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, 2010

 

OR

 

o 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 1-10804

 

XL GROUP

Public Limited Company

(Exact name of registrant as specified in its charter)


 

 

 

Ireland

 

98-0665416

(State or other jurisdiction of

 

(I.R.S. Employer Identification No.)

incorporation or organization)

 

 

No. 1 Hatch Street Upper, 4th Floor, Dublin 2, Ireland
(Address of principal executive offices and zip code)
+353 (1) 405-2033
(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 o

          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 o

          Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

          Large accelerated filer x     Accelerated filer o     Non-accelerated filer o     Smaller reporting company o

          Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes o No x

          As of November 3, 2010, there were 323,225,555 outstanding Class A Ordinary Shares, $0.01 par value per share, of the registrant.



XL GROUP PUBLIC LIMITED COMPANY

INDEX TO FORM 10-Q

 

 

 

 

 

 

 

 

 

 

Page No.

 

 

 

 


PART I—FINANCIAL INFORMATION

Item 1.

 

Financial Statements:

 

 

 

 

 

Consolidated Balance Sheets at September 30, 2010 (Unaudited) and December 31, 2009

 

3

 

 

 

Consolidated Statements of Income for the Three and Nine months Ended September 30, 2010 and 2009 (Unaudited)

 

4

 

 

 

Consolidated Statements of Comprehensive Income for the Three and Nine months Ended September 30, 2010 and 2009 (Unaudited)

 

5

 

 

 

Consolidated Statements of Shareholders’ Equity for the Nine months Ended September 30, 2010 and 2009 (Unaudited)

 

6

 

 

 

Consolidated Statements of Cash Flows for the Nine months Ended September 30, 2010 and 2009 (Unaudited)

 

7

 

 

 

Notes to Unaudited Consolidated Financial Statements

 

8

 

Item 2.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

45

 

Item 3.

 

Quantitative and Qualitative Disclosures About Market Risk

 

84

 

Item 4.

 

Controls and Procedures

 

91

 

 

 

 

 

 

 

PART II—OTHER INFORMATION

Item 1.

 

Legal Proceedings

 

92

 

Item 1A.

 

Risk Factors

 

94

 

Item 2.

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

94

 

Item 6.

 

Exhibits

 

95

 

 

 

Signatures

 

96

 



PART I—FINANCIAL INFORMATION

 

 

 


 

 

ITEM 1.

 

FINANCIAL STATEMENTS


 

 

XL GROUP PLC

CONSOLIDATED BALANCE SHEETS

 

 

 

 

 

 

 

 

(U.S. dollars in thousands, except share data)

 

(Unaudited)
September 30,
2010

 

December 31,
2009

 

 

 


 


 

A S S E T S

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

Fixed maturities, at fair value (amortized cost: 2010, $25,860,420; 2009, $28,798,504)

 

$

26,008,178

 

$

27,512,032

 

Equity securities, at fair value (cost: 2010, $18,620; 2009, $12,344)

 

 

21,547

 

 

17,779

 

Short-term investments, at fair value (amortized cost: 2010, $1,792,557; 2009, $1,767,197)

 

 

1,802,080

 

 

1,777,360

 

 

 



 



 

Total investments available for sale

 

 

27,831,805

 

 

29,307,171

 

Fixed maturities, held to maturity at amortized cost (fair value: 2010, $2,937,835; 2009, $530,319)

 

$

2,761,380

 

$

546,067

 

Investments in affiliates

 

 

1,055,863

 

 

1,185,604

 

Other investments

 

 

878,458

 

 

783,189

 

 

 



 



 

Total investments

 

 

32,527,506

 

 

31,822,031

 

Cash and cash equivalents

 

 

3,957,629

 

 

3,643,697

 

Accrued investment income

 

 

357,555

 

 

350,055

 

Deferred acquisition costs

 

 

675,688

 

 

654,065

 

Ceded unearned premiums

 

 

798,762

 

 

711,875

 

Premiums receivable

 

 

2,560,294

 

 

2,597,602

 

Reinsurance balances receivable

 

 

194,668

 

 

374,844

 

Unpaid losses and loss expenses recoverable

 

 

3,611,975

 

 

3,584,028

 

Net receivable from investments sold

 

 

 

 

84,617

 

Goodwill and other intangible assets

 

 

840,972

 

 

845,129

 

Deferred tax asset

 

 

116,124

 

 

240,425

 

Other assets

 

 

654,868

 

 

717,864

 

 

 



 



 

Total assets

 

$

46,296,041

 

$

45,626,232

 

 

 



 



 

L I A B I L I T I E S  A N D  S H A R E H O L D E R S’  E Q U I T Y

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

Unpaid losses and loss expenses

 

$

20,664,885

 

$

20,823,524

 

Deposit liabilities

 

 

1,771,489

 

 

2,208,699

 

Future policy benefit reserves

 

 

5,183,705

 

 

5,490,119

 

Unearned premiums

 

 

3,824,260

 

 

3,651,310

 

Notes payable and debt

 

 

2,465,901

 

 

2,451,417

 

Reinsurance balances payable

 

 

312,432

 

 

378,887

 

Net payable for investments purchased

 

 

133,286

 

 

36,979

 

Deferred tax liability

 

 

93,170

 

 

46,557

 

Other liabilities

 

 

905,403

 

 

923,650

 

 

 



 



 

Total liabilities

 

$

35,354,531

 

$

36,011,142

 

 

 



 



 

Commitments and Contingencies

 

 

 

 

 

 

 

Redeemable Series C preference ordinary shares, 20,000,000 authorized, par value $0.01; Issued and outstanding: (2010, 2,876,000; 2009, 7,306,920)

 

$

71,900

 

$

182,673

 

Shareholders’ Equity:

 

 

 

 

 

 

 

Series E preference ordinary shares, 1,000,000 authorized, par value $0.01; Issued and outstanding: (2010, 1,000,000; 2009, 1,000,000)

 

 

10

 

 

10

 

Class A ordinary shares, 999,990,000 authorized, par value $0.01; Issued and outstanding: (2010, 328,153,403; 2009, 342,118,986)

 

 

3,282

 

 

3,421

 

Additional paid in capital

 

 

10,232,134

 

 

10,474,688

 

Accumulated other comprehensive income (loss)

 

 

274,187

 

 

(1,142,467

)

Retained earnings

 

 

357,774

 

 

94,460

 

 

 



 



 

Shareholders’ equity attributable to XL Group plc

 

$

10,867,387

 

$

9,430,112

 

Non-controlling interest in equity of consolidated subsidiaries

 

 

2,223

 

 

2,305

 

 

 



 



 

Total shareholders’ equity

 

$

10,869,610

 

$

9,432,417

 

 

 



 



 

Total liabilities, redeemable preference ordinary shares and shareholders’ equity

 

$

46,296,041

 

$

45,626,232

 

 

 



 



 

See accompanying Notes to Unaudited Consolidated Financial Statements

3


XL GROUP PLC

CONSOLIDATED STATEMENTS OF INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 


 

(U.S. dollars in thousands, except earnings per share data)

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net premiums earned

 

$

1,365,327

 

$

1,445,719

 

$

4,036,573

 

$

4,326,940

 

Net investment income

 

 

296,730

 

 

327,145

 

 

907,648

 

 

1,003,459

 

Realized investment gains (losses):

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized gains (losses) on investments sold

 

 

(30,793

)

 

(3,829

)

 

(30,751

)

 

33,794

 

Other-than-temporary impairments on investments

 

 

(27,377

)

 

(459,344

)

 

(114,627

)

 

(860,004

)

Other-than-temporary impairments on investments transferred to other comprehensive income

 

 

(10,585

)

 

137,653

 

 

(20,939

)

 

168,323

 

 

 



 



 



 



 

Total net realized (losses) on investments

 

 

(68,755

)

 

(325,520

)

 

(166,317

)

 

(657,887

)

Net realized and unrealized gains (losses) on derivative instruments

 

 

12,473

 

 

(9,133

)

 

(27,903

)

 

(9,571

)

Net income from investment fund affiliates

 

 

3,105

 

 

42,288

 

 

30,367

 

 

52,481

 

Fee income and other

 

 

11,262

 

 

8,519

 

 

29,215

 

 

30,501

 

 

 



 



 



 



 

Total revenues

 

$

1,620,142

 

$

1,489,018

 

$

4,809,583

 

$

4,745,923

 

 

 



 



 



 



 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss expenses incurred

 

$

811,980

 

$

818,238

 

$

2,451,345

 

$

2,388,149

 

Claims and policy benefits

 

 

144,358

 

 

185,067

 

 

391,476

 

 

517,614

 

Acquisition costs

 

 

198,173

 

 

212,846

 

 

579,870

 

 

654,337

 

Operating expenses

 

 

236,193

 

 

234,096

 

 

710,168

 

 

766,730

 

Exchange (gains) losses

 

 

44,540

 

 

(16,843

)

 

(8,819

)

 

103,754

 

Interest expense

 

 

58,609

 

 

53,469

 

 

156,828

 

 

169,008

 

Loss on termination of guarantee

 

 

 

 

 

 

23,500

 

 

 

Amortization of intangible assets

 

 

465

 

 

465

 

 

1,394

 

 

1,394

 

 

 



 



 



 



 

Total expenses

 

$

1,494,318

 

$

1,487,338

 

$

4,305,762

 

$

4,600,986

 

 

 



 



 



 



 

Income before income tax and income from operating affiliates

 

$

125,824

 

$

1,680

 

$

503,821

 

$

144,937

 

Provision for income tax

 

 

(29,810

)

 

(3,616

)

 

(102,622

)

 

(65,614

)

Income from operating affiliates

 

 

14,035

 

 

23,027

 

 

46,654

 

 

30,366

 

 

 



 



 



 



 

Net income

 

$

110,049

 

$

21,091

 

$

447,853

 

$

109,689

 

Non-controlling interest in net (income) loss of subsidiary

 

 

(6

)

 

7

 

 

75

 

 

47

 

 

 



 



 



 



 

Net income attributable to XL Group plc

 

$

110,043

 

$

21,098

 

$

447,928

 

$

109,736

 

Preference share dividends

 

 

(32,500

)

 

(32,500

)

 

(67,194

)

 

(74,626

)

Gain on redemption of Series C Preference Ordinary Shares

 

 

 

 

 

 

16,616

 

 

211,816

 

 

 



 



 



 



 

Net income attributable to ordinary shareholders

 

$

77,543

 

$

(11,402

)

$

397,350

 

$

246,926

 

 

 



 



 



 



 

Weighted average ordinary shares and ordinary share equivalents outstanding – basic (in thousands)

 

 

338,724

 

 

342,118

 

 

340,927

 

 

339,095

 

 

 



 



 



 



 

Weighted average ordinary shares and ordinary share equivalents outstanding – diluted (in thousands)

 

 

339,819

 

 

342,620

 

 

341,764

 

 

339,349

 

 

 



 



 



 



 

Earnings per ordinary share and ordinary share equivalent - basic

 

$

0.23

 

$

(0.03

)

$

1.17

 

$

0.73

 

 

 



 



 



 



 

Earnings per ordinary share and ordinary share equivalent - diluted

 

$

0.23

 

$

(0.03

)

$

1.16

 

$

0.73

 

 

 



 



 



 



 

See accompanying Notes to Unaudited Consolidated Financial Statements

4


XL GROUP PLC

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 


 

(U.S. dollars in thousands)

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Net income attributable to XL Group plc

 

$

110,043

 

$

21,098

 

$

447,928

 

$

109,736

 

Impact of adoption of new authoritative other-than-temporary (“OTTI”) guidance, net of tax

 

 

 

 

 

 

 

 

(229,670

)

Impact of adoption of new authoritative embedded derivative guidance, net of tax

 

 

31,917

 

 

 

 

31,917

 

 

 

Change in net unrealized gains on investments, net of tax

 

 

430,626

 

 

1,777,621

 

 

1,310,958

 

 

2,104,101

 

Change in other-than-temporary impairment losses recognized in other comprehensive income, net of tax

 

 

49,465

 

 

(128,004

)

 

81,102

 

 

(153,599

)

Change in underfunded pension liability

 

 

(4,045

)

 

180

 

 

(478

)

 

(136

)

Change in value of cash flow hedge

 

 

110

 

 

111

 

 

330

 

 

329

 

Foreign currency translation adjustments, net

 

 

104,847

 

 

85,908

 

 

(3,461

)

 

175,547

 

Change in net unrealized gain (loss) on future policy benefit reserves

 

 

 

 

1,825

 

 

(3,714

)

 

3,832

 

 

 



 



 



 



 

Comprehensive income

 

$

722,963

 

$

1,758,739

 

$

1,864,582

 

$

2,010,140

 

 

 



 



 



 



 

See accompanying Notes to Unaudited Consolidated Financial Statements

5


XL GROUP PLC

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

(U.S. dollars in thousands)

 

2010

 

2009

 

 

 


 


 

Non-controlling Interest in Equity of Consolidated Subsidiaries:

 

 

 

 

 

 

 

Balance – beginning of year

 

$

2,305

 

$

1,598

 

Non-controlling interest share in net income (loss) of subsidiary

 

 

(75

)

$

(47

)

Non-controlling interest share in change in accumulated other comprehensive (income) loss

 

 

(7

)

 

811

 

 

 



 



 

Balance – end of period

 

$

2,223

 

$

2,362

 

 

 



 



 

Series E Preference Ordinary Shares:

 

 

 

 

 

 

 

Balance – beginning of year

 

$

10

 

$

10

 

 

 



 



 

Balance – end of period

 

$

10

 

$

10

 

 

 



 



 

Class A Ordinary Shares:

 

 

 

 

 

 

 

Balance – beginning of year

 

$

3,421

 

$

3,308

 

Issuance of Class A ordinary shares

 

 

 

 

115

 

Exercise of stock options

 

 

 

 

1

 

Repurchase of shares

 

 

(139

)

 

(3

)

 

 



 



 

Balance – end of period

 

$

3,282

 

$

3,421

 

 

 



 



 

Additional Paid in Capital:

 

 

 

 

 

 

 

Balance – beginning of year

 

$

10,474,688

 

$

9,792,371

 

Issuance of Class A ordinary shares

 

 

1,102

 

 

742,172

 

Repurchase of Class A ordinary shares

 

 

(270,572

)

 

(575

)

Dividends on Class A ordinary shares

 

 

 

 

(68,389

)

Dividends on preference ordinary shares

 

 

 

 

(42,126

)

Exercise of stock options, net of tax

 

 

790

 

 

 

Share based compensation expense

 

 

26,126

 

 

39,814

 

 

 



 



 

Balance – end of period

 

$

10,232,134

 

$

10,463,267

 

 

 



 



 

Accumulated Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

Balance – beginning of year

 

$

(1,142,467

)

$

(3,364,927

)

Impact of adoption of new authoritative OTTI guidance, net of tax

 

 

 

 

(229,670

)

Impact of adoption of new authoritative embedded derivative guidance, net of tax

 

 

31,917

 

 

 

Change in net unrealized gains/losses on investment portfolio, net of tax

 

 

1,285,845

 

 

2,090,258

 

Change in net unrealized gains/losses on affiliate and other investments, net of tax

 

 

25,113

 

 

13,843

 

Change in OTTI losses recognized in other comprehensive income, net of tax

 

 

81,102

 

 

(153,599

)

Change in underfunded pension liability

 

 

(478

)

 

(136

)

Change in value of cash flow hedge

 

 

330

 

 

329

 

Foreign currency translation adjustments

 

 

(3,461

)

 

175,547

 

Change in net unrealized gain (loss) on future policy benefit reserves

 

 

(3,714

)

 

3,832

 

 

 



 



 

Balance – end of period

 

$

274,187

 

$

(1,464,523

)

 

 



 



 

Retained Earnings (Deficit):

 

 

 

 

 

 

 

Balance – beginning of year

 

$

94,460

 

$

(315,529

)

Impact of adoption of new authoritative OTTI guidance, net of tax

 

 

 

 

229,670

 

Impact of adoption of new authoritative embedded derivative guidance, net of tax

 

 

(31,917

)

 

 

Net income attributable to XL Group plc

 

 

447,928

 

 

109,736

 

Dividends on Series E preference ordinary shares

 

 

(67,194

)

 

(32,500

)

Dividends on Class A ordinary shares

 

 

(102,119

)

 

(34,213

)

Gain on redemption of Series C preference ordinary shares

 

 

16,616

 

 

211,816

 

 

 



 



 

Balance – end of period

 

$

357,774

 

$

168,980

 

 

 



 



 

Total Shareholders’ Equity

 

$

10,869,610

 

$

9,173,517

 

 

 



 



 

See accompanying Notes to Unaudited Consolidated Financial Statements

6


XL GROUP PLC

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

(U.S. dollars in thousands)

 

2010

 

2009

 

 

 


 


 

Cash flows (used in) provided by operating activities:

 

 

 

 

 

 

 

Net income

 

$

447,853

 

$

109,689

 

Adjustments to reconcile net income to net cash (used in) provided by operating activities:

 

 

 

 

 

 

 

Non-controlling interest in net (income) loss of subsidiary

 

 

75

 

 

47

 

Net realized losses on sales of investments

 

 

166,317

 

 

657,887

 

Net realized and unrealized losses on derivative instruments

 

 

27,903

 

 

9,571

 

Amortization of premiums (discounts) on fixed maturities

 

 

39,354

 

 

(16,512

)

(Income) loss from investment and operating affiliates

 

 

(77,021

)

 

(82,847

)

Amortization of deferred compensation

 

 

23,172

 

 

25,376

 

Accretion of convertible debt

 

 

751

 

 

749

 

Accretion of deposit liabilities

 

 

81,093

 

 

32,401

 

Unpaid losses and loss expenses

 

 

(70,305

)

 

(771,209

)

Future policy benefit reserves

 

 

(137,333

)

 

(100,948

)

Unearned premiums

 

 

203,165

 

 

(142,345

)

Premiums receivable

 

 

(9,184

)

 

247,838

 

Unpaid losses and loss expenses recoverable

 

 

(27,010

)

 

231,680

 

Ceded unearned premiums

 

 

(88,599

)

 

(27,634

)

Reinsurance balances receivable

 

 

177,493

 

 

109,921

 

Deferred acquisition costs

 

 

(29,262

)

 

(39,601

)

Reinsurance balances payable

 

 

(62,689

)

 

(47,926

)

Deferred tax asset

 

 

52,636

 

 

(40,378

)

Other assets

 

 

(95,489

)

 

25,013

 

Other liabilities

 

 

(28,906

)

 

(190,654

)

Other

 

 

235,262

 

 

34,965

 

 

 



 



 

Total adjustments

 

$

381,423

 

$

(84,606

)

 

 



 



 

Net cash provided by (used in) operating activities

 

$

829,276

 

$

25,083

 

 

 



 



 

Cash flows provided by (used in) investing activities:

 

 

 

 

 

 

 

Proceeds from sale of fixed maturities and short-term investments

 

$

3,807,049

 

$

6,960,410

 

Proceeds from redemption of fixed maturities and short-term investments

 

 

2,114,283

 

 

4,013,162

 

Proceeds from sale of equity securities

 

 

66,893

 

 

356,344

 

Purchases of fixed maturities and short-term investments

 

 

(5,527,491

)

 

(11,752,333

)

Purchases of equity securities

 

 

(71,629

)

 

(18,967

)

Net dispositions of investment affiliates

 

 

230,303

 

 

724,800

 

Other investments, net

 

 

4,249

 

 

(139,890

)

 

 



 



 

Net cash provided by (used in) investing activities

 

$

623,657

 

$

143,526

 

 

 



 



 

Cash flows (used in) financing activities:

 

 

 

 

 

 

 

Proceeds from issuance of Class A ordinary shares

 

$

790

 

$

745,000

 

Repurchase of Class A ordinary shares

 

 

(270,815

)

 

(576

)

Redemption of Series C preference ordinary shares

 

 

(94,157

)

 

(104,718

)

Dividends paid on Class A ordinary shares

 

 

(101,766

)

 

(102,565

)

Dividends paid on preference ordinary shares

 

 

(40,267

)

 

(55,751

)

Deposit liabilities

 

 

(623,512

)

 

(198,353

)

Repayment of debt

 

 

 

 

(745,000

)

Collateral received on securities lending

 

 

 

 

108,906

 

Collateral returned on securities lending

 

 

 

 

(351,568

)

 

 



 



 

Net cash (used in) financing activities

 

$

(1,129,727

)

$

(704,625

)

Effects of exchange rate changes on foreign currency cash

 

 

(9,274

)

 

88,467

 

 

 



 



 

Increase (decrease) in cash and cash equivalents

 

 

313,932

 

 

(447,549

)

Cash and cash equivalents – beginning of period

 

 

3,643,697

 

 

4,353,826

 

 

 



 



 

Cash and cash equivalents – end of period

 

$

3,957,629

 

$

3,906,277

 

 

 



 



 

See accompanying Notes to Unaudited Consolidated Financial Statements

7


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Preparation and Consolidation

          Prior to July 1, 2010, unless the context otherwise indicates, references herein to the “Company” are to, and these financial statements include the accounts of, XL Group Ltd. (formerly, XL Capital Ltd), a Cayman Islands exempted company (“XL-Cayman”), and its consolidated subsidiaries.  On and subsequent to July 1, 2010, unless the context otherwise indicates, references herein to the “Company” are to, and these financial statements include the accounts of, XL Group plc, an Irish public limited company (“XL-Ireland”), and its consolidated subsidiaries.

          These unaudited consolidated financial statements include the accounts of the Company and all of its subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In addition, the year-end balance sheet data were derived from audited financial statements but does not include all disclosures required by GAAP. In the opinion of management, these unaudited financial statements reflect all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of financial position and results of operations at the end of and for the periods presented. The results of operations for any interim period are not necessarily indicative of the results for a full year. All significant inter-company accounts and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from these estimates.

          To facilitate period-to-period comparisons, certain reclassifications have been made to prior period consolidated financial statement amounts to conform to current period presentation. There was no effect on net income from this change in presentation.

          On July 1, 2010, XL Capital Ltd changed its name to XL Group Ltd.

          In addition, on July 1, 2010, XL-Ireland and XL-Cayman completed a redomestication transaction in which all of the ordinary shares of XL-Cayman were exchanged for all of the ordinary shares of XL-Ireland (the “Redomestication”). As a result, XL-Cayman became a wholly owned subsidiary of XL-Ireland. On July 23, 2010, the Irish High Court approved XL-Ireland’s creation of distributable reserves, subject to the completion of certain formalities under Irish Company law. These formalities were completed in early August 2010. For further detailed information on this transaction and its impacts on shareholder rights, shareholders’ equity, debt and notes outstanding and employee stock plan awards, see the Company’s Report on Form 8-K filed with the U.S. Securities and Exchange Commission on July 2, 2010.

2. Significant Accounting Policies

           (a) Recent Accounting Pronouncements

          In June 2009, the FASB issued final authoritative guidance over accounting for transfers of financial assets that removed the concept of a qualifying special-purpose entity from existing accounting guidance over transfers of financial assets and also removes the exception from applying guidance surrounding consolidation of variable interest entities to qualifying special-purpose entities. This new guidance was applied by the Company from January 1, 2010; however, it did not have an impact on the Company’s financial condition or results of operations.

          In June 2009, the FASB issued final authoritative accounting guidance in an effort to improve financial reporting by enterprises involved with variable interest entities. This guidance retains the scope of the previous standard covering variable interest entities except, as noted above, with the addition of entities previously considered qualifying special-purpose entities. The new guidance requires an enterprise to perform an analysis to determine whether the enterprise’s variable interest or interests give it a controlling financial interest in a variable interest entity under revised guidance that are more qualitative than under previous guidance and amends previous guidance to require ongoing reassessments of whether an enterprise is the primary beneficiary of a variable interest entity. Before this update, previous guidance required reconsideration of whether an enterprise is the primary beneficiary of a variable interest entity only when specific events occurred. The new guidance also amends previous guidance to require enhanced disclosures that provide users of financial statements with more transparent information about an enterprise’s involvement with a variable interest entity. The enhanced disclosures are required for any enterprise that holds a variable interest in a variable interest entity. The content of the enhanced disclosures required by this new guidance is generally consistent with that required by the previous standards. The Company applied this new guidance from January 1, 2010; however, it did not have an impact on the Company’s financial condition and results of operations. See Note 10, “Variable Interest Entities”, for the disclosures required by this guidance.

8


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

2. Significant Accounting Policies (Continued)

          (a) Recent Accounting Pronouncements (Continued)

          In January 2010, the FASB issued an accounting standards update on Improving Disclosures about Fair Value Measurements. The provisions of this authoritative guidance require new disclosures about recurring and nonrecurring fair value measurements including significant transfers into and out of Level 1 and Level 2 fair value measurements and information on purchases, sales, issuances, and settlements on a gross basis in the reconciliation of Level 3 fair value measurements. This guidance was effective for the Company from January 1, 2010, except for the Level 3 reconciliation disclosures which are effective for annual periods beginning after December 15, 2010. This standard affects disclosures only and accordingly did not have an impact on the Company’s financial condition or results of operations.

          In March 2010, the FASB issued authoritative guidance relating to derivative accounting. Under this guidance, all entities that enter into contracts containing an embedded credit derivative feature related to the transfer of credit risk that is not solely in the form of subordination of one financial instrument to another are required to separately account for the embedded credit derivative feature. This guidance has been applied effective July 1, 2010. The Company has investments in senior tranches of Synthetic collateralized debt obligations (“CDOs”) as well as certain CDO Squared structures which in turn hold Synthetic CDOs. The derivative instruments held within these structures require the application of this new guidance.  Upon initial adoption of this guidance the Company elected the fair value option for impacted securities, which resulted in a decrease being recorded to opening retained earnings of $31.9 million. For further information on these securities see Note 5, “Investments”, herein.

          In July 2010, the FASB amended the general accounting principles for receivables as they relate to the disclosures about the credit quality of financing receivables and the allowance for credit losses. This amendment requires additional disclosures that provide a greater level of disaggregated information about the credit quality of financing receivables and the allowance for credit losses. It also requires the disclosure of credit quality indicators, past due information, and modifications of financing receivables. The new disclosures are required for interim and annual periods ending after December 15, 2010, although the disclosures of reporting period activity (i.e., allowance roll-forward and modification disclosures) are required for interim and annual periods beginning after December 15, 2010.This standard affects disclosures only and accordingly will not have an impact on the Company’s financial condition or results of operations.

          In October 2010, the FASB issued authoritative guidance to address disparities in practice regarding the interpretation of which costs relating to the acquisition of new or renewal insurance contracts qualify for deferral. The amendments in the updated guidance specify that incremental direct costs of contract acquisition and certain costs related directly to the acquisition activities (i.e., underwriting, policy issuance and processing sales force contract selling, etc.) incurred in the acquisition of new or renewal contracts should be capitalized in accordance with the amendments in the updated guidance. Costs directly related to those activities include only the portion of an employee’s total compensation (excluding any compensation that is capitalized as incremental direct costs of contract acquisition) and payroll-related fringe benefits related directly to time spent performing those activities for actual acquired contracts, and other costs related directly to those activities that would not have been incurred if the contract had not been acquired. Administrative costs, rent, depreciation, occupancy, equipment and all other general overhead costs are considered indirect costs and should be charged to expense as incurred. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2011. The amendments in this guidance should be applied prospectively upon adoption. Retrospective application is also permitted. Early adoption is permitted as of the beginning of the fiscal year. The Company is in the process of evaluating the impact of this guidance; however, it is not expected to have a significant impact on the Company’s financial condition or results of operations.

3. Fair Value Measurements

          Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price), in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants as of the measurement date. Applicable accounting guidance provides an established hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in valuing the asset or liability and are developed based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors that market participants would use in valuing the asset or liability. Assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurements. The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.

