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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 September 30, 2004
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 1-8661
THE CHUBB CORPORATION
------------------------------------------------------
(Exact name of registrant as specified in its charter)
NEW JERSEY 13-2595722
- ------------------------------- -----------------------
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
15 MOUNTAIN VIEW ROAD, WARREN, NEW JERSEY 07061-1615
- ----------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (908) 903-2000
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
YES [X] NO [ ]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act).
YES [X] NO [ ]
The number of shares of common stock outstanding as of September 30, 2004
was 191,559,422.
THE CHUBB CORPORATION
INDEX
Page Number
-----------
Part I. Financial Information:
Item 1 - Financial Statements:
Consolidated Statements of Income for the
Three Months and Nine Months Ended
September 30, 2004 and 2003..................................... 1
Consolidated Balance Sheets as of
September 30, 2004 and December 31, 2003........................ 2
Consolidated Statements of Comprehensive Income
for the Three Months and Nine Months Ended
September 30, 2004 and 2003..................................... 3
Consolidated Statements of Cash Flows for the
Nine Months Ended September 30, 2004 and 2003................... 4
Notes to Consolidated Financial Statements....................... 5
Item 2 - Management's Discussion and Analysis
of Financial Condition and Results of Operations................. 9
Item 4 - Controls and Procedures................................... 30
Part II. Other Information:
Item 1 - Legal Proceedings......................................... 31
Item 5 - Other Information......................................... 31
Item 6 - Exhibits and Reports on Form 8-K.......................... 32
Signatures........................................................... 33
Page 1
Part I. Financial Information
Item 1 - Financial Statements
THE CHUBB CORPORATION
CONSOLIDATED STATEMENTS OF INCOME
PERIODS ENDED SEPTEMBER 30
Third Quarter Nine Months
--------------- ----------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
Revenues
Premiums Earned....................... $2,955.0 $2,608.2 $8,610.6 $7,466.6
Investment Income..................... 316.7 287.9 921.2 816.6
Other Revenues........................ 24.8 (9.4) 51.3 32.7
Realized Investment Gains............. 48.9 60.5 146.5 85.7
-------- -------- -------- --------
Total Revenues................. 3,345.4 2,947.2 9,729.6 8,401.6
-------- -------- -------- --------
Losses and Expenses
Insurance Losses and Loss Expenses.... 1,881.8 1,711.3 5,428.3 4,850.0
Amortization of Deferred Policy
Acquisition Costs.................... 720.6 653.3 2,110.8 1,863.7
Other Insurance Operating Expenses.... 160.4 173.9 508.4 533.5
Investment Expenses................... 5.3 5.0 18.7 21.4
Other Operating Expenses.............. 28.7 30.4 81.7 67.3
Corporate Expenses.................... 68.5 35.6 146.3 116.9
-------- -------- -------- --------
Total Losses and Expenses...... 2,865.3 2,609.5 8,294.2 7,452.8
-------- -------- -------- --------
Income Before Federal and Foreign
Income Tax............................. 480.1 337.7 1,435.4 948.8
Federal and Foreign Income Tax.......... 116.1 77.9 354.6 212.3
-------- -------- -------- --------
Net Income.............................. $ 364.0 $ 259.8 $1,080.8 $ 736.5
======== ======== ======== ========
Net Income Per Share
Basic.................................. $1.91 $1.39 $5.71 $4.17
Diluted................................ 1.88 1.37 5.61 4.13
Dividends Declared Per Share............ .39 .36 1.17 1.08
See Notes to Consolidated Financial Statements.
Page 2
THE CHUBB CORPORATION
CONSOLIDATED BALANCE SHEETS
Sept. 30, Dec. 31,
2004 2003
--------- ---------
(in millions)
Assets
Invested Assets
Short Term Investments............................... $ 1,697.0 $ 2,695.9
Fixed Maturities
Held-to-Maturity - Tax Exempt (market $387.2
and $502.2)....................................... 363.2 467.0
Available-for-Sale
Tax Exempt (cost $12,826.5 and $10,509.7)......... 13,408.7 11,154.0
Taxable (cost $12,571.6 and $10,531.8)............ 12,805.5 10,790.7
Equity Securities (cost $1,675.4 and $1,381.4)....... 1,784.7 1,514.4
--------- ---------
TOTAL INVESTED ASSETS......................... 30,059.1 26,622.0
Cash................................................... 41.7 52.2
Securities Lending Collateral.......................... 1,801.3 704.8
Accrued Investment Income.............................. 337.6 286.8
Premiums Receivable.................................... 2,260.8 2,188.0
Reinsurance Recoverable on Unpaid Losses
and Loss Expenses..................................... 3,533.2 3,426.6
Prepaid Reinsurance Premiums........................... 368.3 391.0
Deferred Policy Acquisition Costs...................... 1,410.7 1,343.4
Real Estate Assets..................................... 490.4 518.8
Investment in Partially Owned Company.................. 328.3 312.3
Deferred Income Tax.................................... 603.6 641.4
Goodwill............................................... 467.4 467.4
Other Assets........................................... 1,425.5 1,405.9
--------- ---------
TOTAL ASSETS.................................. $43,127.9 $38,360.6
========= =========
Liabilities
Unpaid Losses and Loss Expenses........................ $19,699.2 $17,947.8
Unearned Premiums...................................... 6,290.1 5,939.4
Securities Lending Payable............................. 1,801.3 704.8
Long Term Debt......................................... 2,811.8 2,813.9
Dividend Payable to Shareholders....................... 74.7 67.7
Accrued Expenses and Other Liabilities................. 2,869.3 2,365.0
--------- ---------
TOTAL LIABILITIES............................. 33,546.4 29,838.6
--------- ---------
Shareholders' Equity
Common Stock - $1 Par Value; 195,803,824 and
195,803,824 Shares.................................... 195.8 195.8
Paid-In Surplus........................................ 1,317.3 1,318.8
Retained Earnings...................................... 7,726.5 6,868.9
Accumulated Other Comprehensive Income
Unrealized Appreciation of Investments, Net of Tax.... 601.5 673.6
Foreign Currency Translation Gains, Net of Tax........ 26.9 12.0
Receivable from Employee Stock Ownership Plan.......... - (17.9)
Treasury Stock, at Cost - 4,244,402 and
7,840,448 Shares...................................... (286.5) (529.2)
--------- ---------
TOTAL SHAREHOLDERS' EQUITY.................... 9,581.5 8,522.0
--------- ----------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY.... $43,127.9 $38,360.6
========= ==========
See Notes to Consolidated Financial Statements.
Page 3
THE CHUBB CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
PERIODS ENDED SEPTEMBER 30
Third Quarter Nine Months
-------------- -------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
Net Income................................. $364.0 $ 259.8 $1,080.8 $736.5
------ ------- -------- ------
Other Comprehensive Income (Loss)
Change in Unrealized Appreciation
of Investments, Net of Tax.............. 319.5 (150.4) (72.1) 90.5
Foreign Currency Translation Gains
(Losses), Net of Tax.................... 8.0 (8.8) 14.9 37.6
------ ------- -------- ------
327.5 (159.2) (57.2) 128.1
------ ------- -------- ------
Comprehensive Income....................... $691.5 $ 100.6 $1,023.6 $864.6
====== ======= ======== ======
See Notes to Consolidated Financial Statements.
Page 4
THE CHUBB CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
NINE MONTHS ENDED SEPTEMBER 30
2004 2003
---- ----
(in millions)
Cash Flows from Operating Activities
Net Income............................................ $ 1,080.8 $ 736.5
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities
Increase in Unpaid Losses and Loss Expenses, Net.... 1,644.8 1,141.1
Increase in Unearned Premiums, Net.................. 362.1 670.9
Increase in Premiums Receivable..................... (72.8) (56.4)
Increase in Deferred Policy Acquisition Costs....... (65.0) (133.7)
Change in Deferred Income Tax....................... 60.7 69.9
Depreciation........................................ 79.6 77.8
Realized Investment Gains........................... (146.5) (85.7)
Other, Net.......................................... 251.6 68.9
---------- ---------
Net Cash Provided by Operating Activities............. 3,195.3 2,489.3
---------- ---------
Cash Flows from Investing Activities
Proceeds from Sales of Fixed Maturities............... 5,203.6 4,415.4
Proceeds from Maturities of Fixed Maturities.......... 1,600.9 1,730.5
Proceeds from Sales of Equity Securities.............. 586.9 367.6
Purchases of Fixed Maturities......................... (11,071.7) (9,196.1)
Purchases of Equity Securities........................ (715.1) (732.2)
Decrease (Increase) in Short Term Investments, Net.... 998.9 (932.7)
Increase in Net Payable from Security
Transactions Not Settled............................. 212.8 81.6
Purchases of Property and Equipment, Net.............. (44.7) (55.7)
Other, Net............................................ (1.1) .6
---------- ---------
Net Cash Used in Investing Activities................. (3,229.5) (4,321.0)
---------- ---------
Cash Flows from Financing Activities
Proceeds from Issuance of Long Term Debt.............. - 960.0
Repayment of Long Term Debt........................... (.3) (100.3)
Increase in Funds Held Under Deposit Contracts........ 28.0 261.7
Proceeds from Common Stock Offering................... - 886.8
Proceeds from Issuance of Common Stock Under
Incentive and Purchase Plans......................... 194.3 25.2
Dividends Paid to Shareholders........................ (216.2) (183.6)
Other, Net............................................ 17.9 (14.9)
---------- ---------
Net Cash Provided by Financing Activities............. 23.7 1,834.9
---------- ---------
Net Increase (Decrease) in Cash......................... (10.5) 3.2
Cash at Beginning of Year............................... 52.2 41.9
---------- ---------
Cash at End of Period................................. $ 41.7 $ 45.1
========== =========
See Notes to Consolidated Financial Statements.
