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Watchlist
Account
CNA Financial
CNA
#1670
Rank
$13.20 B
Marketcap
๐บ๐ธ
United States
Country
$48.80
Share price
-0.67%
Change (1 day)
5.58%
Change (1 year)
๐ฆ Insurance
๐ณ Financial services
Categories
CNA Financial Corporation
is an American financial corporation providing a broad range of standard and specialized property and casualty insurance products and services for businesses and professional.
Market cap
Revenue
Earnings
Price history
P/E ratio
P/S ratio
More
Price history
P/E ratio
P/S ratio
P/B ratio
Operating margin
EPS
Stock Splits
Dividends
Dividend yield
Shares outstanding
Fails to deliver
Cost to borrow
Total assets
Total liabilities
Total debt
Cash on Hand
Net Assets
Annual Reports (10-K)
CNA Financial
Quarterly Reports (10-Q)
Financial Year FY2014 Q3
CNA Financial - 10-Q quarterly report FY2014 Q3
Text size:
Small
Medium
Large
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended
September 30, 2014
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____ to _____
Commission File Number 1-5823
CNA FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
36-6169860
(I.R.S. Employer
Identification No.)
333 S. Wabash
Chicago, Illinois
(Address of principal executive offices)
60604
(Zip Code)
(312) 822-5000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes [x] No [ ]
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes [x] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer [x]
Accelerated filer [ ]
Non-accelerated filer [ ]
(Do not check if a smaller reporting company)
Smaller reporting company [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
Class
Outstanding at October 31, 2014
Common Stock, Par value $2.50
269,947,912
Item Number
PART I. Financial Information
Page
Number
1.
Condensed Consolidated Financial Statements (Unaudited):
Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2014 and 2013
3
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended September 30, 2014 and 2013
4
Condensed Consolidated Balance Sheets at September 30, 2014 and December 31, 2013
5
Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2014 and 2013
6
Condensed Consolidated Statements of Stockholders' Equity for the nine months ended September 30, 2014 and 2013
8
Notes to Condensed Consolidated Financial Statements
9
2.
Management's Discussion and Analysis of Financial Condition and Results of Operations
47
3.
Quantitative and Qualitative Disclosures About Market Risk
67
4.
Controls and Procedures
67
PART II. Other Information
1.
Legal Proceedings
68
4.
Mine Safety Disclosures
68
6.
Exhibits
68
2
Table of Contents
Part I. Financial Information
Item 1. Condensed Consolidated Financial Statements
CNA Financial Corporation
Condensed Consolidated Statements of Operations (Unaudited)
Periods ended September 30
Three Months
Nine Months
(In millions, except per share data)
2014
2013
2014
2013
Revenues
Net earned premiums
$
1,810
$
1,825
$
5,427
$
5,389
Net investment income
480
555
1,556
1,680
Net realized investment gains (losses):
Other-than-temporary impairment losses
(10
)
(15
)
(17
)
(49
)
Portion of other-than-temporary impairments recognized in Other comprehensive income (loss)
—
(1
)
—
(1
)
Net other-than-temporary impairment losses recognized in earnings
(10
)
(16
)
(17
)
(50
)
Other net realized investment gains
47
17
86
60
Net realized investment gains
37
1
69
10
Other revenues
84
77
262
284
Total revenues
2,411
2,458
7,314
7,363
Claims, Benefits and Expenses
Insurance claims and policyholders’ benefits
1,354
1,378
4,241
4,259
Amortization of deferred acquisition costs
332
341
996
1,004
Other operating expenses
384
326
984
985
Interest
48
42
138
125
Total claims, benefits and expenses
2,118
2,087
6,359
6,373
Income from continuing operations before income tax
293
371
955
990
Income tax expense
(84
)
(100
)
(265
)
(288
)
Income from continuing operations
209
271
690
702
Inco
me (loss) from discontinued operations, net of income tax (expense) benefit of $(3), $(3), $34, and $(10)
4
1
(197
)
14
Net income
$
213
$
272
$
493
$
716
Basic Earnings Per Share
Income from continuing operations
$
0.77
$
1.00
$
2.56
$
2.60
Income (loss) from discontinued operations
0.02
0.01
(0.73
)
0.06
Basic earnings per share
$
0.79
$
1.01
$
1.83
$
2.66
Diluted Earnings Per Share
Income from continuing operations
$
0.77
$
1.00
$
2.55
$
2.60
Income (loss) from discontinued operations
0.02
0.01
(0.73
)
0.05
Diluted earnings per share
$
0.79
$
1.01
$
1.82
$
2.65
Dividends per share
$
0.25
$
0.20
$
1.75
$
0.60
Weighted Average Outstanding Common Stock and Common Stock Equivalents
Basic
269.9
269.7
269.9
269.6
Diluted
270.6
270.2
270.6
270.1
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).
3
Table of Contents
CNA Financial Corporation
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Other Comprehensive
Income
(Loss)
, Net of Tax
Changes in:
Net unrealized gains (losses) on investments with other-than-temporary impairments
$
1
$
(3
)
$
15
$
3
Net unrealized gains (losses) on other investments
(83
)
(70
)
424
(717
)
Net unrealized
gains (losses)
on investments
(82
)
(73
)
439
(714
)
Net unrealized losses on discontinued operations
(37
)
—
(22
)
—
Foreign currency translation adjustment
(73
)
56
(39
)
(18
)
Pension and postretirement benefits
3
4
(47
)
14
Other comprehensive
income (loss)
, net of tax
(189
)
(13
)
331
(718
)
Net income
213
272
493
716
Total comprehensiv
e income (loss)
$
24
$
259
$
824
$
(2
)
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).
4
Table of Contents
CNA Financial Corporation
Condensed Consolidated Balance Sheets (Unaudited)
(In millions, except share data)
September 30,
2014
December 31,
2013
Assets
Investments:
Fixed maturity securities at fair value (amortized cost of $37,510 and $39,311)
$
40,700
$
41,233
Equity securities at fair value (cost of $197 and $179)
211
185
Limited partnership investments
2,931
2,720
Other invested assets
44
54
Mortgage loans
556
508
Short term investments
1,878
1,407
Total investments
46,320
46,107
Cash
247
195
Reinsurance receivables (less allowance for uncollectible receivables of $
49
and $71)
4,801
6,017
Insurance receivables (less allowance for uncollectible receivables of $67 and $84)
1,962
1,979
Accrued investment income
442
443
Deferred acquisition costs
627
624
Deferred income taxes
—
220
Property and equipment at cost (less accumulated depreciation of $362 and $365)
287
304
Goodwill
154
155
Other assets
891
969
Separate account business
—
181
Total assets
$
55,731
$
57,194
Liabilities
Insurance reserves:
Claim and claim adjustment expenses
$
23,475
$
24,089
Unearned premiums
3,703
3,718
Future policy benefits
8,890
10,471
Policyholders’ funds
27
116
Short term debt
549
549
Long term debt
2,559
2,011
Deferred income taxes
59
—
Other
liabilities (includes $91 and $178 due to Loews Corporation)
3,435
3,408
Separate account business
—
181
Total liabilities
42,697
44,543
Commitments and contingencies (Notes C, G and J)
Stockholders' Equity
Common stock ($2.50 par value; 500,000,000 shares authorized; 273,040,243 shares issued; 269,947,912 and 269,717,583 shares outstanding)
683
683
Additional paid-in capital
2,149
2,145
Retained earnings
9,515
9,495
Accumulated other comprehensive income
773
442
Treasury stock (3,092,331 and 3,322,660 shares), at cost
(85
)
(91
)
Notes receivable for the issuance of common stock
(1
)
(23
)
Total stockholders’ equity
13,034
12,651
Total liabilities and stockholders' equity
$
55,731
$
57,194
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).
5
Table of Contents
CNA Financial Corporation
Condensed Consolidated Statements of Cash Flows (Unaudited)
Nine months ended September 30
(In millions)
2014
2013
Cash Flows from Operating Activities
Net income
$
493
$
716
Adjustments to reconcile net income to net cash flows provided by operating activities:
Loss on sale of subsidiaries
251
—
Deferred income tax expense
81
141
Trading portfolio activity
16
2
Net realized investment gains
(72
)
(18
)
Equity method investees
65
(230
)
Amortization of investments
(1
)
(20
)
Depreciation and amortization
62
80
Changes in:
Receivables, net
611
316
Accrued investment income
(37
)
(48
)
Deferred acquisition costs
14
(23
)
Insurance reserves
(222
)
(166
)
Other assets
(49
)
(62
)
Other liabilities
(133
)
233
Other, net
(32
)
—
Total adjustments
554
205
Net cash flows provided by operating activities
1,047
921
Cash Flows from Investing Activities
Dispositions:
Fixed maturity securities - sales
4,005
4,830
Fixed maturity securities - maturities, calls and redemptions
2,901
2,496
Equity securities
23
82
Limited partnerships
133
91
Mortgage loans
36
20
Purchases:
Fixed maturity securities
(7,457
)
(8,205
)
Equity securities
(44
)
(61
)
Limited partnerships
(218
)
(163
)
Mortgage loans
(84
)
(59
)
Change in other investments
10
(19
)
Change in short term investments
(556
)
357
Purchases of property and equipment
(42
)
(67
)
Proceeds from sale of subsidiaries
198
—
Other, net
8
9
Net cash flows used by investing activities
(1,087
)
(689
)
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).
6
Table of Contents
Nine months ended September 30
(In millions)
2014
2013
Cash Flows from Financing Activities
Dividends paid to common stockholders
$
(473
)
$
(162
)
Proceeds from the issuance of debt
546
—
Repayment of debt
—
(13
)
Stock options exercised
4
1
Other, net
18
(26
)
Net cash flows provided (used) by financing activities
95
(200
)
Effect of foreign exchange rate changes on cash
(3
)
(3
)
Net change in cash
52
29
Cash, beginning of year
195
156
Cash, end of period
$
247
$
185
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).
7
Table of Contents
CNA Financial Corporation
Condensed Consolidated Statements of Stockholders' Equity (Unaudited)
Nine months ended September 30
(In millions)
2014
2013
Common Stock
Balance, beginning of period
$
683
$
683
Balance, end of period
683
683
Additional Paid-in Capital
Balance, beginning of period
2,145
2,146
Stock-based compensation
4
(4
)
Balance, end of period
2,149
2,142
Retained Earnings
Balance, beginning of period
9,495
8,774
Dividends paid to common stockholders
(473
)
(162
)
Net income
493
716
Balance, end of period
9,515
9,328
Accumulated Other Comprehensive Income
Balance, beginning of period
442
831
Other comprehensiv
e income (l
oss)
331
(718
)
Balance, end of period
773
113
Treasury Stock
Balance, beginning of period
(91
)
(99
)
Stock-based compensation
6
8
Balance, end of period
(85
)
(91
)
Notes Receivable for the Issuance of Common Stock
Balance, beginning of period
(23
)
(21
)
Decrease
(increase) in notes receivable for common stock
22
(1
)
Balance, end of period
(1
)
(22
)
Total Stockholders’ Equity
$
13,034
$
12,153
The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).
8
Table of Contents
CNA Financial Corporation
Notes to Condensed Consolidated Financial Statements
Note
A
. General
Basis of Presentation
The Condensed Consolidated Financial Statements (Unaudited) include the accounts of CNA Financial Corporation (CNAF) and its subsidiaries. Collectively, CNAF and its subsidiaries are referred to as CNA or the Company. Loews Corporation (Loews) owned approximately
90%
of the outstanding common stock of CNAF as of
September 30, 2014
.
The accompanying Condensed Consolidated Financial Statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP). Certain financial information that is normally included in annual financial statements, including certain financial statement notes, prepared in accordance with GAAP, is not required for interim reporting purposes and has been condensed or omitted. These statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in CNAF's Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 2013, including the summary of significant accounting policies in Note A. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates.
The interim financial data as of
September 30, 2014
and for the
three and nine months ended September 30, 2014
and
2013
is unaudited. However, in the opinion of management, the interim data includes all adjustments, including normal recurring adjustments, necessary for a fair statement of the Company's results for the interim periods. The results of operations for the interim periods are not necessarily indicative of the results to be expected for the full year. Intercompany amounts have been eliminated.
Sale of Continental Assurance Company (CAC)
On August 1, 2014, the Company completed the sale of the common stock of CAC. The sale price is subject to a customary post-closing review by the purchaser. The business sold, which was previously reported within the Life & Group Non-Core segment, is reported as discontinued operations. Further information is provided in Note
M
to the Condensed Consolidated Financial Statements.
In connection with the sale of CAC, the Company entered into a 100% coinsurance agreement on a separate small block of annuity business outside of CAC. The coinsurance agreement required the transfer of assets with a book value equal to the ceded reserves on the inception date of the contract. Because a substantial portion of the assets supporting these liabilities are held in trust for the benefit of the original cedant, those assets were transferred on a funds withheld basis. Under this approach the Company maintains legal ownership of the assets, but the investment income and realized gains and losses on those assets inure to the reinsurer. As a result, the
$34 million
difference between market value and book value of the funds withheld assets at the coinsurance contract's inception was recognized as a loss in Other operating expenses. The funds withheld aspect of the agreement is considered an embedded derivative. The embedded derivative is separately accounted for at fair value and reported with the host contract in Other liabilities on the Company's Condensed Consolidated Balance Sheet. The Company recognizes Other operating expense equal to the Net investment income generated by these trust assets.
9
Table of Contents
Note
B
. Earnings Per Share
Earnings per share is based on the weighted average number of outstanding common shares. Basic earnings (loss) per share excludes the impact of dilutive securities and is computed by dividing Net income (loss) by the weighted average number of common shares outstanding for the period. Diluted earnings (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock.
For the
three and nine months ended September 30, 2014
, approximately
668 thousand
and
654 thousand
potential shares attributable to exercises under stock-based employee compensation plans were included in the calculation of diluted earnings per share. For those same periods, approximately
180 thousand
and
167 thousand
potential shares attributable to exercises under stock-based employee compensation plans were not included in the calculation of diluted earnings per share because the effect would have been antidilutive.
For the
three and nine months ended September 30, 2013
, approximately
515 thousand
and
501 thousand
potential shares attributable to exercises under stock-based employee compensation plans were included in the calculation of diluted earnings per share. For those same periods, approximately
110 thousand
and
115 thousand
potential shares attributable to exercises under stock-based employee compensation plans were not included in the calculation of diluted earnings per share because the effect would have been antidilutive.
10
Table of Contents
Note
C
. Investments
The significant components of net investment income are presented in the following table.