9


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          The following tables set forth the Company’s assets and liabilities that were accounted for at fair value at September 30, 2010 and December 31, 2009 by level within the fair value hierarchy (for further information, see Item 8, Note 2 to the Consolidated Financial Statements, “Significant Accounting Policies,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010
(U.S. dollars in thousands)
(Unaudited)

 

Quoted Prices in
Active Markets
for
Identical Assets
(Level 1)

 

Significant Other
Observable
Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Collateral and
Counterparty
Netting

 

Balance
at
September 30,
2010

 

 

 


 


 


 


 


 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government-Related/Supported

 

$

 

$

2,316,868

 

$

 

$

 

$

2,316,868

 

Corporate (1)

 

 

 

 

10,217,558

 

 

10,795

 

 

 

 

10,228,353

 

Residential mortgage-backed securities – Agency

 

 

 

 

5,563,328

 

 

7,999

 

 

 

 

5,571,327

 

Residential mortgage-backed securities – Non-Agency

 

 

 

 

1,154,564

 

 

5,058

 

 

 

 

1,159,622

 

Commercial mortgage-backed securities

 

 

 

 

1,230,742

 

 

430

 

 

 

 

1,231,172

 

Collateralized debt obligations

 

 

 

 

41,941

 

 

691,254

 

 

 

 

733,195

 

Other asset-backed securities

 

 

 

 

943,193

 

 

31,362

 

 

 

 

974,555

 

U.S. States and political subdivisions of the States

 

 

 

 

1,281,110

 

 

 

 

 

 

1,281,110

 

Non-U.S. Sovereign Government, Supranational and Government-Related

 

 

 

 

2,508,487

 

 

3,489

 

 

 

 

2,511,976

 

 

 















 

Total fixed maturities, at fair value

 

$

 

$

25,257,791

 

$

750,387

 

$

 

$

26,008,178

 

Equity securities, at fair value

 

 

10,115

 

 

11,432

 

 

 

 

 

 

21,547

 

Short-term investments, at fair
value (2)

 

 

 

 

1,800,911

 

 

1,169

 

 

 

 

1,802,080

 

 

 



 



 



 



 



 

Total investments available for sale

 

$

10,115

 

$

27,070,134

 

$

751,556

 

$

 

$

27,831,805

 

Cash equivalents (3)

 

 

2,016,240

 

 

629,853

 

 

 

 

 

 

2,646,093

 

Other investments (4)

 

 

 

 

444,276

 

 

82,560

 

 

 

 

526,836

 

Other assets (5)(6)

 

 

 

 

142,987

 

 

285,850

 

 

(392,308

)

 

36,529

 

 

 



 



 



 



 



 

Total assets accounted for at fair value

 

$

2,026,355

 

$

28,287,250

 

$

1,119,966

 

$

(392,308

)

$

31,041,263

 

 

 



 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments sold, but not yet purchased (7)

 

$

 

$

29,674

 

$

 

$

 

$

29,674

 

Other liabilities (5)(6)

 

 

 

 

84,487

 

 

91,888

 

 

(57,069

)

 

119,306

 

 

 



 



 



 



 



 

Total liabilities accounted for at fair value

 

$

 

$

114,161

 

$

91,888

 

$

(57,069

)

$

148,980

 

 

 



 



 



 



 



 

10


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2009
(U.S. dollars in thousands)

 

Quoted Prices in
Active Markets
for
Identical Assets
(Level 1)

 

Significant Other
Observable
Inputs
(Level 2)

 

Significant
Unobservable
Inputs
(Level 3)

 

Collateral and
Counterparty
Netting

 

Balance
at
December 31,
2009

 

 

 


 


 


 


 


 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government-Related/Supported

 

$

 

$

2,664,625

 

$

 

$

 

$

2,664,625

 

Corporate (1)

 

 

 

 

9,788,689

 

 

10,311

 

 

 

 

9,799,000

 

Residential mortgage-backed securities – Agency

 

 

 

 

6,220,607

 

 

7,894

 

 

 

 

6,228,501

 

Residential mortgage-backed securities – Non-Agency

 

 

 

 

1,379,125

 

 

42,190

 

 

 

 

1,421,315

 

Commercial mortgage-backed securities

 

 

 

 

1,214,044

 

 

2,755

 

 

 

 

1,216,799

 

Collateralized debt obligations

 

 

 

 

507,898

 

 

190,663

 

 

 

 

698,561

 

Other asset-backed securities

 

 

 

 

1,129,806

 

 

38,179

 

 

 

 

1,167,985

 

U.S. States and political subdivisions of the States

 

 

 

 

913,473

 

 

 

 

 

 

913,473

 

Non-U.S. Sovereign Government, Supranational and Government-Related

 

 

 

 

3,398,556

 

 

3,217

 

 

 

 

3,401,773

 

 

 















 

Total fixed maturities, at fair value

 

$

 

$

27,216,823

 

$

295,209

 

$

 

$

27,512,032

 

Equity securities, at fair value

 

 

5,621

 

 

12,158

 

 

 

 

 

 

17,779

 

Short-term investments, at fair
value (2)

 

 

 

 

1,770,874

 

 

6,486

 

 

 

 

1,777,360

 

 

 



 



 



 



 



 

Total investments available for sale

 

$

5,621

 

$

28,999,855

 

$

301,695

 

$

 

$

29,307,171

 

Cash equivalents (3)

 

 

1,496,938

 

 

1,136,268

 

 

 

 

 

 

2,633,206

 

Other investments (4)

 

 

 

 

342,005

 

 

75,584

 

 

 

 

417,589

 

Other assets (5)(6)

 

 

 

 

117,401

 

 

185,455

 

 

(218,409

)

 

84,447

 

 

 



 



 



 



 



 

Total assets accounted for at fair value

 

$

1,502,559

 

$

30,595,529

 

$

562,734

 

$

(218,409

)

$

32,442,413

 

 

 



 



 



 



 



 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial instruments sold, but not yet purchased (7)

 

$

 

$

36,979

 

$

 

$

 

$

36,979

 

Other liabilities (5)(6)

 

 

 

 

24,337

 

 

84,940

 

 

(49,319

)

 

59,958

 

 

 



 



 



 



 



 

Total liabilities accounted for at fair value

 

$

 

$

61,316

 

$

84,940

 

$

(49,319

)

$

96,937

 

 

 



 



 



 



 



 


 

 


Notes:

 

(1)

Included within Corporate are certain floating rate medium term notes supported primarily by pools of European credit with varying degrees of leverage. The notes had a fair value of $457.4 million and $587.7 million and an amortized cost of $510.8 million and $707.9 million at September 30, 2010 and December 31, 2009, respectively. These notes allow the investor to participate in cash flows of the underlying bonds including certain residual values, which could serve to either decrease or increase the ultimate values of these notes.

 

 

(2)

Short-term investments consist primarily of Corporate, U.S. Government and Government-Related/Supported securities and Non-U.S. Sovereign Government, Supranational and Government-Related securities.

 

 

(3)

Cash equivalents balances subject to fair value measurement include certificates of deposit and money market funds. Operating cash balances are not subject to fair value measurement guidance.

 

 

(4)

The Other investments balance excludes certain structured transactions including certain investments in project finance transactions, a payment obligation and liquidity financing provided to a structured credit vehicle as a part of a third party medium term note facility. These investments are carried at amortized cost that totaled $351.6 million at September 30, 2010 and $365.6 million at December 31, 2009.

 

 

(5)

Other assets and other liabilities include derivative instruments.

 

 

(6)

The derivative balances included in each category above are reported on a gross basis by level with a netting adjustment presented separately in the “Collateral and Counterparty Netting” column. The Company often enters into different types of derivative contracts with a single counterparty and these contracts are covered under a netting agreement. In addition, the Company held net cash collateral related to derivative assets of approximately $335.2 million and $169.1 million at September 30, 2010 and December 31, 2009, respectively. This balance is included within cash and cash equivalents and the corresponding liability to return the collateral has been offset against the derivative asset within the balance sheet as appropriate under the netting agreement. The fair value of the individual derivative contracts are reported gross in their respective levels based on the fair value hierarchy.

 

 

(7)

Financial instruments sold, but not yet purchased represent “short sales” and are included within “Net payable for investments purchased” on the balance sheet.

11


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Level 3 Gains and Losses

          The tables below present additional information about assets and liabilities measured at fair value on a recurring basis and for which Level 3 inputs were utilized to determine fair value. The table reflects gains and losses for the three and nine month periods ended September 30, 2010 and September 30, 2009 for all financial assets and liabilities categorized as Level 3 at September 30, 2010 and September 30, 2009, respectively. The tables do not include gains or losses that were reported in Level 3 in prior periods for assets that were transferred out of Level 3 prior to September 30, 2010 and September 30, 2009. Gains and losses for assets and liabilities classified within Level 3 in the table below may include changes in fair value that are attributable to both observable inputs (Levels 1 and 2) and unobservable inputs (Level 3). Further, it should be noted that the following tables do not take into consideration the effect of offsetting Level 1 and 2 financial instruments entered into by the Company that were either economically hedged by certain exposures to the Level 3 positions or that hedge the exposures in Level 3 positions.

          In general, Level 3 assets include securities for which the values were obtained from brokers where either significant inputs were utilized in determining the value that were difficult to corroborate with observable market data, or sufficient information regarding the specific inputs utilized by the broker was not available to support a Level 2 classification. Transfers into or out of Level 3 primarily arise as a result of the valuations utilized by the Company changing between those provided by independent pricing services that do not contain significant unobservable inputs, and other valuations sourced from either brokers or in limited instances from internal models for certain assets, which are considered Level 3.

          There were no transfers between Level 1 and Level 2 during the three and nine month periods ending September 30, 2010 and 2009.

12


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Level 3 Gains and Losses (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Three Months Ended September 30, 2010

 

(U.S. dollars in thousands)
(Unaudited)

 

Corporate

 

Residential
Mortgage-backed
Securities –
Agency

 

Residential
Mortgage-backed
Securities – Non
Agency

 

Commercial
Mortgage-backed
Securities

 

Collateralized Debt
Obligations

 

 

 


 


 


 


 


 

Balance, beginning of period

 

$

39,676

 

$

1,226

 

$

10,008

 

$

427

 

$

686,767

 

Realized gains (losses)

 

 

 

 

(6

)

 

(385

)

 

 

 

(5,083

)

Movement in unrealized gains (losses)

 

 

259

 

 

39

 

 

(41

)

 

3

 

 

46,810

 

Purchases, (sales), issuances and (settlements), net

 

 

1,622

 

 

6,740

 

 

(6

)

 

 

 

(8,589

)

Transfers into Level 3

 

 

 

 

 

 

 

 

 

 

 

Transfers out of Level 3

 

 

(30,762

)

 

 

 

(4,518

)

 

 

 

(28,651

)

Fixed maturities to short-term investments classification change

 

 

 

 

 

 

 

 

 

 

 

 

 



 



 



 



 



 

Balance, end of period

 

$

10,795

 

$

7,999

 

$

5,058

 

$

430

 

$

691,254

 

 

 



 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

259

 

$

40

 

$

(37

)

$

3

 

$

46,679

 

 

 



 



 



 



 



 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Three Months Ended September 30, 2010 (Continued)

 

(U.S. dollars in thousands)
(Unaudited)

 

Other Asset
Backed
Securities

 

Non-U.S.
Sovereign
Government
and
Supranationals
and
Government
Related

 

Short-term
Investments

 

Other Investments

 

Derivative
Contracts - Net

 

 

 


 


 


 


 


 

Balance, beginning of period

 

$

22,521

 

$

3,182

 

$

5,081

 

$

92,857

 

$

162,911

 

Realized gains (losses)

 

 

(7,515

)

 

 

 

(440

)

 

1,294

 

 

 

Movement in unrealized gains (losses)

 

 

5,643

 

 

307

 

 

268

 

 

234

 

 

32,567

 

Purchases, (sales), issuances and (settlements), net

 

 

10,714

 

 

 

 

(3,740

)

 

(11,825

)

 

(1,516

)

Transfers into Level 3

 

 

 

 

 

 

 

 

 

 

 

Transfers out of Level 3

 

 

(1

)

 

 

 

 

 

 

 

 

Fixed maturities to short-term investments classification change

 

 

 

 

 

 

 

 

 

 

 

 

 



 



 



 



 



 

Balance, end of period

 

$

31,362

 

$

3,489

 

$

1,169

 

$

82,560

 

$

193,962

 

 

 



 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

(2,006

)

$

307

 

$

85

 

$

234

 

$

32,567

 

 

 



 



 



 



 



 

13


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Level 3 Gains and Losses (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Nine months Ended September 30, 2010

 

(U.S. dollars in thousands)
(Unaudited)

 

Corporate

 

Residential
Mortgage-backed
Securities –
Agency

 

Residential
Mortgage-backed
Securities – Non
Agency

 

Commercial
Mortgage-backed
Securities

 

Collateralized Debt
Obligations

 

 

 


 


 


 


 


 

Balance, beginning of period

 

$

10,311

 

$

7,894

 

$

42,190

 

$

2,755

 

$

190,663

 

Realized gains (losses)

 

 

(4,315

)

 

 

 

(46

)

 

(209

)

 

(14,191

)

Movement in unrealized gains (losses)

 

 

347

 

 

39

 

 

104

 

 

29

 

 

74,233

 

Purchases, (sales), issuances and (settlements), net

 

 

1,265

 

 

7,949

 

 

(2,294

)

 

(707

)

 

(11,248

)

Transfers into Level 3

 

 

7,128

 

 

 

 

4,044

 

 

 

 

475,128

 

Transfers out of Level 3

 

 

(3,941

)

 

(7,883

)

 

(38,940

)

 

(1,438

)

 

(23,331

)

Fixed maturities to short-term investments classification change

 

 

 

 

 

 

 

 

 

 

 

 

 



 



 



 



 



 

Balance, end of period

 

$

10,795

 

$

7,999

 

$

5,058

 

$

430

 

$

691,254

 

 

 



 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

530

 

$

39

 

$

(56

)

$

(136

)

$

72,281

 

 

 



 



 



 



 



 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Nine months Ended September 30, 2010 (Continued)

 

(U.S. dollars in thousands)
(Unaudited)

 

Other Asset
Backed
Securities

 

Non-U.S.
Sovereign
Government
and
Supranationals
and
Government
Related

 

Short-term
Investments

 

Other Investments

 

Derivative
Contracts - Net

 

 

 


 


 


 


 


 

Balance, beginning of period

 

$

38,179

 

$

3,217

 

$

6,486

 

$

75,584

 

$

100,515

 

Realized gains (losses)

 

 

(19,018

)

 

 

 

(3,307

)

 

3,860

 

 

 

Movement in unrealized gains (losses)

 

 

14,757

 

 

32

 

 

2,468

 

 

5,785

 

 

84,202

 

Purchases, (sales), issuances and (settlements), net

 

 

11,474

 

 

 

 

(5,885

)

 

(2,669

)

 

9,245

 

Transfers into Level 3

 

 

204

 

 

240

 

 

1,407

 

 

 

 

 

Transfers out of Level 3

 

 

(14,234

)

 

 

 

 

 

 

 

 

Fixed maturities to short-term investments classification change

 

 

 

 

 

 

 

 

 

 

 

 

 



 



 



 



 



 

Balance, end of period

 

$

31,362

 

$

3,489

 

$

1,169

 

$

82,560

 

$

193,962

 

 

 



 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

7,642

 

$

32

 

$

4

 

$

5,785

 

$

84,202

 

 

 



 



 



 



 



 

14


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Level 3 Gains and Losses (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Three Months Ended September 30, 2009

 

(U.S. dollars in thousands)
(Unaudited)

 

Corporate

 

Residential
Mortgage-backed Securities –
Agency

 

Commercial
Mortgage-Backed Securities

 

Collateralized
Debt
Obligations

 

Other Asset
Backed
Securities

 

 

 


 


 


 


 


 

Balance, beginning of period

 

$

21,462

 

$

26,964

 

$

33,289

 

$

503,168

 

$

35,315

 

Realized gains (losses)

 

 

10

 

 

(1,486

)

 

 

 

(2,677

)

 

(5,188

)

Movement in unrealized gains (losses)

 

 

2,060

 

 

8,485

 

 

74

 

 

40,172

 

 

5,930

 

Purchases, (sales), issuances and (settlements), net

 

 

4,734

 

 

(814

)

 

 

 

(2,369

)

 

 

Transfers into Level 3

 

 

 

 

2,464

 

 

 

 

10,017

 

 

 

Transfers out of Level 3

 

 

(8,371

)

 

(1,214

)

 

(30,690

)

 

(358,683

)

 

(211

)

Fixed maturities to short-term investments classification change

 

 

 

 

 

 

 

 

(3,933

)

 

 

 

 



 



 



 



 



 

Balance, end of period

 

$

19,895

 

$

34,399

 

$

2,673

 

$

185,695

 

$

35,846

 

 

 



 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

1,926

 

$

7,244

 

$

231

 

$

39,803

 

$

(128

)

 

 



 



 



 



 



 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Three Months Ended September 30, 2009 (continued)

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands
(Unaudited)

 

Non-U.S. Sovereign
Government

 

Short-term
Investments

 

Other Investments

 

Derivative Contracts -
Net

 

Balance, beginning of period

 

$

42,585

 

$

20,614

 

$

65,134

 

$

120,735

 

Realized gains (losses)

 

 

 

 

(10,193

)

 

 

 

(16

)

Movement in unrealized gains (losses)

 

 

438

 

 

978

 

 

1,452

 

 

15,529

 

Purchases, (sales), issuances and (settlements), net

 

 

 

 

(45

)

 

(2,142

)

 

2,739

 

Transfers into Level 3

 

 

 

 

 

 

 

 

 

Transfers out of Level 3

 

 

(34,522

)

 

(3,341

)

 

 

 

 

Fixed maturities to short-term investments classification change

 

 

 

 

3,933

 

 

 

 

 

 

 



 



 



 



 

Balance, end of period

 

$

8,501

 

$

11,946

 

$

64,444

 

$

138,987

 

 

 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

152

 

$

480

 

$

1,452

 

$

15,529

 

 

 



 



 



 



 

15


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Level 3 Gains and Losses (continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Nine months Ended September 30, 2009

 

(U.S. dollars in thousands)
(Unaudited)

 

Corporate

 

Residential
Mortgage-backed Securities –
Agency

 

Commercial
Mortgage-Backed Securities

 

Collateralized Debt
Obligations

 

Other Asset
Backed
Securities

 

 

 


 


 


 


 


 

Balance, beginning of period

 

$

62,506

 

$

79,429

 

$

43,811

 

$

598,110

 

$

78,871

 

Realized gains (losses)

 

 

(1,574

)

 

(5,189

)

 

(7,292

)

 

(31,991

)

 

(8,245

)

Movement in unrealized gains (losses)

 

 

4,946

 

 

5,717

 

 

1,455

 

 

26,289

 

 

(35

)

Purchases, (sales), issuances and (settlements), net

 

 

5,217

 

 

1,277

 

 

(3,345

)

 

(8,885

)

 

(2,831

)

Transfers into Level 3

 

 

1,290

 

 

4,017

 

 

1,470

 

 

11,810

 

 

 

Transfers out of Level 3

 

 

(52,490

)

 

(50,852

)

 

(33,426

)

 

(405,705

)

 

(31,914

)

Fixed maturities to short-term investments classification change

 

 

 

 

 

 

 

 

(3,933

)

 

 

 

 



 



 



 



 



 

Balance, end of period

 

$

19,895

 

$

34,399

 

$

2,673

 

$

185,695

 

$

35,846

 

 

 



 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

4,872

 

$

4,998

 

$

(356

)

$

7,149

 

$

(6,926

)

 

 



 



 



 



 



 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Level 3 Assets and Liabilities
Nine months Ended September 30, 2009 (continued)

 

 

 

 

 

(U.S. dollars in thousands
(Unaudited)

 

Non-U.S. Sovereign
Government

 

Short-term
Investments

 

Other Investments

 

Derivative Contracts -
Net

 

Balance, beginning of period

 

$

89,152

 

$

20,746

 

$

65,354

 

$

226,818

 

Realized gains (losses)

 

 

 

 

(11,343

)

 

 

 

2,807

 

Movement in unrealized gains (losses)

 

 

(309

)

 

4,467

 

 

(4,446

)

 

(103,275

)

Purchases, (sales), issuances and (settlements), net

 

 

(12,985

)

 

(5,589

)

 

3,536

 

 

12,637

 

Transfers into Level 3

 

 

 

 

 

 

 

 

 

Transfers out of Level 3

 

 

(67,357

)

 

(268

)

 

 

 

 

Fixed maturities to short-term investments classification change

 

 

 

 

3,933

 

 

 

 

 

 

 



 



 



 



 

Balance, end of period

 

$

8,501

 

$

11,946

 

$

64,444

 

$

138,987

 

 

 



 



 



 



 

Movement in total gains (losses) above relating to instruments still held at the reporting date

 

$

(143

)

$

1,954

 

$

(4,446

)

$

(103,275

)

 

 



 



 



 



 

16


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Fixed maturities and short-term investments

          During the nine months ended September 30, 2010, certain CDOs that were previously classified as Level 2 due to sufficient market data being available to allow a price to be determined and provided by third party pricing vendors, were transferred to Level 3 because third party vendor prices were no longer believed to be the most appropriate pricing source. Broker quotes, for which sufficient information regarding the specific inputs utilized by the broker was not available to support a Level 2 classification, are the primary source of the valuations for these CDO securities.

          In addition, at each of September 30, 2010 and 2009, certain fixed maturity securities that were previously classified as Level 3, due to a lack of available third party vendor pricing, were transferred to Level 2 as prices for these securities were provided by third party pricing vendors.

          The remainder of the Level 3 assets relate to private equity investments where the nature of the underlying assets held by the investee include positions such as private business ventures that require the use of significant Level 3 inputs in the valuation.

          Other investments

          Included within the Other investments component of the Company’s Level 3 valuations are private investments and alternatives where the Company is not deemed to have significant influence over the investee. The fair value of these investments is based upon net asset values received from the investment manager or general partner of the respective entity. The nature of the underlying investments held by the investee that form the basis of the net asset value include assets such as private business ventures that require the use of significant Level 3 inputs in the determination of the individual underlying holding values and accordingly the fair value of the Company’s investment in each entity is classified within Level 3. The Company also incorporates factors such as the most recent financial information received, the values at which capital transactions with the investee take place, and management’s judgment regarding whether any adjustments should be made to the net asset value in recording the fair value of each position. Investments in private equity and alternative funds included in Other investments utilize strategies including Arbitrage, Directional, Event Driven and Multi-style. These funds potentially have lockup and gate provisions which may limit redemption liquidity. For further details regarding the nature of Other investments and related features see Item 8, Note 11, “Other Investments,” to the Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          Derivative instruments

          Derivative instruments classified within Level 3 include: (i) certain interest rate swaps where the duration of the contract the Company holds exceeds that of the longest term on a market observable input, (ii) guaranteed minimum income benefits (“GMIB”) embedded within a certain reinsurance contract, (iii) a put option included within the Company’s remaining contingent capital facility and (iv) credit derivatives sold providing protection on senior tranches of structured finance transactions where the value is obtained directly from the investment bank counterparty for which sufficient information regarding the inputs utilized in the valuation was not obtained to support a Level 2 classification. The majority of inputs utilized in the valuations of these types of derivative contracts are considered Level 1 or Level 2; however, each valuation includes at least one Level 3 input that was significant to the valuation and, accordingly, the values are disclosed within Level 3.

          In addition, see Item 8, Note 2 to the Consolidated Financial Statements, “Significant Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for a general discussion of types of assets and liabilities that are classified within Level 3 of the fair value hierarchy as well as the Company’s valuation policies for such instruments.

17


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. Fair Value Measurements (Continued)

          Financial Instruments Not Carried at Fair Value

          Authoritative guidance over disclosures about fair value of financial instruments requires additional disclosure of fair value information for financial instruments not carried at fair value in both interim and annual reporting periods. Certain financial instruments, particularly insurance contracts, are excluded from these fair value disclosure requirements. The carrying values of cash and cash equivalents, accrued investment income, net receivable from investments sold, other assets, net payable for investments purchased, other liabilities and other financial instruments not included below approximated their fair values. The following table includes financial instruments for which the carrying value differs from the estimated fair values:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010

 

December 31, 2009

 

(U.S. dollars in thousands)
(Unaudited)

 

Carrying
Value

 

Fair
Value

 

Carrying
Value

 

Fair
Value

 

 

 


 


 


 


 

Fixed maturities, held to maturity

 

$

2,761,380

 

$

2,937,835

 

$

546,067

 

$

530,319

 

Other investments – structured transactions

 

$

351,622

 

$

333,905

 

$

365,600

 

$

341,352

 

 

 



 



 



 



 

Financial Assets

 

$

3,113,002

 

$

3,271,740

 

$

911,667

 

$

871,671

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposit liabilities

 

$

1,771,489

 

$

1,901,208

 

$

2,208,699

 

$

2,245,961

 

Notes payable and debt

 

 

2,465,901

 

 

2,680,053

 

 

2,451,417

 

 

2,504,386

 

 

 



 



 



 



 

Financial Liabilities

 

$

4,237,390

 

$

4,581,261

 

$

4,660,116

 

$

4,750,347

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redeemable series C preference ordinary shares

 

$

71,900

 

$

57,520

 

$

182,673

 

$

137,918

 

 

 



 



 



 



 

          The Company historically participated in structured transactions which include cash loans supporting project finance transactions, providing liquidity facility financing to structured project deals and an investment in a payment obligation with an insurance company. These transactions are carried at amortized cost. The fair value of these investments held by the Company is determined through use of internal models utilizing reported trades, benchmark yields, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data.

          Deposit liabilities include obligations under structured insurance and reinsurance transactions. For purposes of fair value disclosures, the Company determines the estimated fair value of the deposit liabilities by assuming a discount rate equal to the appropriate U.S. Treasury rate plus 153.6 basis points and the appropriate U.S. Treasury Rate plus 108.3 basis points at September 30, 2010 and December 31, 2009, respectively. The discount rate incorporates the Company’s own credit risk into the determination of estimated fair value.

          The fair values of the Company’s notes payable and debt outstanding are determined based on quoted market prices.

          The fair value of the Company’s redeemable Series C preference ordinary shares outstanding is determined based on indicative quotes provided by brokers.

          There are no significant concentrations of credit risk within the Company’s financial instruments as defined in the authoritative guidance over disclosures of fair value of financial instruments not carried at fair value.

18


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

4. Segment Information

          Following a streamlining of the Company’s operating segments in the first quarter of 2009, the Company is organized into three operating segments: Insurance, Reinsurance and Life operations. The Company’s general investment and financing operations are reflected in Corporate.

          The Company evaluates the performance for both the Insurance and Reinsurance segments based on underwriting profit and contribution from its Life operations segment. Other items of revenue and expenditure of the Company are not evaluated at the segment level for reporting purposes. In addition, the Company does not allocate investment assets by segment for its Property and Casualty (“P&C”) operations. Investment assets related to the Company’s Life operations and certain structured products included in the Insurance and Reinsurance segments and Corporate are held in separately identified portfolios. As such, net investment income from these assets is included in the contribution from each of these segments.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30, 2010:
(U.S. dollars in thousands, except ratios)
(Unaudited)

 

Insurance

 

Reinsurance

 

Total P&C

 

Life
Operations

 

Corporate

 

Total

 

 

 


 


 


 


 


 


 

Gross premiums written

 

$

991,781

 

$

533,730

 

$

1,525,511

 

$

103,957

 

$

 

$

1,629,468

 

Net premiums written

 

 

776,869

 

 

389,203

 

 

1,166,072

 

 

96,444

 

 

 

 

1,262,516

 

Net premiums earned

 

 

872,148

 

 

396,593

 

 

1,268,741

 

 

96,586

 

 

 

 

1,365,327

 

Net losses and loss expenses

 

 

(640,999

)

 

(170,981

)

 

(811,980

)

 

(144,358

)

 

 

 

(956,338

)

Acquisition costs

 

 

(109,788

)

 

(82,271

)

 

(192,059

)

 

(6,114

)

 

 

 

(198,173

)

Operating expenses (1)

 

 

(155,816

)

 

(44,220

)

 

(200,036

)

 

(2,372

)

 

 

 

(202,408

)

 

 



 



 



 



 



 



 

Underwriting profit (loss)

 

$

(34,455

)

$

99,121

 

$

64,666

 

$

(56,258

)

$

 

$

8,408

 

Net investment income

 

 

 

 

 

 

 

 

201,029

 

 

78,387

 

 

 

 

279,416

 

Net results from structured products (2)

 

 

3,015

 

 

(9,829

)

 

(6,814

)

 

 

 

1,566

 

 

(5,248

)

Net fee income and other (3)

 

 

(3,713

)

 

1,017

 

 

(2,696

)

 

54

 

 

 

 

(2,642

)

Net realized gains (losses) on investments

 

 

 

 

 

 

 

 

(69,770

)

 

(1,512

)

 

2,527

 

 

(68,755

)

 

 

 

 

 

 

 

 



 



 



 



 

Contribution from P&C, Life Operations and Corporate

 

 

 

 

 

 

 

$

186,415

 

$

20,671

 

$

4,093

 

$

211,179

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

Corporate & other:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized & unrealized gains (losses) on derivative instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

$

12,473

 

$

12,473

 

Net income (loss) from investment fund affiliates and operating affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,140

 

 

17,140

 

Exchange gains (losses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(44,540

)

 

(44,540

)

Corporate operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(19,782

)

 

(19,782

)

Interest expense (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(36,146

)

 

(36,146

)

Non-controlling interest in net (income) loss of subsidiary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6

)

 

(6

)

Loss on termination of guarantee

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income taxes & other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(30,275

)

 

(30,275

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Net income attributable to XL Group plc

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

110,043

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Ratios—P&C operations: (5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss and loss expense ratio

 

 

73.5

%

 

43.1

%

 

64.0

%

 

 

 

 

 

 

 

 

 

Underwriting expense ratio

 

 

30.5

%

 

31.9

%

 

30.9

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 

Combined ratio

 

 

104.0

%

 

75.0

%

 

94.9

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 


 

 


Notes:

 

 

(1)

Operating expenses exclude Corporate operating expenses, shown separately.

 

 

(2)

The net results from P&C and Corporate structured products include net investment income, interest expense and operating expenses of $15.3 million, $22.1 million and nil and $2.0 million, $0.3 million and $0.1 million, respectively.

 

 

(3)

Net fee income and other includes operating expenses from the Company’s loss prevention consulting services business and expenses related to the cost of an endorsement facility with National Indemnity Company.

 

 

(4)

Interest expense excludes interest expense related to deposit liabilities recorded in the Insurance and Reinsurance segments and Corporate.

 

 

(5)

Ratios are based on net premiums earned from P&C operations.

