XFRA:CNH CNA Financial Corp Quarterly Report 10-Q Filing - 6/30/2012

Effective Date 6/30/2012

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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 June 30, 2012
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 July 27, 2012
Common Stock, Par value $2.50
 
269,397,139



Item Number
PART I. Financial Information
Page
Number
1.
 





 
2.
3.
4.
 
PART II. Other Information
 
1.
4.
6.


2


Part I. Financial Information
Item 1. Condensed Consolidated Financial Statements
CNA Financial Corporation
Condensed Consolidated Statements of Operations (Unaudited)
Periods ended June 30
Three Months
 
Six Months
(In millions, except per share data)
2012
 
2011
 
2012
 
2011
Revenues
 
 
 
 
 
 
 
Net earned premiums
$
1,668

 
$
1,595

 
$
3,317

 
$
3,210

Net investment income
470

 
517

 
1,118

 
1,137

Net realized investment gains (losses), net of participating policyholders’ interests:
 

 
 

 
 

 
 
Other-than-temporary impairment losses
(12
)
 
(41
)
 
(27
)
 
(61
)
Portion of other-than-temporary impairments recognized in Other comprehensive income
(11
)
 
(21
)
 
(23
)
 
(42
)
Net other-than-temporary impairment losses recognized in earnings
(23
)
 
(62
)
 
(50
)
 
(103
)
Other net realized investment gains
45

 
77

 
108

 
131

Net realized investment gains, net of participating policyholders’ interests
22

 
15

 
58

 
28

Other revenues
86

 
71

 
154

 
138

Total revenues
2,246

 
2,198

 
4,647

 
4,513

Claims, Benefits and Expenses
 
 
 
 
 
 
 
Insurance claims and policyholders’ benefits
1,348

 
1,367

 
2,729

 
2,731

Amortization of deferred acquisition costs
309

 
286

 
604

 
583

Other operating expenses
316

 
326

 
635

 
603

Interest
43

 
43

 
85

 
89

Total claims, benefits and expenses
2,016

 
2,022

 
4,053

 
4,006

Income from continuing operations before income tax
230

 
176

 
594

 
507

Income tax expense
(64
)
 
(47
)
 
(178
)
 
(148
)
Income from continuing operations
166

 
129

 
416

 
359

Loss from discontinued operations, net of income tax benefit of -, $0, - and $0

 

 

 
(1
)
Net income
166

 
129

 
416

 
358

Net (income) loss attributable to noncontrolling interests

 
(5
)
 

 
(14
)
Net income attributable to CNA
$
166

 
$
124

 
$
416

 
$
344

 
 
 
 
 
 
 
 
Income Attributable to CNA Common Stockholders
 
 
 
 
 
 
 
Income from continuing operations attributable to CNA common stockholders
$
166

 
$
124

 
$
416

 
$
345

Loss from discontinued operations attributable to CNA common stockholders

 

 

 
(1
)
Income attributable to CNA common stockholders
$
166

 
$
124

 
$
416

 
$
344

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).


3


Periods ended June 30
Three Months
 
Six Months
(In millions, except per share data)
2012
 
2011
 
2012
 
2011
Basic Earnings Per Share Attributable to CNA Common Stockholders
 
 
 
 
 
 
 
Income from continuing operations attributable to CNA common stockholders
$
0.62

 
$
0.46

 
$
1.55

 
$
1.28

Loss from discontinued operations attributable to CNA common stockholders

 

 

 

Income attributable to CNA common stockholders
$
0.62

 
$
0.46

 
$
1.55

 
$
1.28

 
 
 
 
 
 
 
 
Diluted Earnings Per Share Attributable to CNA Common Stockholders
 
 
 
 
 
 
 
Income from continuing operations attributable to CNA common stockholders
$
0.62

 
$
0.46

 
$
1.54

 
$
1.28

Loss from discontinued operations attributable to CNA common stockholders

 

 

 

Income attributable to CNA common stockholders
$
0.62

 
$
0.46

 
$
1.54

 
$
1.28

 
 
 
 
 
 
 
 
Dividends per share
$
0.15

 
$
0.10

 
$
0.30

 
$
0.20

 
 
 
 
 
 
 
 
Weighted Average Outstanding Common Stock and Common Stock Equivalents
 
 
 
 
 
 
 
Basic
269.4

 
269.3

 
269.4

 
269.3

Diluted
269.8

 
269.6

 
269.7

 
269.6

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).


