10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
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þ |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 |
For
the quarterly period ended
June 30, 2007
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 1-8661
THE CHUBB CORPORATION
(Exact name of registrant as specified in its charter)
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NEW JERSEY
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13-2595722 |
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(State or other jurisdiction of
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(I. R. S. Employer |
incorporation or organization)
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Identification No.) |
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15 MOUNTAIN VIEW ROAD, WARREN, NEW JERSEY
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07059 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code (908) 903-2000
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 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 Exchange Act.
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 Exchange Act).
YES
o NO þ
The number of shares of common stock outstanding as of June 30, 2007 was 393,309,340.
THE CHUBB CORPORATION
INDEX
Page 1
Part I. FINANCIAL INFORMATION
Item 1 Financial Statements
THE CHUBB CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
PERIODS ENDED JUNE 30
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Second Quarter |
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Six Months |
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2007 |
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2006 |
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2007 |
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2006 |
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(in millions except |
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for per share amounts) |
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Revenues |
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Premiums Earned |
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$ |
2,964 |
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$ |
2,970 |
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$ |
5,949 |
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$ |
5,989 |
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Investment Income |
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431 |
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392 |
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845 |
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773 |
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Other Revenues |
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32 |
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41 |
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35 |
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41 |
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Realized Investment Gains |
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94 |
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42 |
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211 |
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148 |
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Total Revenues |
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3,521 |
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3,445 |
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7,040 |
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6,951 |
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Losses and Expenses |
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Losses and Loss Expenses |
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1,572 |
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1,679 |
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3,152 |
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3,297 |
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Amortization of Deferred Policy
Acquisition Costs |
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746 |
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713 |
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1,510 |
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1,446 |
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Other Insurance Operating Costs
and Expenses |
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109 |
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133 |
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222 |
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260 |
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Investment Expenses |
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7 |
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10 |
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19 |
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20 |
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Other Expenses |
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33 |
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28 |
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37 |
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44 |
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Corporate Expenses |
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67 |
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48 |
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112 |
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98 |
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Total Losses and Expenses |
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2,534 |
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2,611 |
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5,052 |
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5,165 |
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Income Before Federal and Foreign
Income Tax |
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987 |
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834 |
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1,988 |
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1,786 |
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Federal and Foreign Income Tax |
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278 |
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236 |
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569 |
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516 |
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Net Income |
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$ |
709 |
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$ |
598 |
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$ |
1,419 |
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$ |
1,270 |
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Net Income Per Share |
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Basic |
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$ |
1.78 |
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$ |
1.45 |
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$ |
3.52 |
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$ |
3.07 |
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Diluted |
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1.75 |
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1.41 |
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3.46 |
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2.99 |
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Dividends Declared Per Share |
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.29 |
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.25 |
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.58 |
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.50 |
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See Notes to Consolidated Financial Statements.
Page 2
THE CHUBB CORPORATION
CONSOLIDATED BALANCE SHEETS
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June 30, |
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Dec. 31, |
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2007 |
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2006 |
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(in millions) |
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Assets |
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Invested Assets |
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Short Term Investments |
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$ |
2,632 |
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$ |
2,254 |
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Fixed Maturities |
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Held-to-Maturity Tax Exempt (market $125
and $142) |
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119 |
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135 |
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Available-for-Sale |
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Tax Exempt (cost $17,972 and $17,314) |
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17,968 |
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17,613 |
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Taxable (cost $15,138 and $14,310) |
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14,852 |
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14,218 |
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Equity Securities (cost $1,736 and $1,561) |
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2,285 |
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1,957 |
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Other Invested Assets |
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1,709 |
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1,516 |
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TOTAL INVESTED ASSETS |
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39,565 |
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37,693 |
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Cash |
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43 |
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38 |
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Securities Lending Collateral |
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2,169 |
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2,620 |
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Accrued Investment Income |
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425 |
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411 |
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Premiums Receivable |
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2,342 |
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2,314 |
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Reinsurance Recoverable on Unpaid Losses
and Loss Expenses |
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2,548 |
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2,594 |
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Prepaid Reinsurance Premiums |
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396 |
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354 |
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Deferred Policy Acquisition Costs |
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1,540 |
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1,480 |
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Deferred Income Tax |
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571 |
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591 |
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Goodwill |
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467 |
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467 |
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Other Assets |
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1,667 |
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1,715 |
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TOTAL ASSETS |
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$ |
51,733 |
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$ |
50,277 |
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Liabilities |
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Unpaid Losses and Loss Expenses |
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$ |
22,620 |
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$ |
22,293 |
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Unearned Premiums |
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6,596 |
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6,546 |
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Securities Lending Payable |
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2,169 |
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2,620 |
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Long Term Debt |
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4,135 |
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2,466 |
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Dividend Payable to Shareholders |
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116 |
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104 |
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Accrued Expenses and Other Liabilities |
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2,279 |
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2,385 |
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TOTAL LIABILITIES |
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37,915 |
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36,414 |
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Contingent Liabilities (Note 6) |
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Shareholders Equity |
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Common Stock $1 Par Value; 393,309,340 and
411,276,940 Shares |
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393 |
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411 |
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Paid-In Surplus |
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508 |
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1,539 |
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Retained Earnings |
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12,895 |
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11,711 |
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Accumulated Other Comprehensive Income |
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22 |
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202 |
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TOTAL SHAREHOLDERS EQUITY |
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13,818 |
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13,863 |
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TOTAL LIABILITIES AND SHAREHOLDERS EQUITY |
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$ |
51,733 |
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$ |
50,277 |
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See Notes to Consolidated Financial Statements.
Page 3
THE CHUBB CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
PERIODS ENDED JUNE 30
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Second Quarter |
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Six Months |
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2007 |
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2006 |
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2007 |
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2006 |
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(in millions) |
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Net Income |
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$ |
709 |
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$ |
598 |
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$ |
1,419 |
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$ |
1,270 |
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Other Comprehensive Income (Loss),
Net of Tax |
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Change in Unrealized Appreciation
or Depreciation of Investments |
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(211 |
) |
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(256 |
) |
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(223 |
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(480 |
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Foreign Currency Translation Gains |
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46 |
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8 |
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34 |
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6 |
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Amortization of Net Loss and Prior
Service Cost Included in Net
Postretirement Benefit Costs |
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4 |
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9 |
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(161 |
) |
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(248 |
) |
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(180 |
) |
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(474 |
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Comprehensive Income |
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$ |
548 |
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$ |
350 |
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$ |
1,239 |
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$ |
796 |
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See Notes to Consolidated Financial Statements.
Page 4
THE CHUBB CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
SIX MONTHS ENDED JUNE 30
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2007 |
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2006 |
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(in millions) |
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Cash Flows from Operating Activities |
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Net Income |
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$ |
1,419 |
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$ |
1,270 |
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Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities |
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Increase in Unpaid Losses and Loss Expenses, Net |
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373 |
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721 |
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Increase (Decrease) in Unearned Premiums, Net |
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(24 |
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17 |
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Increase in Premiums Receivable |
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(28 |
) |
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(134 |
) |
Decrease (Increase) in Reinsurance Recoverable
on Paid Losses |
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170 |
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(234 |
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Deferred Income Tax |
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113 |
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116 |
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Amortization of Premiums and Discounts on
Fixed Maturities |
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116 |
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115 |
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Depreciation |
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35 |
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43 |
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Realized Investment Gains |
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(211 |
) |
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(148 |
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Other, Net |
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(564 |
) |
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(424 |
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Net Cash Provided by Operating Activities |
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1,399 |
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1,342 |
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Cash Flows from Investing Activities |
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Proceeds from Fixed Maturities
Sales |
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1,966 |
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1,603 |
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Maturities, Calls and Redemptions |
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793 |
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|
781 |
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Proceeds from Sales of Equity Securities |
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138 |
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64 |
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Purchases of Fixed Maturities |
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(4,218 |
) |
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(3,546 |
) |
Purchases of Equity Securities |
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(273 |
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(205 |
) |
Investments in Other Invested Assets, Net |
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1 |
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(50 |
) |
Decrease (Increase) in Short Term Investments, Net |
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(378 |
) |
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440 |
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Increase in
Net Payable from Security Transactions Not Settled |
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179 |
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211 |
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Purchases of Property and Equipment, Net |
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(20 |
) |
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(33 |
) |
Other, Net |
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10 |
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Net Cash Used in Investing Activities |
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(1,802 |
) |
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(735 |
) |
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Cash Flows from Financing Activities |
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Proceeds from Issuance of Long Term Debt |
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1,800 |
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Repayment of Long Term Debt |
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(125 |
) |
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Proceeds from Issuance of Common Stock Under
Stock-Based Employee Compensation Plans |
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|
85 |
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|
143 |
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Repurchase of Shares |
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(1,111 |
) |
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|
(539 |
) |
Dividends Paid to Shareholders |
|
|
(223 |
) |
|
|
(194 |
) |
Other, Net |
|
|
(18 |
) |
|
|
(15 |
) |
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Net Cash Provided by (Used in) Financing Activities |
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|
408 |
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(605 |
) |
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Net Increase in Cash |
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5 |
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2 |
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Cash at Beginning of Year |
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|
38 |
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|
36 |
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Cash at End of Period |
|
$ |
43 |
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$ |
38 |
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See Notes to Consolidated Financial Statements.
Page 5
THE CHUBB CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
The accompanying consolidated financial statements have been prepared in accordance with
U.S. generally accepted accounting principles and include the accounts of The Chubb
Corporation (Chubb) and its subsidiaries (collectively, the Corporation). Significant
intercompany transactions have been eliminated in consolidation.
The amounts included in this report are unaudited but include those adjustments,
consisting of normal recurring items, that management considers necessary for a fair
presentation. These consolidated financial statements should be read in conjunction with the
consolidated financial statements and related notes in the Notes to Consolidated Financial
Statements included in the Corporations 2006 Annual Report on Form 10-K.
2) |
|
Adoption of New Accounting Pronouncements |
Effective January 1, 2007, the Corporation adopted Financial Accounting Standards Board
Interpretation No. 48 (FIN 48), Accounting for Uncertainty in Income Taxes, an interpretation
of Statement of Financial Accounting Standards No. 109. FIN 48 clarifies the accounting for
uncertainty in income taxes recognized in an enterprises financial statements. The
Interpretation prescribes a recognition threshold and measurement attribute for the financial
statement recognition and measurement of a tax position taken or expected to be taken in a
tax return. The adoption of FIN 48 did not have a significant effect on the Corporations
financial position or results of operations.
Short term investments, which have an original maturity of one year or less, are carried
at amortized cost which approximates market value. Fixed maturities classified as
held-to-maturity are carried at amortized cost. Fixed maturities classified as
available-for-sale and equity securities are carried at market value as of the balance sheet
date.