19


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

4. Segment Information (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30, 2009:
(U.S. dollars in thousands, except ratios)
(Unaudited)

 

Insurance

 

Reinsurance

 

Total P&C

 

Life
Operations

 

Corporate (6)

 

Total

 

 

 


 


 


 


 


 


 

Gross premiums written

 

$

1,022,178

 

$

562,031

 

$

1,584,209

 

$

156,870

 

$

 

$

1,741,079

 

Net premiums written

 

 

818,244

 

 

376,875

 

 

1,195,119

 

 

146,941

 

 

 

 

1,342,060

 

Net premiums earned

 

 

905,350

 

 

388,529

 

 

1,293,879

 

 

151,840

 

 

 

 

1,445,719

 

Net losses and loss expenses

 

 

(630,324

)

 

(187,914

)

 

(818,238

)

 

(185,067

)

 

 

 

(1,003,305

)

Acquisition costs

 

 

(107,008

)

 

(81,971

)

 

(188,979

)

 

(23,867

)

 

 

 

(212,846

)

Operating expenses (1)

 

 

(155,645

)

 

(42,738

)

 

(198,383

)

 

(5,903

)

 

 

 

(204,286

)

 

 



 



 



 



 



 



 

Underwriting profit (loss)

 

$

12,373

 

$

75,906

 

$

88,279

 

$

(62,997

)

$

 

$

25,282

 

Net investment income

 

 

 

 

 

 

 

 

211,781

 

 

88,788

 

 

 

 

300,569

 

Net results from structured products (2)

 

 

3,852

 

 

7,729

 

 

11,581

 

 

 

 

3,694

 

 

15,275

 

Net fee income and other (3)

 

 

(5,894

)

 

578

 

 

(5,316

)

 

62

 

 

 

 

(5,254

)

Net realized gains (losses) on investments

 

 

 

 

 

 

 

 

(309,601

)

 

(5,393

)

 

(10,526

)

 

(325,520

)

 

 

 

 

 

 

 

 



 



 



 



 

Contribution from P&C, Life Operations and Corporate

 

 

 

 

 

 

 

$

(3,276

)

$

20,460

 

$

(6,832

)

$

10,352

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

Corporate & other:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized & unrealized gains (losses) on derivative instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(9,133

)

$

(9,133

)

Net income (loss) from investment fund affiliates and operating affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

65,315

 

 

65,315

 

Exchange gains (losses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,843

 

 

16,843

 

Corporate operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14,955

)

 

(14,955

)

Interest expense (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(43,250

)

 

(43,250

)

Non-controlling interest in net (income) loss of subsidiary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7

 

 

7

 

Income taxes & other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,081

)

$

(4,081

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Net income attributable to XL Group plc

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

21,098

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Ratios—P&C operations: (5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss and loss expense ratio

 

 

69.6

%

 

48.4

%

 

63.2

%

 

 

 

 

 

 

 

 

 

Underwriting expense ratio

 

 

29.0

%

 

32.1

%

 

30.0

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 

Combined ratio

 

 

98.6

%

 

80.5

%

 

93.2

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 


 

 


Notes:

 

(1)

Operating expenses exclude Corporate operating expenses, shown separately.

 

 

(2)

The net results from P&C and Corporate structured products include net investment income, interest expense and operating expenses of $21.1 million, $8.7 million and $0.8 million and $5.4 million, $1.5 million and $0.3 million, respectively.

 

 

(3)

Net fee income and other includes operating expenses from the Company’s loss prevention consulting services business and expenses related to the cost of an endorsement facility with National Indemnity Company.

 

 

(4)

Interest expense excludes interest expense related to deposit liabilities recorded in the Insurance and Reinsurance segments and Corporate.

 

 

(5)

Ratios are based on net premiums earned from P&C operations.

20


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

4. Segment Information (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended September 30, 2010:
(U.S. dollars in thousands, except ratios)
(Unaudited)

 

Insurance

 

Reinsurance

 

Total P&C

 

Life
Operations

 

Corporate (6)

 

Total

 

 

 


 


 


 


 


 


 

Gross premiums written

 

$

3,209,411

 

$

1,745,493

 

$

4,954,904

 

$

309,696

 

$

 

$

5,264,600

 

Net premiums written

 

 

2,435,557

 

 

1,441,644

 

 

3,877,201

 

 

287,204

 

 

 

 

4,164,405

 

Net premiums earned

 

 

2,637,825

 

 

1,110,830

 

 

3,748,655

 

 

287,918

 

 

 

 

4,036,573

 

Net losses and loss expenses

 

 

(1,881,502

)

 

(569,843

)

 

(2,451,345

)

 

(391,476

)

 

 

 

(2,842,821

)

Acquisition costs

 

 

(312,166

)

 

(230,448

)

 

(542,614

)

 

(37,256

)

 

 

 

(579,870

)

Operating expenses (1)

 

 

(472,057

)

 

(129,910

)

 

(601,967

)

 

(8,145

)

 

 

 

(610,112

)

 

 



 



 



 



 



 



 

Underwriting profit (loss)

 

$

(27,900

)

$

180,629

 

$

152,729

 

$

(148,959

)

$

 

$

3,770

 

Net investment income

 

 

 

 

 

 

 

 

610,289

 

 

234,120

 

 

 

 

844,409

 

Net results from structured products (2)

 

 

11,594

 

 

(1,577

)

 

10,017

 

 

 

 

8,305

 

 

18,322

 

Net fee income and other (3)

 

 

(11,836

)

 

1,911

 

 

(9,925

)

 

208

 

 

 

 

(9,717

)

Net realized gains (losses) on investments

 

 

 

 

 

 

 

 

(154,223

)

 

(11,370

)

 

(724

)

 

(166,317

)

 

 

 

 

 

 

 

 



 



 



 



 

Contribution from P&C, Life Operations and Corporate

 

 

 

 

 

 

 

$

608,887

 

$

73,999

 

$

7,581

 

$

690,467

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

Corporate & other:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized & unrealized gains (losses) on derivative instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(27,903

)

$

(27,903

)

Net income (loss) from investment fund affiliates and operating affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

77,021

 

 

77,021

 

Exchange gains (losses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,819

 

 

8,819

 

Corporate operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(61,438

)

 

(61,438

)

Interest expense (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(111,597

)

 

(111,597

)

Non-controlling interest in net (income) loss of subsidiary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

75

 

 

75

 

Loss on termination of guarantee

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(23,500

)

 

(23,500

)

Income taxes & other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(104,016

)

 

(104,016

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

Net income attributable to XL Group plc

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

447,928

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Ratios—P&C operations: (5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss and loss expense ratio

 

 

71.3

%

 

51.3

%

 

65.4

%

 

 

 

 

 

 

 

 

 

Underwriting expense ratio

 

 

29.8

%

 

32.4

%

 

30.5

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 

Combined ratio

 

 

101.1

%

 

83.7

%

 

95.9

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 


 

 


Notes:

 

 

(1)

Operating expenses exclude Corporate operating expenses, shown separately.

 

 

(2)

The net results from P&C and Corporate structured products include net investment income, interest expense and operating expenses of $52.2 million, $43.6 million and $1.3 million (credit) and $11.0 million, $1.7 million and $1.0 million, respectively.

 

 

(3)

Net fee income and other includes operating expenses from the Company’s loss prevention consulting services business and expenses related to the cost of an endorsement facility with National Indemnity Company.

 

 

(4)

Interest expense excludes interest expense related to deposit liabilities recorded in the Insurance and Reinsurance segments and Corporate.

 

 

(5)

Ratios are based on net premiums earned from P&C operations.

21


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

4. Segment Information (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended September 30, 2009:
(U.S. dollars in thousands, except ratios)
(Unaudited)

 

Insurance

 

Reinsurance

 

Total P&C

 

Life
Operations

 

Corporate (6)

 

Total

 

 

 


 


 


 


 


 


 

Gross premiums written

 

$

3,237,643

 

$

1,725,984

 

$

4,963,627

 

$

442,693

 

$

 

$

5,406,320

 

Net premiums written

 

 

2,417,018

 

 

1,361,690

 

 

3,778,708

 

 

409,200

 

 

 

 

4,187,908

 

Net premiums earned

 

 

2,696,951

 

 

1,200,364

 

 

3,897,315

 

 

429,625

 

 

 

 

4,326,940

 

Net losses and loss expenses

 

 

(1,844,322

)

 

(543,827

)

 

(2,388,149

)

 

(517,614

)

 

 

 

(2,905,763

)

Acquisition costs

 

 

(324,850

)

 

(262,997

)

 

(587,847

)

 

(66,490

)

 

 

 

(654,337

)

Operating expenses (1)

 

 

(502,904

)

 

(136,845

)

 

(639,749

)

 

(14,013

)

 

 

 

(653,762

)

 

 



 



 



 



 



 



 

Underwriting profit (loss)

 

$

24,875

 

$

256,695

 

$

281,570

 

$

(168,492

)

$

 

$

113,078

 

Net investment income

 

 

 

 

 

 

 

 

672,437

 

 

249,165

 

 

 

 

921,602

 

Net results from structured products (2)

 

 

11,066

 

 

22,325

 

 

33,391

 

 

 

 

13,358

 

 

46,749

 

Net fee income and other (3)

 

 

(10,114

)

 

3,174

 

 

(6,940

)

 

236

 

 

 

 

(6,704

)

Net realized gains (losses) on investments

 

 

 

 

 

 

 

 

(506,984

)

 

(131,706

)

 

(19,197

)

 

(657,887

)

 

 

 

 

 

 

 

 



 



 



 



 

Contribution from P&C, Life Operations and Corporate

 

 

 

 

 

 

 

$

473,474

 

$

(50,797

)

$

(5,839

)

$

416,838

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

Corporate & other:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net realized & unrealized gains (losses) on derivative instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(9,571

)

$

(9,571

)

Net income (loss) from investment fund affiliates and operating affiliates

 

 

 

 

 

 

 

 

 

 

 

 

 

 

82,847

 

 

82,847

 

Exchange gains (losses)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(103,754

)

 

(103,754

)

Corporate operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(73,886

)

 

(73,886

)

Interest expense (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(135,777

)

 

(135,777

)

Non-controlling interest in net (income) loss of subsidiary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

47

 

 

47

 

Income taxes & other

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(67,008

)

 

(67,008

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Net income attributable to XL Group plc

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

109,736

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

Ratios—P&C operations: (5)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss and loss expense ratio

 

 

68.4

%

 

45.3

%

 

61.3

%

 

 

 

 

 

 

 

 

 

Underwriting expense ratio

 

 

30.7

%

 

33.3

%

 

31.5

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 

Combined ratio

 

 

99.1

%

 

78.6

%

 

92.8

%

 

 

 

 

 

 

 

 

 

 

 



 



 



 

 

 

 

 

 

 

 

 

 


 

 


Notes:

 

 

(1)

Operating expenses exclude Corporate operating expenses, shown separately.

 

 

(2)

The net results from P&C and Corporate structured products include net investment income, interest expense and operating expenses of $60.8 million, $26.6 million and $0.8 million and $21.0 million, $6.6 million and $1.0 million, respectively.

 

 

(3)

Net fee income and other includes operating expenses from the Company’s loss prevention consulting services business and expenses related to the cost of an endorsement facility with National Indemnity Company.

 

 

(4)

Interest expense excludes interest expense related to deposit liabilities recorded in the Insurance and Reinsurance segments and Corporate.

 

 

(5)

Ratios are based on net premiums earned from P&C operations.

22


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

4. Segment Information (Continued)

          The following tables summarize the Company’s net premiums earned by line of business:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)
(Unaudited)

 

Insurance

 

Reinsurance

 

Life
Operations

 

Total

 

 

 


 


 


 


 

P&C Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Casualty – professional lines

 

$

326,145

 

$

58,248

 

$

 

$

384,393

 

Casualty – other lines

 

 

152,703

 

 

55,534

 

 

 

 

208,237

 

Property catastrophe

 

 

 

 

77,234

 

 

 

 

77,234

 

Other property

 

 

102,928

 

 

153,275

 

 

 

 

256,203

 

Marine, energy, aviation and satellite

 

 

133,694

 

 

24,166

 

 

 

 

157,860

 

Other specialty lines (1)

 

 

148,239

 

 

 

 

 

 

148,239

 

Other (2)

 

 

(1,122

)

 

27,182

 

 

 

 

26,060

 

Structured indemnity

 

 

9,561

 

 

954

 

 

 

 

10,515

 

 

 



 



 



 



 

Total P&C Operations

 

$

872,148

 

$

396,593

 

$

 

$

1,268,741

 

 

 



 



 



 



 

Life Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Life

 

$

 

$

 

$

64,208

 

$

64,208

 

Annuity

 

 

 

 

 

 

32,378

 

 

32,378

 

 

 



 



 



 



 

Total Life Operations

 

$

 

$

 

$

96,586

 

$

96,586

 

 

 



 



 



 



 

Total

 

$

872,148

 

$

396,593

 

$

96,586

 

$

1,365,327

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30, 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)
(Unaudited)

 

Insurance

 

Reinsurance

 

Life
Operations

 

Total

 

 

 


 


 


 


 

P&C Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Casualty – professional lines

 

$

317,840

 

$

47,600

 

$

 

$

365,440

 

Casualty – other lines

 

 

177,349

 

 

54,088

 

 

 

 

231,437

 

Property catastrophe

 

 

(4

)

 

85,297

 

 

 

 

85,293

 

Other property

 

 

111,894

 

 

134,802

 

 

 

 

246,696

 

Marine, energy, aviation and satellite

 

 

143,929

 

 

22,397

 

 

 

 

166,326

 

Other specialty lines (1)

 

 

151,244

 

 

 

 

 

 

151,244

 

Other (2)

 

 

3,485

 

 

39,482

 

 

 

 

42,967

 

Structured indemnity

 

 

(387

)

 

4,863

 

 

 

 

4,476

 

 

 



 



 



 



 

Total P&C Operations

 

$

905,350

 

$

388,529

 

$

 

$

1,293,879

 

 

 



 



 



 



 

Life Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Life

 

$

 

$

 

$

117,037

 

$

117,037

 

Annuity

 

 

 

 

 

 

34,803

 

 

34,803

 

 

 



 



 



 



 

Total Life Operations

 

$

 

$

 

$

151,840

 

$

151,840

 

 

 



 



 



 



 

Total

 

$

905,350

 

$

388,529

 

$

151,840

 

$

1,445,719

 

 

 



 



 



 



 


 

 


(1)

Other specialty lines within the Insurance segment includes: environmental, programs, equine, warranty, specie, middle markets and excess and surplus lines.

 

 

(2)

Other includes credit and surety, whole account contracts and other lines.

23


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

4. Segment Information (Continued)

          The following tables summarize the Company’s net premiums earned by line of business:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended September 30, 2010

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)
(Unaudited)

 

Insurance

 

Reinsurance

 

Life
Operations

 

Total

 

 

 


 


 


 


 

P&C Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Casualty – professional lines

 

$

991,271

 

$

165,633

 

$

 

$

1,156,904

 

Casualty – other lines

 

 

462,252

 

 

170,987

 

 

 

 

633,239

 

Property catastrophe

 

 

115

 

 

242,745

 

 

 

 

242,860

 

Other property

 

 

308,483

 

 

381,963

 

 

 

 

690,446

 

Marine, energy, aviation and satellite

 

 

408,184

 

 

66,807

 

 

 

 

474,991

 

Other specialty lines (1)

 

 

454,696

 

 

 

 

 

 

454,696

 

Other (2)

 

 

(1,731

)

 

82,026

 

 

 

 

80,295

 

Structured indemnity

 

 

14,555

 

 

669

 

 

 

 

15,224

 

 

 



 



 



 



 

Total P&C Operations

 

$

2,637,825

 

$

1,110,830

 

$

 

$

3,748,655

 

 

 



 



 



 



 

Life Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Life

 

$

 

$

 

$

193,540

 

$

193,540

 

Annuity

 

 

 

 

 

 

94,378

 

 

94,378

 

 

 



 



 



 



 

Total Life Operations

 

$

 

$

 

$

287,918

 

$

287,918

 

 

 



 



 



 



 

Total

 

$

2,637,825

 

$

1,110,830

 

$

287,918

 

$

4,036,573

 

 

 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended September 30, 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)
(Unaudited)

 

Insurance

 

Reinsurance

 

Life
Operations

 

Total

 

 

 


 


 


 


 

P&C Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Casualty – professional lines

 

$

944,441

 

$

171,729

 

$

 

$

1,116,170

 

Casualty – other lines

 

 

492,507

 

 

177,531

 

 

 

 

670,038

 

Property catastrophe

 

 

1,758

 

 

231,471

 

 

 

 

233,229

 

Other property

 

 

325,966

 

 

417,898

 

 

 

 

743,864

 

Marine, energy, aviation and satellite

 

 

431,412

 

 

64,011

 

 

 

 

495,423

 

Other specialty lines (1)

 

 

475,332

 

 

 

 

 

 

475,332

 

Other (2)

 

 

14,925

 

 

131,519

 

 

 

 

146,444

 

Structured indemnity

 

 

10,610

 

 

6,205

 

 

 

 

16,815

 

 

 



 



 



 



 

Total P&C Operations

 

$

2,696,951

 

$

1,200,364

 

$

 

$

3,897,315

 

 

 



 



 



 



 

Life Operations:

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Life

 

$

 

$

 

$

332,004

 

$

332,004

 

Annuity

 

 

 

 

 

 

97,621

 

 

97,621

 

 

 



 



 



 



 

Total Life Operations

 

$

 

$

 

$

429,625

 

$

429,625

 

 

 



 



 



 



 

Total

 

$

2,696,951

 

$

1,200,364

 

$

429,625

 

$

4,326,940

 

 

 



 



 



 



 


 

 


(1)

Other specialty lines within the Insurance segment includes: environmental, programs, equine, warranty, specie, middle markets and excess and surplus lines.

 

 

(2)

Other includes credit and surety, whole account contracts and other lines.

24


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments

          The cost (amortized cost for fixed maturities and short-term investments), fair value, gross unrealized gains, gross unrealized (losses), and other-than-temporary impairments (“OTTI”) recorded in accumulated other comprehensive income (“AOCI”) of the Company’s available for sale investments at September 30, 2010 and December 31, 2009 were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in Accumulated Other
Comprehensive
Income (“AOCI”)

 

 

 

 

 

 


 

 

 

 

 

 

 

 

Gross Unrealized Losses

 

 

 

 

 

 

 

 


 

 

September 30, 2010
(U.S. dollars in thousands)

(Unaudited)

 

Cost or
Amortized
Cost

 

Gross
Unrealized
Gains

 

Related to
Changes in
Estimated
Fair Value

 

OTTI
Included in
Other
Comprehensive
Income
(Loss)(1)

 

Fair Value


 


 


 


 


 


Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government-Related/Supported (2)

 

$

2,189,349

 

$

147,222

 

$

(19,703

)

$

 

$

2,316,868

Corporate (3) (4)

 

 

9,956,374

 

 

548,085

 

 

(202,234

)

 

(73,872

)

 

10,228,353

Residential mortgage-backed securities–Agency

 

 

5,393,163

 

 

182,222

 

 

(4,058

)

 

 

 

5,571,327

Residential mortgage-backed securities–Non-Agency

 

 

1,489,673

 

 

19,542

 

 

(180,874

)

 

(168,719

)

 

1,159,622

Commercial mortgage-backed securities

 

 

1,183,040

 

 

70,627

 

 

(10,744

)

 

(11,751

)

 

1,231,172

Collateralized debt obligations

 

 

975,737

 

 

13,336

 

 

(246,239

)

 

(9,639

)

 

733,195

Other asset-backed securities

 

 

982,805

 

 

22,417

 

 

(22,051

)

 

(8,616

)

 

974,555

U.S. States and political subdivisions of the States

 

 

1,234,399

 

 

52,288

 

 

(5,577

)

 

 

 

1,281,110

Non-U.S. Sovereign Government, Supranational and Government-Related/Supported (2)

 

 

2,455,880

 

 

84,420

 

 

(28,324

)

 

 

 

2,511,976

 

 



 



 



 



 



Total fixed maturities

 

$

25,860,420

 

$

1,140,159

 

$

(719,804

)

$

(272,597

)

$

26,008,178

 

 



 



 



 



 



Total short-term investments

 

$

1,792,557

 

$

22,387

 

$

(12,864

)

$

 

$

1,802,080

 

 



 



 



 



 



Total equity securities

 

$

18,620

 

$

3,207

 

$

(280

)

$

 

$

21,547

 

 



 



 



 



 




 

 


(1)

Represents the amount of OTTI losses in AOCI, which from April 1, 2009 was not included in earnings under authoritative accounting guidance.

 

 

(2)

U.S. Government and Government-Related/Supported and Non-U.S. Sovereign Government, Supranationals and Government-Related/Supported includes government-related securities with an amortized cost of $2,000.6 million and fair value of $2,058.4 million and U.S. Agencies with an amortized cost of $990.5 million and fair value of $1,067.7 million.

 

 

(3)

Included within Corporate are certain medium term notes supported primarily by pools of European credit with varying degrees of leverage. The notes have a fair value of $457.4 million and an amortized cost of $510.8 million. These notes allow the investor to participate in cash flows of the underlying bonds including certain residual values, which could serve to either decrease or increase the ultimate values of these notes.

 

 

(4)

Included within Corporate are Tier One and Upper Tier Two securities, representing committed term debt and hybrid instruments senior to the common and preferred equities of the financial institutions. These securities have a fair value of $847.2 million and an amortized cost of $951.1 million at September 30, 2010.

25


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in Accumulated Other
Comprehensive
Income (“AOCI”)

 

 

 

 

 

 


 

 

 

 

 

 

 

 

Gross Unrealized Losses

 

 

 

 

 

 

 

 


 

 

December 31, 2009
(U.S. dollars in thousands)

 

Cost or
Amortized
Cost

 

Gross
Unrealized
Gains

 

Related to
Changes in
Estimated
Fair Value

 

OTTI
Included in
Other
Comprehensive
Income
(Loss)(1)

 

Fair Value


 


 


 


 


 


Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government-Related/Supported (2)

 

$

2,619,731

 

$

73,611

 

$

(28,717

)

$

 

$

2,664,625

Corporate (3) (4)

 

 

10,121,973

 

 

260,451

 

 

(472,170

)

 

(111,254

)

 

9,799,000

Residential mortgage-backed securities–Agency

 

 

6,169,707

 

 

96,715

 

 

(37,921

)

 

 

 

6,228,501

Residential mortgage-backed securities–Non-Agency

 

 

2,015,593

 

 

13,958

 

 

(397,696

)

 

(210,540

)

 

1,421,315

Commercial mortgage-backed securities

 

 

1,276,602

 

 

8,107

 

 

(54,095

)

 

(13,815

)

 

1,216,799

Collateralized debt obligations

 

 

1,030,245

 

 

9,783

 

 

(332,403

)

 

(9,064

)

 

698,561

Other asset-backed securities

 

 

1,247,822

 

 

13,046

 

 

(82,438

)

 

(10,445

)

 

1,167,985

U.S. States and political subdivisions of the States

 

 

909,609

 

 

18,465

 

 

(14,601

)

 

 

 

913,473

Non-U.S. Sovereign Government, Supranational and Government-Related/Supported (2)

 

 

3,407,222

 

 

60,506

 

 

(65,955

)

 

 

 

3,401,773

 

 



 



 



 



 



Total fixed maturities

 

$

28,798,504

 

$

554,642

 

$

(1,485,996

)

$

(355,118

)

$

27,512,032

 

 



 



 



 



 



Total short-term investments

 

$

1,767,197

 

$

16,899

 

$

(6,736

)

$

 

$

1,777,360

 

 



 



 



 



 



Total equity securities

 

$

12,344

 

$

5,793

 

$

(358

)

$

 

$

17,779

 

 



 



 



 



 




 

 


(1)

Represents the amount of OTTI losses in AOCI, which from April 1, 2009 was not included in earnings under authoritative accounting guidance.

 

 

(2)

U.S. Government and Government-Related/Supported and Non U.S. Sovereign Government, Supranationals and Government-Related/Supported includes government-related securities with an amortized cost of $2,325.4 million and fair value of $2,326.6 million and U.S. Agencies with an amortized cost of $1,361.6 million and fair value of $1,395.0 million.

 

 

(3)

Included within Corporate are certain medium term notes supported primarily by pools of European credit with varying degrees of leverage. The notes have a fair value of $587.7 million and an amortized cost of $707.9 million. These notes allow the investor to participate in cash flows of the underlying bonds including certain residual values, which could serve to either decrease or increase the ultimate values of these notes.

 

 

(4)

Included within Corporate are Tier One and Upper Tier Two securities, representing committed term debt and hybrid instruments senior to the common and preferred equities of the financial institutions. These securities have a fair value of $904.3 million and an amortized cost of $1,104.6 million at December 31, 2009.

          The Company had gross unrealized losses totaling $1.0 billion at September 30, 2010 on its available for sale portfolio, which it considers to be temporarily impaired. Individual security positions comprising this balance have been evaluated by management, based on specified criteria, to determine if these impairments should be considered other-than-temporary. These criteria include an assessment of the severity of impairment along with management’s assessment as to whether it is likely to sell these securities, among other factors included below.

26


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

          At September 30, 2010 and December 31, 2009, approximately 3.7% and 3.6%, respectively, of the Company’s fixed income investment portfolio at fair value was invested in securities which were below investment grade or not rated. Approximately 38.1% and 30.1% of the gross unrealized losses in the Company’s fixed income securities portfolio at September 30, 2010 and December 31, 2009, respectively, related to securities that were below investment grade or not rated.

          The following is an analysis of how long the available for sale securities at September 30, 2010 had been in a continual unrealized loss position:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Less than 12 months

 

Equal to or greater
than 12 months

 

 

 


 


 

September 30, 2010
(U.S. dollars in thousands)
(Unaudited)

 

Fair
Value

 

Gross
Unrealized
Losses (1)

 

Fair
Value

 

Gross
Unrealized
Losses (1)

 

 

 


 


 


 


 

Fixed maturities and short-term investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government Related/Supported

 

$

168,750

 

$

13,335

 

$

126,529

 

$

8,565

 

Corporate (2) (3)

 

 

549,245

 

 

15,827

 

 

1,816,421

 

 

268,625

 

Residential mortgage-backed securities–Agency

 

 

125,482

 

 

2,276

 

 

13,454

 

 

1,792

 

Residential mortgage-backed securities–Non-Agency

 

 

48,223

 

 

7,437

 

 

978,732

 

 

342,539

 

Commercial mortgage-backed securities

 

 

16,056

 

 

3,017

 

 

95,452

 

 

19,503

 

Collateralized debt obligations

 

 

4,478

 

 

763

 

 

677,680

 

 

255,395

 

Other asset-backed securities

 

 

47,494

 

 

370

 

 

246,150

 

 

30,363

 

U.S. States and political subdivisions of the States

 

 

110,966

 

 

1,428

 

 

21,259

 

 

4,155

 

Non-U.S. Sovereign Government, Supranational and Government-Related

 

 

322,452

 

 

5,501

 

 

371,703

 

 

24,374

 

 

 



 



 



 



 

Total fixed maturities and short-term investments

 

$

1,393,146

 

$

49,954

 

$

4,347,380

 

$

955,311

 

 

 



 



 



 



 

Total equity securities

 

$

1,652

 

$

280

 

$

 

$

 

 

 



 



 



 



 


 

 


(1)

On securities impacted by the April 1, 2009 changes to OTTI authoritative guidance, length of time of impairment is measured from the point at which securities returned to a net unrealized loss position (i.e. from April 1, 2009).

 

 

(2)

Included within Corporate are certain medium term notes supported primarily by pools of European credit with varying degrees of leverage. The notes have a fair value of $343.1 million and an amortized cost of $398.9 million. These notes allow the investor to participate in cash flows of the underlying bonds including certain residual values, which could serve to either decrease or increase the ultimate values of these notes.

 

 

(3)

Included within Corporate are Tier One and Upper Tier Two securities, representing committed term debt and hybrid instruments senior to the common and preferred equities of the financial institutions. These securities have a fair value of $847.2 million and an amortized cost of $951.1 million at September 30, 2010.

27


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

          The following is an analysis of how long each of those available for sale securities at December 31, 2009 had been in a continual unrealized loss position:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Less than 12 months

 

Equal to or greater
than 12 months

 

 

 


 


 

December 31, 2009
(U.S. dollars in thousands)

 

Fair
Value

 

Gross
Unrealized
Losses (1)

 

Fair
Value

 

Gross
Unrealized
Losses (1)

 

 

 


 


 


 


 

Fixed maturities and short-term investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government-Related/Supported

 

$

792,605

 

$

15,527

 

$

84,105

 

$

13,691

 

Corporate (2) (3)

 

 

1,892,737

 

 

55,538

 

 

2,900,332

 

 

527,963

 

Residential mortgage-backed securities–Agency

 

 

2,948,912

 

 

37,592

 

 

2,342

 

 

329

 

Residential mortgage-backed securities–Non-Agency

 

 

208,914

 

 

71,999

 

 

1,140,549

 

 

536,237

 

Commercial mortgage-backed securities

 

 

231,230

 

 

9,347

 

 

558,551

 

 

58,563

 

Collateralized debt obligations

 

 

127,171

 

 

36,144

 

 

563,340

 

 

306,058

 

Other asset-backed securities

 

 

273,034

 

 

4,555

 

 

553,286

 

 

88,677

 

U.S. States and political subdivisions of the States

 

 

326,392

 

 

5,586

 

 

55,278

 

 

9,015

 

Non-U.S. Sovereign Government, Supranational and Government-Related

 

 

944,204

 

 

17,499

 

 

514,058

 

 

53,530

 

 

 



 



 



 



 

Total fixed maturities and short-term investments

 

$

7,745,199

 

$

253,787

 

$

6,371,841

 

$

1,594,063

 

 

 



 



 



 



 

Total equity securities

 

$

1,660

 

$

358

 

$

 

$

 

 

 



 



 



 



 


 

 

 


 

(1)

On securities impacted by the April 1, 2009 changes to OTTI values, length of time of impairment is measured from the point at which securities returned to a net unrealized loss position (i.e. from April 1, 2009).

 

 

(2)

Included within Corporate are certain medium term notes supported primarily by pools of European credit with varying degrees of leverage. The notes have a fair value of $587.7 million and an amortized cost of $707.9 million. These notes allow the investor to participate in cash flows of the underlying bonds including certain residual values, which could serve to either decrease or increase the ultimate values of these notes.

 

 

(3)

Included within Corporate are Tier One and Upper Tier Two securities, representing committed term debt and hybrid instruments senior to the common and preferred equities of the financial institutions. These securities have a fair value of $904.3 million and an amortized cost of $1,104.6 million at December 31, 2009.

