
|
|
79 |
|
|
|
5 |
|
Fibreboard |
|
|
1 |
|
|
|
|
|
|
|
53 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total with settlement agreements |
|
|
56 |
|
|
|
3 |
|
|
|
317 |
|
|
|
22 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other policyholders with active accounts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Large asbestos accounts |
|
|
220 |
|
|
|
76 |
|
|
|
254 |
|
|
|
17 |
|
Small asbestos accounts |
|
|
1,080 |
|
|
|
17 |
|
|
|
101 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other policyholders |
|
|
1,300 |
|
|
|
93 |
|
|
|
355 |
|
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed reinsurance and pools |
|
|
|
|
|
|
6 |
|
|
|
141 |
|
|
|
10 |
|
Unassigned IBNR |
|
|
|
|
|
|
|
|
|
|
639 |
|
|
|
44 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
1,356 |
|
|
$ |
102 |
|
|
$ |
1,452 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
41
Pending Asbestos Accounts and Associated Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Paid Losses |
|
|
Net Asbestos |
|
|
Percent of |
|
|
|
Number of |
|
|
in 2005 |
|
|
Reserves |
|
|
Asbestos |
|
December 31, 2005 |
|
Policyholders |
|
|
(In millions) |
|
|
(In millions) |
|
|
Net Reserves |
|
Policyholders with settlement agreements |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured Settlements |
|
|
13 |
|
|
$ |
30 |
|
|
$ |
167 |
|
|
|
11 |
% |
Wellington |
|
|
4 |
|
|
|
2 |
|
|
|
15 |
|
|
|
1 |
|
Coverage in place |
|
|
34 |
|
|
|
13 |
|
|
|
58 |
|
|
|
4 |
|
Fibreboard |
|
|
1 |
|
|
|
|
|
|
|
54 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total with settlement agreements |
|
|
52 |
|
|
|
45 |
|
|
|
294 |
|
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other policyholders with active accounts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Large asbestos accounts |
|
|
199 |
|
|
|
68 |
|
|
|
273 |
|
|
|
17 |
|
Small asbestos accounts |
|
|
1,073 |
|
|
|
23 |
|
|
|
135 |
|
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other policyholders |
|
|
1,272 |
|
|
|
91 |
|
|
|
408 |
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed reinsurance and pools |
|
|
|
|
|
|
6 |
|
|
|
143 |
|
|
|
9 |
|
Unassigned IBNR |
|
|
|
|
|
|
|
|
|
|
709 |
|
|
|
46 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
1,324 |
|
|
$ |
142 |
|
|
$ |
1,554 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Some asbestos-related defendants have asserted that their insurance policies are not subject
to aggregate limits on coverage. We have such claims from a number of insureds. Some of these
claims involve insureds facing exhaustion of products liability aggregate limits in their policies,
who have asserted that their asbestos-related claims fall within so-called non-products liability
coverage contained within their policies rather than products liability coverage, and that the
claimed non-products coverage is not subject to any aggregate limit. It is difficult to predict
the ultimate size of any of the claims for coverage purportedly not subject to aggregate limits or
predict to what extent, if any, the attempts to assert non-products claims outside the products
liability aggregate will succeed. Our policies also contain other limits applicable to these
claims and we have additional coverage defenses to certain claims. We have attempted to manage our
asbestos exposure by aggressively seeking to settle claims on acceptable terms. There can be no
assurance that any of these settlement efforts will be successful, or that any such claims can be
settled on terms acceptable to us. Where we cannot settle a claim on acceptable terms, we
aggressively litigate the claim. However, adverse developments with respect to such matters could
have a material adverse effect on our results of operations and/or equity.
As a result of the uncertainties and complexities involved, reserves for asbestos claims cannot be
estimated with traditional actuarial techniques that rely on historical accident year loss
development factors. In establishing asbestos reserves, we evaluate the exposure presented by each
insured. As part of this evaluation, we consider the available insurance coverage; limits and
deductibles; the potential role of other insurance, particularly underlying coverage below any of
our excess liability policies; and applicable coverage defenses, including asbestos exclusions.
Estimation of asbestos-related claim and claim adjustment expense reserves involves a high degree
of judgment on our part and consideration of many complex factors, including: inconsistency of
court decisions, jury attitudes and future court decisions; specific policy provisions; allocation
of liability among insurers and insureds; missing policies and proof of coverage; the proliferation
of bankruptcy proceedings and attendant uncertainties; novel theories asserted by policyholders and
their counsel; the targeting of a broader range of businesses and entities as defendants; the
uncertainty as to which other insureds may be targeted in the future and the uncertainties inherent
in predicting the number of future claims; volatility in claim numbers and settlement demands;
increases in the number of non-impaired claimants and the extent to which they can be precluded
from making claims; the efforts by insureds to obtain coverage not subject to aggregate limits;
long latency period between asbestos exposure and disease manifestation and the resulting potential
for involvement of multiple policy periods for individual claims; medical inflation trends; the mix
of asbestos-related diseases presented and the ability to recover reinsurance.
42
We are involved in significant asbestos-related claim litigation, which is described in Note F of
the Consolidated Financial Statements included under Item 8.
Environmental Pollution and Mass Tort
Environmental pollution cleanup is the subject of both federal and state regulation. By some
estimates, there are thousands of potential waste sites subject to cleanup. The insurance industry
is involved in extensive litigation regarding coverage issues. Judicial interpretations in many
cases have expanded the scope of coverage and liability beyond the original intent of the policies.
The Comprehensive Environmental Response Compensation and Liability Act of 1980 (Superfund) and
comparable state statutes (mini-Superfunds) govern the cleanup and restoration of toxic waste sites
and formalize the concept of legal liability for cleanup and restoration by Potentially
Responsible Parties (PRPs). Superfund and the mini-Superfunds establish mechanisms to pay for
cleanup of waste sites if PRPs fail to do so and assign liability to PRPs. The extent of liability
to be allocated to a PRP is dependent upon a variety of factors. Further, the number of waste
sites subject to cleanup is unknown. To date, approximately 1,500 cleanup sites have been
identified by the Environmental Protection Agency (EPA) and included on its National Priorities
List (NPL). State authorities have designated many cleanup sites as well.
Many policyholders have made claims against us for defense costs and indemnification in connection
with environmental pollution matters. The vast majority of these claims relate to accident years
1989 and prior, which coincides with our adoption of the Simplified Commercial General Liability
coverage form, which includes what is referred to in the industry as absolute pollution exclusion.
We and the insurance industry are disputing coverage for many such claims. Key coverage issues
include whether cleanup costs are considered damages under the policies, trigger of coverage,
allocation of liability among triggered policies, applicability of pollution exclusions and owned
property exclusions, the potential for joint and several liability and the definition of an
occurrence. To date, courts have been inconsistent in their rulings on these issues.
We have made resolution of large environmental pollution exposures a management priority. We have
resolved a number of our large environmental accounts by negotiating settlement agreements. In our
settlements, we sought to resolve those exposures and obtain the broadest release language to avoid
future claims from the same policyholders seeking coverage for sites or claims that had not emerged
at the time we settled with our policyholder. While the terms of each settlement agreement vary,
we sought to obtain broad environmental releases that include known and unknown sites, claims and
policies. The broad scope of the release provisions contained in those settlement agreements
should, in many cases, prevent future exposure from settled policyholders. It remains uncertain,
however, whether a court interpreting the language of the settlement agreements will adhere to the
intent of the parties and uphold the broad scope of language of the agreements.
We classify our environmental pollution accounts into several categories, which include structured
settlements, coverage in place agreements and active accounts. Structured settlement agreements
provide for payments over multiple years as set forth in each individual agreement.
We have also used coverage in place agreements to resolve pollution exposures. Coverage in place
agreements are typically agreements between us and our policyholders identifying the policies and
the terms for payment of pollution related liabilities. Claims payments are contingent on
presentation of adequate documentation of damages during the policy periods and other documentation
supporting the demand for claims payment. Coverage in place agreements may have annual payment
caps.
We categorize active accounts as large or small accounts in the pollution area. We define a large
account as an active account with more than $100 thousand cumulative paid losses. We have made
closing large accounts a significant management priority. Small accounts are defined as active
accounts with $100 thousand or less cumulative paid losses.
We also evaluate our environmental pollution exposures arising from our assumed reinsurance and our
participation in various pools, including ECRA.
We carry unassigned IBNR reserves for environmental pollution. These reserves relate to potential
development on accounts that have not settled and potential future claims from unidentified
policyholders.
43
The tables below depict our overall pending environmental pollution accounts and associated
reserves at December 31, 2006 and 2005.
Pending Environmental Pollution Accounts and Associated Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Environmental |
|
|
Percent of |
|
|
|
|
|
|
|
Net Paid Losses |
|
|
Pollution |
|
|
Environmental |
|
|
|
Number of |
|
|
in 2006 |
|
|
Reserves |
|
|
Pollution Net |
|
December 31, 2006 |
|
Policyholders |
|
|
(In millions) |
|
|
(In millions) |
|
|
Reserve |
|
Policyholders with Settlement Agreements |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured settlements |
|
|
11 |
|
|
$ |
16 |
|
|
$ |
9 |
|
|
|
3 |
% |
Coverage in place |
|
|
18 |
|
|
|
5 |
|
|
|
14 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total with Settlement Agreements |
|
|
29 |
|
|
|
21 |
|
|
|
23 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Policyholders with Active Accounts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Large pollution accounts |
|
|
115 |
|
|
|
20 |
|
|
|
58 |
|
|
|
20 |
|
Small pollution accounts |
|
|
346 |
|
|
|
9 |
|
|
|
46 |
|
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Policyholders |
|
|
461 |
|
|
|
29 |
|
|
|
104 |
|
|
|
37 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed Reinsurance & Pools |
|
|
|
|
|
|
1 |
|
|
|
32 |
|
|
|
11 |
|
Unassigned IBNR |
|
|
|
|
|
|
|
|
|
|
126 |
|
|
|
44 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
490 |
|
|
$ |
51 |
|
|
$ |
285 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Pending Environmental Pollution Accounts and Associated Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Environmental |
|
|
Percent of |
|
|
|
|
|
|
|
Net Paid Losses |
|
|
Pollution |
|
|
Environmental |
|
|
|
Number of |
|
|
in 2005 |
|
|
Reserves |
|
|
Pollution Net |
|
December 31, 2005 |
|
Policyholders |
|
|
(In millions) |
|
|
(In millions) |
|
|
Reserve |
|
Policyholders with Settlement Agreements |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Structured settlements |
|
|
6 |
|
|
$ |
10 |
|
|
$ |
17 |
|
|
|
5 |
% |
Coverage in place |
|
|
16 |
|
|
|
10 |
|
|
|
23 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total with Settlement Agreements |
|
|
22 |
|
|
|
20 |
|
|
|
40 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Policyholders with Active Accounts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Large pollution accounts |
|
|
120 |
|
|
|
18 |
|
|
|
63 |
|
|
|
19 |
|
Small pollution accounts |
|
|
362 |
|
|
|
15 |
|
|
|
50 |
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Other Policyholders |
|
|
482 |
|
|
|
33 |
|
|
|
113 |
|
|
|
34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed Reinsurance & Pools |
|
|
|
|
|
|
3 |
|
|
|
33 |
|
|
|
10 |
|
Unassigned IBNR |
|
|
|
|
|
|
|
|
|
|
150 |
|
|
|
44 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
504 |
|
|
$ |
56 |
|
|
$ |
336 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
44
INVESTMENTS
Net Investment Income
The significant components of net investment income are presented in the following table.
Net Investment Income
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
$ |
1,842 |
|
|
$ |
1,608 |
|
|
$ |
1,571 |
|
Short term investments |
|
|
248 |
|
|
|
147 |
|
|
|
56 |
|
Limited partnerships |
|
|
288 |
|
|
|
254 |
|
|
|
212 |
|
Equity securities |
|
|
23 |
|
|
|
25 |
|
|
|
14 |
|
Income from trading portfolio (a) |
|
|
103 |
|
|
|
47 |
|
|
|
110 |
|
Interest on funds withheld and other deposits |
|
|
(68 |
) |
|
|
(166 |
) |
|
|
(261 |
) |
Other |
|
|
18 |
|
|
|
20 |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross investment income |
|
|
2,454 |
|
|
|
1,935 |
|
|
|
1,720 |
|
Investment expense |
|
|
(42 |
) |
|
|
(43 |
) |
|
|
(40 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
$ |
2,412 |
|
|
$ |
1,892 |
|
|
$ |
1,680 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
There was no change in net unrealized gains (losses) on trading securities included in
net investment income for the year ended December 31, 2006. The change in net unrealized
gains (losses) on trading securities included in net investment income was $(7) million and
$2 million for the years ended December 31, 2005 and 2004. |
Net investment income increased by $520 million for 2006 compared with 2005. The improvement
was primarily driven by interest rate increases across fixed maturity securities and short term
investments, an increase in the overall invested asset base resulting from improved cash flow and a
reduction of interest expense on funds withheld and other deposits. During 2006 and 2005, we
commuted several significant finite reinsurance contracts which contained interest crediting
provisions and as a result, interest expense on funds withheld has declined significantly. No
further interest expense is due on the funds withheld on the commuted contracts. The pretax
interest expense on funds withheld related to these significant commuted contracts was $14 million,
$84 million and $146 million for December 31, 2006, 2005 and 2004, and was reflected as a component
of Net investment income in our Consolidated Statements of Operations. The 2005 and 2004 amounts
include the interest charges associated with the contract commuted in 2006. See Note H of the
Consolidated Financial Statements included under Item 8 for additional information for interest
costs on funds withheld and other deposits. Also impacting net investment income was increased
income from the trading portfolio of approximately $56 million. The increased income from the
trading portfolio was largely offset by a corresponding increase in the policyholders funds
reserves supported by the trading portfolio, which is included in Insurance claims and
policyholders benefits on the Consolidated Statements of Operations.
Net investment income increased by $212 million for 2005 compared with 2004. This increase was due
to the reduced interest expense on funds withheld and other deposits discussed above and improved
results across all other available-for-sale asset classes, especially short term investments, due
to the improved period over period yields. This improvement was partly offset by decreases in
investment income from the trading portfolio.
The bond segment of the investment portfolio yielded 5.6% in 2006, 4.9% in 2005 and 4.6% in 2004.
45
Net Realized Investment Gains (Losses)
The components of net realized investment results for available-for-sale securities are presented
in the following table.
Net Realized Investment Gains (Losses)
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains (losses): |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government bonds |
|
$ |
62 |
|
|
$ |
(33 |
) |
|
$ |
10 |
|
Corporate and other taxable bonds |
|
|
(98 |
) |
|
|
(86 |
) |
|
|
123 |
|
Tax-exempt bonds |
|
|
53 |
|
|
|
12 |
|
|
|
42 |
|
Asset-backed bonds |
|
|
(9 |
) |
|
|
14 |
|
|
|
53 |
|
Redeemable preferred stock |
|
|
(3 |
) |
|
|
3 |
|
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities |
|
|
5 |
|
|
|
(90 |
) |
|
|
247 |
|
Equity securities |
|
|
16 |
|
|
|
38 |
|
|
|
202 |
|
Derivative securities |
|
|
18 |
|
|
|
49 |
|
|
|
(84 |
) |
Short term investments |
|
|
(5 |
) |
|
|
|
|
|
|
(3 |
) |
Other, including dispositions of businesses net of participating policyholders interest |
|
|
53 |
|
|
|
(10 |
) |
|
|
(601 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains (losses) before allocation to participating policyholders and
minority interests |
|
|
87 |
|
|
|
(13 |
) |
|
|
(239 |
) |
Allocated to participating policyholders and minority interests |
|
|
(1 |
) |
|
|
3 |
|
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Income tax (expense) benefit |
|
|
(19 |
) |
|
|
|
|
|
|
95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized investment gains (losses), net of participating policyholders and minority
interests |
|
$ |
67 |
|
|
$ |
(10 |
) |
|
$ |
(153 |
) |
|
|
|
|
|
|
|
|
|
|
Net realized investment results increased by $77 million for 2006 compared with 2005. The
increase in net realized investment results was primarily driven by improved results in fixed
maturity securities, partially offset by increases in interest rate related other-than-temporary
impairment (OTTI) losses for which we did not assert an intent to hold until an anticipated
recovery in value. For 2006, OTTI losses of $112 million were recorded primarily in the corporate
and other taxable bonds sector. Other realized investment gains (losses) for the year ended
December 31, 2006, included a $37 million pretax gain related to a settlement received as a result
of bankruptcy litigation of a major telecommunications corporation.
Net realized investment results improved $143 million in 2005 compared with 2004. This improvement
was primarily the result of a 2004 loss of $389 million on the sale of the individual life
insurance business, partly offset by reduced gains for equities securities. Equity results in 2004
included a gain of $105 million related to our investment in Canary Wharf Group PLC, a London-based
real estate company. Also impacting results for 2005 versus 2004 were decreased results in the
overall fixed maturity asset class partly offset by improved results for the derivatives asset
class. OTTI losses of $70 million were recorded in 2005 across various sectors, including an OTTI
loss of $22 million related to loans made under a credit facility to a national contractor, that
are classified as fixed maturities. OTTI losses of $60 million were recorded in 2004 across
various sectors, including an OTTI loss of $36 million related to loans to the national contractor.
For additional information on loans to the national contractor, see Note S of the Consolidated
Financial Statements included under Item 8. Other realized investment gains (losses) for the year
ended December 31, 2005 and 2004 include gains and losses related to the sales of certain
operations or affiliates that are described in Note P of the Consolidated Financial Statements
included under Item 8.
A primary objective in the management of the fixed maturity and equity portfolios is to optimize
return relative to underlying liabilities and respective liquidity needs. Our views on the current
interest rate environment, tax regulations, asset class valuations, specific security issuer and
broader industry segment conditions, and the domestic and global economic conditions, are some of
the factors that enter into an investment decision. We also continually monitor exposure to
issuers of securities held and broader industry sector exposures and may from time to time adjust
such exposures based on our views of a specific issuer or industry sector.
The investment portfolio is periodically analyzed for changes in duration and related price change
risk. Additionally, we periodically review the sensitivity of the portfolio to the level of
foreign exchange rates and other
46
factors that contribute to market price changes. A summary of these risks and specific analysis on
changes is included in Item 7A Quantitative and Qualitative Disclosures about Market Risk
included herein.
We invest in certain derivative financial instruments primarily to reduce our exposure to market
risk (principally interest rate, equity price and foreign currency risk) and credit risk (risk of
nonperformance of underlying obligor). Derivative securities are recorded at fair value at the
reporting date. We also use derivatives to mitigate market risk by purchasing S&P
500â index futures in a notional amount equal to the contract liability relating
to Life and Group Non-Core indexed group annuity contracts. We provided collateral to satisfy
margin deposits on exchange-traded derivatives totaling $27 million as of December 31, 2006. For
over-the-counter derivative transactions we utilize International Swaps and Derivatives Association
(ISDA) Master Agreements that specify certain limits over which collateral is exchanged. As of
December 31, 2006, we provided $31 million of cash as collateral for over-the-counter derivative
instruments.
A further consideration in the management of the investment portfolio is the characteristics of the
underlying liabilities and the ability to align the duration of the portfolio to those liabilities
to meet future liquidity needs, minimize interest rate risk and maintain a level of income
sufficient to support the underlying insurance liabilities. For portfolios where future liability
cash flows are determinable and long term in nature, we segregate assets for asset liability
management purposes.
We classify our fixed maturity securities (bonds and redeemable preferred stocks) and our equity
securities as either available-for-sale or trading, and as such, they are carried at fair value.
The amortized cost of fixed maturity securities is adjusted for amortization of premiums and
accretion of discounts to maturity, which is included in net investment income. Changes in fair
value related to available-for-sale securities are reported as a component of other comprehensive
income. Changes in fair value of trading securities are reported within net investment income.
The following table provides further detail of gross realized gains and gross realized losses on
available-for-sale fixed maturity securities and equity securities, which include OTTI losses.
Realized Gains and Losses
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) on fixed maturity securities
and equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains |
|
$ |
382 |
|
|
$ |
361 |
|
|
$ |
704 |
|
Gross realized losses |
|
|
(377 |
) |
|
|
(451 |
) |
|
|
(457 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) on fixed maturity securities |
|
|
5 |
|
|
|
(90 |
) |
|
|
247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains |
|
|
24 |
|
|
|
73 |
|
|
|
225 |
|
Gross realized losses |
|
|
(8 |
) |
|
|
(35 |
) |
|
|
(23 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains on equity securities |
|
|
16 |
|
|
|
38 |
|
|
|
202 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) on fixed maturity and equity
securities |
|
$ |
21 |
|
|
$ |
(52 |
) |
|
$ |
449 |
|
|
|
|
|
|
|
|
|
|
|
47
The following table provides details of the largest realized losses from sales of securities
aggregated by issuer including: the fair value of the securities at date of sale, the amount of
the loss recorded and the period of time that the security had been in an unrealized loss position
prior to sale. The period of time that the security had been in an unrealized loss position prior
to sale can vary due to the timing of individual security purchases. Also included is a narrative
providing the industry sector along with the facts and circumstances giving rise to the loss.
Largest Realized Losses from Securities Sold at a Loss
Year ended December 31, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair |
|
|
|
|
|
|
Months in |
|
|
|
Value at |
|
|
|
|
|
|
Unrealized |
|
|
|
Date of |
|
|
Loss |
|
|
Loss Prior |
|
Issuer Description and Discussion |
|
Sale |
|
|
On Sale |
|
|
To Sale (a) |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Various notes and bonds issued by the United States
Treasury. Securities sold due to outlook on interest
rates and inflation. |
|
$ |
4,529 |
|
|
$ |
18 |
|
|
|
0-6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
State issued revenue bonds. Positions were sold as part
of a broader initiative to reduce municipal holdings. |
|
|
289 |
|
|
|
6 |
|
|
|
0-12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial services group that provides property and
casualty, managed care, life, and various other insurance
products in the United States. Position was sold to
reduce exposure to the issuer and sector. |
|
|
56 |
|
|
|
5 |
|
|
|
0-6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company is in the advertising industry, utilizing various
venues including television, radio, outdoor displays, and
live entertainment. The company has entered into an
agreement to be acquired. Position was reduced in
response to the announced transaction. |
|
|
66 |
|
|
|
5 |
|
|
|
0-12+ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Company develops and operates broadband cable
communication networks, high speed internet service and
digital video applications. Position was sold in
response to newly issued debt. |
|
|
92 |
|
|
|
5 |
|
|
|
0-6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
5,032 |
|
|
$ |
39 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Represents the range of consecutive months the various positions were in an unrealized
loss prior to sale. 0-12+ means certain positions were less than 12 months, while others
were greater than 12 months. |
48
Valuation and Impairment of Investments
The following table details the carrying value of our general account investments.
Carrying Value of Investments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
|
|
|
|
December 31, |
|
|
|
|
|
|
2006 |
|
|
% |
|
|
2005 |
|
|
% |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury securities and obligations of government agencies |
|
$ |
5,138 |
|
|
|
12 |
% |
|
$ |
1,469 |
|
|
|
4 |
% |
Asset-backed securities |
|
|
13,677 |
|
|
|
31 |
|
|
|
12,859 |
|
|
|
32 |
|
States, municipalities and political subdivisions tax-exempt |
|
|
5,146 |
|
|
|
12 |
|
|
|
9,209 |
|
|
|
23 |
|
Corporate securities |
|
|
7,132 |
|
|
|
16 |
|
|
|
6,165 |
|
|
|
15 |
|
Other debt securities |
|
|
3,642 |
|
|
|
8 |
|
|
|
3,044 |
|
|
|
8 |
|
Redeemable preferred stock |
|
|
912 |
|
|
|
2 |
|
|
|
216 |
|
|
|
1 |
|
Options embedded in convertible debt securities |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities available-for-sale |
|
|
35,647 |
|
|
|
81 |
|
|
|
32,963 |
|
|
|
83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities trading: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury securities and obligations of government agencies |
|
|
2 |
|
|
|
|
|
|
|
4 |
|
|
|
|
|
Asset-backed securities |
|
|
55 |
|
|
|
|
|
|
|
87 |
|
|
|
|
|
Corporate securities |
|
|
133 |
|
|
|
1 |
|
|
|
154 |
|
|
|
1 |
|
Other debt securities |
|
|
14 |
|
|
|
|
|
|
|
26 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities trading |
|
|
204 |
|
|
|
1 |
|
|
|
271 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock |
|
|
452 |
|
|
|
1 |
|
|
|
289 |
|
|
|
1 |
|
Preferred stock |
|
|
145 |
|
|
|
|
|
|
|
343 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities available-for-sale |
|
|
597 |
|
|
|
1 |
|
|
|
632 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities trading |
|
|
60 |
|
|
|
|
|
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term investments available-for-sale |
|
|
5,538 |
|
|
|
13 |
|
|
|
3,870 |
|
|
|
9 |
|
Short term investments trading |
|
|
172 |
|
|
|
|
|
|
|
368 |
|
|
|
1 |
|
Limited partnerships |
|
|
1,852 |
|
|
|
4 |
|
|
|
1,509 |
|
|
|
4 |
|
Other investments |
|
|
26 |
|
|
|
|
|
|
|
33 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account investments |
|
$ |
44,096 |
|
|
|
100 |
% |
|
$ |
39,695 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Our general account investments consist primarily of asset-backed securities, corporate
securities, short term investments, municipal and U.S. treasury securities.
A significant judgment in the valuation of investments is the determination of when an OTTI has
occurred. We analyze securities on at least a quarterly basis. Part of this analysis is to
monitor the length of time and severity of the decline below book value for those securities in an
unrealized loss position. Information on our OTTI process is set forth in Note B of the
Consolidated Financial Statements included under Item 8.
Investments in the general account had a total net unrealized gain of $966 million at December 31,
2006 compared with $787 million at December 31, 2005. The unrealized position at December 31, 2006
was comprised of a net unrealized gain of $716 million for fixed maturities, a net unrealized gain
of $249 million for equity securities, and a net unrealized gain of $1 million for short term
securities. The unrealized position at December 31, 2005 was comprised of a net unrealized gain of
$618 million for fixed maturities, a net unrealized gain of $170 million for equity securities, and
a net unrealized loss of $1 million for short term securities. See Note B of the Consolidated
Financial Statements included under Item 8 for further detail on the unrealized position of our
general account investment portfolio.
49
Our investment policies for both the general account and separate account emphasize high credit
quality and diversification by industry, issuer and issue. Assets supporting interest rate
sensitive liabilities are segmented within the general account to facilitate asset/liability
duration management.
The following table provides the composition of fixed maturity securities with an unrealized loss
at December 31, 2006 in relation to the total of all fixed maturity securities with an unrealized
loss by maturity profile. Securities not due at a single date are allocated based on weighted
average life.
Maturity Profile
|
|
|
|
|
|
|
|
|
|
|
Percent of |
|
|
Percent of |
|
|
|
Market |
|
|
Unrealized |
|
|
|
Value |
|
|
Loss |
|
Due in one year or less |
|
|
5 |
% |
|
|
3 |
% |
Due after one year through five years |
|
|
44 |
|
|
|
50 |
|
Due after five years through ten years |
|
|
33 |
|
|
|
24 |
|
Due after ten years |
|
|
18 |
|
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
Our non-investment grade fixed maturity securities available-for-sale as of December 31, 2006
that were in a gross unrealized loss position had a fair value of $622 million. The following
tables summarize the fair value and gross unrealized loss of non-investment grade securities
categorized by the length of time those securities have been in a continuous unrealized loss
position and further categorized by the severity of the unrealized loss position in 10% increments
as of December 31, 2006 and 2005.
Unrealized Loss Aging for Non-investment Grade Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value as a Percentage of Book Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross |
|
|
|
Estimated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized |
|
December 31, 2006 |
|
Fair Value |
|
|
90-99% |
|
|
80-89% |
|
|
70-79% |
|
|
<70% |
|
|
Loss |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-investment grade: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0-6 months |
|
$ |
509 |
|
|
$ |
2 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
$ |
2 |
|
7-12 months |
|
|
87 |
|
|
|
1 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
13-24 months |
|
|
24 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Greater than 24 months |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-investment grade |
|
$ |
622 |
|
|
$ |
3 |
|
|
$ |
1 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized Loss Aging for Non-investment Grade Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair Value as a Percentage of Book Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross |
|
|
|
Estimated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized |
|
December 31, 2005 |
|
Fair Value |
|
|
90-99% |
|
|
80-89% |
|
|
70-79% |
|
|
<70% |
|
|
Loss |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-investment grade: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0-6 months |
|
$ |
632 |
|
|
$ |
20 |
|
|
$ |
8 |
|
|
$ |
1 |
|
|
$ |
|
|
|
$ |
29 |
|
7-12 months |
|
|
118 |
|
|
|
4 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
10 |
|
13-24 months |
|
|
122 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
Greater than 24 months |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-investment grade |
|
$ |
874 |
|
|
$ |
27 |
|
|
$ |
14 |
|
|
$ |
1 |
|
|
$ |
|
|
|
$ |
42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As part of the ongoing OTTI monitoring process, we evaluated the facts and circumstances based
on available information for each of the non-investment grade securities and determined that the
securities presented in the above tables were temporarily impaired when evaluated at December 31,
2006 and 2005. This determination was based on a number of factors that we regularly consider
including, but not limited to: the issuers ability to meet current and
50
future interest and principal payments, an evaluation of the issuers financial condition and near
term prospects, our assessment of the sector outlook and estimates of the fair value of any
underlying collateral. In all cases where a decline in value is judged to be temporary, we have
the intent and ability to hold these securities for a period of time sufficient to recover the book
value of our investment through an anticipated recovery in the fair value of such securities or by
holding the securities to maturity. In many cases, the securities held are matched to liabilities
as part of ongoing asset/liability duration management. As such, we continually assess our ability
to hold securities for a time sufficient to recover any temporary loss in value or until maturity.
We believe we have sufficient levels of liquidity so as to not impact the asset/liability
management process.
Our equity securities classified as available-for-sale as of December 31, 2006 that were in an
unrealized loss position had a fair value of $14 million and unrealized losses of $1 million.
Under the same process as followed for fixed maturity securities, we monitor the equity securities
for other-than-temporary declines in value. In all cases where a decline in value is judged to be
temporary, we have the intent and ability to hold these securities for a period of time sufficient
to recover the book value of our investment through an anticipated recovery in the fair value of
such securities.
Invested assets are exposed to various risks, such as interest rate, market and credit risk. Due
to the level of risk associated with certain invested assets and the level of uncertainty related
to changes in the value of these assets, it is possible that changes in these risks in the near
term, including increases in interest rates, could have an adverse material impact on our results
of operations or equity.
The general account portfolio consists primarily of high quality bonds, 91% and 92% of which were
rated as investment grade (rated BBB or higher) at December 31, 2006 and 2005. The following table
summarizes the ratings of our general account bond portfolio at carrying value.
General Account Bond Ratings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
% |
|
|
2005 |
|
|
% |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government and affiliated agency securities |
|
$ |
5,285 |
|
|
|
15 |
% |
|
$ |
1,628 |
|
|
|
5 |
% |
Other AAA rated |
|
|
16,311 |
|
|
|
47 |
|
|
|
18,233 |
|
|
|
55 |
|
AA and A rated |
|
|
5,222 |
|
|
|
15 |
|
|
|
6,046 |
|
|
|
18 |
|
BBB rated |
|
|
4,933 |
|
|
|
14 |
|
|
|
4,499 |
|
|
|
14 |
|
Non investment-grade |
|
|
3,188 |
|
|
|
9 |
|
|
|
2,612 |
|
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
34,939 |
|
|
|
100 |
% |
|
$ |
33,018 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2006 and 2005, approximately 96% and 95% of the general account portfolio was
issued by U.S. Government and affiliated agencies or was rated by Standard & Poors (S&P) or
Moodys Investors Service (Moodys). The remaining bonds were rated by other rating agencies or
us.
The following table summarizes the bond ratings of the investments supporting separate account
products which guarantee principal and a specified rate of interest.
Separate Account Bond Ratings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
% |
|
|
2005 |
|
|
% |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government and affiliated agency securities |
|
$ |
|
|
|
|
|
% |
|
$ |
|
|
|
|
|
% |
Other AAA rated |
|
|
111 |
|
|
|
26 |
|
|
|
120 |
|
|
|
26 |
|
AA and A rated |
|
|
242 |
|
|
|
56 |
|
|
|
193 |
|
|
|
41 |
|
BBB rated |
|
|
75 |
|
|
|
17 |
|
|
|
142 |
|
|
|
31 |
|
Non investment-grade |
|
|
6 |
|
|
|
1 |
|
|
|
11 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
434 |
|
|
|
100 |
% |
|
$ |
466 |
|
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
At December 31, 2006 and 2005, 100% and 98% of the separate account portfolio was issued by
U.S. Government and affiliated agencies or was rated by S&P or Moodys. The remaining bonds were
rated by other rating agencies or us.
51
Non investment-grade bonds, as presented in the tables above, are high-yield securities rated below
BBB by bond rating agencies, as well as other unrated securities that, in our opinion, are below
investment-grade. High-yield securities generally involve a greater degree of risk than
investment-grade securities. However, expected returns should compensate for the added risk. This
risk is also considered in the interest rate assumptions for the underlying insurance products.
The carrying value of securities that are either subject to trading restrictions or trade in
illiquid private placement markets at December 31, 2006 was $191 million, which represents 0.4% of
our total investment portfolio. These securities were in a net unrealized gain position of $143
million at December 31, 2006. Of these securities, 80% are priced by unrelated third party
sources.
Included in our general account fixed maturity securities at December 31, 2006 were $13,732 million
of asset-backed securities, at fair value, consisting of approximately 63% in collateralized
mortgage obligations (CMOs), 21% in corporate asset-backed obligations, 14% in corporate
mortgage-backed pass-through certificates and 2% in U.S. Government agency issued pass-through
certificates. The majority of CMOs held are actively traded in liquid markets and are primarily
priced by a third party pricing service.
The carrying value of the components of the general account short term investment portfolio is
presented in the following table.
Short term Investments
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
|
December 31, |
|
|
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Short term investments available-for-sale: |
|
|
|
|
|
|
|
|
Commercial paper |
|
$ |
923 |
|
|
$ |
1,906 |
|
U.S. Treasury securities |
|
|
1,093 |
|
|
|
251 |
|
Money market funds |
|
|
196 |
|
|
|
294 |
|
Other, including collateral held related to securities lending |
|
|
3,326 |
|
|
|
1,419 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total short term investments available-for-sale |
|
|
5,538 |
|
|
|
3,870 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term investments trading: |
|
|
|
|
|
|
|
|
Commercial paper |
|
|
43 |
|
|
|
94 |
|
U.S. Treasury securities |
|
|
2 |
|
|
|
64 |
|
Money market funds |
|
|
127 |
|
|
|
200 |
|
Other |
|
|
|
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total short term investments trading |
|
|
172 |
|
|
|
368 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total short term investments |
|
$ |
5,710 |
|
|
$ |
4,238 |
|
|
|
|
|
|
|
|
The fair value of collateral held related to securities lending, included in other short term
investments, was $2,851 million and $767 million at December 31, 2006 and 2005.
52
LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
Our principal operating cash flow sources are premiums and investment income from our insurance
subsidiaries. Our primary operating cash flow uses are payments for claims, policy benefits and
operating expenses.
For 2006, net cash provided by operating activities was $2,250 million as compared to $2,169
million in 2005. Cash provided by operating activities was favorably impacted by increased net
sales of trading securities to fund policyholder withdrawals of investment contract products issued
by us and increased investment income receipts. Policyholder fund withdrawals are reflected as
financing cash flows. Cash provided by operating activities was unfavorably impacted by decreased
premium collections, increased tax payments, and increased loss payments.
For 2005, net cash provided by operating activities was $2,169 million as compared to $1,968
million in 2004. The increase in cash provided by operations was primarily driven by a reduction
in claims and expense payments, including the impact of $446 million related to commutations. Also
impacting operating cash flows were net tax payments of $164 million in 2005 as compared with net
tax refunds of $627 million in 2004. In addition, we received cash of $121 million related to
interest on a federal income tax settlement in 2005.
Cash flows from investing activities include the purchase and sale of financial instruments, as
well as the purchase and sale of businesses, land, buildings, equipment and other assets not
generally held for resale.
Net cash used for investing activities was $1,646 million, $1,316 million, and $2,084 million for
2006, 2005, and 2004. Cash flows used by investing activities related principally to purchases of
fixed maturity securities and short term investments.
The cash flow from investing activities is impacted by various factors such as the anticipated
payment of claims, financing activity, asset/liability management and individual security buy and
sell decisions made in the normal course of portfolio management. A consideration in management of
the portfolio is the characteristics of the underlying liabilities and the ability to align the
duration of the portfolio to those liabilities to meet future liquidity needs and minimize interest
rate risk. For portfolios where future liability cash flows are determinable and are generally
long term in nature, management segregates assets and related liabilities for asset/liability
management purposes. The asset/liability management strategy is used to mitigate valuation changes
due to interest rate risk in those specific portfolios. Another consideration in the
asset/liability matched portfolios is to maintain a level of income sufficient to support the
underlying insurance liabilities.
For those securities in the portfolio that are not part of a segregated asset/liability management
strategy, we typically manage the portfolio to a target duration range dictated by the underlying
insurance liabilities. In managing these portfolios, securities are bought and sold based on
individual security value assessments made, but with the overall goal of meeting the duration
targets.
Cash flows from financing activities include proceeds from the issuance of debt and equity
securities, outflows for dividends or repayment of debt, outlays to reacquire equity instruments,
and deposits and withdrawals related to investment contract products issued by us.
For 2006 and 2005, net cash used for financing activities was $605 million and $837 million as
compared with net cash provided from financing activities of $61 million in 2004. Net cash flows
used by financing activities in 2006 were primarily related to the return of investment contract
balances. Additionally, we issued long-term debt and common stock, the proceeds of which were used
to repurchase the Series H Cumulative Preferred Stock Issue (Series H Issue) and to repay our 6.75%
notes. See the Loews section below for further discussion.
We believe that our present cash flows from operations, investing activities and financing
activities are sufficient to fund our working capital needs.
We have an effective shelf registration statement under which we may issue debt or equity
securities.
Commitments, Contingencies, and Guarantees
We have various commitments, contingencies and guarantees which we become involved with during the
ordinary course of business. The impact of these commitments, contingencies and guarantees should
be considered when evaluating our liquidity and capital resources.
53
A summary of our commitments as of December 31, 2006 is presented in the following table.
Contractual Commitments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2006 |
|
Total |
|
|
Less than 1 year |
|
|
1-3 years |
|
|
3-5 years |
|
|
More than 5 years |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt (a) |
|
|
3,364 |
|
|
|
143 |
|
|
|
604 |
|
|
|
636 |
|
|
|
1,981 |
|
Lease obligations |
|
|
234 |
|
|
|
49 |
|
|
|
78 |
|
|
|
56 |
|
|
|
51 |
|
Claim and claim expense reserves (b) |
|
|
31,398 |
|
|
|
7,147 |
|
|
|
9,341 |
|
|
|
4,810 |
|
|
|
10,100 |
|
Future policy benefits reserves (c) |
|
|
10,803 |
|
|
|
346 |
|
|
|
348 |
|
|
|
337 |
|
|
|
9,772 |
|
Policyholder funds reserves (c) |
|
|
994 |
|
|
|
382 |
|
|
|
454 |
|
|
|
9 |
|
|
|
149 |
|
Guaranteed payment contracts (d) |
|
|
15 |
|
|
|
12 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
46,808 |
|
|
$ |
8,079 |
|
|
$ |
10,828 |
|
|
$ |
5,848 |
|
|
$ |
22,053 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Includes estimated future interest payments, but does not include original issue
discount. |
|
(b) |
|
Claim and claim adjustment expense reserves are not discounted and represent our
estimate of the amount and timing of the ultimate settlement and administration of claims
based on our assessment of facts and circumstances known as of December 31, 2006. See the
Reserves Estimates and Uncertainties section of this MD&A for further information. Claim
and claim adjustment expense reserves of $12 million related to business which has been
100% ceded to unaffiliated parties in connection with the individual life sale are not
included. |
|
(c) |
|
Future policy benefits and policyholder funds reserves are not discounted and represent
our estimate of the ultimate amount and timing of the settlement of benefits based on our
assessment of facts and circumstances known as of December 31, 2006. Future policy benefit
reserves of $891 million and policyholder fund reserves of $47 million related to business
which has been 100% ceded to unaffiliated parties in connection with the individual life
sale are not included. Additional information on future policy benefits and policyholder
funds reserves is included in Note A of the Consolidated Financial Statements included
under Item 8. |
|
(d) |
|
Primarily relating to telecommunications and software services. |
Further information on our commitments, contingencies and guarantees is provided in Notes B,
F, G, I and K of the Consolidated Financial Statements included under Item 8.
Off-Balance Sheet Arrangements
In the course of selling business entities and assets to third parties, we have agreed to indemnify
purchasers for losses arising out of breaches of representation and warranties with respect to the
business entities or assets being sold, including, in certain cases, losses arising from
undisclosed liabilities or certain named litigation. Such indemnification provisions generally
survive for periods ranging from nine months following the applicable closing date to the
expiration of the relevant statutes of limitation. As of December 31, 2006, the aggregate amount
of quantifiable indemnification agreements in effect for sales of business entities, assets and
third party loans was $933 million.
In addition, we have agreed to provide indemnification to third party purchasers for certain losses
associated with sold business entities or assets that are not limited by a contractual monetary
amount. As of December 31, 2006, we had outstanding unlimited indemnifications in connection with
the sales of certain of our business entities or assets that included tax liabilities arising prior
to a purchasers ownership of an entity or asset, defects in title at the time of sale, employee
claims arising prior to closing and in some cases losses arising from certain litigation and
undisclosed liabilities. These indemnification agreements survive until the applicable statutes of
limitation expire, or until the agreed upon contract terms expire. As of December 31, 2006, we
have recorded approximately $28 million of liabilities related to these indemnification agreements.
Other than the items discussed above, we do not have any other off-balance sheet arrangements.
Regulatory Matters
We previously established a plan to reorganize and streamline our U.S. property and casualty
insurance legal entity structure in order to realize capital, operational, and cost efficiencies.
Another phase of this multi-year plan has been completed with the mergers of thirteen of our U.S.
property and casualty insurance entities into other CNA insurance entities. Effective December 31,
2006, twelve companies merged, either directly or indirectly, with and into CIC, and one company
merged directly into CCC. We also reduced the number of states in which these entities
54
are domiciled as part of this phase. Previous phases of this plan served to consolidate our U.S.
property and casualty insurance risks into CCC, as well as realign the capital supporting these
risks. In order to facilitate the execution of this plan, we have agreed to participate in a
working group consisting of several states of the National Association of Insurance Commissioners
(NAIC). Pursuant to our participation in this working group, we have agreed to certain time frames
and informational provisions in relation to the reorganization plan.
Along with other companies in the industry, we have received subpoenas, interrogatories and
inquiries from: (i) California, Connecticut, Delaware, Florida, Hawaii, Illinois, Michigan,
Minnesota, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, West Virginia
and the Canadian Council of Insurance Regulators concerning investigations into practices including
contingent compensation arrangements, fictitious quotes and tying arrangements; (ii) the Securities
and Exchange Commission (SEC), the New York State Attorney General, the United States Attorney for
the Southern District of New York, the Connecticut Attorney General, the Connecticut Department of
Insurance, the Delaware Department of Insurance, the Georgia Office of Insurance and Safety Fire
Commissioner and the California Department of Insurance concerning reinsurance products and finite
insurance products purchased and sold by us; (iii) the Massachusetts Attorney General and the
Connecticut Attorney General concerning investigations into anti-competitive practices; and (iv)
the New York State Attorney General concerning declinations of attorney malpractice insurance. We
continue to respond to these subpoenas, interrogatories and inquiries to the extent they are still
open.