The change in unrealized appreciation or depreciation of investments carried at
market value was as follows:
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
|
Second Quarter |
|
|
Six Months |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
(in millions) |
|
Change in unrealized appreciation of
equity securities |
|
$ |
136 |
|
|
$ |
(6 |
) |
|
$ |
153 |
|
|
$ |
20 |
|
Change in unrealized appreciation or
depreciation of fixed maturities |
|
|
(461 |
) |
|
|
(297 |
) |
|
|
(497 |
) |
|
|
(667 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(325 |
) |
|
|
(303 |
) |
|
|
(344 |
) |
|
|
(647 |
) |
Deferred income tax credit |
|
|
(114 |
) |
|
|
(47 |
) |
|
|
(121 |
) |
|
|
(167 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in unrealized appreciation or
depreciation of investments, net |
|
$ |
(211 |
) |
|
$ |
(256 |
) |
|
$ |
(223 |
) |
|
$ |
(480 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 6
In May 2007, Chubb issued $800 million of unsecured 6% senior notes due May 11, 2037.
In March 2007, Chubb issued $1.0 billion of unsecured junior subordinated capital
securities. The capital securities will become due on April 15, 2037, the scheduled maturity
date, but only to the extent that Chubb has received sufficient net proceeds from the sale of
certain qualifying capital securities. Chubb must use its commercially reasonable efforts,
subject to certain market disruption events, to sell enough qualifying capital securities to
permit repayment of the capital securities on the scheduled maturity date or as soon
thereafter as possible. Any remaining outstanding principal amount will be due on March 29,
2067, the final maturity date. The capital securities bear interest at a fixed rate of
6.375% through April 14, 2017. Thereafter, the capital securities will bear interest at a
rate equal to the three-month LIBOR rate plus 2.25%. Subject to certain conditions, Chubb
has the right to defer the payment of interest on the capital securities for a period not
exceeding ten consecutive years. During any such period, interest will continue to accrue
and Chubb generally may not declare or pay any dividends on or purchase any shares of its
capital stock.
In connection with the issuance of the capital securities, Chubb entered into a
replacement capital covenant in which it agreed that it will not repay, redeem or purchase
the capital securities before March 29, 2047, unless, subject to certain limitations, it has
received proceeds from the sale of replacement capital securities, as defined. Subject to
the replacement capital covenant, the capital securities may be redeemed, in whole or in
part, at any time on or after April 15, 2017 at a redemption price equal to the principal
amount plus any accrued interest or prior to April 15, 2017 at a redemption price equal to
the greater of (i) the principal amount or (ii) a make-whole amount, in each case plus any
accrued interest.
At December 31, 2006, Executive Risk Capital Trust, wholly owned by Chubb Executive Risk
Inc., which in turn is wholly owned by Chubb, had outstanding $125 million of 8.675% capital
securities. The sole assets of the Trust were debentures issued by Chubb Executive Risk.
The capital securities were subject to mandatory redemption in 2027 upon repayment of the
debentures. The capital securities were also subject to mandatory redemption in certain
other specified circumstances beginning in 2007. On February 1, 2007, the debentures were
repaid and the Trust redeemed the capital securities at a price that included a make-whole
premium of $5 million in the aggregate.
Page 7
The principal business of the Corporation is the sale of property and casualty
insurance. The profitability of the property and casualty insurance business depends on the
results of both underwriting operations and investments, which are viewed as two distinct
operations. The underwriting operations are managed and evaluated separately from the
investment function.
The property and casualty insurance subsidiaries (P&C Group) underwrite most lines of
property and casualty insurance. Underwriting operations consist of four separate business
units: personal insurance, commercial insurance, specialty insurance and reinsurance assumed.
The personal segment targets the personal insurance market. The personal classes include
automobile, homeowners and other personal coverages. The commercial segment includes those
classes of business that are generally available in broad markets and are of a more commodity
nature. Commercial classes include multiple peril, casualty, workers compensation and
property and marine. The specialty segment includes those classes of business that are
available in more limited markets since they require specialized underwriting and claim
settlement. Specialty classes include professional liability coverages and surety. The
reinsurance assumed business is effectively in runoff following the sale, in December 2005,
of the ongoing business to a Bermuda based reinsurance company, Harbor Point Limited. Harbor
Point has the right for a transition period of up to two years to underwrite specific
reinsurance business on the P&C Groups behalf. The P&C Group retains a portion of any such
business and cedes the balance to Harbor Point.
Corporate and other includes investment income earned on corporate invested assets,
corporate expenses and the Corporations real estate and other non-insurance subsidiaries.
Page 8
Revenues and income before income tax of the operating segments were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
|
Second Quarter |
|
|
Six Months |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Premiums earned |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personal insurance |
|
$ |
903 |
|
|
$ |
844 |
|
|
$ |
1,797 |
|
|
$ |
1,681 |
|
Commercial insurance |
|
|
1,281 |
|
|
|
1,255 |
|
|
|
2,558 |
|
|
|
2,534 |
|
Specialty insurance |
|
|
733 |
|
|
|
742 |
|
|
|
1,474 |
|
|
|
1,491 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total insurance |
|
|
2,917 |
|
|
|
2,841 |
|
|
|
5,829 |
|
|
|
5,706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance assumed |
|
|
47 |
|
|
|
129 |
|
|
|
120 |
|
|
|
283 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,964 |
|
|
|
2,970 |
|
|
|
5,949 |
|
|
|
5,989 |
|
Investment income |
|
|
396 |
|
|
|
368 |
|
|
|
788 |
|
|
|
725 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other revenues |
|
|
4 |
|
|
|
|
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total property and casualty
insurance |
|
|
3,364 |
|
|
|
3,338 |
|
|
|
6,743 |
|
|
|
6,714 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate and other |
|
|
63 |
|
|
|
65 |
|
|
|
86 |
|
|
|
89 |
|
Realized investment gains |
|
|
94 |
|
|
|
42 |
|
|
|
211 |
|
|
|
148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenues |
|
$ |
3,521 |
|
|
$ |
3,445 |
|
|
$ |
7,040 |
|
|
$ |
6,951 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty insurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personal insurance |
|
$ |
111 |
|
|
$ |
154 |
|
|
$ |
313 |
|
|
$ |
338 |
|
Commercial insurance |
|
|
178 |
|
|
|
171 |
|
|
|
322 |
|
|
|
427 |
|
Specialty insurance |
|
|
176 |
|
|
|
82 |
|
|
|
317 |
|
|
|
170 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total insurance |
|
|
465 |
|
|
|
407 |
|
|
|
952 |
|
|
|
935 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance assumed |
|
|
19 |
|
|
|
|
|
|
|
62 |
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
484 |
|
|
|
407 |
|
|
|
1,014 |
|
|
|
951 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase in deferred policy
acquisition costs |
|
|
56 |
|
|
|
37 |
|
|
|
53 |
|
|
|
29 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting income |
|
|
540 |
|
|
|
444 |
|
|
|
1,067 |
|
|
|
980 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment income |
|
|
390 |
|
|
|
358 |
|
|
|
771 |
|
|
|
706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income |
|
|
1 |
|
|
|
1 |
|
|
|
4 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total property and casualty
insurance |
|
|
931 |
|
|
|
803 |
|
|
|
1,842 |
|
|
|
1,692 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate and other loss |
|
|
(38 |
) |
|
|
(11 |
) |
|
|
(65 |
) |
|
|
(54 |
) |
Realized investment gains |
|
|
94 |
|
|
|
42 |
|
|
|
211 |
|
|
|
148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total income before income tax |
|
$ |
987 |
|
|
$ |
834 |
|
|
$ |
1,988 |
|
|
$ |
1,786 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 9
6) |
|
Contingent Liabilities |
Chubb and certain of its subsidiaries have been involved in the investigations of
certain market practices in the property and casualty insurance industry by various Attorneys
General and other regulatory authorities of several states, the U.S. Securities and Exchange
Commission, the U.S. Attorney for the Southern District of New York and certain non-U.S.
regulatory authorities with respect to, among other things, (1) potential conflicts of
interest and anti-competitive behavior arising from the payment of contingent commissions to
brokers and agents and (2) loss mitigation and finite reinsurance arrangements. In
connection with these investigations, Chubb and certain of its subsidiaries have received
subpoenas and other requests for information from various regulators. The Corporation has
been cooperating fully with these investigations. The Corporation has settled with the
Attorneys General of New York, Connecticut and Illinois all issues arising out of their
investigations. Although no regulatory action has been initiated against the Corporation, it
is possible that one or more other regulatory authorities will bring an action against the
Corporation with respect to some or all of the issues that are the focus of these ongoing
investigations.
Purported class actions arising out of the investigations into the payment of contingent
commissions to brokers and agents have been filed in a number of federal and state courts.
On August 1, 2005, Chubb and certain of its subsidiaries were named as defendants in a
putative class action entitled In re Insurance Brokerage Antitrust Litigation in the U.S.
District Court for the District of New Jersey. This action, brought against several brokers
and insurers on behalf of a class of persons who purchased insurance through the broker
defendants, asserts claims under the Sherman Act and state law and the Racketeer Influenced
and Corrupt Organizations Act arising from the alleged unlawful use of contingent commission
agreements. Chubb and certain of its subsidiaries have also been named as defendants in two
putative class actions relating to allegations of unlawful use of contingent commission
arrangements that were originally filed in state court. The first was filed on February 16,
2005 in Seminole County, Florida. The second was filed on May 17, 2005 in Essex County,
Massachusetts. Both cases were removed to federal court and then transferred by the Judicial
Panel on Multidistrict Litigation to the U.S. District Court for the District of New Jersey
for consolidation with In re Insurance Brokerage Antitrust Litigation. Since being
transferred to the District of New Jersey, the plaintiff in the former lawsuit has been
inactive and the latter lawsuit has been voluntarily dismissed. On April 5, 2007, the
U.S. District Court for the District of New Jersey dismissed the complaint in In re Insurance
Brokerage Antitrust Litigation, without prejudice, granting plaintiffs one further
opportunity to amend their complaint. Plaintiffs filed their second amended complaint on
May 22, 2007. Motions to dismiss that complaint are currently pending.
Page 10
In December 2005, Chubb and certain of its subsidiaries were named in a putative class
action similar to In re Insurance Brokerage Antitrust Litigation. The action is pending in
the U.S. District Court for the District of New Jersey and has been assigned to the judge who
is presiding over In re Insurance Brokerage Antitrust Litigation. The complaint has never
been served in this matter. Separately, in April 2006, Chubb and one of its subsidiaries were
named in an action similar to In re Insurance Brokerage Antitrust Litigation. This action was
filed in the U.S. District Court for the Northern District of Georgia and subsequently was
transferred by the Judicial Panel on Multidistrict Litigation to the U.S. District Court for
the District of New Jersey for consolidation with In re Insurance Brokerage Antitrust
Litigation. On May 21, 2007, Chubb and one of its subsidiaries were named in another putative
class action similar to In re Insurance Brokerage Antitrust Litigation. This action was filed
in the U.S. District Court for the District of New Jersey. Consolidation of this action with
In re Insurance Brokerage Antitrust Litigation is pending.