Net Investment Income
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Fixed maturity securities
$
453
$
461
$
1,356
$
1,372
Short term investments
1
1
2
3
Limited partnership investments
29
93
199
303
Equity securities
2
3
7
9
Mortgage loans
7
6
22
17
Trading portfolio
2
3
8
13
Other
—
1
3
2
Gross investment income
494
568
1,597
1,719
Investment expense
(14
)
(13
)
(41
)
(39
)
Net investment income
$
480
$
555
$
1,556
$
1,680
Net realized investment gains (losses) are presented in the following table.
Net Realized Investment Gains (Losses)
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Net realized investment gains (losses):
Fixed maturity securities:
Gross realized gains
$
51
$
47
$
124
$
119
Gross realized losses
(12
)
(45
)
(66
)
(97
)
Net realized investment gains (losses) on fixed maturity securities
39
2
58
22
Equity securities:
Gross realized gains
1
3
6
10
Gross realized losses
(4
)
(5
)
(4
)
(27
)
Net realized investment gains (losses) on equity securities
(3
)
(2
)
2
(17
)
Derivatives
—
(1
)
1
(4
)
Short term investments and other
1
2
8
9
Net realized investment gains (losses)
$
37
$
1
$
69
$
10
11
Table of Contents
The components of net other-than-temporary impairment (OTTI) losses recognized in earnings by asset type are summarized in the following table.
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Fixed maturity securities available-for-sale:
Corporate and other bonds
$
6
$
8
$
9
$
16
Asset-backed:
Residential mortgage-backed
2
2
4
5
Other asset-backed
—
1
1
2
Total asset-backed
2
3
5
7
Total fixed maturity securities available-for-sale
8
11
14
23
Equity securities available-for-sale:
Common stock
2
3
3
5
Preferred stock
—
2
—
22
Total equity securities available-for-sale
2
5
3
27
Net OTTI losses recognized in earnings
$
10
$
16
$
17
$
50
12
Table of Contents
The following tables provide a summary of fixed maturity and equity securities.
Summary of Fixed Maturity and Equity Securities
September 30, 2014
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair
Value
Unrealized
OTTI
Losses (Gains)
(In millions)
Fixed maturity securities available-for-sale:
Corporate and other bonds
$
17,480
$
1,704
$
40
$
19,144
$
—
States, municipalities and political subdivisions
11,217
1,295
53
12,459
—
Asset-backed:
Residential mortgage-backed
4,972
187
13
5,146
(54
)
Commercial mortgage-backed
2,079
87
8
2,158
(2
)
Other asset-backed
1,222
13
5
1,230
—
Total asset-backed
8,273
287
26
8,534
(56
)
U.S. Treasury and obligations of government-sponsored enterprises
25
5
—
30
—
Foreign government
456
16
1
471
—
Redeemable preferred stock
39
3
—
42
—
Total fixed maturity securities available-for-sale
37,490
3,310
120
40,680
$
(56
)
Total fixed maturity securities trading
20
20
Equity securities available-for-sale:
Common stock
35
11
—
46
Preferred stock
162
4
1
165
Total equity securities available-for-sale
197
15
1
211
Total
$
37,707
$
3,325
$
121
$
40,911
December 31, 2013
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Estimated
Fair
Value
Unrealized
OTTI
Losses (Gains)
(In millions)
Fixed maturity securities available-for-sale:
Corporate and other bonds
$
19,352
$
1,645
$
135
$
20,862
$
—
States, municipalities and political subdivisions
11,281
548
272
11,557
—
Asset-backed:
Residential mortgage-backed
4,940
123
92
4,971
(37
)
Commercial mortgage-backed
1,995
90
22
2,063
(3
)
Other asset-backed
945
13
3
955
—
Total asset-backed
7,880
226
117
7,989
(40
)
U.S. Treasury and obligations of government-sponsored enterprises
139
6
1
144
—
Foreign government
531
15
3
543
—
Redeemable preferred stock
92
10
—
102
—
Total fixed maturity securities available-for-sale
39,275
2,450
528
41,197
$
(40
)
Total fixed maturity securities trading
36
36
Equity securities available-for-sale:
Common stock
36
9
—
45
Preferred stock
143
1
4
140
Total equity securities available-for-sale
179
10
4
185
Total
$
39,490
$
2,460
$
532
$
41,418
13
Table of Contents
The net unrealized gains on investments included in the tables above are recorded as a component of Accumulated other comprehensive income (AOCI). When presented in AOCI, these amounts are net of tax and any required Shadow Adjustments. At
September 30, 2014
and
December 31, 2013
, the net unrealized gains on investments included in AOCI were net of after-tax Shadow Adjustments of
$972 million
and
$532 million
. To the extent that unrealized gains on fixed income securities supporting certain products within the Life & Group Non-Core segment would result in a premium deficiency if realized, a related decrease in Deferred acquisition costs and/or increase in Insurance reserves are recorded, net of tax, as a reduction of net unrealized gains through Other comprehensive income (loss) (Shadow Adjustments).
14
Table of Contents
The following tables summarize the estimated fair value and gross unrealized losses of available-for-sale fixed maturity and equity securities in a gross unrealized loss position by the length of time in which the securities have continuously been in that position.
Securities in a Gross Unrealized Loss Position
Less than 12 Months
12 Months or Longer
Total
September 30, 2014
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
(In millions)
Fixed maturity securities available-for-sale:
Corporate and other bonds
$
1,726
$
23
$
402
$
17
$
2,128
$
40
States, municipalities and political subdivisions
176
2
435
51
611
53
Asset-backed:
Residential mortgage-backed
208
3
254
10
462
13
Commercial mortgage-backed
506
4
112
4
618
8
Other asset-backed
507
4
13
1
520
5
Total asset-backed
1,221
11
379
15
1,600
26
U.S. Treasury and obligations of government-sponsored enterprises
—
—
5
—
5
—
Foreign government
35
—
8
1
43
1
Total fixed maturity securities available-for-sale
3,158
36
1,229
84
4,387
120
Equity securities available-for-sale:
Preferred stock
32
1
1
—
33
1
Total
$
3,190
$
37
$
1,230
$
84
$
4,420
$
121
Less than 12 Months
12 Months or Longer
Total
December 31, 2013
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
Estimated
Fair Value
Gross
Unrealized
Losses
(In millions)
Fixed maturity securities available-for-sale:
Corporate and other bonds
$
3,592
$
129
$
72
$
6
$
3,664
$
135
States, municipalities and political subdivisions
3,251
197
129
75
3,380
272
Asset-backed:
Residential mortgage-backed
1,293
29
343
63
1,636
92
Commercial mortgage-backed
640
22
—
—
640
22
Other asset-backed
269
3
—
—
269
3
Total asset-backed
2,202
54
343
63
2,545
117
U.S. Treasury and obligations of government-sponsored enterprises
13
1
—
—
13
1
Foreign government
111
3
—
—
111
3
Total fixed maturity securities available-for-sale
9,169
384
544
144
9,713
528
Equity securities available-for-sale:
Preferred stock
87
4
—
—
87
4
Total
$
9,256
$
388
$
544
$
144
$
9,800
$
532
15
Table of Contents
Based on current facts and circumstances, the Company believes the unrealized losses presented in the
September 30, 2014
Securities in a Gross Unrealized Loss Position table above, are not indicative of the ultimate collectibility of the current amortized cost of the securities, but rather are primarily attributable to changes in interest rates and credit spreads, market illiquidity and other factors. The Company has no current intent to sell securities with unrealized losses, nor is it more likely than not that it will be required to sell prior to recovery of amortized cost; accordingly, the Company has determined that there are no additional OTTI losses to be recorded at
September 30, 2014
.
The following table summarizes the activity for the
three and nine months ended September 30, 2014
and
2013
related to the pretax credit loss component reflected in Retained earnings on fixed maturity securities still held at
September 30, 2014
and
2013
for which a portion of an OTTI loss was recognized in Other comprehensive income (loss).
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Beginning balance of credit losses on fixed maturity securities
$
66
$
89
$
74
$
95
Additional credit losses for securities for which an OTTI loss was previously recognized
—
1
—
2
Reductions for securities sold during the period
(2
)
(7
)
(7
)
(14
)
Reductions for securities the Company intends to sell or more likely than not will be required to sell
—
—
(3
)
—
Ending balance of credit losses on fixed maturity securities
$
64
$
83
$
64
$
83
Contractual Maturity
The following table summarizes available-for-sale fixed maturity securities by contractual maturity at
September 30, 2014
and
December 31, 2013
. Actual maturities may differ from contractual maturities because certain securities may be called or prepaid with or without call or prepayment penalties. Securities not due at a single date are allocated based on weighted average life.
Contractual Maturity
September 30, 2014
December 31, 2013
(In millions)
Cost or
Amortized
Cost
Estimated
Fair
Value
Cost or
Amortized
Cost
Estimated
Fair
Value
Due in one year or less
$
2,329
$
2,368
$
2,420
$
2,455
Due after one year through five years
8,888
9,455
9,496
10,068
Due after five years through ten years
12,446
12,951
11,667
11,954
Due after ten years
13,827
15,906
15,692
16,720
Total
$
37,490
$
40,680
$
39,275
$
41,197
Investment Commitments
As of
September 30, 2014
, the Company had committed approximately
$365 million
to future capital calls from various third-party limited partnership investments in exchange for an ownership interest in the related partnerships.
As of
September 30, 2014
, the Company had mortgage loan commitments of
$19 million
representing signed loan applications received and accepted.
The Company invests in various privately placed debt securities, including bank loans, as part of its overall investment strategy and has committed to additional future purchases, sales and funding. As of
September 30, 2014
, the Company had commitments to purchase or fund additional amounts of
$140 million
and sell
$103 million
under the terms of such securities.
16
Table of Contents
Note
D
. Derivative Financial Instruments
Gross estimated fair values of derivative positions are presented in Other invested assets and Other liabilities on the Condensed Consolidated Balance Sheets. There would be no significant difference in the balance included in such accounts if the estimated fair values were presented net at
September 30, 2014
and
December 31, 2013
. The contractual or notional amounts for derivatives are used to calculate the exchange of contractual payments under the agreements and may not be representative of the potential for gain or loss on these instruments.
Derivative Financial Instruments
September 30, 2014
Contractual/
Notional
Amount
Estimated Fair Value
(In millions)
Asset
(Liability)
Without hedge designation
Forward commitments for mortgage-backed securities
$
30
$
—
$
—
Currency forwards
6
1
—
Equity warrants
5
—
—
Embedded derivative on funds withheld liability
185
—
(1
)
Total
$
1
$
(1
)
December 31, 2013
Contractual/
Notional
Amount
Estimated Fair Value
(In millions)
Asset
(Liability)
Without hedge designation
Equity warrants
$
5
$
—
$
—
17
Table of Contents
Note
E
. Fair Value
Fair value is the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following fair value hierarchy is used in selecting inputs, with the highest priority given to Level 1, as these are the most transparent or reliable.
Level 1 - Quoted prices for identical instruments in active markets.
Level 2 - Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets.
Level 3 - Valuations derived from valuation techniques in which one or more significant inputs are not observable.
Prices may fall within Level 1, 2 or 3 depending upon the methodologies and inputs used to estimate fair value for each specific security. In general the Company seeks to price securities using third-party pricing services. Securities not priced by pricing services are submitted to independent brokers for valuation and, if those are not available, internally developed pricing models are used to value assets using methodologies and inputs the Company believes market participants would use to value the assets. Prices obtained from third-party pricing services or brokers are not adjusted by the Company.
The Company performs control procedures over information obtained from pricing services and brokers to ensure prices received represent a reasonable estimate of fair value and to confirm representations regarding whether inputs are observable or unobservable. Procedures include i) the review of pricing service or broker pricing methodologies, ii) back-testing, where past fair value estimates are compared to actual transactions executed in the market on similar dates, iii) exception reporting, where changes in price, period-over-period, are reviewed and challenged with the pricing service or broker based on exception criteria, iv) deep dives, where the Company performs an independent analysis of the inputs and assumptions used to price individual securities and v) pricing validation, where prices received are compared to prices independently estimated by the Company.
18
Table of Contents
Assets and Liabilities Measured at Fair Value
Assets and liabilities measured at fair value on a recurring basis are summarized below.
September 30, 2014
Total
Assets/(Liabilities)
at Fair Value
(In millions)
Level 1
Level 2
Level 3
Assets
Fixed maturity securities:
Corporate and other bonds
$
33
$
18,948
$
173
$
19,154
States, municipalities and political subdivisions
—
12,389
80
12,469
Asset-backed:
Residential mortgage-backed
—
4,986
160
5,146
Commercial mortgage-backed
—
2,061
97
2,158
Other asset-backed
—
588
642
1,230
Total asset-backed
—
7,635
899
8,534
U.S. Treasury and obligations of government-sponsored enterprises
27
3
—
30
Foreign government
47
424
—
471
Redeemable preferred stock
30
12
—
42
Total fixed maturity securities
137
39,411
1,152
40,700
Equity securities
141
53
17
211
Other invested assets
—
44
—
44
Short term investments
1,199
612
—
1,811
Life settlement contracts, included in Other assets
—
—
86
86
Total assets
$
1,477
$
40,120
$
1,255
$
42,852
Liabilities
Other liabilities
$
—
$
(1
)
$
—
$
(1
)
Total liabilities
$
—
$
(1
)
$
—
$
(1
)
19
Table of Contents
December 31, 2013
Total
Assets/(Liabilities)
at Fair Value
(In millions)
Level 1
Level 2
Level 3
Assets
Fixed maturity securities:
Corporate and other bonds
$
33
$
20,661
$
204
$
20,898
States, municipalities and political subdivisions
—
11,486
71
11,557
Asset-backed:
Residential mortgage-backed
—
4,640
331
4,971
Commercial mortgage-backed
—
1,912
151
2,063
Other asset-backed
—
509
446
955
Total asset-backed
—
7,061
928
7,989
U.S. Treasury and obligations of government-sponsored enterprises
116
28
—
144
Foreign government
81
462
—
543
Redeemable preferred stock
45
57
—
102
Total fixed maturity securities
275
39,755
1,203
41,233
Equity securities
126
48
11
185
Other invested assets
—
54
—
54
Short term investments
769
563
—
1,332
Life settlement contracts, included in Other assets
—
—
88
88
Separate account business
9
171
1
181
Total assets
$
1,179
$
40,591
$
1,303
$
43,073
20
Table of Contents
The tables below present a reconciliation for all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the
three months ended September 30, 2014
and
2013
.