Subsequent to receipt of the SEC subpoena, we produced documents and provided additional
information at the SECs request. In addition, the SEC and representatives of the United States
Attorneys Office for the Southern District of New York conducted interviews with several of our
current and former executives relating to the restatement of our financial results for 2004,
including our relationship with and accounting for transactions with an affiliate that were the
basis for the restatement. The SEC also requested information relating to our restatement in 2006
of prior period results. It is possible that our analyses of, or accounting treatment for, finite
reinsurance contracts or discontinued operations could be questioned or disputed by regulatory
authorities. As a result, further restatements of our financial results are possible.
Dividends from Subsidiaries
Our ability to pay dividends and other credit obligations is significantly dependent on receipt of
dividends from our subsidiaries. The payment of dividends to us by our insurance subsidiaries
without prior approval of the insurance department of each subsidiarys domiciliary jurisdiction is
limited by formula. Dividends in excess of these amounts are subject to prior approval by the
respective state insurance departments.
Further information on our dividends from subsidiaries is provided in Note L of the Consolidated
Financial Statements included under Item 8.
Loews
In December 2002, we sold $750 million of a new issue of preferred stock, the Series H Issue, to
Loews. The Series H Issue accrued cumulative dividends at an initial rate of 8% per year,
compounded annually. In August 2006, we repurchased the Series H Issue from Loews for
approximately $993 million, a price equal to the liquidation preference. The Series H Issue
dividend amounts through the repurchase date for the years ended December 31, 2006, 2005 and 2004
have been subtracted from Income from Continuing Operations to determine income from continuing
operations available to common stockholders in the calculation of earnings per share.
We financed the repurchase of the Series H Issue with the proceeds from our sales of: (i) 7.0
million shares of our common stock in a public offering for approximately $235.5 million; (ii) $400
million of new 6.0% five-year senior notes and $350 million of new 6.5% ten-year senior notes in a
public offering; and (iii) 7.86 million shares of our common stock to Loews in a private placement
for approximately $264.5 million. We used the proceeds in excess of the amount used to repurchase
the Series H Issue to fund the repayment of our $250 million outstanding 6.75% senior notes in
November 2006.
Ratings
Ratings are an important factor in establishing the competitive position of insurance companies.
Our insurance company subsidiaries are rated by major rating agencies, and these ratings reflect
the rating agencys opinion of the insurance companys financial strength, operating performance,
strategic position and ability to meet our obligations to policyholders. Agency ratings are not a
recommendation to buy, sell or hold any security, and may be revised or
55
withdrawn at any time by the issuing organization. Each agencys rating should be evaluated
independently of any other agencys rating. One or more of these agencies could take action in the
future to change the ratings of our insurance subsidiaries.
The table below reflects the various group ratings issued by A.M. Best, Fitch, Moodys and S&P as
of January 24, 2007 for the Property and Casualty and Life companies. The table also includes the
ratings for our senior debt and Continental senior debt.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance Financial Strength |
|
|
|
|
Ratings (a) |
|
Debt Ratings (a) |
|
|
Property & |
|
|
|
|
|
|
|
|
Casualty |
|
Life |
|
CNAF |
|
Continental |
|
|
CCC |
|
CAC |
|
Senior |
|
Senior |
|
|
Group |
|
|
|
|
|
Debt |
|
Debt |
A.M. Best |
|
|
A |
|
|
|
A- |
|
|
bbb |
|
Not rated |
Fitch |
|
|
A- |
|
|
|
A- |
|
|
BBB- |
|
BBB- |
Moodys |
|
|
A3 |
|
|
Baa1 |
|
Baa3 |
|
Baa3 |
S&P |
|
|
A- |
|
|
BBB+ |
|
BBB- |
|
BBB- |
|
|
|
(a) |
|
A.M. Best, Fitch, Moodys and Standard & Poors outlooks are stable for our debt and
insurance financial strength ratings. |
If our property and casualty insurance financial strength ratings were downgraded below
current levels, our business and results of operations could be materially adversely affected. The
severity of the impact on our business is dependent on the level of downgrade and, for certain
products, which rating agency takes the rating action. Among the adverse effects in the event of
such downgrades would be the inability to obtain a material volume of business from certain major
insurance brokers, the inability to sell a material volume of our insurance products to certain
markets and the required collateralization of certain future payment obligations or reserves.
In addition, we believe that a lowering of the debt ratings of Loews by certain of these agencies
could result in an adverse impact on our ratings, independent of any change in our circumstances.
None of the major rating agencies which rates Loews currently maintains a negative outlook or has
Loews on negative Credit Watch.
We have entered into several settlement agreements and assumed reinsurance contracts that require
collateralization of future payment obligations and assumed reserves if our ratings or other
specific criteria fall below certain thresholds. The ratings triggers are generally more than one
level below our current ratings.
Accounting Pronouncements
In September 2006, the Financial Accounting Standards Board (FASB) issued Statement of Financial
Accounting Standard (SFAS) No. 157, Fair Value Measurement (SFAS 157). SFAS 157 defines
fair value, establishes a framework for measuring fair value in accordance with GAAP and expands
disclosures about fair value measurements. SFAS 157 retains the exchange price notion in the
definition of fair value and clarifies that the exchange price is the price in an orderly
transaction between market participants to sell the asset or transfer the liability in the market
in which the reporting entity would transact for the asset or liability. SFAS 157 emphasizes that
fair value is a market-based measurement, not an entity-specific measurement and the fair value
measurement should be determined based on the assumptions that market participants would use in
pricing the asset or liability. SFAS 157 expands disclosures surrounding the use of fair value to
measure assets and liabilities and specifically focuses on the sources used to measure fair value.
In instances of recurring use of fair value measures using unobservable inputs, SFAS 157 requires
separate disclosure of the effect on earnings for the period. SFAS 157 is effective for financial
statements issued for fiscal years beginning after November 15, 2007, and interim periods within
the year of adoption. We are currently evaluating the impact that adopting SFAS 157 will have on
our results of operations and financial condition.
In January 2006, the FASB issued SFAS No. 155, Accounting for Certain Hybrid Financial
Instruments (SFAS 155). SFAS 155 amends SFAS No. 133, Accounting for Derivative
Instruments and Hedging Activities (SFAS 133), and SFAS No. 140, Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities (SFAS 140). SFAS 155 also
resolves issues addressed in SFAS 133 Implementation Issue No. D1,
56
Application of Statement 133 to Beneficial Interests in Securitized Financial Assets. SFAS
155 will improve financial reporting by eliminating the exemption from applying SFAS 133 to
interests in certain securitized financial assets so that similar instruments are accounted for in
the same manner regardless of the form of the instruments. SFAS 155 will also improve financial
reporting by allowing a preparer to elect fair value measurement at acquisition, at issuance, or
when a previously recognized financial instrument is subject to a remeasurement (new basis) event,
on an instrument-by-instrument basis. SFAS 155 is effective for all financial instruments acquired
or issued after the beginning of an entitys first fiscal year that begins after September 15,
2006. The fair value election provided for in paragraph 4(c) of SFAS 155 may also be applied upon
adoption of SFAS 155 for hybrid financial instruments that had been bifurcated under paragraph 12
of SFAS 133 prior to the adoption of this Statement. Provisions of SFAS 155 may be applied to
instruments that an entity holds at the date of adoption on an instrument-by-instrument basis.
Adoption of SFAS 155 is not expected to have a significant impact on the carrying value of
securities currently held or acquired subsequent to January 1, 2007.
In January 2007, the FASB released SFAS 133 Implementation Issue No. B40, Embedded
Derivatives: Application of Paragraph 13(b) to Securitized Interests in Prepayable Financial
Assets (Issue B40). Issue B40 provides a narrow scope exception from paragraph 13(b) of SFAS
133 for securitized interests that meet certain criteria and contain only an embedded derivative
that is tied to the prepayment risk of the underlying prepayable financial assets. Issue B40 shall
be applied upon adoption of SFAS 155. Adoption of Issue B40 in conjunction with SFAS 155 is not
expected to have a significant impact on the carrying value of securities currently held or
acquired subsequent to January 1, 2007.
In September 2005, the Accounting Standards Executive Committee of the American Institute of
Certified Public Accountants issued Statement of Position (SOP) No. 05-1, Accounting by
Insurance Enterprises for Deferred Acquisition Costs in Connection with Modifications or Exchanges
of Insurance Contracts (SOP 05-1). SOP 05-1 provides guidance on accounting by insurance
enterprises for deferred acquisition costs on internal replacements of insurance and investment
contracts other than those specifically described in SFAS No. 97, Accounting and Reporting by
Insurance Enterprises for Certain Long-Duration Contracts and for Realized Gains and Losses from
the Sale of Investments. SOP 05-1 defines an internal replacement as a modification in product
benefits, features, rights, or coverages that occurs by the exchange of a contract for a new
contract, or by amendment, endorsement, or rider to a contract, or by the election of a feature or
coverage within a contract. SOP 05-1 is effective for internal replacements occurring in fiscal
years beginning after December 15, 2006. Adoption of SOP 05-1 is not expected to have a
significant impact on our results of operations or financial condition.
See Note A of the Consolidated Financial Statements included under Item 8 for additional
information regarding accounting pronouncements.
FORWARD-LOOKING STATEMENTS
This report contains a number of forward-looking statements which relate to anticipated future
events rather than actual present conditions or historical events. You can identify
forward-looking statements because generally they include words such as believes, expects,
intends, anticipates, estimates, and similar expressions. Forward-looking statements in this
report include any and all statements regarding expected developments in our insurance business,
including losses and loss reserves for asbestos, environmental pollution and mass tort claims
which are more uncertain, and therefore more difficult to estimate than loss reserves respecting
traditional property and casualty exposures; the impact of routine ongoing insurance reserve
reviews we are conducting; our expectations concerning our revenues, earnings, expenses and
investment activities; expected cost savings and other results from our expense reduction and
restructuring activities; and our proposed actions in response to trends in our business.
Forward-looking statements, by their nature, are subject to a variety of inherent risks and
uncertainties that could cause actual results to differ materially from the results projected in
the forward-looking statement. We cannot control many of these risks and uncertainties. Some
examples of these risks and uncertainties are:
|
|
general economic and business conditions, including inflationary pressures on medical care costs, construction
costs and other economic sectors that increase the severity of claims; |
|
|
|
changes in financial markets such as fluctuations in interest rates, long term periods of low interest rates,
credit conditions and currency, commodity and stock prices; |
|
|
|
the effects of corporate bankruptcies, such as Enron and WorldCom, on capital markets, and on the markets for
D&O and errors and omissions coverages; |
57
|
|
changes in foreign or domestic political, social and economic conditions; |
|
|
|
regulatory initiatives and compliance with governmental regulations, judicial decisions, including
interpretation of policy provisions, decisions regarding coverage and theories of liability, trends in litigation
and the outcome of any litigation involving us, and rulings and changes in tax laws and regulations; |
|
|
|
effects upon insurance markets and upon industry business practices and relationships of current litigation,
investigations and regulatory activity by the New York State Attorney Generals office and other authorities
concerning contingent commission arrangements with brokers and bid solicitation activities; |
|
|
|
legal and regulatory activities with respect to certain non-traditional and finite-risk insurance products,
and possible resulting changes in accounting and financial reporting in relation to such products, including our
restatement of financial results in May of 2005 and our relationship with an affiliate, Accord Re Ltd., as
disclosed in connection with that restatement; |
|
|
|
regulatory limitations, impositions and restrictions upon us, including the effects of assessments and other
surcharges for guaranty funds and second-injury funds and other mandatory pooling arrangements; |
|
|
|
the impact of competitive products, policies and pricing and the competitive environment in which we operate,
including changes in our book of business; |
|
|
|
product and policy availability and demand and market responses, including the level of ability to obtain rate
increases and decline or non-renew under priced accounts, to achieve premium targets and profitability and to
realize growth and retention estimates; |
|
|
|
development of claims and the impact on loss reserves, including changes in claim settlement policies; |
|
|
|
the effectiveness of current initiatives by claims management to reduce loss and expense ratios through more
efficacious claims handling techniques; |
|
|
|
the performance of reinsurance companies under reinsurance contracts with us; |
|
|
|
results of financing efforts, including the availability of bank credit facilities; |
|
|
|
changes in our composition of operating segments; |
|
|
|
weather and other natural physical events, including the severity and frequency of storms, hail, snowfall and
other winter conditions, natural disasters such as hurricanes and earthquakes, as well as climate change, including
effects on weather patterns, greenhouse gases, sea, land and air temperatures, sea levels, rain and snow; |
|
|
|
man-made disasters, including the possible occurrence of terrorist attacks and the effect of the absence or
insufficiency of applicable terrorism legislation on coverages; |
|
|
|
the unpredictability of the nature, targets, severity or frequency of potential terrorist events, as well as
the uncertainty as to our ability to contain our terrorism exposure effectively, notwithstanding the extension
through December 31, 2007 of the Terrorism Risk Insurance Act of 2002; |
|
|
|
the occurrence of epidemics; |
|
|
|
exposure to liabilities due to claims made by insureds and others relating to asbestos remediation and
health-based asbestos impairments, as well as exposure to liabilities for environmental pollution, mass tort,
construction defect claims and exposure to liabilities due to claims made by insureds and others relating to
lead-based paint; |
|
|
|
whether a national privately financed trust to replace litigation of asbestos claims with payments to
claimants from the trust will be established or approved through federal legislation, or, if established and
approved, whether it will contain funding requirements in excess of our established loss reserves or carried loss
reserves; |
|
|
|
the sufficiency of our loss reserves and the possibility of future increases in reserves; |
|
|
|
regulatory limitations and restrictions, including limitations upon our ability to receive dividends from our
insurance subsidiaries imposed by state regulatory agencies and minimum risk-based capital standards established by
the National Association of Insurance Commissioners; |
58
|
|
the risks and uncertainties associated with our loss reserves as outlined in the Critical Accounting Estimates
and the Reserves Estimates and Uncertainties sections of this MD&A; |
|
|
|
the level of success in integrating acquired businesses and operations, and in consolidating, or selling
existing ones; |
|
|
|
the possibility of further changes in our ratings by ratings agencies, including the inability to access
certain markets or distribution channels and the required collateralization of future payment obligations as a
result of such changes, and changes in rating agency policies and practices; and |
|
|
|
the actual closing of contemplated transactions and agreements. |
Our forward-looking statements speak only as of the date on which they are made and we do not
undertake any obligation to update or revise any forward-looking statement to reflect events or
circumstances after the date of the statement, even if our expectations or any related events or
circumstances change.
59
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market risk is a broad term related to changes in the fair value of a financial instrument.
Discussions herein regarding market risk focus on only one element of market risk, which is price
risk. Price risk relates to changes in the level of prices due to changes in interest rates,
equity prices, foreign exchange rates or other factors that relate to market volatility of the
rate, index or price underlying the financial instrument. Our primary market risk exposures are
due to changes in interest rates, although we have certain exposures to changes in equity prices
and foreign currency exchange rates. The fair value of the financial instruments is adversely
affected when interest rates rise, equity markets decline and the dollar strengthens against
foreign currency.
Active management of market risk is integral to our operations. We may use the following tools to
manage our exposure to market risk within defined tolerance ranges: (1) change the character of
future investments purchased or sold, (2) use derivatives to offset the market behavior of existing
assets and liabilities or assets expected to be purchased and liabilities to be incurred, or (3)
rebalance our existing asset and liability portfolios.
Sensitivity Analysis
We monitor our sensitivity to interest rate risk by evaluating the change in the value of financial
assets and liabilities due to fluctuations in interest rates. The evaluation is performed by
applying an instantaneous change in interest rates of varying magnitudes on a static balance sheet
to determine the effect such a change in rates would have on our fair value at risk and the
resulting effect on stockholders equity. The analysis presents the sensitivity of the fair value
of our financial instruments to selected changes in market rates and prices. The range of change
chosen reflects our view of changes that are reasonably possible over a one-year period. The
selection of the range of values chosen to represent changes in interest rates should not be
construed as our prediction of future market events, but rather an illustration of the impact of
such events.
The sensitivity analysis estimates the decline in the fair value of our interest sensitive assets
and liabilities that were held on December 31, 2006 and December 31, 2005 due to instantaneous
parallel increases in the period end yield curve of 100 and 150 basis points.
The sensitivity analysis also assumes an instantaneous 10% and 20% decline in the foreign currency
exchange rates versus the United States dollar from their levels at December 31, 2006 and December
31, 2005, with all other variables held constant.
Equity price risk was measured assuming an instantaneous 10% and 25% decline in the S&P 500 Index
(Index) from its level at December 31, 2006 and December 31, 2005, with all other variables held
constant. Our equity holdings were assumed to be highly and positively correlated with the Index.
At December 31, 2006, a 10% and 25% decrease in the Index would result in a $265 million and $662
million decrease compared to a $227 million and $567 million decrease at December 31, 2005, in the
market value of our equity investments.
Of these amounts, under the 10% and 25% scenarios, $4 million and $10 million at December 31, 2006
and $4 million and $11 million at December 31, 2005 pertained to decreases in the fair value of the
separate account investments. These decreases would substantially be offset by decreases in
related separate account liabilities to customers. Similarly, increases in the fair value of the
separate account equity investments would also be offset by increases in the same related separate
account liabilities by the same approximate amounts.
60
The following tables present the estimated effects on the fair value of our financial instruments
at December 31, 2006 and December 31, 2005, due to an increase in interest rates of 100 basis
points, a 10% decline in foreign currency exchange rates and a 10% decline in the Index.
Market Risk Scenario 1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) |
|
|
|
Market |
|
|
Interest |
|
|
Currency |
|
|
Equity |
|
December 31, 2006 |
|
Value |
|
|
Rate Risk |
|
|
Risk |
|
|
Risk |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale |
|
$ |
35,647 |
|
|
$ |
(1,959 |
) |
|
$ |
(98 |
) |
|
$ |
(91 |
) |
Fixed maturity securities trading |
|
|
204 |
|
|
|
(2 |
) |
|
|
|
|
|
|
(2 |
) |
Equity securities available-for-sale |
|
|
597 |
|
|
|
|
|
|
|
(9 |
) |
|
|
(60 |
) |
Equity securities trading |
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
(6 |
) |
Short term investments available-for-sale |
|
|
5,538 |
|
|
|
(5 |
) |
|
|
(32 |
) |
|
|
|
|
Short term investments trading |
|
|
172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partnerships |
|
|
1,852 |
|
|
|
1 |
|
|
|
|
|
|
|
(37 |
) |
Other invested assets |
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps |
|
|
1 |
|
|
|
190 |
|
|
|
|
|
|
|
|
|
Equity index futures trading |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
(65 |
) |
Other derivative securities |
|
|
2 |
|
|
|
1 |
|
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account |
|
|
44,096 |
|
|
|
(1,773 |
) |
|
|
(141 |
) |
|
|
(261 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
434 |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
Equity securities |
|
|
41 |
|
|
|
|
|
|
|
|
|
|
|
(4 |
) |
Short term investments |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total separate accounts |
|
|
496 |
|
|
|
(21 |
) |
|
|
|
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities |
|
$ |
44,592 |
|
|
$ |
(1,794 |
) |
|
$ |
(141 |
) |
|
$ |
(265 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt (carrying value) |
|
$ |
2,156 |
|
|
$ |
(122 |
) |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
61
Market Risk Scenario 1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) |
|
|
|
Market |
|
|
Interest |
|
|
Currency |
|
|
Equity |
|
December 31, 2005 |
|
Value |
|
|
Rate Risk |
|
|
Risk |
|
|
Risk |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale |
|
$ |
32,963 |
|
|
$ |
(1,897 |
) |
|
$ |
(89 |
) |
|
$ |
(22 |
) |
Fixed maturity securities trading |
|
|
271 |
|
|
|
(2 |
) |
|
|
(1 |
) |
|
|
(2 |
) |
Equity securities available-for-sale |
|
|
632 |
|
|
|
|
|
|
|
(6 |
) |
|
|
(63 |
) |
Equity securities trading |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
(5 |
) |
Short term investments available-for-sale |
|
|
3,870 |
|
|
|
(4 |
) |
|
|
(37 |
) |
|
|
|
|
Short term investments trading |
|
|
368 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partnerships |
|
|
1,509 |
|
|
|
1 |
|
|
|
|
|
|
|
(29 |
) |
Other invested assets |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps |
|
|
|
|
|
|
66 |
|
|
|
|
|
|
|
|
|
Equity index futures trading |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
(102 |
) |
Other derivative securities |
|
|
3 |
|
|
|
3 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account |
|
|
39,695 |
|
|
|
(1,831 |
) |
|
|
(123 |
) |
|
|
(223 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
466 |
|
|
|
(23 |
) |
|
|
|
|
|
|
|
|
Equity securities |
|
|
44 |
|
|
|
|
|
|
|
|
|
|
|
(4 |
) |
Short term investments |
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total separate accounts |
|
|
546 |
|
|
|
(23 |
) |
|
|
|
|
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities |
|
$ |
40,241 |
|
|
$ |
(1,854 |
) |
|
$ |
(123 |
) |
|
$ |
(227 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt (carrying value) |
|
$ |
1,690 |
|
|
$ |
(92 |
) |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
62
The following tables present the estimated effects on the fair value of our financial
instruments at December 31, 2006 and December 31, 2005, due to an increase in interest rates of 150
basis points, a 20% decline in foreign currency exchange rates and a 25% decline in the Index.
Market Risk Scenario 2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) |
|
|
|
Market |
|
|
Interest |
|
|
Currency |
|
|
Equity |
|
December 31, 2006 |
|
Value |
|
|
Rate Risk |
|
|
Risk |
|
|
Risk |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale |
|
$ |
35,647 |
|
|
$ |
(2,925 |
) |
|
$ |
(197 |
) |
|
$ |
(227 |
) |
Fixed maturity securities trading |
|
|
204 |
|
|
|
(3 |
) |
|
|
|
|
|
|
(5 |
) |
Equity securities available-for-sale |
|
|
597 |
|
|
|
|
|
|
|
(18 |
) |
|
|
(149 |
) |
Equity securities trading |
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
(15 |
) |
Short term investments available-for-sale |
|
|
5,538 |
|
|
|
(7 |
) |
|
|
(64 |
) |
|
|
|
|
Short term investments trading |
|
|
172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partnerships |
|
|
1,852 |
|
|
|
1 |
|
|
|
|
|
|
|
(93 |
) |
Other invested assets |
|
|
23 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps |
|
|
1 |
|
|
|
279 |
|
|
|
|
|
|
|
|
|
Equity index futures trading |
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
(162 |
) |
Other derivative securities |
|
|
2 |
|
|
|
1 |
|
|
|
(4 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account |
|
|
44,096 |
|
|
|
(2,652 |
) |
|
|
(283 |
) |
|
|
(652 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
434 |
|
|
|
(31 |
) |
|
|
|
|
|
|
|
|
Equity securities |
|
|
41 |
|
|
|
|
|
|
|
|
|
|
|
(10 |
) |
Short term investments |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total separate accounts |
|
|
496 |
|
|
|
(31 |
) |
|
|
|
|
|
|
(10 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities |
|
$ |
44,592 |
|
|
$ |
(2,683 |
) |
|
$ |
(283 |
) |
|
$ |
(662 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt (carrying value) |
|
$ |
2,156 |
|
|
$ |
(180 |
) |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
63
Market Risk Scenario 2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) |
|
|
|
Market |
|
|
Interest |
|
|
Currency |
|
|
Equity |
|
December 31, 2005 |
|
Value |
|
|
Rate Risk |
|
|
Risk |
|
|
Risk |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale |
|
$ |
32,963 |
|
|
$ |
(2,827 |
) |
|
$ |
(178 |
) |
|
$ |
(54 |
) |
Fixed maturity securities trading |
|
|
271 |
|
|
|
(4 |
) |
|
|
(1 |
) |
|
|
(4 |
) |
Equity securities available-for-sale |
|
|
632 |
|
|
|
|
|
|
|
(11 |
) |
|
|
(158 |
) |
Equity securities trading |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
(12 |
) |
Short term investments available-for-sale |
|
|
3,870 |
|
|
|
(6 |
) |
|
|
(74 |
) |
|
|
|
|
Short term investments trading |
|
|
368 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partnerships |
|
|
1,509 |
|
|
|
1 |
|
|
|
|
|
|
|
(72 |
) |
Other invested assets |
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest rate swaps |
|
|
|
|
|
|
95 |
|
|
|
|
|
|
|
|
|
Equity index futures trading |
|
|
|
|
|
|
3 |
|
|
|
(1 |
) |
|
|
(255 |
) |
Other derivative securities |
|
|
3 |
|
|
|
5 |
|
|
|
20 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account |
|
|
39,695 |
|
|
|
(2,733 |
) |
|
|
(245 |
) |
|
|
(556 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
466 |
|
|
|
(34 |
) |
|
|
|
|
|
|
|
|
Equity securities |
|
|
44 |
|
|
|
|
|
|
|
|
|
|
|
(11 |
) |
Short term investments |
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total separate accounts |
|
|
546 |
|
|
|
(34 |
) |
|
|
|
|
|
|
(11 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total securities |
|
$ |
40,241 |
|
|
$ |
(2,767 |
) |
|
$ |
(245 |
) |
|
$ |
(567 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Debt (carrying value) |
|
$ |
1,690 |
|
|
$ |
(135 |
) |
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
64
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
CNA Financial Corporation
Consolidated Statements of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
$ |
7,603 |
|
|
$ |
7,569 |
|
|
$ |
8,209 |
|
Net investment income |
|
|
2,412 |
|
|
|
1,892 |
|
|
|
1,680 |
|
Realized investment gains (losses), net of participating
policyholders and minority interests |
|
|
86 |
|
|
|
(10 |
) |
|
|
(248 |
) |
Other revenues |
|
|
275 |
|
|
|
411 |
|
|
|
283 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
10,376 |
|
|
|
9,862 |
|
|
|
9,924 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claims, Benefits and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
Insurance claims and policyholders benefits |
|
|
6,047 |
|
|
|
6,999 |
|
|
|
6,445 |
|
Amortization of deferred acquisition costs |
|
|
1,534 |
|
|
|
1,543 |
|
|
|
1,680 |
|
Other operating expenses |
|
|
1,027 |
|
|
|
1,034 |
|
|
|
1,174 |
|
Restructuring and other related charges |
|
|
(13 |
) |
|
|
|
|
|
|
(3 |
) |
Interest |
|
|
131 |
|
|
|
124 |
|
|
|
124 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total claims, benefits and expenses |
|
|
8,726 |
|
|
|
9,700 |
|
|
|
9,420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax and minority interest |
|
|
1,650 |
|
|
|
162 |
|
|
|
504 |
|
Income tax (expense) benefit |
|
|
(469 |
) |
|
|
105 |
|
|
|
(31 |
) |
Minority interest |
|
|
(44 |
) |
|
|
(24 |
) |
|
|
(27 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
|
1,137 |
|
|
|
243 |
|
|
|
446 |
|
Income (loss) from discontinued operations, net of income
tax (expense) benefit of $7, $(2) and $(1) |
|
|
(29 |
) |
|
|
21 |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
4.17 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
Income (loss) from discontinued operations |
|
|
(0.11 |
) |
|
|
0.08 |
|
|
|
(0.09 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share available to common stockholders |
|
$ |
4.06 |
|
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
4.16 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
Income (loss) from discontinued operations |
|
|
(0.11 |
) |
|
|
0.08 |
|
|
|
(0.09 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share available to common stockholders |
|
$ |
4.05 |
|
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted Average Outstanding Common Stock and Common Stock
Equivalents |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
262.1 |
|
|
|
256.0 |
|
|
|
256.0 |
|
|
|
|
|
|
|
|
|
|
|
Diluted |
|
|
262.3 |
|
|
|
256.0 |
|
|
|
256.0 |
|
|
|
|
|
|
|
|
|
|
|
The accompanying Notes are an integral part of these Consolidated Financial Statements.
65
CNA Financial Corporation
Consolidated Balance Sheets
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions, except share data) |
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Investments: |
|
|
|
|
|
|
|
|
Fixed maturity securities at fair value (amortized cost of $35,135 and $32,616) |
|
$ |
35,851 |
|
|
$ |
33,234 |
|
Equity securities at fair value (cost of $408 and $511) |
|
|
657 |
|
|
|
681 |
|
Limited partnership investments |
|
|
1,852 |
|
|
|
1,509 |
|
Other invested assets |
|
|
26 |
|
|
|
33 |
|
Short term investments |
|
|
5,710 |
|
|
|
4,238 |
|
|
|
|
|
|
|
|
Total investments |
|
|
44,096 |
|
|
|
39,695 |
|
Cash |
|
|
84 |
|
|
|
96 |
|
Reinsurance receivables (less allowance for uncollectible receivables of $469 and $519) |
|
|
9,478 |
|
|
|
11,917 |
|
Insurance receivables (less allowance for doubtful accounts of $368 and $445) |
|
|
2,108 |
|
|
|
2,096 |
|
Accrued investment income |
|
|
313 |
|
|
|
312 |
|
Receivables for securities sold |
|
|
303 |
|
|
|
565 |
|
Deferred acquisition costs |
|
|
1,190 |
|
|
|
1,197 |
|
Prepaid reinsurance premiums |
|
|
342 |
|
|
|
340 |
|
Federal income taxes recoverable (includes $0 and $68 due from Loews Corporation) |
|
|
|
|
|
|
62 |
|
Deferred income taxes |
|
|
855 |
|
|
|
1,105 |
|
Property and equipment at cost (less accumulated depreciation of $571 and $546) |
|
|
277 |
|
|
|
197 |
|
Goodwill and other intangible assets |
|
|
142 |
|
|
|
146 |
|
Other assets |
|
|
592 |
|
|
|
737 |
|
Separate account business |
|
|
503 |
|
|
|
551 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
60,283 |
|
|
$ |
59,016 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders Equity |
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Insurance reserves: |
|
|
|
|
|
|
|
|
Claim and claim adjustment expenses |
|
$ |
29,636 |
|
|
$ |
30,938 |
|
Unearned premiums |
|
|
3,784 |
|
|
|
3,706 |
|
Future policy benefits |
|
|
6,645 |
|
|
|
6,297 |
|
Policyholders funds |
|
|
1,015 |
|
|
|
1,495 |
|
Collateral on loaned securities |
|
|
2,851 |
|
|
|
767 |
|
Payables for securities purchased |
|
|
221 |
|
|
|
129 |
|
Participating policyholders funds |
|
|
50 |
|
|
|
53 |
|
Short term debt |
|
|
|
|
|
|
252 |
|
Long term debt |
|
|
2,156 |
|
|
|
1,438 |
|
Federal income taxes payable (includes $38 and $0 due to Loews Corporation) |
|
|
40 |
|
|
|
|
|
Reinsurance balances payable |
|
|
539 |
|
|
|
1,636 |
|
Other liabilities |
|
|
2,740 |
|
|
|
2,513 |
|
Separate account business |
|
|
503 |
|
|
|
551 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
50,180 |
|
|
|
49,775 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingencies (Notes B, F, G, I and K) |
|
|
|
|
|
|
|
|
Minority interest |
|
|
335 |
|
|
|
291 |
|
|
|
|
|
|
|
|
|
|
Stockholders equity: |
|
|
|
|
|
|
|
|
Preferred stock (12,500,000 shares authorized) |
|
|
|
|
|
|
|
|
Series H Issue (no par value; $100,000 stated value; no shares and
7,500 shares issued; held by Loews Corporation) |
|
|
|
|
|
|
750 |
|
Common stock ($2.50 par value; 500,000,000 shares authorized; 273,040,543
and 258,177,285 shares issued; and 271,108,780 and 256,001,968 shares
outstanding) |
|
|
683 |
|
|
|
645 |
|
Additional paid-in capital |
|
|
2,166 |
|
|
|
1,701 |
|
Retained earnings |
|
|
6,486 |
|
|
|
5,621 |
|
Accumulated other comprehensive income |
|
|
549 |
|
|
|
359 |
|
Treasury stock (1,931,763 and 2,175,317 shares), at cost |
|
|
(58 |
) |
|
|
(67 |
) |
|
|
|
|
|
|
|
|
|
|
9,826 |
|
|
|
9,009 |
|
Notes receivable for the issuance of common stock |
|
|
(58 |
) |
|
|
(59 |
) |
|
|
|
|
|
|
|
Total stockholders equity |
|
|
9,768 |
|
|
|
8,950 |
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
60,283 |
|
|
$ |
59,016 |
|
|
|
|
|
|
|
|
The accompanying Notes are an integral part of these Consolidated Financial Statements.
66
CNA Financial Corporation
Consolidated Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Operating Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
Adjustments to reconcile net income to net cash flows provided
by operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
(Income) loss from discontinued operations |
|
|
29 |
|
|
|
(21 |
) |
|
|
21 |
|
Loss (gain) on disposal of property and equipment |
|
|
|
|
|
|
(1 |
) |
|
|
36 |
|
Minority interest |
|
|
44 |
|
|
|
24 |
|
|
|
27 |
|
Deferred income tax provision |
|
|
173 |
|
|
|
(220 |
) |
|
|
37 |
|
Trading securities activity |
|
|
374 |
|
|
|
164 |
|
|
|
(93 |
) |
Realized investment (gains) losses, net of participating
policyholders and minority interests |
|
|
(86 |
) |
|
|
10 |
|
|
|
248 |
|
Undistributed earnings of equity method investees |
|
|
(170 |
) |
|
|
(45 |
) |
|
|
(67 |
) |
Amortization of bond (discount) premium |
|
|
(274 |
) |
|
|
(153 |
) |
|
|
9 |
|
Depreciation |
|
|
48 |
|
|
|
54 |
|
|
|
75 |
|
Changes in: |
|
|
|
|
|
|
|
|
|
|
|
|
Receivables, net |
|
|
2,427 |
|
|
|
3,531 |
|
|
|
(545 |
) |
Deferred acquisition costs |
|
|
7 |
|
|
|
71 |
|
|
|
194 |
|
Accrued investment income |
|
|
(1 |
) |
|
|
(15 |
) |
|
|
(12 |
) |
Federal income taxes recoverable/payable |
|
|
102 |
|
|
|
(62 |
) |
|
|
596 |
|
Prepaid reinsurance premiums |
|
|
(2 |
) |
|
|
788 |
|
|
|
233 |
|
Reinsurance balances payable |
|
|
(1,097 |
) |
|
|
(1,344 |
) |
|
|
(318 |
) |
Insurance reserves |
|
|
(771 |
) |
|
|
(943 |
) |
|
|
1,075 |
|
Other assets |
|
|
142 |
|
|
|
(16 |
) |
|
|
335 |
|
Other liabilities |
|
|
306 |
|
|
|
55 |
|
|
|
105 |
|
Other, net |
|
|
(98 |
) |
|
|
75 |
|
|
|
(397 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total adjustments |
|
|
1,153 |
|
|
|
1,952 |
|
|
|
1,559 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by operating activities-continuing
operations |
|
$ |
2,261 |
|
|
$ |
2,216 |
|
|
$ |
1,984 |
|
|
|
|
|
|
|
|
|
|
|
Net cash flows used by operating activities-discontinued
operations |
|
$ |
(11 |
) |
|
$ |
(47 |
) |
|
$ |
(16 |
) |
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by operating activities-total |
|
$ |
2,250 |
|
|
$ |
2,169 |
|
|
$ |
1,968 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash Flows from Investing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Purchases of fixed maturity securities |
|
$ |
(48,757 |
) |
|
$ |
(62,990 |
) |
|
$ |
(58,379 |
) |
Proceeds from fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Sales |
|
|
42,433 |
|
|
|
55,611 |
|
|
|
48,427 |
|
Maturities, calls and redemptions |
|
|
4,310 |
|
|
|
4,579 |
|
|
|
4,800 |
|
Purchases of equity securities |
|
|
(340 |
) |
|
|
(482 |
) |
|
|
(351 |
) |
Proceeds from sales of equity securities |
|
|
221 |
|
|
|
316 |
|
|
|
522 |
|
Change in short term investments |
|
|
(1,331 |
) |
|
|
1,627 |
|
|
|
2,021 |
|
Change in collateral on loaned securities |
|
|
2,084 |
|
|
|
(151 |
) |
|
|
476 |
|
Change in other investments |
|
|
(195 |
) |
|
|
86 |
|
|
|
(30 |
) |
Purchases of property and equipment |
|
|
(131 |
) |
|
|
(45 |
) |
|
|
(41 |
) |
Dispositions |
|
|
8 |
|
|
|
57 |
|
|
|
647 |
|
Other, net |
|
|
16 |
|
|
|
56 |
|
|
|
(194 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows used by investing activities-continuing operations |
|
$ |
(1,682 |
) |
|
$ |
(1,336 |
) |
|
$ |
(2,102 |
) |
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by investing activities-discontinued
operations |
|
$ |
36 |
|
|
$ |
20 |
|
|
$ |
18 |
|
|
|
|
|
|
|
|
|
|
|
Net cash flows used by investing activities-total |
|
$ |
(1,646 |
) |
|
$ |
(1,316 |
) |
|
$ |
(2,084 |
) |
|
|
|
|
|
|
|
|
|
|
The accompanying Notes are an integral part of these Consolidated Financial Statements.
67
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
Cash Flows from Financing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from the issuance of long term debt |
|
$ |
759 |
|
|
$ |
|
|
|
$ |
972 |
|
Principal payments on debt |
|
|
(294 |
) |
|
|
(568 |
) |
|
|
(618 |
) |
Return of investment contract account balances |
|
|
(589 |
) |
|
|
(281 |
) |
|
|
(479 |
) |
Receipts of investment contract account balances |
|
|
4 |
|
|
|
7 |
|
|
|
181 |
|
Payment to repurchase Series H Issue preferred stock |
|
|
(993 |
) |
|
|
|
|
|
|
|
|
Proceeds from the issuance of common stock |
|
|
499 |
|
|
|
|
|
|
|
|
|
Stock options exercised |
|
|
10 |
|
|
|
2 |
|
|
|
|
|
Other, net |
|
|
(1 |
) |
|
|
3 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows (used) provided by financing
activities-continuing operations |
|
$ |
(605 |
) |
|
$ |
(837 |
) |
|
$ |
61 |
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by financing
activities-discontinued operations |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows (used) provided by financing activities-total |
|
$ |
(605 |
) |
|
$ |
(837 |
) |
|
$ |
61 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash |
|
|
(1 |
) |
|
|
16 |
|
|
|
(55 |
) |
Net cash transactions from continuing operations to
discontinued operations |
|
|
14 |
|
|
|
(42 |
) |
|
|
13 |
|
Net cash transactions from discontinued operations to
continuing operations |
|
|
(14 |
) |
|
|
42 |
|
|
|
(13 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, beginning of year |
|
|
125 |
|
|
|
109 |
|
|
|
164 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, end of year |
|
$ |
124 |
|
|
$ |
125 |
|
|
$ |
109 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash-continuing operations |
|
$ |
84 |
|
|
$ |
96 |
|
|
$ |
95 |
|
Cash-discontinued operations |
|
|
40 |
|
|
|
29 |
|
|
|
14 |
|
|
|
|
|
|
|
|
|
|
|
Cash-total |
|
$ |
124 |
|
|
$ |
125 |
|
|
$ |
109 |
|
|
|
|
|
|
|
|
|
|
|
The accompanying Notes are an integral part of these Consolidated Financial Statements.
68
CNA Financial Corporation
Consolidated Statements of Stockholders Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated |
|
|
|
|
|
|
Notes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional |
|
|
|
|
|
|
Other |
|
|
|
|
|
|
Receivable for |
|
|
Total |
|
|
|
Preferred |
|
|
Common |
|
|
Paid-in |
|
|
Retained |
|
|
Comprehensive |
|
|
Treasury |
|
|
the Issuance of |
|
|
Stockholders |
|
(In millions) |
|
Stock |
|
|
Stock |
|
|
Capital |
|
|
Earnings |
|
|
Income (Loss) |
|
|
Stock |
|
|
Common Stock |
|
|
Equity |
|
Balance, January 1, 2004 |
|
$ |
1,500 |
|
|
$ |
565 |
|
|
$ |
1,031 |
|
|
$ |
4,932 |
|
|
$ |
852 |
|
|
$ |
(69 |
) |
|
$ |
(76 |
) |
|
$ |
8,735 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
425 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
425 |
|
Other comprehensive loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(191 |
) |
|
|
|
|
|
|
|
|
|
|
(191 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
234 |
|
Conversion of Series I preferred stock to
common stock |
|
|
(750 |
) |
|
|
80 |
|
|
|
670 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Decrease in notes receivable for the
issuance of common stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2004 |
|
|
750 |
|
|
|
645 |
|
|
|
1,701 |
|
|
|
5,357 |
|
|
|
661 |
|
|
|
(69 |
) |
|
|
(71 |
) |
|
|
8,974 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
264 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
264 |
|
Other comprehensive loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(302 |
) |
|
|
|
|
|
|
|
|
|
|
(302 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive loss |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(38 |
) |
Stock options exercised |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
2 |
|
Decrease in notes receivable for the
issuance of common stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
12 |
|
|
|
12 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2005 |
|
|
750 |
|
|
|
645 |
|
|
|
1,701 |
|
|
|
5,621 |
|
|
|
359 |
|
|
|
(67 |
) |
|
|
(59 |
) |
|
|
8,950 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,108 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,108 |
|
Other comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
236 |
|
|
|
|
|
|
|
|
|
|
|
236 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,344 |
|
Liquidation preference in excess of par
value on Series H Issue |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(243 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(243 |
) |
Repurchase of Series H Issue |
|
|
(750 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(750 |
) |
Issuance of common stock |
|
|
|
|
|
|
38 |
|
|
|
461 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
499 |
|
Adjustment to initially apply FAS 158,
net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(46 |
) |
|
|
|
|
|
|
|
|
|
|
(46 |
) |
Stock options exercised |
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
10 |
|
Decrease in notes receivable for the
issuance of common stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
1 |
|
Other |
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance, December 31, 2006 |
|
$ |
|
|
|
$ |
683 |
|
|
$ |
2,166 |
|
|
$ |
6,486 |
|
|
$ |
549 |
|
|
$ |
(58 |
) |
|
$ |
(58 |
) |
|
$ |
9,768 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying Notes are an integral part of these Consolidated Financial Statements.
69
Notes to Consolidated Financial Statements
Note A. Summary of Significant Accounting Policies
Basis of Presentation
The Consolidated Financial Statements include the accounts of CNA Financial Corporation (CNAF) and
its controlled subsidiaries. Collectively, CNAF and its subsidiaries are referred to as CNA or the
Company. CNAs property and casualty and the remaining life and group insurance operations are
primarily conducted by Continental Casualty Company (CCC), The Continental Insurance Company (CIC)
and Continental Assurance Company (CAC). Loews Corporation (Loews) owned approximately 89% of the
outstanding common stock of CNAF as of December 31, 2006.
The Companys individual life insurance business, including its previously wholly-owned subsidiary
Valley Forge Life Insurance Company (VFL), was sold on April 30, 2004 to Swiss Re Life & Health
America Inc. (Swiss Re). The results of the individual life insurance business sold through the
date of sale are included in the Consolidated Statement of Operations for the year ended December
31, 2004. See Note P for further information.