In these actions, the plaintiffs generally allege that the defendants unlawfully used
contingent commission agreements. The actions seek treble damages, injunctive and declaratory
relief, and attorneys fees. The Corporation believes it has substantial defenses to all of
the aforementioned legal proceedings and intends to defend the actions vigorously.
The Corporation cannot at this time predict the ultimate outcome of the aforementioned
ongoing investigations and legal proceedings, including any potential amounts that the
Corporation may be required to pay in connection with them.
Page 11
The following table sets forth the computation of basic and diluted earnings per share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
|
Second Quarter |
|
|
Six Months |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
(in millions |
|
|
|
except for per share amounts) |
|
Basic earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
709 |
|
|
$ |
598 |
|
|
$ |
1,419 |
|
|
$ |
1,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
shares outstanding |
|
|
398.8 |
|
|
|
413.7 |
|
|
|
403.0 |
|
|
|
413.8 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share |
|
$ |
1.78 |
|
|
$ |
1.45 |
|
|
$ |
3.52 |
|
|
$ |
3.07 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
709 |
|
|
$ |
598 |
|
|
$ |
1,419 |
|
|
$ |
1,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
shares outstanding |
|
|
398.8 |
|
|
|
413.7 |
|
|
|
403.0 |
|
|
|
413.8 |
|
Additional shares from assumed
exercise of stock-based
compensation awards |
|
|
6.9 |
|
|
|
6.7 |
|
|
|
7.0 |
|
|
|
6.8 |
|
Additional shares from assumed
issuance of common stock upon
settlement of purchase contracts |
|
|
|
|
|
|
3.7 |
|
|
|
|
|
|
|
3.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of common
shares and potential common shares
assumed outstanding for computing diluted earnings per share |
|
|
405.7 |
|
|
|
424.1 |
|
|
|
410.0 |
|
|
|
424.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per share |
|
$ |
1.75 |
|
|
$ |
1.41 |
|
|
$ |
3.46 |
|
|
$ |
2.99 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 12
|
|
|
Item 2 |
|
Managements Discussion and Analysis of Financial Condition and
Results of Operations |
Managements Discussion and Analysis of Financial Condition and Results of Operations
addresses the financial condition of the Corporation as of June 30, 2007 compared with December 31,
2006 and the results of operations for the six months and three months ended June 30, 2007 and
2006. This discussion should be read in conjunction with the condensed consolidated financial
statements and related notes contained in this report and the consolidated financial statements and
related notes and managements discussion and analysis of financial condition and results of
operations included in the Corporations Annual Report on Form 10-K for the year ended December 31,
2006.
Cautionary Statement Regarding Forward-Looking Information
Certain statements in this document are forward-looking statements as
that term is defined in the Private Securities Litigation Reform Act of 1995 (PSLRA). These
forward-looking statements are made pursuant to the safe harbor provisions of the PSLRA and include
statements regarding expectations as to our loss reserve and reinsurance recoverable estimates; the
cost and availability of reinsurance in 2007 and the impact of changes to our reinsurance program;
premium volume, rates, terms and conditions and competition; the impact of investigations into
market practices in the property and casualty insurance industry and any resulting business
reforms; changes to our producer compensation program; the use of proceeds from our sale of capital
securities; the repurchase of common stock under our share repurchase program; and our capital
adequacy and funding of liquidity needs. Forward-looking statements are made based upon
managements current expectations and beliefs concerning trends and future developments and their
potential effects on us. These statements are not guarantees of future performance. Actual
results may differ materially from those suggested by forward-looking statements as a result of
risks and uncertainties, which include, among others, those discussed or identified from time to
time in our public filings with the Securities and Exchange Commission and those associated with:
|
|
global political conditions and the occurrence of terrorist
attacks, including any nuclear, biological, chemical or
radiological events; |
|
|
|
the effects of the outbreak or escalation of war or hostilities; |
|
|
|
premium pricing and profitability or growth estimates overall or
by lines of business or geographic area, and related expectations
with respect to the timing and terms of any required regulatory
approvals; |
|
|
|
adverse changes in loss cost trends; |
|
|
|
our ability to retain existing business; |
|
|
|
our expectations with respect to cash flow projections and
investment income and with respect to other income; |
Page 13
|
|
the adequacy of loss reserves, including: |
|
|
|
our expectations relating to reinsurance recoverables; |
|
|
|
|
the willingness of parties, including us, to settle disputes; |
|
|
|
|
developments in judicial decisions or regulatory or legislative
actions relating to coverage and liability, in particular, for
asbestos, toxic waste and other mass tort claims; |
|
|
|
|
development of new theories of liability; |
|
|
|
|
our estimates relating to ultimate asbestos liabilities; |
|
|
|
|
the impact from the bankruptcy protection sought by various asbestos
producers and other related businesses; |
|
|
|
|
the effects of proposed asbestos liability legislation, including the
impact of claims patterns arising from the possibility of legislation
and those that may arise if legislation is not passed; |
|
|
the availability and cost of reinsurance coverage; |
|
|
the occurrence of significant weather-related or other natural or
human-made disasters, particularly in locations where we have
concentrations of risk; |
|
|
the impact of economic factors on companies on whose behalf we
have issued surety bonds, and in particular, on those companies
that have filed for bankruptcy or otherwise experienced
deterioration in creditworthiness; |
|
|
the effects of disclosures by, and investigations of, public
companies relating to possible accounting irregularities,
practices in the financial services industry and other corporate
governance issues, including: |
|
|
|
claims and litigation arising out of stock option backdating,
spring loading and other option grant practices by public companies; |
|
|
|
|
the effects on the capital markets and the markets for directors and
officers and errors and omissions insurance; |
|
|
|
|
claims and litigation arising out of actual or alleged accounting or
other corporate malfeasance by other companies; |
|
|
|
|
claims and litigation arising out of practices in the financial
services industry; |
|
|
|
|
legislative or regulatory proposals or changes; |
|
|
the effects of changes in market practices in the U.S. property
and casualty insurance industry, in particular contingent
commissions and loss mitigation and finite reinsurance
arrangements, arising from any legal or regulatory proceedings,
related settlements and industry reform, including changes that
have been announced and changes that may occur in the future; |
|
|
the impact of legislative and regulatory developments on our
business, including those relating to terrorism and catastrophes; |
|
|
any downgrade in our claims-paying, financial strength or other
credit ratings; |
|
|
the ability of our subsidiaries to pay us dividends; |
Page 14
|
|
general economic and market conditions including: |
|
|
|
changes in interest rates, market credit spreads and the performance
of the financial markets; |
|
|
|
|
the effects of inflation; |
|
|
|
|
changes in domestic and foreign laws, regulations and taxes; |
|
|
|
|
changes in competition and pricing environments; |
|
|
|
|
regional or general changes in asset valuations; |
|
|
|
|
the inability to reinsure certain risks economically; |
|
|
|
|
changes in the litigation environment; and |
|
|
our ability to implement managements strategic plans and initiatives. |
The Corporation assumes no obligation to update any forward-looking information set forth in
this document, which speak as of the date hereof.
Critical Accounting Estimates and Judgments
The consolidated financial statements include amounts based on informed estimates and
judgments of management for transactions that are not yet complete. Such estimates and judgments
affect the reported amounts in the financial statements. Those estimates and judgments that were
most critical to the preparation of the financial statements involved the determination of loss
reserves and the recoverability of related reinsurance recoverables. These estimates and
judgments, which are discussed in Item 7 of our 2006 Annual Report on Form 10-K as supplemented
within the following analysis of our results of operations, require the use of assumptions about
matters that are highly uncertain and therefore are subject to change as facts and circumstances
develop. If different estimates and judgments had been applied, materially different amounts might
have been reported in the financial statements.
Page 15
Overview
The following highlights do not address all of the matters covered in the other sections of
Managements Discussion and Analysis of Financial Condition and Results of Operations or contain
all of the information that may be important to Chubbs shareholders or the investing public. This
overview should be read in conjunction with the other sections of Managements Discussion and
Analysis of Financial Condition and Results of Operations.
|
|
|
Net income was $1.4 billion in the first six months of 2007 and $709 million
in the second quarter compared with $1.3 billion and $598 million, respectively, in the
comparable periods of 2006. Net income in both years benefited from substantial
underwriting income in our property and casualty insurance business. |
|
|
|
|
Underwriting results were exceptionally profitable in the first six months
and second quarter of both 2007 and 2006 as evidenced by the combined loss and expense
ratio of 83.1% and 82.7% in the respective 2007 periods and 84.0% and 85.2% in the
respective 2006 periods. |
|
|
|
|
Total net premiums written decreased 1% in the first six months and second
quarter of 2007. Net premiums written in our insurance business increased 2% in the
first six months and second quarter of 2007, reflecting our continued emphasis on
underwriting discipline in an increasingly competitive market environment. In the
reinsurance assumed business, net premiums written decreased 71% in the first six months
of 2007 and 75% in the second quarter, reflecting our sale of the ongoing business in
December 2005. |
|
|
|
|
Property and casualty investment income after tax increased 9% in the first
six months and second quarter of 2007. The growth was due to an increase in invested
assets over the past year. For more information on this non-GAAP financial measure, see
Property and Casualty Insurance Investment Results. |
A summary of our consolidated net income is as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
|
Second Quarter |
|
|
Six Months |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Property and Casualty Insurance |
|
$ |
931 |
|
|
$ |
803 |
|
|
$ |
1,842 |
|
|
$ |
1,692 |
|
Corporate and Other |
|
|
(38 |
) |
|
|
(11 |
) |
|
|
(65 |
) |
|
|
(54 |
) |
Realized Investment Gains |
|
|
94 |
|
|
|
42 |
|
|
|
211 |
|
|
|
148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Income Before Income Tax |
|
|
987 |
|
|
|
834 |
|
|
|
1,988 |
|
|
|
1,786 |
|
Federal and Foreign Income Tax |
|
|
278 |
|
|
|
236 |
|
|
|
569 |
|
|
|
516 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Net Income |
|
$ |
709 |
|
|
$ |
598 |
|
|
$ |
1,419 |
|
|
$ |
1,270 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 16
Property and Casualty Insurance
A summary of the results of operations of our property and casualty insurance business is as
follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
|
Second Quarter |
|
|
Six Months |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
(in millions) |
|
Underwriting |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Premiums Written |
|
$ |
3,058 |
|
|
$ |
3,081 |
|
|
$ |
5,925 |
|
|
$ |
6,006 |
|
Decrease (Increase) in Unearned
Premiums |
|
|
(94 |
) |
|
|
(111 |
) |
|
|
24 |
|
|
|
(17 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Premiums Earned |
|
|
2,964 |
|
|
|
2,970 |
|
|
|
5,949 |
|
|
|
5,989 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and Loss Expenses |
|
|
1,572 |
|
|
|
1,679 |
|
|
|
3,152 |
|
|
|
3,297 |
|
Operating Costs and Expenses |
|
|
905 |
|
|
|
876 |
|
|
|
1,775 |
|
|
|
1,726 |
|
Increase in Deferred Policy
Acquisition Costs |
|
|
(56 |
) |
|
|
(37 |
) |
|
|
(53 |
) |
|
|
(29 |
) |
Dividends to Policyholders |
|
|
3 |
|
|
|
8 |
|
|
|
8 |
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting Income |
|
|
540 |
|
|
|
444 |
|
|
|
1,067 |
|
|
|
980 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Income Before Expenses |
|
|
396 |
|
|
|
368 |
|
|
|
788 |
|
|
|
725 |
|
Investment Expenses |
|
|
6 |
|
|
|
10 |
|
|
|
17 |
|
|
|
19 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Income |
|
|
390 |
|
|
|
358 |
|
|
|
771 |
|
|
|
706 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other Income |
|
|
1 |
|
|
|
1 |
|
|
|
4 |
|
|
|
6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and Casualty Income Before Tax |
|
$ |
931 |
|
|
$ |
803 |
|
|
$ |
1,842 |
|
|
$ |
1,692 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and Casualty Investment Income
After Tax |
|
$ |
313 |
|
|
$ |
288 |
|
|
$ |
618 |
|
|
$ |
567 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and casualty income before tax was substantially higher in the first six months and
second quarter of 2007 compared with the comparable periods of 2006. The increase was driven by
higher underwriting income, particularly in our specialty insurance business unit, and higher
investment income.