Page 5
THE CHUBB CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1) General
The accompanying consolidated financial statements have been
prepared in accordance with accounting principles generally accepted in
the United States and include the accounts of The Chubb Corporation and
its subsidiaries (collectively, the Corporation). Significant intercompany
transactions have been eliminated in consolidation.
The amounts included in this report are unaudited but include those
adjustments, consisting of normal recurring items, which management
considers necessary for a fair presentation. These consolidated financial
statements should be read in conjunction with the consolidated financial
statements and related notes in the Notes to Consolidated Financial
Statements included in the Corporation's 2003 Annual Report on Form 10-K.
2) Investments
Short term investments, which have an original maturity of one year
or less, are carried at amortized cost which approximates market value.
Fixed maturities classified as held-to-maturity are carried at amortized
cost. Fixed maturities classified as available-for-sale and equity
securities are carried at market value as of the balance sheet date.
The net change in unrealized appreciation or depreciation of
investments carried at market value was as follows:
Periods Ended September 30
--------------------------------
Third Quarter Nine Months
------------- -------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
Change in unrealized appreciation or
depreciation of equity securities... $(18.5) $ 8.1 $ (23.7) $ 81.2
Change in unrealized appreciation of
fixed maturities.................... 510.1 (239.5) (87.1) 58.0
------ ------- ------- ------
491.6 (231.4) (110.8) 139.2
Deferred income tax (credit)......... 172.1 (81.0) (38.7) 48.7
------ ------- ------- ------
Change in unrealized appreciation
of investments, net................. $319.5 $(150.4) $ (72.1) $ 90.5
====== ======= ======= ======
Page 6
3) Earnings Per Share
The following table sets forth the computation of basic and diluted
earnings per share:
Periods Ended September 30
-----------------------------------
Third Quarter Nine Months
------------- -------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions,
except per share amounts)
Basic earnings per share:
Net income.......................... $364.0 $259.8 $1,080.8 $736.5
====== ====== ======== ======
Weighted average number of common
shares outstanding................... 190.5 186.6 189.3 176.5
====== ====== ======== ======
Basic earnings per share.............. $ 1.91 $ 1.39 $ 5.71 $ 4.17
====== ====== ======== ======
Diluted earnings per share:
Net income.......................... $364.0 $259.8 $1,080.8 $736.5
====== ====== ======== ======
Weighted average number of common
shares outstanding................... 190.5 186.6 189.3 176.5
Additional shares from assumed
exercise of stock-based
compensation awards.................. 2.8 2.8 3.2 1.9
------ ------ -------- ------
Weighted average number of common
shares and potential common shares
assumed outstanding for computing
diluted earnings per share........... 193.3 189.4 192.5 178.4
====== ====== ======== ======
Diluted earnings per share............ $ 1.88 $ 1.37 $ 5.61 $ 4.13
====== ====== ======== ======
4) Segments Information
The principal business of the Corporation is property and casualty
insurance. The profitability of the property and casualty insurance
business depends on the results of both underwriting operations and
investments, which are viewed as two distinctive operations. The
under-writing operations are managed separately from the investment
function.
The property and casualty underwriting operations consist of three
separate business units: personal insurance, commercial insurance and
specialty insurance. The personal segment targets the personal insurance
market. The personal classes include automobile, homeowners and other
personal coverages. The commercial segment includes those classes of
business that are generally available in broad markets and are of a more
commodity nature. Commercial classes include multiple peril, casualty,
workers' compensation and property and marine. The specialty segment
includes those classes of business that are available in more limited
markets since they require specialized underwriting and claim settlement.
Specialty classes include executive protection, financial institutions and
other specialty coverages.
Chubb Financial Solutions' non-insurance business was primarily
structured credit derivatives, principally as a counterparty in portfolio
credit default swap contracts. The Corporation has implemented a plan to
exit the credit derivatives business.
Corporate and other includes investment income earned on corporate
invested assets, corporate expenses and the Corporation's real estate and
other non-insurance subsidiaries.
Page 7
Revenues and income before income tax of the operating segments were
as follows:
Periods Ended September 30
----------------------------------------
Third Quarter Nine Months
------------- -----------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
Revenues
Property and casualty insurance
Premiums earned
Personal insurance............... $ 680.0 $ 620.1 $2,008.0 $1,804.0
Commercial insurance............. 1,121.9 985.4 3,260.8 2,786.2
Specialty insurance.............. 1,153.1 1,002.7 3,341.8 2,876.4
-------- -------- -------- --------
2,955.0 2,608.2 8,610.6 7,466.6
Investment income.................. 304.2 274.1 885.0 794.2
-------- -------- -------- --------
Total property and casualty
insurance....................... 3,259.2 2,882.3 9,495.6 8,260.8
Chubb Financial Solutions
non-insurance business.............. 2.0 (35.2) (1.2) (17.3)
Corporate and other.................. 35.3 39.6 88.7 72.4
Realized investment gains............ 48.9 60.5 146.5 85.7
-------- -------- -------- --------
Total revenues................... $3,345.4 $2,947.2 $9,729.6 $8,401.6
======== ======== ======== ========
Income (loss) before income tax
Property and casualty insurance
Underwriting
Personal insurance............... $ (30.4) $ (21.2) $ 23.4 $ (28.6)
Commercial insurance............. 199.6 81.6 550.8 201.5
Specialty insurance.............. 8.6 (46.2) (72.4) (64.6)
-------- -------- -------- --------
177.8 14.2 501.8 108.3
Increase in deferred policy
acquisition costs............... 15.6 56.4 65.0 133.7
-------- -------- -------- --------
Underwriting income.............. 193.4 70.6 566.8 242.0
Investment income.................. 299.1 269.6 867.8 776.7
Other charges...................... (1.2) (.9) (3.7) (22.6)
-------- -------- -------- --------
Total property and casualty
insurance....................... 491.3 339.3 1,430.9 996.1
Chubb Financial Solutions
non-insurance business.............. .2 (38.8) (17.0) (30.6)
Corporate and other loss............. (60.3) (23.3) (125.0) (102.4)
Realized investment gains............ 48.9 60.5 146.5 85.7
-------- -------- -------- --------
Total income before income tax... $ 480.1 $ 337.7 $1,435.4 $ 948.8
======== ======== ======== ========
Page 8
5) Accounting Pronouncements Not Yet Adopted
In March 2004, the Emerging Issues Task Force (EITF) reached
consensus on EITF Issue No. 03-1, The Meaning of Other-Than-Temporary
Impairment and Its Application to Certain Investments. EITF Issue No. 03-1
provides application guidance to be used to determine when an investment
is impaired, whether that impairment is other than temporary, and the
measurement of an impairment loss.
In September, the Financial Accounting Standards Board (FASB) issued
a proposed FASB Staff Position (FSP) that would provide implementation
guidance with respect to EITF Issue No. 03-1. Also, in September, the FASB
issued FSP 03-1-1, which delays the effective date for the measurement and
recognition guidance contained in EITF Issue No. 03-1 until the FASB
issues a final FSP that provides implementation guidance.
Pending the issuance of final implementation guidance by the FASB,
management is unable to determine the effect, if any, that the
implementation of EITF Issue No. 03-1 would have on the Corporation's
results of operations. However, since almost all of the Corporation's
invested assets are already carried at fair value, the implementation of
EITF Issue No. 03-1 would not have a significant effect on the
Corporation's shareholders' equity.
Page 9
Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations for the Nine Months Ended September 30, 2004 and 2003 and
for the Quarters Ended September 30, 2004 and 2003
Certain statements in this document are "forward-looking statements" as
that term is defined in the Private Securities Litigation Reform Act of 1995
(PSLRA). These forward-looking statements are made pursuant to the safe harbor
provisions of the PSLRA and include estimates and assumptions related to
economic, competitive, regulatory, judicial, legislative and other developments.