The accompanying Consolidated Financial Statements have been prepared in conformity with accounting
principles generally accepted in the United States of America (GAAP). All significant intercompany
amounts have been eliminated. The preparation of consolidated financial statements in conformity
with GAAP requires management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and the disclosure of contingent assets and liabilities at the date of the
Consolidated Financial Statements and the reported amounts of revenues and expenses during the
reporting period. Actual results may differ from those estimates. The amounts presented on the
December 31, 2005 Consolidated Balance Sheet related to Insurance receivables and Other liabilities
have been corrected from $1,866 million and $2,283 million to $2,096 million and $2,513 million, to
conform to the 2006 presentation. The correction of $230 million relates to balances payable to
insureds that were previously reflected as a deduction from insurance receivables and are currently
reflected as liabilities. The balances are principally related to amounts deposited with the
Company by customers, such as amounts related to the funding of deductible obligations.
Business
CNAs core property and casualty insurance operations are reported in two business segments:
Standard Lines and Specialty Lines. CNAs non-core operations are managed in two segments: Life
and Group Non-Core and Corporate and Other Non-Core.
CNA serves a wide variety of customers, including small, medium and large businesses; insurance
companies; associations; professionals; and groups and individuals with a broad range of insurance
and risk management products and services.
Core insurance products include property and casualty coverages. Non-core insurance products,
which primarily have been sold or placed in run-off, include life and accident and health
insurance; retirement products and annuities; and property and casualty reinsurance. CNA services
include risk management, information services and claims administration. CNAs products and
services are marketed through independent agents, brokers, managing general agents and direct
sales.
Insurance Operations
Premiums: Insurance premiums on property and casualty and accident and health insurance contracts
are recognized in proportion to the underlying risk insured which principally are earned ratably
over the duration of the policies after deductions for ceded insurance premiums. The reserve for
unearned premiums on these contracts represents the portion of premiums written relating to the
unexpired terms of coverage.
An estimated allowance for doubtful accounts is recorded on the basis of periodic evaluations of
balances due currently or in the future from insureds, including amounts due from insureds related
to losses under high deductible policies, managements experience and current economic conditions.
70
Property and casualty contracts that are retrospectively rated contain provisions that result in an
adjustment to the initial policy premium depending on the contract provisions and loss experience
of the insured during the experience period. For such contracts, the Company estimates the amount
of ultimate premiums that the Company may earn upon completion of the experience period and
recognizes either an asset or a liability for the difference between the initial policy premium and
the estimated ultimate premium. The Company adjusts such estimated ultimate premium amounts during
the course of the experience period based on actual results to date. The resulting adjustment is
recorded as either a reduction of or an increase to the earned premiums for the period.
Premiums for life insurance products and annuities are recognized as revenue when due after
deductions for ceded insurance premiums.
Claim and claim adjustment expense reserves: Claim and claim adjustment expense reserves, except
reserves for structured settlements not associated with asbestos and environmental pollution and
mass tort (APMT), workers compensation lifetime claims, accident and health claims and certain
claims associated with discontinued operations, are not discounted and are based on 1) case basis
estimates for losses reported on direct business, adjusted in the aggregate for ultimate loss
expectations; 2) estimates of incurred but not reported losses; 3) estimates of losses on assumed
reinsurance; 4) estimates of future expenses to be incurred in the settlement of claims; 5)
estimates of salvage and subrogation recoveries and 6) estimates of amounts due from insureds
related to losses under high deductible policies. Management considers current conditions and
trends as well as past Company and industry experience in establishing these estimates. The
effects of inflation, which can be significant, are implicitly considered in the reserving process
and are part of the recorded reserve balance. Ceded claim and claim adjustment expense reserves
are reported as a component of Reinsurance receivables in the Consolidated Balance Sheets. See
Note Q for further information on claim and claim adjustment expense reserves for discontinued
operations.
Claim and claim adjustment expense reserves are presented net of anticipated amounts due from
insureds related to losses under high deductible policies of $2.5 billion and $2.8 billion as of
December 31, 2006 and 2005. A portion of these amounts is supported by collateral. The Company
also has an allowance for uncollectible deductible amounts, which is presented as a component of
the allowance for doubtful accounts included in the Insurance receivables on the Consolidated
Balance Sheets.
Structured settlements have been negotiated for certain property and casualty insurance claims.
Structured settlements are agreements to provide fixed periodic payments to claimants. Certain
structured settlements are funded by annuities purchased from CAC for which the related annuity
obligations are reported in future policy benefits reserves. Obligations for structured
settlements not funded by annuities are included in claim and claim adjustment expense reserves and
carried at present values determined using interest rates ranging from 4.6% to 7.5% at December 31,
2006 and 2005. At December 31, 2006 and 2005, the discounted reserves for unfunded structured
settlements were $814 million and $843 million, net of discount of $1,250 million and $1,309
million.
Workers compensation lifetime claim reserves are calculated using mortality assumptions determined
through statutory regulation and economic factors. Accident and health claim reserves are
calculated using mortality and morbidity assumptions based on Company and industry experience.
Workers compensation lifetime claim reserves and accident and health claim reserves are discounted
at interest rates that range from 3.5% to 6.5% at December 31, 2006 and 2005. At December 31, 2006
and 2005, such discounted reserves totaled $1,284 million and $1,238 million, net of discount of
$416 million and $430 million.
Future policy benefits reserves: Reserves for long term care products are computed using the net
level premium method, which incorporates actuarial assumptions as to interest rates, mortality,
morbidity, persistency, withdrawals and expenses. Actuarial assumptions generally vary by plan,
age at issue and policy duration, and include a margin for adverse deviation. Interest rates range
from 6.0% to 8.6% at December 31, 2006 and 2005, and mortality, morbidity and withdrawal
assumptions are based on Company and industry experience prevailing at the time of issue. Expense
assumptions include the estimated effects of inflation and expenses to be incurred beyond the
premium paying period. The net reserves for traditional life insurance products (whole and term
life products) including interest-sensitive contracts were ceded on a 100% indemnity reinsurance
basis to Swiss Re in connection with the sale of the individual life insurance business. See Note
P for further information.
Policyholders funds reserves: Policyholders funds reserves primarily include reserves for
investment contracts without life contingencies. For these contracts, policyholder liabilities are
equal to the accumulated policy account values, which consist of an accumulation of deposit
payments plus credited interest, less withdrawals and amounts assessed through the end of the
period.
71
Guaranty fund and other insurance-related assessments: Liabilities for guaranty fund and other
insurance-related assessments are accrued when an assessment is probable, when it can be reasonably
estimated, and when the event obligating the entity to pay an imposed or probable assessment has
occurred. Liabilities for guaranty funds and other insurance-related assessments are not
discounted and are included as part of Other liabilities in the Consolidated Balance Sheets. As of
December 31, 2006 and 2005, the liability balances were $189 million and $185 million. As of December 31, 2006 and 2005, included in other assets were $7 million and $10
million of related assets for premium tax offsets. The related asset is limited to the amount that
is able to be assessed on future premium collections from business written or
committed to be written.
Reinsurance: Amounts recoverable from reinsurers are estimated in a manner consistent with claim
and claim adjustment expense reserves or future policy benefits reserves and are reported as
receivables in the Consolidated Balance Sheets. The cost of reinsurance is primarily accounted for
over the life of the underlying reinsured policies using assumptions consistent with those used to
account for the underlying policies. The ceding of insurance does not discharge the primary
liability of the Company. An estimated allowance for doubtful accounts is recorded on the basis of
periodic evaluations of balances due from reinsurers, reinsurer solvency, managements experience
and current economic conditions. The expenses incurred related to uncollectible reinsurance
receivables are presented as a component of Insurance claims and policyholders benefits in the
Consolidated Statements of Operations.
Reinsurance contracts that do not effectively transfer the underlying economic risk of loss on
policies written by the Company are recorded using the deposit method of accounting, which requires
that premium paid or received by the ceding company or assuming company be accounted for as a
deposit asset or liability. At December 31, 2006 and 2005, the Company had approximately $104
million and $171 million recorded as deposit assets and $71 million and $111 million recorded as
deposit liabilities.
Income on reinsurance contracts accounted for under the deposit method is recognized using an
effective yield based on the anticipated timing of payments and the remaining life of the contract.
When the estimate of timing of payments changes, the effective yield is recalculated to reflect
actual payments to date and the estimated timing of future payments. The deposit asset or
liability is adjusted to the amount that would have existed had the new effective yield been
applied since the inception of the contract. This adjustment is reflected in other revenue or
other operating expense as appropriate.
Participating insurance: Policyholder dividends are accrued using an estimate of the amount to be
paid based on underlying contractual obligations under policies and applicable state laws. When
limitations exist on the amount of net income from participating life insurance contracts that may
be distributed to shareholders, the share of net income on those policies that cannot be
distributed to shareholders is excluded from stockholders equity by a charge to operations and the
establishment of a corresponding liability.
Deferred acquisition costs: Acquisition costs include commissions, premium taxes and certain
underwriting and policy issuance costs which vary with and are related primarily to the acquisition
of business. Such costs related to property and casualty business are deferred and amortized
ratably over the period the related premiums are earned.
Deferred acquisition costs related to accident and health insurance are amortized over the
premium-paying period of the related policies using assumptions consistent with those used for
computing future policy benefits reserves for such contracts. Assumptions as to anticipated
premiums are made at the date of policy issuance or acquisition and are consistently applied during
the lives of the contracts. Deviations from estimated experience are included in results of
operations when they occur. For these contracts, the amortization period is typically the
estimated life of the policy.
Anticipated investment income is considered in the determination of the recoverability of deferred
acquisition costs. Deferred acquisition costs are recorded net of ceding commissions and other
ceded acquisition costs. The Company evaluates deferred acquisition costs for recoverability.
Adjustments, if necessary, are recorded in current results of operations.
Investments in life settlement contracts and related revenue recognition: The Company has
purchased investments in life settlement contracts. Under a life settlement contract, CNA obtains
the rights of being the owner and beneficiary to an underlying life insurance policy. The carrying
value of each contract at purchase and at the end of each reporting period is equal to the cash
surrender value of the policy. Amounts paid to purchase these contracts that are in excess of the
cash surrender value, at the date of purchase, were expensed immediately.
72
Periodic maintenance costs, such as premiums, necessary to keep the underlying policy inforce are
expensed as incurred and are included in other operating expenses. Revenue is recognized and
included in Other revenue in the Consolidated Statements of Operations when the life insurance
policy underlying the life settlement contract matures. See the Accounting Pronouncements section
of this note for further discussion of Financial Accounting Standards Board (FASB) Staff Position
No. 85-4-1, Accounting for Life Settlement Contracts by Third-Party Investors.
Separate Account Business
Separate account assets and liabilities represent contract holder funds related to investment and
annuity products, which are segregated into accounts with specific underlying investment
objectives. The assets and liabilities of these contracts are legally segregated and reported as
assets and liabilities of the separate account business. Substantially all assets of the separate
account business are carried at fair value. Separate account liabilities are carried at contract
values. Net income accruing to the Company related to separate accounts is primarily included
within Other revenue on the Consolidated Statements of Operations.
Investments
Valuation of investments: CNA classifies its fixed maturity securities (bonds and redeemable
preferred stocks) and its equity securities as either available-for-sale or trading, and as such,
they are carried at fair value. Changes in fair value of trading securities are reported within
net investment income. The amortized cost of fixed maturity securities classified as
available-for-sale is adjusted for amortization of premiums and accretion of discounts to maturity,
which are included in net investment income. Changes in fair value related to available-for-sale
securities are reported as a component of other comprehensive income. Investments are written down
to fair value and losses are recognized in Realized investment gains (losses) on the Consolidated
Statements of Operations when a decline in value is determined to be other-than-temporary.
For asset-backed securities included in fixed maturity securities, the Company recognizes income
using an effective yield based on anticipated prepayments and the estimated economic life of the
securities. When estimates of prepayments change, the effective yield is recalculated to reflect
actual payments to date and anticipated future payments. The net investment in the securities is
adjusted to the amount that would have existed had the new effective yield been applied since the
acquisition of the securities. Such adjustments are reflected in net investment income.
The Companys limited partnership investments are recorded at fair value and typically reflect a
reporting lag of up to three months. Fair value represents CNAs equity in the partnerships net
assets as determined by the General Partner. Changes in fair value, which represents changes in
partnerships net assets, are recorded within net investment income. The majority of the limited
partnerships invest in a substantial number of securities that are readily marketable. The Company
is primarily a passive investor in such partnerships and does not have influence over the
partnerships management, who are committed to operate them according to established guidelines and
strategies. These strategies may include the use of leverage and hedging techniques that
potentially introduce more volatility and risk to the partnerships. In accordance with FASB
Interpretation No. 46(R), Consolidation of Variable Interest Entities, an Interpretation of ARB
No. 51 (FIN 46R), the Company has consolidated three limited partnerships, which were
previously accounted for using the equity method.
Other invested assets include certain derivative securities and real estate investments.
Investments in derivative securities are carried at fair value with changes in fair value reported
as a component of realized gains or losses or other comprehensive income, depending on their hedge
designation. Changes in the fair value of derivative securities which are not designated as
hedges, are reported as a component of realized gains or losses. Real estate investments are
carried at the lower of cost or market value. Short term investments are generally carried at
cost, which approximates fair value.
Realized investment gains and losses: All securities sold resulting in investment gains and losses
are recorded on the trade date, except for bank loan participations which are recorded on the date
that the legal agreements are finalized. Realized investment gains and losses are determined on
the basis of the cost or amortized cost of the specific securities sold.
Equity in unconsolidated affiliates: CNA uses the equity method of accounting for investments in
companies in which its ownership interest of the voting shares of an investee company enables CNA
to influence the operating or
73
financial decisions of the investee company, but CNAs interest in the investee does not require
consolidation. CNAs proportionate share of equity in net income of these unconsolidated
affiliates is reported in other revenues.
Securities lending activities: CNA lends securities to unrelated parties, primarily major
brokerage firms. Borrowers of these securities must deposit collateral with CNA of at least 102%
of the fair value of the securities loaned if the collateral is cash or securities. CNA maintains
effective control over all loaned securities and, therefore, continues to report such securities as
Fixed maturity securities in the Consolidated Balance Sheets.
Cash collateral received on these transactions is invested in short term investments with an
offsetting liability recognized for the obligation to return the collateral. Non-cash collateral,
such as securities or letters of credit, received by the Company are not reflected as assets of the
Company as there exists no right to sell or repledge the collateral. The fair value of collateral
held and included in short term investments was $2,851 million and $767 million at December 31,
2006 and 2005. The fair value of non-cash collateral was $385 million and $138 million at December
31, 2006 and 2005.
Derivative Financial Instruments
All investments in derivatives are recorded at fair value. A derivative is typically defined as an
instrument whose value is derived from an underlying instrument, index or rate, has a notional
amount, requires little or no initial investment and can be net settled. Derivatives include, but
are not limited to, the following types of financial instruments: interest rate swaps, interest
rate caps and floors, put and call options, warrants, futures, forwards, commitments to purchase
securities, credit default swaps and combinations of the foregoing. Derivatives embedded within
non-derivative instruments (such as call options embedded in convertible bonds) must be separated
from the host instrument when the embedded derivative is not clearly and closely related to the
host instrument.
The Companys derivatives are reported as other invested assets or other liabilities. Embedded
derivative instruments subject to bifurcation are reported together with the host contract, at fair
value. If certain criteria are met, a derivative may be specifically designated as a hedge of
exposures to changes in fair value, cash flows or foreign currency exchange rates. The accounting
for changes in the fair value of a derivative depends on the intended use of the derivative, the
nature of any hedge designation thereon and whether the derivative was transacted in a designated
trading portfolio.
The Companys accounting for changes in the fair value of general account derivatives is as
follows:
|
|
|
Nature of Hedge Designation |
|
Derivatives Change in Fair Value Reflected In: |
No hedge designation
|
|
Realized investment gains or losses |
|
|
|
Fair value designation
|
|
Realized investment gains or losses, along
with the change in fair value of the hedged
asset or liability that is attributable to the
hedged risk |
|
|
|
Cash flow designation
|
|
Other comprehensive income, with subsequent
reclassification to earnings when the hedged
transaction, asset or liability impacts
earnings |
|
|
|
Foreign currency designation
|
|
Consistent with fair value or cash flow above,
depending on the nature of the hedging
relationship |
The Company formally documents all relationships between hedging instruments and hedged items,
as well as its risk-management objective and strategy for undertaking various hedging transactions.
The Company also formally assesses (both at the hedges inception and on an ongoing basis) whether
the derivatives that are used in hedging transactions have been highly effective in offsetting
changes in fair value or cash flows of hedged items and whether those derivatives may be expected
to remain highly effective in future periods. When it is determined that a derivative for which
hedge accounting has been designated is not (or ceases to be) highly effective, the Company
discontinues hedge accounting prospectively.
Separate account investments held in designated trading portfolios are carried at fair value with
changes therein reflected in investment income. Hedge accounting on derivatives in these separate
accounts is generally not applicable.
74
The Company uses derivatives in the normal course of business, primarily in an attempt to reduce
its exposure to market risk (principally interest rate risk, equity stock price risk and foreign
currency risk) stemming from various assets and liabilities and credit risk (the ability of an
obligor to make timely payment of principal and/or interest). The Companys principal objective
under such risk strategies is to achieve the desired reduction in economic risk, even if the
position will not receive hedge accounting treatment.
The Companys use of derivatives is limited by statutes and regulations promulgated by the various
regulatory bodies to which it is subject, and by its own derivative policy. The derivative policy
limits the authorization to initiate derivative transactions to certain personnel. Derivatives
entered into for hedging, regardless of the choice to designate hedge accounting, shall have a
maturity that effectively correlates to the underlying hedged asset or liability. The policy
prohibits the use of derivatives containing greater than one-to-one leverage with respect to
changes in the underlying price, rate or index. The policy also prohibits the use of borrowed
funds, including funds obtained through securities lending, to engage in derivative transactions.
Credit exposure associated with non-performance by the counterparties to derivative instruments is
generally limited to the uncollateralized fair value of the asset related to the instruments
recognized in the Consolidated Balance Sheets. The Company attempts to mitigate the risk of
non-performance by monitoring the creditworthiness of counterparties and diversifying derivatives
to multiple counterparties. The Company generally requires that all over-the-counter derivative
contracts be governed by an International Swaps and Derivatives Association (ISDA) Master
Agreement, and exchanges collateral under the terms of these agreements with its derivative
investment counterparties depending on the amount of the exposure and the credit rating of the
counterparty.
The Company has exposure to economic losses due to interest rate risk arising from changes in the
level of, or volatility of, interest rates. The Company attempts to mitigate its exposure to
interest rate risk through portfolio management, which includes rebalancing its existing
portfolios of assets and liabilities, as well as changing the characteristics of investments to be
purchased or sold in the future. In addition, various derivative financial instruments are used to
modify the interest rate risk exposures of certain assets and liabilities. These strategies
include the use of interest rate swaps, interest rate caps and floors, options, futures, forwards
and commitments to purchase securities. These instruments are generally used to lock interest
rates or market values, to shorten or lengthen durations of fixed maturity securities or investment
contracts, or to hedge (on an economic basis) interest rate risks associated with investments and
variable rate debt. The Company has used these types of instruments as designated hedges against
specific assets or liabilities on an infrequent basis.
The Company is exposed to equity price risk as a result of its investment in equity securities and
equity derivatives. Equity price risk results from changes in the level or volatility of equity
prices, which affect the value of equity securities, or instruments that derive their value from
such securities. CNA attempts to mitigate its exposure to such risks by limiting its investment in
any one security or index. The Company may also manage this risk by utilizing instruments such as
options, swaps, futures and collars to protect appreciation in securities held. CNA uses
derivatives in one of its separate accounts to mitigate equity price risk associated with its
indexed group annuity contracts by purchasing Standard & Poors 500® (S&P 500®) index futures
contracts in a notional amount equal to the contract holder liability.
The Company has exposure to credit risk arising from the uncertainty associated with a financial
instrument obligors ability to make timely principal and/or interest payments. The Company
attempts to mitigate this risk by limiting credit concentrations, practicing diversification, and
frequently monitoring the credit quality of issuers and counterparties. In addition the Company
may utilize credit derivatives such as credit default swaps to modify the credit risk inherent in
certain investments. Credit default swaps involve a transfer of credit risk from one party to
another in exchange for periodic payments. The Company infrequently designates these types of
instruments as hedges against specific assets.
Foreign exchange rate risk arises from the possibility that changes in foreign currency exchange
rates will impact the fair value of financial instruments denominated in a foreign currency. The
Companys foreign transactions are primarily denominated in British pounds, Euros and Canadian
dollars. The Company typically manages this risk via asset/liability currency matching and through
the use of foreign currency forwards. The Company has infrequently designated these types of
instruments as hedges against specific assets or liabilities.
The contractual or notional amounts for derivatives are used to calculate the exchange of
contractual payments under the agreements and are not representative of the potential for gain or
loss on these instruments. Interest rates, equity prices and foreign currency exchange rates
affect the fair value of derivatives. The fair values generally
75
represent the estimated amounts that CNA would expect to receive or pay upon termination of the
contracts at the reporting date. Dealer quotes are available for substantially all of CNAs
derivatives. For derivative instruments not actively traded, fair values are estimated using
values obtained from independent pricing services, costs to settle or quoted market prices of
comparable instruments.
The Company is required to provide collateral for all exchange-traded futures and options
contracts. These margin requirements are determined by the individual exchanges based on the fair
value of the open positions and are in the custody of the exchange. Collateral may also be
required for over-the-counter contracts such as interest rate swaps, credit default swaps and
currency forwards per the ISDA agreements in place. The fair value of collateral provided was $58
million at December 31, 2006 and consisted primarily of cash. The fair value of the collateral at
December 31, 2005 was $66 million and consisted primarily of U.S. Treasury Bills, which the Company
had access to subject to replacement and therefore remained recorded as a component of Short term
investments on the Consolidated Balance Sheets.
Income Taxes
The Company and its eligible subsidiaries (CNA Tax Group) are included in the consolidated federal
income tax return of Loews and its eligible subsidiaries. The Company accounts for income taxes
under the asset and liability method. Under the asset and liability method, deferred income taxes
are recognized for temporary differences between the financial statement and tax return bases of
assets and liabilities. Future tax benefits are recognized to the extent that realization of such
benefits is more likely than not.
Property and Equipment
Property and equipment are carried at cost less accumulated depreciation. Depreciation is based on
the estimated useful lives of the various classes of property and equipment and is determined
principally on the straight-line method. Furniture and fixtures are depreciated over seven years.
Office equipment is depreciated over five years. The estimated lives for data processing equipment
and software range from three to five years. Leasehold improvements are depreciated over the
corresponding lease terms.
Goodwill and Other Intangible Assets
Goodwill and other indefinite-lived intangible assets of $142 million and $146 million as of
December 31, 2006 and 2005 primarily represents the excess of purchase price over the fair value of
the net assets of acquired entities and businesses. The balance at December 31, 2006 and 2005
primarily related to Specialty Lines. During 2006, the Company determined that goodwill and other
intangible assets of approximately $4 million was impaired related to the Standard Lines segment.
Goodwill and indefinite-lived intangible assets are tested for impairment annually or when certain
triggering events require such tests.
Earnings
per Share Data
Earnings per share available to common stockholders is based on weighted average outstanding
shares. Basic earnings per share excludes dilution and is computed by dividing net income
attributable to common stockholders by the weighted average number of common shares outstanding
for the period. Diluted earnings per share reflects the potential dilution that could occur if
securities or other contracts to issue common stock were exercised or converted into common stock.
The Series H Cumulative Preferred Stock Issue (Series H Issue) was held by Loews and accrued
cumulative dividends at an initial rate of 8% per year, compounded annually. In August 2006, the
Company repurchased the Series H Issue from Loews for approximately $993 million, a price equal to
the liquidation preference. The Series H Issue dividend amounts through the repurchase date for
the years ended December 31, 2006, 2005 and 2004 have been subtracted from Income from Continuing
Operations to determine income from continuing operations available to common stockholders.
Diluted earnings per share reflect the potential dilution that could occur if securities or other
contracts to issue common stock were exercised or converted into common stock. For the years ended
December 31, 2006, 2005 and 2004, approximately one million shares attributable to exercises under
stock-based employee compensation plans were excluded from the calculation of diluted earnings per
share because they were antidilutive.
76
The computation of earnings per share is as follows:
Earnings Per Share
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions, except per share amounts) |
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
1,137 |
|
|
$ |
243 |
|
|
$ |
446 |
|
Less: undeclared preferred stock dividend through repurchase date |
|
|
(46 |
) |
|
|
(70 |
) |
|
|
(65 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations available to common stockholders |
|
$ |
1,091 |
|
|
$ |
173 |
|
|
$ |
381 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average outstanding common stock and common stock equivalents |
|
|
262.1 |
|
|
|
256.0 |
|
|
|
256.0 |
|
Effect of dilutive securities, employee stock options |
|
|
0.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted weighted average outstanding common stock and common stock
equivalents assuming conversions |
|
|
262.3 |
|
|
|
256.0 |
|
|
|
256.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share from continuing operations available
to common stockholders |
|
$ |
4.17 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share from continuing operations available
to common stockholders |
|
$ |
4.16 |
|
|
$ |
0.68 |
|
|
$ |
1.49 |
|
|
|
|
|
|
|
|
|
|
|
The following table illustrates the effect on net income and earnings per share data if the
Company had applied the fair value recognition provisions of Statement of Financial Accounting
Standards (SFAS) No. 123, Accounting for Stock-Based Compensation (SFAS 123) to stock-based
employee compensation under the Companys stock-based compensation plans for the years ended 2005
and 2004.
Pro Forma Effect of SFAS 123 on Results
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2005 |
|
|
2004 |
|
(In millions, except per share amounts) |
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
243 |
|
|
$ |
446 |
|
Less: undeclared preferred stock dividend |
|
|
(70 |
) |
|
|
(65 |
) |
|
|
|
|
|
|
|
|
Income from continuing operations available to common
stockholders |
|
|
173 |
|
|
|
381 |
|
|
Income (loss) from discontinued operations, net of tax |
|
|
21 |
|
|
|
(21 |
) |
|
|
|
|
|
|
|
|
Net income available to common stockholders |
|
|
194 |
|
|
|
360 |
|
|
Less: Total stock-based compensation cost determined
under the fair value method, net of tax |
|
|
(2 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
|
|
Pro forma net income available to common stockholders |
|
$ |
192 |
|
|
$ |
358 |
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share, as reported |
|
$ |
0.76 |
|
|
$ |
1.40 |
|
|
|
|
|
|
|
|
|
Basic and diluted earnings per share, pro forma |
|
$ |
0.75 |
|
|
$ |
1.39 |
|
|
|
|
|
|
|
|
Supplementary Cash Flow Information
Cash payments made for interest were $109 million, $139 million and $123 million for the years
ended December 31, 2006, 2005 and 2004. Cash payments made for federal income taxes were $173
million and $164 million for the years ended December 31, 2006 and 2005. Cash refunds received for
federal income taxes amounted to $627 million for the year ended December 31, 2004.
Accounting Pronouncements
In May of 2005, the FASB issued SFAS No. 154, Accounting Changes and Error Correction (SFAS
154). This standard is a replacement of Accounting Policy Board Opinion No. 20, Accounting
Changes, and FASB Standard No. 3, Reporting Accounting Changes in Interim Financial
Statements. Under the new standard, any voluntary changes in accounting principles should be
adopted via a retrospective application of the accounting principle in the financial statements
presented in addition to obtaining an opinion from the auditors that the new principle is
77
preferred. In addition, adoption of a change in accounting principle required by the issuance of a
new accounting standard would also require retroactive restatement, unless the new standard
includes explicit transition guidelines. SFAS 154 was effective for fiscal years beginning after
December 15, 2005 and was adopted by the Company as of January 1, 2006. Adoption of SFAS 154 did
not have an impact on the results of operations or equity of the Company.
In November of 2005, the FASB issued FASB Staff Position (FSP) No. 115-1 and FAS 124-1, The
Meaning of Other-Than-Temporary Impairment and its Application to Certain Investments (FSP
115-1), as applicable to debt and equity securities that are within the scope of SFAS No. 115,
Accounting for Certain Investments in Debt and Equity Securities (SFAS 115) and equity
securities that are accounted for using the cost method specified in Accounting Principles Board
Opinion No. 18, The Equity Method of Accounting for Investments in Common Stock. FSP 115-1
nullified certain requirements of The Emerging Issues Task Force Issue No. 03-1, The Meaning of
Other-Than-Temporary Impairment and its Application to Certain Investments (EITF 03-1), which
provided guidance on determining whether an impairment is other-than-temporary. FSP 115-1 replaced
guidance set forth in EITF 03-1 with references to existing other-than-temporary impairment
guidance and clarified that an investor should recognize an impairment loss no later than when the
impairment is deemed other-than-temporary, even if a decision to sell has not been made. FSP 115-1
carried forward the requirements in EITF 03-1 regarding required disclosures in the financial
statements and requires additional disclosure related to factors considered in reaching the
conclusion that the impairment is not other-than-temporary. In addition, in periods subsequent to
the recognition of an other-than-temporary impairment loss for debt securities, the discount or
reduced premium would be amortized over the remaining life of the security based on future
estimated cash flows. FSP 115-1 was effective for reporting periods beginning after December 15,
2005 and was adopted by the Company as of January 1, 2006. Adoption of this standard increased
income by approximately $3 million for the year ended December 31, 2006 related to the amortization
of discount or reduced premium resulting from previously impaired securities. The Company has
included the required additional disclosures in Note B.
In December of 2004, the FASB issued SFAS No. 123 (revised 2004), Share-Based Payment (SFAS
123R), that amends SFAS 123, as originally issued in May of 1995. SFAS 123R addresses the
accounting for share-based payment transactions in which an enterprise receives employee services
in exchange for (a) equity instruments of the enterprise or (b) liabilities that are based on the
fair value of the enterprises equity instruments or that may be settled by the issuance of such
equity instruments. SFAS 123R supercedes Accounting Principles Board Opinion No. 25,
Accounting for Stock Issued to Employees (APB 25). After the effective date of this
standard, entities are not permitted to use the intrinsic value method specified in APB 25 to
measure compensation expense and generally are required to measure compensation expense using a
fair-value based method. The Company applied the modified prospective transition method. The
modified prospective method requires a company to (a) record compensation expense for all awards it
grants, modifies, repurchases or cancels after the date it adopts the standard and (b) record
compensation expense for the unvested portion of previously granted awards that remain outstanding
at the date of adoption. SFAS 123R was effective for the Company as of January 1, 2006. The
Company applied the alternative transition method in calculating its pool of excess tax benefits
available to absorb future tax deficiencies as provided by FSP FAS 123(R)-3, Transition
Election Related to Accounting for the Tax Effects of Share-Based Payment Awards. Adoption of
SFAS 123R decreased net income by $2 million for the year ended December 31, 2006. Prior to 2006,
the Company applied the intrinsic value method under APB 25, and related interpretations, in
accounting for its stock-based compensation plan. Under the recognition and measurement principles
of APB 25, no stock-based compensation cost was recognized, as the exercise price of the granted
options equaled the market price of the underlying stock at the grant date.
In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit
Pension and Other Postretirement Plans (an amendment of FASB Statements No. 87, 88, 106 and
132(R)) (SFAS 158). SFAS 158 requires a company who sponsors one or more single-employer
defined benefit plans to recognize the overfunded or underfunded status of a defined benefit
postretirement plan as an asset or liability in its statement of financial position and to
recognize changes in that funded status in the year in which the changes occur through
comprehensive income. SFAS 158 requires a company to measure benefit plan assets and obligations
as of the date of the companys fiscal year-end statement of financial position. SFAS 158 also
requires a company to disclose in the notes to financial statements additional information about
certain effects on net periodic benefit cost for the next fiscal year that arise from delayed
recognition of the gains or losses, prior service costs or credits, and transition asset or
obligation. The requirement to recognize the funded status of a benefit plan and the disclosure
requirements were adopted by the Company as of December 31, 2006. The requirement to measure plan
assets and benefit
78
obligations as of the date of the fiscal year-end statement of financial position is effective for
fiscal years ending after December 15, 2008. Adoption of SFAS 158 decreased equity by $46 million
at December 31, 2006. The Company has included the required additional disclosures in Note J.
In September 2006, the Securities and Exchange Commission (SEC) issued Staff Accounting
Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements when Quantifying
Misstatements in Current Year Financial Statements (SAB 108). SAB 108 requires registrants to
use a dual approach to include both a balance sheet approach and an income statement approach when
quantifying and evaluating the materiality of a misstatement in a companys financial statements
and the related financial statement disclosures. If either approach results in quantifying a
misstatement that is material, then a registrant shall adjust the financial statements. SAB 108
provides transition guidance for correcting errors existing in prior years. SAB 108 does not
change the requirements for the correction of an error discovered in prior year financial
statements. Errors discovered in prior year financial statements shall continue to be accounted
for in accordance with SFAS No. 154, Accounting Changes and Error Correction. SAB 108 was
adopted by the Company as of December 31, 2006. Adoption of SAB 108 did not have an impact on the
results of operations or financial condition of the Company.
In March 2006, the FASB issued FSP No. 85-4-1, Accounting for Life Settlement Contracts by
Third-Party Investors (FSP 85-4-1). A life settlement contract for purposes of FSP 85-4-1 is a
contract between the owner of a life insurance policy (the policy owner) and a third-party investor
(investor). The previous accounting guidance, FASB Technical Bulletin No. 85-4, Accounting for
Purchases of Life Insurance (FTB 85-4), required the purchaser of life insurance contracts to
account for the life insurance contract at its cash surrender value. Because life insurance
contracts are purchased in the secondary market at amounts in excess of the policies cash
surrender values, the application of guidance in FTB 85-4 created a loss upon acquisition of the
policy. FSP 85-4-1 provides initial and subsequent measurement guidance and financial statement
presentation and disclosure guidance for investments by third-party investors in life settlement
contracts. FSP 85-4-1 allows an investor to elect to account for its investments in life
settlement contracts using either the investment method or the fair value method. The election
shall be made on an instrument-by-instrument basis and is irrevocable. FSP 85-4-1 is effective for
fiscal years beginning after June 15, 2006. The Company has elected to account for its investment
in life settlement contracts using the fair value method and the initial expected impact upon
adoption under the fair value method will be an increase to retained earnings as of January 1, 2007
of approximately $38 million.
In July 2006, FASB issued FIN No. 48, Accounting for Uncertainty in Income Taxes an
interpretation of FASB Statement No. 109 (FIN 48). FIN 48 prescribes a comprehensive model for
how a company should recognize, measure, present and disclose in its financial statements uncertain
tax positions that the company has taken or expects to take on a tax return. FIN 48 states that a
tax benefit from an uncertain position may be recognized only if it is more likely than not that
the position is sustainable, based on its technical merits. The tax benefit of a qualifying
position is the largest amount of tax benefit that is greater than 50 percent likely of being
realized upon ultimate settlement with a taxing authority having full knowledge of all relevant
information. FIN 48 is effective for fiscal years beginning after December 15, 2006. The impact
on retained earnings as of January 1, 2007 from the adoption of FIN 48 is expected to be
approximately $5 million.
79
Note B. Investments
The significant components of net investment income are presented in the following table.
Net Investment Income
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
$ |
1,842 |
|
|
$ |
1,608 |
|
|
$ |
1,571 |
|
Short term investments |
|
|
248 |
|
|
|
147 |
|
|
|
56 |
|
Limited partnerships |
|
|
288 |
|
|
|
254 |
|
|
|
212 |
|
Equity securities |
|
|
23 |
|
|
|
25 |
|
|
|
14 |
|
Income from trading portfolio (a) |
|
|
103 |
|
|
|
47 |
|
|
|
110 |
|
Interest on funds withheld and other deposits |
|
|
(68 |
) |
|
|
(166 |
) |
|
|
(261 |
) |
Other |
|
|
18 |
|
|
|
20 |
|
|
|
18 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross investment income |
|
|
2,454 |
|
|
|
1,935 |
|
|
|
1,720 |
|
Investment expenses |
|
|
(42 |
) |
|
|
(43 |
) |
|
|
(40 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
$ |
2,412 |
|
|
$ |
1,892 |
|
|
$ |
1,680 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
There was no change in net unrealized gains (losses) on trading securities included in
net investment income for the year ended December 31, 2006. The change in net unrealized
gains (losses) on trading securities included in net investment income was $(7) million and
$2 million for the years ended December 31, 2005 and 2004. |
80
Net realized investment gains (losses) and net change in unrealized appreciation
(depreciation) in investments were as follows:
Net Investment Appreciation
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net realized investment gains (losses): |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains |
|
$ |
382 |
|
|
$ |
361 |
|
|
$ |
704 |
|
Gross realized losses |
|
|
(377 |
) |
|
|
(451 |
) |
|
|
(457 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) on fixed maturity securities |
|
|
5 |
|
|
|
(90 |
) |
|
|
247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains |
|
|
24 |
|
|
|
73 |
|
|
|
225 |
|
Gross realized losses |
|
|
(8 |
) |
|
|
(35 |
) |
|
|
(23 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains on equity securities |
|
|
16 |
|
|
|
38 |
|
|
|
202 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other, including disposition of businesses net of participating
policyholders interest |
|
|
66 |
|
|
|
39 |
|
|
|
(688 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized investment gains (losses) before allocation to participating
policyholders and minority interests |
|
|
87 |
|
|
|
(13 |
) |
|
|
(239 |
) |
Allocation to participating policyholders and minority interests |
|
|
(1 |
) |
|
|
3 |
|
|
|
(9 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized investment gains (losses) |
|
|
86 |
|
|
|
(10 |
) |
|
|
(248 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in unrealized appreciation (depreciation) in general account investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
98 |
|
|
|
(443 |
) |
|
|
(53 |
) |
Equity securities |
|
|
78 |
|
|
|
34 |
|
|
|
(98 |
) |
Other |
|
|
2 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net change in unrealized appreciation (depreciation) in general account
investments |
|
|
178 |
|
|
|
(410 |
) |
|
|
(151 |
) |
Net change in unrealized depreciation on other |
|
|
(10 |
) |
|
|
(12 |
) |
|
|
(70 |
) |
Allocation to participating policyholders and minority interests |
|
|
4 |
|
|
|
18 |
|
|
|
19 |
|
Deferred income tax (expense) benefit |
|
|
(58 |
) |
|
|
158 |
|
|
|
55 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in unrealized appreciation (depreciation) in investments |
|
|
114 |
|
|
|
(246 |
) |
|
|
(147 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized gains (losses) and change in unrealized appreciation (depreciation) in
investments |
|
$ |
200 |
|
|
$ |
(256 |
) |
|
$ |
(395 |
) |
|
|
|
|
|
|
|
|
|
|
Investment securities are exposed to various risks, such as interest rate, market and credit.
Due to the level of risk associated with certain investment securities and the level of uncertainty
related to changes in the value of investment securities, it is possible that changes in these risk
factors in the near term could have an adverse material impact on the Companys results of
operations or equity.
The Companys investment policies emphasize high credit quality and diversification by industry,
issuer and issue. Assets supporting interest rate sensitive liabilities are segmented within the
general account to facilitate asset/liability duration management.
Realized investment losses included $173 million, $107 million and $93 million of
other-than-temporary impairment (OTTI) losses for the years ended December 31, 2006, 2005 and 2004.
The 2006, 2005 and 2004 OTTI losses were recorded across various sectors. The increase in OTTI
losses for 2006 was primarily driven by an increase in interest rate related OTTI losses on
securities for which the Company did not assert an intent to hold until an anticipated recovery in
value. The 2005 and 2004 OTTI losses included $34 million and $56 million related to loans made
under a credit facility to a national contractor, that are classified as fixed maturity securities.
See Note S for additional information on loans to the national contractor.
81
The following tables provide a summary of fixed maturity and equity securities investments.
Summary of Fixed Maturity and Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost or |
|
|
Gross |
|
|
Gross Unrealized Losses |
|
|
Estimated |
|
|
|
Amortized |
|
|
Unrealized |
|
|
Less than |
|
|
Greater than |
|
|
Fair |
|
December 31, 2006 |
|
Cost |
|
|
Gains |
|
|
12 Months |
|
|
12 Months |
|
|
Value |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury securities and obligations of
government agencies |
|
$ |
5,056 |
|
|
$ |
86 |
|
|
$ |
3 |
|
|
$ |
1 |
|
|
$ |
5,138 |
|
Asset-backed securities |
|
|
13,821 |
|
|
|
28 |
|
|
|
20 |
|
|
|
152 |
|
|
|
13,677 |
|
States, municipalities and political
subdivisions tax-exempt |
|
|
4,915 |
|
|
|
237 |
|
|
|
1 |
|
|
|
5 |
|
|
|
5,146 |
|
Corporate securities |
|
|
6,811 |
|
|
|
338 |
|
|
|
8 |
|
|
|
9 |
|
|
|
7,132 |
|
Other debt securities |
|
|
3,443 |
|
|
|
207 |
|
|
|
7 |
|
|
|
1 |
|
|
|
3,642 |
|
Redeemable preferred stock |
|
|
885 |
|
|
|
28 |
|
|
|
1 |
|
|
|
|
|
|
|
912 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities available-for-sale |
|
|
34,931 |
|
|
|
924 |
|
|
|
40 |
|
|
|
168 |
|
|
|
35,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities trading |
|
|
204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock |
|
|
214 |
|
|
|
239 |
|
|
|
1 |
|
|
|
|
|
|
|
452 |
|
Preferred stock |
|
|
134 |
|
|
|
11 |
|
|
|
|
|
|
|
|
|
|
|
145 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities available-for-sale |
|
|
348 |
|
|
|
250 |
|
|
|
1 |
|
|
|
|
|
|
|
597 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities trading |
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
35,543 |
|
|
$ |
1,174 |
|
|
$ |
41 |
|
|
$ |
168 |
|
|
$ |
36,508 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
82
Summary of Fixed Maturity and Equity Securities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cost or |
|
|
Gross |
|
|
Gross Unrealized Losses |
|
|
Estimated |
|
|
|
Amortized |
|
|
Unrealized |
|
|
Less than |
|
|
Greater than |
|
|
Fair |
|
December 31, 2005 |
|
Cost |
|
|
Gains |
|
|
12 Months |
|
|
12 Months |
|
|
Value |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Treasury securities and obligations of
government agencies |
|
$ |
1,355 |
|
|
$ |
119 |
|
|
$ |
4 |
|
|
$ |
1 |
|
|
$ |
1,469 |
|
Asset-backed securities |
|
|
12,986 |
|
|
|
43 |
|
|
|
137 |
|
|
|
33 |
|
|
|
12,859 |
|
States, municipalities and political
subdivisions tax-exempt |
|
|
9,054 |
|
|
|
193 |
|
|
|
31 |
|
|
|
7 |
|
|
|
9,209 |
|
Corporate securities |
|
|
5,906 |
|
|
|
322 |
|
|
|
52 |
|
|
|
11 |
|
|
|
6,165 |
|
Other debt securities |
|
|
2,830 |
|
|
|
234 |
|
|
|
18 |
|
|
|
2 |
|
|
|
3,044 |
|
Redeemable preferred stock |
|
|
213 |
|
|
|
4 |
|
|
|
|
|
|
|
1 |
|
|
|
216 |
|
Options embedded in convertible debt securities |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities available-for-sale |
|
|
32,345 |
|
|
|
915 |
|
|
|
242 |
|
|
|
55 |
|
|
|
32,963 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities trading |
|
|
271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common stock |
|
|
140 |
|
|
|
150 |
|
|
|
1 |
|
|
|
|
|
|
|
289 |
|
Preferred stock |
|
|
322 |
|
|
|
22 |
|
|
|
1 |
|
|
|
|
|
|
|
343 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities available-for-sale |
|
|
462 |
|
|
|
172 |
|
|
|
2 |
|
|
|
|
|
|
|
632 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities trading |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
33,127 |
|
|
$ |
1,087 |
|
|
$ |
244 |
|
|
$ |
55 |
|
|
$ |
33,915 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
83
The following table summarizes fixed maturity and equity securities in an unrealized loss
position at December 31, 2006 and 2005, the aggregate fair value and gross unrealized loss by
length of time those securities have been continuously in an unrealized loss position.