Level 3
(In millions)
Balance at
July 1,
2014
Net realized investment gains (losses) and net change in unrealized appreciation (depreciation) included in net income (loss)*
Net change in unrealized appreciation (depreciation) included in other comprehensive income (loss)
Purchases
Sales
Settlements
Transfers into
Level 3
Transfers out
of Level 3
Balance at September 30,
2014
Unrealized gains (losses) on Level 3 assets and liabilities held at September 30, 2014 recognized in net income (loss)*
Fixed maturity securities:
Corporate and other bonds
$
194
$
—
$
(1
)
$
4
$
—
$
(3
)
$
—
$
(21
)
$
173
$
—
States, municipalities and political subdivisions
79
—
1
—
—
—
—
—
80
—
Asset-backed:
Residential mortgage-backed
185
1
—
—
—
(17
)
11
(20
)
160
—
Commercial mortgage-backed
59
2
(2
)
28
—
(21
)
31
—
97
—
Other asset-backed
626
1
(4
)
80
—
(25
)
—
(36
)
642
—
Total asset-backed
870
4
(6
)
108
—
(63
)
42
(56
)
899
—
Total fixed maturity securities
1,143
4
(6
)
112
—
(66
)
42
(77
)
1,152
—
Equity securities
2
—
(1
)
16
—
—
—
—
17
—
Life settlement contracts
86
1
—
—
—
(1
)
—
—
86
1
Total
$
1,231
$
5
$
(7
)
$
128
$
—
$
(67
)
$
42
$
(77
)
$
1,255
$
1
21
Table of Contents
Level 3
(In millions)
Balance at
July 1,
2013
Net realized investment gains (losses) and net change in unrealized appreciation (depreciation) included in net income (loss)*
Net change in unrealized appreciation (depreciation) included in other comprehensive income (loss)
Purchases
Sales
Settlements
Transfers into
Level 3
Transfers out
of Level 3
Balance at
September 30,
2013
Unrealized gains (losses) on Level 3 assets and liabilities held at September 30, 2013 recognized in net income (loss)*
Fixed maturity securities:
Corporate and other bonds
$
202
$
1
$
—
$
6
$
(6
)
$
(8
)
$
17
$
(1
)
$
211
$
—
States, municipalities and political subdivisions
140
—
(3
)
—
—
(15
)
—
(27
)
95
—
Asset-backed:
Residential mortgage-backed
428
—
(20
)
5
—
(21
)
—
(22
)
370
(1
)
Commercial mortgage-backed
165
(1
)
(2
)
10
—
(1
)
—
(14
)
157
—
Other asset-backed
387
—
1
56
—
(6
)
—
(5
)
433
(1
)
Total asset-backed
980
(1
)
(21
)
71
—
(28
)
—
(41
)
960
(2
)
Redeemable preferred stock
25
(1
)
1
—
—
(25
)
—
—
—
—
Total fixed maturity securities
1,347
(1
)
(23
)
77
(6
)
(76
)
17
(69
)
1,266
(2
)
Equity securities
13
(2
)
2
—
—
—
—
—
13
(2
)
Life settlement contracts
91
3
—
—
—
(4
)
—
—
90
—
Separate account business
2
—
—
—
—
—
—
—
2
—
Total
$
1,453
$
—
$
(21
)
$
77
$
(6
)
$
(80
)
$
17
$
(69
)
$
1,371
$
(4
)
22
Table of Contents
The tables below present a reconciliation for all assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the
nine months ended September 30, 2014
and
2013
.
Level 3
(In millions)
Balance at
January 1,
2014
Net realized investment gains (losses) and net change in unrealized appreciation (depreciation) included in net income (loss)*
Net change in unrealized appreciation (depreciation) included in other comprehensive income (loss)
Purchases
Sales
Settlements
Transfers into
Level 3
Transfers out
of Level 3
Balance at
September 30,
2014
Unrealized gains (losses) on Level 3 assets and liabilities held at September 30, 2014 recognized in net income (loss)*
Fixed maturity securities:
Corporate and other bonds
$
204
$
2
$
—
$
30
$
(10
)
$
(13
)
$
8
$
(48
)
$
173
$
—
States, municipalities and political subdivisions
71
1
3
1
(10
)
—
14
—
80
—
Asset-backed:
Residential mortgage-backed
331
(22
)
62
47
(174
)
(57
)
32
(59
)
160
—
Commercial mortgage-backed
151
4
(2
)
28
(60
)
(23
)
43
(44
)
97
—
Other asset-backed
446
2
—
457
(111
)
(115
)
—
(37
)
642
(1
)
Total asset-backed
928
(16
)
60
532
(345
)
(195
)
75
(140
)
899
(1
)
Total fixed maturity securities
1,203
(13
)
63
563
(365
)
(208
)
97
(188
)
1,152
(1
)
Equity securities
11
3
(5
)
16
(8
)
—
—
—
17
—
Life settlement contracts
88
23
—
—
—
(25
)
—
—
86
3
Separate account business
1
—
—
—
—
—
—
(1
)
—
—
Total
$
1,303
$
13
$
58
$
579
$
(373
)
$
(233
)
$
97
$
(189
)
$
1,255
$
2
23
Table of Contents
Level 3
(In millions)
Balance at
January 1,
2013
Net realized investment gains (losses) and net change in unrealized appreciation (depreciation) included in net income (loss)*
Net change in unrealized appreciation (depreciation) included in other comprehensive income (loss)
Purchases
Sales
Settlements
Transfers into
Level 3
Transfers out
of Level 3
Balance at
September 30,
2013
Unrealized gains (losses) on Level 3 assets and liabilities held at September 30, 2013 recognized in net income (loss)*
Fixed maturity securities:
Corporate and other bonds
$
219
$
2
$
(1
)
$
129
$
(96
)
$
(34
)
$
43
$
(51
)
$
211
$
(2
)
States, municipalities and political subdivisions
96
(3
)
1
122
(79
)
(20
)
5
(27
)
95
—
Asset-backed:
Residential mortgage-backed
413
2
(21
)
116
(10
)
(53
)
4
(81
)
370
(3
)
Commercial mortgage-backed
129
—
7
88
—
(10
)
21
(78
)
157
—
Other asset-backed
368
3
(1
)
230
(132
)
(30
)
—
(5
)
433
(2
)
Total asset-backed
910
5
(15
)
434
(142
)
(93
)
25
(164
)
960
(5
)
Redeemable preferred stock
26
(1
)
—
—
—
(25
)
—
—
—
—
Total fixed maturity securities
1,251
3
(15
)
685
(317
)
(172
)
73
(242
)
1,266
(7
)
Equity securities
34
(22
)
2
—
—
—
—
(1
)
13
(22
)
Other invested assets, including derivatives, net
—
—
—
—
(1
)
1
—
—
—
—
Short term investments
6
—
—
—
(6
)
—
—
—
—
—
Life settlement contracts
100
14
—
—
—
(24
)
—
—
90
(1
)
Separate account business
2
—
—
—
—
—
—
—
2
—
Total
$
1,393
$
(5
)
$
(13
)
$
685
$
(324
)
$
(195
)
$
73
$
(243
)
$
1,371
$
(30
)
24
Table of Contents
* Net realized and unrealized gains and losses shown above are reported in Net income (loss) as follows:
Major Category of Assets and Liabilities
Condensed Consolidated Statements of Operations Line Items
Fixed maturity securities available-for-sale
Net realized investment gains (losses)
Fixed maturity securities trading
Net investment income
Equity securities
Net realized investment gains (losses)
Other invested assets - Derivative financial instruments held in a trading portfolio
Net investment income
Other invested assets - Derivative financial instruments not held in a trading portfolio
Net realized investment gains (losses)
Other invested assets - Overseas deposits
Net investment income
Life settlement contracts
Other revenues
Other liabilities - Derivative financial instruments
Net realized investment gains (losses)
Securities shown on the previous pages may be transferred in or out of levels within the fair value hierarchy based on the availability of observable market information and quoted prices used to determine the fair value of the security. The availability of observable market information and quoted prices varies based on market conditions and trading volume. During the
three months ended September 30, 2014
there were
no
transfers between Level 1 and Level 2. During the
nine months ended September 30, 2014
there were
$24 million
of transfers from Level 2 to Level 1 and
$1 million
from Level 1 to Level 2. There were
no
transfers between Level 1 and Level 2 during the
three and nine months ended September 30, 2013
. The Company's policy is to recognize transfers between levels at the beginning of quarterly reporting periods.
Valuation Methodologies and Inputs
The following section describes the valuation methodologies and relevant inputs used to measure different financial instruments at fair value, including an indication of the level in the fair value hierarchy in which the instruments are generally classified.
Fixed Maturity Securities
Fixed maturity securities are valued using methodologies that model information generated by market transactions involving identical or comparable assets, as well as discounted cash flow methodologies. Common inputs include: prices from recently executed transactions of similar securities, broker/dealer quotes, benchmark yields, spreads off benchmark yields, interest rates, and U.S. Treasury or swap curves. Specifically for asset-backed securities, key inputs include prepayment and default projections based on past performance of the underlying collateral and current market data.
Level 1 securities include exchange traded bonds, highly liquid U.S. and foreign government bonds, and redeemable preferred stock, valued using quoted market prices. Level 2 securities include most other fixed maturity securities as the significant inputs are observable in the marketplace. Securities are generally assigned to Level 3 in cases where broker/dealer quotes are significant inputs to the valuation and there is a lack of transparency as to whether these quotes are based on information that is observable in the marketplace. Level 3 securities also include private placement debt securities whose fair value is determined using internal models with inputs that are not market observable.
Equity Securities
Level 1 equity securities include publicly traded securities valued using quoted market prices. Level 2 securities are primarily non-redeemable preferred stocks and common stocks valued using pricing for similar securities, recently executed transactions, broker/dealer quotes and other pricing models utilizing market observable inputs. Level 3 securities are priced using internal models with inputs that are not market observable.
25
Table of Contents
Derivative Financial Instruments
Level 1 securities include exchange traded derivatives, primarily futures, valued using quoted market prices. Level 2 securities primarily include the embedded derivative on funds withheld liability and currency forwards. The embedded derivative on funds withheld liability is valued using the change in fair value of the assets supporting the funds withheld payable, which are fixed maturity securities valued with observable inputs. Currency forwards are valued using observable market forward rates. Over-the-counter derivatives, principally interest rate swaps, total return swaps, credit default swaps, equity warrants and options, are valued using inputs including broker/dealer quotes and are classified within Level 3 of the valuation hierarchy due to a lack of transparency as to whether these quotes are based on information that is observable in the marketplace.
Overseas Deposits
Overseas deposits, which can be redeemed at net asset value in 90 days or less, are classified as Level 2.
Short Term Investments
Securities that are actively traded and have quoted prices are classified as Level 1. These securities include money market funds and treasury bills. Level 2 primarily includes commercial paper, for which all inputs are market observable. Fixed maturity securities purchased within one year of maturity are classified consistent with fixed maturity securities discussed above. Short term investments as presented in the tables above differ from the amounts presented on the Condensed Consolidated Balance Sheets because certain short term investments, such as time deposits, are not measured at fair value.
Life Settlement Contracts
The fair values of life settlement contracts are determined as the present value of the anticipated death benefits less anticipated premium payments based on contract terms that are distinct for each insured, as well as the Company's own assumptions for mortality, premium expense, and the rate of return that a buyer would require on the contracts, as no comparable market pricing data is available.
Separate Account Business
Separate account business included fixed maturity securities, equities and short term investments. The valuation methodologies and inputs for these asset types have been described above.
Significant Unobservable Inputs
The tables below present quantitative information about the significant unobservable inputs utilized by the Company in the fair value measurements of Level 3 assets. Valuations for assets and liabilities not presented in the table below are primarily based on broker/dealer quotes for which there is a lack of transparency as to inputs used to develop the valuations. The quantitative detail of these unobservable inputs is neither provided nor reasonably available to the Company.
Assets
(In millions)
Fair Value at September 30, 2014
Valuation Technique
Unobservable Input(s)
Range
(Weighted Average)
Fixed maturity securities
$
95
Discounted cash flow
Credit spread
2% - 12% (3%)
Equity securities
18
Market approach
Private offering price
$13 - $4,388 per share ($554)
Life settlement contracts
86
Discounted cash flow
Discount rate risk premium
9%
Mortality assumption
70% - 743% (193%)
26
Table of Contents
Assets
(In millions)
Fair Value at December 31, 2013
Valuation Technique
Unobservable Input(s)
Range
(Weighted Average)
Fixed maturity securities
$
142
Discounted cash flow
Credit spread
2% - 20% (4%)
Equity securities
10
Market approach
Private offering price
$360 - $4,268 per share ($1,148)
Life settlement contracts
88
Discounted cash flow
Discount rate risk premium
9%
Mortality assumption
70% - 743% (192%)
For fixed maturity securities, an increase in the credit spread assumptions would result in a lower fair value measurement. For equity securities, an increase in the private offering price, earnings projections and earnings multiple would result in a higher fair value measurement. For life settlement contracts, an increase in the discount rate risk premium or decrease in the mortality assumption would result in a lower fair value measurement.
Financial Assets and Liabilities Not Measured at Fair Value
The carrying amount and estimated fair value of the Company's financial instrument assets and liabilities which are not measured at fair value on the Condensed Consolidated Balance Sheets are listed in the tables below.
September 30, 2014
Carrying
Amount
Estimated Fair Value
(In millions)
Level 1
Level 2
Level 3
Total
Financial assets
Notes receivable for the issuance of common stock
$
1
$
—
$
—
$
1
$
1
Mortgage loans
556
—
—
576
576
Financial liabilities
Short term debt
$
549
$
—
$
555
$
—
$
555
Long term debt
2,559
—
2,889
—
2,889
December 31, 2013
Carrying
Amount
Estimated Fair Value
(In millions)
Level 1
Level 2
Level 3
Total
Financial assets
Notes receivable for the issuance of common stock
$
23
$
—
$
—
$
23
$
23
Mortgage loans
508
—
—
515
515
Financial liabilities
Premium deposits and annuity contracts
$
57
$
—
$
—
$
58
$
58
Short term debt
549
—
575
—
575
Long term debt
2,011
—
2,328
—
2,328
The following methods and assumptions were used to estimate the fair value of these financial assets and liabilities.
The fair values of Notes receivable for the issuance of common stock were estimated using discounted cash flows utilizing interest rates currently offered for obligations securitized with similar collateral, adjusted for specific note receivable risk.
The fair values of Mortgage loans were based on the present value of the expected future cash flows discounted at the current interest rate for origination of similar quality loans, adjusted for specific loan risk.
Premium deposits and annuity contracts were valued based on cash surrender values or estimated fair values of policyholder liabilities, net of amounts ceded related to sold business.