4


CNA Financial Corporation
Condensed Consolidated Statements of Comprehensive Income (Unaudited)
Periods ended June 30
Three Months
 
Six Months
(In millions)
2012
 
2011
 
2012
 
2011
Other Comprehensive Income, Net of Tax
 
 
 
 
 
 
 
Changes in:
 
 
 
 
 
 
 
Net unrealized gains (losses) on investments with other-than-temporary impairments
$
(3
)
 
$
1

 
$
37

 
$
39

Net unrealized gains on other investments
121

 
300

 
339

 
322

Net unrealized gains on investments
118

 
301

 
376

 
361

Foreign currency translation adjustment
(17
)
 
5

 
4

 
30

Pension and postretirement benefits
3

 
1

 
9

 
2

Net unrealized gains on discontinued operations and other

 

 

 
1

Allocation to participating policyholders
(1
)
 
(1
)
 
(2
)
 
(1
)
Other comprehensive income, net of tax
103

 
306

 
387

 
393

Net income
166

 
129

 
416

 
358

Comprehensive income
269

 
435

 
803

 
751

Other comprehensive (income) loss attributable to noncontrolling interests related to changes in net unrealized (gains) losses on investments

 
(10
)
 

 
(8
)
Net (income) loss attributable to noncontrolling interests

 
(5
)
 

 
(14
)
Comprehensive (income) loss attributable to noncontrolling interests

 
(15
)
 

 
(22
)
Total comprehensive income attributable to CNA
$
269

 
$
420

 
$
803

 
$
729

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

5


CNA Financial Corporation
Condensed Consolidated Balance Sheets (Unaudited)
 
June 30,
2012
 
December 31,
2011
(In millions, except share data)
 
Assets
 
 
 
Investments:
 
 
 
Fixed maturity securities at fair value (amortized cost of $37,885 and $37,345)
$
41,367

 
$
39,937

Equity securities at fair value (cost of $252 and $288)
290

 
304

Limited partnership investments
2,242

 
2,245

Other invested assets
11

 
12

Mortgage loans
339

 
234

Short term investments
1,752

 
1,641

Total investments
46,001

 
44,373

Cash
100

 
75

Reinsurance receivables (less allowance for uncollectible receivables of $71 and $91)
5,751

 
6,001

Insurance receivables (less allowance for uncollectible receivables of $110 and $112)
1,794

 
1,614

Accrued investment income
446

 
436

Deferred acquisition costs
584

 
552

Deferred income taxes
127

 
415

Property and equipment at cost (less accumulated depreciation of $428 and $420)
310

 
309

Goodwill and other intangible assets
139

 
139

Other assets (includes $0 and $130 due from Loews Corporation)
877

 
779

Separate account business
370

 
417

Total assets
$
56,499

 
$
55,110

Liabilities and Equity
 

 
 

Liabilities:
 

 
 

Insurance reserves:
 

 
 

Claim and claim adjustment expenses
$
24,007

 
$
24,303

Unearned premiums
3,478

 
3,250

Future policy benefits
10,352

 
9,810

Policyholders’ funds
167

 
191

Participating policyholders’ funds
71

 
68

Short term debt
83

 
83

Long term debt
2,526

 
2,525

Other liabilities (includes $18 and $0 due to Loews Corporation)
3,231

 
2,975

Separate account business
370

 
417

Total liabilities
44,285

 
43,622

Commitments and contingencies (Notes C, G and I)


 


Equity:
 

 
 

Common stock ($2.50 par value; 500,000,000 shares authorized; 273,040,243 shares issued; 269,397,139 and 269,274,900 shares outstanding)
683

 
683

Additional paid-in capital
2,141

 
2,141

Retained earnings
8,643

 
8,308

Accumulated other comprehensive income
867

 
480

Treasury stock (3,643,104 and 3,765,343 shares), at cost
(99
)
 
(102
)
Notes receivable for the issuance of common stock
(21
)
 
(22
)
Total CNA stockholders’ equity
12,214

 
11,488

Total liabilities and equity
$
56,499

 
$
55,110

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

6


CNA Financial Corporation
Condensed Consolidated Statements of Cash Flows (Unaudited)
Six months ended June 30
 
 
 
(In millions)
2012
 
2011
Cash Flows from Operating Activities
 
 
 
Net income
$
416

 
$
358

Adjustments to reconcile net income to net cash flows provided by operating activities:
 
 
 
Loss from discontinued operations

 
1

Loss on disposal of property and equipment
1

 
8

Deferred income tax expense
81

 
96

Trading portfolio activity
(44
)
 
(9
)
Net realized investment gains, net of participating policyholders’ interests
(58
)
 
(28
)
Equity method investees
(8
)
 
(108
)
Amortization of investments
(33
)
 
(37
)
Depreciation
39

 
38

Changes in:
 
 
 
Receivables, net
70

 
139

Accrued investment income
(10
)
 
(11
)
Deferred acquisition costs
(17
)
 
(19
)
Insurance reserves
121

 
93

Other assets
43

 
37

Other liabilities
12

 
(153
)
Other, net
5

 
9

Total adjustments
202

 
56

Net cash flows provided by operating activities-continuing operations
$
618

 
$
414

Net cash flows provided (used) by operating activities-discontinued operations
$

 
$
(2
)
Net cash flows provided by operating activities-total
$
618

 
$
412

Cash Flows from Investing Activities
 

 
 

Purchases of fixed maturity securities
$
(5,169
)
 
$
(6,200
)
Proceeds from fixed maturity securities:
 
 
 