Unrealized Loss Aging
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2006 |
|
|
December 31, 2005 |
|
|
|
|
|
|
|
Gross |
|
|
|
|
|
|
Gross |
|
|
|
Estimated |
|
|
Unrealized |
|
|
Estimated |
|
|
Unrealized |
|
|
|
Fair Value |
|
|
Loss |
|
|
Fair Value |
|
|
Loss |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment grade: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0-6 months |
|
$ |
9,829 |
|
|
$ |
24 |
|
|
$ |
9,976 |
|
|
$ |
142 |
|
7-12 months |
|
|
1,267 |
|
|
|
12 |
|
|
|
2,739 |
|
|
|
61 |
|
13-24 months |
|
|
5,248 |
|
|
|
127 |
|
|
|
1,400 |
|
|
|
45 |
|
Greater than 24 months |
|
|
1,022 |
|
|
|
41 |
|
|
|
219 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investment grade |
|
|
17,366 |
|
|
|
204 |
|
|
|
14,334 |
|
|
|
255 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-investment grade: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0-6 months |
|
|
509 |
|
|
|
2 |
|
|
|
632 |
|
|
|
29 |
|
7-12 months |
|
|
87 |
|
|
|
2 |
|
|
|
118 |
|
|
|
10 |
|
13-24 months |
|
|
24 |
|
|
|
|
|
|
|
122 |
|
|
|
3 |
|
Greater than 24 months |
|
|
2 |
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total non-investment grade |
|
|
622 |
|
|
|
4 |
|
|
|
874 |
|
|
|
42 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities |
|
|
17,988 |
|
|
|
208 |
|
|
|
15,208 |
|
|
|
297 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0-6 months |
|
|
10 |
|
|
|
1 |
|
|
|
49 |
|
|
|
2 |
|
7-12 months |
|
|
1 |
|
|
|
|
|
|
|
1 |
|
|
|
|
|
13-24 months |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Greater than 24 months |
|
|
3 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities |
|
|
14 |
|
|
|
1 |
|
|
|
53 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity and equity securities |
|
$ |
18,002 |
|
|
$ |
209 |
|
|
$ |
15,261 |
|
|
$ |
299 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
An investment is impaired if the fair value of the investment is less than its cost adjusted
for accretion, amortization, previous OTTI and hedging, otherwise defined as an unrealized loss.
When an investment is impaired, the impairment is evaluated to determine whether it is temporary or
other-than-temporary.
A significant judgment in the valuation of investments is the determination of when an OTTI has
occurred. The Company follows a consistent and systematic process for determining and recording an
OTTI. The Company has established a committee responsible for the OTTI process. This committee,
referred to as the Impairment Committee, is made up of three officers appointed by the Companys
Chief Financial Officer. The Impairment Committee is responsible for analyzing watch list
securities on at least a quarterly basis. The watch list includes individual securities that fall
below certain thresholds or that exhibit evidence of OTTI indicators including, but not limited to,
a significant adverse change in the financial condition and near term prospects of the issuer or a
significant adverse change in legal factors, the business climate or credit ratings.
When a security is placed on the watch list, it is monitored for further market value changes and
additional information related to the issuers financial condition. The focus is on objective
evidence that may influence the evaluation of OTTI factors.
The decision to record an OTTI incorporates both quantitative criteria and qualitative information.
The Impairment Committee considers a number of factors including, but not limited to: (a) the
length of time and the extent to which the fair value has been less than book value, (b) the
financial condition and near term prospects of the issuer, (c) the
intent and ability of the Company to retain its investment for a period of time sufficient to allow
for an anticipated
84
recovery in value, (d) whether the debtor is current on interest and principal
payments and (e) general market conditions and industry or sector specific factors.
The Impairment Committees decision to record an OTTI loss is primarily based on whether the
securitys fair value is likely to recover to its book value in light of all of the factors
considered. For securities considered to be OTTI, the security is adjusted to fair value and the
resulting losses are recognized in Realized investment gains (losses) on the Consolidated
Statements of Operations.
At December 31, 2006, the carrying value of the general account fixed maturities was $35,851
million, representing 81% of the total investment portfolio. The net unrealized position
associated with the fixed maturity portfolio included $208 million in gross unrealized losses,
consisting of asset-backed securities which represented 83%, corporate bonds which represented 8%,
municipal securities which represented 3%, and all other fixed maturity securities which
represented 6%. The gross unrealized loss for any single issuer was no greater than 0.1% of the
carrying value of the total general account fixed maturity portfolio. The total fixed maturity
portfolio gross unrealized losses included 1,491 securities which were, in aggregate, approximately
1% below amortized cost.
The gross unrealized losses on equity securities are $1 million, including 105 securities which, in
aggregate, were below cost by approximately 3%.
Given the current facts and circumstances, the Impairment Committee has determined that the
securities presented in the above unrealized gain/loss tables were temporarily impaired when
evaluated at December 31, 2006 or December 31, 2005, and therefore no related realized losses were
recorded. A discussion of some of the factors reviewed in making that determination is presented
below by major security type. The unrealized loss related to any single issuer is not considered
to be significant.
Asset-Backed
Securities
The unrealized losses on the Companys investments in asset-backed securities were caused primarily
by a change in interest rates. This category includes mortgage-backed securities guaranteed by an
agency of the U.S. government. There were 476 agency mortgage-backed pass-through securities and 3
agency collateralized mortgage obligations (CMOs) in an unrealized loss position as of December 31,
2006. The aggregate severity of the unrealized loss on these securities was approximately 3% of
amortized cost. These securities do not tend to be influenced by the credit of the issuer but
rather the characteristics and projected principal payments of the underlying collateral.
The remainder of the holdings in this category are corporate mortgage-backed pass-through, CMOs and
corporate asset-backed structured securities. The holdings in these sectors include 493 securities
in an unrealized loss position with over 92% of these unrealized losses related to securities rated
AAA. The aggregate severity of the unrealized loss was approximately 2% of amortized cost. The
contractual cash flows on the asset-backed structured securities are pass-through but may be
structured into classes of preference. The structured securities held are generally secured by
over collateralization or default protection provided by subordinated tranches. Within this
category, securities subject to EITF Issue No. 99-20, Recognition of Interest Income and
Impairment on Purchased and Retained Beneficial Interests in Securitized Financial Assets (EITF
99-20), are monitored for adverse changes in cash flow projections. If there are adverse changes
in cash flows the amount of accretable yield is prospectively adjusted and an OTTI loss is
recognized. As of December 31, 2006, there was no adverse change in estimated cash flows noted for
the EITF 99-20 securities, which have an aggregate unrealized loss of $9 million and an aggregate
severity of the unrealized loss of approximately 1% of amortized cost.
Because the decline in fair value was primarily attributable to changes in interest rates and not
credit quality and because the Company has the ability and intent to hold those investments until
an anticipated recovery of fair value, which may be maturity, the Company considers these
investments to be temporarily impaired at December 31, 2006.
Corporate
Securities
The Companys portfolio management objective for corporate bonds focuses on sector and issuer
exposures and value analysis within sectors. In order to maximize investment objectives, corporate
bonds are analyzed on a risk adjusted basis compared to other opportunities that are available in
the market. Trading decisions may be made based on an issuer that may be overvalued in the
Companys portfolio compared to a like issuer that may be undervalued in the market. The Company
also monitors issuer exposure and broader industry sector exposures and may reduce exposures based
on its current view of a specific issuer or sector.
85
Of the unrealized losses in this category, approximately 81% relate to securities rated as
investment grade (rated BBB or higher). The total holdings in this category are diversified across
10 industry sectors and 220 securities. The aggregate severity of the unrealized loss was
approximately 1% of amortized cost. Within corporate bonds, the largest industry sectors were
financial and consumer cyclical, which as a percentage of total gross unrealized losses were
approximately 64% and 12% at December 31, 2006. The decline in fair value is primarily
attributable to changes in interest rates and macro conditions in certain sectors that the market
views as temporarily out of favor. Because the decline is not related to specific credit quality
issues, and because the Company has the ability and intent to hold those investments until an
anticipated recovery of fair value, which may be maturity, the Company considers these investments
to be temporarily impaired at December 31, 2006.
The following tables summarize available-for-sale fixed maturity securities by contractual maturity
at December 31, 2006 and 2005. Actual maturities may differ from contractual maturities because
certain securities may be called or prepaid with or without call or prepayment penalties.
Securities not due at a single date are allocated based on weighted average life.
Contractual Maturity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2006 |
|
|
December 31, 2005 |
|
|
|
Cost or |
|
|
Estimated |
|
|
Cost or |
|
|
Estimated |
|
|
|
Amortized |
|
|
Fair |
|
|
Amortized |
|
|
Fair |
|
|
|
Cost |
|
|
Value |
|
|
Cost |
|
|
Value |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Due in one year or less |
|
$ |
1,599 |
|
|
$ |
1,602 |
|
|
$ |
953 |
|
|
$ |
955 |
|
Due after one year through five years |
|
|
13,024 |
|
|
|
13,039 |
|
|
|
11,375 |
|
|
|
11,320 |
|
Due after five years through ten years |
|
|
9,555 |
|
|
|
9,619 |
|
|
|
6,176 |
|
|
|
6,280 |
|
Due after ten years |
|
|
10,753 |
|
|
|
11,387 |
|
|
|
13,841 |
|
|
|
14,408 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
34,931 |
|
|
$ |
35,647 |
|
|
$ |
32,345 |
|
|
$ |
32,963 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The carrying value of fixed maturity investments that did not produce income during 2006 was
$10 million. The carrying value of fixed maturity investments that did not produce income during
2005 was less than $1 million. At December 31, 2006 and 2005, no investments, other than
investments in U.S. government treasury and U.S. government agency securities, respectively,
exceeded 10% of stockholders equity.
Investment Commitments
As of December 31, 2006 and 2005, the Company had committed approximately $109 million and $191
million to future capital calls from various third-party limited partnership investments in
exchange for an ownership interest in the related partnerships.
The Company invests in multiple bank loan participations as part of its overall investment strategy
and has committed to additional future purchases and sales. The purchase and sale of these
investments are recorded on the date that the legal agreements are finalized and cash settlement is
made. As of December 31, 2006 and December 31, 2005, the Company had commitments to purchase $60
million and $82 million and sell $21 million and $12 million of various bank loan participations.
When loan participation purchases are settled and recorded they may contain both funded and
unfunded amounts. An unfunded loan represents an obligation by the Company to provide additional
amounts under the terms of the loan participation. The funded portions are reflected on the
Consolidated Balance Sheets, while any unfunded amounts are not recorded until a draw is made under
the loan facility. As of December 31, 2006 and December 31, 2005, the Company had obligations on
unfunded bank loan participations in the amount of $29 million and $21 million.
Investments on Deposit
The Company may from time to time invest in securities that may be restricted in whole or in part.
As of December 31, 2006 and 2005, the Company did not hold any significant positions in investments
whose sale was restricted.
Cash and securities with carrying values of approximately $2.5 billion and $2.4 billion were
deposited by the Companys insurance subsidiaries under requirements of regulatory authorities as
of December 31, 2006 and 2005.
86
The Companys investments in limited partnerships contain withdrawal provisions that typically
require advanced written notice of up to 90 days for withdrawals. The carrying value of these
investments, reported as a separate line item in the Consolidated Balance Sheets, is $1,852 million
and $1,509 million as of December 31, 2006 and 2005.
Cash and securities with carrying values of approximately $11 million and $13 million were
deposited with financial institutions as collateral for letters of credit as of December 31, 2006
and 2005. In addition, cash and securities were deposited in trusts with financial institutions to
secure reinsurance obligations with various third parties. The carrying values of these deposits
were approximately $327 million and $356 million as of December 31, 2006 and 2005.
Note C. Derivative Financial Instruments
A summary of the aggregate contractual or notional amounts, estimated fair values and recognized
gains (losses) related to derivative financial instruments follows. The contractual or notional
amounts for derivatives are used to calculate the exchange of contractual payments under the
agreements and are not representative of the potential for gain or loss on these instruments.
Derivative Financial Instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Contractual/ |
|
|
Estimated |
|
|
Estimated |
|
|
Net |
|
|
|
Notional |
|
|
Fair Value |
|
|
Fair Value |
|
|
Recognized |
|
As of and for the year ended December 31, 2006 |
|
Amount |
|
|
Asset |
|
|
(Liability) |
|
|
Gains |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Without hedge designation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Swaps |
|
$ |
4,795 |
|
|
$ |
|
|
|
$ |
(30 |
) |
|
$ |
14 |
|
Futures sold, not yet purchased |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
Currency forwards |
|
|
8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity warrants |
|
|
6 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
Options embedded in convertible debt securities |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trading activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Futures purchased |
|
|
722 |
|
|
|
|
|
|
|
(3 |
) |
|
|
65 |
|
Futures sold, not yet purchased |
|
|
79 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Currency forwards |
|
|
25 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account |
|
$ |
5,644 |
|
|
$ |
2 |
|
|
$ |
(33 |
) |
|
$ |
83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate accounts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options written |
|
$ |
1 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total separate accounts |
|
$ |
1 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
87
Derivative Financial Instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
|
Contractual/ |
|
|
Estimated |
|
|
Estimated |
|
|
Recognized |
|
|
|
Notional |
|
|
Fair Value |
|
|
Fair Value |
|
|
Gains |
|
As of and for the year ended December 31, 2005 |
|
Amount |
|
|
Asset |
|
|
(Liability) |
|
|
(Losses) |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General account |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
With hedge designation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Swaps |
|
$ |
265 |
|
|
$ |
|
|
|
$ |
(1 |
) |
|
$ |
(1 |
) |
Without hedge designation |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Swaps |
|
|
756 |
|
|
|
|
|
|
|
(8 |
) |
|
|
46 |
|
Futures sold, not yet purchased |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Currency forwards |
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Equity warrants |
|
|
6 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
Options embedded in convertible debt securities |
|
|
12 |
|
|
|
1 |
|
|
|
|
|
|
|
(33 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Trading activities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Futures purchased |
|
|
1,058 |
|
|
|
|
|
|
|
(4 |
) |
|
|
18 |
|
Futures sold, not yet purchased |
|
|
166 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
Currency forwards |
|
|
59 |
|
|
|
|
|
|
|
(1 |
) |
|
|
(1 |
) |
Commitments to purchase mortgage-backed securities |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Options purchased |
|
|
20 |
|
|
|
|
|
|
|
|
|
|
|
(2 |
) |
Options written |
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total general account |
|
$ |
2,399 |
|
|
$ |
3 |
|
|
$ |
(14 |
) |
|
$ |
35 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate accounts |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options written |
|
$ |
7 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total separate accounts |
|
$ |
7 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options embedded in convertible debt securities are classified as Fixed maturity securities on
the Consolidated Balance Sheets, consistent with the host instruments.
Fair Value Hedges
The Companys hedging activities that are designated as a fair value hedge for accounting purposes
primarily involve hedging interest rate and foreign currency risks on various assets and
liabilities. The Company periodically enters into interest rate swaps to modify the interest rate
exposures of designated invested assets. Changes in the fair value of a derivative that is highly
effective and that is designated and qualifies as a fair-value hedge, along with the changes in the
fair value of the hedged asset that are attributable to the hedged risk, are recorded as Realized
gains (losses) in the Consolidated Statements of Operations. For the year ended December 31,
2005, the Company recognized a net gain of $0.3 million, which represents the ineffective portion
of all fair-value hedges. All components of each derivatives gain or loss were included in the
assessment of hedge effectiveness. There was no gain or loss on the ineffective portion of fair
value hedges for the years ended December 31, 2006 and 2004, because the Company did not designate
any derivatives as fair value hedges in those years.
Cash Flow Hedges
The Company entered into one transaction that was designated as a cash flow hedge for accounting
purposes, hedging interest rate risk on the forecasted payment of interest resulting from the
issuance of fixed rate debt obligations during 2004. Ineffectiveness resulting from this hedge was
recorded in realized gains or losses and was insignificant. For cash flow hedges of this type,
gains and losses on derivative contracts that are reclassified from Accumulated other comprehensive
income to current period earnings are included as part of the interest cost over the forecasted
life of the debt. The cash flow hedge resulted in a loss of $4 million which was recorded in
Accumulated other comprehensive income at December 31, 2004. The Company reclassified $0.3 million
and $0.3 million of the deferred net loss recorded in Accumulated other comprehensive income into
earnings during 2006 and 2005. The Company did not enter into any transaction that was designated as a cash flow hedge during 2006 or
2005. The
88
Company expects that $0.3 million of the deferred net loss recorded in Accumulated other
comprehensive income will be reclassified into earnings during 2007.
Derivative Activity Without Hedge Designations
The Companys derivative activities that are not designated as a hedge for accounting purposes
primarily involve hedging interest rate, foreign currency and credit rate risks on various assets
as part of its overall portfolio management strategy. This activity may include entering into
interest rate swaps, credit default swaps, currency forwards and commitments to purchase
securities. It may also include buying or selling interest rate futures and options and purchasing
warrants. These products are entered into as part of a macro hedging strategy and while they may
be linked to specific assets or a pool of assets, the Company does not seek hedge accounting
treatment on them.
Trading Activities
The Companys derivative trading activities are associated with one of its consolidated separate
accounts in which all investments are held for trading purposes. The derivatives segregated in
this separate account are carried at fair value with the gains and losses included within net
investment income. The Company is exposed to equity price risk in this separate account associated
with its indexed group annuity contracts. The Company purchases Standard and Poors 500® (S&P500®)
index futures contracts in a notional amount equal to the contract holders liability. Other
derivatives held in the separate account may include currency forwards, interest rate futures,
options written and purchased and forward purchase commitments, among others.
Separate Accounts
The results of the Companys Separate Account derivative trading activity is included within Other
revenues in the Consolidated Statements of Operations. The Company utilizes written options to
enhance income in separate accounts.
Note D. Financial Instruments
In the normal course of business, the Company invests in various financial assets, incurs various
financial liabilities and enters into agreements involving derivative securities.
Fair values are disclosed for all financial instruments for which it is practicable to estimate
fair value, whether or not such values are recognized in the Consolidated Balance Sheets.
Management attempts to obtain quoted market prices for these disclosures. Where quoted market
prices are not available, fair values are estimated using present value or other valuation
techniques. These techniques are significantly affected by managements assumptions, including
discount rates and estimates of future cash flows. Potential taxes and other transaction costs
have not been considered in estimating fair values. The estimates presented herein are not
necessarily indicative of the amounts that CNA would realize in a current market exchange.
Non-financial instruments such as real estate, deferred acquisition costs, property and equipment,
deferred income taxes and intangibles, and certain financial instruments such as insurance reserves
and leases are excluded from the fair value disclosures. Therefore, the fair value amounts cannot
be aggregated to determine the underlying economic value of the Company.
The carrying amounts reported on the Consolidated Balance Sheets for Cash, Short term investments,
Accrued investment income, Receivables for securities sold, Federal income taxes
recoverable/payable, Collateral on loaned securities, Payables for securities purchased, and
certain other assets and other liabilities approximate fair value because of the short term nature
of these items. These assets and liabilities are not listed in the following tables.
The following methods and assumptions were used by CNA in estimating the fair value of financial
assets and liabilities.
The fair values of fixed maturity and equity securities were based on quoted market prices, where
available. For securities not actively traded, fair values were estimated using values obtained
from independent pricing services or quoted market prices of comparable instruments.
The fair value of limited partnership investments represents CNAs equity in the partnerships net
assets as determined by the General Partner. Valuation techniques to determine fair value of other
invested assets and other
89
separate account business assets consisted of discounting cash flows,
obtaining quoted market prices of the investments and comparing the investments to similar
instruments or to the underlying assets of the investments.
The fair values of notes receivable for the issuance of common stock were estimated using
discounted cash flows utilizing interest rates currently offered for obligations securitized with
similar collateral.
Premium deposits and annuity contracts were valued based on cash surrender values, estimated fair
values or policyholder liabilities, net of amounts ceded related to sold business.
CNAFs senior notes and debentures were valued based on quoted market prices. The fair value for
other long term debt was estimated using discounted cash flows based on current incremental
borrowing rates for similar borrowing arrangements.
The carrying amount and estimated fair value of the Companys financial instrument assets and
liabilities are listed in the table below. Additional detail related to derivative financial
instruments is also provided in Note C.
Financial Assets and Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
|
|
|
|
|
Estimated |
|
|
|
|
|
Estimated |
|
|
Carrying |
|
Fair |
|
Carrying |
|
Fair |
December 31 |
|
Amount |
|
Value |
|
Amount |
|
Value |
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial assets |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
$ |
35,851 |
|
|
$ |
35,851 |
|
|
$ |
33,234 |
|
|
$ |
33,234 |
|
Equity securities |
|
|
657 |
|
|
|
657 |
|
|
|
681 |
|
|
|
681 |
|
Limited partnership investments |
|
|
1,852 |
|
|
|
1,852 |
|
|
|
1,509 |
|
|
|
1,509 |
|
Other invested assets |
|
|
12 |
|
|
|
12 |
|
|
|
3 |
|
|
|
3 |
|
Separate account business: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
434 |
|
|
|
434 |
|
|
|
466 |
|
|
|
466 |
|
Equity securities |
|
|
41 |
|
|
|
41 |
|
|
|
44 |
|
|
|
44 |
|
Notes receivable for the issuance of common stock |
|
|
58 |
|
|
|
56 |
|
|
|
59 |
|
|
|
59 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financial liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premium deposits and annuity contracts |
|
$ |
898 |
|
|
$ |
899 |
|
|
$ |
1,363 |
|
|
$ |
1,359 |
|
Long term debt |
|
|
2,156 |
|
|
|
2,240 |
|
|
|
1,438 |
|
|
|
1,507 |
|
Short term debt |
|
|
|
|
|
|
|
|
|
|
252 |
|
|
|
252 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Separate account business: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Variable separate accounts |
|
|
52 |
|
|
|
52 |
|
|
|
53 |
|
|
|
53 |
|
Other |
|
|
448 |
|
|
|
448 |
|
|
|
491 |
|
|
|
491 |
|
Note E. Income Taxes
CNA and its eligible subsidiaries (CNA Tax Group) are included in the consolidated federal income
tax return of Loews and its eligible subsidiaries. Loews and CNA have agreed that for each taxable
year, CNA will 1) be paid by Loews the amount, if any, by which the Loews consolidated federal
income tax liability is reduced by virtue of the inclusion of the CNA Tax Group in the Loews
consolidated federal income tax return, or 2) pay to Loews an amount, if any, equal to the federal
income tax that would have been payable by the CNA Tax Group filing a separate consolidated tax
return. In the event that Loews should have a net operating loss in the future computed on the
basis of filing a separate consolidated tax return without the CNA Tax Group, CNA may be required
to repay tax recoveries previously received from Loews. This agreement may be canceled by either
party upon 30 days written notice.
For the years ended December 31, 2006 and 2005, CNA paid Loews $120 million and $146 million
related to federal income taxes. CNAs consolidated federal income taxes payable at December 31,
2006 reflects a $38 million payable to Loews and a $2 million payable related to affiliates less
than 80% owned. At December 31, 2005, CNAs consolidated federal income taxes recoverable included a $68 million recoverable from
Loews and a $6 million payable related to affiliates less than 80% owned which settle their income
taxes directly with the Internal Revenue Service (IRS).
90
The Loews consolidated federal income tax returns for 2002 through 2004 have been settled with the
IRS, including related carryback claims for refund which were approved by the Joint Committee on
Taxation in 2006. As a result, the Company recorded a federal income tax benefit of $10 million,
including a $7 million tax benefit related to Discontinued Operations, resulting primarily from the
release of federal income tax reserves, and net refund interest of $2 million, net of tax, in 2006.
In 2006, the Company received from Loews $63 million related to the net tax settlement for the
2002-2004 tax returns and $4 million related to net refund interest. In 2005, the Company paid
Loews $37 million related to the net tax deficiency for the 1998-2001 tax returns and received from
Loews $121 million related to net refund interest.
In 2005, the Loews consolidated federal income tax returns were settled with the IRS through 2001,
as the tax returns for 1998-2001, including related carryback claims and prior claims for refund,
were approved by the Joint Committee on Taxation. As a result, the Company recorded a federal
income tax benefit of $36 million and net refund interest of $79 million, net of tax, in 2005. The
tax benefit related primarily to the release of federal income tax reserves. The net refund
interest was included in Other revenues on the Consolidated Statements of Operations for the years
ended December 31, 2006 and 2005, and was reflected in the Corporate and Other Non-Core segment.
The federal income tax return for 2005 is currently under examination by the IRS. The Company
believes the outcome of this examination will not have a material effect on the financial condition
or results of operations of the Company.
For 2007, the IRS has invited Loews and the Company to participate in the Compliance Assurance
Process (CAP) which is a voluntary program for a limited number of large corporations. Under CAP,
the IRS conducts a real-time audit and works contemporaneously with the Company to resolve any
issues prior to the filing of the 2007 tax return. Loews and the Company have agreed to
participate. The Company believes that this approach should reduce tax-related uncertainties, if
any.
A reconciliation between CNAs federal income tax (expense) benefit at statutory rates and the
recorded income tax (expense) benefit, after giving effect to minority interest, but before giving
effect to discontinued operations, is as follows:
Tax Reconciliation
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Income tax expense at statutory rates |
|
$ |
(577 |
) |
|
$ |
(57 |
) |
|
$ |
(176 |
) |
Tax benefit from tax exempt income |
|
|
75 |
|
|
|
116 |
|
|
|
111 |
|
Other tax benefits, including IRS settlements |
|
|
33 |
|
|
|
46 |
|
|
|
34 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effective income tax (expense) benefit |
|
$ |
(469 |
) |
|
$ |
105 |
|
|
$ |
(31 |
) |
|
|
|
|
|
|
|
|
|
|
Provision has been made for the expected U.S. federal income tax liabilities applicable to
undistributed earnings of subsidiaries, except for certain subsidiaries for which the Company
intends to invest the undistributed earnings indefinitely, or recover such undistributed earnings
tax-free. At December 31, 2006, the Company has not provided deferred taxes of $104 million, if
sold through a taxable sale, on $297 million of undistributed earnings related to a domestic
affiliate. Additionally, at December 31, 2006, the Company has not provided deferred taxes of $32
million on $92 million of undistributed earnings related to a foreign subsidiary.
The current and deferred components of CNAs income tax (expense) benefit, excluding taxes on
discontinued operations, are as follows:
Current and Deferred Taxes
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Current tax (expense) benefit |
|
$ |
(296 |
) |
|
$ |
(115 |
) |
|
$ |
6 |
|
Deferred tax (expense) benefit |
|
|
(173 |
) |
|
|
220 |
|
|
|
(37 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income tax (expense) benefit |
|
$ |
(469 |
) |
|
$ |
105 |
|
|
$ |
(31 |
) |
|
|
|
|
|
|
|
|
|
|
91
The deferred tax effects of the significant components of CNAs deferred tax assets and
liabilities are set forth in the table below:
Components of Net Deferred Tax Asset
|
|
|
|
|
|
|
|
|
December 31 |
|
|
|
|
|
|
(In millions) |
|
2006 |
|
|
2005 |
|
Deferred Tax Assets: |
|
|
|
|
|
|
|
|
Insurance reserves: |
|
|
|
|
|
|
|
|
Property and casualty claim and claim adjustment expense reserves |
|
$ |
775 |
|
|
$ |
807 |
|
Unearned premium reserves |
|
|
245 |
|
|
|
232 |
|
Life reserves |
|
|
132 |
|
|
|
187 |
|
Other insurance reserves |
|
|
26 |
|
|
|
24 |
|
Receivables |
|
|
248 |
|
|
|
292 |
|
Employee benefits |
|
|
187 |
|
|
|
214 |
|
Life settlement contracts |
|
|
102 |
|
|
|
102 |
|
Investment valuation differences |
|
|
93 |
|
|
|
130 |
|
Net operating loss carried forward |
|
|
23 |
|
|
|
38 |
|
Other assets |
|
|
171 |
|
|
|
194 |
|
|
|
|
|
|
|
|
Gross deferred tax assets |
|
|
2,002 |
|
|
|
2,220 |
|
Valuation allowance |
|
|
|
|
|
|
(30 |
) |
|
|
|
|
|
|
|
Deferred tax assets after valuation allowance |
|
|
2,002 |
|
|
|
2,190 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred Tax Liabilities: |
|
|
|
|
|
|
|
|
Deferred acquisition costs |
|
|
648 |
|
|
|
651 |
|
Net unrealized gains |
|
|
340 |
|
|
|
274 |
|
Foreign and other affiliate(s) |
|
|
11 |
|
|
|
15 |
|
Other liabilities |
|
|
148 |
|
|
|
145 |
|
|
|
|
|
|
|
|
Gross deferred tax liabilities |
|
|
1,147 |
|
|
|
1,085 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net deferred tax asset |
|
$ |
855 |
|
|
$ |
1,105 |
|
|
|
|
|
|
|
|
At December 31, 2005, a valuation allowance of $30 million related to certain foreign
subsidiaries remained outstanding, due to uncertainty in the ability of the foreign subsidiaries to
generate sufficient future income. During 2006, the Company reconsidered the need for this
allowance in light of recent earnings levels and anticipated future earnings and determined the
allowance was no longer required. Therefore, the allowance was released in 2006. Although
realization of deferred tax assets is not assured, management believes it is more likely than not
that the recognized net deferred tax asset will be realized through future earnings, including but
not limited to future income from continuing operations, reversal of existing temporary
differences, and available tax planning strategies.
Note F. Claim and Claim Adjustment Expense Reserves
CNAs property and casualty insurance claim and claim adjustment expense reserves represent the
estimated amounts necessary to settle all outstanding claims, including claims that are incurred
but not reported (IBNR) as of the reporting date. The Companys reserve projections are based
primarily on detailed analysis of the facts in each case, CNAs experience with similar cases and
various historical development patterns. Consideration is given to such historical patterns as
field reserving trends and claims settlement practices, loss payments, pending levels of unpaid
claims and product mix, as well as court decisions, economic conditions and public attitudes. All
of these factors can affect the estimation of claim and claim adjustment expense reserves.
Establishing claim and claim adjustment expense reserves, including claim and claim adjustment
expense reserves for catastrophic events that have occurred, is an estimation process. Many
factors can ultimately affect the final settlement of a claim and, therefore, the necessary
reserve. Changes in the law, results of litigation, medical costs, the cost of repair materials
and labor rates can all affect ultimate claim costs. In addition, time can be a critical part of
reserving determinations since the longer the span between the incidence of a loss and the payment
or settlement of the claim, the more variable the ultimate settlement amount can be. Accordingly,
short-tail claims, such as property damage claims, tend to be more reasonably estimable than
long-tail claims, such as general liability and professional liability claims. Adjustments to
prior year reserve estimates, if necessary, are reflected in the results of operations in the
period that the need for such adjustments is determined.
92
Catastrophes are an inherent risk of the property and casualty insurance business and have
contributed to material period-to-period fluctuations in the Companys results of operations and/or
equity. Catastrophe losses, net of reinsurance, were $59 million, $493 million and $278 million
for the years ended December 31, 2006, 2005 and 2004. The catastrophe losses in 2005 related
primarily to Hurricanes Katrina, Wilma, Rita, Dennis and Ophelia. The catastrophe losses in 2004
related primarily to Hurricanes Charley, Frances, Ivan and Jeanne. There can be no assurance that
CNAs ultimate cost for these catastrophes will not exceed current estimates.
Commercial catastrophe losses, gross of reinsurance, were $59 million, $976 million and $308
million for the years ended December 31, 2006, 2005 and 2004. See the Reinsurance section of the
MD&A included in Item 7 for further discussion of the Companys catastrophe reinsurance program.
The table below provides a reconciliation between beginning and ending claim and claim adjustment
expense reserves, including claim and claim adjustment expense reserves of the life company(ies).
Reconciliation of Claim and Claim Adjustment Expense Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
As of and for the years ended December 31 |
|
|
|
|
|
|
|
|
|
(In millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Reserves, beginning of year: |
|
|
|
|
|
|
|
|
|
|
|
|
Gross |
|
$ |
30,938 |
|
|
$ |
31,523 |
|
|
$ |
31,732 |
|
Ceded |
|
|
10,605 |
|
|
|
13,879 |
|
|
|
14,066 |
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves, beginning of year |
|
|
20,333 |
|
|
|
17,644 |
|
|
|
17,666 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reduction of net reserves (a) |
|
|
|
|
|
|
|
|
|
|
(42 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net incurred claim and claim adjustment expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Provision for insured events of current year |
|
|
4,840 |
|
|
|
5,516 |
|
|
|
6,062 |
|
Increase in provision for insured events of prior years |
|
|
361 |
|
|
|
1,100 |
|
|
|
240 |
|
Amortization of discount |
|
|
121 |
|
|
|
115 |
|
|
|
135 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net incurred (b) |
|
|
5,322 |
|
|
|
6,731 |
|
|
|
6,437 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net payments attributable to: |
|
|
|
|
|
|
|
|
|
|
|
|
Current year events (c) |
|
|
784 |
|
|
|
1,341 |
|
|
|
1,936 |
|
Prior year events |
|
|
3,439 |
|
|
|
2,711 |
|
|
|
4,522 |
|
Reinsurance recoverable against net reserve transferred under
retroactive reinsurance agreements |
|
|
(13 |
) |
|
|
(10 |
) |
|
|
(41 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net payments |
|
|
4,210 |
|
|
|
4,042 |
|
|
|
6,417 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves, end of year |
|
|
21,445 |
|
|
|
20,333 |
|
|
|
17,644 |
|
Ceded reserves, end of year |
|
|
8,191 |
|
|
|
10,605 |
|
|
|
13,879 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross reserves, end of year |
|
$ |
29,636 |
|
|
$ |
30,938 |
|
|
$ |
31,523 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
In 2004, the net reserves were reduced by $42 million as a result of the sale of the
individual life insurance business. See Note P for further discussion of this sale. |
|
(b) |
|
Total net incurred above does not agree to Insurance claims and policyholders benefit
as reflected in the Consolidated Statements of Operations due to expenses incurred related
to uncollectible reinsurance receivables and benefit expenses related to future policy
benefits and policyholders funds which are not reflected in the table above. |
|
(c) |
|
In 2006, net payments were decreased by $935 million due to the impact of significant
commutations. In 2005, net payments were decreased by $1,581 million due to the impact of
significant commutations. See Note H for further discussion related to commutations. |
93
The changes in provision for insured events of prior years (net prior year claim and claim
adjustment expense reserve development) were as follows:
Reserve Development
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
|
|
|
|
|
|
|
|
(In millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Environmental pollution and mass tort |
|
$ |
63 |
|
|
$ |
53 |
|
|
$ |
1 |
|
Asbestos |
|
|
|
|
|
|
10 |
|
|
|
54 |
|
Other |
|
|
269 |
|
|
|
1,044 |
|
|
|
179 |
|
|
|
|
|
|
|
|
|
|
|
Property and casualty reserve development |
|
|
332 |
|
|
|
1,107 |
|
|
|
234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Life reserve development in life company |
|
|
29 |
|
|
|
(7 |
) |
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
361 |
|
|
$ |
1,100 |
|
|
$ |
240 |
|
|
|
|
|
|
|
|
|
|
|
The following tables summarize the gross and net carried reserves as of December 31, 2006 and
2005.
December 31, 2006
Gross and Net Carried
Claim and Claim Adjustment Expense Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Life and |
|
|
Corporate |
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
Group |
|
|
and Other |
|
|
|
|
(In millions) |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Non-Core |
|
|
Total |
|
Gross Case Reserves |
|
$ |
6,746 |
|
|
$ |
1,715 |
|
|
$ |
2,366 |
|
|
$ |
2,511 |
|
|
$ |
13,338 |
|
Gross IBNR Reserves |
|
|
8,188 |
|
|
|
3,814 |
|
|
|
768 |
|
|
|
3,528 |
|
|
|
16,298 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Gross Carried Claim and Claim
Adjustment Expense Reserves |
|
$ |
14,934 |
|
|
$ |
5,529 |
|
|
$ |
3,134 |
|
|
$ |
6,039 |
|
|
$ |
29,636 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Case Reserves |
|
$ |
5,234 |
|
|
$ |
1,350 |
|
|
$ |
1,496 |
|
|
$ |
1,453 |
|
|
$ |
9,533 |
|
Net IBNR Reserves |
|
|
6,632 |
|
|
|
2,921 |
|
|
|
360 |
|
|
|
1,999 |
|
|
|
11,912 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Carried Claim and Claim
Adjustment Expense Reserves |
|
$ |
11,866 |
|
|
$ |
4,271 |
|
|
$ |
1,856 |
|
|
$ |
3,452 |
|
|
$ |
21,445 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2005
Gross and Net Carried
Claim and Claim Adjustment Expense Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Life and |
|
|
Corporate |
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
Group |
|
|
and Other |
|
|
|
|
(In millions) |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Non-Core |
|
|
Total |
|
Gross Case Reserves |
|
$ |
7,033 |
|
|
$ |
1,907 |
|
|
$ |
2,542 |
|
|
$ |
3,297 |
|
|
$ |
14,779 |
|
Gross IBNR Reserves |
|
|
8,051 |
|
|
|
3,298 |
|
|
|
735 |
|
|
|
4,075 |
|
|
|
16,159 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Gross Carried Claim and Claim
Adjustment Expense Reserves |
|
$ |
15,084 |
|
|
$ |
5,205 |
|
|
$ |
3,277 |
|
|
$ |
7,372 |
|
|
$ |
30,938 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Case Reserves |
|
$ |
5,165 |
|
|
$ |
1,442 |
|
|
$ |
1,456 |
|
|
$ |
1,554 |
|
|
$ |
9,617 |
|
Net IBNR Reserves |
|
|
6,081 |
|
|
|
2,352 |
|
|
|
381 |
|
|
|
1,902 |
|
|
|
10,716 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Net Carried Claim and Claim
Adjustment Expense Reserves |
|
$ |
11,246 |
|
|
$ |
3,794 |
|
|
$ |
1,837 |
|
|
$ |
3,456 |
|
|
$ |
20,333 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
94
The following provides discussion of the Companys Asbestos, Environmental Pollution and Mass
Tort (APMT) and core reserves.
APMT Reserves
CNAs property and casualty insurance subsidiaries have actual and potential exposures related to
APMT claims.
Establishing reserves for APMT claim and claim adjustment expenses is subject to uncertainties that
are greater than those presented by other claims. Traditional actuarial methods and techniques
employed to estimate the ultimate cost of claims for more traditional property and casualty
exposures are less precise in estimating claim and claim adjustment expense reserves for APMT,
particularly in an environment of emerging or potential claims and coverage issues that arise from
industry practices and legal, judicial and social conditions. Therefore, these traditional
actuarial methods and techniques are necessarily supplemented with additional estimating techniques
and methodologies, many of which involve significant judgments that are required of management.
Accordingly, a high degree of uncertainty remains for the Companys ultimate liability for APMT
claim and claim adjustment expenses.
In addition to the difficulties described above, estimating the ultimate cost of both reported and
unreported APMT claims is subject to a higher degree of variability due to a number of additional
factors, including among others: the number and outcome of direct actions against the Company;
coverage issues, including whether certain costs are covered under the policies and whether policy
limits apply; allocation of liability among numerous parties, some of whom may be in bankruptcy
proceedings, and in particular the application of joint and several liability to specific
insurers on a risk; inconsistent court decisions and developing legal theories; continuing
aggressive tactics of plaintiffs lawyers; the risks and lack of predictability inherent in major
litigation; enactment of state and federal legislation to address asbestos claims; increases and
decreases in asbestos, environmental pollution and mass tort claims which cannot now be
anticipated; increases and decreases in costs to defend asbestos, pollution and mass tort claims;
changing liability theories against the Companys policyholders in environmental and mass tort
matters; possible exhaustion of underlying umbrella and excess coverage; and future developments
pertaining to the Companys ability to recover reinsurance for asbestos, pollution and mass tort
claims.
CNA has annually performed ground up reviews of all open APMT claims to evaluate the adequacy of
the Companys APMT reserves. In performing its comprehensive ground up analysis, the Company
considers input from its professionals with direct responsibility for the claims, inside and
outside counsel with responsibility for representation of the Company and its actuarial staff.
These professionals review, among many factors, the policyholders present and predicted future
exposures, including such factors as claims volume, trial conditions, prior settlement history,
settlement demands and defense costs; the impact of asbestos defendant bankruptcies on the
policyholder; the policies issued by CNA, including such factors as aggregate or per occurrence
limits, whether the policy is primary, umbrella or excess, and the existence of policyholder
retentions and/or deductibles; the existence of other insurance; and reinsurance arrangements.
The following table provides data related to CNAs APMT claim and claim adjustment expense
reserves.
APMT Reserves
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2006 |
|
|
December 31, 2005 |
|
|
|
|
|
|
|
Environmental |
|
|
|
|
|
|
Environmental |
|
|
|
|
|
|
|
Pollution and |
|
|
|
|
|
|
Pollution and |
|
(In millions) |
|
Asbestos |
|
|
Mass Tort |
|
|
Asbestos |
|
|
Mass Tort |
|
Gross reserves |
|
$ |
2,635 |
|
|
$ |
647 |
|
|
$ |
2,992 |
|
|
$ |
680 |
|
Ceded reserves |
|
|
(1,183 |
) |
|
|
(231 |
) |
|
|
(1,438 |
) |
|
|
(257 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves |
|
$ |
1,452 |
|
|
$ |
416 |
|
|
$ |
1,554 |
|
|
$ |
423 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Asbestos
CNAs property and casualty insurance subsidiaries have exposure to asbestos-related claims.
Estimation of asbestos-related claim and claim adjustment expense reserves involves limitations
such as inconsistency of court decisions, specific policy provisions, allocation of liability among
insurers and insureds, and additional factors such as missing policies and proof of coverage.
Furthermore, estimation of asbestos-related claims is difficult due to,
among other reasons, the proliferation of bankruptcy proceedings and attendant uncertainties, the
targeting of a
95
broader range of businesses and entities as defendants, the uncertainty as to which
other insureds may be targeted in the future and the uncertainties inherent in predicting the
number of future claims.
As of December 31, 2006 and 2005, CNA carried approximately $1,452 million and $1,554 million of
claim and claim adjustment expense reserves, net of reinsurance recoverables, for reported and
unreported asbestos-related claims. The Company recorded no asbestos-related net claim and claim
adjustment expense reserve development for the year ended December 31, 2006. For the years ended
December 31, 2005 and 2004, the Company recorded $10 million and $54 million of unfavorable
asbestos-related net claim and claim adjustment expense reserve development. The 2004
unfavorable net prior year development was primarily related to a loss from the commutation of
reinsurance treaties with The Trenwick Group (Trenwick). The Company paid asbestos-related claims,
net of reinsurance recoveries, of $102 million, $142 million and $135 million for the years ended
December 31, 2006, 2005 and 2004.