The Company's senior notes and debentures were valued based on observable market prices. The fair value for other debt was estimated using discounted cash flows based on current incremental borrowing rates for similar borrowing arrangements.
27
Table of Contents
The carrying amounts reported on the Condensed Consolidated Balance Sheets for Cash, Short term investments not carried at fair value, Accrued investment income and certain other assets and other liabilities approximate fair value due to the short term nature of these items. These assets and liabilities are not listed in the tables above.
28
Table of Contents
Note
F
. Claim and Claim Adjustment Expense Reserves
The Company's property and casualty insurance claim and claim adjustment expense reserves represent the estimated amounts necessary to resolve all outstanding claims, including IBNR claims as of the reporting date. The Company's reserve projections are based primarily on detailed analysis of the facts in each case, the Company's experience with similar cases and various historical development patterns. Consideration is given to such historical patterns as field reserving trends and claims settlement practices, loss payments, pending levels of unpaid claims and product mix, as well as court decisions, economic conditions including inflation, and public attitudes. All of these factors can affect the estimation of claim and claim adjustment expense reserves.
Establishing claim and claim adjustment expense reserves, including claim and claim adjustment expense reserves for catastrophic events that have occurred, is an estimation process. Many factors can ultimately affect the final settlement of a claim and, therefore, the necessary reserve. Changes in the law, results of litigation, medical costs, the cost of repair materials and labor rates can all affect ultimate claim costs. In addition, time can be a critical part of reserving determinations since the longer the span between the incidence of a loss and the payment or settlement of the claim, the more variable the ultimate settlement amount can be. Accordingly, short-tail claims, such as property damage claims, tend to be more reasonably estimable than long-tail claims, such as workers' compensation, general liability and professional liability claims. Adjustments to prior year reserve estimates, if necessary, are reflected in the results of operations in the period that the need for such adjustments is determined. There can be no assurance that the Company's ultimate cost for insurance losses will not exceed current estimates.
Catastrophes are an inherent risk of the property and casualty insurance business and have contributed to material period-to-period fluctuations in the Company's results of operations and/or equity. The Company reported catastrophe losses, net of reinsurance, of $
17 million
and $
147 million
for the
three and nine months ended September 30, 2014
. Catastrophe losses in
2014
related primarily to U.S. weather-related events. The Company reported catastrophe losses, net of reinsurance, of $
42 million
and $
146 million
for the
three and nine months ended September 30, 2013
.
29
Table of Contents
Net Prior Year Development
The following tables and discussion include the net prior year development recorded for CNA Specialty, CNA Commercial, Hardy and Corporate & Other Non-Core segments.
Net Prior Year Development
Three months ended September 30, 2014
(In millions)
CNA
Specialty
CNA Commercial
Hardy
Corporate
& Other
Non-Core
Total
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
(82
)
$
57
$
—
$
(1
)
$
(26
)
Pretax (favorable) unfavorable premium development
(2
)
(1
)
6
—
3
Total pretax (favorable) unfavorable net prior year development
$
(84
)
$
56
$
6
$
(1
)
$
(23
)
Three months ended September 30, 2013
(In millions)
CNA
Specialty
CNA Commercial
Hardy
Corporate
& Other
Non-Core
Total
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
(74
)
$
(3
)
$
(6
)
$
2
$
(81
)
Pretax (favorable) unfavorable premium development
(3
)
7
1
—
5
Total pretax (favorable) unfavorable net prior year development
$
(77
)
$
4
$
(5
)
$
2
$
(76
)
Nine months ended September 30, 2014
(In millions)
CNA Specialty
CNA Commercial
Hardy
Corporate
& Other
Non-Core
Total
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
(139
)
$
153
$
10
$
(1
)
$
23
Pretax (favorable) unfavorable premium development
(11
)
(25
)
6
—
(30
)
Total pretax (favorable) unfavorable net prior year development
$
(150
)
$
128
$
16
$
(1
)
$
(7
)
Nine months ended September 30, 2013
(In millions)
CNA Specialty
CNA Commercial
Hardy
Corporate
& Other
Non-Core
Total
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
(130
)
$
13
$
5
$
—
$
(112
)
Pretax (favorable) unfavorable premium development
(16
)
(8
)
7
1
(16
)
Total pretax (favorable) unfavorable net prior year development
$
(146
)
$
5
$
12
$
1
$
(128
)
30
Table of Contents
CNA Specialty
The following table provides further detail of the net prior year claim and allocated claim adjustment expense reserve development (development) recorded for the CNA Specialty segment for the
three and nine months ended September 30, 2014
and
2013
.
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development:
Medical Professional Liability
$
13
$
9
$
15
$
(11
)
Other Professional Liability and Management Liability
(9
)
(4
)
(73
)
(28
)
Surety
(79
)
(76
)
(78
)
(74
)
Warranty
—
—
—
—
Other
(7
)
(3
)
(3
)
(17
)
Total pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
(82
)
$
(74
)
$
(139
)
$
(130
)
Three Months
2014
Unfavorable development for medical professional liability was primarily related to increased frequency of large medical products liability class action lawsuits in accident years 2012 and prior.
Favorable development for surety coverages was primarily due to lower than expected frequency of large losses in accident years 2012 and prior.
2013
Favorable development for surety coverages was primarily due to better than expected large loss emergence in accident years 2011 and prior.
Nine Months
2014
Unfavorable development for medical professional liability was primarily related to increased frequency of large medical products liability class action lawsuits in accident years 2012 and prior.
Favorable development for other professional liability and management liability was related to better than expected severity in accident years 2008 through 2011, including favorable outcomes on individual large claims.
Favorable development for surety coverages was primarily due to lower than expected frequency of large losses in accident years 2012 and prior.
2013
Overall, favorable development for medical professional liability reflects favorable experience in accident years 2009 and prior. Unfavorable development was recorded for accident years 2010 and 2011 due to higher than expected large loss activity.
Overall, favorable development for other professional liability and management liability was related to better than expected loss emergence in accident years 2007 through 2009. Unfavorable development was recorded in accident years 2010 through 2012 related to an increase in severity.
Favorable development for surety coverages was primarily due to better than expected large loss emergence in accident years 2011 and prior.
Favorable development for other coverages was primarily due to better than expected loss emergence in property coverages in accident years 2010 and subsequent.
31
Table of Contents
CNA Commercial
The following table provides further detail of the development recorded for the CNA Commercial segment for the
three and nine months ended September 30, 2014
and
2013
. A significant amount of the unfavorable development for the
nine months ended September 30, 2014
relates to business classes which the Company has exited, but also includes Small Business where the Company is taking underwriting actions in an effort to improve profitability.
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development:
Commercial Auto
$
12
$
4
$
52
$
1
General Liability
39
(18
)
64
(24
)
Workers' Compensation
24
26
74
96
Property and Other
(18
)
(15
)
(37
)
(60
)
Total pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
57
$
(3
)
$
153
$
13
Three Months
2014
Overall, unfavorable development for general liability coverages was primarily related to higher than expected severity in accident years 2010, 2011 and 2013. Favorable development was recorded primarily related to lower than expected frequency of large losses in accident years 2005 through 2008.
Overall, unfavorable development for workers’ compensation was primarily related to increased medical severity in accident years 2010 and prior and higher than expected severity related to Defense Base Act (DBA) contractors in accident years 2010 through 2013. Favorable development of
$26 million
was recorded in accident years 1996 and prior related to the commutation of a workers' compensation reinsurance pool.
Favorable development for property and other first-party coverages was recorded in accident years 2013 and prior, primarily related to fewer claims than expected and favorable individual claim settlements.
2013
Favorable development for general liability coverages was primarily related to better than expected loss emergence in accident years 2005 through 2007 and 2012.
Unfavorable development for workers’ compensation was primarily due to increased frequency and severity on claims related to DBA contractors in accident year 2012.
Favorable development for property and other coverages was primarily related to favorable loss emergence in non-catastrophe losses in accident years 2010 through 2012.
32
Table of Contents
Nine Months
2014
Unfavorable development for commercial auto was primarily related to higher than expected frequency in accident years 2012 and 2013 and higher than expected severity for liability coverages in accident years 2009 through 2013.
Overall, unfavorable development for general liability was primarily related to higher than expected severity in accident years 2010, 2011 and 2013, including unfavorable development in accident year 2013 related to Small Business. Favorable development was recorded primarily related to lower than expected frequency of large losses in accident years 2005 through 2008.
Overall, unfavorable development for workers’ compensation was primarily due to increased medical severity in accident years 2010 and prior, higher than expected severity related to DBA contractors in accident years 2010 through 2013 and the recognition of losses related to favorable premium development in accident year 2013. Favorable development of
$26 million
was recorded in accident years 1996 and prior related to the commutation of a workers' compensation reinsurance pool.
Favorable development for property and other first-party coverages was recorded in accident years 2013 and prior, primarily related to fewer claims than expected and favorable individual claim settlements.
2013
Favorable development for general liability coverages was primarily related to better than expected loss emergence in accident years 2009 and prior and 2012.
Unfavorable development for workers’ compensation includes the Company's response to legislation enacted during 2013 related to the New York Fund for Reopened Cases. The law change necessitated an increase in reserves as re-opened workers’ compensation claims can no longer be turned over to the state for handling and payment after December 31, 2013. Additional unfavorable development was recorded in accident year 2012 related to increased frequency and severity on claims related to DBA contractors and in accident year 2010 due to higher than expected large losses and increased severity in the state of California.
Favorable development for property and other coverages was primarily related to favorable outcomes on litigated catastrophe claims in accident years 2005 and 2010 and favorable loss emergence in non-catastrophe losses in accident years 2010 through 2012.
33
Table of Contents
Hardy
The following table provides further detail of the development recorded for the Hardy segment for the
three and nine months ended September 30, 2014
and
2013
.
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development:
Marine and Aviation
$
2
$
—
$
8
$
3
Non-Marine Property
2
1
3
8
Property Treaty
(1
)
(5
)
(5
)
(3
)
Specialty
(3
)
(2
)
(6
)
(3
)
Commutations
—
—
10
—
Total pretax (favorable) unfavorable net prior year claim and allocated claim adjustment expense reserve development
$
—
$
(6
)
$
10
$
5
Three Months
2013
Favorable development for property treaty was due to favorable emergence of losses from catastrophe events in 2011 and 2012. Favorable development for specialty was primarily due to favorable outcomes on several large losses.
Nine Months
2014
Reinsurance commutations in the first quarter of 2014 reduced ceded losses from prior years. Overall the commutations increased net operating income because of the release of the related allowance for uncollectible reinsurance.
2013
Unfavorable development for non-marine property was primarily due to 2011 catastrophe events, including the Thailand floods and the New Zealand Lyttelton earthquake.
Favorable development for property treaty was due to favorable emergence of losses from catastrophe events in 2011 and 2012. Favorable development for specialty was primarily due to favorable outcomes on several large losses.
34
Table of Contents
Note
G
.
Legal Proceedings and Contingent Liabilities
The Company is a party to routine litigation incidental to its business, which, based on the facts and circumstances currently known, is not material to the Condensed Consolidated Financial Statements.
Note
H
. Benefit Plans
The components of net periodic cost (benefit) are presented in the following table.
Net Periodic Cost (Benefit)
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Pension cost (benefit)
Service cost
$
3
$
3
$
7
$
9
Interest cost on projected benefit obligation
33
30
99
90
Expected return on plan assets
(48
)
(45
)
(144
)
(135
)
Amortization of net actuarial loss
6
10
19
34
Settlement loss
—
3
—
3
Net periodic pension cost (benefit)
$
(6
)
$
1
$
(19
)
$
1
Postretirement cost (benefit)
Interest cost on projected benefit obligation
$
—
$
—
$
1
$
1
Amortization of prior service credit
—
(4
)
(9
)
(13
)
Amortization of net actuarial loss
—
1
—
1
Curtailment gain
—
—
(86
)
—
Net periodic postretirement cost (benefit)
$
—
$
(3
)
$
(94
)
$
(11
)
In the second quarter of 2014, the Company eliminated certain postretirement medical benefits associated with the CNA Health and Group Benefits Program. This change was a negative plan amendment and also resulted in an
$86 million
curtailment gain which is included in Other operating expenses within the Corporate & Other Non-Core segment. In connection with the plan amendment, the Company remeasured the plan benefit obligation which resulted in a decrease in the discount rate used to determine the benefit obligation from
3.60%
to
3.10%
.
35
Note
I
. Other Intangible Assets
Other intangible assets are presented in the following table.
September 30, 2014
December 31, 2013
(In millions)
Economic Useful Life
Gross Carrying Amount
Accumulated Amortization
Gross Carrying Amount
Accumulated Amortization
Finite-lived intangible assets:
Value of business acquired
1 - 4 years
$
63
$
63
$
64
$
63
Trade name
8 years
8
2
8
2
Distribution channel
15 years
13
2
13
1
Total finite-lived intangible assets
84
67
85
66
Indefinite-lived intangible assets:
Syndicate capacity
57
58
Agency force
16
16
Total indefinite-lived intangible assets
73
74
Total other intangible assets
$
157
$
67
$
159
$
66
For the
three and nine months ended September 30, 2014
, amortization expense of
$1 million
and
$2 million
was included in Amortization of deferred acquisition costs. For the nine months ended September 30, 2014,
$1 million
was recorded in Other operating expenses in the Statement of Operations for the Hardy segment. For the
three and nine months ended September 30, 2013
, amortization expense of
$1 million
and
$14 million
was included in Amortization of deferred acquisition costs and
$(1) million
and
$4 million
was included in Other operating expenses in the Statement of Operations for the Hardy segment. The gross carrying amounts and accumulated amortization in the table above may change from period to period as a result of foreign currency translation. Estimated future amortization expense for intangible assets is
$1 million
for the remainder of 2014,
$1 million
in 2015 and
$2 million
in years 2016, 2017, 2018 and 2019.
36
Table of Contents
Note
J
. Commitments, Contingencies, and Guarantees
Commitments and Contingencies
The Company holds an investment in a real estate joint venture. In the normal course of business, the Company, on a joint and several basis with other unrelated insurance company shareholders, has committed to continue funding the operating deficits of this joint venture. Additionally, the Company and the other unrelated shareholders, on a joint and several basis, have guaranteed an operating lease for an office building, which expires in 2016. The guarantee of the operating lease is a parallel guarantee to the commitment to fund operating deficits; consequently, the separate guarantee to the lessor is not expected to be triggered as long as the joint venture continues to be funded by its shareholders which provide liquidity to make its annual lease payments.