The profitability of the property and casualty insurance business depends on the results of
both underwriting operations and investments. We view these as two distinct operations since the
underwriting functions are managed separately from the investment function. Accordingly, in
assessing our performance, we evaluate underwriting results separately from investment results.
Page 17
Underwriting Results
We evaluate the underwriting results of our property and casualty insurance business in the
aggregate and also for each of our separate business units.
Net Premiums Written
Net premiums written were $5.9 billion in the first six months of 2007 and $3.1 billion in the
second quarter, each representing a decrease of 1% compared with the comparable periods in 2006.
Net premiums written by business unit were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
|
|
|
Quarter Ended |
|
|
|
|
|
|
June 30 |
|
|
% Incr. |
|
|
June 30 |
|
|
% Incr. |
|
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
|
(in millions) |
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Personal insurance |
|
$ |
1,815 |
|
|
$ |
1,726 |
|
|
|
5 |
% |
|
$ |
975 |
|
|
$ |
934 |
|
|
|
4 |
% |
Commercial insurance |
|
|
2,617 |
|
|
|
2,619 |
|
|
|
|
|
|
|
1,311 |
|
|
|
1,294 |
|
|
|
1 |
|
Specialty insurance |
|
|
1,424 |
|
|
|
1,419 |
|
|
|
|
|
|
|
743 |
|
|
|
739 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total insurance |
|
|
5,856 |
|
|
|
5,764 |
|
|
|
2 |
|
|
|
3,029 |
|
|
|
2,967 |
|
|
|
2 |
|
Reinsurance assumed |
|
|
69 |
|
|
|
242 |
|
|
|
(71 |
) |
|
|
29 |
|
|
|
114 |
|
|
|
(75 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
5,925 |
|
|
$ |
6,006 |
|
|
|
(1 |
) |
|
$ |
3,058 |
|
|
$ |
3,081 |
|
|
|
(1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums written from our insurance business increased 2% in both the first six months and
second quarter of 2007 compared with the comparable periods in 2006. Premiums in the United
States, which represent more than 75% of our insurance premiums, were flat in the first six months
and increased 1% in the second quarter. Premiums outside the U.S. increased 7% in both the first
six months and second quarter; in local currencies, such premiums grew 2% and 3%, respectively.
The modest overall growth in net premiums written in our insurance business reflected our
continued emphasis on underwriting discipline in an increasingly competitive market environment.
Rates continued to be under competitive pressure that varied by class of business and geographic
territory. We continued to retain a high percentage of our existing customers and to renew
these accounts at prices we believe to be appropriate relative to the exposure. In addition, while
we continued to be selective, we found opportunities to write new business at acceptable rates. We
expect to see a rate environment in the second half of 2007 similar to that we saw in the first
half. Accordingly, we expect that net written premiums in our insurance business will be flat to
slightly higher for the full year compared with 2006.
Reinsurance assumed net premiums written decreased by 71% in the first six months of 2007 and
75% in the second quarter compared with the same periods in 2006. The premium decline reflects the
sale of our ongoing reinsurance assumed business in December 2005.
Page 18
Reinsurance Ceded
Our premiums written are net of amounts ceded to reinsurers who assume a portion of the risk
under the insurance policies we write that are subject to the reinsurance.
Reinsurance rates have generally remained steady in 2007, due in part to a relatively low
level of catastrophes in 2006. However, there continue to be capacity restrictions in some
segments of the marketplace.
The major components of our reinsurance program were up for renewal in April 2007. We did not
renew our casualty clash treaty as we believe the cost was not justified given the limited capacity
and terms available. The treaty had provided coverage of approximately 55% of losses between $75
million and $150 million per insured event.
On our commercial property per risk treaty, we increased the reinsurance coverage at the
top
of the program by $100 million. This treaty now provides approximately $500 million of coverage per risk in
excess of our $25 million retention.
The structure of our property catastrophe program for events in the United States was modified
but the overall coverage is similar to the previous program. The principal catastrophe treaty now
provides coverage of approximately 70% of losses (net of recoveries from other available
reinsurance) between $350 million and $1.3 billion, with additional coverage of 55% of losses
between $1.3 billion and $2.05 billion in the northeastern part of the country, where we have our
greatest concentration of exposure.
We also purchased fully collateralized four-year reinsurance coverage for homeowners-related
losses sustained from qualifying hurricane loss events in the northeastern part of the United
States. This reinsurance was purchased from East Lane Re Ltd., a Cayman Islands reinsurance
company, which financed the provision of reinsurance through the issuance of $250 million in
catastrophe bonds to investors under two separate bond tranches. This reinsurance provides
coverage of approximately 30% of covered losses between $1.3 billion and $2.05 billion.
We participate in the Florida Hurricane Catastrophe Fund, which is a state-mandated fund that
will provide reimbursement to insurers for a portion of their residential catastrophic hurricane
losses. Our participation in the Fund limits our initial retention in Florida for homeowners
related losses to approximately $150 million.
Our property catastrophe treaty for events outside the United States was renewed with no
modification of its terms. The treaty provides coverage of approximately 90% of losses (net of
recoveries from other available reinsurance) between $75 million and $275 million.
Our property reinsurance treaties generally contain terrorism exclusions for acts perpetrated
by foreign terrorists.
We expect that our overall reinsurance costs in 2007 will be similar to those in 2006. We do
not expect the changes we made to our reinsurance program to have a material effect on the
Corporations results of operations, financial condition or liquidity.
Page 19
Profitability
The combined loss and expense ratio, expressed as a percentage, is the key measure of
underwriting profitability traditionally used in the property and casualty insurance business.
Management evaluates the performance of our underwriting operations and of each of our business
units using, among other measures, the combined loss and expense ratio calculated in accordance
with statutory accounting principles. It is the sum of the ratio of losses and loss expenses to
premiums earned (loss ratio) plus the ratio of statutory underwriting expenses to premiums written
(expense ratio) after reducing both premium amounts by dividends to policyholders. When the
combined ratio is under 100%, underwriting results are generally considered profitable; when the
combined ratio is over 100%, underwriting results are generally considered unprofitable.
Statutory accounting principles applicable to property and casualty insurance companies differ
in certain respects from generally accepted accounting principles (GAAP). Under statutory
accounting principles, policy acquisition and other underwriting expenses are recognized
immediately, not at
the time premiums are earned. Management uses underwriting results determined
in accordance with GAAP, among other measures, to assess the overall performance
of our underwriting operations. To convert statutory underwriting results to a GAAP basis, policy
acquisition expenses are deferred and amortized over the
period in which the related premiums are earned. Underwriting income determined in accordance with
GAAP is defined as premiums earned less losses and loss expenses incurred and GAAP underwriting
expenses incurred.
Underwriting results were exceptionally profitable in the first six months and second quarter
of 2007 and 2006. The combined loss and expense ratio for our overall property and casualty
business was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
Six Months |
|
Second Quarter |
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Loss ratio |
|
|
53.1 |
% |
|
|
55.2 |
% |
|
|
53.1 |
% |
|
|
56.7 |
% |
Expense ratio |
|
|
30.0 |
|
|
|
28.8 |
|
|
|
29.6 |
|
|
|
28.5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio |
|
|
83.1 |
% |
|
|
84.0 |
% |
|
|
82.7 |
% |
|
|
85.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The loss ratio improved in the first six months and second quarter of 2007 compared with the
same periods in 2006, despite higher catastrophe losses. The loss ratio in all periods, but
particularly in 2007, reflects favorable loss experience which we believe resulted from our
disciplined underwriting in recent years.
Catastrophe losses were $191 million in the first six months of 2007, which represented 3.2
percentage points of the combined ratio. Catastrophe losses of $101 million in the first six
months of 2006 were offset in part by a $20 million reduction in previously accrued reinsurance
reinstatement premium costs in the first quarter related to Hurricane Katrina; the net impact
accounted for 1.4 percentage points of the combined ratio. Catastrophe losses were $115 million in
the second quarter of 2007, which represented 3.9 percentage points of the combined ratio, compared
with $80 million or 2.7 percentage points in the same period in 2006. The catastrophe losses in
2007 primarily related to a tornado in the United States in the first quarter and storms on the east
coast of the United States and in England in the second quarter.
Page 20
The expense ratio increased in the first six months and second quarter of 2007 compared with
the same periods in 2006. The increase was primarily due to two factors. First, commissions were
higher due in large part to premium growth outside the United States in certain classes of business
for which commission rates are high. Second, other operating costs increased somewhat whereas net
premiums written decreased.
In lieu of paying contingent commissions, beginning in 2007, we implemented a new guaranteed
supplemental compensation program for agents and brokers in the United States with whom we
previously had contingent commission agreements. Under this arrangement, agents and brokers will
be paid a percentage of written premiums on eligible lines of business in a calendar year based
upon their prior performance. We expect that the total guaranteed supplemental compensation payout
for 2007 will be substantially the same as the contingent commission payout for 2006. However, the
change in our commission arrangements has created a difference in the timing of expense
recognition, which will result in a one-time benefit to income during the 2007 transition year.