Certain asbestos claim litigation in which CNA is currently engaged is described below:
The ultimate cost of reported claims, and in particular APMT claims, is subject to a great many
uncertainties, including future developments of various kinds that CNA does not control and that
are difficult or impossible to foresee accurately. With respect to the litigation identified below
in particular, numerous factual and legal issues remain unresolved. Rulings on those issues by the
courts are critical to the evaluation of the ultimate cost to the Company. The outcome of the
litigation cannot be predicted with any reliability. Accordingly, the extent of losses beyond any
amounts that may be accrued are not readily determinable at this time.
On February 13, 2003, CNA announced it had resolved asbestos related coverage litigation and claims
involving A.P. Green Industries, A.P. Green Services and Bigelow Liptak Corporation. Under the
agreement, CNA is required to pay $74 million, net of reinsurance recoveries, over a ten year
period commencing after the final approval of a bankruptcy plan of reorganization. The settlement
resolves CNAs liabilities for all pending and future asbestos and silica claims involving A.P.
Green Industries, Bigelow Liptak Corporation and related subsidiaries, including alleged
non-products exposures. The settlement received initial bankruptcy court approval on August 18,
2003. The court has held a confirmation hearing on the bankruptcy plan containing an injunction to
protect CNA from any future claims and the parties are awaiting a ruling on confirmation.
CNA is engaged in insurance coverage litigation in New York State Court, filed in 2003, with a
defendant class of underlying plaintiffs who have asbestos bodily injury claims against the former
Robert A. Keasbey Company (Keasbey) (Continental Casualty Co. v. Employers Ins. of Wausau et
al., No. 601037/03 (N.Y. County)). Keasbey, a currently dissolved corporation, was a seller
and installer of asbestos-containing insulation products in New York and New Jersey. Thousands of
plaintiffs have filed bodily injury claims against Keasbey; however, Keasbeys involvement at a
number of work sites is a highly contested issue. Therefore, the defense disputes the percentage
of valid claims against Keasbey. CNA issued Keasbey primary policies for 1970-1987 and excess
policies for 1972-1978. CNA has paid an amount substantially equal to the policies aggregate
limits for products and completed operations claims in the confirmed CNA policies. Claimants
against Keasbey allege, among other things, that CNA owes coverage under sections of the policies
not subject to the aggregate limits, an allegation CNA vigorously contests in the lawsuit. In the
litigation, CNA and the claimants seek declaratory relief as to the interpretation of various
policy provisions. The court dismissed a claim alleging bad faith and seeking unspecified damages
on March 21, 2004; that ruling was affirmed on March 31, 2005 by Appellate Division, First
Department. The trial in the Keasbey coverage action commenced on July 13, 2005; closing arguments
concluded on October 28, 2005. The Court reopened the record in January 2006 for additional
evidentiary submissions and briefing, and additional closing arguments were held March 27, 2006.
It is unclear when the Company will have a decision from the trial court. With respect to this
litigation in particular, numerous factual and legal issues remain to be resolved that are critical
to the final result, the outcome of which cannot be predicted with any reliability. These factors
include, among others: (a) whether the Company has any further responsibility to compensate
claimants against Keasbey under its policies and, if so, under which policies; (b) whether the
Companys responsibilities extend to a particular claimants entire claim or only to a limited
percentage of the claim; (c) whether the Companys responsibilities under its policies are limited
by the occurrence limits or other provisions of the policies; (d) whether certain exclusions in
some of the policies apply to exclude certain claims; (e) the extent to which claimants can
establish exposures to asbestos materials as to which Keasbey has any responsibility; (f) the legal
theories which must be pursued by such claimants to establish the liability of Keasbey and whether
such theories can, in fact, be established; (g) the diseases and damages alleged by such claimants;
and (h) the extent that such liability would be shared with
96
other responsible parties. Accordingly, the extent of losses beyond any amounts that may be
accrued are not readily determinable at this time.
CNA has insurance coverage disputes related to asbestos bodily injury claims against a bankrupt
insured, Burns & Roe Enterprises, Inc. (Burns & Roe). These disputes are currently part of
coverage litigation (stayed in view of the bankruptcy) and an adversary proceeding in In re: Burns
& Roe Enterprises, Inc., pending in the U.S. Bankruptcy Court for the District of New Jersey, No.
00-41610. Burns & Roe provided engineering and related services in connection with construction
projects. At the time of its bankruptcy filing, on December 4, 2000, Burns & Roe asserted that it
faced approximately 11,000 claims alleging bodily injury resulting from exposure to asbestos as a
result of construction projects in which Burns & Roe was involved. CNA allegedly provided primary
liability coverage to Burns & Roe from 1956-1969 and 1971-1974, along with certain project-specific
policies from 1964-1970. The litigation involves disputes over the confirmation of the Plan of
Reorganization in bankruptcy, the scope and extent of coverage, if any, afforded to Burns & Roe for
its asbestos liabilities. On December 5, 2005, Burns & Roe filed its Third Amended Plan of
Reorganization (Plan). A confirmation hearing relating to that Plan is anticipated in 2007.
Coverage issues will be determined in a later proceeding. With respect to both confirmation of the
Plan and coverage issues, numerous factual and legal issues remain to be resolved that are critical
to the final result, the outcome of which cannot be predicted with any reliability. These factors
include, among others: (a) whether the Company has any further responsibility to compensate
claimants against Burns & Roe under its policies and, if so, under which; (b) whether the Companys
responsibilities under its policies extend to a particular claimants entire claim or only to a
limited percentage of the claim; (c) whether the Companys responsibilities under its policies are
limited by the occurrence limits or other provisions of the policies; (d) whether certain
exclusions, including professional liability exclusions, in some of the Companys policies apply
to exclude certain claims; (e) the extent to which claimants can establish exposure to asbestos
materials as to which Burns & Roe has any responsibility; (f) the legal theories which must be
pursued by such claimants to establish the liability of Burns & Roe and whether such theories can,
in fact, be established; (g) the diseases and damages alleged by such claimants; (h) the extent
that any liability of Burns & Roe would be shared with other potentially responsible parties; and
(i) the impact of bankruptcy proceedings on claims and coverage issue resolution. Accordingly, the
extent of losses beyond any amounts that may be accrued are not readily determinable at this time.
Suits have also been initiated directly against the CNA companies and numerous other insurers in
three jurisdictions: Texas, West Virginia and Montana. Lawsuits were filed in Texas beginning in
2002, against two CNA companies and numerous other insurers and non-insurer corporate defendants
asserting liability for failing to warn of the dangers of asbestos (E.g. Boson v. Union Carbide
Corp., (Nueces County, Texas)). During 2003, many of the Texas suits were dismissed as
time-barred by the applicable Statute of Limitations. In other suits, the carriers argued that
they did not owe any duty to the plaintiffs or the general public to advise the world generally or
the plaintiffs particularly of the effects of asbestos and that Texas statutes precluded liability
for such claims, and two Texas courts dismissed these suits. Certain of the Texas courts rulings
were appealed, but plaintiffs later dismissed their appeals. A different Texas court denied
similar motions seeking dismissal at the pleading stage, allowing limited discovery to proceed.
After that court denied a related challenge to jurisdiction, the insurers transferred those cases,
among others, to a state multi-district litigation court in Harris County charged with handling
asbestos cases, and the cases remain in that court. The insurers have petitioned the appellate
court in Houston for an order of mandamus, requiring the multi-district litigation court to dismiss
the cases on jurisdictional and substantive grounds. With respect to this litigation in
particular, numerous factual and legal issues remain to be resolved that are critical to the final
result, the outcome of which cannot be predicted with any reliability. These factors include: (a)
the speculative nature and unclear scope of any alleged duties owed to individuals exposed to
asbestos and the resulting uncertainty as to the potential pool of potential claimants; (b) the
fact that imposing such duties on all insurer and non-insurer corporate defendants would be
unprecedented and, therefore, the legal boundaries of recovery are difficult to estimate; (c) the
fact that many of the claims brought to date are barred by various Statutes of Limitation and it is
unclear whether future claims would also be barred; (d) the unclear nature of the required nexus
between the acts of the defendants and the right of any particular claimant to recovery; and (e)
the existence of hundreds of co-defendants in some of the suits and the applicability of the legal
theories pled by the claimants to thousands of potential defendants. Accordingly, the extent of
losses beyond any amounts that may be accrued are not readily determinable at this time.
CCC was named in Adams v. Aetna, Inc., et al. (Circuit Court of Kanawha County, West
Virginia, Nos, 0-2C-1708 to -1719, filed June 28, 2002), a purported class action against CCC and
other insurers, alleging that the defendants violated West Virginias Unfair Trade Practices Act
(UTPA) in handling and resolving asbestos claims against
97
their insureds. In September 2006, CCC entered into a settlement with plaintiffs and on November
15, 2006, the Circuit Court of Kanawha County dismissed plaintiffs claims against CCC. While no
party filed an opposition to the settlement, the time for seeking leave to appeal that dismissal
order to the West Virginia Supreme Court of Appeals has not yet expired. In the event the
dismissal order is appealed to the West Virginia Supreme Court and the dismissal order is set
aside, numerous factual and legal issues would determine the final result in Adams, the outcome of
which cannot be predicted with any reliability. These issues include: (a) the legal sufficiency
and factual validity of the novel statutory claims pled by the claimants; (b) the applicability of
claimants legal theories to insurers who issued excess policies and/or neither defended nor
controlled the defense of certain policyholders; (c) the possibility that certain of the claims are
barred by various Statutes of Limitation; (d) the fact that the imposition of duties would
interfere with the attorney-client privilege and the contractual rights and responsibilities of the
parties to the Companys insurance policies; (e) whether plaintiffs claims are barred in whole or
in part by injunctions that have been issued by bankruptcy courts that are overseeing, or that have
overseen, the bankruptcies of various insureds; (f) whether some or all of the named plaintiffs or
members of the plaintiff class have released CCC from the claims alleged in the Amended Complaint
when they resolved their underlying asbestos claims; (g) the appropriateness of the case for class
action treatment; and (h) the potential and relative magnitude of liabilities of co-defendants.
Accordingly, the extent of losses beyond any amounts that may be accrued are not readily
determinable at this time.
On March 22, 2002, a direct action was filed in Montana (Pennock, et al. v. Maryland Casualty,
et al. First Judicial District Court of Lewis & Clark County, Montana) by eight individual
plaintiffs (all employees of W.R. Grace & Co. (W.R. Grace)) and their spouses against CNA, Maryland
Casualty and the State of Montana. This action alleges that the carriers failed to warn of or
otherwise protect W.R. Grace employees from the dangers of asbestos at a W.R. Grace vermiculite
mining facility in Libby, Montana. The Montana direct action is currently stayed because of W.R.
Graces pending bankruptcy. With respect to such claims, numerous factual and legal issues remain
to be resolved that are critical to the final result, the outcome of which cannot be predicted with
any reliability. These factors include: (a) the unclear nature and scope of any alleged duties
owed to people exposed to asbestos and the resulting uncertainty as to the potential pool of
potential claimants; (b) the potential application of Statutes of Limitation to many of the
claims which may be made depending on the nature and scope of the alleged duties; (c) the unclear
nature of the required nexus between the acts of the defendants and the right of any particular
claimant to recovery; (d) the diseases and damages claimed by such claimants; (e) the extent that
such liability would be shared with other potentially responsible parties; and (f) the impact of
bankruptcy proceedings on claims resolution. Accordingly, the extent of losses beyond any amounts
that may be accrued are not readily determinable at this time.
CNA is vigorously defending these and other cases and believes that it has meritorious defenses to
the claims asserted. However, there are numerous factual and legal issues to be resolved in
connection with these claims, and it is extremely difficult to predict the outcome or ultimate
financial exposure represented by these matters. Adverse developments with respect to any of these
matters could have a material adverse effect on CNAs business, insurer financial strength and debt
ratings, results of operations and/or equity.
Environmental Pollution and Mass Tort
As of December 31, 2006 and 2005, CNA carried approximately $416 million and $423 million of claim
and claim adjustment expense reserves, net of reinsurance recoverables, for reported and unreported
environmental pollution and mass tort claims. There was $63 million, $53 million and $1 million of
unfavorable environmental pollution and mass tort net claim and claim adjustment expense reserve
development recorded for the years ended December 31, 2006, 2005 and 2004. The Company recorded
$40 million, $20 million and $15 million of current accident year losses related to mass tort for
the years ended December 31, 2006, 2005 and 2004. The Company paid environmental pollution-related
claims and mass tort-related claims, net of reinsurance recoveries, of $110 million, $147 million
and $96 million for the years ended December 31, 2006, 2005 and 2004.
In addition to mass tort claims arising from exposure to asbestos as discussed above, the Company
also has exposure arising from other mass tort claims. Such claims typically involve allegations
by multiple plaintiffs alleging injury resulting from exposure to or use of similar substances or
products over multiple policy periods. Examples include, but are not limited to, lead paint
claims, hardboard siding, polybutylene pipe, mold, silica, latex gloves, benzene products, welding
rods, diet drugs, breast implants, medical devices, and various other toxic chemical exposures.
During the Companys 2006 ground up review, the Company noted adverse development in various mass
tort accounts. The adverse development results primarily from increases related to defense costs
in a small number of
98
accounts arising out of various substances and products. As a result, the Company increased mass
tort reserves for prior accident years by $63 million in 2006.
The Company noted adverse development in various pollution accounts in its 2005 ground up review.
In the course of its review, the Company did not observe a negative trend or deterioration in the
underlying pollution claims environment. Rather, individual account estimates changed due to
changes in liability and/or coverage circumstances particular to those accounts. As a result, the
Company increased pollution reserves for prior accident years by $50 million in 2005.
Net Prior Year Development
Unfavorable net prior year development of $185 million, including $251 million of unfavorable claim
and allocated claim adjustment expense reserve development and $66 million of favorable premium
development, was recorded in 2006. Unfavorable net prior year development of $807 million,
including $945 million of unfavorable claim and allocated claim adjustment expense reserve
development and $138 million of favorable premium development, was recorded in 2005. Unfavorable
net prior year development of $134 million, including $250 million of unfavorable claim and
allocated claim adjustment expense reserve development and $116 million of favorable premium
development, was recorded in 2004.
The development discussed below includes premium development due to its direct relationship to
claim and claim adjustment expense reserve development. The development discussed below excludes
the impact of the provision for uncollectible reinsurance, but includes the impact of commutations.
See Note H for further discussion of the provision for uncollectible reinsurance.
In 2005 and 2004, the Company recorded favorable or unfavorable premium and claim and claim
adjustment expense reserve development related to the corporate aggregate reinsurance treaties as
movements in the claim and allocated claim adjustment expense reserves for the accident years
covered by the corporate aggregate reinsurance treaties indicated such development was required.
While the available limit of these treaties was fully utilized in 2003, the ceded premiums and
losses for an individual segment changed in subsequent years because of the re-estimation of the
subject losses or commutations of the underlying contracts. In 2005, the Company commuted a
significant corporate aggregate reinsurance treaty and in 2006, the Company commuted its remaining
corporate aggregate reinsurance treaty. See Note H for further discussion of the corporate
aggregate reinsurance treaties.
The following tables and discussion include the net prior year development recorded for Standard
Lines, Specialty Lines and Corporate and Other Non-Core for the years ended December 31, 2006, 2005
and 2004. Unfavorable net prior year development of $13 million was recorded in the Life and Group
Non-Core segment for the year ended December 31, 2006. Favorable net prior year development of $5
million and $7 million was recorded in the Life and Group Non-Core segment for the years ended
December 31, 2005 and 2004.
2006 Net Prior Year Development
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
and Other |
|
|
|
|
(In millions) |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Total |
|
Pretax unfavorable (favorable) net prior year claim and
allocated claim adjustment expense reserve development: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core (Non-APMT) |
|
$ |
157 |
|
|
$ |
(10 |
) |
|
$ |
23 |
|
|
$ |
170 |
|
APMT |
|
|
|
|
|
|
|
|
|
|
63 |
|
|
|
63 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax unfavorable (favorable) net prior year
development before impact of premium development |
|
|
157 |
|
|
|
(10 |
) |
|
|
86 |
|
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total unfavorable (favorable) premium development |
|
|
(88 |
) |
|
|
25 |
|
|
|
2 |
|
|
|
(61 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total 2006 unfavorable net prior year development (pretax) |
|
$ |
69 |
|
|
$ |
15 |
|
|
$ |
88 |
|
|
$ |
172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
99
2005 Net Prior Year Development
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
and Other |
|
|
|
|
(In millions) |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Total |
|
Pretax unfavorable net prior year claim and allocated claim
adjustment expense reserve development, excluding the impact of
corporate aggregate reinsurance treaties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core (Non-APMT) |
|
$ |
376 |
|
|
$ |
42 |
|
|
$ |
171 |
|
|
$ |
589 |
|
APMT |
|
|
|
|
|
|
|
|
|
|
63 |
|
|
|
63 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
376 |
|
|
|
42 |
|
|
|
234 |
|
|
|
652 |
|
Ceded losses related to corporate aggregate reinsurance treaties |
|
|
183 |
|
|
|
5 |
|
|
|
57 |
|
|
|
245 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax unfavorable net prior year development before impact of
premium development |
|
|
559 |
|
|
|
47 |
|
|
|
291 |
|
|
|
897 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unfavorable (favorable) premium development, excluding
impact of corporate aggregate reinsurance treaties |
|
|
(101 |
) |
|
|
(12 |
) |
|
|
11 |
|
|
|
(102 |
) |
Ceded premiums related to corporate aggregate reinsurance
treaties |
|
|
(6 |
) |
|
|
19 |
|
|
|
4 |
|
|
|
17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total unfavorable (favorable) premium development |
|
|
(107 |
) |
|
|
7 |
|
|
|
15 |
|
|
|
(85 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total 2005 unfavorable net prior year development (pretax) |
|
$ |
452 |
|
|
$ |
54 |
|
|
$ |
306 |
|
|
$ |
812 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 Net Prior Year Development
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
and Other |
|
|
|
|
(In millions) |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Total |
|
Pretax unfavorable net prior year claim and allocated claim
adjustment expense reserve development, excluding the impact of
corporate aggregate reinsurance treaties: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Core (Non-APMT) |
|
$ |
107 |
|
|
$ |
75 |
|
|
$ |
20 |
|
|
$ |
202 |
|
APMT |
|
|
|
|
|
|
|
|
|
|
55 |
|
|
|
55 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
107 |
|
|
|
75 |
|
|
|
75 |
|
|
|
257 |
|
Ceded losses related to corporate aggregate reinsurance treaties |
|
|
8 |
|
|
|
(17 |
) |
|
|
9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax unfavorable net prior year development before impact of
premium development |
|
|
115 |
|
|
|
58 |
|
|
|
84 |
|
|
|
257 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unfavorable (favorable) premium development, excluding
impact of corporate aggregate reinsurance treaties |
|
|
(96 |
) |
|
|
(33 |
) |
|
|
12 |
|
|
|
(117 |
) |
Ceded premiums related to corporate aggregate reinsurance
treaties |
|
|
(1 |
) |
|
|
5 |
|
|
|
(3 |
) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total unfavorable (favorable) premium development |
|
|
(97 |
) |
|
|
(28 |
) |
|
|
9 |
|
|
|
(116 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total 2004 unfavorable net prior year development (pretax) |
|
$ |
18 |
|
|
$ |
30 |
|
|
$ |
93 |
|
|
$ |
141 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
100
2006 Net Prior Year Development
Standard Lines
Approximately $119 million of unfavorable claim and allocated claim adjustment expense reserve
development was due to reinsurance commutation activity that took place in the fourth quarter of
2006. Approximately $82 million of unfavorable claim and allocated claim adjustment expense
reserve development was related to casualty lines of business, primarily workers compensation, due
to continued claim cost inflation in older accident years, primarily 2002 and prior. The primary
drivers of the continuing claim cost inflation are medical inflation and advances in medical care.
Favorable claim and allocated claim adjustment expense reserve development of approximately $88
million was recorded in relation to the short-tail coverages such as property and marine, primarily
in accident years 2004 and 2005. The favorable results are primarily due to the underwriting
actions taken by the Company that have significantly improved the results on this business and
favorable outcomes on individual claims.
The majority of the favorable premium development was due to additional premium primarily resulting
from audits and changes to premium on several ceded reinsurance agreements. Business impacted
included various middle market liability coverages, workers compensation, property, and large
accounts. This favorable premium development was partially offset by approximately $44 million of
unfavorable claim and allocated claim adjustment expense reserve development recorded as a result
of this favorable premium development.
Specialty Lines
Approximately $55 million of unfavorable claim and allocated claim adjustment expense reserve
development was recorded due to increased claim adjustment expenses and increased severities in the
architects and engineers book of business in accident years 2003 and prior. Previous reviews
assumed that incurred severities had increased, at least in part, due to increases in the adequacy
of case reserve estimates with relatively minor changes in underlying severity. Subsequent changes
in paid and case incurred losses have shown that more of the change was due to underlying increases
in verdict and settlement size for these accident years rather than increases in case reserve
adequacy, resulting in higher ultimate losses. One of the primary drivers of these larger verdicts
and settlements is the continuing general increase in commercial and private real estate values.
Approximately $60 million of favorable claim and allocated claim adjustment expense reserve
development was due to improved claim severity and claim frequency in the healthcare professional
liability business, primarily in dental, nursing home liability, physicians and other healthcare
facilities. The improved severity and frequency are due to underwriting changes. The Company no
longer writes large national nursing home chains and focuses on smaller insureds in selected areas
of the country. These changes have resulted in business that experiences fewer large claims.
Approximately $15 million of unfavorable claim and allocated claim adjustment expense reserve
development was primarily related to increased severity on individual large claims from large law
firm errors and omissions (E&O), and directors and officers (D&O) coverages. These increases
result in higher ultimate loss projections from the average loss methods used by the Companys
actuaries.
Approximately $17 million of favorable claim and allocated claim adjustment expense reserve
development was recorded in the warranty line of business for accident years 2004 and 2005. The
reserves for this business are initially estimated based on the loss ratio expected for the
business. Subsequent estimates rely more heavily on the actual case incurred losses due to the
short-tail nature of this business. The short-tail nature of the business is due to the short
period of time that passes between the time the business is written and the time when all claims
are known and settled. Case incurred loss for the most recent accident year has been lower than
indicated by the initial loss ratio.
The majority of the unfavorable premium development was related to ceded reinsurance activity.
Corporate and Other Non-Core
The majority of the unfavorable claim and allocated claim adjustment expense reserve development
was related to the Companys exposure arising from other mass tort claims. Such claims typically
involve allegations by multiple plaintiffs alleging injury resulting from exposure to or use of
similar substances or products over multiple policy periods. Examples include, but are not limited
to, lead paint claims, hardboard siding, polybutylene pipe, mold,
101
silica, latex gloves, benzene products, welding rods, diet drugs, breast implants, medical devices,
and various other toxic chemical exposures. During the Companys 2006 ground up review, the
Company noted adverse development in various mass tort accounts. The adverse development results
primarily from increases related to defense costs in a small number of accounts arising out of
various substances and products.
2005 Net Prior Year Development
Standard Lines
During the fourth quarter of 2005, the Company executed commutation agreements with certain
reinsurers, including the commutation of a corporate aggregate reinsurance agreement. These
agreements resulted in approximately $285 million of unfavorable claim and allocated claim
adjustment expense reserve development. This unfavorable claim and allocated claim adjustment
expense reserve development was partially offset by a release of a previously established allowance
for uncollectible reinsurance.
Also, in the fourth quarter of 2005, reserve reviews of certain products were conducted and changes
in reserve estimates were recorded. Approximately $102 million of unfavorable claim and allocated
claim adjustment expense reserve development was due to higher frequency and severity on claims
related to excess workers compensation, particularly in accident years 2003 and prior. The
primary drivers of the higher frequency and severity were increasing medical inflation and advances
in medical care. Medical inflation increases the cost of claims resulting in more claims reaching
the excess layers covered by the Company. Medical inflation also increases the size of claims in
the Companys layers. Similarly, advances in medical care extend the life expectancies of
claimants again resulting in additional costs to be covered by the Company as well as more claims
reaching the excess layers covered by the Company.
In addition, approximately $4 million of unfavorable claim and allocated claim adjustment expense
reserve development was recorded due to increased severity on known claims on package policies
provided to small businesses in accident years 2002 and 2003. Approximately $10 million of
favorable claim and allocated claim adjustment expense reserve development was due to lower
severities in the excess and surplus lines runoff business in accident years 2001 and prior. These
severity changes were driven primarily by judicial decisions and settlement activities on
individual cases.
Approximately $23 million of favorable claim and allocated claim adjustment expense reserve
development was related to favorable loss trends on accident years 2002 and subsequent in the
Companys international business, specifically Europe and Canada, primarily in property, cargo and
marine coverages. Approximately $4 million of favorable net prior year claim and allocated claim
adjustment expense reserve development was due to less than expected losses in involuntary
business.
Approximately $140 million of favorable net prior year claim and allocated claim adjustment expense
reserve development was recorded due to improvement in the severity and number of claims for
property coverages and marine business, primarily in accident year 2004. The improvements in
severity and frequency are substantially due to underwriting actions taken by the Company that have
significantly improved the results on this business.
Approximately $126 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development resulted from increased severity trends for workers compensation,
primarily in accident year 2002 and prior. The primary drivers of the higher severity trends were
increasing medical inflation and advances in medical care. Medical inflation increases the cost of
medical services, and advances in medical care extend the life expectancies of claimants resulting
in additional costs to be covered by the Company.
Approximately $15 million of unfavorable premium development was recorded in relation to this
unfavorable net prior year claim and allocated claim adjustment expense reserve development which
resulted from additional ceded reinsurance premium on agreements where the ceded premium is
impacted by the level of ceded losses.
Approximately $90 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development and $83 million of favorable net prior year premium development
resulted from an unfavorable arbitration ruling on two reinsurance treaties.
102
Approximately $76 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development was attributed to increased severity in liability coverages for large
account policies. These increases are driven by increasing medical inflation and larger verdicts
than anticipated, both of which increase the severity of these claims.
Approximately $53 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development was related to reviews of liquor liability, trucking and habitational
business that indicated that the number of large claims was higher than previously expected in
recent accident years. The remainder of the favorable net prior year claim and allocated claim
adjustment expense reserve development was primarily a result of improved experience on several
coverages on middle market business, mainly in accident year 2004.
Favorable net prior year premium development was recorded primarily as a result of additional
premium resulting from audits on recent policies, primarily workers compensation.
Additionally, there was $19 million of unfavorable net prior year claim and allocated claim
adjustment expense reserve development and $6 million of favorable premium development related to
the corporate aggregate reinsurance treaties, excluding the impact of a corporate aggregate
reinsurance commutation as discussed above.
Specialty Lines
Approximately $60 million of unfavorable claim and allocated claim adjustment expense reserve
development was recorded due to increased claim adjustment expenses and increased severities in the
architects and engineers book of business, in accident years 2000 through 2003. Previous reviews
assumed that severities had increased, at least in part, due to increases in the adequacy of case
reserve estimates. Subsequent changes in paid and incurred loss have shown that more of the change
was due to larger verdicts and settlements during these accident years. One of the primary drivers
of these larger verdicts and settlements is the continuing general increase in real estate values.
Favorable net prior year premium development of approximately $10 million was recorded in relation
to this unfavorable claim and allocated claim adjustment expense reserve development.
Approximately $45 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development was related to large D&O claims assumed from a London syndicate,
primarily in accident years 2001 and prior. Approximately $43 million of unfavorable net prior
year claim and allocated claim adjustment expense reserve development was recorded due to large
claims under excess coverages provided to health care facilities.
Approximately $32 million of favorable claim and allocated claim adjustment expense reserve
development related to surety business was due to a favorable outcome on several specific large
claims and lower than expected emergence of additional large claims related to accident years 1999
through 2003.
Approximately $30 million of unfavorable claim and allocated claim adjustment expense reserve
development was related to a commutation agreement executed in the fourth quarter of 2005 of a
corporate aggregate reinsurance agreement. This unfavorable claim and allocated claim adjustment
expense reserve development was partially offset by a release of a previously established allowance
for uncollectible reinsurance.
Approximately $24 million of favorable net prior year claim and allocated claim adjustment expense
reserve development was recorded as a result of improvements in the claim severity and claim
frequency, mainly in recent accident years, from nursing home businesses. The improved severity
and frequency are due to underwriting changes in this business. The Company no longer writes large
national chains and focuses on smaller insureds in selected areas of the country. These changes
have resulted in business that experiences fewer large claims.
Approximately $14 million of favorable net prior year claim and allocated claim adjustment expense
reserve development was recorded due to lower severity in the dental program. The lower severity
is driven by efforts to resolve a higher percentage of claims without a resulting indemnity
payment.
The remainder of the favorable net prior year claim and allocated claim adjustment expense reserve
development was primarily attributed to favorable experience in the warranty line of business,
partially offset by unfavorable net prior year claim and allocated claim adjustment expense reserve
development attributed to other large D&O claims.
Additionally, there was approximately $25 million of favorable net prior year claim and allocated
claim adjustment expense reserve development and $19 million of unfavorable premium development
related to the corporate aggregate reinsurance treaties in 2005, excluding the impact of a
corporate aggregate reinsurance commutation as discussed above.
103
Corporate and Other Non-Core
Approximately $157 million of unfavorable claim and allocated claim adjustment expense reserve
development was attributable to the Companys assumed reinsurance operations, driven by a
significant increase in large claim activity during 2005 across multiple accident years. This
development was concentrated in the proportional liability, excess of loss liability, and
professional liability businesses, which impact underlying coverages that include general
liability, umbrella, E&O and D&O. The Companys assumed reinsurance operations were put in run-off
in 2003.
During the fourth quarter of 2005, the Company executed significant commutation agreements with
certain reinsurers, including the commutation of a corporate aggregate reinsurance agreement.
These agreements resulted in approximately $62 million of unfavorable claim and allocated claim
adjustment expense reserve development.
Approximately $56 million of unfavorable claim and allocated claim adjustment expense reserve
development recorded in 2005 was a result of a second quarter commutation of a finite reinsurance
contract put in place in 1992. CNA recaptured $400 million of losses and received $344 million of
cash. The commutation was economically attractive because of the reinsurance agreements
contractual interest rate and maintenance charges.
Approximately $6 million of unfavorable claim and allocated claim adjustment expense reserve
development was related to the corporate aggregate reinsurance treaties, excluding the impact of a
corporate aggregate reinsurance commutation as discussed above. The unfavorable premium
development was driven by $10 million of additional ceded reinsurance premium on agreements where
the ceded premium depends on the ceded loss and $4 million of additional premium ceded to the
corporate aggregate reinsurance treaties.
The Company noted adverse development in various pollution accounts in its most recent ground up
review. In the course of its review, the Company did not observe a negative trend or deterioration
in the underlying pollution claims environment. Rather, individual account estimates changed due
to changes in liability and/or coverage circumstances particular to those accounts. As a result,
the Company increased pollution reserves by $50 million in 2005.
The overall unfavorable claim and allocated claim adjustment expense reserve development was
partially decreased by favorable claim and allocated claim adjustment expense reserve development
in various other programs in runoff, including Financial Guarantee, Guarantee and Credit, and
Mortgage Guarantee. These programs have recently exhibited favorable trends due to offsetting
recoveries and commutations, leading to reductions in the estimated liabilities.
2004 Net Prior Year Development
Standard Lines
Approximately $190 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development recorded during 2004 resulted from increased severity trends for
workers compensation on large account policies primarily in accident years 2002 and prior. The
primary drivers of the higher severity trends were increasing medical inflation and advances in
medical care. Medical inflation increases the cost of medical services, and advances in medical
care extend the life expectancies of claimants resulting in additional costs to be covered by the
Company. Favorable premium development on retrospectively rated large account policies of $50
million was recorded in relation to this unfavorable net prior year claim and allocated claims
adjustment expense reserve development.
Approximately $60 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development was recorded in involuntary pools in which the Companys participation
is mandatory and primarily based on premium writings. Approximately $15 million of this
unfavorable net prior year claim and allocated claim adjustment expense reserve development was
related to the Companys share of the National Workers Compensation Reinsurance Pool (NWCRP).
During 2004, the NWCRP reached an agreement with a former pool member to settle their pool
liabilities at an amount less than their established share. The result of this settlement is a
higher allocation to the remaining pool members, including the Company. The remainder of this
unfavorable net prior year claim and allocated claim adjustment expense reserve development was
primarily due to increased severity trends for workers compensation exposures in older years.
Approximately $60 million of unfavorable net prior year claim and allocated claim adjustment
expense reserve development resulted from the change in estimates due to increased severity trends
for excess and surplus business
104
driven by excess liability, liquor liability and coverages provided to apartment and condominium
complexes. These severity changes were driven primarily by judicial decisions and settlement
activities on individual cases.
Approximately $105 million of favorable net prior year claim and allocated claim adjustment expense
reserve development resulted from reserve studies of commercial auto liability policies and the
liability portion of package policies. The change was due to improvement in the severity and
number of claims for this business. This is primarily due to a lower than expected number of large
claims. Approximately $85 million of favorable net prior year claim and allocated claim adjustment
expense reserve development was due to improvement in the severity and number of claims for
property coverages primarily in accident year 2003. The improvements in severity and frequency are
substantially due to underwriting actions taken by the Company that have significantly improved the
results on this business. Other favorable net prior year premium development of approximately $50
million resulted primarily from higher audit and endorsement premiums on workers compensation
policies.
During 2004, the Company executed commutation agreements with several members of Trenwick. These
commutations resulted in unfavorable claim and claim adjustment expense reserve development which
was more than offset by a release of a previously established allowance for uncollectible
reinsurance.
Specialty Lines
The Company executed commutation agreements with several members of Trenwick during 2004. These
commutations resulted in unfavorable claim and claim adjustment expense reserve development which
was more than offset by a release of a previously established allowance for uncollectible
reinsurance. Additionally, unfavorable net prior year claim and allocated claim adjustment expense
reserve development resulted from the increased emergence of several large D&O claims, primarily in
recent accident years.
Corporate and Other Non-Core
In 2004, the Company executed commutation agreements with several members of Trenwick. These
commutations resulted in unfavorable net prior claim and allocated claim adjustment expense reserve
development partially offset by a release of a previously established allowance for uncollectible
reinsurance. The remainder of the unfavorable net prior year claim and allocated claim adjustment
expense reserve development resulted from several other small commutations and increases to net
reserves due to reducing ceded losses, partially offset by a release of a previously established
allowance for uncollectible reinsurance.
Note G. Legal Proceedings and Contingent Liabilities
Insurance Brokerage Antitrust Litigation
On August 1, 2005, CNAF and several of its insurance subsidiaries were joined as defendants, along
with other insurers and brokers, in multidistrict litigation pending in the United States District
Court for the District of New Jersey, In re Insurance Brokerage Antitrust Litigation, Civil No.
04-5184 (FSH). The plaintiffs in this litigation allege improprieties in the payment of
contingent commissions to brokers and bid rigging in connection with the sale of various lines of
insurance. The plaintiffs further allege the existence of a conspiracy and assert claims for
federal and state antitrust law violations, for violations of the federal Racketeer Influenced and
Corrupt Organizations Act and for recovery under various state common law theories. By an order
entered on October 3, 2006, the Court required the plaintiffs to supplement their pleadings with a
statement setting forth the details of their claims. The Company believes it has meritorious
defenses to this action and intends to defend the case vigorously.
The extent of losses beyond any amounts that may be accrued are not readily determinable at this
time. However, based on facts and circumstances presently known, in the opinion of management, an
unfavorable outcome will not materially affect the equity of the Company, although results of
operations may be adversely affected.
Global Crossing Limited Litigation
CCC has been named as a defendant in an action brought by the bankruptcy estate of Global Crossing
Limited (Global Crossing) in the United States Bankruptcy Court for the Southern District of New
York. In the Complaint, served on CCC on May 24, 2005, plaintiff seeks unspecified monetary
damages from CCC and the other defendants for alleged fraudulent transfers and alleged breaches of
fiduciary duties arising from actions taken by Global Crossing while CCC was a shareholder of
Global Crossing. On August 3, 2006, the Court granted in part and
105
denied in part CCCs motion to dismiss the Estate Representatives Amended Complaint. CCC believes
it has meritorious defenses to the remaining claims in this action and intends to defend the case
vigorously.
The extent of losses beyond any amounts that may be accrued are not readily determinable at this
time. However, based on facts and circumstances presently known, in the opinion of management, an
unfavorable outcome will not materially affect the equity of the Company, although results of
operations may be adversely affected.
IGI Contingency
In 1997, CNA Reinsurance Company Limited (CNA Re Ltd.) entered into an arrangement with IOA Global,
Ltd. (IOA), an independent managing general agent based in Philadelphia, Pennsylvania, to develop
and manage a book of accident and health coverages. Pursuant to this arrangement, IGI Underwriting
Agencies, Ltd. (IGI), a personal accident reinsurance managing general underwriter, was appointed
to underwrite and market the book under the supervision of IOA. Between April 1, 1997 and December
1, 1999, IGI underwrote a number of reinsurance arrangements with respect to personal accident
insurance worldwide (the IGI Program). Under various arrangements, CNA Re Ltd. both assumed risks
as a reinsurer and also ceded a substantial portion of those risks to other companies, including
other CNA insurance subsidiaries and ultimately to a group of reinsurers participating in a
reinsurance pool known as the Associated Accident and Health Reinsurance Underwriters (AAHRU)
Facility. CNAs group operations business unit participated as a pool member in the AAHRU Facility
in varying percentages between 1997 and 1999.
A portion of the premiums assumed under the IGI Program related to United States workers
compensation carve-out business. Some of these premiums were received from John Hancock Mutual
Life Insurance Company (John Hancock) under four excess of loss reinsurance treaties (the Treaties)
issued by CNA Re Ltd. While John Hancock has indicated that it is not able to accurately quantify
its potential exposure to its cedents on business which is retroceded to CNA, John Hancock has
reported $280 million of paid and unpaid losses under these Treaties. John Hancock is disputing
portions of its assumed obligations resulting in these reported losses, and has advised CNA that it
is, or has been, involved in multiple arbitrations with its own cedents, in which proceedings John
Hancock is seeking to avoid and/or reduce risks that would otherwise arguably be ceded to CNA
through the Treaties. John Hancock has further informed CNA that it has settled several of these
disputes, but has not provided CNA with details of the settlements. To the extent that John
Hancock is successful in reducing its liabilities in these disputes, that development may have an
impact on the recoveries it is seeking under the Treaties from CNA.
As indicated, CNA arranged substantial reinsurance protection to manage its exposures under the IGI
Program, including the United States workers compensation carve-out business ceded from John
Hancock and other reinsurers. While certain reinsurers of CNA, including participants in the AAHRU
Facility, disputed their liabilities under the reinsurance contracts with respect to the IGI
Program, those disputes have been resolved and substantial reinsurance coverage exists for those
exposures.
CNA has instituted arbitration proceedings against John Hancock in which CNA is seeking rescission
of the Treaties as well as access to and the right to inspect the books and records relating to the
Treaties. Discovery is ongoing in that arbitration proceeding and a hearing is currently scheduled
for April 2007. Based on information known at this time, CNA believes it has strong grounds to
successfully challenge its alleged exposure derived from John Hancock through the ongoing
arbitration proceedings. CNA has also undertaken legal action seeking to avoid portions of the
remaining exposure arising out of the IGI Program.
CNA has established reserves for its estimated exposure under the IGI Program, other than that
derived from John Hancock, and an estimate for recoverables from retrocessionaires. CNA has not
established any reserve for any exposure derived from John Hancock because, as indicated, CNA
believes the contract will be rescinded. Although the results of the Companys various loss
mitigation strategies with respect to the entire IGI Program to date support the recorded reserves,
the estimate of ultimate losses is subject to considerable uncertainty due to the complexities
described above, and the Companys inability to guarantee any outcome in the arbitration
proceedings. As a result of these uncertainties, the results of operations in future periods may
be adversely affected by potentially significant reserve additions. However, the extent of losses
beyond any amounts that may be accrued are not readily determinable at this time. Management does
not believe that any such reserve additions would be material to the equity of the Company. The
Companys position in relation to the IGI Program was unaffected by the sale of CNA Re Ltd. in
2002.
106
New Jersey Wage and Hour Litigation
W. Curtis Himmelman, individually and on behalf of all others similarly situated v. Continental
Casualty Company, Civil Action: 06-166, District Court of New Jersey (Trenton Division) is a
purported class action and representative action brought on behalf of present and former CNA
environmental claims analysts and workers compensation claims analysts asserting they worked hours
for which they should have been compensated at a rate of one and one-half times their base hourly
wage. The Complaint was filed on January 12, 2006. The claims were originally brought under both
federal and New Jersey state wage and hour laws on the basis that the relevant jobs are not exempt
from overtime pay because the duties performed are not exempt duties. On August 11, 2006, the
Court dismissed plaintiffs New Jersey state law claims. Under federal law, plaintiff seeks to
represent others similarly situated who opt in to the action and who also allege they are owed
overtime pay for hours worked over eight hours per day and/or forty hours per workweek for the
period January 5, 2003 to the entry of judgment. Plaintiff seeks overtime compensation,
compensatory, punitive and statutory damages, interest, costs and disbursements and attorneys
fees without specifying any particular amounts (as well as an injunction). The Company denies the
material allegations of the Complaint and intends to vigorously contest the claims on numerous
substantive and procedural grounds.
The extent of losses beyond any amounts that may be accrued are not readily determinable at this
time. However, based on facts and circumstances presently known, in the opinion of management, an
unfavorable outcome will not materially affect the equity of the Company, although results of
operations may be adversely affected.
California Long Term Care Litigation
Shaffer v. Continental Casualty Company, et al., U.S. District Court, Central District of
California, CV06-2235 RGK, is a class action on behalf of certain California long term health care
policyholders, alleging that CCC knowingly used unrealistic actuarial assumptions in pricing these
policies, which according to plaintiff, would inevitably necessitate premium increases. The
plaintiff asserts claims for intentional fraud, negligent misrepresentation, and violations of
various California statutes. On January 26, 2007, the court certified the case to proceed as a
class action, although CCC is currently seeking review of that decision in the Ninth Circuit Court
of Appeals. CCC has denied the material allegations of the amended complaint and intends to
vigorously contest the claims.
Numerous unresolved factual and legal issues remain that are critical to the final result, the
outcome of which cannot be predicted with any reliability. Accordingly, the extent of losses are
not readily determinable at this time. However, based on facts and circumstances presently known
in the opinion of management, an unfavorable outcome would not materially adversely affect the
equity of the Company, although results of operations may be adversely affected.
Asbestos, Environmental Pollution and Mass Tort (APMT) Reserves
CNA is also a party to litigation and claims related to APMT cases arising in the ordinary
course of business. See Note F for further discussion.
Other Litigation
CNA is also a party to other litigation arising in the ordinary course of business. Based on the
facts and circumstances currently known, such other litigation will not, in the opinion of
management, materially affect the results of operations or equity of CNA.
Note H. Reinsurance
CNA cedes insurance to reinsurers to limit its maximum loss, provide greater diversification of
risk, minimize exposures on larger risks and to exit certain lines of business. The ceding of
insurance does not discharge the primary liability of the Company. Therefore, a credit exposure
exists with respect to property and casualty and life reinsurance ceded to the extent that any
reinsurer is unable to meet its obligations or to the extent that the reinsurer disputes the
liabilities assumed under reinsurance agreements. Property and casualty reinsurance coverages are
tailored to the specific risk characteristics of each product line and CNAs retained amount varies
by type of coverage. Reinsurance contracts are purchased to protect specific lines of business
such as property, workers compensation and professional liability. Corporate catastrophe
reinsurance is also purchased for property and
107
workers compensation exposure. Most reinsurance contracts are purchased on an excess of loss
basis. CNA also utilizes facultative reinsurance in certain lines. In addition, CNA assumes
reinsurance as a member of various reinsurance pools and associations.