Sales
3,303

 
4,112

Maturities, calls and redemptions
1,566

 
1,825

Purchases of equity securities
(27
)
 
(44
)
Proceeds from sales of equity securities
61

 
153

Origination of mortgage loans
(109
)
 
(112
)
Change in short term investments
(123
)
 
514

Change in other investments
13

 
(131
)
Purchases of property and equipment
(42
)
 
(24
)
Other, net
17

 
2

Net cash flows provided (used) by investing activities-continuing operations
$
(510
)
 
$
95

Net cash flows provided (used) by investing activities-discontinued operations
$

 
$
2

Net cash flows provided (used) by investing activities-total
$
(510
)
 
$
97

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

7


Six months ended June 30
 
 
 
(In millions)
2012
 
2011
Cash Flows from Financing Activities
 
 
 
Acquisition of CNA Surety noncontrolling interest
$

 
$
(426
)
Dividends paid to common stockholders
(81
)
 
(54
)
Proceeds from the issuance of debt

 
396

Repayment of debt

 
(409
)
Stock options exercised
1

 
2

Other, net
(3
)
 
(13
)
Net cash flows used by financing activities-continuing operations
$
(83
)
 
$
(504
)
Net cash flows provided (used) by financing activities-discontinued operations
$

 
$

Net cash flows used by financing activities-total
$
(83
)
 
$
(504
)
Effect of foreign exchange rate changes on cash
$

 
$
2

Net change in cash
$
25

 
$
7

Cash, beginning of year
75

 
77

Cash, end of period
$
100

 
$
84

 
 
 
 
Cash-continuing operations
$
100

 
$
84

Cash-discontinued operations

 

Cash-total
$
100

 
$
84

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

8


CNA Financial Corporation
Condensed Consolidated Statements of Equity (Unaudited)
Six months ended June 30
 
 
 
(In millions)
2012
 
2011
Common Stock
 
 
 
Balance, beginning of period
$
683

 
$
683

Balance, end of period
683

 
683

Additional Paid-in Capital
 
 
 
Balance, beginning of period, as previously reported
2,146

 
2,200

Cumulative effect adjustment from accounting change for deferred acquisition costs, net of tax
(5
)
 

Balance, beginning of period, as adjusted
2,141

 
2,200

Stock-based compensation

 
1

Acquisition of CNA Surety noncontrolling interest

 
(65
)
Other

 
2

Balance, end of period
2,141

 
2,138

Retained Earnings
 
 
 
Balance, beginning of period, as previously reported
8,382

 
7,876

Cumulative effect adjustment from accounting change for deferred acquisition costs, net of tax
(74
)
 
(72
)
Balance, beginning of period, as adjusted
8,308

 
7,804

Dividends paid to common stockholders
(81
)
 
(54
)
Net income attributable to CNA
416

 
344

Balance, end of period
8,643

 
8,094

Accumulated Other Comprehensive Income
 
 
 
Balance, beginning of period, as previously reported
470

 
326

Cumulative effect adjustment from accounting change for deferred acquisition costs, net of tax
10

 

Balance, beginning of period, as adjusted
480

 
326

Other comprehensive income attributable to CNA
387

 
385

Acquisition of CNA Surety noncontrolling interest

 
19

Balance, end of period
867

 
730

Treasury Stock
 
 
 
Balance, beginning of period
(102
)
 
(105
)
Stock-based compensation
3

 
3

Balance, end of period
(99
)
 
(102
)
Notes Receivable for the Issuance of Common Stock
 
 
 
Balance, beginning of period
(22
)
 
(26
)
Decrease in notes receivable for the issuance of common stock
1

 
3

Balance, end of period
(21
)
 
(23
)
Total CNA Stockholders’ Equity
12,214

 
11,520

Noncontrolling Interests
 
 
 
Balance, beginning of period, as previously reported

 
570

Cumulative effect adjustment from accounting change for deferred acquisition costs, net of tax

 
(7
)
Balance, beginning of period, as adjusted

 
563

Net income

 
14

Other comprehensive income

 
8

Acquisition of CNA Surety noncontrolling interest

 
(429
)
Other

 
(12
)
Balance, end of period

 
144

Total Equity
$
12,214

 
$
11,664

The accompanying Notes are an integral part of these Condensed Consolidated Financial Statements (Unaudited).