The impact of the change in the first six months and second quarter of 2007 was to increase
deferred policy acquisition costs by approximately $40 million and $20 million, respectively. The
change had no effect on the expense ratio.
Review of Underwriting Results by Business Unit
Personal Insurance
Net premiums written from personal insurance, which represented 31% of premiums written in the
first six months of 2007, increased by 5% in the first six months of 2007 and 4% in the second
quarter compared with the same periods in 2006. Net premiums written for the classes of business
within the personal insurance segment were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
|
|
|
Quarter Ended |
|
|
|
|
|
|
June 30 |
|
|
% Incr. |
|
|
June 30 |
|
|
% Incr. |
|
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
|
(in millions) |
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Automobile |
|
$ |
311 |
|
|
$ |
337 |
|
|
|
(8 |
%) |
|
$ |
164 |
|
|
$ |
182 |
|
|
|
(10 |
%) |
Homeowners |
|
|
1,174 |
|
|
|
1,097 |
|
|
|
7 |
|
|
|
654 |
|
|
|
609 |
|
|
|
7 |
|
Other |
|
|
330 |
|
|
|
292 |
|
|
|
13 |
|
|
|
157 |
|
|
|
143 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total personal |
|
$ |
1,815 |
|
|
$ |
1,726 |
|
|
|
5 |
|
|
$ |
975 |
|
|
$ |
934 |
|
|
|
4 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personal automobile premiums decreased in the 2007 periods, due to a highly competitive U.S.
marketplace and the termination of a collector vehicle program. Personal automobile premiums
outside the U.S. increased in the first six months of 2007; however, the rate of growth was
significantly lower than in the prior year. Premium growth in our homeowners business was due to
increased insurance-to-value and slightly higher rates. The in-force policy count for this class
was unchanged during the first six months of 2007. Premiums in our other personal business, which
includes insurance for excess liability, yacht and accident coverages, increased due to significant
growth in the accident and excess liability components.
Page 21
Our personal insurance business produced highly profitable underwriting results in the first
six months and second quarter of 2007 and 2006, but more so in 2006. The combined loss and expense
ratios for the classes of business within the personal insurance segment were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
Six Months |
|
Second Quarter |
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Automobile |
|
|
88.8 |
% |
|
|
87.9 |
% |
|
|
82.3 |
% |
|
|
85.9 |
% |
Homeowners |
|
|
77.4 |
|
|
|
73.1 |
|
|
|
83.8 |
|
|
|
72.6 |
|
Other |
|
|
93.3 |
|
|
|
91.6 |
|
|
|
93.8 |
|
|
|
92.6 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total personal |
|
|
82.3 |
% |
|
|
79.1 |
% |
|
|
85.3 |
% |
|
|
78.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our personal automobile business produced similarly profitable results in the first six months
of 2007 and 2006. Results in the second quarter of 2007 were modestly more profitable than the
same period in 2006 due to lower claim frequency and more favorable loss development related to
prior accident years.
Homeowners results were highly profitable in the first six months and second quarter of 2007
and 2006. Results were less profitable in 2007 due to an increase in the severity of
non-catastrophe claims, primarily the result of winter freeze losses, as well as higher catastrophe
losses, particularly in the second quarter. Catastrophe losses represented 7.2 percentage points
of the combined ratio for this class in the first six months of 2007 and 12.2 percentage points in
the second quarter compared with 6.7 and 7.6 percentage points, respectively, in the comparable
periods of 2006. Results in both years benefited from better pricing and a reduction in water
damage losses primarily through contract wording changes related to mold coverage and loss
remediation measures that we have implemented over the past few years.
Other personal results were profitable in the first six months and second quarter of 2007 and
2006. Our accident and yacht businesses were highly profitable in both years. However, our excess
liability results were unprofitable in both years due to inadequate pricing and unfavorable loss
development related to prior accident years.
Commercial Insurance
Net premiums written from commercial insurance, which represented 44% of our premiums written
in the first six months of 2007, were flat in the first six months of 2007 and increased by 1% in
the second quarter compared with the same periods a year ago. Net premiums written for the classes
of business within the commercial insurance segment were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
|
|
|
Quarter Ended |
|
|
|
|
|
|
June 30 |
|
|
% Incr. |
|
|
June 30 |
|
|
% Incr. |
|
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
|
(in millions) |
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Multiple peril |
|
$ |
613 |
|
|
$ |
645 |
|
|
|
(5 |
%) |
|
$ |
306 |
|
|
$ |
319 |
|
|
|
(4 |
%) |
Casualty |
|
|
897 |
|
|
|
895 |
|
|
|
|
|
|
|
456 |
|
|
|
455 |
|
|
|
|
|
Workers compensation |
|
|
481 |
|
|
|
472 |
|
|
|
2 |
|
|
|
224 |
|
|
|
216 |
|
|
|
4 |
|
Property and marine |
|
|
626 |
|
|
|
607 |
|
|
|
3 |
|
|
|
325 |
|
|
|
304 |
|
|
|
7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commercial |
|
$ |
2,617 |
|
|
$ |
2,619 |
|
|
|
|
|
|
$ |
1,311 |
|
|
$ |
1,294 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 22
The lack of premium growth in our commercial insurance business in the first six months of
2007 was the result of an increasingly competitive marketplace. Also, property and marine premiums
in the first six months of 2006 benefited from a $20 million reduction in previously accrued
reinsurance reinstatement premium costs in the first quarter related to Hurricane Katrina.
Overall, rates were down modestly in the first six months of 2007 with certain classes of business
and geographic territories experiencing more competitive pressure than others, such as
non-catastrophe exposed property risks and large company risks. Retention levels remained strong,
comparable to those in the first half of 2006. New business volume was up substantially from 2006
levels due to a few large accounts. We continued to maintain our underwriting discipline in the
competitive market, renewing business and writing new business only where we believe we are
securing acceptable rates and appropriate terms and conditions for the exposures. We expect
continued pressure on rates in the second half of 2007.
Our commercial insurance business produced highly profitable underwriting results in the first
six months of 2007 and 2006, but more so in 2006. Results in the second quarter were similarly
profitable in the two years. The combined loss and expense ratios for the classes of business
within the commercial insurance segment were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
Six Months |
|
Second Quarter |
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Multiple peril |
|
|
85.0 |
% |
|
|
75.4 |
% |
|
|
86.7 |
% |
|
|
80.4 |
% |
Casualty |
|
|
93.4 |
|
|
|
93.4 |
|
|
|
92.4 |
|
|
|
92.4 |
|
Workers compensation |
|
|
74.5 |
|
|
|
81.3 |
|
|
|
72.0 |
|
|
|
84.7 |
|
Property and marine |
|
|
88.4 |
|
|
|
73.2 |
|
|
|
83.7 |
|
|
|
80.9 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commercial |
|
|
86.7 |
% |
|
|
82.1 |
% |
|
|
85.4 |
% |
|
|
85.4 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The less profitable results in the first six months of 2007 were due in large part to the
impact of catastrophes, particularly in the property and marine classes. Results in 2006 in the
property and marine classes benefited from the $20 million reduction in previously accrued
reinsurance reinstatement premium costs in the first quarter related to Hurricane Katrina. As a
result, the impact of catastrophes accounted for only 0.6 of a percentage point of the combined
ratio for the commercial insurance segment in the first six months of 2006 compared with 4.2
percentage points in the same period of 2007. Excluding the impact of catastrophes, commercial
insurance results were similarly profitable in the first six months of 2007 and 2006, as favorable
loss experience mitigated the margin compression from the lower rates over the past few years.
Results in both years benefited from better terms and conditions and disciplined risk selection in
recent years as well as low non-catastrophe property losses.
Multiple peril results were highly profitable in the first six months and second quarter of
2007 and 2006. Results in the 2006 periods were exceptionally profitable due to very favorable
non-catastrophe loss experience. Catastrophe losses represented 3.8 percentage points of the
combined ratio for this class in the first six months of 2007 and 5.8 percentage points in the
second quarter, compared with 4.3 and 9.0 percentage points in the corresponding periods of 2006.
Page 23
Our casualty business produced similarly profitable results in the first six months and second
quarter of 2007 and 2006. The automobile component of this business was highly profitable in both
years, but more so in 2006,
particularly in the second quarter. The primary liability component was
profitable in both years, but more so in 2007. The excess liability component produced profitable
results in 2007 compared with unprofitable results in 2006. Excess liability results in the second
quarter of 2007 benefited from favorable loss development related to prior accident years, whereas
results in the comparable period of 2006 were adversely affected by several large losses related to
older accident years. Casualty results in the first six months and second quarter of 2007 were
adversely affected by incurred losses of $43 million and $31 million, respectively, related to
asbestos and toxic waste claims. Our analysis of these exposures resulted in an increase in our
estimate of the ultimate liabilities for a small number of our insureds.
Workers compensation results were highly profitable in the first six months and second
quarter of 2007 and 2006. Results in the 2007 periods were exceptionally profitable due to low
claim frequency and favorable loss development related to prior accident years, largely due to the
positive effect of benefit reforms in California. Results in both years benefited from our
disciplined risk selection during the past several years.
Property and marine results were highly profitable in the first six months and second quarter
of both years. However, results in the 2007 periods were less profitable due to the impact of
catastrophes. Catastrophe losses represented 13.6 percentage points of the combined ratio for this
class in the first six months of 2007, whereas catastrophes had a 2.4 percentage point favorable
impact on the combined ratio in the same period of 2006. The favorable impact of catastrophes in
2006 resulted from the $20 million reduction in previously accrued reinsurance reinstatement
premium costs in the first quarter related to Hurricane Katrina. Catastrophe losses represented
7.9 percentage points of the combined ratio in the second quarter of 2007 compared with 3.2
percentage points in the same period of 2006. Excluding the impact of catastrophes, the combined
ratio was 74.8% in the first six months of 2007 and 75.8% in the second quarter compared with 75.6%
and 77.7% in the respective 2006 periods. Results in both years benefited from few large
non-catastrophe losses.