In the event that the other parties to the joint venture are unable to meet their commitments in funding the operations of this joint venture, the Company would be required to assume the obligation for the entire office building operating lease. The Company does not believe it is likely that it will be required to do so. However, the maximum potential future lease payments and other related costs at
September 30, 2014
that the Company could be required to pay under this guarantee, in excess of amounts already recorded, were approximately
$60 million
. If the Company were required to assume the entire lease obligation, the Company would have the right to pursue reimbursement from the other shareholders and the right to all sublease revenues.
Guarantees
As of
September 30, 2014
and
December 31, 2013
, the Company had recorded liabilities of approximately
$12 million
and
$7 million
related to indemnification agreements and management believes that it is not likely that any future indemnity claims will be significantly greater than the amounts recorded.
In the course of selling business entities and assets to third parties, the Company has agreed to guarantee the performance of certain obligations of a previously owned subsidiary and to indemnify purchasers for losses arising out of breaches of representation and warranties with respect to the business entities or assets being sold, including, in certain cases, losses arising from undisclosed liabilities or certain named litigation. Such guarantee and indemnification agreements may include provisions that survive indefinitely. As of
September 30, 2014
, the aggregate amount of quantifiable guarantee and indemnification agreements in effect for sales of business entities, assets and third-party loans was
$375 million
and
$324 million
. Should the Company be required to make payments under the guarantee, it would have the right to seek reimbursement in certain cases from an affiliate of a previously owned subsidiary.
In addition, the Company has agreed to provide indemnification to third-party purchasers for certain losses associated with sold business entities or assets that are not limited by a contractual monetary amount. As of
September 30, 2014
, the Company had outstanding unlimited indemnifications in connection with the sales of certain of its business entities or assets that included tax liabilities arising prior to a purchaser's ownership of an entity or asset, defects in title at the time of sale, employee claims arising prior to closing and in some cases losses arising from certain litigation and undisclosed liabilities. Certain provisions of the indemnification agreements survive indefinitely while others survive until the applicable statutes of limitation expire or until the agreed-upon contract terms expire.
In the normal course of business, the Company also provided indemnifications, if the primary obligor fails to perform, to holders of structured settlement annuities provided by a previously owned subsidiary, which are estimated to mature through 2120. The potential amount of future payments the Company could be required to pay under these guarantees was approximately
$1.9 billion
at
September 30, 2014
. The Company does not believe a payable is likely under these guarantees, as the Company is the beneficiary of a trust that must be maintained at a level that approximates the discounted reserves for these annuities.
37
Table of Contents
Note
K
. Business Segments
The Company's core property and casualty commercial insurance operations are reported in three business segments: CNA Specialty, CNA Commercial and Hardy. The Company's non-core operations are managed in two segments: Life & Group Non-Core and Corporate & Other Non-Core.
The accounting policies of the segments are the same as those described in Note A of the Consolidated Financial Statements within CNAF's Annual Report on Form 10-K for the year ended
December 31, 2013
. The Company manages most of its assets on a legal entity basis, while segment operations are generally conducted across legal entities. As such, only insurance and reinsurance receivables, insurance reserves, deferred acquisition costs and goodwill are readily identifiable for all individual segments. Distinct investment portfolios are not maintained for every individual segment; accordingly, allocation of assets to each segment is not performed. Therefore, a significant portion of net investment income and realized investment gains (losses) are allocated primarily based on each segment's net carried insurance reserves, as adjusted. All significant intersegment income and expense has been eliminated. Income taxes have been allocated on the basis of the taxable income of the segments.
In the following tables, certain financial measures are presented to provide information used by management to monitor the Company's operating performance. Management utilizes these financial measures to monitor the Company's insurance operations and investment portfolio. Net operating income, which is derived from certain income statement amounts, is used by management to monitor performance of the Company's insurance operations. The Company's investment portfolio is monitored by management through analysis of various factors including unrealized gains (losses) on securities, portfolio duration and exposure to market and credit risk. Based on such analyses, the Company may recognize an OTTI loss on an investment security in accordance with its policy, or sell a security, which may produce realized gains (losses).
Net operating income (loss) is calculated by excluding from net income (loss) the after-tax effects of 1) net realized investment gains (losses), 2) income (loss) from discontinued operations and 3) any cumulative effects of changes in accounting guidance. The calculation of net operating income excludes net realized investment gains (losses) because net realized investment gains (losses) are largely discretionary, except for some losses related to OTTI, and are generally driven by economic factors that are not necessarily consistent with key drivers of underwriting performance, and are therefore not considered an indication of trends in insurance operations.
The results of the Company's continuing operations and selected balance sheet items are presented in the following tables.
38
Table of Contents
Three months ended September 30, 2014
CNA
Specialty
CNA
Commercial
Hardy
Life &
Group
Non-Core
Corporate
& Other
Non-Core
(In millions)
Eliminations
Total
Operating revenues
Net earned premiums
$
775
$
808
$
88
$
139
$
—
$
—
$
1,810
Net investment income
133
163
2
177
5
—
480
Other revenues
76
11
(1
)
(3
)
3
(2
)
84
Total operating revenues
984
982
89
313
8
(2
)
2,374
Claims, Benefits and Expenses
Net incurred claims and benefits
398
595
57
319
(18
)
—
1,351
Policyholders’ dividends
2
1
—
—
—
—
3
Amortization of deferred acquisition costs
159
139
27
7
—
—
332
Other insurance related expenses
73
139
15
33
—
—
260
Other expenses
65
12
6
36
55
(2
)
172
Total claims, benefits and expenses
697
886
105
395
37
(2
)
2,118
Operating income (loss) before income tax
287
96
(16
)
(82
)
(29
)
—
256
Income tax (expense) benefit on operating income (loss)
(95
)
(32
)
1
40
12
—
(74
)
Net operating income (loss)
192
64
(15
)
(42
)
(17
)
—
182
Net realized investment gains (losses), pretax
3
3
—
30
1
—
37
Income tax (expense) benefit on net realized investment gains (losses)
(1
)
1
—
(9
)
(1
)
—
(10
)
Net realized investment gains (losses)
2
4
—
21
—
—
27
Net income (loss) from continuing operations
$
194
$
68
$
(15
)
$
(21
)
$
(17
)
$
—
$
209
39
Table of Contents
Three months ended September 30, 2013
CNA
Specialty
CNA
Commercial
Hardy
Life &
Group
Non-Core
Corporate
& Other
Non-Core
(In millions)
Eliminations
Total
Operating revenues
Net earned premiums
$
768
$
832
$
86
$
140
$
—
$
(1
)
$
1,825
Net investment income
159
219
1
167
9
—
555
Other revenues
67
10
1
(4
)
3
—
77
Total operating revenues
994
1,061
88
303
12
(1
)
2,457
Claims, Benefits and Expenses
Net incurred claims and benefits
427
565
35
343
4
—
1,374
Policyholders’ dividends
3
1
—
—
—
—
4
Amortization of deferred acquisition costs
161
148
25
7
—
—
341
Other insurance related expenses
64
141
14
33
1
(1
)
252
Other expenses
58
7
2
—
49
—
116
Total claims, benefits and expenses
713
862
76
383
54
(1
)
2,087
Operating income (loss) before income tax
281
199
12
(80
)
(42
)
—
370
Income tax (expense) benefit on operating income (loss)
(94
)
(68
)
—
47
16
—
(99
)
Net operating income (loss)
187
131
12
(33
)
(26
)
—
271
Net realized investment gains (losses), pretax
2
1
—
(3
)
1
—
1
Income tax (expense) benefit on net realized investment gains (losses)
(1
)
—
1
—
(1
)
—
(1
)
Net realized investment gains (losses)
1
1
1
(3
)
—
—
—
Net income (loss) from continuing operations
$
188
$
132
$
13
$
(36
)
$
(26
)
$
—
$
271
40
Table of Contents
Nine months ended September 30, 2014
CNA
Specialty
CNA
Commercial
Hardy
Life &
Group
Non-Core
Corporate
& Other
Non-Core
(In millions)
Eliminations
Total
Operating revenues
Net earned premiums
$
2,286
$
2,447
$
278
$
417
$
—
$
(1
)
$
5,427
Net investment income
445
569
4
521
17
—
1,556
Other revenues
218
29
(1
)
10
10
(4
)
262
Total operating revenues
2,949
3,045
281
948
27
(5
)
7,245
Claims, Benefits and Expenses
Net incurred claims and benefits
1,304
1,871
147
929
(20
)
—
4,231
Policyholders’ dividends
4
6
—
—
—
—
10
Amortization of deferred acquisition costs
470
423
81
22
—
—
996
Other insurance related expenses
219
416
51
96
—
(1
)
781
Other expenses
191
31
14
34
75
(4
)
341
Total claims, benefits and expenses
2,188
2,747
293
1,081
55
(5
)
6,359
Operating income (loss) before income tax
761
298
(12
)
(133
)
(28
)
—
886
Income tax (expense) benefit on operating income (loss)
(253
)
(97
)
(1
)
98
11
—
(242
)
Net operating income (loss)
508
201
(13
)
(35
)
(17
)
—
644
Net realized investment gains (losses), pretax
10
8
(1
)
42
10
—
69
Income tax (expense) benefit on net realized investment gains (losses)
(3
)
(2
)
—
(14
)
(4
)
—
(23
)
Net realized investment gains (losses)
7
6
(1
)
28
6
—
46
Net income (loss) from continuing operations
$
515
$
207
$
(14
)
$
(7
)
$
(11
)
$
—
$
690
September 30, 2014
(In millions)
Reinsurance receivables
$
636
$
689
$
151
$
549
$
2,825
$
—
$
4,850
Insurance receivables
799
1,035
181
12
2
—
2,029
Deferred acquisition costs
320
253
54
—
—
—
627
Goodwill
117
—
37
—
—
—
154
Insurance reserves
Claim and claim adjustment expenses
6,861
10,156
380
3,113
2,965
—
23,475
Unearned premiums
1,858
1,466
249
130
—
—
3,703
Future policy benefits
—
—
—
8,890
—
—
8,890
Policyholders’ funds
10
17
—
—
—
—
27
41
Table of Contents
Nine months ended September 30, 2013
CNA
Specialty
CNA
Commercial
Hardy
Life &
Group
Non-Core
Corporate
& Other
Non-Core
(In millions)
Eliminations
Total
Operating revenues
Net earned premiums
$
2,237
$
2,509
$
226
$
419
$
—
$
(2
)
$
5,389
Net investment income
480
680
3
492
25
—
1,680
Other revenues
190
85
1
1
8
(1
)
284
Total operating revenues
2,907
3,274
230
912
33
(3
)
7,353
Claims, Benefits and Expenses
Net incurred claims and benefits
1,344
1,809
107
983
6
—
4,249
Policyholders’ dividends
5
5
—
—
—
—
10
Amortization of deferred acquisition costs
467
450
66
21
—
—
1,004
Other insurance related expenses
200
426
43
97
1
(2
)
765
Other expenses
172
18
15
7
134
(1
)
345
Total claims, benefits and expenses
2,188
2,708
231
1,108
141
(3
)
6,373
Operating income (loss) before income tax
719
566
(1
)
(196
)
(108
)
—
980
Income tax (expense) benefit on operating income (loss)
(244
)
(198
)
3
116
38
—
(285
)
Net operating income (loss)
475
368
2
(80
)
(70
)
—
695
Net realized investment gains (losses), pre-tax
(1
)
(7
)
2
6
10
—
10
Income tax (expense) benefit on net realized investment gains (losses)
—
3
—
(2
)
(4
)
—
(3
)
Net realized investment gains (losses)
(1
)
(4
)
2
4
6
—
7
Net income (loss)
$
474
$
364
$
4
$
(76
)
$
(64
)
$
—
$
702
December 31, 2013
(In millions)
Reinsurance receivables
$
546
$
1,075
$
197
$
1,203
$
3,067
$
—
$
6,088
Insurance receivables
775
1,099
176
11
2
—
2,063
Deferred acquisition costs
318
257
49
—
—
—
624
Goodwill
117
—
38
—
—
—
155
Insurance reserves
Claim and claim adjustment expenses
6,689
10,649
386
3,058
3,307
—
24,089
Unearned premiums
1,805
1,536
249
128
—
—
3,718
Future policy benefits
—
—
—
10,471
—
—
10,471
Policyholders’ funds
9
15
—
92
—
—
116
42
Table of Contents
The following table provides revenue by line of business for each reportable segment. Revenues are comprised of operating revenues and net realized investment gains (losses).
Revenues by Line of Business
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
CNA Specialty
International
$
57
$
59
$
183
$
177
Management & Professional Liability
699
720
2,113
2,107
Surety
133
126
380
365
Warranty & Alternative Risks
98
91
283
257
CNA Specialty revenues
987
996
2,959
2,906
CNA Commercial
Commercial Insurance
720
776
2,237
2,429
International
95
93
281
276
Small Business
170
193
535
562
CNA Commercial revenues
985
1,062
3,053
3,267
Hardy revenues
89
88
280
232
Life & Group Non-Core revenues
343
300
990
918
Corporate & Other Non-Core revenues
9
13
37
43
Eliminations
(2
)
(1
)
(5
)
(3
)
Total revenues
$
2,411
$
2,458
$
7,314
$
7,363
43
Table of Contents
Note
L
. Accumulated Other Comprehensive Income (Loss) by Component
The tables below display the changes in Accumulated other comprehensive income (loss) by component for the
three months ended September 30, 2014
and
2013
.
(In millions)
Net unrealized gains (losses) on investments with OTTI losses
Net unrealized gains (losses) on other investments
Net unrealized gains (losses) on discontinued operations
Pension and postretirement benefits
Cumulative foreign currency translation adjustment
Total
Balance at July 1, 2014
$
35
$
1,182
$
37
$
(476
)
$
184
$
962
Other comprehensive income (loss) before reclassifications
1
(59
)
(3
)
(2
)
(73
)
(136
)
Amounts reclassified from accumulated other comprehensive income (loss) after tax (expense) benefit of $0, $(12), $(23), $2, $0, and $(33)
—
24
34
(5
)
—
53
Other comprehensive income (loss) after tax (expense) benefit of $(1), $64, $25, $(1), $0 and $87
1
(83
)
(37
)
3
(73
)
(189
)
Balance at September 30, 2014
$
36
$
1,099
$
—
$
(473
)
$
111
$
773
(In millions)
Net unrealized gains (losses) on investments with OTTI losses
Net unrealized gains (losses) on other investments
Pension and postretirement benefits
Cumulative foreign currency translation adjustment
Total
Balance at July 1, 2013
$
26
$
724
$
(711
)
$
87
$
126
Other comprehensive income (loss) before reclassifications
(4
)
(68
)
—
56
(16
)
Amounts reclassified from accumulated other comprehensive income (loss) after tax (expense) benefit of $0, $(2), $3, $0, and $1
(1
)
2
(4
)
—
(3
)
Other comprehensive income (loss) after tax (expense) benefit of $1, $38, $(3), $0, and $36
(3
)
(70
)
4
56
(13
)
Balance at September 30, 2013
$
23
$
654
$
(707
)
$
143
$
113
44
Table of Contents
The tables below display the changes in Accumulated other comprehensive income (loss) by component for the
nine months ended September 30, 2014
and
2013
.