These include statements relating to trends in, or representing management's
beliefs about, our future strategies, operations and financial results, as well
as other statements that include words such as "anticipate," "believe,"
"estimate," "expect," "intend," "may," "plan," "should," "will," or other
similar expressions. Forward-looking statements are made based upon management's
current expectations and beliefs concerning trends and future developments and
their potential effects on us. These statements are not guarantees of future
performance. Actual results may differ materially from those suggested by
forward-looking statements as a result of risks and uncertainties, which
include, among others, those discussed or identified from time to time in our
public filings with the Securities and Exchange Commission and those associated
with:
- - the availability of primary and reinsurance coverage, including the
implications relating to terrorism legislation and regulation;
- - global political conditions and the occurrence of any terrorist attacks,
including any nuclear, biological, chemical or radiological events;
- - the effects of outbreak or escalation of war or hostilities;
- - premium price increases and profitability or growth estimates overall or
by lines of business or geographic area, and related expectations with
respect to the timing and terms of any required regulatory approvals;
- - adverse changes in loss cost trends;
- - our ability to retain existing business;
- - material differences between actual and expected assessments for guaranty
funds and mandatory pooling arrangements;
- - our expectations with respect to cash flow projections and investment
income and with respect to other income;
- - the adequacy of loss reserves including:
- our expectations relating to reinsurance recoverables;
- the effects of proposed asbestos liability legislation, including
the impact of claims patterns arising from the possibility of
legislation and those that may arise if legislation is not passed;
- our estimates relating to ultimate asbestos liabilities;
- the impact from the bankruptcy protection sought by various asbestos
producers and other related businesses;
- the willingness of parties, including us, to settle disputes;
- developments in judicial decisions or regulatory or legislative
actions relating to coverage and liability for asbestos, toxic waste
and mold claims;
- development of new theories of liability;
Page 10
- - the impact of economic factors on companies on whose behalf we have issued
surety bonds, and, in particular, on those companies that have filed for
bankruptcy or otherwise experienced deterioration in creditworthiness;
- - the effects of disclosures by, and investigations of, public companies
relating to possible accounting irregularities, practices in the financial
services industry and other corporate governance issues, including:
- the effects on the capital markets and the markets for directors and
officers and errors and omissions insurance;
- claims and litigation arising out of actual or alleged accounting or
other corporate malfeasance by other companies;
- claims and litigation arising out of practices in the financial
services industry;
- legislative or regulatory proposals or changes, including the
changes in law and regulation implemented under the Sarbanes-Oxley
Act of 2002;
- - the effects of investigations into market practices in the U.S. property
and casualty insurance industry;
- - the occurrence of significant weather-related or other natural or
human-made disasters, particularly in locations where we have
concentrations of risk;
- - any downgrade in our claims-paying, financial strength or other credit
ratings;
- - the ability of our subsidiaries to pay us dividends;
- - general economic conditions including:
- changes in interest rates, market credit spreads and the performance
of the financial markets, generally and as they relate to credit
risks assumed by our Chubb Financial Solutions unit in particular;
- the effects of inflation;
- changes in domestic and foreign laws, regulations and taxes;
- changes in competition and pricing environments;
- regional or general changes in asset valuations;
- the inability to reinsure certain risks economically;
- changes in the litigation environment;
- general market conditions; and
- - the ability to implement management's strategic plans and initiatives.
The Corporation assumes no obligation to update any forward-looking
information set forth in this document, which speak as of the date hereof.
Page 11
CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
The consolidated financial statements include amounts based on informed
estimates and judgments of management for those transactions that are not yet
complete. Such estimates and judgments affect the reported amounts in the
financial statements. Those estimates and judgments that were most critical to
the preparation of the financial statements involved the adequacy of loss
reserves and the recoverability of related reinsurance recoverables, the fair
value of future obligations under financial products contracts and the
recoverability of the carrying value of real estate properties. These estimates
and judgments, which are discussed within the following analysis of our results
of operations, require the use of assumptions about matters that are highly
uncertain and therefore are subject to change as facts and circumstances
develop. If different estimates and judgments had been applied, materially
different amounts might have been reported in the financial statements.
EXECUTIVE SUMMARY
The following highlights do not address all of the matters covered in the
other sections of Management's Discussion and Analysis of Financial Condition
and Results of Operations or contain all of the information that may be
important to the Corporation's shareholders or the investing public. This
summary should be read in conjunction with the other sections of Management's
Discussion and Analysis of Financial Condition and Results of Operations.
- - Net income was $1,080.8 million in the first nine months of 2004 and
$364.0 million in the third quarter compared with $736.5 million and
$259.8 million, respectively, in the comparable periods of 2003.
- - Premium growth was 10% in the first nine months of 2004 and 6% in the
third quarter.
- - Our combined loss and expense ratio was 92.9% in the first nine months of
2004 and 93.3% in the third quarter compared with 95.8% and 96.6% in the
corresponding periods of 2003.
- - We reached an agreement in July 2004 that resulted in Aquila providing us
with collateral sufficient to cover our entire $500 million exposure under
surety bonds issued for Aquila.
- - Property and casualty investment income after taxes increased by 12% in
the first nine months of 2004 and 13% in the third quarter.
Page 12
A summary of the Corporation's results for the third quarter and nine
months ended September 30, 2004 and 2003 is as follows:
Periods Ended September 30
-------------------------------------------
Third Quarter Nine Months
---------------- --------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
PROPERTY AND CASUALTY INSURANCE
Underwriting
Net Premiums Written........... $3,025.7 $2,845.5 $8,972.7 $8,137.5
Increase in Unearned Premiums.. (70.7) (237.3) (362.1) (670.9)
-------- -------- -------- --------
Premiums Earned............. 2,955.0 2,608.2 8,610.6 7,466.6
-------- -------- -------- --------
Losses and Loss Expenses....... 1,881.8 1,711.3 5,428.3 4,850.0
Operating Costs and Expenses... 888.1 876.7 2,658.7 2,490.3
Increase in Deferred Policy
Acquisition Costs............. (15.6) (56.4) (65.0) (133.7)
Dividends to Policyholders..... 7.3 6.0 21.8 18.0
-------- -------- -------- --------
Underwriting Income............ 193.4 70.6 566.8 242.0
-------- -------- -------- --------
Investments
Investment Income Before
Expenses...................... 304.2 274.1 885.0 794.2
Investment Expenses............ 5.1 4.5 17.2 17.5
-------- -------- -------- --------
Investment Income.............. 299.1 269.6 867.8 776.7
-------- -------- -------- --------
Other Charges................... (1.2) (.9) (3.7) (22.6)
-------- -------- -------- --------
Property and Casualty Income.... 491.3 339.3 1,430.9 996.1
CHUBB FINANCIAL SOLUTIONS
NON-INSURANCE BUSINESS.......... .2 (38.8) (17.0) (30.6)
CORPORATE AND OTHER.............. (60.3) (23.3) (125.0) (102.4)
REALIZED INVESTMENT GAINS........ 48.9 60.5 146.5 85.7
-------- -------- -------- --------
CONSOLIDATED INCOME BEFORE
INCOME TAX...................... 480.1 337.7 1,435.4 948.8
Federal and Foreign Income Tax... 116.1 77.9 354.6 212.3
-------- -------- -------- --------
CONSOLIDATED NET INCOME.......... $ 364.0 $ 259.8 $1,080.8 $ 736.5
======== ======== ======== ========
PROPERTY AND CASUALTY INVESTMENT
INCOME AFTER INCOME TAX......... $ 241.6 $ 213.9 $ 695.8 $ 619.1
======== ======== ======== ========
Net income included realized investment gains after taxes of $99.4 million
in the first nine months of 2004 and $31.7 million in the third quarter compared
with realized investment gains after taxes of $55.7 million and $39.3 million in
the comparable periods of 2003. Decisions to sell securities are governed
principally by considerations of investment opportunities and tax consequences.
As a result, realized gains and losses on the sale of investments may vary
significantly from period to period.
Page 13
PROPERTY AND CASUALTY INSURANCE RESULTS
Earnings from our property and casualty business were significantly higher
in the first nine months and third quarter of 2004 compared with the same
periods of 2003. Underwriting income was substantially higher in 2004 due
primarily to the exceptionally strong results in our commercial business.
Investment income also increased significantly in 2004 compared with 2003.
Property and casualty income before taxes amounted to $1,430.9 million in the
first nine months of 2004 and $491.3 million in the third quarter compared with
$996.1 million and $339.3 million, respectively, in 2003.
The profitability of the property and casualty insurance business depends
on the results of both underwriting operations and investments, which we view as
two distinctive operations. The underwriting functions are managed separately
from the investment function. Accordingly, in assessing our performance, we
evaluate underwriting results separately from investment results.
UNDERWRITING RESULTS
We evaluate the underwriting results of our property and casualty
insurance business in the aggregate and also for each of our three separate
business units: personal insurance, commercial insurance and specialty
insurance.