9


Notes to Condensed Consolidated Financial Statements (Unaudited)
Note A. General
Basis of Presentation
The Condensed Consolidated Financial Statements (Unaudited) include the accounts of CNA Financial Corporation (CNAF) and its controlled subsidiaries. Collectively, CNAF and its controlled subsidiaries are referred to as CNA or the Company. CNA’s property and casualty and remaining life and group insurance operations are primarily conducted by Continental Casualty Company (CCC), The Continental Insurance Company, Western Surety Company and Continental Assurance Corporation. Loews Corporation (Loews) owned approximately 90% of the outstanding common stock of CNAF as of June 30, 2012.
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 (SEC) for the year ended December 31, 2011, 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 June 30, 2012 and for the three and six months ended June 30, 2012 and 2011 is unaudited. However, in the opinion of management, the interim data includes all adjustments, consisting of normal recurring accruals, 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.
Noncontrolling Interests
Net income attributable to noncontrolling interests for the three and six months ended June 30, 2011 represented the noncontrolling interests in CNA Surety Corporation (Surety) and First Insurance Company of Hawaii (FICOH). On June 10, 2011, CNA completed the acquisition of the noncontrolling interest of Surety and on November 29, 2011, CNA completed the sale of its 50% ownership interest in FICOH.
Accounting for Costs Associated with Acquiring or Renewing Insurance Contracts
In October 2010, the Financial Accounting Standards Board issued updated accounting guidance which limits the capitalization of costs incurred to acquire or renew insurance contracts to those that are incremental direct costs of successful contract acquisitions. The previous guidance allowed the capitalization of acquisition costs that vary with and are primarily related to the acquisition of new and renewal insurance contracts, whether the costs related to successful or unsuccessful efforts.
As of January 1, 2012, the Company adopted the updated accounting guidance prospectively as of January 1, 2004, the earliest date practicable. Due to the lack of available historical data related to certain accident and health contracts issued prior to January 1, 2004, a full retrospective application of the change in accounting guidance was impracticable. Acquisition costs capitalized prior to January 1, 2004 will continue to be accounted for under the previous accounting guidance and will be amortized over the premium-paying period of the related policies using assumptions consistent with those used for computing future policy benefit reserves for such contracts.
For the three and six months ended June 30, 2012, the adoption of the new accounting guidance resulted in an approximate $1 million and $3 million decrease in Net income attributable to CNA and a $0.01 decrease in Basic and Diluted earnings per share attributable to CNA common stockholders in both periods.
The Company has adjusted its previously reported financial information included herein to reflect the change in accounting guidance for deferred acquisition costs. The impacts of adopting the new accounting standard on the

10


Company's Condensed Consolidated Balance Sheet as of December 31, 2011 were a $106 million decrease in Deferred acquisition costs and a $37 million increase in Deferred income taxes. The impacts to Accumulated other comprehensive income (AOCI) and Additional paid-in capital were the result of the indirect effects of the Company's adoption of this guidance on Shadow Adjustments, as further discussed in Note C, and the Company's acquisition of the noncontrolling interest of Surety as discussed above.
The impacts on the Company's Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2011 were a $64 million and $112 million decrease in Amortization of deferred acquisition costs, a $67 million and $119 million increase in Other operating expenses, no impact and a $1 million decrease in Income tax expense, and a $1 million decrease in Net income attributable to noncontrolling interests for both periods, resulting in a $2 million and $5 million decrease in Net income attributable to CNA, and a $0.01 and $0.02 decrease in Basic and Diluted earnings per share attributable to CNA common stockholders. There were no changes to net cash flows from operating, investing or financing activities for the comparative periods presented as a result of the adoption of the new accounting standard.


11


Note B. Earnings Per Share
Earnings per share attributable to the Company's common stockholders 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) attributable to CNA 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 six months ended June 30, 2012, approximately 410 thousand and 368 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 622 thousand and 735 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 six months ended June 30, 2011, approximately 352 thousand and 329 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 931 thousand and 1.0 million 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.


12


Note C. Investments
The significant components of net investment income are presented in the following table.
Net Investment Income
Periods ended June 30
Three Months
 
Six Months
(In millions)
2012
 
2011
 
2012

2011
Fixed maturity securities
$
505

 
$
505

 
$
1,021

 
$
1,011

Short term investments
2

 
2

 
3

 
4

Limited partnership investments
(35
)
 
11

 
95

 
125

Equity securities
2

 
6

 
6

 
12

Mortgage loans
5

 
2

 
8

 
4

Trading portfolio (a)
4

 
3

 
11

 
6

Other
2

 
3

 
3

 
5

Gross investment income
485

 
532

 
1,147

 
1,167

Investment expense
(15
)
 
(15
)
 
(29
)
 
(30
)
Net investment income
$
470

 
$
517

 
$
1,118

 
$
1,137

___________________
(a)
There were no net unrealized gains (losses) related to changes in fair value of trading securities still held included in net investment income for the three or six months ended June 30, 2012 or 2011.
Net realized investment gains (losses) are presented in the following table.
Net Realized Investment Gains (Losses)
Periods ended June 30
Three Months
 
Six Months
(In millions)
2012
 
2011
 
2012
 
2011
Net realized investment gains (losses):
 
 
 
 
 
 
 
Fixed maturity securities:
 
 
 
 
 
 
 
Gross realized gains
$
49

 
$
89

 
$
118

 
$
177

Gross realized losses
(32
)
 
(69
)
 
(71
)
 
(137
)
Net realized investment gains (losses) on fixed maturity securities
17

 
20

 
47

 
40

Equity securities:
 
 
 
 
 
 
 