(In millions)
Net unrealized gains (losses) on investments with OTTI losses
Net unrealized gains (losses) on other investments
Net unrealized gains (losses) on discontinued operations
Pension and postretirement benefits
Cumulative foreign currency translation adjustment
Total
Balance at January 1, 2014
$
26
$
692
$
—
$
(426
)
$
150
$
442
Transfer to net assets held for sale
(5
)
(17
)
22
—
—
—
Other comprehensive income (loss) before reclassifications
15
462
12
(2
)
(39
)
448
Amounts reclassified from accumulated other comprehensive income (loss) after tax (expense) benefit of $0, $(20), $(23), $(25), $0, and $(68)
—
38
34
45
—
117
Other comprehensive income (loss) after tax (expense) benefit of $(8), $(209), $15, $26, $0 and $(176)
15
424
(22
)
(47
)
(39
)
331
Balance at September 30, 2014
$
36
$
1,099
$
—
$
(473
)
$
111
$
773
(In millions)
Net unrealized gains (losses) on investments with OTTI losses
Net unrealized gains (losses) on other investments
Pension and postretirement benefits
Cumulative foreign currency translation adjustment
Total
Balance at January 1, 2013
$
20
$
1,371
$
(721
)
$
161
$
831
Other comprehensive income (loss) before reclassifications
2
(706
)
—
(18
)
(722
)
Amounts reclassified from accumulated other comprehensive income (loss) after tax (expense) benefit of $0, $(5), $8, $0, and $3
(1
)
11
(14
)
—
(4
)
Other comprehensive income (loss) after tax (expense) benefit of $(2), $387, $(8), $0, and $377
3
(717
)
14
(18
)
(718
)
Balance at September 30, 2013
$
23
$
654
$
(707
)
$
143
$
113
Amounts reclassified from Accumulated other comprehensive income (loss) shown above are reported in Net income (loss) as follows:
Component of AOCI
Condensed Consolidated Statements of Operations Line Item Affected by Reclassifications
Net unrealized gains (losses) on investments with OTTI losses
Net realized investment gains (losses)
Net unrealized gains (losses) on other investments
Net realized investment gains (losses)
Net unrealized gains (losses) on discontinued operations
Income (loss) from discontinued operations
Pension and postretirement benefits
Other operating expenses
45
Table of Contents
Note
M
. Discontinued Operations
The results of discontinued operations reflected in the Condensed Consolidated Statements of Operations were as follows:
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Revenues
Net investment income
$
14
$
42
$
94
$
128
Net realized investment gains
1
3
3
8
Other revenues
—
1
—
1
Total revenues
15
46
97
137
Claims, Benefits and Expenses
Insurance claims and policyholders' benefits
12
36
75
105
Other operating expenses
—
6
2
8
Total claims, benefits and expenses
12
42
77
113
Income before income tax
3
4
20
24
Income tax expense
(2
)
(3
)
(6
)
(10
)
Income from operations of discontinued operations, net of income tax
1
1
14
14
Loss on sale, net of income tax (expense) benefit of
($1),
-,
$40
and -
3
—
(211
)
—
Income (loss) from discontinued operations
$
4
$
1
$
(197
)
$
14
The disposal group included
$3,550
million of assets and
$3,297
million of liabilities.
46
Table of Contents
Item 2. Management's Discussion and Analysis (MD&A) of Financial Condition and Results of Operations
Overview
The following discussion highlights significant factors affecting the Company. References to “we,” “our,” “us” or like terms refer to the business of CNA. Based on
2013
statutory net written premiums, we are the eighth largest commercial insurance writer and the 13
th
largest property and casualty insurance organization in the United States of America.
The following discussion should be read in conjunction with the Condensed Consolidated Financial Statements included under Part I, Item 1 of this Form 10-Q and Item 1A Risk Factors and Item 7 Management's Discussion and Analysis of Financial Condition and Results of Operations, which are included in our Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended
December 31, 2013
.
We utilize the net operating income financial measure to monitor our operations. Net operating income (loss) is calculated by excluding from net income (loss) the after-tax effects of 1) net realized investment gains (losses), 2) income (loss) from discontinued operations and 3) any cumulative effects of changes in accounting guidance. See further discussion regarding how we manage our business in Note
K
to the Condensed Consolidated Financial Statements included under Part I, Item 1. In the evaluation of the results of our CNA Specialty, CNA Commercial and Hardy segments, we utilize the loss ratio, the expense ratio, the dividend ratio and the combined ratio. These ratios are calculated using GAAP financial results. The loss ratio is the percentage of net incurred claim and claim adjustment expenses to net earned premiums. The expense ratio is the percentage of insurance underwriting and acquisition expenses, including the amortization of deferred acquisition costs, to net earned premiums. The dividend ratio is the ratio of policyholders' dividends incurred to net earned premiums. The combined ratio is the sum of the loss, expense and dividend ratios.
Changes in estimates of claim and allocated claim adjustment expense reserves and premium accruals, net of reinsurance, for prior years are defined as net prior year development within this MD&A. These changes can be favorable or unfavorable. Net prior year development does not include the impact of related acquisition expenses. Further information on our reserves is provided in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
Sale of CAC
On
August 1, 2014
, we closed the previously announced sale of the common stock of CAC. In connection with the sale, we recorded an after-tax loss on sale of $211 million, which is reflected in Income (loss) from discontinued operations. Further information is provided in Notes A and M to the Condensed Consolidated Financial Statements.
In connection with the sale of CAC, we entered into a 100% coinsurance agreement on a separate small block of annuity business outside of CAC. As a result of the funds withheld basis used in this transaction, we recognized an after-tax operating loss of $34 million. Further information is provided in Note A to the Condensed Consolidated Financial Statements.
Pension Settlement
In the third quarter of 2014, we offered a limited-time lump sum payment opportunity to the majority of the terminated vested participants in the CNA Retirement Plan (the Plan). Participants that elect to accept the lump sum offer will receive payment from the Plan's assets in December 2014. The lump sum settlements will reduce our risk and volatility related to funding the Plan.
We expect to record a settlement charge in the fourth quarter of 2014. The high end of the estimated range of the after-tax charge, which is dependent on the rate of participant acceptance, is approximately $65 million. This charge will affect net operating results as it will recognize amounts already included in Accumulated other comprehensive income, but it will have no effect on Total stockholders’ equity.
47
Table of Contents
CONSOLIDATED OPERATIONS
Results of Operations
The following table includes the consolidated results of our operations. For more detailed components of our business operations and the net operating income financial measure, see the segment discussions within this MD&A.
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Operating Revenues
Net earned premiums
$
1,810
$
1,825
$
5,427
$
5,389
Net investment income
480
555
1,556
1,680
Other revenues
84
77
262
284
Total operating revenues
2,374
2,457
7,245
7,353
Claims, Benefits and Expenses
Net incurred claims and benefits
1,351
1,374
4,231
4,249
Policyholders' dividends
3
4
10
10
Amortization of deferred acquisition costs
332
341
996
1,004
Other insurance related expenses
260
252
781
765
Other expenses
172
116
341
345
Total claims, benefits and expenses
2,118
2,087
6,359
6,373
Operating income before income tax
256
370
886
980
Income tax expense on operating income
(74
)
(99
)
(242
)
(285
)
Net operating income
182
271
644
695
Net realized investment gains, pretax
37
1
69
10
Income tax expense on net realized investment gains
(10
)
(1
)
(23
)
(3
)
Net realized investment gains
27
—
46
7
Income from continuing operations
209
271
690
702
Income (loss) from discontinued operations, net of tax
4
1
(197
)
14
Net income
$
213
$
272
$
493
$
716
Three Month Comparison
Income from continuing operations decreased
$62 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
. This decrease was driven by lower net operating income.
Net operating income decreased
$89 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
, driven by our core segments, CNA Specialty, CNA Commercial and Hardy. Results of our core segments were affected by lower net investment income, driven by limited partnerships, and lower favorable net prior year development. Catastrophe losses were
$10 million
after-tax for the
three months ended September 30, 2014
as compared with
$28 million
after-tax for the same period in
2013
. Net operating results for our non-core segments included the
$34 million
loss on the annuity coinsurance transaction, as well as improved results in our long term care business and a reduction in the allowance for uncollectible reinsurance receivables. See the Life & Group Non-Core and Corporate & Other Non-Core sections of this MD&A for further discussion of our non-core results.
Favorable net prior year development of
$23 million
and
$76 million
was recorded for the
three months ended September 30, 2014
and
2013
related to our property and casualty segments. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
Net earned premiums were largely consistent as compared with the same period in 2013. See the Segment Results section of this MD&A for further discussion.
48
Table of Contents
Nine Month Comparison
Income from continuing operations decreased
$12 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. This decrease was driven by lower net operating income, partially offset by increased net realized investment gains.
Net realized investment gains increased
$39 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. See the Investments section of this MD&A for further discussion of net investment income and net realized investment results.
Net operating income decreased
$51 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. Net operating income decreased
$149 million
for our core segments primarily due to lower net investment income and lower favorable net prior year development, partially offset by improved current accident year underwriting results. In addition, 2013 results included a legal settlement benefit of $30 million after-tax. Catastrophe losses were
$95 million
after-tax for the
nine months ended September 30, 2014
as compared with
$96 million
after-tax for the same period in
2013
. Net operating results improved
$98 million
for our non-core segments, primarily due to a $56 million after-tax postretirement plan curtailment benefit and improved results in our long term care business, partially offset by the loss on the annuity coinsurance transaction. See the Life & Group Non-Core and Corporate & Other Non-Core sections of this MD&A for further discussion of our non-core results.
Favorable net prior year development of
$7 million
and
$128 million
was recorded for the
nine months ended September 30, 2014
and
2013
related to our property and casualty segments. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
Net earned premiums increased
$38 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, driven by increases in Hardy and CNA Specialty. See the Segment Results section of this MD&A for further discussion.
49
Table of Contents
CRITICAL ACCOUNTING ESTIMATES
The preparation of the Condensed Consolidated Financial Statements (Unaudited) in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the amounts of revenues and expenses reported during the period. Actual results may differ from those estimates.
Our Condensed Consolidated Financial Statements and accompanying notes have been prepared in accordance with GAAP applied on a consistent basis. We continually evaluate the accounting policies and estimates used to prepare the Condensed Consolidated Financial Statements. In general, our estimates are based on historical experience, evaluation of current trends, information from third-party professionals and various other assumptions that are believed to be reasonable under the known facts and circumstances.
The accounting estimates below are considered by us to be critical to an understanding of our Condensed Consolidated Financial Statements as their application places the most significant demands on our judgment.
•
Insurance Reserves
•
Reinsurance and Insurance Receivables
•
Valuation of Investments and Impairment of Securities
•
Long Term Care Products
•
Pension and Postretirement Benefit Obligations
•
Income Taxes
Due to the inherent uncertainties involved with these types of judgments, actual results could differ significantly from estimates and may have a material adverse impact on our results of operations or equity. See the Critical Accounting Estimates section of our Management's Discussion and Analysis of Financial Condition and Results of Operations included under Item 7 of our Annual Report on Form 10-K for the year ended
December 31, 2013
for further information.
50
Table of Contents
SEGMENT RESULTS
The following discusses the results of continuing operations for our operating segments.
CNA Specialty
The following table details the results of operations for CNA Specialty.
Results of Operations
Periods ended September 30
Three Months
Nine Months
(In millions, except ratios)
2014
2013
2014
2013
Net written premiums
$
766
$
778
$
2,304
$
2,337
Net earned premiums
775
768
2,286
2,237
Net investment income
133
159
445
480
Net operating income
192
187
508
475
Net realized investment gains (losses)
2
1
7
(1
)
Net income
194
188
515
474
Ratios
Loss and loss adjustment expense
51.4
%
55.6
%
57.1
%
60.1
%
Expense
29.9
29.4
30.1
29.8
Dividend
0.3
0.3
0.2
0.2
Combined
81.6
%
85.3
%
87.4
%
90.1
%
Three Month Comparison
Net written and earned premiums for CNA Specialty for the
three months ended September 30, 2014
were largely consistent with the same period in
2013
, although the level of new business has declined.
CNA Specialty's average rate increased
3%
for the
three months ended September 30, 2014
, as compared with an increase of
6%
for the
three months ended September 30, 2013
for the policies that renewed in each period. Retention of
84%
and
85%
was achieved in each period.
Net operating income increased
$5 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
. This increase was driven by improved underwriting results, partially offset by lower net investment income.
The combined ratio decreased
3.7
points for the
three months ended September 30, 2014
as compared with the same period in
2013
. The loss ratio decreased
4.2
points, primarily due to an improved current accident year loss ratio, including lower catastrophe losses, and increased favorable net prior year development. Catastrophe losses were
$5 million
, or
0.6
points of the loss ratio, for the
three months ended September 30, 2014
, as compared with
$13 million
, or
1.7
points of the loss ratio, for the
three months ended September 30, 2013
.
Favorable net prior year development of
$84 million
and
$77 million
was recorded for the
three months ended September 30, 2014
and
2013
. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
51
Table of Contents
Nine Month Comparison
Net written and earned premiums for CNA Specialty for the
nine months ended September 30, 2014
were largely consistent with the same period in
2013
, although the level of new business has declined.
CNA Specialty's average rate increased
3%
for the
nine months ended September 30, 2014
, as compared with an increase of
6%
for the
nine months ended September 30, 2013
for the policies that renewed in each period. Retention of
85%
was achieved in each respective period.
Net income increased
$41 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. This increase was primarily due to higher net operating income.
Net operating income increased
$33 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. This increase was primarily due to improved underwriting results, partially offset by lower net investment income.
The combined ratio decreased
2.7
points for the
nine months ended September 30, 2014
as compared with the same period in
2013
. The loss ratio decreased
3.0
points, due to an improved current accident year loss ratio. Catastrophe losses were
$21 million
and
$20 million
, or
0.9
points of the loss ratio, for the
nine months ended September 30, 2014
and
2013
.
Favorable net prior year development of
$150 million
and
$146 million
was recorded for the
nine months ended September 30, 2014
and
2013
. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
The following table summarizes the gross and net carried reserves as of
September 30, 2014
and
December 31, 2013
for CNA Specialty.