The combined loss and expense ratio, expressed as a percentage, is the key
measure of underwriting profitability traditionally used in the property and
casualty business. We evaluate the performance of our underwriting operations
and of each of our business units using the combined loss and expense ratio
calculated in accordance with statutory accounting principles. It is the sum of
the ratio of losses to premiums earned (loss ratio) plus the ratio of
underwriting expenses to premiums written (expense ratio) after reducing both
premium amounts by dividends to policyholders. When the combined ratio is under
100%, underwriting results are generally considered profitable; when the
combined ratio is over 100%, underwriting results are generally considered
unprofitable.
Statutory accounting principles differ in certain respects from generally
accepted accounting principles (GAAP). Under statutory accounting principles
applicable to property and casualty insurance companies, policy acquisition and
other underwriting expenses are recognized immediately, not at the time premiums
are earned. We use underwriting results determined in accordance with GAAP,
among other measures, to assess the overall performance of the underwriting
operations. To convert statutory underwriting results to a GAAP basis, policy
acquisition expenses are deferred and amortized over the period in which the
related premiums are earned. Underwriting income determined in accordance with
GAAP is defined as premiums earned less losses incurred and GAAP underwriting
expenses incurred.
Net Premiums Written
Net premiums written were $9.0 billion in the first nine months of 2004
and $3.0 billion in the third quarter, representing increases of 10% and 6%,
respectively, compared with the same periods in 2003. Premium growth in our
reinsurance assumed business generated by Chubb Re was particularly strong in
the first half of 2004. However, as we anticipated, premiums produced by Chubb
Re declined in the third quarter compared with the same period in 2003.
Page 14
About 80% of our net premiums written are in the United States. U.S.
premiums grew 10% in the first nine months of 2004 and 6% in the third quarter.
Excluding premiums produced by Chubb Re, such growth was 8% in the first nine
months of 2004 and 7% in the third quarter. On a reported basis, non U.S.
premiums grew 14% in the first nine months of 2004 and 11% in the third quarter.
In local currencies, such growth was 4% for both periods.
We experienced premium growth in the first nine months of 2004 in all
segments of our business. The growth was the result of our retaining a high
percentage of our existing customers, attracting new customers and securing
modest rate increases.
As was true for most of 2003, the size of rate increases has decelerated
as the marketplace has become more competitive. We expect that this trend will
continue throughout 2004 and into 2005.
Reinsurance
Our premiums written are net of amounts ceded to reinsurers who assume a
portion of the risk under the insurance policies that are subject to the
reinsurance. The cost of reinsurance in the marketplace has leveled off.
However, reinsurance capacity for certain coverages, such as terrorism, is still
limited and expensive.
Our reinsurance costs in 2004 are similar to those in 2003. We
discontinued a casualty per risk treaty that responded primarily to excess
liability exposures over $25 million, as underwriting actions we have taken in
recent years have resulted in a reduction in the number of such exposures, which
we believe made this treaty no longer economical. Our executive protection per
risk treaty was renewed with coverage similar to the prior year. On our casualty
clash treaty, which operates like a catastrophe treaty, our retention remained
at $50 million.
Our property reinsurance program was renewed in April 2004. On the
property per risk treaty, our retention remained at $15 million. Our property
catastrophe treaty for events in the United States was modified to increase our
initial retention from $150 million to $250 million and to increase the
reinsurance coverage at the top. The program now provides coverage of
approximately 88% of losses between $250 million and $1.25 billion, with
additional coverage of 95% of losses between $1.25 billion and $1.5 billion in
the northeastern part of the country. Our property reinsurance treaties continue
to include terrorism exclusions.
We are making a concerted effort to monitor and control terrorism risk
aggregations. However, given the uncertainty of any potential terrorist attack
and the limited terrorism coverage in our reinsurance program, our future
operating results could be more volatile.
Profitability
Underwriting results were substantially more profitable in the first nine
months and third quarter of 2004 than in the comparable periods in 2003. Our
combined loss and expense ratio was 92.9% in the first nine months of 2004 and
93.3% in the third quarter compared with 95.8% and 96.6%, respectively, in 2003.
Page 15
Underwriting results in the first nine months of 2004 were adversely
affected by an increase in net loss reserves of about $160 million in the second
quarter for errors and omissions losses related to investment banks. Such
results benefited from an $80 million reduction in net loss reserves in the
second quarter related to the September 11, 2001 attack. These reserve
adjustments are further discussed under "Loss Reserves."
The loss ratio was 63.2% for the first nine months of 2004 and 63.9% for
the third quarter compared with 65.1% and 65.7%, respectively, in the prior
year. Catastrophe losses during the first nine months of 2004 amounted to $338.5
million, which represented 3.9 percentage points of the loss ratio, compared
with $261.5 million or 3.5 percentage points in 2003. The 2004 catastrophe loss
amount excludes the $80 million reduction in loss reserves in the second quarter
related to the September 11, 2001 attack, which reduced the loss ratio by 0.9 of
a percentage point in the first nine months. Catastrophe losses for the third
quarter of 2004 amounted to $196.1 million or 6.7 percentage points of the loss
ratio compared with $96.0 million or 3.7 percentage points in 2003. The
catastrophe losses in the third quarter of 2004 were due primarily to the storms
that hit Florida and several other states.
Our expense ratio was 29.7% for the first nine months of 2004 and 29.4%
for the third quarter compared with 30.7% and 30.9%, respectively, in 2003. The
decrease in the expense ratio was due primarily to premiums written growing at a
higher rate than overhead expenses. During 2004, we have made continued progress
in reducing our expense structure.
Producer Compensation
We have agreements in place with insurance brokers under which we agree to
pay commissions that are contingent on the volume and/or the profitability of
business placed with us. We also have in place contingent commission
arrangements with agents who are appointed by us to sell our insurance. The New
York Attorney General has raised issues with respect to potential conflicts of
interest arising from the payment of contingent commissions to brokers. In
response, several brokers have announced that they are eliminating the practice
of receiving contingent compensation from insurers. In addition, several state
insurance regulators have announced that they are looking at compensation
arrangements for brokers and agents and considering regulatory reform in this
area. We are reviewing our compensation arrangements with agents and brokers and
will modify them, as necessary, so that they are consistent with evolving
standards in this area.
At September 30, 2004, we accrued for potential contingent commission
payments based on the terms of existing agreements with brokers and agents.
Although announced decisions by brokers and proposals by regulators may change
the manner in which insurance intermediaries are compensated, based on what is
currently known, management does not expect that any such reforms, including any
changes in compensation arrangements related to 2004 or future years, would have
a material adverse effect on the Corporation's future operating results,
financial condition or liquidity.
Page 16
REVIEW OF UNDERWRITING RESULTS BY BUSINESS UNIT
Underwriting results during 2004 and 2003 by business unit were as
follows:
Net Premiums Combined Loss and
Written Expense Ratios
------- --------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
Nine Months Ended September 30
PERSONAL INSURANCE
Automobile........................ $ 474.1 $ 443.6 94.2% 98.9%
Homeowners........................ 1,217.6 1,114.2 103.4 106.6
Other............................. 425.7 391.4 82.4 77.8
-------- -------- ----- -----
Total Personal................ 2,117.4 1,949.2 97.1 98.9
-------- -------- ----- -----
COMMERCIAL INSURANCE
Multiple Peril.................... 879.4 809.4 76.7 90.3
Casualty.......................... 1,170.0 1,010.0 87.2 88.7
Workers' Compensation............. 573.2 475.9 91.8 92.2
Property and Marine............... 816.8 766.1 72.5 89.3
-------- -------- ----- -----
Total Commercial.............. 3,439.4 3,061.4 81.4 89.6
-------- -------- ----- -----
SPECIALTY INSURANCE
Executive Protection.............. 1,610.3 1,526.0 101.2 104.0
Financial Institutions............ 639.7 603.4 125.0 111.5
Other............................. 1,165.9 997.5 89.3 84.4
-------- -------- ----- -----
Total Specialty............... 3,415.9 3,126.9 101.5 99.8
-------- -------- ----- -----
TOTAL......................... $8,972.7 $8,137.5 92.9% 95.8%
======== ======== ===== =====
Quarter Ended September 30
PERSONAL INSURANCE
Automobile........................ $ 163.7 $ 154.3 92.5% 96.4%
Homeowners........................ 443.2 402.9 109.1 108.7
Other............................. 147.3 132.1 88.0 78.7
-------- -------- ----- -----
Total Personal................ 754.2 689.3 101.2 99.9
-------- -------- ----- -----
COMMERCIAL INSURANCE
Multiple Peril.................... 287.8 276.6 77.1 92.7
Casualty.......................... 386.6 331.4 89.1 90.8
Workers' Compensation............. 184.3 158.4 90.1 94.1
Property and Marine............... 258.5 253.6 73.3 86.4
-------- -------- ----- -----
Total Commercial.............. 1,117.2 1,020.0 82.3 90.6
-------- -------- ----- -----
SPECIALTY INSURANCE
Executive Protection.............. 558.6 525.0 100.3 104.2
Financial Institutions............ 181.6 182.8 103.9 111.4
Other............................. 414.1 428.4 95.9 87.8
-------- -------- ----- -----
Total Specialty............... 1,154.3 1,136.2 99.2 100.6
-------- -------- ----- -----
Total......................... $3,025.7 $2,845.5 93.3% 96.6%
======== ======== ===== =====
Page 17
Personal Insurance
Premiums from personal insurance coverages, which represent 24% of net
premiums written, increased by 9% in both the first nine months and third
quarter of 2004 compared with the comparable periods in 2003. Premium growth
occurred in all classes; however, growth has slowed somewhat from 2003 levels
due to a slowing in the pace of rate increases combined with some additional
marketplace competition. The premium growth in our homeowners business was due
to increased insurance-to-value and modestly higher rates; the in force policy
count for this class had minimal growth.