Gross realized gains
2

 
1

 
5

 
6

Gross realized losses
(2
)
 
(3
)
 
(4
)
 
(8
)
Net realized investment gains (losses) on equity securities

 
(2
)
 
1

 
(2
)
Derivatives
1

 

 

 
(1
)
Short term investments and other (a) (b)
4

 
(3
)
 
10

 
(9
)
Net realized investment gains (losses), net of participating policyholders’ interests
$
22

 
$
15

 
$
58

 
$
28

____________________
(a)
The six months ended June 30, 2011 included a $9 million loss related to the early extinguishment of debt in 2011.
(b)
Includes net unrealized gains (losses) related to changes in the fair value of securities for which the fair value option has been elected. There were no net unrealized gains (losses) for the three months ended June 30, 2012 or 2011. There were no net unrealized gains (losses) for the six months ended June 30, 2012 as compared with unrealized gains of $1 million for the same period in 2011.



13


The components of net other-than-temporary impairment (OTTI) losses recognized in earnings by asset type are summarized in the following table.
Periods ended June 30
Three Months
 
Six Months
(In millions)
2012
 
2011
 
2012
 
2011
Fixed maturity securities available-for-sale:
 
 
 
 
 
 
 
Corporate and other bonds
$
6

 
$
15

 
$
16

 
$
24

Asset-backed:
 
 
 
 
 
 
 
Residential mortgage-backed
15

 
46

 
29

 
74

U.S. Treasury and obligation of government-sponsored enterprises

 

 
1

 

Total fixed maturity securities available-for-sale
21

 
61

 
46

 
98

Equity securities available-for-sale:
 
 
 
 
 
 
 
Common stock
2

 
1

 
4

 
4

Preferred stock

 

 

 
1

Total equity securities available-for-sale
2

 
1

 
4

 
5

Net OTTI losses recognized in earnings
$
23

 
$
62

 
$
50

 
$
103

A security is impaired if the fair value of the security is less than its cost adjusted for accretion, amortization and previously recorded OTTI losses, otherwise defined as an unrealized loss. When a security is impaired, the impairment is evaluated to determine whether it is temporary or other-than-temporary.
Significant judgment is required in the determination of whether an OTTI loss has occurred for a security. The Company follows a consistent and systematic process for determining and recording an OTTI loss. The Company has established a committee responsible for the OTTI process. This committee, referred to as the Impairment Committee, is made up of three officers appointed by the Company’s Chief Financial Officer (CFO). The Impairment Committee is responsible for evaluating all securities in an unrealized loss position on at least a quarterly basis.
The Impairment Committee’s assessment of whether an OTTI loss has occurred incorporates both quantitative and qualitative information. Fixed maturity securities that the Company intends to sell, or it more likely than not will be required to sell before recovery of amortized cost, are considered to be other-than-temporarily impaired and the entire difference between the amortized cost basis and fair value of the security is recognized as an OTTI loss in earnings. The remaining fixed maturity securities in an unrealized loss position are evaluated to determine if a credit loss exists. The factors considered by the Impairment Committee include (a) the financial condition and near term prospects of the issuer, (b) whether the debtor is current on interest and principal payments, (c) credit ratings of the securities and (d) general market conditions and industry or sector specific outlook. The Company also considers results and analysis of cash flow modeling for asset-backed securities, and when appropriate, other fixed maturity securities. The focus of the analysis for asset-backed securities is on assessing the sufficiency and quality of underlying collateral and timing of cash flows based on scenario tests. If the present value of the modeled expected cash flows equals or exceeds the amortized cost of a security, no credit loss is judged to exist and the asset-backed security is deemed to be temporarily impaired. If the present value of the expected cash flows is less than amortized cost, the security is judged to be other-than-temporarily impaired for credit reasons and that shortfall, referred to as the credit component, is recognized as an OTTI loss in earnings. The difference between the adjusted amortized cost basis and fair value, referred to as the non-credit component, is recognized as OTTI in Other comprehensive income. In subsequent reporting periods, a change in intent to sell or further credit impairment on a security whose fair value has not deteriorated will cause the non-credit component originally recorded as OTTI in Other comprehensive income to be recognized as an OTTI loss in earnings.
The Company performs the discounted cash flow analysis using stressed scenarios to determine future expectations regarding recoverability. For asset-backed securities, significant assumptions enter into these cash flow projections including delinquency rates, probable risk of default, loss severity upon a default, over collateralization and interest coverage triggers, and credit support from lower level tranches.