Gross and Net Carried Claim and Claim Adjustment Expense Reserves
September 30,
2014
December 31,
2013
(In millions)
Gross Case Reserves
$
2,439
$
2,270
Gross IBNR Reserves
4,422
4,419
Total Gross Carried Claim and Claim Adjustment Expense Reserves
$
6,861
$
6,689
Net Case Reserves
$
2,203
$
2,024
Net IBNR Reserves
4,032
4,142
Total Net Carried Claim and Claim Adjustment Expense Reserves
$
6,235
$
6,166
52
Table of Contents
CNA Commercial
The following table details the results of operations for CNA Commercial.
Results of Operations
Periods ended September 30
Three Months
Nine Months
(In millions, except ratios)
2014
2013
2014
2013
Net written premiums
$
709
$
760
$
2,387
$
2,504
Net earned premiums
808
832
2,447
2,509
Net investment income
163
219
569
680
Net operating income
64
131
201
368
Net realized investment gains (losses)
4
1
6
(4
)
Net income
68
132
207
364
Ratios
Loss and loss adjustment expense
73.4
%
67.9
%
76.4
%
72.1
%
Expense
34.7
34.8
34.4
34.9
Dividend
0.2
0.3
0.2
0.2
Combined
108.3
%
103.0
%
111.0
%
107.2
%
Three Month Comparison
Net written premiums for CNA Commercial decreased
$51 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
, driven by a decreased level of new business and underwriting actions taken in certain business classes, partially offset by continued rate increases. Net earned premiums decreased
$24 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
, consistent with the decrease in net written premiums over recent quarters.
CNA Commercial's average rate increased
4%
for the
three months ended September 30, 2014
, as compared with an increase of
8%
for the
three months ended September 30, 2013
for the policies that renewed in each period. Retention of
74%
and
72%
was achieved in each period.
Net income decreased
$64 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
. This decrease was primarily due to lower net operating income.
Net operating income decreased
$67 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
. This decrease was due to lower net investment income and higher unfavorable net prior year development.
The combined ratio increased
5.3
points for the
three months ended September 30, 2014
as compared with the same period in
2013
. The loss ratio increased
5.5
points, primarily due to higher unfavorable net prior year development. Catastrophe losses were
$15 million
, or
1.9
points of the loss ratio, for the
three months ended September 30, 2014
, as compared with
$24 million
, or
2.9
points of the loss ratio, for the
three months ended September 30, 2013
.
Unfavorable net prior year development of
$56 million
and
$4 million
was recorded for the
three months ended September 30, 2014
and
2013
. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
53
Table of Contents
Nine Month Comparison
Net written premiums for CNA Commercial decreased
$117 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, driven by a decreased level of new business and underwriting actions taken in certain business classes, partially offset by continued rate increases. Net earned premiums decreased
$62 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, consistent with decreased net written premiums over recent quarters.
CNA Commercial's average rate increased
5%
for the
nine months ended September 30, 2014
, as compared with an increase of
9%
for the
nine months ended September 30, 2013
for the policies that renewed in each period. Retention of
73%
and
75%
was achieved in each period.
Net income decreased
$157 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, due to lower net operating income.
Net operating income decreased
$167 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. This decrease was primarily due to higher unfavorable net prior year development and lower net investment income. In addition, 2013 results included a legal settlement benefit of $30 million after-tax.
The combined ratio increased
3.8
points for the
nine months ended September 30, 2014
as compared with the same period in
2013
. The loss ratio increased
4.3
points, primarily due to higher unfavorable net prior year development, partially offset by an improved non-catastrophe current accident year loss ratio. Catastrophe losses were
$122 million
, or
5.0
points of the loss ratio, for the
nine months ended September 30, 2014
, as compared with
$121 million
, or
4.8
points of the loss ratio, for the
nine months ended September 30, 2013
.
Unfavorable net prior year development of
$128 million
and
$5 million
was recorded for the
nine months ended September 30, 2014
and
2013
. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
The following table summarizes the gross and net carried reserves as of
September 30, 2014
and
December 31, 2013
for CNA Commercial.
Gross and Net Carried Claim and Claim Adjustment Expense Reserves
(In millions)
September 30,
2014
December 31,
2013
Gross Case Reserves
$
5,771
$
5,829
Gross IBNR Reserves
4,385
4,820
Total Gross Carried Claim and Claim Adjustment Expense Reserves
$
10,156
$
10,649
Net Case Reserves
$
5,389
$
5,358
Net IBNR Reserves
4,124
4,269
Total Net Carried Claim and Claim Adjustment Expense Reserves
$
9,513
$
9,627
54
Table of Contents
Hardy
The following table details the results of operations for Hardy.
Results of Operations
Periods ended September 30
Three Months
Nine Months
(In millions, except ratios)
2014
2013
2014
2013
Net written premiums
$
85
$
81
$
290
$
274
Net earned premiums
88
86
278
226
Net investment income
2
1
4
3
Net operating income (loss)
(15
)
12
(13
)
2
Net realized investmen
t
gains (losses)
—
1
(1
)
2
Net income (loss)
(15
)
13
(14
)
4
Ratios
Loss and loss adjustment expense
65.7
%
40.5
%
53.1
%
47.3
%
Expense
47.2
44.6
47.4
48.1
Dividend
—
—
—
—
Combined
112.9
%
85.1
%
100.5
%
95.4
%
Three Month Comparison
Net written and earned premiums for Hardy for the
three months ended September 30, 2014
were largely consistent with the same period in
2013
.
Hardy's average rate decreased
6%
for the
three months ended September 30, 2014
, as compared with a decrease of
4%
for the
three months ended September 30, 2013
for the policies that renewed in the period. Retention of
67%
and
76%
was achieved in each period.
Net operating results decreased
$27 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
, primarily due to underwriting results.
The combined ratio increased
27.8
points for the
three months ended September 30, 2014
as compared with the same period in
2013
. The loss ratio increased
25.2
points, driven by several large aviation losses and higher than expected underlying losses in the current accident year. The expense ratio increased
2.6
points driven by costs related to moving to a service company operating model, including real estate costs, as well as the effect of foreign currency exchange rates.
Unfavorable net prior year development of
$6 million
was recorded for the
three months ended September 30, 2014
, as compared with favorable net prior year development of
$5 million
for the
three months ended September 30, 2013
. Development in 2014 related to premiums, while development in 2013 was substantially loss related. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
55
Table of Contents
Nine Month Comparison
Net written premiums for Hardy increased
$16 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, helped by reduced reinsurance costs. Net earned premiums increased
$52 million
as compared with the same period in
2013
. For the
nine months ended September 30, 2013
, a third-party capital provider had a 15% share of the 2012 year of account, which was commuted later in 2013.
Hardy's average rate decreased
6%
for the
nine months ended September 30, 2014
, as compared with a decrease of
1%
for the
nine months ended September 30, 2013
for the policies that renewed in the period. Retention of
73%
and
72%
was achieved in each period.
Net operating results decreased
$15 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, primarily due to current accident year underwriting results.
The combined ratio increased
5.1
points for the
nine months ended September 30, 2014
as compared with the same period in
2013
. The loss ratio increased
5.8
points, due to deterioration in the non-catastrophe current accident year loss ratio.
Unfavorable net prior year development of
$16 million
and
$12 million
was recorded for the
nine months ended September 30, 2014
and
2013
. Further information on net prior year development is included in Note
F
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
The following table summarizes the gross and net carried reserves as of
September 30, 2014
and
December 31, 2013
for Hardy.
Gross and Net Carried Claim and Claim Adjustment Expense Reserves
(In millions)
September 30,
2014
December 31,
2013
Gross Case Reserves
$
262
$
275
Gross IBNR Reserves
118
111
Total Gross Carried Claim and Claim Adjustment Expense Reserves
$
380
$
386
Net Case Reserves
$
161
$
159
Net IBNR Reserves
90
75
Total Net Carried Claim and Claim Adjustment Expense Reserves
$
251
$
234
56
Table of Contents
Life & Group Non-Core
The Life and Group Non-Core segment primarily includes the results of our individual and group long term care business, as well as closed blocks of structured settlement liabilities, group accident and health reinsurance and life settlement contracts. These businesses are being managed as a run-off operation. Our group long term care business, while considered non-core, continues to accept new employees in existing groups.
The following table summarizes the results of operations for Life & Group Non-Core.
Results of Operations
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Net earned premiums
$
139
$
140
$
417
$
419
Net investment income
177
167
521
492
Net operating loss
(42
)
(33
)
(35
)
(80
)
Net realized investment gains (losses)
21
(3
)
28
4
Net loss
(21
)
(36
)
(7
)
(76
)
Three Month Comparison
Net earned premiums for Life & Group Non-Core decreased
$1 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
. Net earned premiums relate primarily to the individual and group long term care businesses.
Net operating loss increased
$9 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
, primarily driven by the $34 million after-tax loss on the previously discussed coinsurance transaction, partially offset by improved results in our long term care business. Our long term care business was favorably affected by morbidity, rate increase actions and higher net investment income.
Nine Month Comparison
Net earned premiums for Life & Group Non-Core decreased
$2 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
.
Net operating loss decreased
$45 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. The decrease was primarily driven by our long term care business which benefited from favorable persistency and morbidity as well as rate increase actions. Results also included higher net investment income, partially offset by the loss on the coinsurance transaction.
57
Table of Contents
Corporate & Other Non-Core
The following table summarizes the results of operations for the Corporate & Other Non-Core segment, including asbestos and environmental pollution (A&EP) and intersegment eliminations.
Results of Operations
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Net investment income
$
5
$
9
$
17
$
25
Net operating loss
(17
)
(26
)
(17
)
(70
)
Net realized investment gains
—
—
6
6
Net loss
(17
)
(26
)
(11
)
(64
)
Three Month Comparison
Net results improved $
9 million
for the
three months ended September 30, 2014
as compared with the same period in
2013
, primarily driven by a reduction in the allowance for uncollectible reinsurance receivables arising from a change in estimate. Results also included higher interest expense from a new debt issuance in February 2014, in advance of the December 2014 maturity of our existing debt.
Favorable net prior year development of $
1 million
was recorded for the
three months ended September 30, 2014
, as compared with unfavorable net prior year development of $
2 million
for the
three months ended September 30, 2013
.
Nine Month Comparison
Net results improved $
53 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
. Results in 2014 included a $56 million after-tax benefit related to a postretirement plan curtailment as further discussed in Note
H
to the Condensed Consolidated Financial Statements and the reduction in the allowance for uncollectible reinsurance receivables, partially offset by higher interest expense.
Favorable net prior year development of $
1 million
was recorded for the
nine months ended September 30, 2014
, as compared with unfavorable net prior year development of $
1 million
for the nine months ended September 30,
2013
.
The following table summarizes the gross and net carried reserves as of
September 30, 2014
and
December 31, 2013
for Corporate & Other Non-Core.
Gross and Net Carried Claim and Claim Adjustment Expense Reserves
(In millions)
September 30,
2014
December 31,
2013
Gross Case Reserves
$
1,146
$
1,140
Gross IBNR Reserves
1,819
2,167
Total Gross Carried Claim and Claim Adjustment Expense Reserves
$
2,965
$
3,307
Net Case Reserves
$
152
$
283
Net IBNR Reserves
176
184
Total Net Carried Claim and Claim Adjustment Expense Reserves
$
328
$
467
58
Table of Contents
INVESTMENTS
Net Investment Income
The significant components of net investment income are presented in the following table.
Net Investment Income
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Fixed maturity securities:
Taxable
$
352
$
378
$
1,054
$
1,149
Tax-exempt
101
83
302
223
Total fixed maturity securities
453
461
1,356
1,372
Limited partnership investments
29
93
199
303
Other, net of investment expense
(2
)
1
1
5
Pretax net investment income
$
480
$
555
$
1,556
$
1,680
After-tax net investment income
$
346
$
386
$
1,108
$
1,159
Effective income yield for the fixed maturity securities portfolio, pretax
4.8
%
5.0
%
4.9
%
5.0
%
Effective income yield for the fixed maturity securities portfolio, after-tax
3.5
%
3.5
%
3.5
%
3.5
%
After-tax net investment income for the
three and nine months ended September 30, 2014
decreased
$40 million
and
$51 million
as compared with the same periods in
2013
, reflecting reduced limited partnership returns. Fixed maturity securities investment income, after-tax, increased due to additional investments in tax-exempt securities.
59
Table of Contents
Net Realized Investment Gains (Losses)
The components of net realized investment results are presented in the following table.
Net Realized Investment Gains (Losses)
Periods ended September 30
Three Months
Nine Months
(In millions)
2014
2013
2014
2013
Fixed maturity securities:
Corporate and other bonds
$
21
$
(3
)
$
43
$
36
States, municipalities and political subdivisions
20
8
38
6
Asset-backed
(2
)
(6
)
(25
)
(24
)
Foreign government
—
4
2
5
Redeemable preferred stock
—
(1
)
—
(1
)
Total fixed maturity securities
39
2
58
22
Equity securities
(3
)
(2
)
2
(17
)
Derivative securities
—
(1
)
1
(4
)
Short term investments and other
1
2
8
9
Net realized investment gains (losses), pretax
37
1
69
10
Income tax (expense) benefit on net realized investment gains (losses)
(10
)
(1
)
(23
)
(3
)
Net realized investment gains (losses)
$
27
$
—
$
46
$
7
Net realized investment gains increased
$27 million
for the
three months ended September 30, 2014
compared with the same period in
2013
, driven by higher net realized investment gains on sales of securities.
Net realized investment gains increased
$39 million
for the
nine months ended September 30, 2014
as compared with the same period in
2013
, driven by lower OTTI losses recognized in earnings and higher net realized investment gains on sales of securities. Further information on our realized gains and losses, including our OTTI losses, is set forth in Note
C
to the Condensed Consolidated Financial Statements included under Part I, Item 1.
Portfolio Quality
Our fixed maturity portfolio consists primarily of high quality bonds, 93% and 92% of which were rated as investment grade (rated BBB- or higher) at
September 30, 2014
and
December 31, 2013
. The classification between investment grade and non-investment grade is based on a ratings methodology that takes into account ratings from Standard & Poor's (S&P) and Moody's Investors Service, Inc. (Moody's), in that order of preference. If a security is not rated by these agencies, we formulate an internal rating. At
September 30, 2014
and
December 31, 2013
, approximately 99% of the fixed maturity portfolio was rated by S&P or Moody's, or was issued or guaranteed by the U.S. Government, Government agencies or Government-sponsored enterprises.
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Table of Contents
The following table summarizes the ratings of our fixed maturity portfolio at fair value.