Our personal insurance business produced more profitable underwriting
results in the first nine months of 2004 than in the same period in 2003.
Results in the third quarter of 2004 were modestly unprofitable compared with
breakeven results in 2003. The combined loss and expense ratio was 97.1% for the
first nine months of 2004 and 101.2% for the third quarter compared with 98.9%
and 99.9%, respectively, in 2003. Results in both years were adversely affected
by catastrophe losses; the impact of catastrophes was particularly significant
in the third quarter of 2004. Excluding catastrophe losses, our personal
insurance business showed significant improvement in 2004 as evidenced by the
combined ratio of 85.1% in the first nine months of 2004 and 82.2% in the third
quarter compared with 89.6% and 89.2%, respectively, in 2003.
Our homeowners business produced unprofitable underwriting results in 2004
and 2003. Results in both years were adversely affected by significant
catastrophe losses, particularly in the third quarter of 2004. Catastrophe
losses represented 20.4 percentage points of the loss ratio for this class in
the first nine months of 2004 and 32.1 percentage points in the third quarter
compared with 16.1 and 18.6 percentage points, respectively, in 2003. Excluding
catastrophe losses, our homeowners business showed significant improvement in
2004. The improvement was largely the result of better pricing and a reduction
of water damage losses primarily through the implementation of contract wording
changes related to mold damage.
Our remediation plan relating to our homeowners business in the United
States, which began in the latter part of 2001, is on track. We have implemented
rate increases in many states. In addition, we have made regulatory filings in
most states to introduce contract changes that would enable us to treat mold as
a separate peril available at an appropriate price. These changes, which have
been implemented in 46 states, are beginning to reduce the frequency and
severity of our water damage losses, particularly in Texas, the state in which
such losses have been most significant.
Our automobile business produced profitable results in both 2004 and 2003,
but more so in 2004. The improved results in 2004 were due to lower claim
frequency and stable severity. Other personal coverages, which include insurance
for valuable articles, excess liability and yacht, produced highly profitable
results in 2004 and 2003 due to continued favorable loss experience. Results in
the third quarter of 2004 were adversely affected by several large yacht losses.
Page 18
Commercial Insurance
Premiums from commercial insurance, which represent 38% of our net
writings, increased by 12% in the first nine months of 2004 and 10% in the third
quarter compared with the same periods a year ago. The premium growth in this
business was due to an increase in our in force policy count and to price
increases. Growth occurred in all segments of this business but was particularly
strong in the workers' compensation and casualty classes. Rates continued to
increase in 2004 although, as expected, the level of rate increases declined in
each succeeding quarter as we experienced more competition in the marketplace.
Retention levels in the first nine months of 2004 were somewhat higher than
those in the comparable period of 2003. New business remained strong but was
down from 2003 levels due to a decrease in submission activity. We continue to
get favorable terms and conditions on business written.
Our commercial insurance business produced highly profitable underwriting
results in 2004 and 2003. These profitable results reflect the cumulative effect
of price increases, better terms and conditions and more stringent risk
selection in recent years. The 2004 results were exceptionally profitable due to
unusually low property losses. The combined loss and expense ratio for
commercial business was 81.4% for the first nine months of 2004 and 82.3% for
the third quarter compared with 89.6% and 90.6%, respectively, in 2003.
Multiple peril produced highly profitable results in 2004 and 2003, but
more so in 2004. Both the liability and property components of this business
were more profitable in 2004. The property component was exceptionally
profitable in 2004 due to unusually low losses. Catastrophe losses represented
3.9 percentage points of the loss ratio for this class in the first nine months
of 2004 and 7.2 percentage points for the third quarter compared with 4.7
percentage points and 5.2 percentage points, respectively, in 2003.
Our casualty business produced highly profitable results in 2004 and 2003.
Such results were due to the price increases over the last several years and
favorable loss experience. The automobile and primary liability components of
this business were highly profitable in both years. The excess liability
component was modestly profitable in the first nine months of 2004 and 2003.
Excess liability results in 2004 benefited from a $30 million reduction in net
loss reserves in the second quarter related to the September 11, 2001 attack.
Workers' compensation results were profitable in 2004 and 2003 due in
large part to our disciplined risk selection during the past several years.
Property and marine results were highly profitable in both years,
particularly in 2004, due to more stringent risk selection and few severe
losses. Results in the second quarter of 2003 included one $25 million loss that
resulted from an adverse arbitration decision rendered against an insurance pool
in which we were formerly a participant. Catastrophe losses represented 4.3
percentage points of the loss ratio for this class in the first nine months of
2004 and 6.8 percentage points in the third quarter compared with 6.9 percentage
points and 5.9 percentage points, respectively, in 2003.
Page 19
Specialty Insurance
Premiums from specialty insurance, which represent 38% of our net
writings, increased by 9% in the first nine months of 2004 and 2% in the third
quarter compared with the similar periods in 2003. Premium growth in the first
nine months was enhanced by the 25% growth in premiums generated by Chubb Re.
However, as expected, premiums produced by Chubb Re in the third quarter of 2004
were 6% lower than in the same period in 2003. We expect that in the fourth
quarter of 2004 Chubb Re's premium growth, if any, will be minimal.
The aggregate growth in our executive protection and financial
institutions businesses was 6% in the first nine months of 2004 and 5% in the
third quarter. Growth was constrained by competitive pressure on rates and our
commitment to maintain underwriting discipline. Rates were down in the
for-profit directors and officers liability component. We obtained modest rate
increases in most other classes. New business in the first nine months was
similar to 2003 levels. Retention levels, however, were significantly higher
than in 2003 and we continued to get favorable terms and conditions on both
renewals and new business.
Our specialty insurance business produced modestly unprofitable
underwriting results in the first nine months of 2004 compared with near
breakeven results in the same period of 2003. Results in the third quarter of
2004 showed modest improvement compared with the same period in 2003. The
combined loss and expense ratio was 101.5% for the first nine months of 2004 and
99.2% for the third quarter compared with 99.8% and 100.6%, respectively, in
2003.
Executive protection results were unprofitable in 2004 and 2003, but
showed improvement in 2004 due to the impact of higher premiums. Results in both
years were adversely affected by unfavorable development on loss reserves
related to accident years 2002 and prior.
Financial institutions results were highly unprofitable in the first nine
months of 2004 and 2003, but far more so in 2004. The deterioration in 2004 was
in the professional liability component of this business. Results for the
professional liability component were highly unprofitable in both years due to
substantial unfavorable development in the errors and omissions liability class
on loss reserves related to accident years 2002 and prior. Such results were
particularly unprofitable in 2004 due to the increase in loss reserves of about
$160 million in the second quarter related to investment banks. Fidelity results
were highly profitable in both years due to favorable loss experience. The
standard commercial business written on financial institutions produced
profitable results in the first nine months of 2004 and 2003, reflecting the
rate increases and more stringent risk selection in recent years. Such results
were highly profitable in 2004 due to a $50 million reduction in net loss
reserves in the second quarter related to the September 11, 2001 attack.
Page 20
Our other specialty results were highly profitable in the first nine
months of 2004 and 2003. Reinsurance assumed business generated by Chubb Re, the
largest component, was similarly profitable in 2004 and 2003; results in the
third quarter of 2004 included catastrophe losses of $25 million. Our accident
business was more profitable in 2004 than in 2003. Our surety business produced
highly profitable results in the first nine months of both years, but more so in
2003. Surety results in the third quarter of 2004 were breakeven compared with
highly profitable results in 2003. The deterioration in the third quarter of
2004 was due to two large losses, one of which was the Aquila settlement
described below. Surety results in 2003 benefited from a $17 million recovery in
the second quarter from the sale of a bankruptcy claim against various Enron
entities.
Our surety business tends to be characterized by infrequent but
potentially high severity losses. Since the end of 2001, we have been reducing
our exposure on an absolute basis and by specific bond type. The majority of our
obligations are intended to be performance-based guarantees. When losses occur,
they are mitigated by the customer's balance sheet, contract proceeds and
bankruptcy recovery.