14


The Company applies the same impairment model as described above for the majority of non-redeemable preferred stock securities on the basis that these securities possess characteristics similar to debt securities and that the issuers maintain their ability to pay dividends. For all other equity securities, in determining whether the security is other-than-temporarily impaired, the Impairment Committee considers a number of factors including, but not limited to: (a) the length of time and the extent to which the fair value has been less than amortized cost, (b) the financial condition and near term prospects of the issuer, (c) the intent and ability of the Company to retain its investment for a period of time sufficient to allow for an anticipated recovery in value and (d) general market conditions and industry or sector specific outlook.
The following tables provide a summary of fixed maturity and equity securities.
Summary of Fixed Maturity and Equity Securities
June 30, 2012
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
$
19,350

 
$
2,209

 
$
79

 
$
21,480

 
$

States, municipalities and political subdivisions
9,225

 
1,225

 
66

 
10,384

 

Asset-backed:
 
 
 
 
 
 
 
 
 
Residential mortgage-backed
5,817

 
215

 
141

 
5,891

 
42

Commercial mortgage-backed
1,514

 
82

 
27

 
1,569

 
(2
)
Other asset-backed
1,046

 
20

 
1

 
1,065

 

Total asset-backed
8,377

 
317

 
169

 
8,525

 
40

U.S. Treasury and obligations of government-sponsored enterprises
172

 
12

 

 
184

 

Foreign government
616

 
23

 

 
639

 

Redeemable preferred stock
101

 
10

 

 
111

 

Total fixed maturity securities available-for-sale
37,841

 
3,796

 
314

 
41,323

 
$
40

Total fixed maturity securities trading
44

 

 

 
44

 
 
Equity securities available-for-sale:
 
 
 
 
 
 
 
 
 
Common stock
27

 
21

 

 
48

 
 
Preferred stock
225

 
17

 

 
242

 
 
Total equity securities available-for-sale
252

 
38

 

 
290

 
 
Total
$
38,137

 
$
3,834

 
$
314

 
$
41,657

 
 


15


December 31, 2011
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
$
19,086

 
$
1,946

 
$
154

 
$
20,878

 
$

States, municipalities and political subdivisions
9,018

 
900

 
136

 
9,782

 

Asset-backed:
 
 
 
 
 
 
 
 
 
Residential mortgage-backed
5,786

 
172

 
183

 
5,775

 
99

Commercial mortgage-backed
1,365

 
48

 
59

 
1,354

 
(2
)
Other asset-backed
946

 
13

 
4

 
955

 

Total asset-backed
8,097

 
233

 
246

 
8,084

 
97

U.S. Treasury and obligations of government-sponsored enterprises
479

 
14

 

 
493

 

Foreign government
608

 
28

 

 
636

 

Redeemable preferred stock
51

 
7

 

 
58

 

Total fixed maturity securities available-for-sale
37,339

 
3,128

 
536

 
39,931

 
$
97

Total fixed maturity securities trading
6

 

 

 
6

 
 
Equity securities available-for-sale:
 
 
 
 
 
 
 
 
 
Common stock
30

 
17

 

 
47

 
 
Preferred stock
258

 
4

 
5

 
257

 
 
Total equity securities available-for-sale
288

 
21

 
5

 
304

 
 
Total
$
37,633

 
$
3,149

 
$
541

 
$
40,241

 
 
The net unrealized gains on investments included in the tables above are recorded as a component of AOCI. When presented in AOCI, these amounts are net of tax and any required Shadow Adjustments. At June 30, 2012 and December 31, 2011, the net unrealized gains on investments included in AOCI were net of Shadow Adjustments of $940 million and $723 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 is recorded, net of tax, as a reduction through Other comprehensive income (Shadow Adjustments).

16


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
June 30, 2012
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
$
1,550

 
$
53

 
$
192

 
$
26

 
$
1,742

 
$
79

States, municipalities and political subdivisions
174

 
2

 
301

 
64

 
475

 
66

Asset-backed:
 
 
 
 
 
 
 
 
 
 
 
Residential mortgage-backed
276

 
13

 
923

 
128

 
1,199

 
141

Commercial mortgage-backed
158

 
5

 
153

 
22

 
311

 
27

Other asset-backed
181

 
1

 

 

 
181

 
1

Total asset-backed
615

 
19

 
1,076

 
150

 
1,691

 
169

Total
$
2,339

 
$
74

 
$
1,569

 
$
240

 
$
3,908

 
$
314


 
Less than 12 Months
 
12 Months or Longer
 
Total
December 31, 2011
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
$
2,552

 
$
126

 
$
159

 
$
28

 
$
2,711

 
$
154

States, municipalities and political subdivisions
67

 
1

 
721

 
135

 
788

 
136

Asset-backed:
 
 
 
 
 
 
 
 
 

 
 

Residential mortgage-backed
719

 
36

 
874

 
147

 
1,593

 
183

Commercial mortgage-backed
431

 
39

 
169

 
20

 
600

 
59

Other asset-backed
389

 
4

 

 

 
389

 
4

Total asset-backed
1,539

 
79

 
1,043

 
167

 
2,582

 
246

Total fixed maturity securities available-for-sale
4,158

 
206

 
1,923

 
330

 
6,081

 
536

Equity securities available-for-sale:
 
 
 
 
 
 
 
 
 
 
 
Preferred stock
117

 
5

 

 

 
117

 
5

Total
$
4,275

 
$
211

 
$
1,923

 
$
330

 
$
6,198

 
$
541

The amount of pretax net realized gains on available-for-sale securities reclassified out of AOCI into earnings was $15 million and $47 million for the three and six months ended June 30, 2012 and $20 million and $41 million for the three and six months ended June 30, 2011.