          The contractual maturities of available for sale fixed income securities are shown below. Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010 (1)

 

December 31, 2009 (1)

 

 

 


 


 

(U.S. dollars in thousands)
(Unaudited)

 

Amortized
Cost

 

Fair
Value

 

Amortized
Cost

 

Fair
Value

 

 

 


 


 


 


 

Due after 1 through 5 years

 

$

8,536,505

 

$

8,777,730

 

$

7,969,186

 

$

8,010,078

 

Due after 5 through 10 years

 

 

3,626,846

 

 

3,884,699

 

 

3,936,489

 

 

3,962,993

 

Due after 10 years

 

 

3,672,651

 

 

3,675,878

 

 

5,152,860

 

 

4,805,800

 

 

 



 



 



 



 

 

 

 

15,836,002

 

 

16,338,307

 

 

17,058,535

 

 

16,778,871

 

Residential mortgage-backed securities–Agency

 

 

5,393,163

 

 

5,571,327

 

 

6,169,707

 

 

6,228,501

 

Residential mortgage-backed securities–Non-Agency

 

 

1,489,673

 

 

1,159,622

 

 

2,015,593

 

 

1,421,315

 

Commercial mortgage-backed securities

 

 

1,183,040

 

 

1,231,172

 

 

1,276,602

 

 

1,216,799

 

Collateralized debt obligations

 

 

975,737

 

 

733,195

 

 

1,030,245

 

 

698,561

 

Other asset-backed securities

 

 

982,805

 

 

974,555

 

 

1,247,822

 

 

1,167,985

 

 

 



 



 



 



 

Total mortgage and asset-backed securities

 

 

10,024,418

 

 

9,669,871

 

 

11,739,969

 

 

10,733,161

 

 

 



 



 



 



 

Total

 

$

25,860,420

 

$

26,008,178

 

$

28,798,504

 

$

27,512,032

 

 

 



 



 



 



 


 

 

 


 

(1)

Included in the table above are Tier One and Upper Tier Two securities, representing committed term debt and hybrid instruments senior to the common and preferred equities of the financial institutions, at their fair value of $847.2 million and $904.3 million at September 30, 2010 and December 31, 2009, respectively. These securities have been distributed in the table based on their call date and have net unrealized losses of $126.0 million and $225.2 million at September 30, 2010 and December 31, 2009, respectively.

28


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

          Gross unrealized losses of $1.0 billion on available for sale assets at September 30, 2010 can be attributed to the following significant drivers:

 

 

 

 

§

gross unrealized losses of $349.6 million related to the non-Agency residential mortgage backed securities (“RMBS”) portfolio (which consists of the Company’s holdings of sub-prime non-agency securities, second liens, asset backed securities (“ABS”) CDOs with sub-prime collateral, Alt-A mortgage exposures and Prime RMBS), which had a fair value of $1,159.6 million at September 30, 2010. The Company undertook a security level review in conjunction with its investment manager service providers of these securities and recognized charges to the extent it believed the discounted cash flow value of any security was below its amortized cost. The Company has recognized realized losses, consisting of charges for OTTI and realized losses from sales, of approximately $1.3 billion since the beginning of 2007 and through September 30, 2010 on these asset classes.

 

 

 

 

 

The Company is reducing its exposure to this asset class as part of its strategic portfolio realignment. The Company believes that, based on market conditions and liquidity needs at September 30, 2010, this reduction will be realized through natural cash flows of the portfolio, and limited selective sales, rather than selling these assets into markets which continue to not be reflective of the intrinsic value of these assets. The weighted average lives of the sub-prime and Alt-A residential holdings within this portfolio at September 30, 2010 were 4.7 years and 4.3 years, respectively. The Company, based on current market conditions and liquidity needs as well as its assessment of the holdings, believes it will continue to hold these securities until either maturity or a return of liquidity and valuations more reflective of the intrinsic value of these holdings.

29


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

 

 

 

 

§

gross unrealized losses of $253.7 million related to the non-Life portfolio of Core CDO holdings (defined by the Company as investments in non-subprime collateralized debt obligations), which had a fair value of $733.2 million at September 30, 2010. The Company evaluated each of these securities in conjunction with its investment manager service providers and recognized charges to the extent it believed the discounted cash flow value of the security was below the amortized cost. The Company believes that the level of impairment is primarily a function of continuing wide spreads in the CDO market during the period, driven by the level of illiquidity in this market. The Company previously announced its intention to reduce its exposure to this asset class over time as a part of its strategic portfolio realignment. The Company, based on current market conditions and consideration of its liquidity position as well as its assessment of the holdings, believes it is likely that the Company will continue to hold these securities until either maturity or a recovery of value, following which the Company intends to reduce its exposure to this asset class.

 

 

 

 

§

gross unrealized losses of $173.9 million related to the Company’s Life operations investment portfolio, which had a fair value of $6.7 billion at September 30, 2010. Of this, $138.2 million of gross unrealized losses related to $1.8 billion of exposures to corporate financial institutions, including $97.9 million of losses on $690.5 million of Tier One and Upper Tier Two securities. In addition, $34.0 million of gross unrealized losses are foreign exchange losses related to the corporate holdings within the Company’s Life operations investment portfolio. At September 30, 2010, this portfolio had an average interest rate duration of 8.6 years, primarily denominated in U.K. Sterling and Euros. As a result of the long duration, gross losses have arisen as the fair values of these securities are more sensitive to prevailing government interest rates and credit spreads. This portfolio is matched to corresponding long duration liabilities. A hypothetical parallel increase in interest rates and credit spreads of 50 basis points, each, would increase the unrealized losses related to this portfolio at September 30, 2010 by approximately $293.8 million and $217.8 million, respectively, on both the available for sale and held to maturity portfolios. Given the long term nature of this portfolio, as well as the Company’s liquidity needs at September 30, 2010, the Company believes that these assets will continue to be held until such time as they mature, or credit spreads revert to levels more consistent with historical averages.

 

 

 

 

§

gross unrealized losses of $133.0 million related to the corporate holdings within the Company’s non-life fixed income portfolios, which had a fair value of $8.5 billion at September 30, 2010. Of this, $67.6 million of gross unrealized losses related to foreign exchange losses. During the quarter ended September 30, 2010, as a result of tightening credit spreads, the gross unrealized losses on these holdings has decreased.

 

 

 

 

 

In addition these gross unrealized losses include $55.7 million relate to medium term notes primarily supported by pools of investment grade European credit with varying degrees of leverage. These had a fair value of $427.6 million at September 30, 2010. Management believes that expected cash flows over the expected holding period from these bonds are sufficient to support the remaining reported amortized cost.

          Management, in its assessment of whether securities in a gross unrealized loss position are temporarily impaired, considers the significance of the impairments. The Company had structured credit securities with gross unrealized losses of $145.9 million, with a fair value of $76.6 million, which at September 30, 2010 were impaired by greater than 50% of amortized costs. All of these are asset-backed or non-Agency mortgage backed securities. Of these gross unrealized losses, $26.4 million are rated investment grade. The Company has evaluated each of these securities in conjunction with its investment manager service providers and believes it is more likely than not that the issuer will be able to fund sufficient principal and interest payments to support the current amortized cost and the Company does not have the intent to sell. These securities include gross unrealized losses of $99.1 million on non-Agency RMBS, $37.4 million on Core CDOs and $6.3 million on commercial mortgage backed securities (“CMBS”) holdings.

          Included in the gross unrealized losses associated with the Company’s corporate portfolio at September 30, 2010 are gross unrealized losses of $5.6 million related to Tier One and Upper Tier Two securities that have been rated below investment grade. Of this total, none have gross unrealized losses representing greater than 50% of amortized cost. The Company has completed its review of this portfolio and believes, at this time, that these impairments remain temporary in nature. The primary basis for this conclusion was the analysis of the fundamentals of these securities using a debt-based impairment model, which indicated that these securities continue to meet their obligations, and the issuer has the ability to call these obligations at their call date. In addition, as these securities are below investment grade, the Company considered these securities using an equity impairment model. Factors that were considered and supported that these impairments were temporary included that the vast majority of these securities had been rated below investment grade beginning in first quarter of 2009. At September 30, 2010, the Company believes that it is likely that the fair values of these securities will ultimately increase to equal the cost basis over a reasonable period of time. However, there is a high degree of judgment in reaching this conclusion, including an assessment of how various governments will treat these securities in the event of governmental intervention in these institutions’ operations or management’s decision to defer calls or coupons. Management will closely monitor the developments related to these securities.

          The Company recorded net impairment charges of $38.0 million for the quarter ended September 30, 2010. The significant assumptions and inputs associated with these securities consist of:

 

 

 

 

§

For structured credit securities, the Company recorded net impairments of $27.7 million for the quarter ended September 30, 2010. The Company determined that the likely recovery on these securities was below the amortized cost, and accordingly impaired the securities to the discounted value of the cash flows of these securities.

 

 

 

 

§

For corporate securities, excluding medium term notes backed primarily by investment grade European credit, the Company recorded net impairments of $3.0 million for the quarter ended September 30, 2010.

 

 

 

 

 

In addition, the Company recorded impairments totaling $3.3 million in relation to medium term notes backed primarily by investment grade European credit. Management has concluded that, following recent credit spread movements since 2009, future yields within the supporting collateral were not sufficient to support the previously reported amortized cost.

 

 

 

 

§

For equities, the Company recorded impairments of $0.4 million for the quarter ended September 30, 2010 because management does not believe the cost basis will be recovered within a reasonable timeframe.

 

 

 

 

§

The Company recorded impairments of $3.6 million related to currency losses for the quarter ended September 30, 2010.

30


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

          A portion of certain OTTI losses on fixed income securities and short-term investments is recognized in “other comprehensive income (loss)” (“OCI”). Under final authoritative accounting guidance effective April 1, 2009, other than in a situation in which the Company has the intent to sell a security or more likely than not will be required to sell a security, the amount of the OTTI related to a credit loss is recognized in earnings, and the amount of the OTTI related to other factors (i.e., interest rates, market conditions, etc.) is recorded as a component of OCI. The net amount recognized in earnings (“credit loss impairments”) represents the difference between the amortized cost of the security and the net present value of its projected future cash flows discounted at the effective interest rate implicit in the debt security prior to impairment. Any remaining difference between the fair value and amortized cost is recognized in OCI. The following table sets forth the amount of credit loss impairments on fixed income securities held by the Company as of the dates indicated, for which a portion of the OTTI loss was recognized in OCI, and the corresponding changes in such amounts.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

OTTI related to Credit Losses recognized in earnings

 

 

 


 

(U.S. dollars in thousands)
(Unaudited)

 

Three Months Ended September 30,

 

Nine months Ended September 30,

 

 

 


 


 

 

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Opening balance

 

 

423,041

 

 

225,178

 

 

537,121

 

 

 

Credit losses remaining in retained earnings related to adoption of new authoritative guidance

 

 

 

 

 

 

 

 

187,773

 

Credit loss impairment recognized in the current period on securities not previously impaired

 

 

5,342

 

 

253,992

 

 

24,800

 

 

267,586

 

Credit loss impairments previously recognized on securities which matured, paid down, prepaid or were sold during the period

 

 

(36,046

)

 

(13,073

)

 

(74,024

)

 

(17,250

)

Credit loss impairments previously recognized on securities impaired to fair value during the period

 

 

 

 

 

 

(130,891

)

 

 

Additional credit loss impairments recognized in the current period on securities previously impaired

 

 

26,280

 

 

56,028

 

 

76,498

 

 

84,016

 

Accretion of credit loss impairments previously recognized due to an increase in cash flows expected to be collected

 

 

(6,361

)

 

(3,554

) 

 

(21,248

)

 

(3,554

) 

 

 



 



 



 



 

Balance, September 30, 2010

 

$

412,256

 

$

518,571

 

$

412,256

 

$

518,571

 

 

 



 



 



 



 

          The determination of credit losses is based on detailed analyses of underlying cash flows. Such analyses require the use of certain assumption in developing the estimated performance of underlying collateral. Key assumptions used include, but are not limited to, items such as, RMBS default rates based on collateral duration in arrears, severity of losses on default by collateral class, collateral reinvestment rates and expected future general corporate default rates.

          The following represents an analysis of net realized gains (losses) on investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended September 30,

 

Nine months Ended September 30,

 

 

 


 


 

(U.S. dollars in thousands)
(Unaudited)

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Gross realized gains

 

 

55,572

 

 

52,537

 

 

118,714

 

 

337,791

 

Gross realized losses

 

 

(124,327

)

 

(378,057

)

 

(285,031

)

 

(995,678

)

 

 



 



 



 



 

Net realized (losses) on investments

 

$

(68,755

)

$

(325,520

)

$

(166,317

)

$

(657,887

)

 

 



 



 



 



 

          As described in Note 2(a) – “Recent Accounting Pronouncements”, the Company has investments in senior tranches of Synthetic CDOs as well as certain CDO Squared structures which in turn hold Synthetic CDOs that were required to be evaluated for embedded credit derivatives at July 1, 2010. Investments in these securities were entered into in the normal course of portfolio investing and were considered from a risk management perspective to be consistent with traditional asset backed security (“ABS”) CDOs. While the performance of the underlying securitized credit exposures varies, in management’s judgment, the contractual subordination within the securitized interest is sufficient to absorb the current expected losses.

31


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

          There is no obligation for the Company to fund any future payments under the embedded credit obligations in excess of the original invested amount. Upon initial adoption of this guidance, the Company elected the fair value option for impacted securities, which resulted in a decrease being recorded to opening retained earnings of $31.9 million. These securities continue to be classified as CDOs within the available for sale securities disclosures contained in Note 3, “Fair Value Measurements” and within the detailed investment tables included above. Changes in fair value on these securities are recorded within “Net realized gains and losses on investments” each period. The following table details certain features of the instruments at September 30, 2010:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010
(U.S. dollars in thousands)
(Unaudited)

 

Weighted
Average Life

 

Amortized
Cost

 

Fair Value

 

Average
Rating

 

Change in Fair
Value during the
three months
ended September
30, 2010

 


 


 


 


 


 


 

Synthetic CDO

 

 

3.75

 

$

31,891

 

$

33,186

 

 

BB+

 

$

1,295

 

CDO Squared

 

 

5.89

 

 

8,271

 

 

10,050

 

 

B-

 

 

1,779

 

 

 

 

 

 



 



 

 

 

 



 

 

 

 

4.25

 

$

40,162

 

$

43,236

 

 

BB

 

$

3,074

 

 

 

 

 

 



 



 

 

 

 



 

     Fixed Maturities–Held to Maturity

          On November 1, 2009 and August 1, 2010, the Company elected to hold certain fixed income securities to maturity. Consistent with this intention, the Company has reclassified these securities from available for sale to held to maturity in the consolidated financial statements. As a result of this classification, these fixed income securities are reflected in the held to maturity portfolio and recorded at amortized cost in the consolidated balance sheets and not fair value. The held to maturity portfolio is comprised of long duration non-U.S. securities which are Euro and Sterling denominated. The Company believes this held to maturity strategy is achievable due to the relatively stable and predictable cash flows of the Company’s long-term liabilities within its Life operations along with its ability to substitute other assets at a future date in the event that liquidity was required due to changes in expected cash flows or other transactions entered into related to the long-term liabilities supported by the held to maturity portfolio. The unrealized appreciation at the dates of these transfers continues to be reported as a separate component of shareholders’ equity and is being amortized over the remaining lives of the securities as an adjustment to yield in a manner consistent with the amortization of any premium or discount. On November 1, 2009 and August 1, 2010 the unrealized U.S. dollar equivalent appreciation related to securities transferred at each date was $51.2 million and $76.2 million, respectively. Of the total unrealized appreciation on securities transferred with $122.7 million unamortized at September 30, 2010.

          The fair values and amortized cost of held to maturity fixed maturities at September 30, 2010 and December 31, 2009 were:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010
(U.S. dollars in thousands)
(Unaudited)

 

Cost or
Amortized
Cost

 

Gross
Unrealized
Gains

 

Gross
Unrealized
Losses

 

Fair
Value

 


 


 


 


 


 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government Related/Supported

 

$

10,628

 

$

604

 

$

 

$

11,232

 

Corporate

 

 

1,352,637

 

 

54,888

 

 

(8

)

 

1,407,517

 

Residential mortgage-backed securities–Non-Agency

 

 

83,763

 

 

4,286

 

 

 

 

88,049

 

Other asset-backed securities

 

 

290,191

 

 

12,193

 

 

(1

)

 

302,383

 

Non-U.S. Sovereign Government, Supranational and Government-Related

 

$

1,024,161

 

$

104,493

 

$

 

$

1,128,654

 

 

 



 



 



 



 

Total fixed maturities held to maturity

 

$

2,761,380

 

$

176,464

 

$

(9

)

$

2,937,835

 

 

 



 



 



 



 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2009
(U.S. dollars in thousands)

 

Cost or
Amortized
Cost

 

Gross
Unrealized
Gains

 

Gross
Unrealized
Losses

 

Fair
Value

 


 


 


 


 


 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-U.S. Sovereign Government, Supranational and Government-Related

 

$

546,067

 

$

 

$

(15,748

)

$

530,319

 

 

 



 



 



 



 

Total fixed maturities held to maturity

 

$

546,067

 

$

 

$

(15,748

)

$

530,319

 

 

 



 



 



 



 

          The Company had gross unrealized losses at September 30, 2010 and December 31, 2009, totaling nil and $15.7 million, respectively, on the above held to maturity income securities which it considered to be temporarily impaired.

32


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

5. Investments (Continued)

          The contractual maturities of held to maturity income securities are shown below.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010

 

December 31, 2009

 

 

 


 


 

(U.S. dollars in thousands)
(Unaudited)

 

Amortized
Cost

 

Fair
Value

 

Amortized
Cost

 

Fair
Value

 

 

 


 


 


 


 

Due after 1 through 5 years

 

$

113,535

 

$

115,067

 

$

 

$

 

Due after 5 through 10 years

 

 

335,781

 

 

343,421

 

 

 

 

 

Due after 10 years

 

 

1,938,110

 

 

2,088,915

 

 

546,067

 

 

530,319

 

 

 



 



 



 



 

 

 

 

2,387,426

 

 

2,547,403

 

 

546,067

 

 

530,319

 

Residential mortgage-backed securities–Non-Agency

 

 

83,763

 

 

88,049

 

 

 

 

 

Other asset-backed securities

 

 

290,191

 

 

302,383

 

 

 

 

 

 

 



 



 



 



 

Total mortgage and asset-backed securities

 

 

373,954

 

 

390,432

 

 

 

 

 

 

 



 



 



 



 

Total

 

$

2,761,380

 

$

2,937,835

 

$

546,067

 

$

530,319

 

 

 



 



 



 



 

33


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

6. Derivative Instruments

          The Company enters into derivative instruments for both risk management and investment purposes. The Company is exposed to potential loss from various market risks, and manages its market risks based on guidelines established by management. The Company recognizes all derivatives as either assets or liabilities in the balance sheet and measures those instruments at fair value with the changes in fair value of derivatives shown in the consolidated statement of income as “net realized and unrealized gains and losses on derivative instruments” unless the derivatives are designated as hedging instruments. The accounting for derivatives that are designated as hedging instruments is described in Item 8, Note 2(h) to the Consolidated Financial Statements, “Significant Accounting Policies – Derivative Instruments”, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          The following table summarizes information on the location and gross amounts of derivative fair values contained in the consolidated balance sheet at September 30, 2010 and December 31, 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010

 

December 31, 2009

 

 

 


 



(U.S. dollars in thousands)
(Unaudited)

 

Asset
Derivative
Notional
Amount

 

Asset
Derivative
Fair
Value (1)

 

Liability
Derivative
Notional
Amount

 

Liability
Derivative
Fair
Value (1)

 

Asset
Derivative
Notional
Amount

 

Asset
Derivative
Fair
Value (1)

 

Liability
Derivative
Notional
Amount

 

Liability
Derivative
Fair
Value (1)

 










 









Derivatives designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate contracts (2)

 

$

603,380

 

$

369,247

 

$

 

$

 

$

2,169,642

 

$

238,639

 

$

95,948

 

$

(8,225

)

Foreign exchange contracts

 

 

 

 

 

 

2,095,364

 

 

(72,755

)

 

1,014,063

 

 

15,019

 

 

 

 

 

 

 



 



 



 



 



 



 



 



 

Total derivatives designated as hedging instruments

 

$

603,380

 

$

369,247

 

$

2,095,364

 

 

(72,755

)

$

3,183,705

 

$

253,658

 

$

95,948

 

$

(8,225

)

 

 



 



 



 



 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Related Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate exposure

 

$

122,896

 

$

155

 

$

 

$

 

$

111,875

 

$

1,248

 

$

1,800

 

$

(6

)

Foreign exchange exposure

 

 

292,908

 

 

6,824

 

 

136,090

 

 

(3,447

)

 

127,329

 

 

1,577

 

 

314,361

 

 

(8,226

)

Credit exposure

 

 

188,450

 

 

9,277

 

 

250,000

 

 

(4,123

)

 

214,650

 

 

13,244

 

 

741,388

 

 

(18,198

)

Financial market exposure

 

 

143,118

 

 

1,000

 

 

400

 

 

(47

)

 

306,464

 

 

1,983

 

 

 

 

 

Commodity futures

 

 

4,469

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Operations Derivatives: (3)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Credit exposure

 

 

 

 

 

 

254,456

 

 

(25,887

)

 

 

 

 

 

271,704

 

 

(18,386

)

Other Non-Investment Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent capital facility

 

 

350,000

 

 

 

 

 

 

 

 

350,000

 

 

 

 

 

 

 

Guaranteed minimum income benefit contract

 

 

 

 

 

 

87,691

 

 

(23,812

)

 

 

 

 

 

86,250

 

 

(22,909

)

Modified coinsurance funds withheld contract

 

 

 

 

 

 

72,508

 

 

 

 

 

 

 

 

71,695

 

 

(266

)

 

 



 



 



 



 



 



 



 



 

Total derivatives not designated as hedging instruments

 

$

1,101,841

 

$

17,256

 

$

801,145

 

$

(57,316

)

$

1,110,318

 

$

18,052

 

$

1,487,198

 

$

(67,991

)

 

 



 



 



 



 



 



 



 



 


 

 

 



 

(1)

Derivative instruments in an asset or liability position are included within Other Assets or Other Liabilities, respectively, in the Balance Sheet.

 

 

(2)

At September 30, 2010 and December 31, 2009, the Company held net cash collateral related to these derivative assets of $335.2 million and $169.1 million, respectively. The collateral balance is included within cash and cash equivalents and the corresponding liability to return the collateral has been offset against the derivative asset within the balance sheet as appropriate under the netting agreement.

 

 

(3)

Financial operations derivatives represent interests in variable interest entities as described in Note 10, “Variable Interest Entities.”

34


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

6. Derivative Instruments (Continued)

          (a) Derivative Instruments Designated as Fair Value Hedges

          The Company designates certain of its derivative instruments as fair value hedges or cash flow hedges and formally and contemporaneously documents all relationships between the hedging instruments and hedged items and links the hedging derivative to specific assets and liabilities. The Company assesses the effectiveness of the hedge, both at inception and on an on-going basis and determines whether the hedge is highly effective in offsetting changes in fair value or cash flows of the linked hedged item.

          At September 30, 2010, a portion of the Company’s liabilities are hedged against changes in the applicable designated benchmark interest rate. Interest rate swaps are also used to hedge the changes in fair value of certain fixed rate liabilities and fixed income securities due to changes in the designated benchmark interest rate. In addition, the Company utilizes foreign exchange contracts to hedge the fair value of certain fixed income securities as well as to hedge certain net investments in foreign operations.

          On June 7, 2010, the Company settled the interest rate contracts designated as fair value hedges of certain issues of the Company’s notes payable and debt. The derivative contracts were settled for a gain of $21.6 million. The cumulative increase recorded to the carrying value of the hedged notes payable and debt, representing the effective portion of the hedging relationship, will be amortized through interest expense over the remaining term of the debt. From the date of settlement through September 30, 2010, $2.2 million of the balance was recorded as a reduction of interest expense. The remaining balance of $19.4 million will be amortized over the weighted average period of 3.4 years remaining to maturity of the debt.

          The following table provides the total impact on earnings relating to derivative instruments formally designated as fair value hedges along with the impacts of the related hedged items for the three and nine month periods ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30, 2010
(U.S. dollars in thousands)
(Unaudited)

 

 

 

Hedged Items – Amount of Gain/(Loss)
Recognized in Income Attributable to Risk

 

 

 

 

 

 

 


 

 

 

 

 

Gain/(Loss)
Recognized
in Income on
Derivative

 

Deposit
Liabilities

 

Fixed
Maturity
Investments

 

Notes
Payable and
Debt

 

Ineffective
Portion of
Hedging
Relationship –
Gain/ (Loss)

 

 

 


 


 


 


 


 

Derivatives Designated as Fair Value Hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate exposure

 

$

(43,698

)

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange exposure

 

 

(33,124

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

(76,822

)

$

53,417

 

$

23,646

 

$

 

$

241

 

 

 



 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended September 30, 2009
(U.S. dollars in thousands)
(Unaudited)

 

 

 

Hedged Items – Amount of Gain/(Loss)
Recognized in Income Attributable to Risk

 

 

 

 

 

 

 


 

 

 

 

 

Gain/(Loss)
Recognized
in Income on
Derivative

 

Deposit
Liabilities

 

Fixed
Maturity
Investments

 

Notes
Payable and
Debt

 

Ineffective
Portion of
Hedging
Relationship –
Gain/ (Loss)

 

 

 


 


 


 


 


 

Derivatives Designated as Fair Value Hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate exposure

 

$

26,826

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange exposure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

26,826

 

$

(37,275

)

$

(742

)

$

6,890

 

$

(4,301

)

 

 



 



 



 



 



 

35


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

6. Derivative Instruments (Continued)

          (a) Derivative Instruments Designated as Fair Value Hedges (Continued)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended September 30, 2010
(U.S. dollars in thousands)
(Unaudited)

 

 

 

Hedged Items – Amount of Gain/(Loss)
Recognized in Income Attributable to Risk

 

 

 

 

 

 

 


 

 

 

 

 

Gain/(Loss)
Recognized
in Income on
Derivative

 

Deposit
Liabilities

 

Fixed
Maturity
Investments

 

Notes
Payable and
Debt

 

Ineffective
Portion of
Hedging
Relationship –
Gain/ (Loss)

 

 

 


 


 


 


 


 

Derivatives Designated as Fair Value Hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate exposure

 

$

48,339

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange exposure

 

 

15,432

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

63,771

 

$

(33,326

)

$

(22,688

)

$

(15,940

)

$

(8,183

)

 

 



 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine months ended September 30, 2009
(U.S. dollars in thousands)
(Unaudited)

 

 

 

 

Hedged Items – Amount of Gain/(Loss)
Recognized in Income Attributable to Risk

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

Gain/(Loss)
Recognized
in Income on
Derivative

 

Deposit
Liabilities

 

Fixed
Maturity
Investments

 

Notes
Payable and
Debt

 

Ineffective
Portion of
Hedging
Relationship –
Gain/ (Loss)

 

 

 


 


 


 


 


 

Derivatives Designated as Fair Value Hedges:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate exposure

 

$

(162,727

)

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange exposure

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

(162,727

)

$

145,361

 

$

9,016

 

$

6,890

 

$

(1,460

)

 

 



 



 



 



 



 

          The gains (losses) recorded on both the derivatives instruments and specific items designated as being hedged as part of the fair value hedging relationships outlined above are recorded through net realized and unrealized gains (losses) on derivative instruments in the income statement along with any associated ineffectiveness in the relationships. In addition, the periodic coupon settlements relating to the interest rate swaps are recorded as adjustments to net investment income for the hedges of fixed maturity investments and as adjustments to interest expense for the hedges of deposit liabilities and notes payable and debt.

          The periodic coupon settlements resulted in decreases to net investment income of $0.3 million and $2.3 million for the three and nine months ended September 30, 2010, respectively, and increases to net investment income of $8.4 million and $14.0 million for the three and nine months ended September 30, 2009, respectively.

          The periodic coupon settlements also resulted in decreases to interest expense of $10.6 million and $45.1 million for the three and nine months ended September 30, 2010, respectively, and decreases to interest expense of $3.4 million and $16.5 million for the three and nine months ended September 30, 2009, respectively.

36


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

6. Derivative Instruments (Continued)

          (b) Derivative Instruments Designated as Cash Flow Hedges

          During March 2007, the Company entered into an interest rate swap agreement in connection with the issuance of the 2027 Senior Notes, as described in Item 8, Note 16 to the Consolidated Financial Statements, “Notes Payable and Debt and Financing Arrangements,” of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009. This transaction, which met the requirements of accounting guidance applicable to a cash flow hedge of a forecasted transaction, was entered into to mitigate the interest rate risk associated with the subsequent issuance of the 2027 Senior Notes. The gain on the settlement of the swap transaction on May 2, 2007 of $3.8 million was credited to AOCI and is being amortized to interest expense over the 20-year term of the related debt. In addition, the Company entered into a treasury rate guarantee agreement in anticipation of the issuance of $300.0 million of 5.25% Senior Notes due September 15, 2014 during 2004. The loss on the settlement of the treasury rate guarantee transaction on August 18, 2004 of $6.3 million was charged to AOCI and is being amortized to interest expense over the 10-year term of the related debt. The impact on earnings relating to these derivative instruments formally designated as cash flow hedges was an increase to interest expense of $0.1 million and $0.3 million for each of the three and nine months periods ended September 30, 2010 and 2009, respectively.

          (c) Derivative Instruments Designated as Hedges of the Net Investment in a Foreign Operation

          The Company utilizes foreign exchange contracts to hedge the fair value of certain net investments in foreign operations. During the three and nine months ended September 30, 2010, the Company entered into foreign exchange contracts that were formally designated as hedges of the investment in foreign subsidiaries with functional currencies of U.K. Sterling and the Euro. The weighted average U.S. Dollar equivalent of foreign denominated net assets of approximately $1.4 billion and $0.8 billion was hedged during the three and nine months ended September 30, 2010, respectively, which resulted in a derivative loss of $59.2 million and $16.6 million being recorded in the cumulative translation adjustment account within AOCI for each period, respectively. There was no ineffectiveness resulting from these transactions. The Company did not have any hedges of net investments in foreign operations in place during the three or nine months ended September 30, 2009.