Notwithstanding our efforts to manage and reduce our surety exposure, we
continue to have substantial commercial surety exposure for outstanding bonds.
In that regard, we have exposures related to commercial surety bonds issued on
behalf of companies that have experienced deterioration in creditworthiness. We
therefore may experience an increase in filed claims and may incur high severity
losses. Such losses would be recorded if and when claims are filed and
determined to be valid, and could have a material adverse effect on the
Corporation's results of operations and liquidity.
We had in force $500 million of gas forward purchase surety bonds with one
principal, Aquila. These surety bonds secured Aquila's obligation to supply gas
under long-term forward purchase agreements. In July 2004, a settlement was
reached and approved by the court that resulted in Aquila providing us with
collateral sufficent to cover our entire exposure under the surety bonds. Our
cost under this agreement was $15 million.
Page 21
LOSS RESERVES
Loss reserves at September 30, 2004 and December 31, 2003 included
significant amounts related to asbestos and toxic waste claims and the September
11, 2001 attack. The components of loss reserves were as follows:
September 30, December 31,
2004 2003
------- -------
(in millions)
Gross loss reserves
Total, per balance sheet $19,699 $17,948
Less:
Related to asbestos and toxic
waste claims 1,117 1,295
Related to September 11 attack 747 999
------- -------
Total, as adjusted $17,835 $15,654
======= =======
Reinsurance recoverable
Total, per balance sheet $ 3,533 $ 3,427
Less:
Related to asbestos and toxic
waste claims 55 57
Related to September 11 attack 617 748
------- -------
Total, as adjusted $ 2,861 $ 2,622
======= =======
Net loss reserves
Total $16,166 $14,521
Total, as adjusted 14,974 13,032
The loss reserves related to asbestos and toxic waste claims and the
September 11 attack are significant components of our total loss reserves, but
they distort the growth trend in our loss reserves. Adjusted to exclude such
loss reserves, our loss reserves, net of reinsurance recoverable, increased by
$1,942 million during the first nine months of 2004.
Net loss reserves, as adjusted, by segment were as follows:
September 30, December 31,
2004 2003
------- -------
(in millions)
Personal insurance $ 1,448 $ 1,219
Commercial insurance 5,732 5,248
Specialty insurance 7,794 6,565
------- -------
Net loss reserves, as adjusted $14,974 $13,032
======= =======
Page 22
Loss reserves for each of our business segments increased significantly in
the first nine months of 2004. The increase was most significant in specialty
insurance, due in large part to directors and officers liability and errors and
omissions liability claim activity, including the errors and omissions reserve
increase related to investment banks discussed below, as well as the growth in
our reinsurance assumed business. Unpaid claims related to catastrophes
contributed approximately $100 million to the increase in personal insurance
loss reserves.
In the second quarter, we updated our analysis of our exposure to
investment banking errors and omissions claims related to report years 2002 and
prior. These claims pertain principally to allegations against investment banks
of laddering or of aiding and abetting in certain of the high-profile corporate
abuse cases. During the quarter, the last of the significant regulatory
settlements was announced, clearing the way for intensified and accelerated
attention to the class action litigation that drives our exposure. In addition,
recent developments in litigation relating to various corporate abuse scandals
have led a number of investment banks to focus on, and in some cases pursue
vigorously, settlement strategies. These developments and other information
about potential settlement ranges and allocations of responsibility among
investment banks for which we were one of the insurers were considered as part
of the analysis of our exposure that led to our decision to increase net loss
reserves by about $160 million.
Separately, we reduced our net loss reserves related to the September 11,
2001 attack by $80 million in the second quarter as a result of several recent
events. In March, the deadline for filing a liability claim with respect to the
September 11 attack expired. That enabled us to define more precisely the number
of claimants under liability policies. Then, in June, the final award
determinations for claimants of the World Trade Center Victims Compensation Fund
were made. As for our property exposure, in April, the jury in the Silverstein
case found that we had bound coverage under a policy form that defined the
September 11 attack as one occurrence. The effect of that verdict was to
eliminate the need for us to make any additional payment. While an appeal has
been filed, we believe that it has no merit.
We continually review and update our loss reserves. Based on all
information currently available, we believe that the aggregate loss reserves of
the property and casualty subsidiaries at September 30, 2004 were adequate to
cover claims for losses that had occurred, including both those known to us and
those yet to be reported. In establishing such reserves, we consider facts
currently known and the present state of the law and coverage litigation.
However, given the judicial decisions and legislative actions that have
broadened the scope of coverage and expanded theories of liability in the past
and the possibilities of similar interpretations in the future, particularly as
they relate to asbestos claims and, to a lesser extent, toxic waste claims,
additional liabilities may emerge in future periods for amounts in excess of
carried reserves. Such increases in estimates could have a material adverse
effect on the Corporation's future operating results. However, management does
not expect that any such increases would have a material effect on the
Corporation's consolidated financial condition or liquidity.
Page 23
INVESTMENT RESULTS
Property and casualty investment income before taxes increased by 12% in
the first nine months of 2004 and 11% in the third quarter compared with the
same periods in 2003. The growth in investment income was the result of an
increase in invested assets due to substantial cash flow from operations as well
as a capital contribution of $800 million to the property and casualty
subsidiaries by the Corporation toward the end of the second quarter of 2003.
Growth in investment income in 2004 was dampened, however, by lower available
reinvestment rates on fixed maturities that matured over the past year.
The effective tax rate on investment income was 19.8% in the first nine
months of 2004 compared with 20.3% in the same period in 2003. The effective tax
rate on investment income is lower than the statutory tax rate due to our
holding a portion of our investment portfolio in tax-exempt securities. On an
after-tax basis, property and casualty investment income increased by 12% in the
first nine months of 2004 and 13% in the third quarter. Management uses property
and casualty investment income after-tax, a non-GAAP financial measure, to
evaluate its investment performance because it reflects the impact of any change
in the proportion of the investment portfolio invested in tax-exempt securities
and is therefore more meaningful for analysis purposes than investment income
before income tax.
OTHER CHARGES
Other charges include miscellaneous income and expenses of the property
and casualty subsidiaries. Other charges in the first nine months of 2003
included expenses of $15 million, mostly in the second quarter, related to the
restructuring of our operations in Continental Europe. The restructuring costs
consisted primarily of severance costs.
CHUBB FINANCIAL SOLUTIONS
Chubb Financial Solutions (CFS) was organized in 2000 to develop and
provide customized products to address specific financial needs of corporate
clients. CFS operated through both the capital and insurance markets.
In April 2003, the Corporation announced its intention to exit CFS's
non-insurance business and to run-off the existing financial products portfolio.
CFS's non-insurance business was primarily structured credit derivatives,
principally as a counterparty in portfolio credit default swap contracts. The
Corporation guaranteed all of these obligations.
Portfolio credit default swaps are derivatives and are carried in the
financial statements at estimated fair value, which represents management's best
estimate of the cost to exit the positions. Most of the credit default swaps
tend to be unique transactions and there is no market for trading such
exposures. To estimate the fair value of the obligation in each credit default
swap, we use internal valuation models that are similar to external valuation
models.
Page 24
The fair value of our credit default swaps is subject to fluctuations
arising from, among other factors, changes in credit spreads, the financial
ratings of referenced asset-backed securities, actual credit events reducing
subordination, credit correlation within a portfolio, anticipated recovery rates
related to potential defaults and changes in interest rates. Changes in fair
value are included in income in the period of the change. Thus, CFS's results
are subject to volatility, which has had a significant effect on the
Corporation's results of operations from period to period.
The non-insurance business of CFS produced a loss before taxes of $17.0
million in the first nine months of 2004 compared with a loss of $30.6 million
in the first nine months of 2003. The loss in 2004 was primarily related to the
termination during the period of CFS's obligations under certain credit default
swaps. In 2003, the loss was due to an increase in the fair value of our
obligations as a result of deterioration in the credit quality of certain
referenced securities underlying two of our asset-backed portfolio credit
default swaps.
Revenues from the non-insurance business of CFS, primarily consisting of
the change in fair value of derivative contracts, were negative $1.2 million in
the first nine months of 2004 compared with negative $17.3 million in the same
period of 2003. Revenues were negative in 2004 due to the termination of several
portfolio credit default swaps during the period. Revenues were negative in 2003
due to the adverse impact of changes in the fair value of our obligations
related to credit default swaps.
CFS's aggregate exposure, or retained risk, from each of its in-force
portfolio credit default swaps is referred to as notional amount. Notional
amounts are used to express the extent of involvement in swap transactions.
These amounts are used to calculate the exchange of contractual cash flows and
are not necessarily representative of the potential for gain or loss. The
notional amounts are not recorded on the balance sheet.