17


The following table summarizes the activity for the three and six months ended June 30, 2012 and 2011 related to the pretax credit loss component reflected in Retained earnings on fixed maturity securities still held at June 30, 2012 and 2011 for which a portion of an OTTI loss was recognized in Other comprehensive income (loss).
Periods ended June 30
Three Months
 
Six Months
(In millions)
2012
 
2011
 
2012
 
2011
Beginning balance of credit losses on fixed maturity securities
$
100

 
$
113

 
$
92

 
$
141

Additional credit losses for securities for which an OTTI loss was previously recognized
10

 
8

 
21

 
18

Credit losses for securities for which an OTTI loss was not previously recognized
1

 

 
2

 
1

Reductions for securities sold during the period
(4
)
 
(21
)
 
(8
)
 
(46
)
Reductions for securities the Company intends to sell or more likely than not will be required to sell
(8
)
 
(18
)
 
(8
)
 
(32
)
Ending balance of credit losses on fixed maturity securities
$
99

 
$
82

 
$
99

 
$
82

Based on current facts and circumstances, the Company has determined that no additional OTTI losses related to the securities in an unrealized loss position presented in the June 30, 2012 Securities in a Gross Unrealized Loss Position table above are required to be recorded. A discussion of some of the factors reviewed in making that determination is presented below.
The classification between investment grade and non-investment grade presented in the discussion below is based on a ratings methodology that takes into account ratings from two major providers, Standard & Poor's (S&P) and Moody's Investor Services, Inc. (Moody's) in that order of preference. If a security is not rated by these providers, the Company formulates an internal rating.
Asset-Backed Securities
Asset-backed securities include residential mortgage-backed securities, both agency and non-agency, commercial mortgage-backed securities, and other asset-backed securities. The fair value of total asset-backed holdings at June 30, 2012 was $8,525 million which was comprised of 2,034 different securities. The fair value of these securities tends to be influenced by the characteristics and projected cash flows of the underlying collateral rather than the credit of the issuer. Each security has deal-specific tranche structures, credit support that results from the unique deal structure, particular collateral characteristics and other distinct security terms. As a result, seemingly common factors such as delinquency rates and collateral performance affect each security differently.

18


The gross unrealized losses on residential mortgage-backed securities included $63 million related to securities guaranteed by a U.S. government agency or sponsored enterprise and $78 million related to non-agency structured securities. Non-agency structured securities included 94 securities that had at least one trade lot in a gross unrealized loss position and the aggregate severity of the gross unrealized loss was approximately 9% of amortized cost.
Commercial mortgage-backed securities included 44 securities that had at least one trade lot in a gross unrealized loss position. The aggregate severity of the gross unrealized loss was approximately 8% of amortized cost.
The following table summarizes asset-backed securities in a gross unrealized loss position by ratings distribution at June 30, 2012.
Gross Unrealized Losses by Ratings Distribution
June 30, 2012
Amortized
Cost
 
Estimated
Fair Value
 
Gross
Unrealized
Losses
(In millions)
 
 
U.S. Government, Government Agencies, and Government-Sponsored Enterprises
$
468

 
$
405

 
$
63

AAA
247

 
241

 
6

AA
163

 
155

 
8

A
141

 
134

 
7

BBB
162

 
148

 
14

Non-investment grade
679

 
608

 
71

Total
$
1,860

 
$
1,691

 
$
169

The Company believes the unrealized losses are primarily attributable to broader economic conditions, changes in interest rates and credit spreads, market illiquidity, and uncertainty with regard to the timing and amount of ultimate collateral realization, but are not indicative of the ultimate collectibility of the current carrying values of the securities. The Company has no current intent to sell these securities, 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 June 30, 2012.
Contractual Maturity
The following table summarizes available-for-sale fixed maturity securities by contractual maturity at June 30, 2012 and December 31, 2011. 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
 
June 30, 2012
 
December 31, 2011
(In millions)
Cost or
Amortized
Cost
 
Estimated
Fair
Value
 
Cost or
Amortized
Cost
 
Estimated
Fair
Value
Due in one year or less
$
1,889

 
$
1,904

 
$
1,802

 
$
1,812

Due after one year through five years
13,118

 
13,728

 
13,110

 
13,537

Due after five years through ten years
8,561

 
9,228

 
8,410

 
8,890

Due after ten years
14,273

 
16,463

 
14,017

 
15,692

Total
$
37,841

 
$
41,323

 
$
37,339

 
$
39,931


19


Investment Commitments
As of June 30, 2012, the Company had committed approximately $141 million to future capital calls from various third-party limited partnership investments in exchange for an ownership interest in the related partnerships.
The Company invests in 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. The purchase and sale of these investments are recorded on the date that the legal agreements are finalized and cash settlements are made. As of June 30, 2012, the Company had commitments to purchase $145 million and sell $124 million of such investments. The Company has an obligation to fund additional amounts under the terms of current loan participations that may not be recorded until a draw is made. As of June 30, 2012, the Company had obligations on unfunded bank loan participations in the amount of $12 million.
As of June 30, 2012, the Company had mortgage loan commitments of $20 million representing signed loan applications received and accepted. Mortgage loans are recorded once funded.