          (d) Derivative Instruments Not Formally Designated As Hedging Instruments

          The following table provides the total impact on earnings relating to derivative instruments not formally designated as hedging instruments under authoritative accounting guidance. The impacts are all recorded through Net realized and unrealized gains (losses) on derivative instruments in the income statement. The Company’s objectives in using these derivatives are explained in this section (d) and section (e) of this note below.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount of Gain (Loss) Recognized in Income on Derivatives

 

 

 


 

(U.S. dollars in thousands)
(Unaudited)

 

Three Months Ended September 30,

 

Nine months Ended September 30,

 

 


 


 

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Derivatives not designated as hedging instruments:

 

 

 

 

 

 

 

 

 

 

 

 

 

Investment Related Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate exposure

 

 

(3,500

)

 

13,515

 

 

1,406

 

 

19,139

 

Foreign exchange exposure

 

 

16,339

 

 

1,666

 

 

(11,672

)

 

10,180

 

Credit exposure

 

 

(3,393

)

 

(14,485

)

 

(2,250

)

 

(41,729

)

Financial market exposure

 

 

58

 

 

1,310

 

 

193

 

 

3,637

 

Financial Operations Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

Credit exposure

 

 

25

 

 

(5,275

)

 

(7,317

)

 

3,979

 

Other Non-Investment Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

Contingent capital facility

 

 

(2,075

)

 

(2,075

)

 

(6,158

)

 

(6,158

)

Guaranteed minimum income benefit contract

 

 

173

 

 

800

 

 

(902

)

 

192

 

Modified coinsurance funds withheld contract

 

 

4,605

 

 

(354

)

 

6,980

 

 

(330

)

Weather and Energy Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

Structured weather risk management products

 

 

 

 

66

 

 

 

 

2,979

 

 

 



 



 



 



 

Total derivatives not designated as hedging instruments

 

 

12,232

 

 

(4,832

)

 

(19,720

)

 

(8,111

)

Amount of gain (loss) recognized in income from ineffective portion of fair value hedges

 

 

241

 

 

(4,301

)

 

(8,183

)

 

(1,460

)

 

 



 



 



 



 

Net realized and unrealized gains (losses) on derivative instruments

 

$

12,473

 

$

(9,133

)

$

(27,903

)

$

(9,571

)

 

 



 



 



 



 

37


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

6. Derivative Instruments (Continued)

          (d)(i) Investment Related Derivatives

          The Company, either directly or through its investment managers, may use derivative instruments within its investment portfolio, including interest rate swaps, inflation swaps, credit derivatives (single name and index credit default swaps), options, forward contracts and financial futures (foreign exchange, bond and stock index futures), primarily as a means of economically hedging exposures to interest rate, credit spread, equity price changes and foreign currency risk or in limited instances for investment purposes. The Company is exposed to credit risk in the event of non-performance by the counterparties under any swap contracts although the Company generally seeks to use credit support arrangements with counterparties to help manage this risk.

          Investment Related Derivatives – Interest Rate Exposure

          The Company utilizes risk management and overlay strategies that incorporate the use of derivative financial instruments, primarily to manage its fixed income portfolio duration and exposure to interest rate risks associated with certain of its assets and liabilities primarily in relation to certain legacy other financial lines and structured indemnity transactions. The Company uses interest rate swaps to convert certain liabilities from a fixed rate to a variable rate of interest and may also use them to convert a variable rate of interest from one basis to another.

          Investment Related Derivatives – Foreign Exchange Exposure

          The Company uses foreign exchange contracts to manage its exposure to the effects of fluctuating foreign currencies on the value of certain of its foreign currency fixed maturities primarily within its Life operations portfolio. These contracts are not designated as specific hedges for financial reporting purposes and, therefore, realized and unrealized gains and losses on these contracts are recorded in income in the period in which they occur. These contracts generally have maturities of twelve months or less.

          In addition, certain of the Company’s investment managers may, subject to investment guidelines, enter into forward contracts where potential gains may exist. The Company has exposure to foreign currency exchange rate fluctuations through its operations and in its investment portfolio.

          Investment Related Derivatives – Credit Exposure

          Credit derivatives are purchased within the Company’s investment portfolio in the form of single name and basket credit default swaps, which are used to mitigate credit exposure through a reduction in credit spread duration (i.e. macro credit strategies rather than single-name credit hedging) or exposure to selected issuers, including issuers that are not held in the underlying bond portfolio.

          Investment Related Derivatives – Financial Market Exposure

          Stock index futures may be purchased within the Company’s investment portfolio in order to create synthetic equity exposure and to add value to the portfolio with overlay strategies where market inefficiencies are believed to exist. The Company previously wrote a number of resettable strike swaps contracts relating to an absolute return index and diversified baskets of funds. From time to time, the Company may enter into other financial market exposure derivative contracts on various indices including, but not limited to, inflation and commodity contracts.

38


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

6. Derivative Instruments (Continued)

          (d)(ii) Financial Operations Derivatives – Credit Exposure

          At September 30, 2010 and December 31, 2009 the credit derivative exposures outside of the Company’s investment portfolio consisted of two contracts written by the Company: one that provides credit protection on the senior tranches of a structured finance transaction, and the other a European project finance loan participation. The aggregate outstanding exposure for the two contracts is $261.5 million ($238.5 million principal and $23.0 million interest), and $271.7 million ($244.9 million principal and $26.8 million interest), weighted average contractual term to maturity of 5.0 years and 6.0 years, a total liability recorded of $25.9 million and $18.4 million, and underlying obligations with an average credit rating of B- and A, respectively.

          The credit protection related to the structured finance transaction is a credit default swap that was executed in 2000. The underlying collateral is predominantly securitized pools of leveraged loans and bonds. The transaction is in compliance with most of the coverage tests except the overcollateralization tests. As a result, both interest and principal proceeds are currently redirected to amortize the senior most notes, which reduces the Company’s exposure sooner than originally anticipated. Management continues to monitor its underlying performance and is comfortable with the collateral coverage. The European project finance loan participation benefits from an 80% deficiency guarantee from the German state and federal governments.

          At September 30, 2010, there were no reported events of default on these obligations. Credit derivatives are recorded at fair values, which are determined using either models developed by the Company or third party prices and are dependent upon a number of factors, including changes in interest rates, future default rates, credit spreads, changes in credit quality, future expected recovery rates and other market factors. The change resulting from movements in credit and credit quality spreads is unrealized as the credit derivatives are not traded to realize this resultant value.

          (d)(iii) Other Non-Investment Derivatives

          The Company entered into derivatives as part of its contingent capital facility, including put options, interest rate swaps and asset return swaps. These derivatives are recorded at fair value with changes in fair value recognized in earnings.

          The Company also has derivatives embedded in certain reinsurance contracts. For a particular life reinsurance contract, the Company pays the ceding company an amount equal to the estimated present value of the excess of guaranteed benefit GMIB over the account balance upon the policyholder’s election to take the income benefit. The fair value of this derivative is determined based on the present value of expected cash flows. In addition, the Company has modified coinsurance and funds withheld reinsurance agreements that provide for a return based on a portfolio of fixed income securities. As such, the agreements contain embedded derivatives. The embedded derivative is bifurcated from the funds withheld balance and recorded at fair value with changes in fair value recognized in earnings through net realized and unrealized gains and losses on derivative instruments.

          (e) Contingent Credit Features

          Certain derivatives agreements entered into by the Company or its subsidiaries contain rating downgrade provisions that permit early termination of the agreement by the counterparty if collateral is not posted following failure to maintain certain credit ratings from one or more of the principal credit rating agencies. If the Company were required to early terminate such agreements due to a rating downgrade, it could potentially be in a net liability position at time of settlement. The aggregate fair value of all derivatives agreements containing such rating downgrade provisions that were in a liability position on September 30, 2010 and December 31, 2009 was $27.4 million and $30.8 million, respectively. The Company has not been required to post collateral under any of these agreements at September 30, 2010.

39


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

7. Share Capital

          (a) Authorized and Issued

          During the third quarter of 2007, the Company’s Board of Directors approved a share buyback program, authorizing the Company to purchase up to $500.0 million of its Class A ordinary shares. As of July 1, 2010, $375.4 million ordinary shares remained available for purchase under the program. During the third quarter of 2010, the Company purchased and cancelled 13.9 million ordinary shares under the program for $268.6 million. In addition, the Company purchased and cancelled 4.9 million ordinary shares during October 2010 for $106.8 million. In combination, these purchases totaled $375.4 million, the full amount remaining under the program. On November 2, 2010, the Company announced that its Board of Directors approved a new share buyback program, authorizing the Company to purchase up to $1.0 billion of its Class A ordinary shares.

          As described in further detail within Item 8, Note 21 to the Consolidated Financial Statements, “Share Capital,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, on February 15, 2009 following the maturity of the purchase contracts associated with the 7.0% equity security units, the Company issued 11,461,080 shares for net proceeds of approximately $745.0 million, which was used to retire the senior notes previously due February 2011, which had a fixed coupon of 5.25%.

          (b) Redeemable Series C Preference Ordinary Shares

          On February 12, 2010, the Company repurchased a portion of its outstanding Series C Preference Ordinary Shares which resulted in approximately 4.4 million Series C Preference Ordinary Shares with a liquidation value of $110.8 million being purchased by the Company for approximately $94.2 million. As a result, a book value gain of approximately $16.6 million was recorded in the first quarter of 2010 to ordinary shareholders.

          On March 26, 2009, the Company completed a cash tender offer for a portion of its outstanding Series C Preference Ordinary Shares that resulted in approximately 12.7 million Series C Preference Ordinary Shares with a liquidation value of $317.3 million being purchased by the Company for approximately $104.7 million plus accrued and unpaid dividends, combined with professional fees totaling $0.8 million. As a result, a book value gain of approximately $211.8 million was recorded in the first quarter of 2009 to ordinary shareholders.

          (c) Stock Plans

          The Company’s performance incentive programs provide for grants of stock options, restricted stock, restricted stock units and performance units and stock appreciation rights. Share based compensation granted by the Company generally contains a vesting period of three or four years, and certain awards also contain performance conditions. The Company records compensation expense related to each award over its vesting period incorporating the best estimate of the expected outcome of performance conditions where applicable. Compensation expense is generally recorded on a straight line basis over the vesting period of an award. See Item 8, Note 21 to the Consolidated Financial Statements, “Share Capital,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for further information on the Company’s performance incentive programs and associated accounting.

          During the nine months ended September 30, 2010, the Company granted approximately 0.9 million stock options with a weighted-average grant date fair value of $9.32 per option. The fair value of the options issued was estimated on the date of grant using the Black-Scholes option pricing model using the following weighted average assumptions:

 

 

 

 

 

Dividend yield

 

 

3.25

%

Risk free interest rate

 

 

2.73

%

Volatility

 

 

72.5

%

Expected lives

 

 

6.0

 years

40


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

7. Share Capital (Continued)

          (c) Stock Plans (Continued)

          During the nine months ended September 30, 2010, the Company granted approximately 1.1 million restricted stock units to officers of the Company and its subsidiaries with an aggregate grant date fair value of approximately $20.2 million. Each restricted stock unit represents the Company’s obligation to deliver to the holder one Class A ordinary share upon satisfaction of the three year vesting term. Restricted stock units are granted at the closing market price on the day of grant and entitle the holder to receive dividends declared and paid in the form of additional Class A ordinary shares contingent upon vesting.

          During the nine months ended September 30, 2010, the Company granted approximately 1.5 million performance units (representing a potential maximum share payout of approximately 3.1 million Class A ordinary shares) to certain employees with an aggregate grant date fair value of approximately $26.3 million. The performance units vest after three years and entitle the holder to shares of the Company’s stock. There are no dividend rights associated with the performance units. Each grant of performance units has a target number of shares, with final payouts ranging from 0% to 200% of the grant amount depending upon a combination of corporate and business segment performance along with each employee’s continued service through the vest date. Performance targets are based on relative and absolute financial performance metrics.

          In connection with, and effective upon, the completion of the Redomestication, XL-Ireland assumed the existing liabilities, obligations and duties of XL-Cayman under the NAC Re Corp. 1989 Stock Option Plan (the “1989 Plan”), the XL Group plc Amended and Restated 1991 Performance Incentive Program (the “1991 Program”), the XL Group plc Amended and Restated 1999 Performance Incentive Program for Employees (the “1999 Program”), the XL Group plc Directors Stock & Option Plan (the “Directors Plan”), the XL Group plc 2009 Cash Long-Term Incentive Program (the “2009 Program”), the XL Group plc Supplemental Deferred Compensation Plan (the “DC Plan,” and together with the 1989 Plan, 1991 Program, the 1999 Program, the Directors Plan and the 2009 Program, the “Programs”). Furthermore, in connection with, and effective upon, the completion of the Redomestication, the Programs were amended by XL-Cayman, among other things to, (i) provide that XL-Ireland and its Board of Directors will succeed to all powers, authorities and obligations of XL-Cayman and its Board of Directors under each Program, (ii) provide that the securities to be issued pursuant to each Program will consist of ordinary shares of XL-Ireland and (iii) otherwise to reflect the completion of the Redomestication.

8. XL Capital Finance (Europe) plc

          XL Capital Finance (Europe) plc (“XLCFE”) is a wholly owned finance subsidiary of XL-Ireland. In January 2002, XLCFE issued $600.0 million par value 6.5% Guaranteed Senior Notes due January 2012. These Notes were fully and unconditionally guaranteed by XL-Cayman. The Company’s ability to obtain funds from its subsidiaries is subject to certain contractual restrictions, applicable laws and statutory requirements of the various countries in which the Company operates including Bermuda, the U.S. and the U.K., among others. Required statutory capital and surplus for the principal operating subsidiaries of the Company was $7.0 billion at December 31, 2009.

          On June 30, 2010, XL-Cayman entered into the Supplemental Indenture (the “XLCFE Supplemental Indenture”) to the Indenture (the “XLCFE Indenture”), dated January 10, 2002, by and among XLCFE, XL-Cayman and State Street Bank and Trust Company. The XLCFE Supplemental Indenture provides for, among other things, the assumption of XL-Cayman’s obligations under the guarantee of obligations under the XLCFE Indenture and the securities issued pursuant thereto by XL Company Switzerland GmbH.

41


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

9. Related Party Transactions

          At September 30, 2010 and December 31, 2009, the Company owned non-controlling stakes in seven and nine independent investment management companies (“Investment Manager Affiliates”) totaling $151.2 million and $210.7 million, respectively. The Company seeks to develop relationships with specialty investment management organizations, generally acquiring an equity interest in the business. The Company also invests in certain of the funds and limited partnerships and other legal entities managed by these affiliates and through these funds and partnerships pays management and performance fees to the Company’s Investment Manager Affiliates.

          In the normal course of business, the Company enters into certain quota share reinsurance contracts with a subsidiary of one of its other strategic affiliates, ARX Holding Corporation. During the quarter ended September 30, 2010, these contracts resulted in reported net premiums of $15.1 million, net losses incurred of $10.2 million and reported acquisition costs of $5.9 million. During the same period in 2009, these contracts resulted in reported net premiums of $1.0 million, net losses incurred credit of $3.1 million and reported acquisition costs of $0.1 million. Management believes that these transactions are conducted at market rates consistent with negotiated arms-length contracts.

10. Variable Interest Entities

          At times, the Company has utilized variable interest entities both indirectly and directly in the ordinary course of the Company’s business.

          The Company invests in CDOs, and other structured investment vehicles that are issued through variable interest entities as part of the Company’s investment portfolio. The activities of these variable interest entities are generally limited to holding the underlying collateral used to service investments therein. Management has evaluated the nature of the Company’s involvement in such entities and has concluded that the Company is not the primary beneficiary of these variable interest entities as contemplated in current authoritative accounting guidance. The Company’s involvement in these entities is passive in nature and management was not involved in either the establishment or arrangement of these entities. Management does not believe that the Company has the power to direct activities, such as asset selection and collateral management, which most significantly impact the entity’s economic performance. The Company’s financial results are impacted by the changes in fair value of the variable interest entities consistent with the accounting policies applied to invested assets. For further details on the nature of the Company’s investment portfolio, in particular mortgage and asset backed securities which typically represent interests in variable interest entities, see Item 8, Note 9 to the Consolidated Financial Statements, “Investments,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          The Company has utilized variable interest entities in certain instances as a means of accessing contingent capital. The Company has utilized unconsolidated entities in the formation of contingent capital facilities. The Company’s interest in Stoneheath Re (“Stoneheath”) represents an interest in a variable interest entity; however, the Company is not the primary beneficiary as contemplated in that guidance. The Company’s interest in such entities is as a contributor of variability and not an absorber of losses and, as such, the Company would not be considered the primary beneficiary. Given that there are no contractual requirements or intentions to enter into additional variable interests in this entity, management considers the likelihood of consolidating Stoneheath in the future to be remote. For further details regarding Stoneheath, see Item 8, Note 18 to the Consolidated Financial Statements, “Off-Balance Sheet Arrangements,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          The Company has a limited number of remaining outstanding credit enhancement exposures including written financial guarantee and credit default swap contracts. The obligations related to these transactions are often securitized through variable interest entities. The Company is not the primary beneficiary of these variable interest entities as contemplated in current authoritative accounting guidance on the basis that management does not believe that the Company has the power to direct the activities, such as asset selection and collateral management, which most significantly impact each entity’s economic performance. For further details on the nature of the obligations and the size of the Company’s maximum exposure see Item 8, Note 2(r), “Recent Accounting Pronouncements,” and Note 17, “Derivative Instruments,” to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

42


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

10. Variable Interest Entities (Continued)

          The credit exposures represent the most significant risks associated with the Company’s involvement with variable interest entities and there have been no significant changes in the nature of the Company’s involvement with variable interest entities during the nine months ended September 30, 2010.

11. Computation of Earnings Per Ordinary Share and Ordinary Share Equivalent

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars and shares in thousands, except per share amounts)
(Unaudited)

 

(Unaudited)
Three Months Ended
September 30,

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 


 

 

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Basic earnings per ordinary share and ordinary share equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to XL Group plc

 

$

110,043

 

$

21,098

 

$

447,928

 

$

109,736

 

Less: preference share dividends

 

 

(32,500

)

 

(32,500

)

 

(67,194

)

 

(74,626

)

Plus: gain on redemption of Series C Preference Ordinary shares

 

 

 

 

 

 

16,616

 

 

211,816

 

 

 



 



 



 



 

Net income available to ordinary shareholders

 

$

77,543

 

$

(11,402

)

$

397,350

 

$

246,926

 

 

 



 



 



 



 

Weighted average ordinary shares outstanding

 

 

338,724

 

 

342,118

 

 

340,927

 

 

339,095

 

Basic earnings per ordinary share & ordinary share equivalents outstanding

 

$

0.23

 

$

(0.03

)

$

1.17

 

$

0.73

 

Diluted earnings per ordinary share and ordinary share equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average ordinary shares outstanding — basic

 

 

338,724

 

 

342,118

 

 

340,927

 

 

339,095

 

Impact of share based compensation and certain conversion features

 

 

1,095

 

 

502

 

 

837

 

 

254

 

 

 



 



 



 



 

Weighted average ordinary shares outstanding — diluted

 

 

339,819

 

 

342,620

 

 

341,764

 

 

339,349

 

 

 



 



 



 



 

Diluted earnings per ordinary share & ordinary share equivalents outstanding

 

$

0.23

 

$

(0.03

)

$

1.16

 

$

0.73

 

 

 



 



 



 



 

Dividends per ordinary share

 

$

0.10

 

$

0.10

 

$

0.30

 

$

0.30

 

 

 



 



 



 



 

          For the three and nine months ended September 30, 2010 and 2009, potential ordinary shares issued under share based compensation plans of 12.7 million and 12.7 million, and 12.9 million and 13.0 million, respectively, were not included in the calculation of diluted earnings per share because the assumed exercise or issuance of such shares would be anti-dilutive.

          In addition, for the three and nine months ended September 30, 2010 and 2009, ordinary shares to be potentially issued under the purchase contracts associated with the 10.75% Equity Security Units (the “10.75% Units”) of 31.0 million and 31.5 million, and 35.9 million and 35.9 million, respectively, were not included in the calculation of diluted earnings per share because the assumed issuance of such shares would be anti-dilutive. For further information on the 10.75% Units see Item 8, Note 16, “Notes Payable and Debt Financing Arrangements”, to the Consolidated Financial Statements in the Company’s Annual Report on form 10-K for the year ended December 31, 2009.

43


XL GROUP PLC

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

12. Commitments and Contingencies

          Financial and Other Guarantee Exposures

          As part of the Company’s legacy financial guarantee business, the Company’s outstanding financial guarantee contracts at September 30, 2010 included the reinsurance of 37 financial guarantee contracts with total insured contractual payments outstanding of $246.7 million ($238.3 million of principal and $8.4 million of interest) and having a remaining weighted-average contract period of 14.5 years. These contracts provide credit support for a variety of collateral types. On August 5, 2010, $386.5 million of notional financial guarantee exposure (including principal and interest) on a Chilean toll road structure was eliminated when the issuer decided to prepay the debt. Following this elimination, the remaining largest exposures are comprised of (i) $108.3 million notional financial guarantee on three notes backed by zero coupon bonds and bank perpetual securities; (ii) $78.7 million notional financial guarantee on a collateralized fund obligation with a collateral cushion in excess of 60% of the Company’s exposure that is currently being wound-up in an orderly manner and (iii) the remaining $59.7 million of financial guarantees is comprised of 33 separate transactions with varying forms of underlying collateral, including pre-2000 vintage asset backed securities and municipal government bonds. The underlying financial guarantees are diversified and not individually significant.

          The total gross claim liability and unearned premiums recorded at September 30, 2010 associated with these contracts were $14.5 million and $0.6 million, respectively. Of the contracts noted above, three contracts with total insured contractual payments outstanding of $15.1 million had experienced an event of default and were considered by the Company to be non-performing at September 30, 2010, while the remaining were considered to be performing at such date.

          Surveillance procedures to track and monitor credit deteriorations in the insured financial obligations are performed by the primary obligors for each transaction on the Company’s behalf. Information regarding the performance status and updated exposure values is provided to the Company on a quarterly basis and evaluated by management in recording claims reserves.

          On June 28, 2010, the Company’s subsidiary, XL Insurance (Bermuda) Ltd (“XLI”), completed a commutation, termination and release agreement (the “Termination Agreement”) with European Investment Bank (“EIB”) which fully extinguished and terminated all of the guarantees issued to EIB by XLI in connection with financial guaranty policies between certain subsidiaries of Syncora Holdings Ltd. (formerly Security Capital Assurance Ltd, “Syncora Holdings”) and EIB. These guarantees were provided for the benefit of EIB relating to project finance transactions comprised of transportation, school and hospital projects with an average rating of BBB, written between 2001 and 2006 with anticipated maturities ranging between 2027 and 2038. The guarantees had been accounted for under Accounting Standards Codification (“ASC”) section 460-10, Guarantees (previously FIN 45, “Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others.”)

          Under the Termination Agreement, XLI paid $38 million to EIB, and all of XLI’s exposures under the EIB guarantees, with aggregate par outstanding of approximately $900 million, were eliminated. In addition, a further $0.5 million was paid to EIB for expenses in relation to the termination. Pursuant to the obligations of Syncora Holdings and its affiliates (collectively “Syncora”) under the Master Commutation, Release and Restructuring Agreement (the “Master Agreement”), dated July 28, 2008, as amended, among XLI and affiliates, Syncora, and certain of Syncora’s credit default swap counterparties, Syncora paid XLI $15.0 million. The net cost of this transaction is reflected in the Company’s Consolidated Statement of Income as “Loss on Termination of Guarantee”. For further historical information regarding the above-mentioned EIB guarantees and the Master Agreement, refer to Note 4 to the Consolidated Financial Statements, included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          At December 31, 2009, the Company’s outstanding financial guarantee contracts included the reinsurance of 41 financial guarantee contracts with total insured contractual payments outstanding of $713.6 million ($568.2 million of principal and $145.4 million of interest) and having a remaining weighted-average contract period of 11.5 years. The total gross claim liability and unearned premiums recorded at December 31, 2009 were $14.5 million and $1.5 million, respectively. Of the contractual exposure existing at December 31, 2009, the Company had reinsured $423.8 million with subsidiaries of Syncora, however, at December 31, 2009 there were no gross claims liabilities or recoverables recorded. Of the 41 contracts noted above, three contracts with total insured contractual payments outstanding of $16.1 million had experienced an event of default and were considered by the Company to be non-performing at December 31, 2009, while the remaining 38 contracts were considered to be performing at such date.

13. Taxation

          During the first nine months of 2010, the Company revised its capital strategy such that it is no longer able to positively assert that all earnings arising within the United States will be permanently reinvested in that jurisdiction. As a result, the effective tax rate for the period includes a provision for withholding tax on certain earnings arising in the United States. The impact of this change on the estimated effective rate for the nine months ended September 30, 2010 is an increase of approximately 0.5%.

44



 

 


 

 

ITEM 2.

 

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


 

 

         General

          On July 1, 2010, XL Group plc, an Irish public limited company (“XL-Ireland”), and XL Group Ltd. (formerly, XL Capital Ltd), a Cayman Islands exempted company (“XL-Cayman”), completed a redomestication transaction in which all of the ordinary shares of XL-Cayman were exchanged for all of the ordinary shares of XL-Ireland (“the Redomestication”). As a result, XL-Cayman became a wholly owned subsidiary of XL-Ireland. Prior to July 1, 2010, unless the context otherwise indicates, references in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” to the “Company” are to XL-Cayman and its consolidated subsidiaries. On and subsequent to July 1, 2010, unless the context otherwise indicates, references herein to the “Company” are to XL-Ireland and its consolidated subsidiaries.

          The following is a discussion of the Company’s financial condition and liquidity and results of operations. Certain aspects of the Company’s business have loss experience characterized as low frequency and high severity. This may result in volatility in both the Company’s and an individual segment’s results of operations and financial condition.

          This “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contains forward-looking statements that involve inherent risks and uncertainties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. These statements are based upon current plans, estimates and projections. Actual results may differ materially from those included in such forward-looking statements, and therefore undue reliance should not be placed on them. See “Cautionary Note Regarding Forward-Looking Statements” below for a list of factors that could cause actual results to differ materially from those contained in any forward-looking statement, as well as Item 1, “Risk Factors,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          This discussion and analysis should be read in conjunction with the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the audited Consolidated Financial Statements and notes thereto, presented under Item 7 and Item 8, respectively, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

         Executive Overview

          See “Executive Overview” in Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

         Results of Operations and Key Financial Measures

          The following table presents an analysis of the Company’s net income available to ordinary shareholders and other financial measures (described below) for the three and nine months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars and shares in thousands, except per share amounts)
(Unaudited)

 

(Unaudited)
Three Months Ended
September 30,

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 


 

 

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Net income attributable to ordinary shareholders

 

$

77,543

 

$

(11,402

)

$

397,350

 

$

246,926

 

Earnings per ordinary share – basic

 

$

0.23

 

$

(0.03

)

$

1.17

 

$

0.73

 

Earnings per ordinary share – diluted

 

$

0.23

 

$

(0.03

)

$

1.16

 

$

0.73

 

Weighted average number of ordinary shares and ordinary share equivalents – basic

 

 

338,724

 

 

342,118

 

 

340,927

 

 

339,095

 

Weighted average number of ordinary shares and ordinary share equivalents – diluted

 

 

339,819

 

 

342,620

 

 

341,764

 

 

339,349

 

Change in fully diluted book value per ordinary share

 

 

1.82

 

 

4.95

 

 

4.96

 

 

8.38

 

          The following are some of the financial measures management considers important in evaluating the Company’s operating performance:

45



 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars and shares in thousands, except per share amounts)
(Unaudited)

 

(Unaudited)
Three Months Ended
September 30,

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 


 

 

 

2010

 

2009

 

2010

 

2009

 

 

 


 


 


 


 

Underwriting profit (loss) – P&C operations

 

$

64,666

 

$

88,279

 

$

152,729

 

$

281,570

 

Combined ratio – P&C operations

 

 

94.9

%

 

93.2

%

 

95.9

%

 

92.8

%

Net investment income – P&C operations

 

$

216,348

 

$

232,908

 

$

662,531

 

$

733,255

 

Annualized return on average shareholders’ equity

 

 

3.2

%

 

(0.6

)%

 

5.8

%

 

5.0

%


 

 

 

 

 

 

 

 

 

 

(Unaudited)
September 30,
2010

 

December 31,
2009

 

 

 


 


 

Book value per ordinary share

 

$

30.06

 

$

24.64

 

Fully diluted book value per ordinary share (1)

 

$

29.56

 

$

24.60

 


 

 

 


 

(1)

Book value per ordinary share and fully diluted book value per ordinary share are non-GAAP financial measures and represent book value per ordinary share (Total shareholders’ equity less preference shareholders’ equity and non-controlling interest in equity of consolidated subsidiaries, divided by the number of outstanding ordinary shares at any period end) combined with the impact from dilution of share based compensation and certain conversion features at any period end. The Company believes that fully diluted book value per ordinary share is a financial measure important to investors and other interested parties who benefit from having a consistent basis for comparison with other companies within the industry. However, this measure may not be comparable to similarly titled measures used by companies either outside or inside of the insurance industry.

Key Financial Measures

Underwriting profit – property and casualty (“P&C”) operations

          One way that the Company evaluates the performance of its insurance and reinsurance operations is the underwriting profit or loss. The Company does not measure performance based on the amount of gross premiums written. Underwriting profit or loss is calculated from premiums earned less net losses incurred and expenses related to underwriting activities. The Company’s underwriting profit for the three month period ended September 30, 2010 was primarily reflective of the combined ratio discussed below.

Combined ratio – P&C operations

          The combined ratio for P&C operations is used by the Company and many other insurance and reinsurance companies as another measure of underwriting profitability. The combined ratio is calculated from the net losses incurred and underwriting expenses as a ratio of the net premiums earned for the Company’s insurance and reinsurance operations. A combined ratio of less than 100% indicates an underwriting profit and greater than 100% reflects an underwriting loss. The Company’s combined ratio for the nine months ended September 30, 2010 is higher than for the same period in the previous year, primarily as a result of an increase in the loss and loss expense ratio, partially offset by a decrease in the underwriting expense ratio. The loss and loss expense ratio has increased as a result of higher levels of catastrophe losses and other large loss events in both the insurance and reinsurance segments. The decreased underwriting expense ratio reflects the Company’s restructuring activities over the last several years.