The notional amount of CFS's credit default swaps was reduced to $11.3
billion at September 30, 2004 from $24.7 billion at December 31, 2003 and $39.2
billion at September 30, 2003. This reduction in notional amount of credit
default swaps has been accomplished either by terminating the swap with the
original counterparty at a negotiated settlement amount or by entering into a
credit default swap with a third party that effectively offsets the existing
credit default swap. As of September 30, 2004, approximately $1.5 billion of the
reduction in notional amount of credit default swaps had been accomplished by
entering into offsetting credit default swaps.
Our realistic loss exposure is a very small portion of the $11.3 billion
notional amount due to several factors. Our position is senior to subordinated
interests of $5.4 billion in the aggregate. Of the $5.4 billion of
subordination, only $37 million has eroded due to defaults through September 30,
2004, none of which has pierced the subordination limits of any of our
contracts. In addition, using internal rating models, CFS estimates that the
credit ratings of the individual portfolio credit default swaps at September 30,
2004 were either AAA or AA.
In addition to portfolio credit default swaps, CFS entered into a
derivative contract linked to an equity market index and a few other
insignificant non-insurance transactions.
Page 25
The notional amount and fair value of our future obligations under
derivative contracts by type of risk were as follows:
Notional Amount Fair Value
--------------------------- ---------------------------
September 30, December 31, September 30, December 31,
2004 2003 2004 2003
------------- ------------ ------------- ------------
(in billions) (in millions)
Credit default swaps
Corporate
securities $ 1.3 $11.2 $ 5 $21
Asset-backed
securities 7.4 10.5 9 23
Loan portfolios 2.6 3.0 1 2
----- ----- --- ---
11.3 24.7 15 46
Other .3 .4 8 9
----- ----- --- ---
$11.6 $25.1 $23 $55
===== ===== === ===
In the fourth quarter of 2003, CFS terminated two asset-backed portfolio
credit default swaps that had experienced deterioration in credit quality and
simultaneously entered into a new contract that guarantees principal and
interest obligations. The Corporation guaranteed CFS's obligations under the
contract. CFS's potential payment obligation extends to the date when the last
of the underlying obligations expires. At September 30, 2004, the notional
amount of referenced securities was $2.0 billion. Under the agreement, CFS's
maximum potential payment obligation is limited to $500 million regardless of
the amount of losses that might be incurred on the $2.0 billion of referenced
securities. Moreover, if losses are incurred, CFS's payment obligations are
limited to an extended payment schedule under which no payment would be due
until 2010 at the earliest.
CFS established a liability of $186 million related to the principal and
interest contract, which represented the estimated fair value of the guarantee
at its inception. The principal and interest guarantee is not a derivative
contract. Therefore, the liability related to this contract is not
marked-to-market each period. Due to the nature of the guarantee, we will reduce
this liability only upon either the expiration or settlement of the guarantee.
If actual losses are incurred, a liability for the losses will be established,
and a portion of the guarantee liability will be released. The amount released
will depend on our evaluation of expected ultimate loss experience.
CORPORATE AND OTHER
Corporate and other includes investment income earned on corporate
invested assets, interest expense and other expenses not allocated to the
operating subsidiaries, and the results of our real estate and other
non-insurance subsidiaries. Corporate and other produced a loss before taxes of
$125.0 million in the first nine months of 2004 compared with a loss of $102.4
million in the first nine months of 2003. The higher loss in 2004 was due
primarily to lower income from our investment in Allied World Assurance Company,
Ltd., higher interest expense and a larger loss from our real estate operations
offset in part by higher investment income. The third quarter results of Allied
World included storm losses, our share of which was approximately $30 million.
Interest expense was higher in 2004 due primarily to the issuance of $500
million of debt in the first quarter of 2003 and $460 million of debt in the
second quarter of 2003. Investment income was higher in 2004 due to an increase
in corporate invested assets resulting from the issuance of debt and equity
securities during 2003.
Page 26
In both 2004 and 2003, corporate results included a loss at The Chubb
Institute, Inc., our post secondary educational subsidiary. As part of our focus
on our core insurance business, we sold Chubb Institute in September 2004. The
sale transaction is further discussed under "Realized Investment Gains and
Losses."
REAL ESTATE
Real estate operations resulted in a loss before taxes of $12.1 million in
the first nine months of 2004 compared with a loss of $3.2 million in the same
period in 2003, which amounts are included in the corporate and other results.
The higher loss in 2004 was due primarily to the recognition of an impairment
loss on a commercial property.
We own approximately $270 million of land that we expect will be developed
in the future. In addition, our real estate assets include approximately $170
million of commercial properties and land parcels under lease, of which $22
million relates to a variable interest entity in which we are the primary
beneficiary. We are continuing to explore the sale of certain of our remaining
properties.
The recoverability of the carrying value of our real estate assets is
assessed based on our ability to fully recover costs through a future revenue
stream. The assumptions used reflect future improvement in demand for office
space, an increase in rental rates and the ability and intent to obtain
financing in order to hold and develop such remaining properties and protect our
interests over the long term. We believe that we have made adequate provisions
for impairment of real estate assets. However, if the assets are not sold or
developed or if leased properties do not perform as presently contemplated, it
is possible that additional impairment losses may be recognized that would have
a material adverse effect on the Corporation's results of operations.
REALIZED INVESTMENT GAINS AND LOSSES
Net investment gains realized were as follows:
Periods Ended September 30
---------------------------------------
Third Quarter Nine Months
------------------ -----------------
2004 2003 2004 2003
---- ---- ---- ----
(in millions)
Net realized gains (losses)
Equity securities $ 35.9 $39.8 $165.8 $59.2
Fixed maturities 17.7 21.9 12.4 74.6
Chubb Institute (4.5) - (31.5) -
------ ----- ------ -----
49.1 61.7 146.7 133.8
------ ----- ------ -----
Other than temporary impairment
Equity securities - 1.2 - 14.5
Fixed maturities .2 - .2 33.6
------ ----- ------ -----
.2 1.2 .2 48.1
------ ----- ------ -----
Realized investment gains
before tax $ 48.9 $60.5 $146.5 $85.7
====== ===== ====== =====
Realized investment gains
after tax $ 31.7 $39.3 $ 99.4 $55.7
====== ===== ====== =====
Page 27
A substantial portion of the realized gains in 2004 from equity securities
related to our share of gains recognized by investment partnerships in which we
have an interest.
In May 2004, we entered into an agreement to sell Chubb Institute. We
recognized a loss of $27 million in the second quarter based on the terms of the
agreement. The sale closed in September 2004. Under the final terms of the sale,
we recognized an additional loss of $4.5 million in the third quarter.
We regularly review those invested assets whose fair value is less than
cost to determine if an other than temporary decline in value has occurred. In
evaluating whether a decline in value of any investment is other than temporary,
we consider various quantitative and qualitative factors including the length of
time and the extent to which the fair value has been less than the cost, the
financial condition and near term prospects of the issuer, whether the debtor is
current on contractually obligated interest and principal payments, and our
intent and ability to hold the investment for a period of time sufficient to
allow us to recover our cost. If a decline in the fair value of an individual
security is deemed to be other than temporary, the difference between cost and
estimated fair value is charged to income as a realized investment loss. The
fair value of the investment becomes its new cost basis.
CAPITAL RESOURCES AND LIQUIDITY
Capital resources and liquidity represent the overall financial strength
of the Corporation and its ability to generate cash flows from its operating
subsidiaries, borrow funds at competitive rates and raise new capital to meet
operating and growth needs.
CAPITAL RESOURCES
Capital resources provide protection for policyholders, furnish the
financial strength to support the business of underwriting insurance risks and
facilitate continued business growth. At September 30, 2004, the Corporation had
shareholders' equity of $9.6 billion and total debt of $2.8 billion.
Management continuously monitors the amount of capital resources that the
Corporation maintains both for itself and its operating subsidiaries. In
connection with our long-term capital strategy, the Corporation from time to
time contributes capital to its property and casualty subsidiaries. In addition,
in order to satisfy its capital needs as a result of any rating agency capital
adequacy or other future rating issues, or in the event the Corporation were to
need additional capital to make strategic investments in light of market
opportunities, the Corporation may take a variety of actions, which could
include the issuance of additional debt and/or equity securities. In June 2003,
a shelf registration statement that the Corporation filed in March 2003 was
declared effective by the Securities and Exchange Commission. Under the
registration statement, up to $2.5 billion of various types of securities may be
issued. At September 30, 2004, the Corporation had approximately $650 million
remaining under the shelf registration statement.
In July 1998, the Board of Directors authorized the repurchase of up to
12,500,000 shares of the Corporation's common stock. The authorization has no
expiration. The Corporation made no share repurchases during the first nine
months of 2004. As of September 30, 2004, 3,287,100 shares remained under the
share repurchase authorization. We do not anticipate that we will repurchase any
shares of our common stock in 2004.
Page 28
RATINGS
The Corporation and its insurance subsidiaries are rated by major rating
agencies. These ratings reflect the rating agency's opinion of our financial
strength, operating performance, strategic position and ability to meet our
obligations to policyholders.