Specialty Insurance
Net premiums written from specialty insurance, which represented 24% of our premiums written
in the first six months of 2007, were flat in the first six months of 2007 and increased 1% in the
second quarter compared with the same periods a year ago. Net premiums written for the classes of
business within the specialty insurance segment were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
|
|
|
Quarter Ended |
|
|
|
|
|
|
June 30 |
|
|
% Incr. |
|
|
June 30 |
|
|
% Incr. |
|
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
2007 |
|
|
2006 |
|
|
(Decr.) |
|
|
|
(in millions) |
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Professional liability |
|
$ |
1,246 |
|
|
$ |
1,271 |
|
|
|
(2 |
%) |
|
$ |
649 |
|
|
$ |
656 |
|
|
|
(1 |
%) |
Surety |
|
|
178 |
|
|
|
148 |
|
|
|
20 |
|
|
|
94 |
|
|
|
83 |
|
|
|
13 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total specialty |
|
$ |
1,424 |
|
|
$ |
1,419 |
|
|
|
|
|
|
$ |
743 |
|
|
$ |
739 |
|
|
|
1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 24
Premium growth in the professional liability classes was constrained by competitive pressure
on rates, particularly in the directors and officers liability component, and our commitment to
maintain underwriting discipline in this environment. Rates for professional liability classes
other than directors and officers liability, which had been relatively stable over the last few
years, trended downward during the second quarter. We expect this downward trend to continue in
the second half of 2007. Retention levels in the professional liability classes remained strong in
the first six months of 2007. Excluding the impact on retention levels in 2006 of the 2005 sale of
the renewal rights on our hospital professional liability and managed care errors and omissions
business, retention levels in the first six months of 2007 were comparable to those in the same
period of 2006. New business volume in 2007 was lower than in 2006. We continued to get what we
believe are acceptable rates and appropriate terms and conditions on both new business and
renewals. The significant growth in net premiums written for our surety business in the first six
months of 2007 was due primarily to a strong construction economy. However, growth slowed in the
second quarter and we expect this trend to continue throughout the remainder of the year.
Our specialty insurance business produced significantly more profitable underwriting results
in the first six months and second quarter of 2007 compared with the same periods in 2006. The
combined loss and expense ratios for the classes of business within the specialty insurance segment
were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
Six Months |
|
Second Quarter |
|
|
2007 |
|
2006 |
|
2007 |
|
2006 |
Professional liability |
|
|
84.8 |
% |
|
|
93.7 |
% |
|
|
80.5 |
% |
|
|
92.0 |
% |
Surety |
|
|
32.0 |
|
|
|
48.0 |
|
|
|
32.7 |
|
|
|
58.7 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total specialty |
|
|
79.4 |
% |
|
|
89.8 |
% |
|
|
75.6 |
% |
|
|
89.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our professional liability business produced highly profitable results in the first six months
and second quarter of 2007 compared with profitable results in the same periods of 2006. The
improvement in 2007 was the result of substantial favorable loss development related to prior
accident years in the directors and officers liability, employment practices liability, errors and
omissions liability and fiduciary liability components of this business due to the recognition of
the increasingly favorable loss trends we have been experiencing in recent years. These trends
were largely the result of a favorable business climate, lower policy limits and better terms and
conditions. The fidelity component of our professional liability business was highly profitable in
the first six months and second quarter of both years due to favorable loss experience.
Surety results were highly profitable in the first six months and second quarter of both 2007
and 2006. Our surety business tends to be characterized by infrequent but potentially high
severity losses.
Page 25
Reinsurance Assumed
Net premiums written from our reinsurance assumed business, which represented 1% of premiums
written in the first six months of 2007, decreased by 71% in the first six months of 2007 and 75%
in the second quarter compared with the same periods in 2006. This significant decrease in
premiums was expected in light of the sale in December 2005 of our ongoing reinsurance assumed business,
including renewal rights, to Harbor Point Limited. Harbor Point has the right for a transition
period of up to two years to underwrite specific reinsurance business on our behalf. We retain a
portion of such business and cede the balance to Harbor Point.
Our reinsurance assumed business was highly profitable in the first six months and second
quarter of 2007 compared with near breakeven results in the same periods of 2006. Results in 2007, particularly in the first quarter,
benefited from significant favorable loss development related to prior accident years.
Regulatory Developments
To promote and distribute our insurance products, we rely on independent brokers and agents.
Accordingly, our business is dependent on the willingness of these brokers and agents to recommend
our products to their customers. Prior to 2007, we had agreements in place with certain insurance
agents and brokers under which, in addition to the standard commissions that we pay, we agreed to
pay commissions that are contingent on the volume and/or the profitability of business placed with
us.
We have been involved in the investigations of certain business practices in the property and
casualty insurance industry by various Attorneys General and other regulatory authorities of
several states, the U.S. Securities and Exchange Commission, the U.S. Attorney for the Southern
District of New York and certain
non-U.S. regulatory authorities with respect to, among other things,
(1) potential conflicts of interest and anti-competitive behavior arising from the payment of
contingent commissions to brokers and agents and (2) loss
mitigation and finite reinsurance arrangements. In connection with these investigations, we have
received subpoenas and other requests for information from various regulators. We have been
cooperating fully with these investigations. We have settled with the Attorneys General of New
York, Connecticut and Illinois all issues arising out of their investigations. As part of this
settlement, we agreed to implement certain business reforms, including discontinuing the payment of
contingent commissions in the United States on all insurance lines beginning in 2007. Although no
regulatory action has been initiated against us, it is possible that one or more regulatory
authorities will bring an action against us with respect to some or all of the issues that are the
focus of these ongoing investigations.
As noted above, in lieu of paying contingent commissions, beginning in 2007, we have
implemented a new guaranteed supplemental compensation program for agents and brokers in the United
States with whom we previously had contingent commission agreements. We do not believe that our
payment of guaranteed supplemental compensation in lieu of contingent commissions or any of the
other business reforms that we are implementing will have a material adverse effect on the
Corporations business, results of operations or financial condition.
Page 26
Chubb and certain of its subsidiaries have been named in legal proceedings brought by private
plaintiffs arising out of the investigations into the payment of contingent commissions to brokers
and agents. These legal proceedings are further described in Note (6) of the Notes to Consolidated
Financial Statements.
We cannot predict at this time the ultimate outcome of the ongoing investigations and legal
proceedings referred to above, including any potential amounts that we may be required to pay in
connection with them.
A number of states have announced that they are looking at compensation arrangements in the
insurance industry and are considering regulatory action or reform in this area. Such actions or
reforms range in nature from disclosure requirements to prohibition of certain forms of
compensation to imposition of new duties on agents, brokers or insurance companies in dealing with
customers. Such actions or reforms, if adopted, could have an impact on our ability to renew
business or write new business.
Loss Reserves
Unpaid losses and loss expenses, also referred to as loss reserves, are the largest liability
of our business.
Our loss reserves include case estimates for claims that have been reported and estimates for
claims that have been incurred but not reported as well as estimates of the expenses associated
with processing and settling all reported and unreported claims, less estimates of anticipated
salvage and
subrogation recoveries. Estimates are based upon past loss experience modified for current trends as well as prevailing economic, legal and social conditions. Our loss reserves
are not discounted to present value.
We regularly review our loss reserves using a variety of actuarial techniques. We update the
reserve estimates as historical loss experience develops, additional claims are reported and/or
settled and new information becomes available. Any changes in estimates are reflected in operating
results in the period in which the estimates are changed.
Page 27
Our gross case and incurred but not reported (IBNR) loss reserves and related reinsurance
recoverable by class of business were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
|
Gross Loss Reserves |
|
|
Reinsurance |
|
|
Loss |
|
June 30, 2007 |
|
Case |
|
|
IBNR |
|
|
Total |
|
|
Recoverable |
|
|
Reserves |
|
|
|
(in millions) |
|
Personal insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automobile |
|
$ |
249 |
|
|
$ |
182 |
|
|
$ |
431 |
|
|
$ |
14 |
|
|
$ |
417 |
|
Homeowners |
|
|
404 |
|
|
|
302 |
|
|
|
706 |
|
|
|
41 |
|
|
|
665 |
|
Other |
|
|
433 |
|
|
|
510 |
|
|
|
943 |
|
|
|
234 |
|
|
|
709 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total personal |
|
|
1,086 |
|
|
|
994 |
|
|
|
2,080 |
|
|
|
289 |
|
|
|
1,791 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Multiple peril |
|
|
658 |
|
|
|
999 |
|
|
|
1,657 |
|
|
|
49 |
|
|
|
1,608 |
|
Casualty |
|
|
1,739 |
|
|
|
4,067 |
|
|
|
5,806 |
|
|
|
414 |
|
|
|
5,392 |
|
Workers compensation |
|
|
821 |
|
|
|
1,277 |
|
|
|
2,098 |
|
|
|
295 |
|
|
|
1,803 |
|
Property and marine |
|
|
906 |
|
|
|
421 |
|
|
|
1,327 |
|
|
|
610 |
|
|
|
717 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commercial |
|
|
4,124 |
|
|
|
6,764 |
|
|
|
10,888 |
|
|
|
1,368 |
|
|
|
9,520 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Specialty insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional liability |
|
|
2,242 |
|
|
|
5,907 |
|
|
|
8,149 |
|
|
|
712 |
|
|
|
7,437 |
|
Surety |
|
|
21 |
|
|
|
55 |
|
|
|
76 |
|
|
|
18 |
|
|
|
58 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total specialty |
|
|
2,263 |
|
|
|
5,962 |
|
|
|
8,225 |
|
|
|
730 |
|
|
|
7,495 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total insurance |
|
|
7,473 |
|
|
|
13,720 |
|
|
|
21,193 |
|
|
|
2,387 |
|
|
|
18,806 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance assumed |
|
|
417 |
|
|
|
1,010 |
|
|
|
1,427 |
|
|
|
161 |
|
|
|
1,266 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
7,890 |
|
|
$ |
14,730 |
|
|
$ |
22,620 |
|
|
$ |
2,548 |
|
|
$ |
20,072 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net |
|
|
|
Gross Loss Reserves |
|
|
Reinsurance |
|
|
Loss |
|
December 31, 2006 |
|
Case |
|
|
IBNR |
|
|
Total |
|
|
Recoverable |
|
|
Reserves |
|
|
|
(in millions) |
|
Personal insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Automobile |
|
$ |
261 |
|
|
$ |
178 |
|
|
$ |
439 |
|
|
$ |
14 |
|
|
$ |
425 |
|
Homeowners |
|
|
421 |
|
|
|
298 |
|
|
|
719 |
|
|
|
54 |
|
|
|
665 |
|
Other |
|
|
443 |
|
|
|
459 |
|
|
|
902 |
|
|
|
245 |
|
|
|
657 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total personal |
|
|
1,125 |
|
|
|
935 |
|
|
|
2,060 |
|
|
|
313 |
|
|
|
1,747 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Commercial insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Multiple peril |
|
|
702 |
|
|
|
965 |
|
|
|
1,667 |
|
|
|
74 |
|
|
|
1,593 |
|
Casualty |
|
|
1,668 |
|
|
|
3,922 |
|
|
|
5,590 |
|
|
|
377 |
|
|
|
5,213 |
|
Workers compensation |
|
|
827 |
|
|
|
1,223 |
|
|
|
2,050 |
|
|
|
310 |
|
|
|
1,740 |
|
Property and marine |
|
|
821 |
|
|
|
393 |
|
|
|
1,214 |
|
|
|
536 |
|
|
|
678 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total commercial |
|
|
4,018 |
|
|
|
6,503 |
|
|
|
10,521 |
|
|
|
1,297 |
|
|
|
9,224 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Specialty insurance |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Professional liability |
|
|
2,542 |
|
|
|
5,598 |
|
|
|
8,140 |
|
|
|
852 |
|
|
|
7,288 |
|
Surety |
|
|
22 |
|
|
|
56 |
|
|
|
78 |
|
|
|
19 |
|
|
|
59 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total specialty |
|
|
2,564 |
|
|
|
5,654 |
|
|
|
8,218 |
|
|
|
871 |
|
|
|
7,347 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total insurance |
|
|
7,707 |
|
|
|
13,092 |
|
|
|
20,799 |
|
|
|
2,481 |
|
|
|
18,318 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance assumed |
|
|
464 |
|
|
|
1,030 |
|
|
|
1,494 |
|
|
|
113 |
|
|
|
1,381 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
8,171 |
|
|
$ |
14,122 |
|
|
$ |
22,293 |
|
|
$ |
2,594 |
|
|
$ |
19,699 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Page 28
Loss reserves, net of reinsurance recoverable, increased by $373 million during the first six
months of 2007. Loss reserves related to our insurance business increased by $488 million and
those related to our reinsurance assumed business, which is in runoff, decreased by $115 million.