20


Note D. Derivative Financial Instruments
A summary of the recognized gains (losses) related to derivative financial instruments follows.
Recognized Gains (Losses)
Periods ended June 30
Three Months
 
Six Months
(In millions)
2012
 
2011
 
2012
 
2011
Without hedge designation
 
 
 
 
 
 
 
Currency forwards
$
1

 
$

 
$

 
$
(1
)
Total without hedge designation
1

 

 

 
(1
)
Trading activities
 
 
 
 
 
 
 
Futures sold, not yet purchased

 

 
1

 

Total
$
1

 
$

 
$
1

 
$
(1
)
A summary of the aggregate contractual or notional amounts and gross estimated fair values related to derivative financial instruments reported as Other invested assets or Other liabilities on the Condensed Consolidated Balance Sheets follows. 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
June 30, 2012
Contractual/
Notional
Amount
 
Estimated Fair Value
(In millions)
 
Asset
 
(Liability)
Without hedge designation
 
 
 
 
 
Credit default swaps - purchased protection
$
20

 
$

 
$
(1
)
Currency forwards
40

 

 

Equity warrants
5

 

 

Total without hedge designation
65

 

 
(1
)
Trading activities
 
 
 
 
 
Futures sold, not yet purchased
48

 

 

Total
$
113

 
$

 
$
(1
)

December 31, 2011
Contractual/
Notional
Amount
 
Estimated Fair Value
(In millions)
 
Asset
 
(Liability)
Without hedge designation
 
 
 
 
 
Credit default swaps - purchased protection
$
20

 
$

 
$
(1
)
Currency forwards
22

 
1

 

Equity warrants
4

 

 

Total
$
46

 
$
1

 
$
(1
)
During the three and six months ended June 30, 2012, new derivative transactions entered into totaled $447 million and $779 million in notional value while derivative termination activity totaled $391 million and $712 million. This activity was primarily attributable to interest rate futures and forward commitments for mortgage-backed securities. During the three and six months ended June 30, 2011, new derivative transactions entered into totaled approximately $158 million and $499 million in notional value while derivative termination activity totaled approximately $158 million and $507 million. This activity was primarily attributable to interest rate futures and foreign currency forwards.

21


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. Prices are determined by a dedicated group within the Investments and Treasury organization, who ultimately report to the Company's CFO. This group is responsible for valuation policies and procedures. 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.
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 independently validates detailed information regarding inputs and assumptions for individual securities and v) pricing validation, where prices received are compared to prices independently estimated by the Company.

22


Assets and Liabilities Measured at Fair Value
Assets and liabilities measured at fair value on a recurring basis are summarized below.
June 30, 2012
 
 
 
 
 
 
Total
Assets/(Liabilities)
at Fair Value
(In millions)
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Fixed maturity securities:
 
 
 
 
 
 
 
Corporate and other bonds
$

 
$
21,004

 
$
488

 
$
21,492

States, municipalities and political subdivisions

 
10,327

 
89

 
10,416

Asset-backed:
 
 
 
 
 
 
 
Residential mortgage-backed

 
5,448

 
443

 
5,891

Commercial mortgage-backed

 
1,403

 
166

 
1,569

Other asset-backed

 
631

 
434

 
1,065

Total asset-backed

 
7,482

 
1,043

 
8,525

U.S. Treasury and obligations of government-sponsored enterprises
142

 
42

 

 
184

Foreign government
120

 
519

 

 
639

Redeemable preferred stock
28

 
56

 
27

 
111

Total fixed maturity securities
290

 
39,430

 
1,647

 
41,367

Equity securities
106

 
91

 
93

 
290

Derivative and other financial instruments, included in Other invested assets

 

 
11

 
11

Short term investments
1,225

 
271

 
4

 
1,500

Life settlement contracts, included in Other assets

 

 
116

 
116

Separate account business
12

 
355

 
3

 
370

Total assets
$
1,633

 
$
40,147

 
$
1,874

 
$
43,654

Liabilities


 
 
 


 


Derivative financial instruments, included in Other liabilities
$

 
$

 
$
(1
)
 
$
(1
)
Total liabilities
$

 
$

 
$
(1
)
 
$
(1
)

23


December 31, 2011
 
 
 
 
 
 
Total
Assets/(Liabilities)
at Fair Value
(In millions)
Level 1
 
Level 2
 
Level 3
 
Assets
 
 
 
 
 
 
 
Fixed maturity securities:
 
 
 
 
 
 
 
Corporate and other bonds
$

 
$
20,402

 
$
482

 
$
20,884

States, municipalities and political subdivisions

 
9,