Net investment income – P&C operations

          Net investment income related to P&C operations is an important measure that affects the Company’s overall profitability. The largest liability of the Company relates to its unpaid loss reserves, and the Company’s investment portfolio provides liquidity for claims settlements of these reserves as they become due. Thus, a significant part of the investment portfolio is invested in fixed income securities. Net investment income is influenced by a number of factors, including the amounts and timing of inward and outward cash flows, the level of interest rates and credit spreads and changes in overall asset allocation. Net investment income related to P&C operations decreased by $70.7 million during the first nine months of 2010 as compared to the same period in the prior year. Overall, portfolio yields have decreased as a result of the impact of declines in U.S. interest rates, and particularly the impact of decreased U.S. Dollar Libor on the Company’s floating rate securities. Should investments yields remain low, overall profitability and cash flow will continue to be negatively impacted. In addition, the Company increased its holdings in lower-yielding cash, government and agency RMBS securities in connection with its investment portfolio de-risking efforts as the Company re-aligned its portfolio to one more typical of a P&C portfolio.

Book value per ordinary share

          Management also views the change in the Company’s book value per ordinary share as an additional measure of the Company’s performance. Book value per ordinary share is calculated by dividing ordinary shareholders’ equity by the number of outstanding ordinary shares at any period end. Book value per ordinary share is affected primarily by the Company’s net income (loss), by any changes in the net unrealized gains and losses on its investment portfolio and currency translation adjustments and by the impact of any share buyback or issuance activity.

          Book value per ordinary share increased by $5.42 in the first nine months of 2010 as compared to an increase of $8.42 during the first nine months of 2009 as a result of improved investment fair values, higher net income and the impact of share buyback activity. During the first nine months of 2010, there was a decrease in net unrealized losses on available for sale investments of $1.4 billion, net of tax, as compared to December 31, 2009. The improved investment fair values were due in large part to declining interest rates during the first nine months of 2010.

46


Net income attributable to ordinary shareholders increased by $150.4 million during the first nine months of 2010 compared to the first nine months of 2009. This increase was comprised of an increase in net income attributable to XL Group plc of $338.2 million offset by a decrease of $195.2 million in the gains associated with the two separate purchases of portions of the Company’s Redeemable Series C Preference Ordinary Shares that were completed during the first nine months of each of 2010 and 2009.

          During the three months ended September 30, 2010, the Company purchased and cancelled 13.9 million ordinary shares for $268.6 million. These purchases were accretive to book value per share as they were done at prices lower than book value. In addition, the Company purchased and cancelled 4.9 million ordinary shares during October 2010 for $106.8 million. In combination, these purchases totaled $375.4 million, the full amount still remaining under the Company’s share buyback program. On November 2, 2010, the Company announced that its Board of Directors approved a new share buyback program, authorizing the Company to purchase up to $1.0 billion of its Class A ordinary shares.

          As noted above, fully diluted book value per ordinary share represents book value per ordinary share combined with the impact from dilution of share based compensation and certain conversion features at any period end. Fully diluted book value per ordinary share increased by $4.96 during the nine months ended September 30, 2010 as compared to an increase of $8.38 during the nine months ended September 30, 2009, as a result of the factors noted above.

Annualized return on average ordinary shareholders’ equity

          Return on average ordinary shareholder’s equity (“ROE”) is another non-GAAP financial measure that management considers important in evaluating the Company’s operating performance. ROE is calculated by dividing the net income for any period by the average of the opening and closing ordinary shareholders’ equity. The Company establishes minimum target ROEs for its total operations, segments and lines of business. If the Company’s minimum ROE targets over the longer term are not met with respect to any line of business, the Company seeks to modify and/or exit these lines. In the first nine months of 2010, annualized ROE was 5.8%, 0.8 percentage points higher than the same period in the prior year when it was 5.0%. This was the result of increased net income which was largely offset by significantly higher equity levels during 2010 following the increase in the fair value of the Company’s investment portfolio. The opening and closing ordinary shareholders’ equity were determined by subtracting from opening and closing shareholders’ equity attributable to XL Group plc, the non-controlling interest in equity of consolidated subsidiaries and the preference ordinary shareholders’ equity balances.

Significant Items Affecting the Results of Operations

          The Company’s net income and other financial measures as shown above for the three and nine months ended September 30, 2010 have been affected by, among other things, the following significant items:

 

 

 

 

1)

The impact of natural catastrophes and large loss events in 2010;

 

 

 

 

2)

Market movement impacts on the Company’s investment portfolio; and

 

 

 

 

3)

Continuing competitive factors impacting the underwriting environment.

1) The impact of natural catastrophes and large loss events in 2010

          Net losses incurred from natural catastrophes were higher during the first nine months of 2010 at $266.4 million as compared to $63.2 million in the same period of 2009. Notable natural catastrophes during this period included the Chilean Earthquake, European Windstorm Xynthia, U.S. tornadoes and hailstorm activity, the New Zealand Earthquake and floods in Central Europe and China. In addition, other large loss events in the third quarter as well as property losses relating to the Deepwater Horizon oil rig contributed to the higher risk losses in 2010 than during 2009.

          Management’s preliminary loss estimate of the total property loss exposure to the Deepwater Horizon oil rig, net of reinsurance and reinstatement premium, was approximately $27.4 million, of which $12.5 million is attributable to the Insurance segment and $14.9 million to the Reinsurance segment.

          The Company is a major writer of large, complex energy-related (re)insurance coverages and manages its exposure through, among other items, the purchase of reinsurance. The Company continues to assess its potential third party liability exposures arising out of the Deepwater Horizon oil rig explosion in the Gulf. However, given that the facts are still developing, as well as the complexities of the nature of the event including indemnities from BP, other defenses to liability based on contract and common law and coverage issues, it is too early to estimate losses at this time.

          For further details see the segment results in the “Income Statement Analysis” below.

2) Market movement impacts on the Company’s investment portfolio

          During the three months ended September 30, 2010, interest rates declined in the Company’s major markets combined with tightening of corporate credit spreads. The net impact of the market conditions on the Company’s investment portfolio for the quarter

47



resulted in an improvement in net unrealized losses on available for sale investments as compared to June 30, 2010 of $0.5 billion. This represents approximately a 1.0% appreciation in average assets for the quarter ended September 30, 2010.

          The following table provides further detail regarding the movements in the global credit markets, as well as in government interest rates using some selected market indices:

 

 

 

 

 

 

 

 

Interest Rate Movement for the quarter
ended September 30, 2010 (1)
(‘+’/’-’ represents increases / decreases in
interest rates)

 

Credit Spread Movement for the quarter
ended September 30, 2010 (2)
(‘+’/ ‘-’ represents widening / tightening of
credit spreads)

 

 


 


United States

 

- 51 basis points (5 year Treasury)

 

- 29 basis points (U.S. Corporate A rated)

 

 

- 24 basis points (3 month LIBOR)

 

+ 80 basis points (U.S. Agency RMBS, AAA rated) (3)

 

 

 

 

- 36 basis points (U.S. CMBS, AAA rated)

United Kingdom

 

- 41 basis points (10 year Gilt)

 

- 14 basis points (UK Corporate, AA rated)

Euro-zone

 

+ 3 basis points (5 year Bund)

 

- 33 basis points (Europe Corporate, A rated)


 

 

 


 

(1)

Source: Bloomberg Finance L.P.

 

 

 

(2)

Source: Merrill Lynch Global Indices.

 

 

(3)

During the third quarter of 2010, the index provider changed its prepayment model which resulted in a large increase in credit spreads due to assumptions in timing. Cash spreads on Agency RMBS widened modestly during the quarter.

          During the nine months ended September 30, 2010, interest rates declined in the Company’s major markets combined with tightening of corporate credit spreads. The net impact of the market conditions on the Company’s investment portfolio for the quarter resulted in an improvement of $1.4 billion in the net unrealized loss position on available for sale investments as compared to December 31, 2009. This represents approximately a 3.1% appreciation in average assets for the nine months ended September 30, 2010.

          The following table provides further detail regarding the movements in the global credit markets, as well as in government interest rates using some selected market indices:

 

 

 

 

 

 

 

Interest Rate Movement for the nine months
ended September 30, 2010 (1)
(‘+’/’-’ represents increases / decreases in
interest rates)

 

Credit Spread Movement for the nine months
ended September 30, 2010 (2)
(‘+’/ ‘-’ represents widening / tightening of
credit spreads)

 

 


 


United States

 

- 142 basis points (5 year Treasury)

 

- 15 basis points (U.S. Corporate A rated)

 

 

+ 4 basis points (3 month LIBOR)

 

+ 47 basis points (U.S. Agency RMBS, AAA rated)

 

 

 

 

- 125 basis points (U.S. CMBS, AAA rated)

United Kingdom

 

- 107 basis points (10 year Gilt)

 

- 15 basis points (UK Corporate, AA rated)

Euro-zone

 

- 94 basis points (5 year Bund)

 

+ 1 basis points (Europe Corporate, A rated)


 

 

 


 

(1)

Source: Bloomberg Finance L.P.

 

 

 

(2)

Source: Merrill Lynch Global Indices.

          Net realized losses on investments in the three and nine months ended September 30, 2010 totaled $37.9 million and $135.6 million, respectively, related to the impairment of certain of the Company’s fixed income, equity and other investments, where the Company determined that there was an other-than-temporary decline in the value of those investments which was related to credit. For further information, see Item 1, Note 5, “Investments”, herein.

48


3) Continuing competitive factors impacting the underwriting environment

          Insurance

          The trading environment for the core lines of insurance business written by the Company remains difficult as competitive pressures continue. The Company continues its disciplined underwriting approach to grow on a very selective basis and exit lines where margins are unacceptable. Overall premium rates reflected an aggregate price decrease of approximately 1.6% for the quarter, largely influenced by 6-8% rate declines in the Insurance segment’s professional lines and property books offset by some increases in certain niche specialty and casualty lines. Retention ratios have continued to experience a significant improvement over the prior year quarter as concerns over the Company’s financial condition have dissipated. The Company continues to develop new business opportunities in several areas, particularly in certain global specialty and global professional lines.

          The following table provides an analysis of gross premiums written, net premiums written and net premiums earned for the Insurance segment for the nine month periods ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30, 2010

 

(Unaudited)
Nine months Ended
September 30, 2009

 

 

 


 


 

(U.S. dollars in thousands)

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

 

 


 


 


 


 


 


 

Casualty – professional lines

 

$

944,251

 

$

858,669

 

$

991,271

 

$

975,292

 

$

909,834

 

$

944,441

 

Casualty – other lines

 

 

736,746

 

 

452,569

 

 

462,252

 

 

772,826

 

 

463,732

 

 

492,507

 

Property catastrophe

 

 

(7

)

 

115

 

 

115

 

 

(30

)

 

1,758

 

 

1,758

 

Other property

 

 

541,459

 

 

290,014

 

 

308,483

 

 

518,946

 

 

262,205

 

 

325,966

 

Marine, energy, aviation, and satellite

 

 

526,130

 

 

443,664

 

 

408,184

 

 

508,039

 

 

402,215

 

 

431,412

 

Other specialty lines (1)

 

 

458,142

 

 

391,310

 

 

454,696

 

 

450,046

 

 

367,045

 

 

475,332

 

Other (2)

 

 

(5,030

)

 

(8,056

)

 

(1,731

)

 

8,867

 

 

6,863

 

 

14,925

 

Structured indemnity

 

 

7,720

 

 

7,272

 

 

14,555

 

 

3,657

 

 

3,366

 

 

10,610

 

 

 



 



 



 



 



 



 

Total

 

$

3,209,411

 

$

2,435,557

 

$

2,637,825

 

$

3,237,643

 

$

2,417,018

 

$

2,696,951

 

 

 



 



 



 



 



 



 


 

 

 


 

(1)

Other specialty lines within the Insurance segment includes: environmental, programs, equine, warranty, specie, middle markets and excess and surplus lines.

 

 

 

(2)

Other includes credit and surety and other lines.

          Reinsurance

          Competitive market conditions persist for the Reinsurance segment especially in long tail lines. July 1 renewals saw U.S. catastrophe rates deteriorate on a risk adjusted basis by 10% and international rates decrease by 5%. Gross premiums written decreased by 5.0% while net premiums increased by 3.3% during the three months ended September 30, 2010 compared with the three months ended September 30, 2009. The gross premium written decrease was primarily from reduced new and renewal business in the U.S. and Bermuda, some timing differences of inceptions in Bermuda along with reduced premium estimates on proportional treaties and lower premiums from a U.S. agricultural program due to lower commodity prices. The net premium increase resulted from the reduced reinsurance costs on the U.S. agricultural program.

          The market expectation is that these competitive trading conditions will continue for some time to come and in most sectors of the market. The Reinsurance segment continues its philosophy of disciplined underwriting as we prepare for year-end renewals.

          The following table provides an analysis of gross premiums written, net premiums written and net premiums earned for the Reinsurance segment for the nine month periods ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30, 2010

 

(Unaudited)
Nine months Ended
September 30, 2009

 

 

 


 


 

(U.S. dollars in thousands)

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

 

 


 


 


 


 


 


 

Casualty – professional lines

 

$

208,683

 

$

208,644

 

$

165,633

 

$

162,882

 

$

162,685

 

$

171,729

 

Casualty – other lines

 

 

200,944

 

 

197,555

 

 

170,987

 

 

173,758

 

 

168,585

 

 

177,531

 

Property catastrophe

 

 

363,995

 

 

319,352

 

 

242,745

 

 

353,073

 

 

301,346

 

 

231,471

 

Other property

 

 

749,225

 

 

517,836

 

 

381,963

 

 

797,309

 

 

516,981

 

 

417,898

 

Marine, energy, aviation, and satellite

 

 

111,792

 

 

103,780

 

 

66,807

 

 

83,821

 

 

80,062

 

 

64,011

 

Other (1)

 

 

110,005

 

 

93,628

 

 

82,026

 

 

147,741

 

 

124,631

 

 

131,519

 

Structured indemnity

 

 

849

 

 

849

 

 

669

 

 

7,400

 

 

7,400

 

 

6,205

 

 

 



 



 



 



 



 



 

Total

 

$

1,745,493

 

$

1,441,644

 

$

1,110,830

 

$

1,725,984

 

$

1,361,690

 

$

1,200,364

 

 

 



 



 



 



 



 



 


 

 

 


 

(1)

Other includes employers’ liability, surety, political risk and other lines.

49


Other Key Focuses of Management

          Throughout the latter part of 2009 and into 2010, the Company remains focused on, among other things, tailoring the Company’s business model to focus on core P&C business and enhancing its enterprise risk management capabilities. Details relating to these initiatives are discussed in Other Key Focuses of Management in Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009. That discussion is updated with the disclosures set forth below.

          Capital Management

          Fundamental to supporting the Company’s business model is its ability to underwrite business, which is largely dependent upon the quality of its claims paying and financial strength ratings as evaluated by independent rating agencies. As a result, in the event that the Company is downgraded, its ability to write business as well as its financial condition and/or results of operations, could be adversely affected. See Item 1, “Business – Ratings” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for further information regarding rating actions by the various rating agencies, as well as details regarding the Company’s financial strength and debt ratings.

          In relation to the Company’s capital position, during the third quarter of 2007, the Company’s Board of Directors approved a share buyback program, authorizing the Company to purchase up to $500.0 million of its Class A ordinary shares. As of July 1, 2010, $375.4 million ordinary shares remained available for purchase under the program. During the third quarter of 2010, the Company purchased and cancelled 13.9 million ordinary shares under the program for $268.6 million. In addition, the Company purchased and cancelled 4.9 million ordinary shares during October 2010 for $106.8 million. In combination, these purchases totaled $375.4 million, the full amount remaining under the program. On November 2, 2010, the Company announced that its Board of Directors approved a new share buyback program, authorizing the Company to purchase up to $1.0 billion of its Class A ordinary shares.

          In addition, on February 12, 2010, the Company redeemed approximately 4.4 million Series C Preference Ordinary Shares with a liquidation value of $110.8 million for approximately $94.2 million. As a result, a book value gain to ordinary shareholders of approximately $16.6 million was recorded in the first quarter of 2010.

          Risk Management

          The Company’s risk appetite framework guides its strategies relating to, among other things, capital preservation, earnings volatility, net worth at risk, operational loss, liquidity standards, capital rating and capital structure. This framework also addresses the Company’s tolerance to risks from material individual events (e.g., natural or man made catastrophes such as terrorism), the Company’s investment portfolio, realistic disaster scenarios that cross multiple lines of business and risks related to some or all of the above that may actualize concurrently, with the objective of preserving the Company’s capital base.

          In relation to event risk management, the Company establishes net underwriting limits for individual large events as follows:

 

 

 

 

1.

The Company imposes limits for each peril region/event type at a 1% exceedance probability. If the Company was to deploy the full limit, for any given peril region/event type, there would be a 1% probability that an event would occur during the next year which would result in a net underwriting loss in excess of the limit.

 

 

 

 

2.

The Company also imposes limits for each natural catastrophe peril region at a 1% tail value at risk (“TVaR”) probability. This statistic indicates the average amount of net loss expected to be incurred given that a loss above the 1% exceedance probability level has occurred.

 

 

 

 

3.

The Company also imposes limits for certain other event types at a 0.4% exceedance probability as described in further detail below. If the Company were to deploy the full limit, for any given event type, there would be a 0.4% probability that an event would occur during the next year which would result in a net underwriting loss in excess of the limit.

          For planning purposes and to calibrate risk tolerances for business to be written from September 30, 2010 through September 30, 2011, the Company set its underwriting limits as a percent of September 30, 2010 Tangible Shareholders’ Equity (hereafter, “Tangible Shareholders’ Equity”). Tangible Shareholders’ Equity is defined as Total Shareholders’ Equity less Goodwill and Other Intangible Assets. These limits may be recalibrated, from time to time, to reflect material changes in Total Shareholders’ Equity that may occur after September 30, 2010, at the discretion of management and as overseen by the Board.

          Per event 1% exceedance probability underwriting limits for “Tier 1 event types”, which include natural catastrophes, terrorism and other realistic disaster scenarios, are set at a level not to exceed approximately 15% of Tangible Shareholders’ Equity.

50


          Per event 1% TVaR underwriting limits for certain peak natural catastrophe peril regions approximate 20% of Tangible Shareholders’ Equity. 1% TVaR underwriting limits for non-peak natural catastrophe peril regions are set below the per event 1% TVaR limits described above.

          Per event 1% exceedance probability underwriting limits for “Tier 2 event types”, which include country risk, longevity risk and pandemic risk, are set at a level not to exceed 7.5% of Tangible Shareholders’ Equity.

          Per event 0.4% exceedance probability underwriting limits for “Tier 2 event types” are set at a level not to exceed 15% of Tangible Shareholders’ Equity. The 0.4% exceedance probability limit is used for Tier 2 event types rather than a TVaR measure due to the difficulty in estimating the full distribution of outcomes in the extreme tail of the distribution for these risk types as required for the TVaR measure.

          In all instances, the above referenced underwriting limits reflect pre tax losses net of reinsurance and net of inwards and outwards reinstatement premiums related to the specific events being measured. The limits are not net of underwriting profits expected to be generated in the absence of catastrophic loss activity.

          In setting underwriting limits, the Company also considers such factors as:

 

 

 

 

§

Correlation of underwriting risk with other risks (e.g. asset/investment risk, operational risk, etc.);

 

 

 

 

§

Model risk and robustness of data;

 

 

 

 

§

Geographical concentrations;

 

 

 

 

§

Exposures at lower return periods;

 

 

 

 

§

Expected payback period associated with losses;

 

 

 

 

§

Projected share of industry loss; and

 

 

 

 

§

Annual aggregate losses at a 1% exceedance probability and at a 1% TVaR level on both a peril region/risk type basis as well as at the portfolio level.

          Loss exposure estimates for all event risks are derived from a combination of commercially available and internally developed models together with the judgment of management, as overseen by the Board. Actual incurred losses may vary materially from the Company’s estimates. Factors that can cause a deviation between estimated and actualized loss potential include:

 

 

 

 

§

Inaccurate assumption of event frequency and severity;

 

 

 

 

§

Inaccurate or incomplete data;

 

 

 

 

§

Changing climate conditions may add to the unpredictability of frequency and severity of natural catastrophes in certain parts of the world and create additional uncertainty as to future trends and exposures;

 

 

 

 

§

Future possible increases in property values and the effects of inflation may increase the severity of catastrophic events to levels above the modeled levels;

 

 

 

 

§

Natural catastrophe models incorporate and are critically dependent on meteorological, seismological and other earth science assumptions and related statistical relationships that may not be representative of prevailing conditions and risks, and may therefore misstate how particular events actually materialize, causing a material deviation between forecasted and actual damages associated with such events; and

 

 

 

 

§

A change in the judicial climate.

          For the above and other reasons, the incidence and severity of catastrophes and other event types are inherently unpredictable and it is difficult to predict the timing of such events with statistical certainty or estimate the amount of loss any given occurrence will generate. As a consequence, there is material uncertainty around the Company’s ability to measure exposures associated with individual events and combinations of events. This uncertainty could cause actual exposures and losses to deviate from those amounts estimated below, which in turn can create a material adverse effect on the Company’s financial condition and results of operations and may result in substantial liquidation of investments, possibly at a loss, and outflows of cash as losses are paid.

51


          The table below shows the Company’s estimated per event net 1% and 0.4% exceedance probability exposures for certain peak natural catastrophe perils regions. These estimates assume that amounts due from reinsurance and retrocession purchases are 100% collectible. There may be credit or other disputes associated with these potential receivables.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1-in 100 Event

 

1-in 250 Event

 

 

 

 

 

 

 


 


 

Geographical Zone
(U.S. dollars in millions)

 

Peril

 

Measurement Date of In-
Force Exposures (2)

 

Probable
Maximum
Loss (1)

 

Percentage of
Shareholders’
Equity at September
30, 2010

 

Probable
Maximum
Loss (1)

 

Percentage of
Shareholders’
Equity at September
30, 2010

 


 


 


 


 


 


 


 

California

 

Earthquake

 

July 1, 2010

 

$

549

 

 

5.1

%

$

853

 

 

7.8

%

U.S.

 

Windstorm

 

July 1, 2010

 

 

890

 

 

8.2

%

 

1,210

 

 

11.1

%

Europe

 

Windstorm

 

July 1, 2010

 

 

390

 

 

3.6

%

 

552

 

 

5.1

%

Japan

 

Earthquake

 

July 1, 2010

 

 

219

 

 

2.0

%

 

309

 

 

2.8

%

Japan

 

Windstorm

 

July 1, 2010

 

 

134

 

 

1.2

%

 

226

 

 

2.1

%


 

 

 


 

(1)

Probable maximum losses include secondary uncertainty which incorporates variability around the expected probable maximum loss for each event, does not represent the Company’s maximum potential exposures and are pre tax.

 

(2)

Detailed analyses of aggregated In-force exposures and maximum loss levels are done periodically. The measurement dates represent the date of the last completed detailed analysis by geographical zone.

          Regulatory Change

          Management continues to actively monitor the various regulatory bodies and initiatives that impact the Company globally and assess the potential for significant impact on results or operations. The European Commission is in the process of implementing changes to the prudential regulation of European insurers, known as Solvency II, with a timeline to achieve full compliance by 2013. Solvency II is designed to impose economic risk-based solvency requirements across all EU Member States. Advice and implementation consists of three pillars: (1) Pillar I – quantitative capital requirements, based on a valuation of the entire balance sheet; (2) Pillar II – qualitative regulatory review, which includes governance, internal controls, enterprise risk management and supervisory review process, and (3) Pillar III – market discipline, which is accomplished through reporting of the insurer’s financial condition to regulators and the public. Other jurisdictions such as Bermuda are in the process of implementing consistent changes to strengthen their capital and risk management requirements in order to be considered equivalent for purposes of group regulatory considerations. The Company has significant resources supporting the regulatory process, such as the Solvency II Quantitative Impact Studies and Bermuda Monetary Authority regulatory data calls, and these resources are also actively engaged in the implementation across the Company.

          Strategy Implementation

          As a continuing part of the Company’s effort to implement its strategy, management has created an Office of Strategic Growth that is headed by Greg Hendrick, newly appointed Executive Vice President, Strategic Growth. This office will oversee the implementation of the strategic plan, coordinate the work of the implementation work streams and the create of planning milestones and metrics for success.

     Management of Legacy Financial Exposures

          Over the past two years, the Company has focused on the management of certain legacy financial businesses, which were put into run-off in 2008. These businesses include certain outstanding written credit default swap and financial guarantee contracts. On August 5, 2010, $386.5 million of notional financial guarantee exposure (including principal and interest) on a Chilean toll road structure was eliminated when the issuer decided to prepay the debt. During the second quarter of 2010, management was successful in commuting the Company’s exposure to the European Investment Bank. The Company continues to look for opportunities that make business sense to reduce and, where possible, terminate these non-core exposures. These exposures and any related transactions are more fully described in Item 1, Note 6, “Derivative Instruments (d)(ii) – Financial Operations Derivatives – Credit Exposure” herein and Item 1, Note 12, “Financial and Other Guarantee Exposures” herein, respectively. The following is a summary of the outstanding exposures:

 

 

 

 

 

Form of Transaction
(U.S. dollars in millions)
(Unaudited)

 

Principal and Interest
Outstanding
September 30, 2010

 

 

 


 

Financial Guarantee

 

$

246.7

 

Credit Default Derivatives

 

 

261.5

 

 

 



 

Total Exposure

 

$

508.2

 

 

 



 

 

 

 

 

 

Current Reserves / Liabilities Reported

 

$

40.4

 

 

 



 

52


         Critical Accounting Policies and Estimates

          See the discussion of the Company’s Critical Accounting Policies and Estimates in Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

53


         Variable Interest Entities and Other Off-Balance Sheet Arrangements

          For further information, see the discussion of the Company’s variable interest entities and other off-balance sheet arrangements in Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 and Item 1, Note 10, “Variable Interest Entities”, to the Consolidated Financial Statements included herein.

         Segment Results for the three months ended September 30, 2010 compared to the three months ended September 30, 2009

          Following a streamlining of the Company’s operating segments in the first quarter of 2009, the Company is organized into three operating segments: Insurance, Reinsurance and Life operations. The Company’s general investment and financing operations are reflected in Corporate.

          The Company evaluates the performance of both the Insurance and Reinsurance segments based on underwriting profit and the performance of its Life operations segment based on contribution. Other items of revenue and expenditure of the Company are not evaluated at the segment level for reporting purposes. In addition, the Company does not allocate investment assets by segment for its P&C operations. Investment assets related to the Company’s Life operations and certain structured products included in the Insurance and Reinsurance segments are held in separately identified portfolios. As such, net investment income from these assets is included in the contribution from each of these segments.

         Income Statement Analysis

          Insurance

          The Company’s Insurance segment provides commercial property, casualty and specialty insurance products on a global basis. Products generally provide tailored coverages for complex corporate risks and include the following lines of business: property, casualty, professional liability, environmental liability, aviation and satellite, marine and offshore energy, equine, fine art and specie, excess and surplus lines and other insurance coverages including program business. These lines of business are divided across operating units: North America P&C, International P&C, Global Professional Lines and Global Specialty Lines.

          The following table summarizes the underwriting results for this segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Gross premiums written

 

$

991,781

 

$

1,022,178

 

 

(3.0

)%

Net premiums written

 

 

776,869

 

 

818,244

 

 

(5.1

)%

Net premiums earned

 

 

872,148

 

 

905,350

 

 

(3.7

)%

Net losses and loss expenses

 

 

(640,999

)

 

(630,324

)

 

1.7

%

Acquisition costs

 

 

(109,788

)

 

(107,008

)

 

2.6

%

Operating expenses

 

 

(155,816

)

 

(155,645

)

 

0.1

%

 

 



 



 



 

Underwriting profit (loss)

 

$

(34,455

)

$

12,373

 

 

NM

*

Net results – structured products

 

$

3,015

 

$

3,852

 

 

(21.7

)%

Fee income and other

 

 

(3,713

)

 

(5,894

)

 

37.0

%


 

 

 


 

*

NM – Not meaningful

          Gross premiums written decreased by 3.0% during the three months ended September 30, 2010 compared with same period of 2009. Gross premiums written decreased by 1.6% when evaluated in the local currency. In general, the decrease was driven by continued challenging market conditions and strong competition, which are still negatively impacting pricing across many lines but most significantly professional and property lines. The decrease was also impacted by fewer long term agreement premiums, unfavorable foreign exchange rates and reduced premiums from the run-off of a large North American P&C automobile warranty program. These decreases have been partially offset by improved retention rates across most lines of business and new business growth in primary casualty, upper middle market, marine and offshore energy, general aviation, specie and equine businesses.

          Net premiums written decreased by 5.1% in the three month period ended September 30, 2010 compared with the same period of 2009. The decrease resulted from the gross written premium decrease outlined above coupled with an increase in ceded written premiums. Ceded written premiums increased by 5.4% in the three month period ended September 30, 2010 compared with the three month period ended September 30, 2009, due largely to increased reinsurance costs on property and environmental lines as well as higher facultative utilization in primary casualty. These increases have been partially offset by return premiums in aviation and reduced ceded premiums from the run-off of the automobile warranty program noted above.

54


          Net premiums earned decreased by 3.7% in the three month period ended September 30, 2010 compared with the same period of 2009. The decrease primarily resulted from the overall earn-out of lower net premiums written in the past twelve months due to many of the factors noted above.