Ratings are an important factor in establishing our competitive position
in our operating businesses. There can be no assurance that our ratings will
continue for any given period of time or that they will not be changed.
Reductions in our ratings could adversely affect the competitive position of our
operating businesses.
It is possible that positive or negative ratings actions may occur in the
future. If our ratings were downgraded, the Corporation may incur higher
borrowing costs and may have more limited means to access capital.
LIQUIDITY
Liquidity is a measure of our ability to generate sufficient cash flows to
meet the short and long term cash requirements of our business operations.
Our property and casualty operations provide liquidity in that premiums
are generally received months or even years before losses are paid under the
policies purchased by such premiums. Historically, cash receipts from
operations, consisting of insurance premiums and investment income, have
provided more than sufficient funds to pay losses, operating expenses and
dividends to the Corporation. After satisfying our cash requirements, excess
cash flows are used to build the investment portfolio and thereby increase
future investment income.
New cash from operations available for investment by the property and
casualty subsidiaries was approximately $3.0 billion in the first nine months of
2004 compared with $2.2 billion in the same period in 2003. The increase in new
cash in 2004 was due to premium receipts increasing at a greater rate than paid
losses and operating expenses.
Our property and casualty subsidiaries maintain investments in highly
liquid, short-term and other marketable securities to provide for immediate cash
needs.
The Corporation's liquidity requirements in the past have been met by
dividends from its property and casualty subsidiaries and the issuance of
commercial paper and debt and equity securities. Subject to our operating
results, financial condition, capital structure and any regulatory constraints,
it is expected that our liquidity requirements in the future will be met by
these sources of funds or, if necessary, borrowings from our credit facilities.
The Corporation has two credit agreements with a group of banks that
provide for unsecured borrowings of up to $500 million in the aggregate. The
$250 million short term revolving credit facility, which was to have terminated
on June 24, 2004, was extended to June 22, 2005. The $250 million medium term
revolving credit facility terminates on June 28, 2007. There have been no
borrowings under these agreements.
Page 29
INVESTED ASSETS
The main objectives in managing our investment portfolios are to maximize
after-tax investment income and total investment returns while minimizing credit
risks in order to provide maximum support to the insurance underwriting
operations. Investment strategies are developed based on many factors including
underwriting results and our resulting tax position, regulatory requirements,
fluctuations in interest rates and consideration of other market risks.
Investment decisions are centrally managed by investment professionals based on
guidelines established by management and approved by the boards of directors.
Our investment portfolio is primarily comprised of high quality bonds,
principally tax-exempt, U.S. Treasury and government agency, mortgage-backed
securities and corporate issues as well as foreign bonds that support our
international operations. In addition, the portfolio includes equity securities
held primarily with the objective of capital appreciation.
In the first nine months of 2004, we invested new cash in tax-exempt bonds
and taxable bonds. The taxable bonds were primarily mortgage-backed securities
and U.S. Treasury securities. Our objective is to achieve the appropriate mix of
taxable and tax-exempt securities in our portfolio to balance both investment
and tax strategies.
The unrealized appreciation before tax of investments carried at market
value, which includes fixed maturities classified as available-for-sale and
equity securities, was $925 million and $1,036 million at September 30, 2004 and
December 31, 2003, respectively. Such unrealized appreciation is reflected in a
separate component of other comprehensive income, net of applicable deferred
income tax.
The unrealized market appreciation before tax of those fixed maturities
carried at amortized cost was $24 million at September 30, 2004 and $35 million
at December 31, 2003. Such unrealized appreciation was not reflected in the
consolidated financial statements.
Changes in unrealized appreciation of fixed maturities were due primarily
to fluctuations in interest rates.
Page 30
Item 4 - Controls and Procedures
As of September 30, 2004, an evaluation of the effectiveness of the design
and operation of the Corporation's disclosure controls and procedures was
performed under the supervision and with the participation of the Corporation's
management, including the chief executive officer and chief financial officer.
Based on that evaluation, the chief executive officer and chief financial
officer concluded that the Corporation's disclosure controls and procedures were
effective as of the evaluation date.
During the three month period ended September 30, 2004, there were no
changes in internal control over financial reporting that have materially
affected, or are reasonably likely to materially affect, the Corporation's
internal control over financial reporting.
Page 31
PART II. OTHER INFORMATION
Item 1 - Legal Proceedings
As part of ongoing investigations of market practices in the insurance
industry, the Corporation has received subpoenas and other information requests
from the Attorneys General of several states, including Connecticut, New York,
North Carolina and Ohio. It is our belief that these inquiries are being made
to a number of industry participants doing business in the relevant
jurisdictions and that the Corporation has not been singled out in being asked
to provide information in any investigation. We anticipate that officials from
other jurisdictions will initiate investigations into similar matters and,
because the Corporation's insurance subsidiaries operate throughout the United
States and in many jurisdictions outside of the United States, the Corporation
believes that it is likely that it will receive additional subpoenas and
requests for information in connection with such inquiries. The Corporation
will cooperate fully in such investigations.
Item 5 - Other Information
The Corporation's independent registered public accounting firm, Ernst &
Young LLP ("Ernst & young"), recently reported to the Corporation's Audit
Committee and management that affiliates of Ernst & Young had performed certain
tax remittance and disbursement services in China on behalf of a subsidiary of
the Corporation and that such services raised questions regarding Ernst &
Young's independence with respect to its performance of audit services. As part
of its report, Ernst & Young informed the Corporation's Audit Committee and
management that Ernst & Young has reported the existence of these services,
which were discontinued in 2002, to the Securities and Exchange Commission and
the Public Company Accounting Oversight Board. Ernst & Young has concluded
that, given several factors including the nature of the services, the de
minimis fees associated therewith (which for 2001 and 2002 were approximately
$11,000 in the aggregate) and the fact that none of its personnel involved in
providing these services performed any audit or audit-related services for the
Corporation, Ernst & Young's independence with respect to its audit services
has not been impaired. After discussion, the Audit Committee concurred in this
conclusion that Ernst & Young's independence was not impaired by the provision
of these services.
Page 32
Item 6 - Exhibits and Reports on Form 8-K
A. Exhibits
Exhibit (31) Rule 13a-14(a)/15d-14(a) Certifications
(1) Certification by John D. Finnegan
(2) Certification by Michael O'Reilly
Exhibit (32) Section 1350 Certifications
(1) Certification by John D. Finnegan
(2) Certification by Michael O'Reilly
B. Reports on Form 8-K
The Registrant filed a current report on Form 8-K on July 20, 2004
furnishing under Item 9 information with respect to a settlement
agreement between two subsidiaries of the Registrant and Aquila, Inc.
The Registrant filed a current report on Form 8-K on July 22, 2004
furnishing under Item 9 information with respect to court approval of
the settlement agreement between two subsidiaries of the Registrant and
Aquila, Inc.
The Registrant filed a current report on Form 8-K on July 27, 2004
furnishing under Item 12 information with respect to the issuance of a
press release announcing its results for the quarter ended June 30,
2004 and the availability of its Supplementary Investor Information
Report for the quarter ended June 30, 2004.
The Registrant filed a current report on Form 8-K on August 11, 2004
furnishing under Item 9 information with respect to the death of a
member of the Corporation's board of directors.
The Registrant filed a current report on Form 8-K on August 25, 2004
furnishing under Item 7.01 information with respect to the impact of
Hurricane Charley.
The Registrant filed a current report on Form 8-K on September 7, 2004
furnishing under Item 7.01 information with respect to the consummation
of the previously announced sale of The Chubb Institute, Inc.
The Registrant filed a current report on Form 8-K on September 20, 2004
furnishing under Item 7.01 information with respect to the impact of
Hurricane Frances.
The Registrant filed a current report on Form 8-K on October 15, 2004
furnishing under Item 7.01 information with respect to the impact of
hurricanes in the third quarter.
The Registrant filed a current report on Form 8-K on October 25, 2004
furnishing under Item 7.01 information with respect to receipt of
interrogatories and a subpoena seeking information as part of an
investigation by the Connecticut Attorney General's office into
possible violations of the antitrust laws.
Page 33
The Registrant filed a current report on Form 8-K on October 26, 2004
furnishing under Item 2.02 information with respect to the issuance
of a press release announcing its results for the quarter ended
September 30, 2004 and the availability of its Supplementary Investor
Information Report for the quarter ended September 30, 2004.
The Registrant filed a current report on Form 8-K on November 2, 2004
furnishing under Item 7.01 information with respect to receipt of an
investigative demand seeking information as part of an investigation by
the Ohio Attorney General's office into possible violations of the
antitrust laws.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, The
Chubb Corporation has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE CHUBB CORPORATION
(Registrant)
By: /s/ Henry B. Schram
----------------------------
Henry B. Schram
Senior Vice-President and
Chief Accounting Officer
Date: November 8, 2004