Gross case reserves related to our insurance business decreased by $234 million due to generally
low reported loss activity and relatively high payments on previously existing case reserves,
particularly in the professional liability classes.
In establishing the loss reserves of our property and casualty subsidiaries, we consider facts
currently known and the present state of the law and coverage litigation. Based on all information
currently available, we believe that the aggregate loss reserves at June 30, 2007 were adequate to
cover claims for losses that had occurred as of that date, including both those known to us and
those yet to be reported. However, as discussed in Item 7 of our 2006 Annual Report on Form 10-K,
there are significant uncertainties inherent in the loss reserving process. It is therefore
possible that managements estimate of the ultimate liability for losses that had occurred as of
June 30, 2007 may change, which could have a material effect on the Corporations results of
operations and financial condition.
Because loss reserve estimates are subject to the outcome of future events, changes in
estimates are unavoidable given that loss trends vary and time is required for changes in trends to
be recognized and confirmed. Reserve changes that increase previous estimates of ultimate cost are
referred to as unfavorable or adverse development or reserve strengthening. Reserve changes that
decrease previous estimates of ultimate cost are referred to as favorable development or reserve
releases.
We estimate that we experienced overall favorable prior year development of about $330 million
during the first six months of 2007 compared with favorable prior year development of about $115
million in the comparable period of 2006.
The favorable development in the first six months of 2007 was primarily in the professional
liability classes, due to the favorable loss trends in recent years, and in the short tail
homeowners and commercial property classes, mostly related to the 2006 accident year. We also
experienced significant favorable development in the run-off of our reinsurance assumed business,
due primarily to better than expected reported loss activity from cedents, and in the workers
compensation class, due primarily to the positive effect of benefit reforms in California. The
favorable development in the first six months of 2006 was largely in the short tail homeowners and
commercial property classes.
Investment Results
Property and casualty investment income before taxes increased by 9% in both the first six
months and the second quarter of 2007 compared with the same periods in 2006. Growth was due to an
increase in invested assets since the second quarter of 2006. The increase in invested assets was
due to substantial cash flow from operations over the period.
The effective tax rate on investment income was 19.8% in the first six months of 2007 compared
with 19.7% in the same period in 2006. While similar in these periods, the effective tax rate does
fluctuate as a result of our holding a different proportion of our investment portfolio in
tax-exempt securities during different periods.
Page 29
On an after-tax basis, property and casualty investment income increased by 9% in both the
first six months and the second quarter of 2007. The after-tax annualized yield on the investment
portfolio that supports the property and casualty insurance business was 3.45% and 3.47% in the
first six months of 2007 and 2006, respectively. Management uses property and casualty investment
income after tax, a non-GAAP financial measure, to evaluate its investment performance because it
reflects the impact of any change in the proportion of the investment portfolio invested in tax
exempt securities and is therefore more meaningful for analysis purposes than investment income
before income tax.
Corporate and Other
Corporate and other includes investment income earned on corporate invested assets, interest
expense and other expenses not allocated to our operating subsidiaries and the results of our real
estate and other non-insurance subsidiaries.
Corporate and other produced a loss before taxes of $65 million in the first six months of
2007 compared with a loss of $54 million in the same period in 2006. The higher loss in 2007 was
due to higher interest expense as a result of the issuance of $1.8 billion of new debt during the
first six months of 2007. The higher interest expense was only partially offset by an increase in
investment income as a portion of the proceeds from the issuance of the debt was used to repurchase
Chubbs common stock.
Realized Investment Gains and Losses
Net investment gains realized were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Periods Ended June 30 |
|
|
|
Second Quarter |
|
|
Six Months |
|
|
|
2007 |
|
|
2006 |
|
|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
(in millions) |
|
|
|
|
|
Net realized gains (losses) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities |
|
$ |
29 |
|
|
$ |
9 |
|
|
$ |
44 |
|
|
$ |
20 |
|
Fixed maturities |
|
|
(23 |
) |
|
|
(6 |
) |
|
|
(19 |
) |
|
|
(4 |
) |
Other invested assets |
|
|
92 |
|
|
|
47 |
|
|
|
190 |
|
|
|
142 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
98 |
|
|
|
50 |
|
|
|
215 |
|
|
|
158 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other than temporary
impairment losses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity securities |
|
|
4 |
|
|
|
7 |
|
|
|
4 |
|
|
|
7 |
|
Fixed maturities |
|
|
|
|
|
|
1 |
|
|
|
|
|
|
|
3 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4 |
|
|
|
8 |
|
|
|
4 |
|
|
|
10 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains
before tax |
|
$ |
94 |
|
|
$ |
42 |
|
|
$ |
211 |
|
|
$ |
148 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Realized investment gains
after tax |
|
$ |
61 |
|
|
$ |
27 |
|
|
$ |
137 |
|
|
$ |
96 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The net realized gains on other invested assets represent our share of changes in the
estimated fair value of limited partnerships in which we have an interest.
Page 30
We regularly review those invested assets whose fair value is less than cost to determine if
an other than temporary decline in value has occurred. In evaluating whether a decline in value of
any investment is temporary or other than temporary, we consider various quantitative criteria and
qualitative factors including the length of time and the extent to which the fair value has been
less than the cost, the financial condition and near term prospects of the
issuer, whether the issuer is current on contractually obligated interest and principal payments,
our intent and ability to hold the investment for a period of time sufficient to allow us to
recover our cost, general market conditions
and industry or sector specific factors. If a decline in the fair value of an individual security
is deemed to be other than temporary, the difference between cost and estimated fair value is
charged to income as a realized investment loss. The fair value of the investment becomes its new
cost basis.
Capital Resources and Liquidity
Capital resources and liquidity represent a companys overall financial strength and its
ability to generate cash flows, borrow funds at competitive rates and raise new capital to meet
operating and growth needs.
Capital Resources
Capital resources provide protection for policyholders, furnish the financial strength to
support the business of underwriting insurance risks and
facilitate continued business growth. At June 30, 2007, the Corporation had shareholders equity
of $13.8 billion and total debt of $4.1 billion.
At December 31, 2006, Executive Risk Capital Trust, wholly owned by Chubb Executive Risk Inc.,
which in turn is wholly owned by Chubb, had outstanding $125 million of 8.675% capital securities.
The sole assets of the Trust were
debentures issued by Chubb Executive Risk. The capital securities were subject to mandatory
redemption in 2027 upon repayment of the debentures. The capital securities were also subject to
mandatory redemption in certain other specified circumstances beginning in 2007. On February 1,
2007, the debentures were repaid and the Trust redeemed the capital securities at a price that
included a make-whole premium of $5 million in the aggregate.
In March 2007, Chubb issued $1.0 billion of unsecured junior subordinated capital securities.
The capital securities will become due on April 15, 2037, the scheduled maturity date, but only to
the extent that Chubb has received sufficient net proceeds from the sale of certain qualifying
capital securities. Chubb must use its commercially reasonable efforts, subject to certain market
disruption events, to sell enough qualifying capital securities to permit repayment of the capital
securities on the scheduled maturity date or as soon thereafter as possible. Any remaining
outstanding principal amount will be due on March 29, 2067, the final maturity date. The capital
securities bear interest at a fixed rate of 6.375% through April 14, 2017. Thereafter, the capital
securities will bear interest at a rate equal to the three-month LIBOR rate plus 2.25%. Subject to
certain conditions, Chubb has the right to defer the payment of interest on the capital securities
for a period not exceeding ten consecutive years. During any such period, interest will continue
to accrue and Chubb generally may not declare or pay any dividends on or purchase any shares of its
capital stock. The net proceeds are being used to repurchase shares of our common stock.
Page 31
In connection with the issuance of the capital securities, Chubb entered into a replacement
capital covenant in which it agreed that it will not repay, redeem or purchase the capital
securities before March 29, 2047, unless, subject to certain limitations, it has received proceeds
from the sale of replacement capital securities, as defined. Subject to the replacement capital
covenant, the capital securities may be redeemed, in whole or in part, at any time on or after
April 15, 2017 at a redemption price equal to the principal amount plus any accrued interest or
prior to April 15, 2017 at a redemption price equal to the greater of (i) the principal amount or
(ii) a make-whole amount, in each case plus any accrued interest.
In May 2007, Chubb issued $800 million of unsecured 6% senior notes due in 2037. We intend to
use $675 million of the net proceeds to refinance certain indebtedness that will mature in November
and December 2007. The remainder of the net proceeds replaces cash utilized earlier this year to
repay the $125 million of 8.675% capital securities referred to above.
Management regularly monitors the Corporations capital resources. In connection with our
long-term capital strategy, Chubb from time to time contributes capital to its property and
casualty subsidiaries. In addition, in
order to satisfy capital needs as a result of any rating agency capital adequacy or other future
rating issues, or in the event we were to need additional capital to make strategic investments in
light of market opportunities, we may take a variety of actions, which could include the issuance
of additional debt and/or equity securities.
In December 2006, the Board of Directors authorized the repurchase of up to 20,000,000 shares
of Chubbs common stock. In March 2007, the Board of Directors authorized an increase of
20,000,000 shares to the December 2006 authorization. The authorization has no expiration date.
During the first six months of 2007, we repurchased 21,726,577 shares of Chubbs common stock
in open market transactions at a cost of $1,140 million. As of June 30, 2007, there were
18,119,361 shares remaining to be purchased under the current share repurchase authorization.
Based on our outlook for 2007, we expect to repurchase all of the shares remaining under the
authorization by the end of 2007, subject to market conditions.
Ratings
Chubb and its insurance subsidiaries are rated by major rating agencies. These ratings
reflect the rating agencys opinion of our financial strength, operating performance, strategic
position and ability to meet our obligations to policyholders.