The following table summarizes the amounts receivable from reinsurers at December 31, 2006 and
2005.
|
|
|
|
|
|
|
|
|
Components of reinsurance receivables |
|
|
|
|
|
|
(In millions) |
|
December 31, 2006 |
|
|
December 31, 2005 |
|
Reinsurance receivables related to insurance reserves: |
|
|
|
|
|
|
|
|
Ceded claim and claim adjustment expense |
|
$ |
8,191 |
|
|
$ |
10,605 |
|
Ceded future policy benefits |
|
|
1,050 |
|
|
|
1,193 |
|
Ceded policyholders funds |
|
|
48 |
|
|
|
56 |
|
Reinsurance receivables related to paid losses |
|
|
658 |
|
|
|
582 |
|
|
|
|
|
|
|
|
Reinsurance receivables |
|
|
9,947 |
|
|
|
12,436 |
|
Allowance for uncollectible reinsurance |
|
|
(469 |
) |
|
|
(519 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance receivables, net of allowance
for uncollectible reinsurance |
|
$ |
9,478 |
|
|
$ |
11,917 |
|
|
|
|
|
|
|
|
Ceded claim and claim adjustment expense related reinsurance receivables were reduced by
$1,162 million and $2,007 million in 2006 and 2005 due to the impact of commutations. The funds
withheld liability, which is included in Reinsurance balances payable on the Consolidated Balance
Sheets, had a corresponding reduction of $942 million and $1,126 million in 2006 and 2005. See
further discussion related to commutations below.
The Company has established an allowance for uncollectible reinsurance receivables. The net
decrease in the allowance was primarily due to a release of a previously established allowance due
to the execution of a significant commutation agreement, as discussed further below. The provision
for uncollectible reinsurance was $23 million, $35 million and $95 million in 2006, 2005 and 2004.
The Company attempts to mitigate its credit risk related to reinsurance by entering into
reinsurance arrangements with reinsurers that have credit ratings above certain levels and by
obtaining collateral. The primary methods of obtaining collateral are through reinsurance trusts,
letters of credit and funds withheld balances. Such collateral was approximately $2.6 billion and
$4.3 billion at December 31, 2006 and 2005. On a more limited basis, CNA may enter into
reinsurance agreements with reinsurers that are not rated.
In 2001, the Company entered into a one-year corporate aggregate reinsurance treaty related to the
2001 accident year covering substantially all property and casualty lines of business in the
Continental Casualty Company pool (the CCC Cover). The CCC Cover was fully utilized in 2003 and
interest charges accrued on the related funds held balance at 8% per annum. In 2006, the Company
commuted the CCC Cover. This commutation had no impact on the Consolidated Statements of
Operations for the year ended December 31, 2006.
Also, in 2006, the Company commuted several reinsurance treaties, including several finite
treaties, with a European reinsurance group. This commutation resulted in a pretax loss, net of
allowance for uncollectible reinsurance, of $48 million. The Company received $35 million of cash
in connection with this significant commutation.
In 2005, CNA entered into several significant commutation agreements, including the commutation of
the Aggregate Cover, which was a corporate aggregate reinsurance treaty related to the 1999 through
2001 accident years and covered substantially all of the Companys property and casualty lines of
business. These commutations resulted in an unfavorable pretax impact of $399 million and CNA
received $446 million of cash in connection with these significant commutations.
In 2004, the Company executed commutation agreements with several members of The Trenwick Group.
These commutations resulted in unfavorable claim and claim adjustment expense reserve development
which was more than offset by a release of previously established allowance of uncollectible
reinsurance. These commutations resulted in a pretax favorable impact of $28 million and CNA
received $69 million of cash.
CNAs largest recoverables from a single reinsurer at December 31, 2006, including prepaid
reinsurance premiums, were approximately $1,574 million from subsidiaries of Swiss Reinsurance
Group, $1,013 million from subsidiaries of The Hartford Life Group Insurance Company, $911 million
from subsidiaries of Muenchener
108
Rueckversicherungs, $574 million from The Allstate Corporation (Allstate), and $535 million from
syndicates of Equitas.
Prior to the April 2004 sale of its individual life and annuity business to Swiss Re, CNA had
reinsured a portion of this business through coinsurance, yearly renewable term and facultative
programs to various reinsurers. As a result of the sale of the individual life and annuity
business, 100% of the net reserves were reinsured to Swiss Re. As of December 31, 2006 and 2005,
CNA ceded $891 million and $968 million of future policy benefits to Swiss Re. Subject to certain
exceptions, Swiss Re assumed the credit risk of the business that was previously reinsured to other
carriers. As of December 31, 2006 and 2005, the assumed credit risk was $28 million.
On December 31, 2003, the Company completed the sale of the majority of its Group Benefits business
to The Hartford Financial Services Group, Inc. (The Hartford). In connection with the sale, CNA
ceded insurance reserves to The Hartford. As of December 31, 2006 and 2005, ceded claim and claim
adjustment expense reserves, ceded policyholder benefits and ceded policyholder funds were $1,029
million and $1,347 million. Subject to certain exceptions, The Hartford assumed 50% of the credit
risk of the business that was previously reinsured to other carriers. As of December 31, 2006 and
2005, the assumed credit risk was $21 million and $26 million.
Insurance claims and policyholders benefits reported in the Consolidated Statements of Operations
are net of reinsurance recoveries of $1,314 million, $1,459 million and $4,626 million for 2006,
2005 and 2004.
The effects of reinsurance on earned premiums and written premiums for the years ended December 31,
2006, 2005 and 2004 are shown in the following tables.
Components of Earned Premiums
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed/ |
|
(In millions) |
|
Direct |
|
|
Assumed |
|
|
Ceded |
|
|
Net |
|
|
Net % |
|
2006 Earned Premiums |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty |
|
$ |
9,125 |
|
|
$ |
120 |
|
|
$ |
2,283 |
|
|
$ |
6,962 |
|
|
|
1.7 |
% |
Accident and health |
|
|
718 |
|
|
|
59 |
|
|
|
138 |
|
|
|
639 |
|
|
|
9.2 |
|
Life |
|
|
100 |
|
|
|
|
|
|
|
98 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total earned premiums |
|
$ |
9,943 |
|
|
$ |
179 |
|
|
$ |
2,519 |
|
|
$ |
7,603 |
|
|
|
2.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 Earned Premiums |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty |
|
$ |
10,354 |
|
|
$ |
186 |
|
|
$ |
3,675 |
|
|
$ |
6,865 |
|
|
|
2.7 |
% |
Accident and health |
|
|
1,040 |
|
|
|
60 |
|
|
|
400 |
|
|
|
700 |
|
|
|
8.6 |
|
Life |
|
|
140 |
|
|
|
|
|
|
|
136 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total earned premiums |
|
$ |
11,534 |
|
|
$ |
246 |
|
|
$ |
4,211 |
|
|
$ |
7,569 |
|
|
|
3.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 Earned Premiums |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty |
|
$ |
10,739 |
|
|
$ |
199 |
|
|
$ |
3,634 |
|
|
$ |
7,304 |
|
|
|
2.7 |
% |
Accident and health |
|
|
1,228 |
|
|
|
63 |
|
|
|
507 |
|
|
|
784 |
|
|
|
8.0 |
|
Life |
|
|
419 |
|
|
|
|
|
|
|
298 |
|
|
|
121 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total earned premiums |
|
$ |
12,386 |
|
|
$ |
262 |
|
|
$ |
4,439 |
|
|
$ |
8,209 |
|
|
|
3.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Included in the direct and ceded earned premiums for the years ended December 31, 2006, 2005
and 2004 are $1,489 million, $3,306 million and $3,293 million related to business that is 100%
reinsured as a result of business dispositions and a significant captive program.
109
Components of Written Premiums
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Assumed/ |
|
(In millions) |
|
Direct |
|
|
Assumed |
|
|
Ceded |
|
|
Net |
|
|
Net % |
|
2006 Written Premiums |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty |
|
$ |
9,193 |
|
|
$ |
111 |
|
|
$ |
2,282 |
|
|
$ |
7,022 |
|
|
|
1.6 |
% |
Accident and health |
|
|
719 |
|
|
|
59 |
|
|
|
139 |
|
|
|
639 |
|
|
|
9.2 |
|
Life |
|
|
86 |
|
|
|
|
|
|
|
84 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total written premiums |
|
$ |
9,998 |
|
|
$ |
170 |
|
|
$ |
2,505 |
|
|
$ |
7,663 |
|
|
|
2.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 Written Premiums |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty |
|
$ |
9,546 |
|
|
$ |
203 |
|
|
$ |
2,934 |
|
|
$ |
6,815 |
|
|
|
3.0 |
% |
Accident and health |
|
|
1,037 |
|
|
|
58 |
|
|
|
395 |
|
|
|
700 |
|
|
|
8.3 |
|
Life |
|
|
136 |
|
|
|
|
|
|
|
132 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total written premiums |
|
$ |
10,719 |
|
|
$ |
261 |
|
|
$ |
3,461 |
|
|
$ |
7,519 |
|
|
|
3.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 Written Premiums |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty |
|
$ |
10,289 |
|
|
$ |
48 |
|
|
$ |
3,375 |
|
|
$ |
6,962 |
|
|
|
0.7 |
% |
Accident and health |
|
|
1,241 |
|
|
|
62 |
|
|
|
508 |
|
|
|
795 |
|
|
|
7.8 |
|
Life |
|
|
427 |
|
|
|
|
|
|
|
305 |
|
|
|
122 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total written premiums |
|
$ |
11,957 |
|
|
$ |
110 |
|
|
$ |
4,188 |
|
|
$ |
7,879 |
|
|
|
1.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The impact of reinsurance on life insurance inforce at December 31, 2006, 2005 and 2004 is
shown in the following table.
Components of Life Insurance Inforce
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
Direct |
|
Assumed |
|
Ceded |
|
Net |
2006 |
|
$ |
15,652 |
|
|
$ |
1 |
|
|
$ |
15,633 |
|
|
$ |
20 |
|
2005 |
|
|
20,548 |
|
|
|
1 |
|
|
|
20,528 |
|
|
|
21 |
|
2004 |
|
|
56,610 |
|
|
|
35 |
|
|
|
54,486 |
|
|
|
2,159 |
|
Life and accident and health premiums are primarily from long duration contracts; property and
casualty premiums are primarily from short duration contracts.
Reinsurance accounting allows for contractual cash flows to be reflected as premiums and losses, as
compared to deposit accounting, which requires cash flows to be reflected as assets and
liabilities. To qualify for reinsurance accounting, reinsurance agreements must include risk
transfer. To meet risk transfer requirements, a reinsurance contract must include both insurance
risk, consisting of underwriting and timing risk, and a reasonable possibility of a significant
loss for the assuming entity. Reinsurance contracts that include both significant risk sharing
provisions, such as adjustments to premiums or loss coverage based on loss experience, and
relatively low policy limits as evidenced by a high proportion of maximum premium assessments to
loss limits, may require considerable judgment to determine whether or not risk transfer
requirements are met. For such contracts, often referred to as finite products, the Company
assesses risk transfer for each contract generally by developing quantitative analyses at contract
inception which measure the present value of reinsurer losses as compared to the present value of
the related premium. In 2003, the Company discontinued purchases of finite contracts.
Funds Withheld Reinsurance Arrangements
The Companys overall reinsurance program has included certain property and casualty contracts,
such as the commuted CCC and Aggregate Covers, that were entered into and accounted for on a funds
withheld basis and which are deemed to be finite reinsurance. Under the funds withheld basis, the
Company recorded the cash remitted to the reinsurer for the reinsurers margin, or cost of the
reinsurance contract, as ceded premiums. The remainder of
110
the premiums ceded under the reinsurance contract not remitted in cash was recorded as funds
withheld liabilities. The Company was required to increase the funds withheld balance at stated
interest crediting rates applied to the funds withheld balance or as otherwise specified under the
terms of the contract. The funds withheld liability was reduced by any cumulative claim payments
made by the Company in excess of the Companys retention under the reinsurance contract. If the
funds withheld liability was exhausted, interest crediting would cease and additional claim
payments would be recoverable from the reinsurer. The funds withheld liability is recorded in
Reinsurance balances payable on the Consolidated Balance Sheets.
Interest cost on reinsurance contracts accounted for on a funds withheld basis is incurred during
all periods in which a funds withheld liability exists and is included in net investment income. There were no amounts
subject to such interest crediting at December 31, 2006. The amount subject to interest crediting
rates was $1,050 million at December 31, 2005.
As of December 31, 2006 and 2005, there were one and thirteen ceded reinsurance treaties inforce,
respectively, that the Company considers to be finite reinsurance. The remaining treaty at
December 31, 2006 provides reinsurance protection for the 1999 accident year on specified portions
of the Companys domestic property and casualty business. The remaining treaty is fully utilized
and had no related funds withheld liability at December 31, 2006. In 2003, the Company
discontinued purchases of such contracts.
111
The following table summarizes the pretax impact of contracts accounted for on a funds withheld
basis, including the commuted Aggregate and CCC Covers discussed above.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
Aggregate Cover |
|
|
CCC Cover |
|
|
All Other |
|
|
Total |
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ceded earned premium |
|
$ |
|
|
|
$ |
|
|
|
$ |
(11 |
) |
|
$ |
(11 |
) |
Ceded claim and claim adjustment expense |
|
|
|
|
|
|
|
|
|
|
(113 |
) |
|
|
(113 |
) |
Ceding commissions |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest charges |
|
|
|
|
|
|
(40 |
) |
|
|
(19 |
) |
|
|
(59 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax expense |
|
$ |
|
|
|
$ |
(40 |
) |
|
$ |
(143 |
) |
|
$ |
(183 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ceded earned premium |
|
$ |
(17 |
) |
|
$ |
|
|
|
$ |
48 |
|
|
$ |
31 |
|
Ceded claim and claim adjustment expense |
|
|
(244 |
) |
|
|
|
|
|
|
(154 |
) |
|
|
(398 |
) |
Ceding commissions |
|
|
|
|
|
|
|
|
|
|
(27 |
) |
|
|
(27 |
) |
Interest charges |
|
|
(57 |
) |
|
|
(66 |
) |
|
|
(34 |
) |
|
|
(157 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax expense |
|
$ |
(318 |
) |
|
$ |
(66 |
) |
|
$ |
(167 |
) |
|
$ |
(551 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ceded earned premium |
|
$ |
(1 |
) |
|
$ |
|
|
|
$ |
(19 |
) |
|
$ |
(20 |
) |
Ceded claim and claim adjustment expense |
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
15 |
|
Ceding commissions |
|
|
|
|
|
|
|
|
|
|
2 |
|
|
|
2 |
|
Interest charges |
|
|
(82 |
) |
|
|
(91 |
) |
|
|
(72 |
) |
|
|
(245 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax expense |
|
$ |
(83 |
) |
|
$ |
(91 |
) |
|
$ |
(74 |
) |
|
$ |
(248 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Included in All Other above for the year ended December 31, 2006 is $110 million of
unfavorable development resulting from a commutation, which is included in the ceded claim and
claim adjustment expenses above. This unfavorable development was partially offset by the release
of previously established allowance for uncollectible reinsurance, resulting in an unfavorable
impact of $48 million.
Included in All Other above for the year ended December 31, 2005 is approximately $24 million of
pretax expense related to Standard Lines which resulted from an unfavorable arbitration ruling on
two reinsurance treaties impacting ceded earned premiums, ceded claim and claim adjustment
expenses, ceding commissions and interest charges. This unfavorable outcome was partially offset
by a release of previously established reinsurance bad debt reserves resulting in a net impact from
the arbitration ruling of $10 million pretax expense for the year ended December 31, 2005.
The pretax impact by operating segment of the Companys funds withheld reinsurance arrangements was
as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
|
|
|
|
|
|
|
|
(In millions) |
|
2006 |
|
|
2005 |
|
|
2004 |
|
Standard Lines |
|
$ |
(155 |
) |
|
$ |
(399 |
) |
|
$ |
(185 |
) |
Specialty Lines |
|
|
(4 |
) |
|
|
(41 |
) |
|
|
(1 |
) |
Corporate and Other |
|
|
(24 |
) |
|
|
(111 |
) |
|
|
(62 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pretax benefit (expense) |
|
$ |
(183 |
) |
|
$ |
(551 |
) |
|
$ |
(248 |
) |
|
|
|
|
|
|
|
|
|
|
112
Note I. Debt
Debt is composed of the following obligations.
Debt
|
|
|
|
|
|
|
|
|
December 31 |
|
|
|
|
|
|
(In millions) |
|
2006 |
|
|
2005 |
|
Variable rate debt: |
|
|
|
|
|
|
|
|
Credit facility CNA Surety, due June 30, 2008 |
|
$ |
|
|
|
$ |
20 |
|
Debenture CNA Surety, face amount of $31, due April 29, 2034 |
|
|
31 |
|
|
|
31 |
|
|
|
|
|
|
|
|
|
|
Senior notes: |
|
|
|
|
|
|
|
|
6.750%, face amount of $250, due November 15, 2006 |
|
|
|
|
|
|
250 |
|
6.450%, face amount of $150, due January 15, 2008 |
|
|
150 |
|
|
|
149 |
|
6.600%, face amount of $200, due December 15, 2008 |
|
|
200 |
|
|
|
199 |
|
6.000%, face amount of $400, due August 15, 2011 |
|
|
398 |
|
|
|
|
|
8.375%, face amount of $70, due August 15, 2012 |
|
|
69 |
|
|
|
69 |
|
5.850%, face amount of $549, due December 15, 2014 |
|
|
546 |
|
|
|
546 |
|
6.500%, face amount of $350, due August 15, 2016 |
|
|
348 |
|
|
|
|
|
6.950%, face amount of $150, due January 15, 2018 |
|
|
149 |
|
|
|
149 |
|
Debenture, 7.250%, face amount of $243, due November 15, 2023 |
|
|
241 |
|
|
|
241 |
|
Other debt, 1.000%-6.850%, due through 2019 |
|
|
24 |
|
|
|
36 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total debt |
|
$ |
2,156 |
|
|
$ |
1,690 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term debt |
|
$ |
|
|
|
$ |
252 |
|
Long term debt |
|
|
2,156 |
|
|
|
1,438 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total debt |
|
$ |
2,156 |
|
|
$ |
1,690 |
|
|
|
|
|
|
|
|
In July of 2005, CNA Surety, a 63% owned and consolidated subsidiary of CNA, refinanced $30
million of outstanding borrowings under its $50 million credit agreement with a new credit facility
(the 2005 Credit Facility). The 2005 Credit Facility provides a $50 million revolving credit
facility that matures on June 30, 2008. In November of 2005, CNA Surety repaid $10 million of
outstanding borrowings. During 2006, the outstanding 2005 Credit Facility balance of $20 million
was repaid. Subsequently, CNA Surety reduced the available aggregate revolving credit facility to
$25 million in borrowings.
In November of 2006, CNAF retired its $250 million 6.75% senior notes. A portion of the proceeds
from the public offering discussed below were used to repay these notes.
In August of 2006, CNAF sold $400 million of 6.0% five-year senior notes and $350 million of 6.5%
ten-year senior notes in a public offering.
The combined aggregate maturities for debt at December 31, 2006 are presented in the following
table.
Maturity of Debt
|
|
|
|
|
(In millions) |
|
|
|
|
2007 |
|
$ |
|
|
2008 |
|
|
350 |
|
2009 |
|
|
|
|
2010 |
|
|
|
|
2011 |
|
|
400 |
|
Thereafter |
|
|
1,418 |
|
Less original issue discount |
|
|
(12 |
) |
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,156 |
|
|
|
|
|
113
Note J. Benefit Plans
Pension and Postretirement Healthcare and Life Insurance Benefit Plans
CNAF and certain subsidiaries sponsor noncontributory pension plans typically covering full-time
employees age 21 or over who have completed at least one year of service. In 2000, the CNA
Retirement Plan was closed to new participants; instead, retirement benefits are provided to these
employees under the Companys savings plans. While the terms of the pension plans vary, benefits
are generally based on years of credited service and the employees highest 60 consecutive months
of compensation. CNA uses December 31 as the measurement date for the majority of its plans.
In 2000, approximately 60% of CCCs eligible employees elected to forego earning additional
benefits in the CNA Retirement Plan, a defined benefit pension plan. These employees maintain an
accrued pension account within the defined benefit pension plan that is credited with interest
annually at the 30-year treasury rate. Instead, employees who elected to discontinue accruing
benefits in the defined benefit pension plan receive certain enhanced employer contributions in the
CNA Savings and Capital Accumulation Plan discussed below. Employees hired on or after January 1,
2000 are not eligible to participate in the CNA Retirement Plan.
CNAs funding policy for defined benefit pension plans is to make contributions in accordance with
applicable governmental regulatory requirements with consideration of the funded status of the
plans. The assets of the plans are invested primarily in mortgage-backed securities, short term
investments, equity securities and limited partnerships.
CNA provides certain healthcare and life insurance benefits to eligible retired employees, their
covered dependents and their beneficiaries. The funding for these plans is generally to pay
covered expenses as they are incurred.
In September of 2004, the Company announced significant changes to the CNA Retiree Health and Group
Benefits plan affecting current and future retirees. Benefit changes were effective January 1,
2005 and included elimination of dental plan subsidy and elimination of various medical plan
options. These changes resulted in a substantial unrecognized prior service cost benefit.
114
The following table provides a reconciliation of benefit obligations.
Benefit Obligations and Accrued Benefit Costs
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension Benefits |
|
|
Postretirement Benefits |
|
(In millions) |
|
2006 |
|
|
2005 |
|
|
2006 |
|
|
2005 |
|
Benefit obligation at January 1 |
|
$ |
2,636 |
|
|
$ |
2,527 |
|
|
$ |
210 |
|
|
$ |
180 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Changes in benefit obligation: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service cost |
|
|
26 |
|
|
|
27 |
|
|
|
2 |
|
|
|
3 |
|
Interest cost |
|
|
142 |
|
|
|
145 |
|
|
|
10 |
|
|
|
10 |
|
Participants contributions |
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
8 |
|
Plan amendments |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
|
|
Actuarial loss (gain) |
|
|
(60 |
) |
|
|
87 |
|
|
|
(34 |
) |
|
|
21 |
|
Benefits paid |
|
|
(152 |
) |
|
|
(146 |
) |
|
|
(19 |
) |
|
|
(12 |
) |
Special termination benefits |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation and other |
|
|
8 |
|
|
|
(5 |
) |
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Benefit obligations at December 31 |
|
|
2,602 |
|
|
|
2,636 |
|
|
|
177 |
|
|
|
210 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets at January 1 |
|
|
2,107 |
|
|
|
2,029 |
|
|
|
|
|
|
|
|
|
Change in plan assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Actual return on plan assets |
|
|
226 |
|
|
|
161 |
|
|
|
|
|
|
|
|
|
Company contributions |
|
|
79 |
|
|
|
67 |
|
|
|
12 |
|
|
|
4 |
|
Participants contributions |
|
|
|
|
|
|
|
|
|
|
7 |
|
|
|
8 |
|
Benefits paid |
|
|
(152 |
) |
|
|
(146 |
) |
|
|
(19 |
) |
|
|
(12 |
) |
Foreign currency translation and other |
|
|
(2 |
) |
|
|
(4 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fair value of plan assets at December 31 |
|
|
2,258 |
|
|
|
2,107 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Funded status |
|
|
(344 |
) |
|
|
(529 |
) |
|
|
(177 |
) |
|
|
(210 |
) |
Unrecognized net actuarial loss |
|
|
|
|
|
|
528 |
|
|
|
|
|
|
|
94 |
|
Unrecognized net transition asset |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
Unrecognized prior service cost (benefit) |
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
(174 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid (accrued) benefit cost |
|
|
|
|
|
$ |
7 |
|
|
|
|
|
|
$ |
(290 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recognized in the Consolidated Balance Sheet: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Prepaid benefit cost |
|
|
|
|
|
|
20 |
|
|
|
|
|
|
|
|
|
Accrued benefit liability |
|
|
|
|
|
|
(372 |
) |
|
|
|
|
|
|
(290 |
) |
Intangible assets |
|
|
|
|
|
|
9 |
|
|
|
|
|
|
|
|
|
Accumulated other comprehensive income |
|
|
|
|
|
|
350 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net amount recognized |
|
|
|
|
|
$ |
7 |
|
|
|
|
|
|
$ |
(290 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recognized in the Consolidated Balance Sheet: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other liabilities |
|
|
(344 |
) |
|
|
|
|
|
|
(177 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net benefit plan liability at December 31 |
|
$ |
(344 |
) |
|
|
|
|
|
$ |
(177 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amounts recognized in Accumulated other comprehensive income,
not yet recognized in net periodic benefit cost: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net transition asset |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Prior service cost (credit) |
|
|
6 |
|
|
|
|
|
|
|
(146 |
) |
|
|
|
|
Net actuarial loss |
|
|
381 |
|
|
|
|
|
|
|
55 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net amount recognized |
|
$ |
386 |
|
|
|
|
|
|
$ |
(91 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
115
The accumulated benefit obligation for all defined benefit pension plans was $2,453 million
and $2,468 million at December 31, 2006 and 2005. Included in these amounts were benefit
obligations related to an overfunded plan that was less than $1 million at December 31, 2005. The
fair value of plan assets related to the overfunded plan was $10 million at December 31, 2005.
The projected benefit obligation, accumulated benefit obligation, and fair value of plan assets for
the pension plans with accumulated benefit obligations in excess of plan assets as of December 31,
2006 and 2005 are presented in the following table.
|
|
|
|
|
|
|
|
|
Pension Plans with Accumulated Benefit Obligation |
|
|
|
|
in Excess of Plan Assets |
|
|
|
|
(In millions) |
|
2006 |
|
2005 |
Projected benefit obligation |
|
$ |
2,485 |
|
|
$ |
2,567 |
|
Accumulated benefit obligation |
|
|
2,351 |
|
|
|
2,408 |
|
Fair value of plan assets |
|
|
2,148 |
|
|
|
2,036 |
|
The components of net periodic benefit costs are presented in the following table.
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Pension benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Service cost |
|
$ |
26 |
|
|
$ |
27 |
|
|
$ |
31 |
|
Interest cost on projected benefit obligation |
|
|
142 |
|
|
|
145 |
|
|
|
145 |
|
Expected return on plan assets |
|
|
(162 |
) |
|
|
(156 |
) |
|
|
(152 |
) |
Prior service cost amortization |
|
|
2 |
|
|
|
2 |
|
|
|
2 |
|
Actuarial loss |
|
|
25 |
|
|
|
21 |
|
|
|
13 |
|
Settlement loss |
|
|
|
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic pension cost |
|
$ |
33 |
|
|
$ |
39 |
|
|
$ |
44 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Postretirement benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Service cost |
|
$ |
2 |
|
|
$ |
3 |
|
|
$ |
4 |
|
Interest cost on projected benefit obligation |
|
|
10 |
|
|
|
10 |
|
|
|
17 |
|
Prior service cost amortization |
|
|
(28 |
) |
|
|
(28 |
) |
|
|
(20 |
) |
Actuarial loss |
|
|
4 |
|
|
|
4 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net periodic postretirement (benefit) cost |
|
$ |
(12 |
) |
|
$ |
(11 |
) |
|
$ |
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Pension and postretirement benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Increase (decrease) in FAS 87 minimum
liability included in other comprehensive
income |
|
$ |
(124 |
) |
|
$ |
51 |
|
|
$ |
101 |
|
Increase in FAS 158 liability included in
accumulated other comprehensive income |
|
|
71 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total increase (decrease) |
|
$ |
(53 |
) |
|
$ |
51 |
|
|
$ |
101 |
|
|
|
|
|
|
|
|
|
|
|
116
As discussed in Note A, the Company adopted SFAS 158 as of December 31, 2006. The incremental
effect of applying SFAS 158 on individual line items in the Consolidated Balance Sheet is presented
in the following table.
Effect of Applying SFAS 158
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2006 |
|
Before Application of |
|
|
|
|
|
After Application of |
(In millions) |
|
SFAS 158 |
|
Adjustments |
|
SFAS 158 |
Deferred income taxes |
|
$ |
830 |
|
|
$ |
25 |
|
|
$ |
855 |
|
Other assets |
|
|
614 |
|
|
|
(22 |
) |
|
|
592 |
|
Total assets |
|
|
60,280 |
|
|
|
3 |
|
|
|
60,283 |
|
Other liabilities |
|
|
2,691 |
|
|
|
49 |
|
|
|
2,740 |
|
Total liabilities |
|
|
50,131 |
|
|
|
49 |
|
|
|
50,180 |
|
Minority interest |
|
|
337 |
|
|
|
(2 |
) |
|
|
335 |
|
Accumulated
other comprehensive income, net of minority interest of
$2 million |
|
|
593 |
|
|
|
(44 |
) |
|
|
549 |
|
Total stockholders equity |
|
|
9,812 |
|
|
|
(44 |
) |
|
|
9,768 |
|
Weighted average actuarial assumptions used at December 31, 2006 and 2005 to determine benefit
obligations are set forth in the following table.
Weighted Average Actuarial Assumptions for Benefit
Obligations
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
2005 |
Pension benefits |
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.750 |
% |
|
|
5.625 |
% |
Expected long term rate of return |
|
|
8.00 |
|
|
|
8.00 |
|
Rate of compensation increases |
|
|
5.83 |
|
|
|
5.83 |
|
|
|
|
|
|
|
|
|
|
Postretirement benefits |
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.625 |
% |
|
|
5.500 |
% |
Weighted average actuarial assumptions used to determine net cost for the years ended December
31, 2006, 2005 and 2004 are set forth in the following table.
Weighted Average Actuarial Assumptions for Net Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
2005 |
|
2004 |
Pension benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.625 |
% |
|
|
5.875 |
% |
|
|
6.22 |
% |
Expected long term rate of return |
|
|
8.00 |
|
|
|
8.00 |
|
|
|
8.00 |
|
Rate of compensation increases |
|
|
5.83 |
|
|
|
5.83 |
|
|
|
5.83 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Postretirement benefits |
|
|
|
|
|
|
|
|
|
|
|
|
Discount rate |
|
|
5.500 |
% |
|
|
5.875 |
% |
|
|
6.190 |
% |
The table below presents the estimated amounts to be recognized from accumulated other
comprehensive income into net periodic benefit cost during 2007.
|
|
|
|
|
|
|
|
|
(In millions) |
|
Pension Benefits |
|
|
Postretirement Benefits |
|
Amortization of net actuarial loss |
|
$ |
13 |
|
|
$ |
2 |
|
Amortization of prior service cost (benefit) |
|
|
1 |
|
|
|
(18 |
) |
|
|
|
|
|
|
|
|
Total estimated amounts to be recognized |
|
$ |
14 |
|
|
$ |
(16 |
) |
|
|
|
|
|
|
|
117
The long term rate of return for plan assets is determined using a building block approach
based on widely-accepted capital market principles, long term return analysis for global fixed
income and equity markets as well as the active total return oriented portfolio management style.
Long term trends are evaluated relative to current market factors such as inflation, interest rates
and fiscal and monetary policies, in order to assess the capital market assumptions as applied to
the plan. Consideration of diversification needs and rebalancing is maintained.
The Company has limited its share of the health care trend rate to a cost-of-living adjustment
estimated to be 4% per year. The assumed healthcare cost trend rate used in measuring the
accumulated postretirement benefit obligation was 4% per year in 2006, 2005 and 2004. The
healthcare cost trend rate assumption has a significant effect on the amount of the benefit
obligation and periodic cost reported. An increase in the assumed healthcare cost trend rate of 1%
in each year would have no impact on the accumulated postretirement benefit obligation or the
aggregate net periodic postretirement benefit cost for 2006 as the cost-of-living adjustment is
estimated to be 4% which is the maximum contractual benefit. A decrease in the assumed healthcare
cost trend rate of 1% in each year would decrease the accumulated postretirement benefit obligation
as of December 31, 2006 by $10 million and impact aggregate net periodic postretirement benefits
for 2006 by $1 million.
The Companys pension plans weighted average asset allocation at December 31, 2006 and 2005, by
asset category, is as follows:
Pension Plan Assets
|
|
|
|
|
|
|
|
|
|
|
Percentage of Plan Assets |
|
|
|
December 31, |
|
|
|
2006 |
|
|
2005 |
|
Asset Category |
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
|
48 |
% |
|
|
24 |
% |
Equity securities |
|
|
26 |
|
|
|
25 |
|
Limited partnerships |
|
|
22 |
|
|
|
15 |
|
Short term investments |
|
|
2 |
|
|
|
33 |
|
Other |
|
|
2 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
CNA employs a total return approach whereby a mix of equity and fixed maturity securities are
used to maximize the long term return of plan assets for a prudent level of risk. The intent of
this strategy is to minimize plan expenses by outperforming plan liabilities over the long run.
Risk tolerance is established through careful consideration of the plan liabilities, plan funded
status and corporate financial conditions. The investment portfolio contains a diversified blend
of fixed maturity, equity and short term securities. Alternative investments, including hedge
funds, are used judiciously to enhance risk adjusted long term returns while improving portfolio
diversification. Derivatives may be used to gain market exposure in an efficient and timely
manner. Investment risk is measured and monitored on an ongoing basis through annual liability
measurements, periodic asset/liability studies and quarterly investment portfolio reviews.
118
The table below presents the estimated future minimum benefit payments to participants at December
31, 2006.
Estimated Future Minimum Benefit Payments to Participants
|
|
|
|
|
|
|
|
|
|
|
Pension |
|
Postretirement |
|
|
Benefits |
|
Benefits |
(In millions) |
|
|
|
|
|
|
|
|
2007 |
|
|
150 |
|
|
|
12 |
|
2008 |
|
|
148 |
|
|
|
12 |
|
2009 |
|
|
149 |
|
|
|
13 |
|
2010 |
|
|
150 |
|
|
|
13 |
|
2011 |
|
|
153 |
|
|
|
14 |
|
2012-2016 |
|
|
826 |
|
|
|
71 |
|
In 2007, CNA expects to contribute $58 million to its pension plans and $12 million to its
postretirement healthcare and life insurance benefit plans.
Savings Plans
CNA sponsors savings plans, which are generally contributory plans that allow most employees to
contribute a maximum of 20% of their eligible compensation, subject to certain limitations
prescribed by the Internal Revenue Service. The Company contributes matching amounts to
participants, amounting to 70% of the first 6% (35% of the first 6% in the first year of
employment) of eligible compensation contributed by the employee. Employees vest in these
contributions ratably over five years.
As noted above, during 2000, CCC employees were required to make a choice regarding their continued
participation in CNAFs defined benefit pension plan. Employees who elected to forego earning
additional benefits in the defined benefit pension plan and all employees hired by CCC on or after
January 1, 2000 receive a Company contribution of 3% or 5% of their eligible compensation,
depending on their age. In addition, these employees are eligible to receive additional
discretionary contributions of up to 2% of eligible compensation and an additional Company match of
up to 80% of the first 6% of eligible compensation contributed by the employee. These
contributions are made at the discretion of management and are contributed to participant accounts
in the first quarter of the year following managements determination of the discretionary amounts.
As of December 31, 2006, employees do not vest in these contributions until reaching five years of
service. Effective January 1, 2007, employees vest in these contributions ratably over five years,
retroactively applied.
Benefit expense for the Companys savings plans was $55 million, $24 million and $49 million in
2006, 2005 and 2004.
Stock-Based Compensation
The CNA Long Term Incentive Plan (the LTI Plan) authorizes the grant of options and stock
appreciation rights (SARs) to certain management personnel for up to 4 million shares of the
Companys common stock. All options and SARs granted have ten-year terms and vest ratably over the
four-year period following the date of grant. The number of shares available for the granting of
options and SARs under the LTI Plan as of December 31, 2006 was approximately 2 million.
119
The following table presents activity under the LTI Plan during 2006, 2005 and 2004.
Options and SARs Plan Activity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
Weighted- |
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
Average |
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
Option |
|
|
|
|
|
|
Option |
|
|
|
|
|
|
Option |
|
|
|
Number |
|
|
Price per |
|
|
Number |
|
|
Price per |
|
|
Number |
|
|
Price per |
|
|
|
of Awards |
|
|
Award |
|
|
of Awards |
|
|
Award |
|
|
of Awards |
|
|
Award |
|
Balance at January 1 |
|
|
1,628,600 |
|
|
$ |
28.71 |
|
|
|
1,474,000 |
|
|
$ |
29.17 |
|
|
|
1,434,800 |
|
|
$ |
29.97 |
|
Awards granted |
|
|
327,000 |
|
|
|
30.98 |
|
|
|
328,800 |
|
|
|
27.27 |
|
|
|
350,400 |
|
|
|
26.30 |
|
Awards exercised |
|
|
(236,500 |
) |
|
|
30.71 |
|
|
|
(42,050 |
) |
|
|
28.60 |
|
|
|
(2,900 |
) |
|
|
26.28 |
|
Awards forfeited |
|
|
(24,200 |
) |
|
|
29.05 |
|
|
|
(132,150 |
) |
|
|
30.38 |
|
|
|
(308,300 |
) |
|
|
29.63 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance at December 31 |
|
|
1,694,900 |
|
|
$ |
28.86 |
|
|
|
1,628,600 |
|
|
$ |
28.71 |
|
|
|
1,474,000 |
|
|
$ |
29.17 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Awards exercisable at December 31 |
|
|
965,400 |
|
|
$ |
29.13 |
|
|
|
963,650 |
|
|
$ |
30.17 |
|
|
|
827,450 |
|
|
$ |
31.16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average fair value per
share of awards granted |
|
|
|
|
|
$ |
10.73 |
|
|
|
|
|
|
$ |
7.48 |
|
|
|
|
|
|
$ |
7.74 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
During 2006, the Company awarded SARs totaling 327,000 shares. The SARs balance at December
31, 2006 was 319,000 shares with 8,000 shares forfeited.
The weighted average grant-date fair value of awards granted during the year ended December 31,
2006 was $10.73 per award. The weighted average remaining contractual term of awards outstanding
and exercisable as of December 31, 2006, were 6.65 years and 5.42 years. The aggregate intrinsic
values of awards outstanding and exercisable at December 31, 2006 were $19 million and $11 million.
The total intrinsic value of awards exercised for the year ended December 31, 2006 was $2 million.
The fair value of granted options and SARs was estimated at the grant date using the Black-Scholes
option-pricing model. The Black-Scholes model incorporates a risk free rate of return and various
assumptions regarding the underlying common stock and the expected life of the securities granted.
Different interest rates and assumptions were used for each grant, as appropriate at that date.
The risk free interest rates used ranged from 2.7% to 4.6%. The estimates of the underlying common
stocks volatility ranged from 22.3% to 25.2%, and the expected dividend yield was 0% for all
valuations. The expected life of the securities granted ranged from 5.0 to 6.3 years.
CNA Surety has reserved shares of its common stock for issuance to directors, officers and
employees of CNA Surety through incentive stock options, non-qualified stock options and SARs under
separate plans (CNA Surety Plans). The CNA Surety Plans have in the aggregate 3 million shares
available for which options may be granted. At December 31, 2006, approximately 1 million options
were outstanding under these plans. The data provided in the preceding paragraphs and table does
not include CNA Suretys stock-based compensation plans.
The Company recorded stock-based compensation expense of $3.2 million and $336 thousand for the
years ended December 31, 2006 and 2005. The related income tax benefit recognized was $1.1 million
and $118 thousand. These amounts also include compensation in the form of restricted stock grants
awarded by the Company and expense recorded by CNA Surety for these periods. At December 31, 2006,
the compensation cost related to nonvested awards not yet recognized was $4.2 million and the
weighted average period over which it is expected to be recognized is 1.27 years.
At December 31, 2006, the Companys non-vested portion of a restricted stock grant totaled 28,329
shares with a grant-date fair value of $842 thousand.
Equity based compensation that is not fully vested prior to termination is generally forfeited upon
termination, except as otherwise provided by contractual obligations. In addition, any such
compensation that vested prior to termination is generally cancelled immediately, except in cases
of retirement, death or disability, and as otherwise provided by contractual obligations.
120
Note K. Operating Leases, Other Commitments and Contingencies, and Guarantees
Operating Leases
CNA occupies office facilities under lease agreements that expire at various dates. In addition,
data processing, office and transportation equipment is leased under agreements that expire at
various dates. Most leases contain renewal options that provide for rent increases based on
prevailing market conditions. Lease expense for the years ended December 31, 2006, 2005 and 2004
was $53 million, $71 million and $70 million. Lease and sublease revenues for the years ended
December 31, 2006, 2005 and 2004 were $7 million, $5 million and $7 million. CCC and CAC remain
contingently liable under two ground leases covering a portion of an office building property sold
in 2003. Although the two leases expire in 2058, CCC and CAC have certain collateral, as well as
certain contractual rights and remedies, in place to minimize any exposure that may arise from the
new owners failure to comply with its obligations under the ground leases.
The table below presents the future minimum lease payments to be made under non-cancelable
operating leases along with future minimum sublease receipts to be received on owned and leased
properties at December 31, 2006.
Future Minimum Lease Payments and Sublease Receipts
|
|
|
|
|
|
|
|
|
|
|
Future |
|
|
Future |
|
|
|
Minimum |
|
|
Minimum |
|
|
|
Lease |
|
|
Sublease |
|
|
|
Payments |
|
|
Receipts |
|
(In millions) |
|
|
|
|
|
|
|
|
2007 |
|
$ |
49 |
|
|
$ |
7 |
|
2008 |
|
|
43 |
|
|
|
6 |
|
2009 |
|
|
35 |
|
|
|
5 |
|
2010 |
|
|
31 |
|
|
|
5 |
|
2011 |
|
|
25 |
|
|
|
4 |
|
Thereafter |
|
|
51 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
234 |
|
|
$ |
32 |
|
|
|
|
|
|
|
|
The Company holds an investment in a real estate joint venture. In the normal course of
business, CNA, on a joint and several basis with other unrelated insurance company shareholders,
has committed to continue funding the operating deficits of this joint venture. Additionally, CNA
and the other unrelated shareholders, on a joint and several basis, have guaranteed an operating
lease for an office building, which expires in 2016.
The guarantee of the operating lease is a parallel guarantee to the commitment to fund operating
deficits; consequently, the separate guarantee to the lessor is not expected to be triggered as
long as the joint venture continues to be funded by its shareholders and continues to make its
annual lease payments.
In the event that the other parties to the joint venture are unable to meet their commitments in
funding the operations of this joint venture, the Company would be required to assume the
obligation for the entire office building operating lease. The maximum potential future lease
payments at December 31, 2006 that the Company could be required to pay under this guarantee are
approximately $239 million. If CNA were required to assume the entire lease obligation, the
Company would have the right to pursue reimbursement from the other shareholders and would have the
right to all sublease revenues.
Other Commitments and Contingencies
In the normal course of business, CNA has provided letters of credit in favor of various
unaffiliated insurance companies, regulatory authorities and other entities. At December 31, 2006
and 2005, there were approximately $27 million and $30 million of outstanding letters of credit.
The Company has entered into a limited number of guaranteed payment contracts, primarily relating
to telecommunication and software services, amounting to approximately $15 million at December 31,
2006. Estimated future minimum payments under these contracts are as follows: $12 million in 2007
and $3 million in 2008.