          The following table presents the ratios for this segment:

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 


 

 

 

2010

 

2009

 

 

 


 


 

Loss and loss expense ratio

 

 

73.5

%

 

69.6

%

Underwriting expense ratio

 

 

30.5

%

 

29.0

%

 

 



 



 

Combined ratio

 

 

104.0

%

 

98.6

%

 

 



 



 

          The loss and loss expense ratio includes net losses incurred for both the current quarter and any favorable or adverse prior year development of loss and loss expense reserves held at the beginning of the year. The following table summarizes the net (favorable) adverse prior year development relating to the Insurance segment for the three month periods ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 


 

(U.S. dollars in millions)

 

2010

 

2009

 

 

 


 


 

Property

 

$

8.0

 

$

(23.1

)

Casualty

 

 

(9.2

)

 

12.1

 

Professional

 

 

(0.6

)

 

2.6

 

Specialty and other

 

 

6.3

 

 

 

 

 



 



 

Total

 

$

4.5

 

$

(8.4

)

 

 



 



 

Loss and loss expense ratio excluding prior year development

 

 

73.0

%

 

70.5

%

 

 



 



 

          Excluding prior year development, the loss ratio for the three months ended September 30, 2010 increased by 2.5 loss percentage points as compared to the same period in 2009, due primarily to natural catastrophe losses occurring in the quarter ended September 30, 2010. The New Zealand earthquake and Central Europe floods contributed $11.1 million and $14.0 million in losses, respectively, to the quarter. Excluding unfavorable prior year development, natural catastrophe losses and related reinstatement premiums in both quarters, the loss ratio increased by 1.2 points from 2009 to 2010 due to several individual large loss events in property and excess casualty partially offset by specific loss ratio improvement from one run off financial lines contract.

          Net unfavorable prior year reserve development of $4.5 million for the three months ended September 30, 2010 was mainly attributable to the following:

 

 

§

For property lines, net prior year development during the quarter was $8.0 million unfavorable due to higher than expected loss activity for the non-U.S. lines of business.

 

 

§

For casualty lines, net prior year development during the quarter was $9.2 million favorable due mainly to foreign exchange movements.

 

 

§

For professional lines, net prior year development was $0.6 million favorable due to marginally better than expected attritional loss activity.

 

 

§

For specialty and other lines, net prior year development was $6.3 million unfavorable mainly in the excess and surplus lines where reserve assumptions on loss and allocated loss adjustment expenses were revised.

          The increase in the underwriting expense ratio in the three months ended September 30, 2010 compared to the same period in 2009 was due to an increase in the operating expense ratio of 0.7 points (17.9% as compared to 17.2%) and an increase in the acquisition expense ratio of 0.8 points (12.6% as compared to 11.8%). Operating expenses were flat against a decrease in net premiums earned. The increase in the acquisition expense ratio is largely attributable to changes in the mix of business, higher commission rates in certain lines and lower ceding commission income on ceded casualty treaties.

          Fee income and other increased in the three months ended September 30, 2010 as compared to the same period of 2009 mainly as a result of an increase in engineering fee income associated with the Company’s loss prevention consulting services business.

          Net results from structured insurance products include certain structured indemnity contracts that are accounted for as deposit contracts. Net results from these contracts for the three months ended September 30, 2010 have decreased compared to the same period in 2009. The modest decrease reflects the fact that this line of business is in run off.

55


          Reinsurance

          The Company’s Reinsurance segment provides casualty, property risk (including energy and engineering), property catastrophe, marine, aviation, and other specialty reinsurance on a global basis with business being written on both a proportional and non-proportional basis and in certain limited instances on a direct basis.

          The following table summarizes the underwriting results for this segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Gross premiums written

 

$

533,730

 

$

562,031

 

 

(5.0

)%

Net premiums written

 

 

389,203

 

 

376,875

 

 

3.3

%

Net premiums earned

 

 

396,593

 

 

388,529

 

 

2.1

%

Net losses and loss expenses

 

 

(170,981

)

 

(187,914

)

 

(9.0

)%

Acquisition costs

 

 

(82,271

)

 

(81,971

)

 

0.4

%

Operating expenses

 

 

(44,220

)

 

(42,738

)

 

3.5

%

 

 



 



 



 

Underwriting profit

 

$

99,121

 

$

75,906

 

 

30.6

%

Net results – structured products

 

$

(9,829

)

$

7,729

 

 

NM

*

Fee income and other

 

 

1,017

 

 

578

 

 

76.0

%


 

 

 


 

*

NM – Not meaningful

          Gross premiums written decreased by 5.0% during the three months ended September 30, 2010 compared with the same period of 2009. Gross premiums written decreased by 5.2% when evaluated in the local currency. The decrease was mainly from the North America property business where there have been lower premiums on a US agricultural program due to lower commodity prices, and Bermuda business where third quarter new business incepting was lower than the prior year due to the timing of inceptions, business not renewed and certain reductions in price and capacity. However, offsetting the decrease was premium growth primarily in Latin America with North American casualty premiums also significantly increased on the prior year quarter due to business being renewed with the Company underwriting an increased portion of the risk.

          Net premiums written increased by 3.3% in the three month period ended September 30, 2010 compared with the same period of 2009. The increase resulted from a 21.9% decrease in ceded written premium which reflects the reduction in premiums on the US agricultural program, outlined above, which has a high ceding ratio.

          Net premiums earned increased by 2.1% in the three month period ended September 30, 2010 compared with the same period of 2009. The increase is due to the reduction in ceded premiums earned partially offset by the overall reduction in net premiums written over the last 24 months and the resulting earn-out of these lower net premiums written.

          The following table presents the ratios for this segment:

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 


 

 

 

2010

 

2009

 

 

 


 


 

Loss and loss expense ratio

 

 

43.1

%

 

48.4

%

Underwriting expense ratio

 

 

31.9

%

 

32.1

%

 

 



 



 

Combined ratio

 

 

75.0

%

 

80.5

%

 

 



 



 

          The loss and loss expense ratio includes net losses incurred for both the current year and any favorable or adverse prior year development of loss and loss expense reserves held at the beginning of the year. The following table summarizes the net (favorable) adverse prior year development relating to the Reinsurance segment for the three month periods ended September 30, 2010 and 2009:

56



 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 


 

(U.S. dollars in millions)

 

2010

 

2009

 

 

 


 


 

Property and other short-tail lines

 

$

(30.1

)

$

(30.5

)

Casualty and other

 

 

(56.7

)

 

(35.4

)

 

 



 



 

Total

 

$

(86.8

)

$

(65.9

)

 

 



 



 

Loss and loss expense ratio excluding prior year development

 

 

65.0

%

 

65.3

%

 

 



 



 

          Excluding prior year development, the loss ratio for the quarter ended September 30, 2010 decreased by 0.3 loss percentage points compared with the same period of 2009. Excluding favorable prior year development, catastrophe losses and related reinstatement premiums in both quarters, the loss ratio decreased by 6.7 percentage points from 2009 to 2010. These improvements relate primarily to changes in business mix, including higher non-U.S. vs. U.S. casualty writings and lower agricultural premiums, lower levels of attritional property losses and a reduction in losses from the run off financial lines unit.

          Net favorable prior year reserve development for the Reinsurance segment of $86.8 million for the quarter ended September 30, 2010 was mainly attributable to the following:

 

 

 

 

§

Net favorable prior year development of $30.1 million for the short-tailed lines in the quarter and details of these by specific lines are as follows:

 

 

 

 

 

 

§

$11.2 million in favorable property catastrophe development primarily due to $7.2 million of European windstorm reserve releases and small Hurricanes Katrina and Rita reserve reductions.

 

 

 

 

 

 

§

$10.8 million in favorable property other development due to reported losses coming in lower than expected across most lines of business and most underwriting years.

 

 

 

 

 

 

§

$8.1 million in favorable marine and aviation lines primarily due to favorable development of European and Latin American marine books where there has been better than expected activity across most underwriting years.

 

 

 

 

§

Net favorable prior year development of $56.7 million for the long-tailed lines in the quarter is wholly attributable to favorable casualty development as outlined below:

 

 

 

 

 

 

§

$23.0 million in favorable casualty development primarily related to $11.2 million in better than expected activity following an annual review in the European casualty book of business and $24.9 million related to favorable development on Enron-related professional liability claims, partially offset by adverse development related to an account impacted by Italian hospital medical malpractice exposures.

 

 

 

 

 

 

§

$33.7 million in favorable other lines development due primarily to net favorable development of $29.5 million related to the reinsurance-to-close (“RITC”) of the 2007 year of account.

          The decrease in the underwriting expense ratio in the three months ended September 30, 2010 compared to the same period in 2009 was due to a marginal decrease in the acquisition expense ratio of 0.4 points (20.7% as compared to 21.1% in 2009) offset by an increase in the operating expense ratio of 0.2 points (11.2% as compared to 11.0% in 2009). The decrease in the acquisition expense ratio was a result of a change in the mix of business. The marginal increase in the operating expense ratio is attributable to timing differences in corporate allocated expenses which lowered the charge for some operating expenses in the quarter ended September 30, 2009 when compared to September 30, 2010.

          Fee income and other increased by $0.5 million in the quarter ended September 30, 2010 as compared to the same period of 2009 due mainly to year over year fee increases in South America.

          Net results from structured reinsurance products include certain structured indemnity contracts that are accounted for as deposit contracts. Net results from these products for the three months ended September 30, 2010 decreased compared to the same period in 2009 due to higher interest expense associated with an accretion rate adjustment recorded in the current quarter based on changes in expected cash flows on one of the larger deposit accounted transactions.

57


          Life Operations

          During 2009, the Company completed a strategic review of its life reinsurance business. In relation to this initiative, the Company sold the renewal rights to its Continental European short-term life, accident and health business in December 2008. The Company also announced in March 2009 that it would run-off its existing book of U.K. and Irish traditional life and annuity business, and not accept new business. In addition, during July 2009, the Company entered into an agreement to sell its U.S. life reinsurance business. The transaction closed during the fourth quarter of 2009. In December 2009, the Company entered into an agreement to novate and recapture a number of U.K. and Irish term assurance and critical illness treaties. The transaction closed during the fourth quarter of 2009. During the first quarter of 2010, the Company entered into an agreement to recapture three U.K. and Irish term assurance treaties, and this transaction closed during March 2010.

          Prior to the decision being made to run-off the U.K. and Irish business, products offered included a broad range of underlying lines of life reinsurance business, including term assurances, group life, critical illness cover, immediate annuities and disability income. In addition, prior to selling the renewal rights to the Continental European business, the products offered included short-term life, accident and health business. The segment also covers a range of geographic markets, with an emphasis on the U.K., U.S., Ireland and Continental Europe.

          The following summarizes the contribution from this segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 

 

 

 


 

 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Gross premiums written

 

$

103,957

 

$

156,870

 

 

(33.7

)%

Net premiums written

 

 

96,444

 

 

146,941

 

 

(34.4

)%

Net premiums earned

 

 

96,586

 

 

151,840

 

 

(36.4

)%

Claims and policy benefits

 

 

(144,358

)

 

(185,067

)

 

(22.0

)%

Acquisition costs

 

 

(6,114

)

 

(23,867

)

 

(74.4

)%

Operating expenses

 

 

(2,372

)

 

(5,903

)

 

(59.8

)%

Net investment income

 

 

78,387

 

 

88,788

 

 

(11.7

)%

Fee income and other

 

 

54

 

 

62

 

 

(12.9

)%

Realized and unrealized gains (losses) on investments

 

 

(1,512

)

 

(5,393

)

 

(72.0

)%

 

 



 



 



 

Contribution from Life operations

 

$

20,671

 

$

20,460

 

 

1.0

%

 

 



 



 



 

          The following table is an analysis of the Life operations gross premiums written, net premiums written and net premiums earned for the three month periods ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30, 2010

 

(Unaudited)
Three Months Ended
September 30, 2009

 

 

 


 


 

(U.S. dollars in thousands)

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

 

 


 


 


 


 


 


 

Other Life

 

$

64,465

 

$

64,066

 

$

64,208

 

$

114,414

 

$

112,140

 

$

117,037

 

Annuity

 

 

39,492

 

 

32,378

 

 

32,378

 

 

42,456

 

 

34,801

 

 

34,803

 

 

 



 



 



 



 



 



 

Total

 

$

103,957

 

$

96,444

 

$

96,586

 

$

156,870

 

$

146,941

 

$

151,840

 

 

 



 



 



 



 



 



 

          Gross premiums written relating to other life business decreased by $49.9 million in the three months ended September 30, 2010 as compared to the same period in 2009 mainly due to a $33.0 million decrease as a result of the novation of a long-term care treaty and the novation/recapture of a number of term assurance treaties during the second half of 2009 and at the end of the first quarter 2010, $10.4 million from the sale of the U.S. business during the fourth quarter of 2009, and unfavorable foreign exchange movement of $5.2 million. Gross premiums written relating to annuity business decreased by $3.0 million in the three months ended September 30, 2010 as compared to the three months ended September 30, 2009 mainly due to unfavorable foreign exchange rate movements.

          Ceded premiums written during the quarter ended September 30, 2010 decreased by $2.4 million as compared to the quarter ended September 30, 2009 as a result of both last year’s higher cession ratio associated with short-term life, accident and health business underwritten in the 2009 underwriting year, which occurred as part of the sale of the renewal rights as mentioned above, and the sale of the U.S. business, as well as favorable foreign exchange movement.

          Net premiums earned in the third quarter of 2010 decreased 36.4% as compared to the third quarter of 2009. This decrease was consistent with the decrease in gross and net premiums written as described above.

58


          Claims and policy benefit reserves decreased by $40.7 million or 22.0% in the three months ended September 30, 2010 as compared to the three months ended September 30, 2009, a decrease consistent with the decrease in gross premiums written associated with term assurance business as noted above, as well as the sale of the U.S. business during the fourth quarter of 2009, and including favorable foreign exchange movements. Changes in claims and policy benefits include the movement in policy benefit reserves related to other contracts (such as immediate annuities) where investment assets were acquired with the assumption of the policy benefit reserves at the inception of the contract.

          For the three months ended September 30, 2010, acquisition costs decreased by 74.4% as compared to the same period in 2009, largely as a result of the decrease in net premium written associated with the term assurance business as noted above, as well as lower acquisition costs associated with the run-off of the short-term life, accident and health business. Operating expenses decreased by 59.8% in the first quarter of 2010 as compared to the same period in the prior year due mainly to lower compensation expenses as a result of overall lower staffing levels.

          Net investment income is included in the calculation of contribution from Life operations, as it relates to income earned on portfolios of separately identified and managed life investment assets and other allocated assets. Net investment income decreased by $10.4 million or 11.7% in the three months ended September 30, 2010, as compared to the same period in 2009, primarily as a result of foreign exchange impacts.

          See below for an analysis of the Company’s total realized losses on investments during the three months ended September 30, 2010.

         Investment Activities

          The following table illustrates the change in net investment income from P&C operations, net income from investment fund affiliates, net realized gains (losses) on investments and net realized and unrealized gains (losses) on investments in derivative instruments for the three months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Net investment income – P&C operations

 

$

216,348

 

$

232,908

 

 

(7.1

)%

Net income (loss) from investment fund affiliates (1)

 

 

3,105

 

 

42,288

 

 

NM

*

Net realized gains (losses) on investments

 

 

(68,755

)

 

(325,520

)

 

NM

*

Net realized and unrealized gains (losses) on derivative instruments

 

 

12,473

 

 

(9,133

)

 

NM

*


 

 


(1)

The Company records the income related to alternative fund affiliates on a one month lag and the private investment fund affiliates on a three month lag in order for the Company to meet the accelerated filing deadlines.

*

NM – Not meaningful

          Net investment income related to P&C operations decreased in the quarter ended September 30, 2010 compared with the same period of 2009 due primarily to declining portfolio yields. Overall, portfolio yields have decreased as a result of the impact of declines in U.S. interest rates, lower prevailing reinvestment yields and investment portfolio de-risking efforts.

          Net income from investment fund affiliates decreased significantly in the quarter ended September 30, 2010 compared to the same period of 2009. This was mainly due to particularly strong results in the Company’s equity accounted alternative funds in the quarter ended September 30, 2009 but also reflected the current market conditions for the alternative funds and private investment portfolio.

          The Company manages its investment grade fixed income securities in accordance with investment guidelines approved by the Board of Directors. Due to the unique nature of the underlying liabilities, customized benchmarks are used to measure investment performance and comparison to standard market indices is not meaningful. Investment performance is not monitored for certain assets primarily consisting of operating cash and special regulatory deposits. The following is a summary of the investment portfolio returns for the three months ended September 30, 2010 and 2009:

59



 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 


 

 

 

2010(1)

 

2009 (1)

 

 

 


 


 

Fixed income portfolios

 

 

 

 

 

 

 

USD fixed income portfolio

 

 

1.6

%

 

4.7

%

GBP fixed income portfolio

 

 

4.9

%

 

9.9

%

EUR fixed income portfolio

 

 

3.4

%

 

5.9

%

Other portfolios

 

 

 

 

 

 

 

Alternative portfolio (2)

 

 

1.4

%

 

5.2

%

Equity portfolio (3)

 

 

NM

*

 

5.5

%

High-Yield fixed income portfolio

 

 

2.6

%

 

12.4

%


 

 


(1)

Portfolio returns are calculated by dividing the sum of net investment income or net income from investment affiliates, realized gains (losses) and unrealized gains (losses) by the average market value of each portfolio. Performance is measured in the underlying asset currency.

(2)

Performance on the alternative portfolio reflects the three months ended August 31, 2010 and August 31, 2009, respectively.

(3)

Equity portfolio is negligible in 2010 and accordingly, performance returns are not presented.

*

NM – Not meaningful

          Net Realized Gains and Losses and Other than Temporary Declines in the Value of Investments

          For the three months ended September 30, 2010 net realized losses of $68.8 million included net realized losses of $30.8 million from sales of investments and $38.0 million related to other-than-temporary impairments of certain of the Company’s fixed income, equity and other investments.

          The significant components of the net impairment charges of $38.0 million consist of:

 

 

 

 

§

For structured credit securities, the Company recorded net impairments of $27.7 million principally on non-agency RMBS securities for the quarter ended September 30, 2010. The Company determined that the likely recovery on these securities was below the amortized cost, and accordingly impaired the securities to the discounted value of the cash flows of these securities.

 

 

 

 

§

For corporate securities, excluding medium term notes backed primarily by investment grade European credit, the Company recorded net impairments of $3.0 million for the quarter ended September 30, 2010.

 

 

 

 

 

In addition, the Company recorded impairments totaling $3.3 million in relation to medium term notes backed primarily by investment grade European credit. Management has concluded that, following recent credit spread movements since 2009, future yields within the supporting collateral were not sufficient to support the previously reported amortized cost.

 

 

 

 

§

For equities, the Company recorded impairments of $0.4 million for the quarter ended September 30, 2010 because management does not believe the cost basis will be recovered within a reasonable timeframe.

 

 

 

 

§

The Company recorded impairments of $3.6 million related to currency losses for the quarter ended September 30, 2010.

          Net realized losses in the quarter ended September 30, 2009 included net realized losses of $321.7 million related to the write-down of certain of the Company’s fixed income, equity and other investments with respect to which the Company determined that there was an other-than-temporary decline in the value of those investments as well as net realized losses of $3.8 million from sales of investments.

          Net Realized and Unrealized Gains and Losses on Derivatives

          Net realized and unrealized gains on investment derivatives for the three months ended September 30, 2010 resulted from the Company’s investment strategy to manage interest rate risk, foreign exchange risk and credit risk, and to replicate permitted investments. For further information, see Item 1, Note 6, “Derivative Instruments” herein as well as Item 8, Note 2 of the Consolidated Financial Statements, “Significant Accounting Policies”, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

60


          Other Revenues and Expenses

          The following table sets forth other revenues and expenses for the three months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Net income (loss) from operating affiliates (1)

 

$

14,035

 

$

23,027

 

 

(39.0

)%

Exchange gains (losses)

 

 

(44,540

)

 

16,843

 

 

NM

*

Amortization of intangible assets

 

 

(465

)

 

(465

)

 

NM

*

Corporate operating expenses

 

 

(19,782

)

 

(14,955

)

 

32.3

%

Interest expense (2)

 

 

(36,146

)

 

(43,250

)

 

(16.4

)%

Income tax expense

 

 

(29,810

)

 

(3,616

)

 

NM

*


 

 

 


 

(1)

The Company generally records the income related to certain operating affiliates on a three month lag in order for the Company to meet accelerated filing deadlines.

 

 

(2)

Interest expense does not include interest expense related to structured products as reported within the Insurance and Reinsurance segments and Corporate.

 

 

*

NM – Not meaningful

          The following table sets forth the net income (loss) from operating affiliates for the three months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Three Months Ended
September 30,

 

 

 

 

 

 


 

 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Net income (loss) from financial operating affiliates

 

$

2,004

 

$

(1,586

)

 

NM

*

Net income from investment manager affiliates

 

 

321

 

 

10,138

 

 

NM

*

Net income from other strategic operating affiliates

 

 

11,710

 

 

14,475

 

 

(19.1

)%

 

 



 



 



 

Total

 

$

14,035

 

$

23,027

 

 

(39.0

)%

 

 



 



 



 


 

 

 


 

*

NM – Not meaningful

          Financial operating affiliate income increased during the quarter ended September 30, 2010 compared with the same period of 2009 primarily due to a gain associated with the orderly wind down of one affiliate in the quarter.

          Investment manager affiliate income decreased during the quarter ended September 30, 2010 compared with the same period of 2009 primarily due to a loss in the quarter from one of the Company’s larger investment manager affiliates, resulting from poor performance of the underlying funds during challenging market conditions and the impact of that on incentive fees earned.

          Income from other strategic operating affiliates decreased in the quarter ended September 30, 2010 compared with the same period of 2009 due to the sale during the second quarter of the Company’s Brazilian joint venture ITAÚ XL Seguros Corporativos S.A. (“ITAU”).

          Foreign exchange losses in the quarter ended September 30, 2010 were primarily driven by the weakening of the U.S. dollar relative to a number of currencies, particularly the U.K. pound Sterling and the Australian dollar and to a lesser extent the Euro, when applied to certain net underwriting liability balances. In the quarter ended September 30, 2009, a weakening of the U.K. pound Sterling was the main driver of the gain seen in that quarter.

          Corporate operating expenses in the three months ended September 30, 2010 increased compared with the same period of 2009 primarily as a result of a higher level of expenses retained within the Corporate segment than was allocated in the prior year quarter.

          Interest expense for the three months ended September 30, 2010 compared with the same period of 2009 decreased mainly as a result of a lower interest expense associated with an accretion rate adjustment recorded in the current quarter based on changes in expected cash flows on one of the deposit accounted transactions and from the Company’s debt hedging activities where the effective portion of the hedging relationship is amortizing through interest expense over the remaining term of the debt.

          The increase in the Company’s income taxes in the quarter ended September 30, 2010, compared to the same period in 2009, arose principally from higher income generated in taxable jurisdictions in the current year.

61


Segment Results for the nine months ended September 30, 2010 compared to the nine months ended September 30, 2009

          Insurance

          The following table summarizes the underwriting results for this segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 

 

 

 


 

 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Gross premiums written

 

$

3,209,411

 

$

3,237,643

 

 

(0.9

)%

Net premiums written

 

 

2,435,557

 

 

2,417,018

 

 

0.8

%

Net premiums earned

 

 

2,637,825

 

 

2,696,951

 

 

(2.2

)%

Net losses and loss expenses

 

 

(1,881,502

)

 

(1,844,322

)

 

2.0

%

Acquisition costs

 

 

(312,166

)

 

(324,850

)

 

(3.9

)%

Operating expenses

 

 

(472,057

)

 

(502,904

)

 

(6.1

)%

 

 



 



 



 

Underwriting profit (loss)

 

$

(27,900

)

$

24,875

 

 

NM

*

Net results – structured products

 

$

11,594

 

$

11,066

 

 

4.8

%

Fee income and other

 

 

(11,836

)

 

(10,114

)

 

17.0

%


 

 

 


 

*

NM – Not meaningful

          Gross premiums written marginally decreased by 0.9% during the nine months ended September 30, 2010 compared with the same period of 2009. Gross premiums written decreased by 1.0% when evaluated in the local currency. Premium levels have been maintained despite continued challenging market conditions and strong competition, which continue to negatively impact new business and pricing, particularly in professional lines. There have been improved retention rates across most lines of business as a result of the Company’s stronger financial condition and market position since the third quarter of 2009. New business growth in upper middle market, marine and offshore energy, active programs, U.S. general aviation, equine and select professional businesses has been offset by decreases in North America environmental and excess and surplus lines, the run-off of a large U.S. automobile warranty program, the termination of a specialty lines aviation program in 2009 and decreases in professional liability lines.

          Net premiums written increased by 0.8% in the nine month period ended September 30, 2010 compared with the same period of 2009. The increase resulted from a reduction in ceded written premiums partially offset by the gross written premium decreases outlined above. The decrease in ceded written premiums is largely related to specialty lines due to cost savings from a restructuring of the marine and specie global excess of loss reinsurance treaties, as well as certain adjustments to premium estimates in aviation and property which gave rise to a positive variance over 2009.

          Net premiums earned decreased by 2.2% in the nine month period ended September 30, 2010 compared with the same period of 2009. The decrease primarily resulted from the planned exit of certain lines of business and the overall earn-out of lower net premiums written in the past twelve months.

        The following table presents the ratios for this segment:

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

 

 

2010

 

2009

 

 

 


 


 

Loss and loss expense ratio

 

 

71.3

%

 

68.4

%

Underwriting expense ratio

 

 

29.8

%

 

30.7

%

 

 



 



 

Combined ratio

 

 

101.1

%

 

99.1

%

 

 



 



 

          The loss and loss expense ratio includes net losses incurred for both the current year and any favorable or adverse prior year development of loss and loss expense reserves held at the beginning of the year. The following table summarizes the net (favorable) adverse prior year development relating to the Insurance segment for the nine month periods ended September 30, 2010 and 2009:

62



 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

(U.S. dollars in millions)

 

2010

 

2009

 

 

 


 


 

Property

 

$

(19.6

)

$

(37.7

)

Casualty

 

 

4.2

 

 

(43.7

)

Professional

 

 

(35.3

)

 

32.0

 

Specialty and other

 

 

(11.2

)

 

 

 

 



 



 

Total

 

$

(61.9

)

$

(49.4

)

 

 



 



 

Loss and loss expense ratio excluding prior year development

 

 

73.7

%

 

70.2

%

 

 



 



 

          Excluding prior year development, the loss ratio for the nine months ended September 30, 2010 increased by 3.5 loss percentage points as compared to the same period in 2009 due primarily to higher levels of natural catastrophe losses occurring in the first nine months of 2010. Excluding favorable prior year development, natural catastrophe losses and reinstatement premiums in both periods, the loss ratio decreased by 0.4 points year over year largely due to changes in business mix and improved loss experience in environmental, property, casualty and aerospace, partially offset by international excess casualty and international professional.

          Net favorable prior year reserve development of $61.9 million for the nine months ended September 30, 2010 was mainly attributable to the following:

 

 

§

For property lines, net prior year development in the nine months was $19.6 million favorable due to lower than expected actual losses in the first quarter for non-catastrophe exposures for North America P&C and International P&C business.

 

 

§

For casualty lines, net prior year development in the nine months was $4.2 million unfavorable due mainly to a $15.6 million strengthening in the North American risk management lines, where reserve assumptions have been revised to give greater weight to actual experience relative to industry benchmarks and an $8.3 million strengthening relating primarily to a 2009 transportation loss in International P&C. The unfavorable development was partially offset by a decrease in the uncollectible reinsurance reserve from reduced exposures and lower estimated risk levels from the Swiss operations.

 

 

§

For professional lines, net prior year development was $35.3 million favorable. The U.K. and U.S. professional lines contributed the majority with $55.1 million favorable development due to redundancies in 2006 and most prior underwriting years. Offsetting this was $13.6 million of reserve strengthening in the small and midsize professional services book from recent unfavorable loss experience in the real estate books and $8.7 million from the architects programs in the U.S. and U.K. for underwriting years 2006 and 2007 due to higher than expected loss experience in recent quarters.

 

 

§

For specialty and other lines, net prior year development was $11.2 million favorable mainly from the marine lines where there was better than expected loss experience on the cargo and hull books as well as a reduction in the provision for unrecoverable reinsurance due to favorable collection experience on 2001 and prior underwriting years.

          The decrease in the underwriting expense ratio in the nine months ended September 30, 2010 compared to the same period in 2009 was due to a decrease in the operating expense ratio of 0.7 points (18.0% as compared to 18.7%), and a decrease in the acquisition expense ratio of 0.2 points (11.8% as compared to 12.0%). The decrease in the operating expense ratio was as a result of costs savings associated with the Company’s expense reduction initiatives announced in the third quarter of 2008 and first quarter of 2009, including changes to the Company’s previously communicated operational transformation program. The decrease in the acquisition expense ratio is attributable to changes in business mix partially offset by the impact of higher commission rates in certain professional and North American P&C lines.

          Fee income and other decreased in the nine months ended September 30, 2010 as compared to the same period in 2009 mainly as a result of lower engineering fee income associated with the Company’s loss prevention consulting services business coupled with other expenses in professional lines related to the cost of an endorsement facility with National Indemnity Company, under which National Indemnity Company issued endorsements to certain “Side A” directors and officers liability insurance policies underwritten by XL Specialty Insurance Company. For further information, see Note 11, “Other Investments” to the Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009. During the first quarter of 2010 management concluded that it did not require the $100 million extension to this endorsement facility and did not purchase the related payment obligation.

          Net results from structured insurance products include certain structured indemnity contracts that are accounted for as deposit contracts. Net results from these contracts for the nine months ended September 30, 2010 have increased compared to the same period in 2009 mainly due to a reduction of operating expenses relating to structured products in the second quarter and continued favorable results from the liability interest rate hedges in place.