Ratings are an important factor in establishing our competitive position in the insurance
markets. There can be no assurance that our ratings will
continue for any given period of time or that they will not be changed.
It is possible that positive or negative ratings actions by one or more of the rating agencies
may occur in the future. If our ratings were downgraded, we might incur higher borrowing costs and
might have more limited means to access capital. In addition, a downgrade in our financial strength
ratings could adversely affect the competitive position of our insurance operations, including a
possible reduction in demand for our products in certain markets.
Page 32
Liquidity
Liquidity is a measure of a companys ability to generate sufficient cash flows to meet the
short and long term cash requirements of its business operations.
The Corporations liquidity requirements in the past have been met by funds from operations as
well as the issuance of commercial paper and debt and equity securities. We expect that our
liquidity requirements in the future will be met by these sources of funds or borrowings from our
credit facility.
Our property and casualty operations provide liquidity in that premiums are generally received
months or even years before losses are paid under the policies purchased by such premiums.
Historically, cash receipts from operations, consisting of insurance premiums and investment
income, have provided more than sufficient funds to pay losses, operating expenses and
dividends to Chubb. After satisfying our cash requirements, excess cash flows are used to build
the investment portfolio and thereby increase future investment income.
Our strong underwriting results continued to generate substantial new cash. New cash from
operations available for investment by our property and
casualty subsidiaries was approximately $0.9 billion in the first six months of
2007 compared with $1.0 billion in the same period in 2006.
Our property and casualty subsidiaries maintain investments in highly liquid, short-term
marketable securities. Accordingly, we do not anticipate selling long-term fixed maturity
investments to meet any liquidity needs.
Chubbs liquidity requirements primarily include the payment of dividends to shareholders and
interest and principal on debt obligations. The declaration and payment of future dividends to
Chubbs shareholders will be at the discretion of Chubbs Board of Directors and will depend upon
many factors, including our operating results, financial condition, capital requirements and any
regulatory constraints.
As a holding company, Chubbs ability to continue to pay dividends to shareholders and to
satisfy its debt obligations relies on the availability of liquid assets, which is dependent in
large part on the dividend paying ability of its property and casualty subsidiaries. Our property
and casualty subsidiaries are subject to laws and regulations in the jurisdictions in which they
operate that restrict the amount of dividends they may pay without the prior approval of regulatory
authorities. The restrictions are generally based on net income and on certain levels of
policyholders surplus as determined in accordance with statutory accounting practices. Dividends
in excess of such thresholds are considered extraordinary and require prior regulatory approval.
The maximum dividend distribution that may be made by the property and casualty subsidiaries to
Chubb during 2007 without prior approval is approximately $1.6 billion. During the first six
months of 2007, these subsidiaries paid dividends to Chubb totaling $400 million.
Page 33
Invested Assets
The main objectives in managing our investment portfolios are to maximize after-tax investment
income and total investment returns while minimizing credit
risks in order to provide maximum support to the insurance underwriting operations. Investment
strategies are developed based on many factors including
underwriting results and our resulting tax position, regulatory requirements, fluctuations in
interest rates and consideration of other market risks.
Investment decisions are centrally managed by investment professionals based on guidelines
established by management and approved by the boards of directors of Chubb and its respective
operating companies.
Our investment portfolio is primarily comprised of high quality bonds, principally tax exempt,
U.S. Treasury and government agency, mortgage-backed
securities and corporate issues as well as foreign government and corporate bonds that support our
international operations. In addition, the portfolio includes equity securities, primarily
publicly traded common stocks, and other invested assets, primarily private equity limited
partnerships, all of which are held primarily with the objective of capital appreciation.
In the first six months of 2007, in our U.S. operations, we invested new cash primarily in tax
exempt bonds and taxable bonds, principally mortgage-backed securities. Our objective is to
achieve the appropriate mix of taxable and tax exempt securities in our portfolio to balance both
investment and tax strategies.
The unrealized appreciation before tax of investments carried at market value, which includes
fixed maturities classified as available-for-sale and equity securities, was $259 million and $603 million at June 30, 2007 and December 31, 2006,
respectively. Such unrealized appreciation is reflected in comprehensive income, net of
applicable deferred income tax.
Changes in unrealized market appreciation or depreciation of fixed maturities were due
primarily to fluctuations in interest rates.
Page 34
Item 4 Controls and Procedures
As of June 30, 2007, an evaluation of the effectiveness of the design and operation of the
Corporations disclosure controls and procedures was performed under the supervision and with the
participation of the Corporations management, including the chief executive officer and chief
financial officer. Based on that evaluation, the chief executive officer and chief financial
officer concluded that the Corporations disclosure controls and procedures were effective as of
the evaluation date.
During the quarter ended June 30, 2007, there were no changes in internal control over
financial reporting that have materially affected, or are reasonably likely to materially affect,
the Corporations internal control over financial reporting.
Page 35
PART II. OTHER INFORMATION
Item 1 Legal Proceedings
As previously disclosed, purported class actions arising out of the investigations into the
payment of contingent commissions to brokers and agents have been filed in a number of federal and
state courts. On August 1, 2005, Chubb and certain of its subsidiaries were named as defendants in
a putative class action entitled In re Insurance Brokerage Antitrust Litigation in the U.S.
District Court for the District of New Jersey. This action, brought against several brokers and
insurers on behalf of a class of persons who purchased insurance through the broker defendants,
asserts claims under the Sherman Act and state law and the Racketeer Influenced and Corrupt
Organizations Act arising from the alleged unlawful use of contingent commission agreements. Chubb
and certain of its subsidiaries have also been named as defendants in two putative class actions
relating to allegations of unlawful use of contingent commission arrangements that were originally
filed in state court. The first was filed on February 16, 2005 in Seminole County, Florida. The
second was filed on May 17, 2005 in Essex County, Massachusetts. Both cases were removed to
federal court and then transferred by the Judicial Panel on Multidistrict Litigation to the U.S.
District Court for the District of New Jersey for consolidation with In re Insurance Brokerage
Antitrust Litigation. Since being transferred to the District of New Jersey, the plaintiff in the
former lawsuit has been inactive and the latter lawsuit has been voluntarily dismissed. On April
5, 2007, the U.S. District Court for the District of New Jersey dismissed the complaint in In re
Insurance Brokerage Antitrust Litigation, without prejudice, granting plaintiffs one further
opportunity to amend their complaint. Plaintiffs filed their second amended complaint on May 22,
2007. Motions to dismiss that complaint are currently pending.
In December 2005, Chubb and certain of its subsidiaries were named in a putative class action
similar to In re Insurance Brokerage Antitrust Litigation. The action is pending in the U.S.
District Court for the District of New Jersey
and has been assigned to the judge who is presiding over In re Insurance Brokerage Antitrust
Litigation. The complaint has never been served in this matter. Separately, in April 2006, Chubb
and one of its subsidiaries were named in an action similar to In re Insurance Brokerage Antitrust
Litigation. This action was filed in the U.S. District Court for the Northern District of Georgia
and subsequently was transferred by the Judicial Panel on Multidistrict Litigation to the U.S.
District Court for the District of New Jersey for consolidation with In re Insurance Brokerage
Antitrust Litigation. On May 21, 2007, Chubb and one of its subsidiaries were named in another
putative class action similar to In re Insurance Brokerage Antitrust Litigation. This action was
filed in the U.S. District Court for the District of New Jersey. Consolidation of this action with
In re Insurance Brokerage Antitrust Litigation is pending.
In these actions, the plaintiffs generally allege that the defendants unlawfully used
contingent commission agreements. The actions seek treble damages, injunctive and declaratory
relief, and attorneys fees. The Corporation believes it has substantial defenses to all of the
aforementioned legal proceedings and intends to defend the actions vigorously. It is possible that
the Corporation may become involved in additional litigation of this sort.
Page 36
Item 1A Risk Factors
Our business is subject to a number of risks, including those identified in Item 1A of our
2006 Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission, that could
have a material effect on our business, results of operations, financial condition and/or liquidity
and that could cause our operating results to vary significantly from period to period. The risks
described in our Annual Report on Form 10-K and Quarterly Reports on Form 10-Q are not the only
risks we face. Additional risks and uncertainties not currently known to us or that we currently
deem to be immaterial also could have a material effect on our business, results of operations,
financial condition and/or liquidity.
Item 2 Unregistered Sales of Equity Securities and Use of Proceeds
The following table summarizes Chubbs stock repurchased each month in the quarter ended June
30, 2007.
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Total Number of |
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Maximum Number of |
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Shares Purchased |
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Shares that May |
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Total Number |
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Average |
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as Part of |
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Yet Be Purchased |
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of Shares |
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Price Paid |
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Publicly Announced |
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Under the |
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Purchased(a) |
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Per Share |
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Plans or Programs |
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Plans or Programs(b) |
Period |
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April 2007 |
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1,994,900 |
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$ |
52.68 |
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|
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1,994,900 |
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|
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26,015,461 |
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May 2007 |
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2,675,700 |
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|
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54.72 |
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|
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2,675,700 |
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|
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23,339,761 |
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June 2007 |
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5,220,400 |
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|
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54.27 |
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|
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5,220,400 |
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|
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18,119,361 |
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Total |
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9,891,000 |
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54.07 |
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9,891,000 |
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(a) |
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The stated amounts exclude 3,923 shares, 22,536 shares and 2,403 shares delivered to
Chubb during the months of April 2007, May 2007 and June 2007, respectively, by employees of
the Corporation to cover option exercise prices and withholding taxes in connection with the
Corporations stock-based compensation plans. |
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(b) |
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On December 7, 2006, the Board of Directors authorized the repurchase of up to 20,000,000
shares of common stock. On March 21, 2007, the Board of Directors authorized an increase of
20,000,000 shares to the authorization approved in December 2006. The authorization has no
expiration date. |
Item 4 Submission of Matters to a Vote of Security Holders
Information regarding the matters submitted to a vote of Chubbs security holders at Chubbs
annual meeting conducted on April 24, 2007, including the voting results relating thereto, is set
forth in Item 8.01 of Chubbs current report on Form 8-K filed with the Securities and Exchange
Commission on April 30, 2007. Item 8.01 of this Form 8-K is incorporated herein by reference.
Page 37
Item 6 Exhibits
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Exhibit |
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Number |
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Description |
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Rule 13a-14(a)/15d-14(a) Certifications. |
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31.1
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Certification by John D. Finnegan filed herewith. |
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31.2
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Certification by Michael OReilly filed herewith. |
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Section 1350 Certifications. |
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32.1
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Certification by John D. Finnegan filed herewith. |
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32.2
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Certification by Michael OReilly filed herewith. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
The Chubb Corporation has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
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THE CHUBB CORPORATION |
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(Registrant) |
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By: |
/s/
Henry B. Schram |
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Henry B. Schram |
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Senior Vice-President and
Chief Accounting Officer |
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Date:
August 8, 2007