The Company currently has an agreement in place for services to be rendered in relation to employee
benefits, administration and consulting. If the Company terminates this agreement without cause,
or the agreement is
121
terminated due to the Companys default, prior to the end of any renewal term, the Company shall
pay the greater of fifteen percent of the average monthly fees related to such services for the
remainder of the term, or the specified minimum termination fee for the year. The minimum
termination fee for the year ended December 31, 2007 is $7 million.
Guarantees
CNA has provided guarantees of the indebtedness of certain of its independent insurance producers.
These guarantees expire in 2008. The Company would be required to remit prompt and complete
payment when due, should the primary obligor default. In the event of default on the part of the
primary obligor, the Company has a right to any and all shares of common stock of the primary
obligor. The maximum potential amount of future payments that CNA could be required to pay under
these guarantees was approximately $6 million at December 31, 2006.
In the course of selling business entities and assets to third parties, the Company has agreed to
indemnify purchasers for losses arising out of breaches of representation and warranties with
respect to the business entities or assets being sold, including, in certain cases, losses arising
from undisclosed liabilities or certain named litigation. Such indemnification provisions
generally survive for periods ranging from nine months following the applicable closing date to the
expiration of the relevant statutes of limitation. As of December 31, 2006, the aggregate amount
of quantifiable indemnification agreements in effect for sales of business entities, assets and
third party loans was $933 million.
In addition, the Company has agreed to provide indemnification to third party purchasers for
certain losses associated with sold business entities or assets that are not limited by a
contractual monetary amount. As of December 31, 2006, the Company had outstanding unlimited
indemnifications in connection with the sales of certain of its business entities or assets that
included tax liabilities arising prior to a purchasers ownership of an entity or asset, defects in
title at the time of sale, employee claims arising prior to closing and in some cases losses
arising from certain litigation and undisclosed liabilities. These indemnification agreements
survive until the applicable statutes of limitation expire, or until the agreed upon contract terms
expire. As of December 31, 2006, the Company has recorded approximately $28 million of liabilities
related to these indemnification agreements.
In connection with the issuance of preferred securities by CNA Surety Capital Trust I, CNA Surety
issued a guarantee of $75 million to guarantee the payment by CNA Surety Capital Trust I of annual
dividends of $1.5 million over 30 years and redemption of $30 million of preferred securities.
Note L. Stockholders Equity and Statutory Financial Information
Stockholders Equity
The Series H Issue was held by Loews and accrued cumulative dividends at an initial rate of 8% per
year, compounded annually. In August 2006, the Company repurchased the Series H Issue for
approximately $993 million, a price equal to the liquidation preference.
The Company financed the repurchase of the Series H Issue with the proceeds from the sales of: (i)
7.0 million shares of its common stock in a public offering for approximately $235.5 million; (ii)
$400 million of new 6.0% five-year senior notes and $350 million of new 6.5% ten-year senior notes
in a public offering; and (iii) 7.86 million shares of its common stock to Loews in a private
placement for approximately $264.5 million.
CNAs Board of Directors has approved a Share Repurchase Program to purchase, in the open market or
through privately negotiated transactions, its outstanding common stock, as Company management
deems appropriate. No shares of common stock were purchased during 2006 or 2005.
Statutory Accounting Practices (Unaudited)
CNAs domestic insurance subsidiaries maintain their accounts in conformity with accounting
practices prescribed or permitted by insurance regulatory authorities, which vary in certain
respects from GAAP. In converting from statutory accounting principles to GAAP, typical
adjustments include deferral of policy acquisition costs and the inclusion of net unrealized
holding gains or losses in shareholders equity relating to certain fixed maturity securities. The
National Association of Insurance Commissioners (NAIC) has codified statutory accounting principles
to foster more consistency among the states for accounting guidelines and reporting.
122
CNAs insurance subsidiaries are domiciled in various jurisdictions. These subsidiaries prepare
statutory financial statements in accordance with accounting practices prescribed or permitted by
the respective jurisdictions insurance regulators. Prescribed statutory accounting practices are
set forth in a variety of publications of the NAIC as well as state laws, regulations and general
administrative rules.
CCC follows a permitted practice related to the statutory provision for reinsurance, or the
uncollectible reinsurance reserve. This permitted practice allows CCC to record an additional
uncollectible reinsurance reserve amount through a different financial statement line item than the
prescribed statutory convention. This permitted practice had no effect on CCCs statutory surplus
in 2006 or 2005.
CNAFs ability to pay dividends and other credit obligations is significantly dependent on receipt
of dividends from its subsidiaries. The payment of dividends to CNAF by its insurance subsidiaries
without prior approval of the insurance department of each subsidiarys domiciliary jurisdiction is
limited by formula. Dividends in excess of these amounts are subject to prior approval by the
respective state insurance departments.
Dividends from CCC are subject to the insurance holding company laws of the State of Illinois, the
domiciliary state of CCC. Under these laws, ordinary dividends, or dividends that do not require
prior approval of the Illinois Department of Financial and Professional Regulation Division of
Insurance (the Department), may be paid only from earned surplus, which is calculated by removing
unrealized gains from unassigned surplus. As of December 31, 2006, CCC is in a positive earned
surplus position, enabling CCC to pay approximately $556 million of dividend payments during 2007
that would not be subject to the Departments prior approval. The actual level of dividends paid
in any year is determined after an assessment of available dividend capacity, holding company
liquidity and cash needs as well as the impact the dividends will have on the statutory surplus of
the applicable insurance company.
CNAFs domestic insurance subsidiaries are subject to risk-based capital requirements. Risk-based
capital is a method developed by the NAIC to determine the minimum amount of statutory capital
appropriate for an insurance company to support its overall business operations in consideration of
its size and risk profile. The formula for determining the amount of risk-based capital specifies
various factors, weighted based on the perceived degree of risk, which are applied to certain
financial balances and financial activity. The adequacy of a companys actual capital is evaluated
by a comparison to the risk-based capital results, as determined by the formula. Companies below
minimum risk-based capital requirements are classified within certain levels, each of which
requires specified corrective action. As of December 31, 2006 and 2005, all of CNAFs domestic
insurance subsidiaries exceeded the minimum risk-based capital requirements.
Combined statutory capital and surplus and net income, determined in accordance with accounting
practices prescribed or permitted by insurance regulatory authorities for the property and casualty
and the life and group insurance subsidiaries, were as follows.
Preliminary Statutory Information
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Statutory Capital and Surplus |
|
|
Statutory Net Income |
|
|
|
December 31 |
|
|
Years Ended December 31 |
|
|
|
2006 |
|
|
2005 |
|
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty companies (a) |
|
$ |
8,137 |
|
|
$ |
6,940 |
|
|
$ |
721 |
|
|
$ |
550 |
|
|
$ |
694 |
|
Life and group insurance companies |
|
|
687 |
|
|
|
627 |
|
|
|
67 |
|
|
|
65 |
|
|
|
334 |
|
|
|
|
(a) |
|
Surplus includes the property and casualty companies equity ownership of the life companys
capital and surplus. |
123
Note M. Comprehensive Income (Loss)
Comprehensive income (loss) is composed of all changes to stockholders equity, except those
changes resulting from transactions with stockholders in their capacity as stockholders. The
components of comprehensive income (loss) are shown below.
Comprehensive Income (Loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
Change in unrealized gains (losses) on general account investments: |
|
|
|
|
|
|
|
|
|
|
|
|
Holding gains (losses) arising during the period, net of tax
benefit (expense) of $(68), $72 and $(170) |
|
|
127 |
|
|
|
(136 |
) |
|
|
316 |
|
Net unrealized (gains) losses at beginning of period included in
realized gains (losses) during the period, net of tax expense of
$6, $71 and $223 |
|
|
(11 |
) |
|
|
(131 |
) |
|
|
(414 |
) |
|
|
|
|
|
|
|
|
|
|
Net change in unrealized gains (losses) on general account
investments, net of tax benefit (expense) of $(62), $143 and $53 |
|
|
116 |
|
|
|
(267 |
) |
|
|
(98 |
) |
Net change in unrealized gains (losses) on discontinued
operations, separate accounts and other, net of tax benefit of $4,
$16 and $0 |
|
|
(6 |
) |
|
|
4 |
|
|
|
(68 |
) |
Net change in foreign currency translation adjustment |
|
|
42 |
|
|
|
(24 |
) |
|
|
24 |
|
Net change in derivative instruments designated as cash flow
hedge, net of tax benefit of $0, $0 and $1 |
|
|
|
|
|
|
|
|
|
|
(3 |
) |
Net change in minimum pension liability, net of tax benefit
(expense) of $(44), $18 and $36 |
|
|
80 |
|
|
|
(33 |
) |
|
|
(65 |
) |
Allocation to participating policyholders and minority interests |
|
|
4 |
|
|
|
18 |
|
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income (loss), net of tax benefit (expense) of
$(102), $177 and $90 |
|
|
236 |
|
|
|
(302 |
) |
|
|
(191 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total comprehensive income (loss) |
|
$ |
1,344 |
|
|
$ |
(38 |
) |
|
$ |
234 |
|
|
|
|
|
|
|
|
|
|
|
The following table displays the components of accumulated other comprehensive income included
in the Consolidated Balance Sheets.
Accumulated Other Comprehensive Income
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Cumulative foreign currency translation adjustment |
|
$ |
93 |
|
|
$ |
51 |
|
Minimum pension liability, net of tax benefit of $79 and $123 |
|
|
(147 |
) |
|
|
(227 |
) |
Adjustment to initially apply FAS 158, net of tax benefit of $25 |
|
|
(46 |
) |
|
|
|
|
Net unrealized gains on investments and other, net of tax expense of $329 and $271 |
|
|
649 |
|
|
|
535 |
|
|
|
|
|
|
|
|
Accumulated other comprehensive income |
|
$ |
549 |
|
|
$ |
359 |
|
|
|
|
|
|
|
|
Note N. Business Segments
CNAs core property and casualty insurance operations are reported in two business segments:
Standard Lines and Specialty Lines. CNAs non-core operations are managed in two segments: Life
and Group Non-Core and Corporate and Other Non-Core. Standard Lines includes standard property and
casualty coverages sold to small and middle market commercial businesses primarily through an
independent agency distribution system, and excess and surplus lines, as well as insurance and risk
management products sold to large corporations in the U.S. as well as globally. Specialty Lines
provides a broad array of professional, financial and specialty property and casualty products and
services. Life and Group Non-Core primarily includes the results of the life and group lines of
business that have either been sold or placed in run-off. Corporate and Other Non-Core primarily
includes the results of certain property and casualty lines of business placed in run-off,
including CNA Re. This segment also includes the results related to the centralized adjusting and
settlement of APMT claims as well as the results of
124
CNAs participation in voluntary insurance pools, which are primarily in run-off, and various
non-insurance operations.
The accounting policies of the segments are the same as those described in Note A. The Company
manages most of its assets on a legal entity basis, while segment operations are conducted across
legal entities. As such, only insurance and reinsurance receivables, insurance reserves and
deferred acquisition costs are readily identifiable by individual segment. Distinct investment
portfolios are not maintained for each segment; accordingly, allocation of assets to each segment
is not performed. Therefore, net investment income and realized investment gains or losses are
allocated primarily based on each segments net carried insurance reserves, as adjusted.
All significant intrasegment income and expense has been eliminated. Standard Lines other
revenues and expenses include revenues for services provided by CNA ClaimsPlus to other units
within the Standard Lines segment that are eliminated at the consolidated level. Intrasegment
other revenues and expenses eliminated at the consolidated level were approximately $50 million,
$65 million and $93 million for the years ended December 31, 2006, 2005 and 2004.
Income taxes have been allocated on the basis of the taxable income of the segments.
Approximately 7.1%, 6.1% and 5.0% of CNAs gross written premiums were derived from outside the
United States, primarily the United Kingdom, for the years ended December 31, 2006, 2005 and 2004.
Gross written premiums from the United Kingdom were approximately 3.2%, 2.8% and 2.3% of CNAs
premiums for the years ended December 31, 2006, 2005 and 2004. Gross written premiums from any
individual foreign country, other than the United Kingdom, were not significant.
In the following tables, certain financial measures are presented to provide information used by
management to monitor the Companys operating performance. Management utilizes these financial
measures to monitor the Companys insurance operations and investment portfolio. Net operating
income, which is derived from certain income statement amounts, is used by management to monitor
performance of the Companys insurance operations. The Companys investment portfolio is monitored
through analysis of various quantitative and qualitative factors and certain decisions related to
the sale or impairment of investments that produce realized gains and losses. Net realized
investment gains and losses are comprised of after-tax realized investment gains and losses net of
participating policyholders and minority interests.
Net operating income is calculated by excluding from net income the after-tax effects of 1) net
realized investment gains or losses, 2) income or loss from discontinued operations and 3)
cumulative effects of changes in accounting principles. In the calculation of net operating
income, management excludes after-tax net realized investment gains or losses because net realized
investment gains or losses related to the Companys investment portfolio are largely discretionary,
except for losses related to other-than-temporary impairments, are generally driven by economic
factors that are not necessarily consistent with key drivers of underwriting performance, and are
therefore not an indication of trends in insurance operations.
The Companys investment portfolio is monitored by management through analyses of various factors
including unrealized gains and losses on securities, portfolio duration and exposure to interest
rate, market and credit risk. Based on such analyses, the Company may impair an investment
security in accordance with its policy, or sell a security. Such activities will produce realized
gains and losses.
The significant components of the Companys continuing operations and selected balance sheet items
are presented in the following tables.
125
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
Life and Group |
|
|
and Other |
|
|
|
|
|
|
|
Year ended December 31, 2006 |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Non-Core |
|
|
Eliminations |
|
|
Total |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
$ |
4,413 |
|
|
$ |
2,555 |
|
|
$ |
641 |
|
|
$ |
(1 |
) |
|
$ |
(5 |
) |
|
$ |
7,603 |
|
Net investment income |
|
|
991 |
|
|
|
403 |
|
|
|
698 |
|
|
|
320 |
|
|
|
|
|
|
|
2,412 |
|
Other revenues |
|
|
96 |
|
|
|
154 |
|
|
|
66 |
|
|
|
9 |
|
|
|
(50 |
) |
|
|
275 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenues |
|
|
5,500 |
|
|
|
3,112 |
|
|
|
1,405 |
|
|
|
328 |
|
|
|
(55 |
) |
|
|
10,290 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claims, benefits and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net incurred claims and benefits |
|
|
3,093 |
|
|
|
1,546 |
|
|
|
1,195 |
|
|
|
190 |
|
|
|
1 |
|
|
|
6,025 |
|
Policyholders dividends |
|
|
18 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22 |
|
Amortization of deferred acquisition costs |
|
|
981 |
|
|
|
538 |
|
|
|
14 |
|
|
|
1 |
|
|
|
|
|
|
|
1,534 |
|
Other insurance related expenses |
|
|
393 |
|
|
|
145 |
|
|
|
201 |
|
|
|
24 |
|
|
|
(6 |
) |
|
|
757 |
|
Restructuring and other related charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13 |
) |
|
|
|
|
|
|
(13 |
) |
Other expenses |
|
|
128 |
|
|
|
139 |
|
|
|
58 |
|
|
|
126 |
|
|
|
(50 |
) |
|
|
401 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total claims, benefits and expenses |
|
|
4,613 |
|
|
|
2,372 |
|
|
|
1,468 |
|
|
|
328 |
|
|
|
(55 |
) |
|
|
8,726 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) from continuing operations
before income tax and minority interest |
|
|
887 |
|
|
|
740 |
|
|
|
(63 |
) |
|
|
|
|
|
|
|
|
|
|
1,564 |
|
Income tax (expense) benefit on operating income
(loss) |
|
|
(258 |
) |
|
|
(245 |
) |
|
|
49 |
|
|
|
4 |
|
|
|
|
|
|
|
(450 |
) |
Minority interest |
|
|
(12 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
(1 |
) |
|
|
|
|
|
|
(44 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net operating income (loss) from continuing operations |
|
|
617 |
|
|
|
464 |
|
|
|
(14 |
) |
|
|
3 |
|
|
|
|
|
|
|
1,070 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains (losses), net of
participating
policyholders and minority interests |
|
|
76 |
|
|
|
28 |
|
|
|
(50 |
) |
|
|
32 |
|
|
|
|
|
|
|
86 |
|
Income tax (expense) benefit on realized investment
gains (losses) |
|
|
(21 |
) |
|
|
(10 |
) |
|
|
17 |
|
|
|
(5 |
) |
|
|
|
|
|
|
(19 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
672 |
|
|
$ |
482 |
|
|
$ |
(47 |
) |
|
$ |
30 |
|
|
$ |
|
|
|
$ |
1,137 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance receivables |
|
$ |
3,260 |
|
|
$ |
1,296 |
|
|
$ |
2,378 |
|
|
$ |
3,013 |
|
|
$ |
|
|
|
$ |
9,947 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance receivables |
|
$ |
2,053 |
|
|
$ |
424 |
|
|
$ |
52 |
|
|
$ |
(53 |
) |
|
$ |
|
|
|
$ |
2,476 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance reserves: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claim and claim adjustment expense |
|
$ |
14,934 |
|
|
$ |
5,529 |
|
|
$ |
3,134 |
|
|
$ |
6,039 |
|
|
$ |
|
|
|
$ |
29,636 |
|
Unearned premiums |
|
|
2,007 |
|
|
|
1,599 |
|
|
|
173 |
|
|
|
5 |
|
|
|
|
|
|
|
3,784 |
|
Future policy benefits |
|
|
|
|
|
|
|
|
|
|
6,645 |
|
|
|
|
|
|
|
|
|
|
|
6,645 |
|
Policyholders funds |
|
|
35 |
|
|
|
|
|
|
|
980 |
|
|
|
|
|
|
|
|
|
|
|
1,015 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred acquisition costs |
|
$ |
407 |
|
|
$ |
283 |
|
|
$ |
500 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
1,190 |
|
126
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
Life and Group |
|
|
and Other |
|
|
|
|
|
|
|
Year ended December 31, 2005 |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Non-Core |
|
|
Eliminations |
|
|
Total |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
$ |
4,410 |
|
|
$ |
2,475 |
|
|
$ |
704 |
|
|
$ |
(8 |
) |
|
$ |
(12 |
) |
|
$ |
7,569 |
|
Net investment income |
|
|
767 |
|
|
|
281 |
|
|
|
593 |
|
|
|
251 |
|
|
|
|
|
|
|
1,892 |
|
Other revenues |
|
|
98 |
|
|
|
124 |
|
|
|
95 |
|
|
|
159 |
|
|
|
(65 |
) |
|
|
411 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenues |
|
|
5,275 |
|
|
|
2,880 |
|
|
|
1,392 |
|
|
|
402 |
|
|
|
(77 |
) |
|
|
9,872 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claims, benefits and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net incurred claims and benefits |
|
|
3,857 |
|
|
|
1,617 |
|
|
|
1,160 |
|
|
|
343 |
|
|
|
(2 |
) |
|
|
6,975 |
|
Policyholders dividends |
|
|
19 |
|
|
|
4 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
24 |
|
Amortization of deferred acquisition costs |
|
|
986 |
|
|
|
532 |
|
|
|
22 |
|
|
|
3 |
|
|
|
|
|
|
|
1,543 |
|
Other insurance related expenses |
|
|
444 |
|
|
|
115 |
|
|
|
257 |
|
|
|
23 |
|
|
|
(10 |
) |
|
|
829 |
|
Other expenses |
|
|
110 |
|
|
|
108 |
|
|
|
61 |
|
|
|
115 |
|
|
|
(65 |
) |
|
|
329 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total claims, benefits and expenses |
|
|
5,416 |
|
|
|
2,376 |
|
|
|
1,501 |
|
|
|
484 |
|
|
|
(77 |
) |
|
|
9,700 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) from continuing operations
before income tax and minority interest |
|
|
(141 |
) |
|
|
504 |
|
|
|
(109 |
) |
|
|
(82 |
) |
|
|
|
|
|
|
172 |
|
Income tax (expense) benefit on operating income (loss) |
|
|
110 |
|
|
|
(154 |
) |
|
|
58 |
|
|
|
91 |
|
|
|
|
|
|
|
105 |
|
Minority interest |
|
|
(10 |
) |
|
|
(14 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(24 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net operating income (loss) from continuing operations |
|
|
(41 |
) |
|
|
336 |
|
|
|
(51 |
) |
|
|
9 |
|
|
|
|
|
|
|
253 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains (losses), net of participating
policyholders and minority interests |
|
|
20 |
|
|
|
14 |
|
|
|
(30 |
) |
|
|
(14 |
) |
|
|
|
|
|
|
(10 |
) |
Income tax (expense) benefit on realized investment
gains (losses) |
|
|
(11 |
) |
|
|
(2 |
) |
|
|
11 |
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
(32 |
) |
|
$ |
348 |
|
|
$ |
(70 |
) |
|
$ |
(3 |
) |
|
$ |
|
|
|
$ |
243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance receivables |
|
$ |
3,968 |
|
|
$ |
1,493 |
|
|
$ |
2,707 |
|
|
$ |
4,268 |
|
|
$ |
|
|
|
$ |
12,436 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance receivables |
|
$ |
2,056 |
|
|
$ |
375 |
|
|
$ |
105 |
|
|
$ |
5 |
|
|
$ |
|
|
|
$ |
2,541 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance reserves: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claim and claim adjustment expense |
|
$ |
15,084 |
|
|
$ |
5,205 |
|
|
$ |
3,277 |
|
|
$ |
7,372 |
|
|
$ |
|
|
|
$ |
30,938 |
|
Unearned premiums |
|
|
1,952 |
|
|
|
1,577 |
|
|
|
168 |
|
|
|
9 |
|
|
|
|
|
|
|
3,706 |
|
Future policy benefits |
|
|
|
|
|
|
|
|
|
|
6,297 |
|
|
|
|
|
|
|
|
|
|
|
6,297 |
|
Policyholders funds |
|
|
30 |
|
|
|
|
|
|
|
1,465 |
|
|
|
|
|
|
|
|
|
|
|
1,495 |
|
|
Deferred acquisition costs |
|
$ |
408 |
|
|
$ |
274 |
|
|
$ |
515 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
1,197 |
|
127
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate |
|
|
|
|
|
|
|
|
|
Standard |
|
|
Specialty |
|
|
Life and Group |
|
|
and Other |
|
|
|
|
|
|
|
Year ended December 31, 2004 |
|
Lines |
|
|
Lines |
|
|
Non-Core |
|
|
Non-Core |
|
|
Eliminations |
|
|
Total |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
$ |
4,917 |
|
|
$ |
2,277 |
|
|
$ |
921 |
|
|
$ |
128 |
|
|
$ |
(34 |
) |
|
$ |
8,209 |
|
Net investment income |
|
|
496 |
|
|
|
246 |
|
|
|
692 |
|
|
|
246 |
|
|
|
|
|
|
|
1,680 |
|
Other revenues |
|
|
129 |
|
|
|
109 |
|
|
|
91 |
|
|
|
40 |
|
|
|
(86 |
) |
|
|
283 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating revenues |
|
|
5,542 |
|
|
|
2,632 |
|
|
|
1,704 |
|
|
|
414 |
|
|
|
(120 |
) |
|
|
10,172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Claims, benefits and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net incurred claims and benefits |
|
|
3,480 |
|
|
|
1,441 |
|
|
|
1,372 |
|
|
|
162 |
|
|
|
(21 |
) |
|
|
6,434 |
|
Policyholders dividends |
|
|
9 |
|
|
|
5 |
|
|
|
(3 |
) |
|
|
|
|
|
|
|
|
|
|
11 |
|
Amortization of deferred acquisition costs |
|
|
1,109 |
|
|
|
506 |
|
|
|
36 |
|
|
|
29 |
|
|
|
|
|
|
|
1,680 |
|
Other insurance related expenses |
|
|
593 |
|
|
|
88 |
|
|
|
291 |
|
|
|
13 |
|
|
|
(13 |
) |
|
|
972 |
|
Restructuring and other related charges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3 |
) |
|
|
|
|
|
|
(3 |
) |
Other expenses |
|
|
94 |
|
|
|
101 |
|
|
|
76 |
|
|
|
141 |
|
|
|
(86 |
) |
|
|
326 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total claims, benefits and expenses |
|
|
5,285 |
|
|
|
2,141 |
|
|
|
1,772 |
|
|
|
342 |
|
|
|
(120 |
) |
|
|
9,420 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating income (loss) from continuing operations
before income tax and minority interest |
|
|
257 |
|
|
|
491 |
|
|
|
(68 |
) |
|
|
72 |
|
|
|
|
|
|
|
752 |
|
Income tax (expense) benefit on operating income (loss) |
|
|
(27 |
) |
|
|
(150 |
) |
|
|
39 |
|
|
|
12 |
|
|
|
|
|
|
|
(126 |
) |
Minority interest |
|
|
(10 |
) |
|
|
(17 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(27 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net operating income (loss) from continuing operations |
|
|
220 |
|
|
|
324 |
|
|
|
(29 |
) |
|
|
84 |
|
|
|
|
|
|
|
599 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains (losses), net of participating
policyholders and minority interests |
|
|
219 |
|
|
|
84 |
|
|
|
(615 |
) |
|
|
64 |
|
|
|
|
|
|
|
(248 |
) |
Income tax (expense) benefit on realized investment
gains (losses) |
|
|
(80 |
) |
|
|
(30 |
) |
|
|
230 |
|
|
|
(25 |
) |
|
|
|
|
|
|
95 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
359 |
|
|
$ |
378 |
|
|
$ |
(414 |
) |
|
$ |
123 |
|
|
$ |
|
|
|
$ |
446 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
128
The following table provides revenue by line of business for each reportable segment. Prior
period amounts have been conformed to reflect the current product structure. Revenues are
comprised of operating revenues and realized investment gains and losses, net of participating
policyholders and minority interests.
Revenue by Line of Business
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Standard Lines |
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
$ |
1,249 |
|
|
$ |
1,108 |
|
|
$ |
1,180 |
|
Casualty |
|
|
3,576 |
|
|
|
3,532 |
|
|
|
3,938 |
|
CNA Global |
|
|
751 |
|
|
|
655 |
|
|
|
643 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Standard Lines revenue |
|
|
5,576 |
|
|
|
5,295 |
|
|
|
5,761 |
|
|
|
|
|
|
|
|
|
|
|
|
Specialty Lines |
|
|
|
|
|
|
|
|
|
|
|
|
US Specialty Lines |
|
|
2,417 |
|
|
|
2,205 |
|
|
|
2,053 |
|
Surety |
|
|
436 |
|
|
|
393 |
|
|
|
361 |
|
Warranty |
|
|
287 |
|
|
|
296 |
|
|
|
302 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Specialty Lines revenue |
|
|
3,140 |
|
|
|
2,894 |
|
|
|
2,716 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Life and Group Non-Core |
|
|
|
|
|
|
|
|
|
|
|
|
Life & Annuity |
|
|
384 |
|
|
|
311 |
|
|
|
435 |
|
Health |
|
|
889 |
|
|
|
900 |
|
|
|
1,025 |
|
Other |
|
|
82 |
|
|
|
151 |
|
|
|
(371 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Life and Group Non-Core revenue |
|
|
1,355 |
|
|
|
1,362 |
|
|
|
1,089 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate and Other Non-Core revenue |
|
|
|
|
|
|
|
|
|
|
|
|
CNA Re |
|
|
129 |
|
|
|
71 |
|
|
|
225 |
|
Other |
|
|
231 |
|
|
|
317 |
|
|
|
253 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate and Other Non-Core revenue |
|
|
360 |
|
|
|
388 |
|
|
|
478 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Eliminations |
|
|
(55 |
) |
|
|
(77 |
) |
|
|
(120 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
$ |
10,376 |
|
|
$ |
9,862 |
|
|
$ |
9,924 |
|
|
|
|
|
|
|
|
|
|
|
Note O. Restructuring and Other Related Charges
In 2001, the Company finalized and approved two separate restructuring plans. The first plan
related to the Companys Information Technology operations. The initial restructuring and other
related charges amounted to $62 million in 2001. The remaining accrual related to this
restructuring charge of $3 million was released in 2004.
The second plan related to restructuring the property and casualty segments and Life and Group
Non-Core segment, discontinuation of the variable life and annuity business and consolidation of
real estate locations. During the second quarter of 2006, management reevaluated the sufficiency
of the remaining accrual, which related to lease termination costs, and determined that the
liability is no longer required as the Company has completed its lease obligations. As a result,
the excess remaining accrual was released in 2006, resulting in pretax income of $13 million for
the year ended December 31, 2006. During 2005 and 2004, approximately $1 million and $5 million of
costs were paid. The initial restructuring and other related charges amounted to $189 million in
2001.
Note P. Significant Transactions
Specialty Medical Business
On January 6, 2005, the Company completed the sale of its specialty medical business to Aetna Inc.
As a result of the sale, CNA recorded a realized gain of approximately $9 million in 2005. The
revenues of the business sold were $17 million and $166 million for the years ended December 31,
2005 and 2004. Net income related to this business was $18 million and $16 million for the years
ended December 31, 2005 and 2004.
129
Individual Life Sale
On April 30, 2004, the Company completed the sale of its individual life insurance business to
Swiss Re. The business sold included term, universal and permanent life insurance policies and
individual annuity products. CNAs individual long term care and structured settlement businesses
were excluded from the sale. Swiss Re acquired VFL and CNAs Nashville, Tennessee insurance
servicing and administration building as part of the sale. In connection with the sale, CNA
entered into a reinsurance agreement in which CAC ceded its individual life insurance business to
Swiss Re on a 100% indemnity reinsurance basis. Subject to certain exceptions, Swiss Re assumed
the credit risk of the business that was previously reinsured to other carriers. As a result of
this reinsurance agreement with Swiss Re, approximately $1 billion of future policy benefit
reserves were ceded to Swiss Re. CNA received consideration of approximately $700 million and
recorded a realized investment loss of $622 million pretax ($389 million after-tax).
The revenues of the individual life business through the sale date were $151 million for the year
ended December 31, 2004. The net results for this business through the sale date were a net loss
of $6 million for the year ended December 31, 2004.
Note Q. Discontinued Operations
CNA has discontinued operations which consist of run-off insurance operations acquired in its
merger with The Continental Corporation in 1995. The business consists of facultative property and
casualty, treaty excess casualty and treaty pro-rata reinsurance with underlying exposure to a
diverse, multi-line domestic and international book of business encompassing property, casualty,
the London Market and marine liabilities. The run-off operations are concentrated in United
Kingdom and Bermuda subsidiaries also acquired in the merger.
The Company has initiated and is actively pursuing a plan to sell a portion of the discontinued
operations. The Company expects a sale to be completed in 2007.
Results of the discontinued operations were as follows:
Discontinued Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
$ |
17 |
|
|
$ |
15 |
|
|
$ |
17 |
|
Realized investment gains (losses) and other |
|
|
(2 |
) |
|
|
7 |
|
|
|
(7 |
) |
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
15 |
|
|
|
22 |
|
|
|
10 |
|
Insurance related (expenses) benefits |
|
|
(51 |
) |
|
|
1 |
|
|
|
(30 |
) |
|
|
|
|
|
|
|
|
|
|
Income (loss) before income taxes |
|
|
(36 |
) |
|
|
23 |
|
|
|
(20 |
) |
Income tax (expense) benefit |
|
|
7 |
|
|
|
(2 |
) |
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
Income (loss) from discontinued operations, net of tax |
|
$ |
(29 |
) |
|
$ |
21 |
|
|
$ |
(21 |
) |
|
|
|
|
|
|
|
|
|
|
The results for 2006 reflect an impairment loss of approximately $29 million related to the
anticipated sale of a portion of the discontinued operations. The assets and liabilities that
would be subject to a sale were $239 million and $157 million at December 31, 2006. Excluding the
impairment loss on the anticipated sale, net loss for this business was $1 million and $3 million
for the years ended December 31, 2006 and 2004, and net income was $13 million for the year ended
December 31, 2005. The Companys subsidiary, The Continental Corporation, provides a guarantee for
a portion of the subject liabilities related to certain marine products. Any sale is expected to
include provisions that would significantly limit the Companys exposure related to this guarantee.
130
Net assets of discontinued operations, including the assets and liabilities subject to the sale
discussed above, are included in Other assets in the Consolidated Balance Sheets and were as
follows:
Discontinued Operations
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Assets: |
|
|
|
|
|
|
|
|
Investments |
|
$ |
317 |
|
|
$ |
358 |
|
Reinsurance receivables |
|
|
33 |
|
|
|
78 |
|
Cash |
|
|
40 |
|
|
|
29 |
|
Other assets |
|
|
3 |
|
|
|
5 |
|
|
|
|
|
|
|
|
Total assets |
|
|
393 |
|
|
|
470 |
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Insurance reserves |
|
|
308 |
|
|
|
338 |
|
Other liabilities |
|
|
17 |
|
|
|
19 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
325 |
|
|
|
357 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets of discontinued operations |
|
$ |
68 |
|
|
$ |
113 |
|
|
|
|
|
|
|
|
The Accumulated other comprehensive income, net of tax, reported on the Consolidated Balance
Sheets includes $1 million and $11 million related to unrealized gains and $15 million and $6
million related to the cumulative foreign currency translation adjustment for discontinued
operations as of December 31, 2006 and 2005.
CNAs accounting and reporting for discontinued operations is in accordance with APB Opinion No.
30, Reporting the Results of Operations Reporting the Effects of Disposal of a Segment of a
Business, and Extraordinary, Unusual and Infrequently Occurring Events and Transactions (APB
30). At December 31, 2006 and 2005, the insurance reserves are net of discount of $94 million and
$105 million. Excluding the impairment loss recorded in 2006 discussed above, the income (loss)
from discontinued operations reported above primarily represents the net investment income,
realized investment gains and losses, foreign currency gains and losses, effects of the accretion
of the loss reserve discount and re-estimation of the ultimate claim and claim adjustment expense
of the discontinued operations.
131
Note R. Quarterly Financial Data (Unaudited)
The following tables set forth unaudited quarterly financial data for the years ended December 31,
2006 and 2005.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarterly Financial Data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Full |
|
|
|
First |
|
|
Second |
|
|
Third |
|
|
Fourth |
|
|
Year |
|
(In millions, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
2,501 |
|
|
$ |
2,412 |
|
|
$ |
2,620 |
|
|
$ |
2,843 |
|
|
$ |
10,376 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before
income tax |
|
$ |
343 |
|
|
$ |
341 |
|
|
$ |
436 |
|
|
$ |
486 |
|
|
$ |
1,606 |
|
Income tax expense |
|
|
(108 |
) |
|
|
(100 |
) |
|
|
(131 |
) |
|
|
(130 |
) |
|
|
(469 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
|
235 |
|
|
|
241 |
|
|
|
305 |
|
|
|
356 |
|
|
|
1,137 |
|
Income (loss) from discontinued
operations, net of tax |
|
|
(6 |
) |
|
|
(2 |
) |
|
|
6 |
|
|
|
(27 |
) |
|
|
(29 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
229 |
|
|
$ |
239 |
|
|
$ |
311 |
|
|
$ |
329 |
|
|
$ |
1,108 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
0.84 |
|
|
$ |
0.87 |
|
|
$ |
1.13 |
|
|
$ |
1.33 |
|
|
$ |
4.17 |
|
Income (loss) from discontinued operations |
|
|
(0.02 |
) |
|
|
(0.01 |
) |
|
|
0.02 |
|
|
|
(0.10 |
) |
|
|
(0.11 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share available to
common stockholders |
|
$ |
0.82 |
|
|
$ |
0.86 |
|
|
$ |
1.15 |
|
|
$ |
1.23 |
|
|
$ |
4.06 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted Earnings Per Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations |
|
$ |
0.84 |
|
|
$ |
0.87 |
|
|
$ |
1.13 |
|
|
$ |
1.32 |
|
|
$ |
4.16 |
|
Income (loss) from discontinued operations |
|
|
(0.02 |
) |
|
|
(0.01 |
) |
|
|
0.02 |
|
|
|
(0.10 |
) |
|
|
(0.11 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share available to
common stockholders |
|
$ |
0.82 |
|
|
$ |
0.86 |
|
|
$ |
1.15 |
|
|
$ |
1.22 |
|
|
$ |
4.05 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarterly Financial Data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Full |
|
|
|
First |
|
|
Second |
|
|
Third |
|
|
Fourth |
|
|
Year |
|
(In millions, except per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenues |
|
$ |
2,364 |
|
|
$ |
2,570 |
|
|
$ |
2,520 |
|
|
$ |
2,408 |
|
|
$ |
9,862 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing
operations before income tax |
|
$ |
234 |
|
|
$ |
336 |
|
|
$ |
(48 |
) |
|
$ |
(384 |
) |
|
$ |
138 |
|
Income tax (expense) benefit |
|
|
(56 |
) |
|
|
(48 |
) |
|
|
51 |
|
|
|
158 |
|
|
|
105 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
|
178 |
|
|
|
288 |
|
|
|
3 |
|
|
|
(226 |
) |
|
|
243 |
|
Income from discontinued operations,
net of tax |
|
|
7 |
|
|
|
2 |
|
|
|
3 |
|
|
|
9 |
|
|
|
21 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
185 |
|
|
$ |
290 |
|
|
$ |
6 |
|
|
$ |
(217 |
) |
|
$ |
264 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and Diluted Earnings (Loss) Per
Share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) from continuing operations |
|
$ |
0.63 |
|
|
$ |
1.06 |
|
|
$ |
(0.06 |
) |
|
$ |
(0.95 |
) |
|
$ |
0.68 |
|
Income from discontinued operations |
|
|
0.03 |
|
|
|
|
|
|
|
0.02 |
|
|
|
0.03 |
|
|
|
0.08 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and diluted earnings (loss) per
share available to common stockholders |
|
$ |
0.66 |
|
|
$ |
1.06 |
|
|
$ |
(0.04 |
) |
|
$ |
(0.92 |
) |
|
$ |
0.76 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
132
During the fourth quarter of 2006, the Company commuted a significant reinsurance contract
that resulted in unfavorable development of $110 million, which was partially offset by the release
of previously established allowance for uncollectible reinsurance. This commutation resulted in an
unfavorable impact of $48 million. Additionally, the Company recorded $74 million of
non-commutation related unfavorable net prior year development.
During the fourth quarter of 2005, the Company recorded unfavorable net prior year development of
$591 million, which included $377 million from significant commutations and established surety
losses related to a national contractor of $70 million.
Note S. Related Party Transactions
CNA reimburses Loews, or pays directly, for management fees, travel and related expenses and
expenses of investment facilities and services provided to CNA. The amounts reimbursed or paid by
CNA were approximately $27 million, $23 million and $21 million for the years ended December 31,
2006, 2005 and 2004. The CNA Tax Group is included in the consolidated federal income tax return
of Loews and its eligible subsidiaries. See Note E for a detailed description of the income tax
agreement with Loews. In addition, CNA writes, at standard rates, a limited amount of insurance
for Loews and its subsidiaries. The total related premiums for the year ended December 31, 2006
were $1 million. The total related premiums for the years ended December 31, 2005 and 2004 were
less than $1 million.
In August 2006, the Company repurchased the Series H Issue from Loews. In addition, the Company
sold 7.86 million shares of its common stock to Loews. See Note L for further discussion. In
conjunction with the sale, the Company and Loews also entered into a Registration Rights Agreement
pursuant to which Loews has the right to demand that the Company register up to an aggregate of
7.86 million shares for resale in a public offering and may request that the Company include those
shares in certain registration statements that it may file in the future.
CNA previously sponsored a stock ownership plan whereby the Company financed the purchase of
Company common stock by certain officers, including executive officers. Interest charged on the
principal amount of these outstanding stock purchase loans is generally equivalent to the long term
applicable federal rate, compounded semi-annually, in effect on the disbursement date of the loan.
Loans made pursuant to the plan are generally full recourse with a ten-year term maturing between
October of 2008 and May of 2010, and are secured by the stock purchased. The carrying value of the
loans as of December 31, 2006 exceeds the fair value of the related common stock collateral by $7
million.
CNA
Surety Corporation - Loans to National Contractor
CNA Surety has provided significant surety bond protection for a large national contractor that
undertakes projects for the construction of government and private facilities, a substantial
portion of which have been reinsured by CCC. In order to help this contractor meet its liquidity
needs and complete projects which had been bonded by CNA Surety, commencing in 2003 CNAF provided
loans to the contractor through a credit facility. Due to reduced operating cash flow at the
contractor these loans were fully impaired through realized investment losses in 2004 and 2005.
For the years ended December 31, 2005 and 2004, the Company recorded a pretax impairment charge of
$34 million and $56 million. The Company no longer provides additional liquidity to the contractor
and has not recognized interest income related to the loans since June 30, 2005.
In addition to the impairment of loans outstanding under the credit facility, the Company
determined that the contractor would likely be unable to meet its obligations under the surety
bonds. Accordingly, during 2005, CNA Surety established $110 million of surety loss reserves in
anticipation of future loss payments, $50 million of which was ceded to CCC under the reinsurance
agreements discussed below. Further deterioration of the contractors operating cash flow could
result in higher loss estimates and trigger additional reserve actions. If any such reserve
additions were required, CCC would have all further surety bond exposure through the reinsurance
arrangements.
During the years ended December 31, 2006 and 2005, CNA Surety paid $34 million and $26 million
related to surety losses of the contractor.
133
CNA Surety may provide surety bonds on a limited basis on behalf of the contractor to support its
revised restructuring plan, subject to the contractors compliance with CNA Suretys underwriting
standards and ongoing management of CNA Suretys exposure in relation to the contractor. All
surety bonds written for the contractor are issued by CCC and its affiliates, other than CNA
Surety, and are subject to underlying reinsurance treaties pursuant to which all bonds written on
behalf of CNA Surety are 100% reinsured to one of CNA Suretys insurance subsidiaries.
CCC provides reinsurance protection to CNA Surety for losses in excess of an aggregate of $60
million associated with the contractor. This treaty provides coverage for the life of bonds either
in force or written from January 1, 2005 to December 31, 2005. CCC and CNA Surety agreed by
addendum to extend this contract for twenty four months, expiring on December 31, 2007.
CCC and CNA Surety continue to engage in periodic discussions with insurance regulatory authorities
regarding the level of surety bonds provided for this contractor and will continue to apprise those
authorities of the status of their ongoing exposure to this account.
Indemnification and subrogation rights, including rights to contract proceeds on construction
projects in the event of default, reduce CNA Suretys and ultimately the Companys exposure to
loss. While the Company believes that the contractors continuing restructuring efforts may be
successful, the contractors failure to ultimately achieve its extended restructuring plan or
perform its contractual obligations under the Companys surety bonds could have a material adverse
effect on the Companys results of operations. If such failures occur, the Company estimates the
additional surety loss, net of indemnification and subrogation recoveries, but before the effects
of minority interest, could be up to $90 million pretax.
CNAF has also guaranteed or provided collateral for the contractors letters of credit. As of
December 31, 2006 and December 31, 2005, these guarantees and collateral obligations aggregated $9
million and $13 million.
Reinsurance
CCC provided an excess of loss reinsurance contract to the insurance subsidiaries of CNA Surety
over a period that expired on December 31, 2000 (the stop loss contract). The stop loss contract
limits the net loss ratios for CNA Surety with respect to certain accounts and lines of insurance
business. In the event that CNA Suretys accident year net loss ratio exceeds 24% for 1997 through
2000 (the contractual loss ratio), the stop loss contract requires CCC to pay amounts equal to the
amount, if any, by which CNA Suretys actual accident year net loss ratio exceeds the contractual
loss ratio multiplied by the applicable net earned premiums. The minority shareholders of CNA
Surety do not share in any losses that apply to this contract.