Fixed Maturity Ratings
September 30,
2014
December 31,
2013
(In millions)
%
%
U.S. Government, Government agencies and Government-sponsored enterprises
$
3,785
9
%
$
3,683
9
%
AAA rated
2,890
7
2,776
7
AA and A rated
20,128
50
20,353
49
BBB rated
10,994
27
11,171
27
Non-investment grade
2,903
7
3,250
8
Total
$
40,700
100
%
$
41,233
100
%
Non-investment grade fixed maturity securities, as presented in the table below, include high-yield securities rated below BBB- by bond rating agencies and other unrated securities that, according to our analysis, are below investment grade. Non-investment grade securities generally involve a greater degree of risk than investment grade securities. The amortized cost of our non-investment grade fixed maturity securities was $2,761 million and $3,097 million at
September 30, 2014
and
December 31, 2013
. The following table summarizes the ratings of these securities at fair value.
Non-Investment Grade
September 30,
2014
December 31,
2013
(In millions)
%
%
BB
$
1,183
41
%
$
1,393
43
%
B
833
29
967
30
CCC - C
667
23
649
20
D
220
7
241
7
Total
$
2,903
100
%
$
3,250
100
%
The following table summarizes available-for-sale fixed maturity securities in a gross unrealized loss position by ratings distribution.
Gross Unrealized Losses by Ratings Distribution
September 30, 2014
Estimated Fair Value
%
Gross Unrealized Losses
%
(In millions)
U.S. Government, Government agencies and Government-sponsored enterprises
$
200
5
%
$
5
4
%
AAA
406
9
8
7
AA
659
15
11
9
A
1,000
23
13
11
BBB
1,366
31
65
54
Non-investment grade
756
17
18
15
Total
$
4,387
100
%
$
120
100
%
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The following table provides the maturity profile for these available-for-sale fixed maturity securities. Securities not due to mature on a single date are allocated based on weighted average life.
Gross Unrealized Losses by Maturity Profile
September 30, 2014
Estimated Fair Value
%
Gross Unrealized Losses
%
Due in one year or less
$
111
3
%
$
4
3
%
Due after one year through five years
1,055
24
20
17
Due after five years through ten years
2,375
54
36
30
Due after ten years
846
19
60
50
Total
$
4,387
100
%
$
120
100
%
Duration
A primary objective in the management of the investment portfolio is to optimize return relative to corresponding liabilities and respective liquidity needs. Our views on the current interest rate environment, tax regulations, asset class valuations, specific security issuer and broader industry segment conditions, and the domestic and global economic conditions, are some of the factors that enter into an investment decision. We also continually monitor exposure to issuers of securities held and broader industry sector exposures and may from time to time adjust such exposures based on our views of a specific issuer or industry sector.
A further consideration in the management of the investment portfolio is the characteristics of the corresponding liabilities and the ability to align the duration of the portfolio to those liabilities and to meet future liquidity needs, minimize interest rate risk and maintain a level of income sufficient to support the underlying insurance liabilities. For portfolios where future liability cash flows are determinable and typically long term in nature, we segregate investments for asset/liability management purposes. The segregated investments support the liabilities in the Life & Group Non-Core segment including long term care products and structured settlements.
The effective durations of fixed maturity securities, short term investments and interest rate derivatives are presented in the table below. Short term investments are net of payable and receivable amounts for securities purchased and sold, but not yet settled.
Effective Durations
September 30, 2014
December 31, 2013
(In millions)
Fair Value
Effective
Duration
(In years)
Fair Value
Effective
Duration
(In years)
Investments supporting Life & Group Non-Core
$
14,261
11.1
$
15,009
11.3
Other interest sensitive investments
28,286
4.1
27,766
4.4
Total
$
42,547
6.5
$
42,775
6.9
The investment portfolio is periodically analyzed for changes in duration and related price risk. Additionally, we periodically review the sensitivity of the portfolio to the level of foreign exchange rates and other factors that contribute to market price changes. A summary of these risks and specific analysis on changes is included in the Quantitative and Qualitative Disclosures About Market Risk in Item 7A of our Annual Report on Form 10-K for the year ended
December 31, 2013
.
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Short Term Investments
The carrying value of the components of the short term investment portfolio is presented in the following table.
Short Term Investments
September 30,
2014
December 31,
2013
(In millions)
Short term investments:
Commercial paper
$
569
$
549
U.S. Treasury securities
1,028
636
Money market funds
170
94
Other
111
128
Total short term investments
$
1,878
$
1,407
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LIQUIDITY AND CAPITAL RESOURCES
Cash Flows
Our primary operating cash flow sources are premiums and investment income from our insurance subsidiaries. Our primary operating cash flow uses are payments for claims, policy benefits and operating expenses, including interest expense on corporate debt. Additionally, cash may be paid or received for income taxes.
For the
nine months ended September 30, 2014
, net cash provided by operating activities was
$1,047 million
as compared with
$921 million
for the same period in
2013
. Cash provided by operating activities reflected increased receipts relating to returns on limited partnerships, substantially offset by increased tax payments. Additionally, in the third quarter of 2013 we contributed $75 million to the CNA Retirement Plan.
Cash flows from investing activities include the purchase and disposition of available-for-sale financial instruments and may include the purchase and sale of businesses, land, buildings, equipment and other assets not generally held for resale.
For the
nine months ended September 30, 2014
, net cash used by investing activities was
$1,087 million
as compared with
$689 million
for the same period in
2013
. The cash flow from investing activities is affected by various factors such as the anticipated payment of claims, financing activity, asset/liability management and individual security buy and sell decisions made in the normal course of portfolio management.
Cash flows from financing activities may include proceeds from the issuance of debt and equity securities, outflows for stockholder dividends or repayment of debt and outlays to reacquire equity instruments.
For the
nine months ended September 30, 2014
, net cash provided by financing activities was
$95 million
as compared with net cash used of
$200 million
for the same period in
2013
. In the
first quarter of 2014
we issued $550 million of 3.95% senior notes due May 15, 2024 and invested the proceeds in short-term interest bearing securities. We intend to use the proceeds to repurchase, redeem, repay or otherwise retire the $549 million outstanding aggregate principal balance of the 5.85% senior notes due December 15, 2014. Additionally, cash provided by financing activities in
2014
included $23 million relating to repayments of officer loans.
Common Stock Dividends
Dividends of $1.75 per share of our common stock, including a special dividend of $1.00 per share, were declared and paid during the
nine months ended September 30, 2014
. On October 30, 2014, our Board of Directors declared a quarterly dividend of $0.25 per share, payable December 3, 2014 to stockholders of record on November 17, 2014. The declaration and payment of future dividends to holders of our common stock will be at the discretion of our Board of Directors and will depend on many factors, including our earnings, financial condition, business needs, and regulatory constraints.
Liquidity
We believe that our present cash flows from operations, investing activities and financing activities are sufficient to fund our current and expected working capital and debt obligation needs and we do not expect this to change in the near term. There are currently no amounts outstanding under our $250 million senior unsecured revolving credit facility and no borrowings outstanding through our membership in the Federal Home Loan Bank of Chicago.
During the
nine months ended September 30, 2014
, Continental Casualty Company (CCC) paid dividends of $550 million to CNAF. As of
September 30, 2014
, CCC is able to pay approximately $464 million of dividends during the remainder of
2014
that would not be subject to the prior approval of the Illinois Department of Insurance.
We have an effective automatic shelf registration statement under which we may issue debt, equity or hybrid securities.
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FORWARD-LOOKING STATEMENTS
This report contains a number of forward-looking statements which relate to anticipated future events rather than actual present conditions or historical events. These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and generally include words such as “believes,” “expects,” “intends,” “anticipates,” “estimates,” and similar expressions. Forward-looking statements in this report include any and all statements regarding expected developments in our insurance business, including losses and loss reserves for asbestos and environmental pollution and other mass tort claims which are more uncertain, and therefore more difficult to estimate than loss reserves respecting traditional property and casualty exposures; the impact of routine ongoing insurance reserve reviews we are conducting; our expectations concerning our revenues, earnings, expenses and investment activities; volatility in investment returns; expected cost savings and other results from our expense reduction activities; and our proposed actions in response to trends in our business. Forward-looking statements, by their nature, are subject to a variety of inherent risks and uncertainties that could cause actual results to differ materially from the results projected in the forward-looking statement. We cannot control many of these risks and uncertainties. These risks and uncertainties include, but are not limited to, the following:
Company-Specific Factors
•
the risks and uncertainties associated with our loss reserves, as outlined in the Critical Accounting Estimates and the Reserves - Estimates and Uncertainties sections of our Annual Report on Form 10-K, including the sufficiency of the reserves and the possibility for future increases, which would be reflected in the results of operations in the period that the need for such adjustment is determined;
•
the risk that the other parties to the transaction in which, subject to certain limitations, we ceded our legacy A&EP liabilities will not fully perform their obligations to CNA, the uncertainty in estimating loss reserves for A&EP liabilities and the possible continued exposure of CNA to liabilities for A&EP claims that are not covered under the terms of the transaction;
•
the performance of reinsurance companies under reinsurance contracts with us; and
•
the consummation of contemplated transactions and the successful integration of acquired operations.
Industry and General Market Factors
•
the impact of competitive products, policies and pricing and the competitive environment in which we operate, including changes in our book of business;
•
product and policy availability and demand and market responses, including the level of ability to obtain rate increases and decline or non-renew under priced accounts, to achieve premium targets and profitability and to realize growth and retention estimates;
•
general economic and business conditions, including recessionary conditions that may decrease the size and number of our insurance customers and create additional losses to our lines of business, especially those that provide management and professional liability insurance, as well as surety bonds, to businesses engaged in real estate, financial services and professional services, and inflationary pressures on medical care costs, construction costs and other economic sectors that increase the severity of claims;
•
conditions in the capital and credit markets, including continuing uncertainty and instability in these markets, as well as the overall economy, and their impact on the returns, types, liquidity and valuation of our investments;
•
conditions in the capital and credit markets that may limit our ability to raise significant amounts of capital on favorable terms; and
•
the possibility of changes in our ratings by ratings agencies, including the inability to access certain markets or distribution channels and the required collateralization of future payment obligations as a result of such changes, and changes in rating agency policies and practices.
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Regulatory Factors
•
regulatory initiatives and compliance with governmental regulations, judicial interpretations within the regulatory framework, including interpretation of policy provisions, decisions regarding coverage and theories of liability, trends in litigation and the outcome of any litigation involving us, and rulings and changes in tax laws and regulations;
•
regulatory limitations, impositions and restrictions upon us, including the effects of assessments and other surcharges for guaranty funds and second-injury funds, other mandatory pooling arrangements and future assessments levied on insurance companies; and
•
regulatory limitations and restrictions, including limitations upon our ability to receive dividends from our insurance subsidiaries, imposed by regulatory authorities, including regulatory capital adequacy standards.
Impact of Catastrophic Events and Related Developments
•
weather and other natural physical events, including the severity and frequency of storms, hail, snowfall and other winter conditions, natural disasters such as hurricanes and earthquakes, as well as climate change, including effects on global weather patterns, greenhouse gases, sea, land and air temperatures, sea levels, rain, hail and snow;
•
regulatory requirements imposed by coastal state regulators in the wake of hurricanes or other natural disasters, including limitations on the ability to exit markets or to non-renew, cancel or change terms and conditions in policies, as well as mandatory assessments to fund any shortfalls arising from the inability of quasi-governmental insurers to pay claims;
•
man-made disasters, including the possible occurrence of terrorist attacks and the effect of the absence or insufficiency of applicable terrorism legislation on coverages;
•
the unpredictability of the nature, targets, severity or frequency of potential terrorist events, as well as the uncertainty as to our ability to contain our terrorism exposure effectively; and
•
the occurrence of epidemics.
Our forward-looking statements speak only as of the date on which they are made and we do not undertake any obligation to update or revise any forward-looking statement to reflect events or circumstances after the date of the statement, even if our expectations or any related events or circumstances change.
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
There were no material changes in our market risk components for the
nine months ended September 30, 2014
. See the Quantitative and Qualitative Disclosures About Market Risk included in Item 7A on our Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended
December 31, 2013
for further information. Additional information related to portfolio duration is discussed in the Investments section of our Management’s Discussion and Analysis of Financial Condition and Results of Operations included in Part I, Item 2.
Item 4. Controls and Procedures
The Company maintains a system of disclosure controls and procedures which are designed to ensure that information required to be disclosed by the Company in reports that it files or submits to the Securities and Exchange Commission under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), including this report, is recorded, processed, summarized and reported on a timely basis. These disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed under the Exchange Act is accumulated and communicated to the Company's management on a timely basis to allow decisions regarding required disclosure.
As of
September 30, 2014
, the Company's management, including the Company's Chief Executive Officer (CEO) and Chief Financial Officer (CFO), conducted an evaluation of the effectiveness of the Company's disclosure controls and procedures (as such term is defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Based on this evaluation, the CEO and CFO have concluded that the Company's disclosure controls and procedures are effective as of
September 30, 2014
.
There has been no change in the Company’s internal control over financial reporting (as defined in Rules 13a-15
(f) and 15d-15(f) under the Exchange Act) during the quarter ended
September 30, 2014
that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.
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PART II. Other Information
Item 1. Legal Proceedings
Information on our legal proceedings is set forth in Note G to the Condensed Consolidated Financial Statements included under Part I, Item 1.
Item 4. Mine Safety Disclosures
Not applicable.
Item 6. Exhibits
See Exhibit Index.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
CNA Financial Corporation
Dated: November 4, 2014
By
/s/ D. Craig Mense
D. Craig Mense
Executive Vice President and
Chief Financial Officer
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EXHIBIT INDEX
Description of Exhibit
Exhibit Number
Certification of Chief Executive Officer
31.1
Certification of Chief Financial Officer
31.2
Written Statement of the Chief Executive Officer of CNA Financial Corporation Pursuant to 18 U.S.C. Section 1350 (As adopted by Section 906 of the Sarbanes-Oxley Act of 2002)
32.1
Written Statement of the Chief Financial Officer of CNA Financial Corporation Pursuant to 18 U.S.C. Section 1350 (As adopted by Section 906 of the Sarbanes-Oxley Act of 2002)
32.2
XBRL Instance Document
101.INS
XBRL Taxonomy Extension Schema
101.SCH
XBRL Taxonomy Extension Calculation Linkbase
101.CAL
XBRL Taxonomy Extension Definition Linkbase
101.DEF
XBRL Taxonomy Label Linkbase
101.LAB
XBRL Taxonomy Extension Presentation Linkbase
101.PRE
70