134
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
CNA Financial Corporation
Chicago, Illinois
We have audited the accompanying consolidated balance sheets of CNA Financial Corporation (an
affiliate of Loews Corporation) and subsidiaries (the Company), as of December 31, 2006 and 2005,
and the related consolidated statements of operations, stockholders equity, and cash flows for
each of the three years in the period ended December 31, 2006. Our audits also included the
financial statement schedules listed in the Index at Item 15. These financial statements and
financial statement schedules are the responsibility of the Companys management. Our
responsibility is to express an opinion on these financial statements and financial statement
schedules 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, such consolidated financial statements present fairly, in all material respects,
the financial position of the Company as of December 31, 2006 and 2005, and the results of their
operations and their cash flows for each of the three years in the period ended December 31, 2006,
in conformity with accounting principles generally accepted in the United States of America. Also,
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.
As discussed in Note A to the consolidated financial statements, the Company changed its method of
accounting for defined benefit pension and other postretirement plans in 2006.
We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the effectiveness of the Companys internal control over financial reporting
as of December 31, 2006, based on the criteria established in Internal Control Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our
report dated February 22, 2007 expressed an unqualified opinion on managements assessment of the
effectiveness of the Companys internal control over financial reporting and an unqualified opinion
on the effectiveness of the Companys internal control over financial reporting.
/s/ DELOITTE & TOUCHE LLP
Chicago, Illinois
February 22, 2007
135
MANAGEMENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
The management of CNA Financial Corporation (CNAF or the Company) is responsible for establishing
and maintaining adequate internal control over financial reporting. CNAFs internal control system
was designed to provide reasonable assurance to the Companys management, its Audit Committee and
Board of Directors regarding the preparation and fair presentation of published financial
statements.
There are inherent limitations to the effectiveness of any internal control or system of control,
however well designed, including the possibility of human error and the possible circumvention or
overriding of such controls or systems. Moreover, because of changing conditions the reliability
of internal controls may vary over time. As a result even effective internal controls can provide
no more than reasonable assurance with respect to the accuracy and completeness of financial
statements and their process of preparation.
CNAF management assessed the effectiveness of the Companys internal control over financial
reporting as of December 31, 2006. In making this assessment, it has used the criteria set forth
by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control
Integrated Framework. Based on those criteria and our assessment we believe that, as of
December 31, 2006, the Companys internal control over financial reporting was effective.
CNAFs independent public accountant, Deloitte & Touche LLP, has issued an audit report covering
our assessment of the Companys internal control over financial reporting. This report appears on
page 137.
CNA Financial Corporation
Chicago, Illinois
February 22, 2007
136
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Board of Directors and Stockholders of
CNA Financial Corporation
Chicago, Illinois
We have audited managements assessment, included in the accompanying Managements Report on
Internal Control Over Financial Reporting, that CNA Financial Corporation (an affiliate of Loews
Corporation) and subsidiaries (the Company) maintained effective internal control over financial
reporting as of December 31, 2006, based on criteria established in Internal ControlIntegrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. The
Companys management is responsible for maintaining effective internal control over financial
reporting and for its assessment of the effectiveness of internal control over financial reporting.
Our responsibility is to express an opinion on managements assessment and an opinion on the
effectiveness of the Companys 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, evaluating managements assessment, testing and evaluating the
design and operating effectiveness of internal control, and performing such other procedures as we
considered necessary in the circumstances. We believe that our audit provides a reasonable basis
for our opinions.
A companys internal control over financial reporting is a process designed by, or under the
supervision of, the companys principal executive and principal financial officers, or persons
performing similar functions, and effected by the companys board of directors, management, and
other personnel 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 companys 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
companys assets that could have a material effect on the financial statements.
Because of the inherent limitations of internal control over financial reporting, including the
possibility of collusion or improper management override of controls, material misstatements due to
error or fraud may not be prevented or detected on a timely basis. Also, projections of any
evaluation of the effectiveness of the internal control over financial reporting to future periods
are subject to the risk that the 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, managements assessment that the Company maintained effective internal control over
financial reporting as of December 31, 2006, is fairly stated, in all material respects, based on
the criteria established in Internal ControlIntegrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway Commission. Also in our opinion, the Company maintained,
in all material respects, effective internal control over financial reporting as of December 31,
2006, based on the criteria established in Internal ControlIntegrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission.
137
We have also audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the consolidated financial statements and financial statement schedules as
of and for the year ended December 31, 2006 of the Company and our report dated February 22, 2007
expresses an unqualified opinion on those financial statements and financial statement schedules
and includes an explanatory paragraph concerning a change in method of accounting for defined
benefit pension and other postretirement plans in 2006.
/s/ DELOITTE & TOUCHE LLP
Chicago, Illinois
February 22, 2007
138
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.
ITEM 9A. CONTROLS AND PROCEDURES
As of December 31, 2006, the Companys management, including the Companys Chief Executive Officer
(CEO) and Chief Financial Officer (CFO), conducted an evaluation of the effectiveness of the
Companys disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended (the Exchange Act)). Based on
this evaluation, the CEO and CFO have concluded that the Companys disclosure controls and
procedures are effective.
Pursuant to Section 404 of the Sarbanes-Oxley Act of 2002, and the implementing rules of the
Securities and Exchange Commission, the Company included a report of managements assessment of the
design and effectiveness of its internal controls as part of this Annual Report on Form 10-K for
the fiscal year ended December 31, 2006. The independent registered public accounting firm of the
Company also attested to, and reported on, managements assessment of the effectiveness of internal
control over financial reporting. Managements report and the independent registered public
accounting firms attestation report are included in Item 8 under the captions entitled
Managements Report on Internal Control Over Financial Reporting and Report of Independent
Registered Public Accounting Firm and are incorporated herein by reference.
There has been no change in the Companys internal control over financial reporting (as defined in
Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter ended December 31, 2006
that has materially affected, or is reasonably likely to materially affect, the Companys internal
control over financial reporting.
ITEM 9B. OTHER INFORMATION
None.
139
PART
III
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
EXECUTIVE OFFICERS OF THE REGISTRANT
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FIRST |
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POSITION AND |
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BECAME |
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OFFICES |
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EXECUTIVE |
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HELD WITH |
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OFFICER OF |
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NAME |
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REGISTRANT |
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AGE |
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CNA |
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PRINCIPAL OCCUPATION DURING PAST FIVE YEARS |
Stephen W. Lilienthal
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Chief Executive
Officer, CNA
Financial
Corporation
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56 |
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2001 |
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Chief Executive Officer of CNA Financial
Corporation and subsidiaries since August,
2002. Prior to that time, President and
Chief Executive Officer, Property and
Casualty Operations of the CNA insurance
companies. |
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Michael Fusco
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Executive Vice
President, Chief
Actuary, CNA
insurance companies
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58 |
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2004 |
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Executive Vice President, Chief Actuary of
the CNA insurance companies since March,
2002. Prior to that time, Senior Vice
President of the CNA insurance companies. |
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Jonathan D. Kantor
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Executive Vice
President, General
Counsel and
Secretary
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51 |
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1997 |
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Executive Vice President, General Counsel
and Secretary of CNA Financial
Corporation. |
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James R. Lewis
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President and Chief
Executive Officer,
Property and
Casualty
Operations, CNA
insurance companies
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57 |
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2002 |
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President and Chief Executive Officer,
Property and Casualty Operations of the
CNA insurance companies since August,
2002. Prior to that time, Executive Vice
President, U.S. Insurance Operations,
Property and Casualty Operations of the
CNA insurance companies. |
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D. Craig Mense
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Executive Vice
President & Chief
Financial Officer
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55 |
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2004 |
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Executive Vice President and Chief
Financial Officer since November, 2004.
Prior to that time, President and Chief
Executive Officer of Global Run-Off
Operations at St. Paul Travelers from
June, 2004 to November, 2004. Prior to
that time, the following positions at
Travelers Property Casualty Corp.: Chief
Operating Officer of the Gulf Insurance
Group (May, 2003 to May, 2004); Chief
Financial and Administrative Officer
(Personal Lines) (July, 2002 to March,
2003); and Senior Vice President and Chief
Financial Officer (Bond) (April, 1996 to
July, 2002). |
Officers are elected and hold office until their successors are elected and qualified, and are
subject to removal by the Board of Directors.
Additional information required in Item 10, Part III has been omitted as the Registrant intends to
file a definitive proxy statement pursuant to Regulation 14A with the Securities and Exchange
Commission not later than 120 days after the close of its fiscal year.
140
ITEM 11. EXECUTIVE COMPENSATION
Information required in Item 11, Part III has been omitted as the Registrant intends to file a
definitive proxy statement pursuant to Regulation 14A with the Securities and Exchange Commission
not later than 120 days after the close of its fiscal year.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Equity Compensation Plan
The table below provides the securities authorized for issuance under equity compensation plans.
Executive Compensation Information
December 31, 2006
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Number of securities |
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Number of securities to |
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remaining available for |
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be issued upon |
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Weighted average exercise |
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future issuance under |
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exercise of outstanding |
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price of outstanding |
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equity compensation plans |
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options, warrants and |
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options, warrants and |
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(excluding securities |
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rights |
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rights |
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reflected in column (a)) |
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(a) |
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(b) |
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(c) |
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Plan Category |
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Equity compensation plans approved by
security holders |
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1,694,900 |
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$ |
28.86 |
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2,011,725 |
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Equity compensation plans not
approved by security holders |
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Total |
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1,694,900 |
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$ |
28.86 |
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2,011,725 |
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Additional information required in Item 12, Part III has been omitted as the Registrant
intends to file a definitive proxy statement pursuant to Regulation 14A with the Securities and
Exchange Commission not later than 120 days after the close of its fiscal year.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Information required in Item 13, Part III has been omitted as the Registrant intends to file a
definitive proxy statement pursuant to Regulation 14A with the Securities and Exchange Commission
not later than 120 days after the close of its fiscal year.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
Information required in Item 14, Part III has been omitted as the Registrant intends to file a
definitive proxy statement pursuant to Regulation 14A with the Securities and Exchange Commission
not later than 120 days after the close of its fiscal year.
141
PART IV
ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
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Page |
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Number |
(a)
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1. |
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FINANCIAL STATEMENTS: |
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Statements of Operations Years Ended December 31, 2006, 2005 and 2004
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65 |
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Balance Sheets December 31, 2006 and 2005
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66 |
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Statements of Cash Flows Years Ended December 31, 2006, 2005 and 2004
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67 |
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Statements of Stockholders
Equity Years Ended December 31, 2006, 2005 and 2004
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69 |
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Notes to Consolidated Financial Statements
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70 |
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Report of Independent Registered Public Accounting Firm
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135 |
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(a)
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2. |
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FINANCIAL STATEMENT SCHEDULES: |
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Schedule I Summary of Investments
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145 |
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Schedule II Condensed Financial Information of Registrant (Parent Company)
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146 |
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Schedule III Supplementary Insurance Information
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151 |
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Schedule IV Reinsurance
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152 |
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Schedule V Valuation and Qualifying Accounts
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152 |
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Schedule VI Supplemental Information Concerning Property and Casualty Insurance Operations
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152 |
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(a)
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3. |
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EXHIBITS: |
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Exhibit |
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Description
of Exhibit |
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Number |
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(3 |
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Articles of incorporation and by-laws: |
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Certificate of Incorporation of CNA Financial Corporation, as amended May 6, 1987 (Exhibit 3.1 to 1987 Form 10-K incorporated herein by
reference)
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3.1 |
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Certificate of Amendment of Certificate of Incorporation, dated May 14, 1998
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3.1a |
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Certificate of Amendment of Certificate of Incorporation, dated May 10, 1999 (Exhibit 3.1 to 1999 Form 10-K incorporated herein by reference)
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3.1b |
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By-Laws of CNA Financial Corporation, as amended April 28, 2004 (Exhibit 3.2 to 2004 Form 10-K incorporated herein by reference)
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3.2 |
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(4 |
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Instruments defining the rights of security holders, including indentures: |
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CNA Financial Corporation hereby agrees to furnish to the Commission upon request copies of instruments with respect to long term debt,
pursuant to Item 601(b) (4) (iii) of Regulation S-K
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4.1 |
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(10 |
) |
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Material contracts: |
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142
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Exhibit |
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Description of Exhibit |
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Number |
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Federal Income Tax Allocation Agreement, dated February 29, 1980 between CNA Financial Corporation and Loews Corporation (Exhibit 10.2 to
1987 Form 10-K incorporated herein by reference)
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10.1 |
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CNA Supplemental Executive Retirement Plan, restated as of January 1, 2003 (Exhibit 99.2 to Form 8-K filed January 6, 2005 incorporated
herein by reference)
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10.2 |
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First Amendment to the CNA Supplemental Executive Retirement Plan, dated February 27, 2004 (Exhibit 99.3 to Form 8-K filed January 6, 2005
incorporated herein by reference)
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10.3 |
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Second Amendment to the CNA Supplemental Executive Retirement Plan, dated March 23, 2004 (Exhibit 99.4 to Form 8-K filed January 6, 2005
incorporated herein by reference)
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10.4 |
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Third Amendment to the CNA Supplemental Executive Retirement Plan, dated December 31, 2004 (Exhibit 99.1 to Form 8-K filed January 6, 2005
incorporated herein by reference)
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10.5 |
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CNA Financial Corporation 2000 Long Term Incentive Plan, dated August 4, 1999 (Exhibit 4.1 to 1999 Form S-8 filed August 4, 1999,
incorporated herein by reference)
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10.6 |
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CNA Financial Corporation 2000 Incentive Compensation Plan, as amended and restated, effective as of February 9, 2005 (Exhibit A to Form DEF
14A, filed March 31, 2005, incorporated herein by reference (as indicated in Form 8-K, filed May 2, 2005, CNAF shareholders voted to approve
this plan on April 27, 2005))
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10.7 |
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Share Purchase Agreement between CNA and TAWA UK Limited,
dated July 15, 2002 for the entire issued share capital of CNA Re
Management Company Limited (Exhibit 2.1 to September 30, 2002
Form 10-Q incorporated herein by reference)
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10.8 |
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Employment Agreement between CNA Financial Corporation
and Stephen W. Lilienthal, dated October 26, 2005 (Exhibit 10.22 to
September 30, 2005 Form 10-Q incorporated herein by reference)
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10.9 |
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Employment Agreement between Continental Casualty Company
and James R. Lewis, dated October 26, 2005 (Exhibit 10.21 to
September 30, 2005 Form 10-Q incorporated herein by reference)
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10.10 |
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Employment Agreement between Continental Casualty Company
and Jonathan D. Kantor, dated March 16, 2005 (Exhibit 99.1 to June 13,
2005 Form 8-K incorporated herein by reference)
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10.11 |
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Capital Support Agreement among CNA Financial Corporation, Loews
Corporation and Continental Casualty Company, dated November 12, 2003 (Exhibit
10.15 to 2003 Form 10-K incorporated herein by reference)
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10.12 |
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Employment Agreement between Continental Casualty Company
and D. Craig Mense, dated December 2, 2004 (Exhibit 99.1 to December 8,
2004 Form 8-K incorporated herein by reference)
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10.13 |
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143
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Exhibit |
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Description of Exhibit |
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Number |
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Addendum to Employment Agreement between Continental Casualty Company
and D. Craig Mense, dated December 2, 2004 (Exhibit 99.2 to December 8,
2004 Form 8-K incorporated herein by reference)
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10.14 |
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Employment Agreement between Continental Casualty Company
and Michael Fusco, dated April 1, 2004 (Exhibit 10.16 to 2004 Form
10-K incorporated herein by reference)
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10.15 |
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CNA Supplemental Executive Savings and Capital Accumulation Plan, dated
July 1, 2003 (Exhibit 10.17 to 2004 Form 10-K incorporated herein by reference)
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10.16 |
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First Amendment to the CNA Supplemental Executive Savings and Capital
Accumulation Plan, dated February 27, 2004 (Exhibit 10.18 to 2004 Form 10-K
incorporated herein by reference)
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10.17 |
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Second Amendment to the CNA Supplemental Executive Savings and Capital
Accumulation Plan, dated March 23, 2004 (Exhibit 10.19 to 2004 Form 10-K
incorporated herein by reference)
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10.18 |
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Form of Award Letter for Long-Term Incentive Cash Award to Executive
Officers for the Performance Period Beginning January 1, 2006 and Ending
December 31, 2008, Delivered on April 14, 2006 (Exhibit 99.1 to April 19, 2006
Form 8-K incorporated herein by reference)
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10.19 |
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Form of Award Terms for Long-Term Incentive Cash Award to Executive Officers
for the Performance Period Beginning January 1, 2006 and Ending December 31, 2008,
Delivered on April 14, 2006 (Exhibit 99.2 to April 19, 2006 Form 8-K incorporated
herein by reference)
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10.20 |
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Registration Rights Agreement, dated August 8, 2006, between CNA Financial
Corporation and Loews Corporation (Exhibit 10.1 to August 8, 2006 Form 8-K
incorporated herein by reference)
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10.21 |
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Amendment to Employment Agreement
between Continental Casualty Company and Michael Fusco, dated
February 7, 2007
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10.22 |
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(21 |
) |
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Significant Subsidiaries of CNAF
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21.1 |
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(23 |
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Consent of Independent Registered Public Accounting Firm
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23.1 |
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(31 |
) |
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Certification of Chief Executive Officer
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31.1 |
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Certification of Chief Financial Officer
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31.2 |
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(32 |
) |
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Written Statement of the Chief Executive Officer of CNA Financial Corporation Pursuant
to 18 U.S.C Section 1350 (As adopted by Section 906 of the Sarbanes-Oxley Act of 2002)
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32.1 |
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Written Statement of the Chief Financial Officer of CNA Financial Corporation Pursuant
to 18 U.S.C Section 1350 (As adopted by Section 906 of the Sarbanes-Oxley Act of 2002)
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32.2 |
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(b)
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Exhibits: |
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None. |
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(c)
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Condensed Financial Information of Unconsolidated Subsidiaries: |
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None. |
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Except
for Exhibits 3.1a, 10.22, 21.1, 23.1, 31.1, 31.2, 32.1 and 32.2, the above exhibits are not included in this Form 10-K, but are
on file with the Securities and Exchange Commission.
144
SCHEDULE I. SUMMARY OF INVESTMENTS OTHER THAN INVESTMENTS IN RELATED PARTIES
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December 31, 2006 |
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Cost or |
|
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Estimated |
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Amortized |
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Fair |
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Carrying |
|
|
|
Cost |
|
|
Value |
|
|
Value |
|
(In millions) |
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
Bonds: |
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government and government agencies and authorities taxable |
|
$ |
5,368 |
|
|
$ |
5,445 |
|
|
$ |
5,445 |
|
States, municipalities and political subdivisions tax exempt |
|
|
4,915 |
|
|
|
5,146 |
|
|
|
5,146 |
|
Foreign governments and political subdivisions |
|
|
2,679 |
|
|
|
2,779 |
|
|
|
2,779 |
|
Public utilities |
|
|
753 |
|
|
|
850 |
|
|
|
850 |
|
All other corporate bonds |
|
|
20,331 |
|
|
|
20,515 |
|
|
|
20,515 |
|
Redeemable preferred stocks |
|
|
885 |
|
|
|
912 |
|
|
|
912 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities available-for-sale |
|
|
34,931 |
|
|
|
35,647 |
|
|
|
35,647 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturity securities trading: |
|
|
|
|
|
|
|
|
|
|
|
|
Bonds: |
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government and government agencies and authorities taxable |
|
|
2 |
|
|
|
2 |
|
|
|
2 |
|
Foreign governments and political subdivisions |
|
|
14 |
|
|
|
14 |
|
|
|
14 |
|
All other corporate bonds |
|
|
188 |
|
|
|
188 |
|
|
|
188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed maturity securities trading |
|
|
204 |
|
|
|
204 |
|
|
|
204 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities available-for-sale: |
|
|
|
|
|
|
|
|
|
|
|
|
Common stocks: |
|
|
|
|
|
|
|
|
|
|
|
|
Banks, trusts and insurance companies |
|
|
3 |
|
|
|
5 |
|
|
|
5 |
|
Industrial and other |
|
|
211 |
|
|
|
447 |
|
|
|
447 |
|
Non-redeemable preferred stocks |
|
|
134 |
|
|
|
145 |
|
|
|
145 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities available-for-sale |
|
|
348 |
|
|
|
597 |
|
|
|
597 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities trading: |
|
|
|
|
|
|
|
|
|
|
|
|
Common stocks: |
|
|
|
|
|
|
|
|
|
|
|
|
Industrial and other |
|
|
60 |
|
|
|
60 |
|
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total equity securities trading |
|
|
60 |
|
|
$ |
60 |
|
|
|
60 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Limited partnership investments |
|
|
1,852 |
|
|
|
|
|
|
|
1,852 |
|
Other invested assets |
|
|
26 |
|
|
|
|
|
|
|
26 |
|
Short term investments available-for-sale |
|
|
5,537 |
|
|
|
|
|
|
|
5,538 |
|
Short term investments trading |
|
|
172 |
|
|
|
|
|
|
|
172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
$ |
43,130 |
|
|
|
|
|
|
$ |
44,096 |
|
|
|
|
|
|
|
|
|
|
|
|
145
SCHEDULE II. CONDENSED FINANCIAL INFORMATION OF REGISTRANT (PARENT COMPANY)
CNA Financial Corporation
Statements of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
$ |
21 |
|
|
$ |
18 |
|
|
$ |
14 |
|
Realized investment losses |
|
|
(7 |
) |
|
|
(29 |
) |
|
|
(62 |
) |
Other income |
|
|
1 |
|
|
|
|
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
|
15 |
|
|
|
(11 |
) |
|
|
(43 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
Administrative and general |
|
|
2 |
|
|
|
9 |
|
|
|
5 |
|
Interest |
|
|
118 |
|
|
|
110 |
|
|
|
104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses |
|
|
120 |
|
|
|
119 |
|
|
|
109 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss from operations before income taxes and
equity in net income of subsidiaries |
|
|
(105 |
) |
|
|
(130 |
) |
|
|
(152 |
) |
Income tax benefit |
|
|
37 |
|
|
|
46 |
|
|
|
53 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before equity in net income of subsidiaries |
|
|
(68 |
) |
|
|
(84 |
) |
|
|
(99 |
) |
Equity in net income of subsidiaries |
|
|
1,176 |
|
|
|
348 |
|
|
|
524 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
|
|
|
|
|
|
|
|
|
|
See accompanying Notes to Condensed Financial Information.
146
CNA Financial Corporation
Balance Sheets
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Assets: |
|
|
|
|
|
|
|
|
Investment in subsidiaries |
|
$ |
11,512 |
|
|
$ |
10,263 |
|
Fixed maturity securities available-for-sale, at fair value (amortized
cost of $9 and $1) |
|
|
9 |
|
|
|
1 |
|
Equity securities available-for-sale, at fair value (cost of $1 and $1) |
|
|
1 |
|
|
|
1 |
|
Short term investments |
|
|
280 |
|
|
|
198 |
|
Receivables for securities sold |
|
|
1 |
|
|
|
10 |
|
Amounts due from affiliates |
|
|
37 |
|
|
|
44 |
|
Other assets |
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
11,847 |
|
|
$ |
10,517 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Stockholders Equity: |
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Short term debt |
|
|
|
|
|
|
250 |
|
Long term debt |
|
|
2,035 |
|
|
|
1,287 |
|
Other |
|
|
44 |
|
|
|
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
2,079 |
|
|
|
1,567 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders equity: |
|
|
|
|
|
|
|
|
Preferred
stock (12,500,000 shares authorized)
Series H Issue (no par value; $100,000 stated value; no shares and
7,500 shares issued; held by Loews Corporation) |
|
|
|
|
|
|
750 |
|
Common stock ($2.50 par value; 500,000,000 shares authorized;
273,040,543 and 258,177,285 shares issued; and 271,108,780 and
256,001,968 shares outstanding) |
|
|
683 |
|
|
|
645 |
|
Additional paid-in capital |
|
|
2,166 |
|
|
|
1,701 |
|
Retained earnings |
|
|
6,486 |
|
|
|
5,621 |
|
Accumulated other comprehensive income |
|
|
549 |
|
|
|
359 |
|
Treasury stock (1,931,763 and 2,175,317 shares), at cost |
|
|
(58 |
) |
|
|
(67 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,826 |
|
|
|
9,009 |
|
Notes receivable for the issuance of common stock |
|
|
(58 |
) |
|
|
(59 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders equity |
|
|
9,768 |
|
|
|
8,950 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders equity |
|
$ |
11,847 |
|
|
$ |
10,517 |
|
|
|
|
|
|
|
|
See accompanying Notes to Condensed Financial Information.
147
CNA Financial Corporation
Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
Years ended December 31 |
|
2006 |
|
|
2005 |
|
|
2004 |
|
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
1,108 |
|
|
$ |
264 |
|
|
$ |
425 |
|
Adjustments to reconcile net income to net cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Income of subsidiaries |
|
|
(1,176 |
) |
|
|
(348 |
) |
|
|
(524 |
) |
Dividends received from subsidiaries |
|
|
91 |
|
|
|
127 |
|
|
|
307 |
|
Realized investment losses |
|
|
7 |
|
|
|
29 |
|
|
|
62 |
|
Other, net |
|
|
7 |
|
|
|
(59 |
) |
|
|
233 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total adjustments |
|
|
(1,071 |
) |
|
|
(251 |
) |
|
|
78 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided by operating activities |
|
|
37 |
|
|
|
13 |
|
|
|
503 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Sales of fixed maturity securities |
|
|
1 |
|
|
|
8 |
|
|
|
85 |
|
Purchases of fixed maturity securities |
|
|
|
|
|
|
|
|
|
|
(27 |
) |
Change in short term investments |
|
|
(60 |
) |
|
|
563 |
|
|
|
(710 |
) |
Capital contributions to subsidiaries |
|
|
(3 |
) |
|
|
(41 |
) |
|
|
(156 |
) |
Return of capital from subsidiaries |
|
|
19 |
|
|
|
|
|
|
|
18 |
|
Other, net |
|
|
(7 |
) |
|
|
(64 |
) |
|
|
(14 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided (used) by investing activities |
|
|
(50 |
) |
|
|
466 |
|
|
|
(804 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from the issuance of long-term debt |
|
|
746 |
|
|
|
|
|
|
|
546 |
|
Principal payments on debt |
|
|
(250 |
) |
|
|
(493 |
) |
|
|
(250 |
) |
Payment to repurchase Series H issue preferred stock |
|
|
(993 |
) |
|
|
|
|
|
|
|
|
Proceeds from the issuance of common stock |
|
|
499 |
|
|
|
|
|
|
|
|
|
Stock options exercised |
|
|
10 |
|
|
|
2 |
|
|
|
|
|
Other, net |
|
|
1 |
|
|
|
12 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash flows provided (used) by financing activities |
|
|
13 |
|
|
|
(479 |
) |
|
|
301 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net change in cash |
|
|
|
|
|
|
|
|
|
|
|
|
Cash, beginning of year |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash, end of year |
|
$ |
|
|
|
$ |
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying Notes to Condensed Financial Information.
148
Notes to Condensed Financial Information
A. Basis of Presentation
The condensed financial information of CNA Financial Corporation (CNAF or the Parent Company)
should be read in conjunction with the Consolidated Financial Statements and Notes thereto included
in Part II, Item 8 of this Form 10-K. CNAFs subsidiaries are accounted for using the equity
method of accounting. Equity in net income of these affiliates is reported as equity in net income
of subsidiaries. Loews Corporation (Loews) owned approximately 89% of the outstanding common stock
of CNAF as of December 31, 2006.
B. Debt
Debt is composed of the following obligations.
Debt
|
|
|
|
|
|
|
|
|
December 31 |
|
2006 |
|
|
2005 |
|
(In millions) |
|
|
|
|
|
|
|
|
Senior notes: |
|
|
|
|
|
|
|
|
6.750%, face amount of $250, due November 15, 2006 |
|
$ |
|
|
|
$ |
250 |
|
6.450%, face amount of $150, due January 15, 2008 |
|
|
150 |
|
|
|
149 |
|
6.600%, face amount of $200, due December 15, 2008 |
|
|
200 |
|
|
|
199 |
|
6.000%, face amount of $400, due August 15, 2011 |
|
|
398 |
|
|
|
|
|
5.850%, face amount of $549, due December 15, 2014 |
|
|
546 |
|
|
|
546 |
|
6.500%, face amount of $350, due August 15, 2016 |
|
|
348 |
|
|
|
|
|
6.950%, face amount of $150, due January 15, 2018 |
|
|
149 |
|
|
|
149 |
|
Debenture, 7.250%, face amount of $243, due November 15, 2023 |
|
|
241 |
|
|
|
241 |
|
Urban Development Action Grant, 1.00%, due May 7, 2019 |
|
|
3 |
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,035 |
|
|
$ |
1,537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term debt |
|
$ |
|
|
|
$ |
250 |
|
Long term debt |
|
|
2,035 |
|
|
|
1,287 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
2,035 |
|
|
$ |
1,537 |
|
|
|
|
|
|
|
|
In November of 2006, CNAF retired its $250 million 6.75% senior notes. A portion of the
proceeds from the public offering discussed below were used to repay these notes.
In August of 2006, CNAF sold $400 million of 6.0% five-year senior notes and $350 million of 6.5%
ten-year senior notes in a public offering.
C. Commitments and Contingencies
In the normal course of business, CNAF guarantees the indebtedness of certain of its subsidiaries
to the debt maturity or payoff, whichever comes first. These guarantees arise in the normal course
of business and are given to induce a lender to enter into an agreement with CNAFs subsidiaries.
CNAF would be required to remit prompt and complete payment when due, should the primary obligor
default. The maximum potential amount of future payments that CNAF could be required to pay under
these guarantees are approximately $22 million at December 31, 2006.
In the course of selling business entities and assets to third parties, CNAF has agreed to
indemnify purchasers for losses arising out of breaches of representation and warranties with
respect to the business entities or assets being sold, including, in certain cases, losses arising
from undisclosed liabilities or certain named litigation. Such indemnification provisions
generally survive for periods ranging from nine months following the applicable closing date to the
expiration of the relevant statutes of limitation. As of December 31, 2006, the aggregate amount
of quantifiable indemnification agreements in effect for sales of business entities and assets was
$259 million.
In addition, CNAF has agreed to provide indemnification to third party purchasers for certain
losses associated with sold business entities or assets that are not limited by a contractual
monetary amount. As of December 31, 2006,
149
CNAF had outstanding unlimited indemnifications in connection with the sales of certain of its
business entities or assets for tax liabilities arising prior to a purchasers ownership of an
entity or asset, defects in title at the time of sale, employee claims arising prior to closing and
in some cases losses arising from certain litigation and undisclosed liabilities. These
indemnification agreements survive until the applicable statutes of limitation expire, or until the
agreed upon contract terms expire. As of December 31, 2006, CNAF has recorded approximately $10
million of liabilities related to these indemnification agreements.
CNAF has provided guarantees of the indebtedness of certain of its subsidiaries independent
insurance producers. These guarantees expire in 2008. CNAF would be required to remit prompt and
complete payment when due, should the primary obligor default. In the event of default on the part
of the primary obligor, CNAF has a right to any and all shares of common stock of the primary
obligor. The maximum potential amount of future payments that CNAF could be required to pay under
these guarantees was approximately $6 million at December 31, 2006.
In the normal course of business, CNAF has provided guarantees to holders of structured settlement
annuities (SSA) provided by certain of its subsidiaries, which expire through 2120. CNAF would be
required to remit SSA payments due to claimants if the primary obligor failed to perform on these
contracts. The maximum potential amount of future payments that CNAF could be required to pay
under these guarantees are approximately $1.8 billion at December 31, 2006.
CNA
Surety Corporation - Loans to National Contractor
CNA Surety, a 63% owned and consolidated subsidiary of Continental Casualty Company (CCC), a
wholly-owned subsidiary of CNAF, has provided significant surety bond protection for a large
national contractor that undertakes projects for the construction of government and private
facilities, a substantial portion of which have been reinsured by CCC. In order to help this
contractor meet its liquidity needs and complete projects which had been bonded by CNA Surety,
commencing in 2003 CNAF provided loans to the contractor through a credit facility. Due to reduced
operating cash flow at the contractor these loans were fully impaired through realized investment
losses in 2004 and 2005. For the years ended December 31, 2005 and 2004, CNAF recorded a pretax
impairment charge of $34 million and $56 million. CNAF no longer provides additional liquidity to
the contractor and has not recognized interest income related to the loans since June 30, 2005.
CNAF has also guaranteed or provided collateral for the contractors letters of credit. As of
December 31, 2006 and December 31, 2005, these guarantees and collateral obligations aggregated $9
million and $13 million.
150
SCHEDULE III. SUPPLEMENTARY INSURANCE INFORMATION
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Gross Insurance Reserves |
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Insurance |
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Amortiz- |
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Claim |
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Claims and |
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ation |
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Deferred |
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And Claim |
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Future |
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Policy- |
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Net |
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Policy- |
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of Deferred |
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Other |
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Net |
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Acquisition |
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Adjustment |
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Policy |
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Unearned |
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holders |
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Net Earned |
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Investment |
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holders |
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Acquisition |
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Operating |
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Written Pre- |
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Costs |
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Expense |
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Benefits |
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Premium |
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Funds |
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Premiums |
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Income (a) |
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Benefits |
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Cost |
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Expenses |
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miums (b) |
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(In millions) |
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December 31, 2006 |
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Standard Lines |
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$ |
407 |
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|
$ |
14,934 |
|
|
$ |
|
|
|
$ |
2,007 |
|
|
$ |
35 |
|
|
$ |
4,413 |
|
|
$ |
991 |
|
|
$ |
3,111 |
|
|
$ |
981 |
|
|
$ |
521 |
|
|
$ |
4,433 |
|
Specialty Lines |
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|
283 |
|
|
|
5,529 |
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|
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|
1,599 |
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2,555 |
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|
403 |
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|
1,550 |
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|
538 |
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|
284 |
|
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|
2,596 |
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Life and Group Non-Core |
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|
500 |
|
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|
3,134 |
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|
6,645 |
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|
173 |
|
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|
980 |
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|
641 |
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|
698 |
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|
1,195 |
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|
14 |
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|
|
259 |
|
|
|
633 |
|
Corporate and Other Non-Core |
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|
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|
|
6,039 |
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5 |
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(1 |
) |
|
|
320 |
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|
190 |
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|
1 |
|
|
|
137 |
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(2 |
) |
Eliminations |
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(5 |
) |
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1 |
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(56 |
) |
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(5 |
) |
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Consolidated Operations |
|
$ |
1,190 |
|
|
$ |
29,636 |
|
|
$ |
6,645 |
|
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$ |
3,784 |
|
|
$ |
1,015 |
|
|
$ |
7,603 |
|
|
$ |
2,412 |
|
|
$ |
6,047 |
|
|
$ |
1,534 |
|
|
$ |
1,145 |
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$ |
7,655 |
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December 31, 2005 |
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Standard Lines |
|
$ |
408 |
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|
$ |
15,084 |
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|
$ |
|
|
|
$ |
1,952 |
|
|
$ |
30 |
|
|
$ |
4,410 |
|
|
$ |
767 |
|
|
$ |
3,876 |
|
|
$ |
986 |
|
|
$ |
554 |
|
|
$ |
4,382 |
|
Specialty Lines |
|
|
274 |
|
|
|
5,205 |
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|
|
|
|
|
|
1,577 |
|
|
|
|
|
|
|
2,475 |
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|
|
281 |
|
|
|
1,621 |
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|
|
532 |
|
|
|
223 |
|
|
|
2,463 |
|
Life and Group Non-Core |
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|
515 |
|
|
|
3,277 |
|
|
|
6,297 |
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|
|
168 |
|
|
|
1,465 |
|
|
|
704 |
|
|
|
593 |
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|
|
1,161 |
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|
22 |
|
|
|
318 |
|
|
|
694 |
|
Corporate and Other Non-Core |
|
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|
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|
7,372 |
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|
9 |
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(8 |
) |
|
|
251 |
|
|
|
343 |
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|
3 |
|
|
|
138 |
|
|
|
(19 |
) |
Eliminations |
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|
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|
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|
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|
(12 |
) |
|
|
|
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|
(2 |
) |
|
|
|
|
|
|
(75 |
) |
|
|
(12 |
) |
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|
Consolidated Operations |
|
$ |
1,197 |
|
|
$ |
30,938 |
|
|
$ |
6,297 |
|
|
$ |
3,706 |
|
|
$ |
1,495 |
|
|
$ |
7,569 |
|
|
$ |
1,892 |
|
|
$ |
6,999 |
|
|
$ |
1,543 |
|
|
$ |
1,158 |
|
|
$ |
7,508 |
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|
|
|
|
|
|
|
December 31, 2004 |
|
|
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|
|
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|
|
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|
|
|
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|
|
|
|
|
|
Standard Lines |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
4,917 |
|
|
$ |
496 |
|
|
$ |
3,489 |
|
|
$ |
1,109 |
|
|
$ |
687 |
|
|
$ |
4,582 |
|
Specialty Lines |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,277 |
|
|
|
246 |
|
|
|
1,446 |
|
|
|
506 |
|
|
|
189 |
|
|
|
2,391 |
|
Life and Group Non-Core |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
921 |
|
|
|
692 |
|
|
|
1,369 |
|
|
|
36 |
|
|
|
367 |
|
|
|
633 |
|
Corporate and Other Non-Core |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
128 |
|
|
|
246 |
|
|
|
162 |
|
|
|
29 |
|
|
|
151 |
|
|
|
5 |
|
Eliminations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(34 |
) |
|
|
|
|
|
|
(21 |
) |
|
|
|
|
|
|
(99 |
) |
|
|
(17 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Operations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
8,209 |
|
|
$ |
1,680 |
|
|
$ |
6,445 |
|
|
$ |
1,680 |
|
|
$ |
1,295 |
|
|
$ |
7,594 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
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(a) |
|
Investment income is allocated based on each segments net carried insurance reserves as
adjusted. |
|
(b) |
|
Net written premiums relate to business in property and casualty companies only. |
151
SCHEDULE IV. REINSURANCE
Incorporated herein by reference from Note H of the Consolidated Financial Statements included
under Item 8.
SCHEDULE V. VALUATION AND QUALIFYING ACCOUNTS
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|
|
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|
|
|
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|
|
Balance at |
|
|
Charged to |
|
|
Charged to |
|
|
|
|
|
|
|
|
|
|
Beginning |
|
|
Costs and |
|
|
Other |
|
|
|
|
|
|
Balance at |
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|
|
of Period |
|
|
Expenses |
|
|
Accounts (a) |
|
|
Deductions |
|
|
End of Period |
|
(In millions) |
|
|
|
|
|
|
|
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|
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|
|
|
|
|
|
Year ended December 31, 2006 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deducted from assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for doubtful accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance and reinsurance
receivables |
|
$ |
964 |
|
|
$ |
48 |
|
|
$ |
3 |
|
|
$ |
178 |
|
|
$ |
837 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Valuation allowance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes |
|
$ |
30 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
30 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2005 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deducted from assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for doubtful accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance and reinsurance
receivables |
|
$ |
1,048 |
|
|
$ |
111 |
|
|
$ |
3 |
|
|
$ |
198 |
|
|
$ |
964 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Valuation allowance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes |
|
$ |
33 |
|
|
$ |
(3 |
) |
|
$ |
|
|
|
$ |
|
|
|
$ |
30 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year ended December 31, 2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deducted from assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Allowance for doubtful accounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Insurance and reinsurance
receivables |
|
$ |
948 |
|
|
$ |
312 |
|
|
$ |
5 |
|
|
$ |
217 |
|
|
$ |
1,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Valuation allowance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes |
|
$ |
|
|
|
$ |
33 |
|
|
$ |
|
|
|
$ |
|
|
|
$ |
33 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) |
|
Amount includes effects of foreign currency translation. |
SCHEDULE VI. SUPPLEMENTAL INFORMATION CONCERNING PROPERTY AND CASUALTY INSURANCE OPERATIONS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Property and Casualty Operations |
As of and for the years ended December 31 |
|
2006 |
|
2005 |
|
2004 |
(In millions) |
|
|
|
|
|
|
|
|
|
|
|
|
Deferred acquisition costs |
|
$ |
1,190 |
|
|
$ |
1,197 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reserves for unpaid claim and claim adjustment expenses |
|
|
29,459 |
|
|
|
30,694 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Discount deducted from claim and claim adjustment expense reserves
above (based on interest rates ranging from 3.5% to 7.5%) |
|
|
1,648 |
|
|
|
1,739 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unearned premiums |
|
|
3,784 |
|
|
|
3,706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net written premiums |
|
|
7,655 |
|
|
|
7,509 |
|
|
$ |
7,594 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums |
|
|
7,595 |
|
|
|
7,558 |
|
|
|
7,925 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
|
2,035 |
|
|
|
1,595 |
|
|
|
1,266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incurred claim and claim adjustment expenses related to current year |
|
|
4,837 |
|
|
|
5,054 |
|
|
|
5,118 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Incurred claim and claim adjustment expenses related to prior years |
|
|
332 |
|
|
|
1,107 |
|
|
|
234 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amortization of deferred acquisition costs |
|
|
1,534 |
|
|
|
1,541 |
|
|
|
1,641 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Paid claim and claim adjustment expenses |
|
|
4,165 |
|
|
|
3,541 |
|
|
|
5,401 |
|
152
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
|
|
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|
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|
|
|
CNA Financial Corporation |
|
|
|
|
|
|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Stephen W. Lilienthal |
|
|
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|
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|
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|
|
|
|
|
|
Stephen W. Lilienthal |
|
|
|
|
|
|
Chief Executive Officer |
|
|
|
|
|
|
(Principal Executive Officer) |
|
|
|
|
|
|
|
|
|
|
|
By
|
|
/s/ D. Craig Mense |
|
|
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|
|
|
|
|
|
|
|
|
|
D. Craig Mense |
|
|
|
|
|
|
Executive Vice President and |
|
|
|
|
|
|
Chief Financial Officer |
|
|
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 registrant and in the capacities and on the date
indicated.
|
|
|
|
|
|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Brenda J. Gaines |
|
|
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|
|
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|
|
(Brenda J. Gaines, Director) |
|
|
|
|
|
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|
|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Stephen W. Lilienthal |
|
|
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|
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|
|
|
|
|
|
(Stephen W. Lilienthal, Chief Executive Officer and Director) |
|
|
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|
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|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Paul J. Liska |
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|
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|
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|
|
(Paul J. Liska, Director) |
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|
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|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Jose Montemayor |
|
|
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|
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|
|
|
|
|
|
|
|
(Jose Montemayor, Director) |
|
|
|
|
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|
|
|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Don M. Randel |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Don M. Randel, Director) |
|
|
153
|
|
|
|
|
|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Joseph Rosenberg |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Joseph Rosenberg, Director) |
|
|
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|
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|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Andrew Tisch |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Andrew Tisch, Director) |
|
|
|
|
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|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ James S. Tisch |
|
|
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|
|
|
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|
|
(James S. Tisch, Director) |
|
|
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|
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|
|
Dated: February 22, 2007
|
|
By
|
|
/s/ Marvin Zonis |
|
|
|
|
|
|
|
|
|
|
|
|
|
(Marvin Zonis, Director) |
|
|
154