63


          Reinsurance

          The following table summarizes the underwriting results for this segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 

 

 

 


 

 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Gross premiums written

 

$

1,745,493

 

$

1,725,984

 

 

1.1

%

Net premiums written

 

 

1,441,644

 

 

1,361,690

 

 

5.9

%

Net premiums earned

 

 

1,110,830

 

 

1,200,364

 

 

(7.5

)%

Net losses and loss expenses

 

 

(569,843

)

 

(543,827

)

 

4.8

%

Acquisition costs

 

 

(230,448

)

 

(262,997

)

 

(12.4

)%

Operating expenses

 

 

(129,910

)

 

(136,845

)

 

(5.1

)%

 

 



 



 



 

Underwriting profit

 

$

180,629

 

$

256,695

 

 

(29.6

)%

Net results – structured products

 

$

(1,577

)

$

22,325

 

 

NM

*

Fee income and other

 

 

1,911

 

 

3,174

 

 

(39.8

)%


 

 

 


 

*

NM – Not meaningful

          Gross premiums written increased by 1.1% during the nine months ended September 30, 2010 compared with the same period of 2009. Gross premiums written decreased by 0.4% when evaluated in the local currency. Premium growth was mainly due to the recapture of business lost during 2009 following ratings actions as well as new business in Europe, Bermuda and Asia and loss related premium adjustments in Europe. Offsetting the growth was reduced premiums from a U.S. agricultural program due to a fall in commodity prices and reduced premiums from the exit of certain casualty facultative markets.

          Net premiums written increased by 5.9% in the nine months ended September 30, 2010 compared with the same period of 2009. The increase resulted from the gross written premium increases outlined above coupled with the reduction in ceded written premiums. The decrease in ceded written premiums is due to the reduction in volume associated with the U.S. agricultural program already mentioned above, of which a significant portion has retroceded.

          Net premiums earned decreased by 7.5% in the nine months ended September 30, 2010 compared with the same period of 2009. The decrease is a reflection of the overall reduction in net premiums written over the last 24 months and the resulting earn-out of these lower net premiums written.

          The following table presents the ratios for this segment:

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

 

 

2010

 

2009

 

 

 


 


 

Loss and loss expense ratio

 

 

51.3

%

 

45.3

%

Underwriting expense ratio

 

 

32.4

%

 

33.3

%

 

 



 



 

Combined ratio

 

 

83.7

%

 

78.6

%

 

 



 



 

          The loss and loss expense ratio includes net losses incurred for both the current year and any favorable or adverse prior year development of loss and loss expense reserves held at the beginning of the year. The following table summarizes the net (favorable) adverse prior year development relating to the Reinsurance segment for the nine months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

(U.S. dollars in millions)

 

2010

 

2009

 

 

 


 


 

Property and other short-tail lines

 

$

(107.9

)

$

(124.7

)

Casualty and other

 

 

(81.6

)

 

(79.8

)

 

 



 



 

Total

 

$

(189.5

)

$

(204.5

)

 

 



 



 

Loss and loss expense ratio excluding prior year development

 

 

68.4

%

 

62.3

%

 

 



 



 

          Excluding prior year development, the loss ratio for the nine months ended September 30, 2010 increased by 6.1 loss percentage points as compared to the nine months ended September 30, 2009 attributable primarily to the impact of natural catastrophe losses and large loss events in the first nine months of 2010 compared to the first nine months of 2009. Excluding favorable prior year development, natural catastrophe losses and reinstatement premiums in both nine month periods ending September 30, the loss ratio decreased by 3.7 percentage points from 2009 to 2010. This improvement relates to changes in business mix.

64


          Net favorable prior year reserve development for the Reinsurance segment of $189.5 million for the nine months ended September 30, 2010 was mainly attributable to the following:

 

 

 

 

§

Net favorable prior year development of $107.9 million for the short-tailed lines in the nine months ended September 30, 2010 and details of these by specific lines are as follows:

 

 

 

 

 

§

$32.3 million in favorable property catastrophe development due to better than expected activity in underwriting years 2007 and 2008, lowering of expected loss ratios to attritional levels on the 2009 underwriting year and from one contract in Europe where higher recoveries reduced the overall exposure on the 2002 underwriting year, $7.2 million from European windstorm reserve releases and $3.8 million from Hurricane Katrina reserve reductions written out of Bermuda.

 

 

 

 

 

 

§

$57.7 million in favorable property other development due to reported losses coming in better than expected across most underwriting years and geographies.

 

 

 

 

 

 

§

$17.9 million in marine and aviation lines due to favorable aviation development of $10.2 million from London and Bermuda and favorable marine development of $13.5 million coming from London, US and Bermuda books where there has been better than expected activity in most underwriting years partially offset by $5.8 million of adverse development in Brazil on two claims occurring late in 2009.

 

 

 

 

§

Net favorable prior year development of $81.6 million for the long-tailed lines for the nine months ended September 30, 2010 and details of these by specific lines are as follows:

 

 

 

 

 

§

$24.3 million in favorable casualty development primarily attributable to $13.4 million in European casualty releases related to lower than expected claims activity and their annual parameter review, $13.4 million in lower than expected activity primarily related to North American directors and officers exposures, $24.9 million in releases related to favorable development on Enron-related professional liability claims and $6.4 million from the Asia Pacific business for the Australia run-off book. Partially offsetting this is adverse development of $15.4 million related to a Bermuda account impacted by Italian hospital medical malpractice exposures for the 2007 underwriting year and unfavorable development from the London book where an increase of $19.9 million relates to hospital medical malpractice exposures in underwriting years 2008 and prior.

 

 

 

 

 

 

§

$57.3 million in favorable other lines development primarily driven by a $29.5 million favorable development from Bermuda whole account contracts related to the 2007 RITC, a reduction of $7.5 million in a political risks loss from the Bermuda book, $6.6 million in RITC releases related to non-proportional whole account contracts written in Lloyds syndicates and the reflection of the RITC process for years of account 2003 to 2006, $5.3 million in North American bond run-off exposures due to better than expected activity in underwriting years 2006 and prior and Latin America Surety releases related to better than expected loss experience across most underwriting years.

          The decrease in the underwriting expense ratio for the nine months ended September 30, 2010 compared to the same period in 2009 was due to a decrease in the acquisition expense ratio of 1.2 points (20.7% as compared to 21.9% in 2009), partially offset by a marginal increase in the operating expense ratio of 0.3 points (11.7% as compared to 11.4% in 2009). The decrease in the acquisition expense ratio was a result of reduced net earned premiums in relation to a large U.S. agricultural program which carries very low acquisition costs partially combined with reinstatement premium adjustments. The marginal increase in the operating expense ratio is attributable to larger reductions in net earned premium compared to the reduction in operating expenses.

          Fee income and other decreased in the first nine months of 2010 as compared to the first nine months of 2009, which included the sale of underwriting year 2009 renewal rights for the European life, accident and health business.

          Net results from structured reinsurance products include certain structured indemnity contracts that are accounted for as deposit contracts. Net results from these products for the nine months ended September 30, 2010 decreased compared to the same period in 2009. This decrease was mainly due to higher interest expense associated with an accretion rate adjustment based on changes in expected cash flows on two of the larger deposit accounted transactions combined with lower net investment income as a result of lower yields and smaller investment base.

65


Life Operations

          The following summarizes the contribution from this segment:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Gross premiums written

 

$

309,696

 

$

442,693

 

 

(30.0

)%

Net premiums written

 

 

287,204

 

 

409,200

 

 

(29.8

)%

Net premiums earned

 

 

287,918

 

 

429,625

 

 

(33.0

)%

Claims and policy benefits

 

 

(391,476

)

 

(517,614

)

 

(24.4

)%

Acquisition costs

 

 

(37,256

)

 

(66,490

)

 

(44.0

)%

Operating expenses

 

 

(8,145

)

 

(14,013

)

 

(41.9

)%

Net investment income

 

 

234,120

 

 

249,165

 

 

(6.0

)%

Fee income and other

 

 

208

 

 

236

 

 

(11.9

)%

Realized and unrealized gains (losses) on investments

 

 

(11,370

)

 

(131,706

)

 

(91.4

)%

 

 



 



 



 

Contribution from Life operations

 

$

73,999

 

$

(50,797

)

 

NM

*

 

 



 



 



 


 

 

 


 

*

NM – Not meaningful

          The following table is an analysis of the Life Operations gross premiums written, net premiums written and net premiums earned for the nine month periods ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine Months Ended
Sept 30, 2010

 

(Unaudited)
Nine Months Ended
Sept 30, 2009

 

 

 


 


 

(U.S. dollars in thousands)

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

Gross
Premiums
Written

 

Net
Premiums
Written

 

Net
Premiums
Earned

 

 

 


 


 


 


 


 


 

Other Life

 

$

194,301

 

$

192,825

 

$

193,540

 

$

322,985

 

$

311,580

 

$

332,004

 

Annuity

 

 

115,395

 

 

94,379

 

 

94,378

 

 

119,708

 

 

97,620

 

 

97,621

 

 

 



 



 



 



 



 



 

Total

 

$

309,696

 

$

287,204

 

$

287,918

 

$

442,693

 

$

409,200

 

$

429,625

 

 

 



 



 



 



 



 



 

          Gross premiums written relating to other life business decreased by $128.7 million in the nine months ended September 30, 2010 as compared to the same period in 2009 mainly due to a $92.0 million decrease as a result of the novation of a long-term care treaty and the novation/recapture of a number of term assurance treaties during the second half of 2009 and at the end of the first quarter of 2010, $27.9 million from the sale of the U.S. business during the fourth quarter of 2009, and unfavorable foreign exchange movement of $8.2 million. Gross premiums written relating to annuity business decreased by $4.3 million in the nine months ended September 30, 2010 as compared to the nine months ended September 30, 2009 mainly due to unfavorable foreign exchange rate movements.

          Ceded premiums written during the nine months ended September 30, 2010 decreased by $11.0 million as compared to the nine months ended September 30, 2009 as a result of both last year’s higher cession ratio associated with short-term life, accident and health business underwritten in the 2009 underwriting year, which occurred as part of the sale of the renewal rights as mentioned above, and of the sale of the U.S. business, as well as favorable foreign exchange movement

          Net premiums earned in the first nine months of 2010 decreased 33.0% as compared to the first nine months of 2009. This decrease was consistent with the decrease in gross and net premiums written as described above.

          Claims and policy benefit reserves decreased by $126.1 million or 24.4% in the nine months ended September 30, 2010 as compared to the nine months ended September 30, 2009, as a result of a $13.6m gain on recapture of three treaties during the first quarter of 2010, combined with a decrease in incurred losses consistent with the decrease in gross premiums written associated with term assurance business as noted above, as well as the sale of the U.S. business during the fourth quarter of 2009, and including favorable foreign exchange movements. Changes in claims and policy benefits include the movement in policy benefit reserves related to other contracts (such as immediate annuities) where investment assets were acquired with the assumption of the policy benefit reserves at the inception of the contract.

          For the nine months ended September 30, 2010, acquisition costs decreased by 44.0% as compared to the same period in 2009, largely as a result of the decrease in net premium written associated with the term assurance business as noted above, as well as lower acquisition costs associated with the run-off of the short-term life, accident and health business. Operating expenses decreased by 41.9% in the first nine months of 2010 as compared to the same period in the prior year due mainly to lower compensation expenses as a result of overall lower staffing levels and due to the same period last year containing higher severance costs.

66


          Net investment income is included in the calculation of contribution from Life Operations, as it relates to income earned on portfolios of separately identified and managed life investment assets and other allocated assets. Net investment income decreased by $15.0 million or 6.0% in the nine months ended September 30, 2010, as compared to the same period in 2009, primarily as a result of foreign exchange impacts.

          Investment Activities

          The following table illustrates the change in net investment income from P&C operations, net income from investment fund affiliates, net realized gains (losses) on investments and net realized and unrealized gains (losses) on investment derivative instruments for the nine months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 

 

 

 


 

 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Net investment income – P&C operations

 

$

662,531

 

$

733,255

 

 

(9.6

)%

Net income (loss) from investment fund affiliates (1)

 

 

30,367

 

 

52,481

 

 

(42.1

)%

Net realized gains (losses) on investments (2)

 

 

(166,317

)

 

(657,887

)

 

NM

*

Net realized and unrealized gains (losses) on derivative instruments

 

 

(27,903

)

 

(9,571

)

 

NM

*


 

 

 


 

(1)

The Company records the income related to alternative fund affiliates on a one month lag and the private investment fund affiliates on a three month lag in order for the Company to meet the accelerated filing deadlines.

(2)

Results to September 30, 2009 include charges for OTTI related to the non-credit impairment of unrealized losses. From April 1, 2009, the non-credit impairment is excluded from realized losses.

*

NM – Not meaningful

          Net investment income related to P&C operations decreased in the nine months ended September 30, 2010 as compared to the same period in 2009 due primarily to declining portfolio yields. Overall, portfolio yields have decreased as a result of the impact of declines in U.S. interest rates, and particularly the impact of decreased U.S. Dollar Libor on the Company’s floating rate securities. In addition, the Company increased its holdings in lower-yielding cash, government and agency RMBS securities in connection with its investment portfolio de-risking efforts as the Company re-aligned its portfolio to one more typical of a P&C portfolio.

          Net income from investment fund affiliates decreased in the first nine months of 2010 compared to the same period of 2009. These results reflect solid year to date results from the Company’s private investment portfolio, as compared to a loss during the first nine months of 2009, offset by earnings from alternative funds, which were lower than the results during the first nine months of 2009. Performance in alternative funds in 2009 was particularly strong.

          The Company manages its investment grade fixed income securities in accordance with investment guidelines approved by the Board of Directors. Due to the unique nature of the underlying liabilities, customized benchmarks are used to measure investment performance and comparison to standard market indices is not meaningful. Investment performance is not monitored for certain assets primarily consisting of operating cash and special regulatory deposits. The following is a summary of the investment portfolio returns for the nine months ended September 30, 2010 and 2009:

67



 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 


 

 

 

2010 (1)

 

2009 (1)

 

 

 


 


 

Fixed income portfolios

 

 

 

 

 

 

 

USD fixed income portfolio

 

 

6.3

%

 

6.9

%

GBP fixed income portfolio

 

 

11.7

%

 

11.0

%

EUR fixed income portfolio

 

 

9.1

%

 

7.3

%

Other portfolios

 

 

 

 

 

 

 

Alternative portfolio (2)

 

 

3.6

%

 

13.0

%

Equity portfolio (3)

 

 

NM

*

 

(9.1

)%

High-Yield fixed income portfolio

 

 

5.2

%

 

41.9

%


 

 

 


 

(1)

Portfolio returns are calculated by dividing the sum of net investment income or net income from investment affiliates, realized gains (losses) and unrealized gains (losses) by the average market value of each portfolio. Performance is measured in the underlying asset currency.

(2)

Performance on the alternative portfolio reflects the nine months ended August 31, 2010 and August 31, 2009, respectively.

(3)

Equity portfolio is negligible in 2010 and accordingly, performance returns are not presented.

*

NM – Not meaningful

          Net Realized Gains and Losses and Other than Temporary Declines in the Value of Investments

          Net realized losses on investments in the nine months ended September 30, 2010 included net realized losses of approximately $135.6 million related to the write-down of certain of the Company’s fixed income, equity and other investments. Impairment charges to March 31, 2009 include charges of OTTI related to the non-credit impairment of unrealized losses. From April 1, 2009, as a result of changes in GAAP, the non-credit impairment is excluded from net impairments. In addition, included in the net realized losses noted above are $30.8 million of net realized losses from sales of investments.

          The significant components of the net impairment charges of $135.6 million consist of:

 

 

 

 

§

For structured credit securities, the Company recorded net impairments of $81.6 million principally on non-agency RMBS securities for the nine months ended September 30, 2010. The Company determined that the likely recovery on these securities was below the carrying value, and accordingly impaired the securities to the discounted value of the cash flows of these securities.

 

 

 

 

§

For corporate securities, excluding medium term notes backed primarily by investment grade European credit, the Company recorded net impairments totaling $3.2 million for the nine months ended September 30, 2010.

 

 

 

 

 

In addition the Company recorded impairments totaling $8.6 million for the nine months ended September 30, 2010 in relation to medium term notes backed primarily by investment grade European credit. Management has concluded that, following recent credit spread movements since 2009, future yields within the supporting collateral were not sufficient to support the previously reported amortized cost.

 

 

 

 

§

For the non-equity accounted alternative fund, the Company recorded impairments of $5.8 million for the nine months ended September 30, 2010 because the fund was impaired by more than 50% of amortized cost.

 

 

 

 

§

For equities, the Company recorded impairments of $0.8 million for the nine months ended September 30, 2010.

 

 

 

 

§

The Company recorded impairments of $10.3 million related to currency losses for the nine months ended September 30, 2010.

 

 

 

 

§

The Company recorded impairments totaling $25.3 million in relation to medium term notes backed primarily by investment grade European credit as a result of its intent to sell these securities.

          Net realized losses in the first nine months of 2009 included net realized losses of $691.7 million related to the write-down of certain of the Company’s fixed income, equity and other investments with respect to which the Company determined that there was an other-than-temporary decline in the value of those investments as well as net realized gains of $33.8 million from sales of investments.

68


Net Realized and Unrealized Gains and Losses on Derivatives

          Net realized and unrealized gains on investment derivatives for the nine months ended September 30, 2010 resulted from the Company’s investment strategy to manage interest rate risk, foreign exchange risk and credit risk, and to replicate permitted investments. For further information, see Item 1, Note 6, “Derivative Instruments” herein as well Item 8, Note 2 of the Consolidated Financial Statements, “Significant Accounting Policies”, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          Other Revenues and Expenses

          The following table sets forth other revenues and expenses for the nine months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Net income from operating affiliates (1)

 

$

46,654

 

$

30,366

 

 

53.6

%

Exchange gains (losses)

 

 

8,819

 

 

(103,754

)

 

NM

*

Amortization of intangible assets

 

 

(1,394

)

 

(1,394

)

 

NM

*

Corporate operating expenses

 

 

(61,438

)

 

(73,886

)

 

(16.8

)%

Interest expense (2)

 

 

(111,597

)

 

(135,777

)

 

(17.8

)%

Income tax expense

 

 

(102,622

)

 

(65,614

)

 

56.4

%


 

 

 


 

(1)

The Company generally records the income related to certain operating affiliates on a three month lag in order for the Company to meet accelerated filing deadlines.

 

(2)

Interest expense does not include interest expense related structured products as reported within the Insurance and Reinsurance segments and Corporate.

 

*

NM – Not meaningful

          The following table sets forth the net income (loss) from operating affiliates for the nine months ended September 30, 2010 and 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

(Unaudited)
Nine months Ended
September 30,

 

 

 

 

 


 

 

 

(U.S. dollars in thousands)

 

2010

 

2009

 

% Change

 

 

 


 


 


 

Net income (loss) from financial operating affiliates

 

$

1,219

 

$

2,297

 

 

(46.9

)%

Net income (loss) from investment manager affiliates

 

 

15,064

 

 

(994

)

 

NM

*

Net income (loss) from other strategic operating affiliates

 

 

30,371

 

 

29,063

 

 

4.5

%

 

 



 



 



 

Total

 

$

46,654

 

$

30,366

 

 

53.6

*

 

 



 



 



 


 

 

 


 

*

NM – Not meaningful

          Financial operating affiliate income decreased during the first nine months of 2010 as compared to the same period of 2009 primarily due to the orderly wind down of these affiliates over the last two years.

          Investment manager affiliate income increased during the first nine months of 2010 as compared to the same period in the prior year primarily as a result of more benign capital market conditions since the fourth quarter of 2009 compared to the challenging conditions for alternative asset managers reported in the fourth quarter of 2008 and first two quarters of 2009. The Company also benefited from a $4.4 million gain associated with the sale of its stake in one of the investment manager affiliates in the first quarter of 2010.

          Income from other strategic operating affiliates increased marginally in the first nine months of 2010 as compared to the first nine months of 2009 mainly due to higher earnings reported in the first quarter of 2010 relating to an insurance affiliate which largely writes direct U.S. homeowners insurance and a net loss from the Company’s Brazilian joint venture ITAU in the first quarter of 2009. The Company sold its investment in ITAU during the second quarter of 2010.

          Foreign exchange gains in the nine months to September 30, 2010 were marginal as a result of a small movement in the value of the U.S. dollar over the period. The U.S. dollar was stronger against the Euro and U.K. pound Sterling, while weakening against the Australian dollar and Swiss franc. In the nine months to September 30, 2009, the U.S. dollar weakened against all of the Company’s major currency exposures, generating a loss for that period.

          Corporate operating expenses in the nine months ended September 30, 2010 decreased compared to the nine months ended September 30, 2009 primarily as a result of the restructuring costs incurred in 2009 as well as the cost savings achieved from these restructuring activities during the nine months ended September 30, 2010.

69


          Interest expense for the nine months ended September 30, 2010 compared with the same period of 2009 decreased mainly as a result of a lower interest expense associated with an accretion rate adjustment recorded in the current quarter based on changes in expected cash flows on one of the deposit accounted transactions and from the Company’s debt hedging activities where the effective portion of the hedging relationship is amortizing through interest expense over the remaining term of the debt.

          The increase in the Company’s income taxes in the nine months ended September 30, 2010, compared to the same period in 2009 arose principally from higher income generated in taxable jurisdictions in the current year.

Balance Sheet Analysis

          Investments

          The primary objectives of the investment strategy are to support the liabilities arising from the operations of the Company, generate stable investment income and build book value for the Company over the longer term. The strategy strives to balance investment returns against market and credit risk. The Company’s overall investment portfolio is structured to take into account a number of variables including local regulatory requirements, business needs, collateral management and risk tolerance.

          At September 30, 2010 and December 31, 2009, total investments, cash and cash equivalents, accrued investment income and net payable for investments purchased was $36.7 billion and $35.9 billion, respectively. The following table summarizes the composition of the Company’s invested assets at September 30, 2010 and December 31, 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)

 

Carrying value
September 30, 2010
(1)

 

Percent of
Total

 

Carrying Value
December 31,
2009 (1)

 

Percent of
Total

 

 

 


 


 


 


 

Cash and cash equivalents

 

$

3,957,629

 

 

10.8

%

$

3,643,697

 

 

10.2

%

Net receivable/ (payable) for investments sold/ (purchased)

 

 

(133,286

)

 

(0.4

)%

 

47,638

 

 

0.1

%

Accrued investment income

 

 

357,555

 

 

1.0

%

 

350,055

 

 

1.0

%

Short-term investments

 

 

1,802,080

 

 

4.9

%

 

1,777,360

 

 

5.0

%

Fixed maturities, available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Government and Government-Related/Supported

 

 

2,316,868

 

 

6.3

%

 

2,664,625

 

 

7.4

%

Corporate

 

 

10,228,353

 

 

27.9

%

 

9,799,000

 

 

27.3

%

Residential mortgage-backed securities – Agency

 

 

5,571,327

 

 

15.2

%

 

6,228,501

 

 

17.4

%

Residential mortgage-backed securities – Non-Agency

 

 

1,159,622

 

 

3.2

%

 

1,421,315

 

 

4.0

%

Commercial mortgage-backed securities

 

 

1,231,172

 

 

3.4

%

 

1,216,799

 

 

3.4

%

Collateralized debt obligations

 

 

733,195

 

 

2.0

%

 

698,561

 

 

1.9

%

Other asset-backed securities

 

 

974,555

 

 

2.7

%

 

1,167,985

 

 

3.3

%

U.S. States and political subdivisions of the States

 

 

1,281,110

 

 

3.4

%

 

913,473

 

 

2.5

%

Non-U.S. Sovereign Government, Supranational and Government-Related

 

 

2,511,976

 

 

6.7

%

 

3,401,773

 

 

9.5

%

 

 



 



 



 



 

Total fixed maturities, available for sale

 

$

26,008,178

 

 

70.8

%

$

27,512,032

 

 

76.7

%

Fixed maturities, held to maturity

 

 

2,761,380

 

 

7.5

%

 

546,067

 

 

1.5

%

Equity securities

 

 

21,547

 

 

0.1

%

 

17,779

 

 

0.0

%

Investments in affiliates

 

 

1,055,863

 

 

2.9

%

 

1,185,604

 

 

3.3

%

Other investments

 

 

878,458

 

 

2.4

%

 

783,189

 

 

2.2

%

 

 



 



 



 



 

Total investments and cash and cash equivalents

 

$

36,709,404

 

 

100

%

$

35,863,421

 

 

100.0

%

 

 



 



 



 



 


 

 

(1)

Carrying value represents the fair value for available for sale fixed maturities and amortized cost for held to maturity securities.

          The Company reviews on a regular basis its corporate debt concentration, credit quality and compliance with established guidelines. At both September 30, 2010 and December 31, 2009, the average credit quality of the Company’s total fixed income portfolio (including fixed maturities, short-term investments, cash and cash equivalents and net payable for investment purchased) was “AA”. At September 30, 2010, approximately 53.5% of the fixed income portfolio excluding operating cash was rated “AAA”. Approximately 3.7% was below investment grade or not rated.

          Refer to “Significant Items Affecting the Results of Operations” for further discussion surrounding the impact of credit market movements on the Company’s investment portfolio and exposure to sub-prime related assets.

70


          Gross and Net Unrealized Losses on Investments

          At September 30, 2010, the Company had net unrealized gains on fixed maturities and short-term investments of $157.3 million. Of these amounts, gross unrealized losses on fixed maturities and short-term investments were $997 million. The information presented below for the gross unrealized losses on the Company’s investments at September 30, 2010 shows the potential effect upon future earnings and financial position should management later conclude that some of the current declines in the fair value of these investments are other-than-temporary. Realized losses or impairments, depending on their magnitude, may have a material adverse effect on the Company’s operations. The decrease in net unrealized losses on investments during the three months ended September 30, 2010 was primarily due to tightening credit spreads. See Item 3 “Quantitative and Qualitative Disclosures about Market Risk–Credit Risk.”

          The following is an analysis of how long each of those securities with an unrealized loss at September 30, 2010 had been in a continual unrealized loss position:

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)
Type of Securities

 

Length of time in a continual
unrealized loss position

 

(Unaudited)
Amount of
unrealized loss at
September 30, 2010 (1)

 

(Unaudited)
Fair Value of
Securities in an
unrealized loss position
at September 30, 2010

 


 


 


 


 

Fixed Maturities and Short-Term Investments

 

Less than 6 months

 

$

40,288

 

$

1,151,244

 

 

 

At least 6 months but less than 12 months

 

 

9,666

 

 

241,902

 

 

 

At least 12 months but less than 2 years

 

 

126,811

 

 

705,061

 

 

 

2 years and over

 

 

828,500

 

 

3,642,319

 

 

 

 

 



 



 

 

 

Total

 

$

1,005,265

 

$

5,740,526

 

 

 

 

 



 



 

Equities

 

Less than 6 months

 

$

280

 

$

1,652

 

 

 

At least 6 months but less than 12 months

 

 

 

 

 

 

 

 

 



 



 

 

 

Total

 

$

280

 

$

1,652

 

 

 

 

 



 



 


 

 

(1)

Time of impairment on securities impacted by April 1, 2009 changes to OTTI values is measured from the point at which securities returned to a net unrealized loss position (i.e. from April 1, 2009).

          The following is the maturity profile of the fixed income securities that were in a gross unrealized loss position at September 30, 2010:

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)
Maturity profile in years of fixed
maturities in a continual gross
unrealized loss position

 

(Unaudited)
Amount of
unrealized loss at
September 30, 2010

 

(Unaudited)
Fair value of securities in
an unrealized loss position
at September 30, 2010

 


 


 


 

Less than 1 year remaining

 

$

12,864

 

$

239,926

 

At least 1 year but less than 5 years remaining

 

 

99,458

 

 

1,373,641

 

At least 5 years but less than 10 years remaining

 

 

36,493

 

 

542,151

 

At least 10 years but less than 20 years remaining

 

 

36,802

 

 

258,131

 

At least 20 years or more remaining

 

 

156,957

 

 

1,077,291

 

Residential mortgage-backed securities - Agency

 

 

4,058

 

 

138,151

 

Residential mortgage-backed securities - Non-Agency

 

 

349,593

 

 

1,026,205

 

Commercial mortgage-backed securities

 

 

22,495

 

 

111,426

 

Collateralized debt obligations

 

 

255,878

 

 

681,661

 

Other asset-backed securities

 

 

30,667

 

 

291,943

 

 

 



 



 

Total

 

$

1,005,265

 

$

5,740,526

 

 

 



 



 

71


          Gross Unrealized Gains and Losses

          The following table summarizes the fair value, gross unrealized losses, credit rating and asset class of securities in a gross unrealized loss position within the Company’s structured credit and corporate portfolios, which comprised 94.2% of the Company’s total gross unrealized loss position of $1.0 billion at September 30, 2010. The remaining gross unrealized loss is related to government and government-related/supported securities and is primarily driven by foreign exchange.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporates:

 

 

AAA

 

AA

 

A

 

BBB

 

BB & Below

 

Total

 


 

 


 


 


 


 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financials (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

23.9

 

$

127.9

 

$

829.1

 

$

430.9

 

$

45.8

 

$

1,457.6

 

Gross unrealized loss

 

$

(0.2

)

$

(8.2

)

$

(113.5

)

$

(65.7

)

$

(6.6

)

$

(194.2

)

Non-Financials (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

9.3

 

$

95.9

 

$

314.5

 

$

365.3

 

$

167.6

 

$

952.6

 

Gross unrealized loss

 

$

(0.2

)

$

(4.4

)

$

(18.9

)

$

(52.7

)

$

(11.7

)

$

(87.9

)

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

33.2

 

$

223.8

 

$

1,143.6

 

$

796.2

 

$

213.4

 

$

2,410.2

 

Gross unrealized loss

 

$

(0.4

)

$

(12.6

)

$

(132.4

)

$

(118.4

)

$

(18.3

)

$

(282.1

)

% Impaired (of amortized cost) (3)

 

 

1.3

%

 

5.4

%

 

10.6

%

 

13.1

%

 

8.0

%

 

10.7

%


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Structured Credit:

 

 

AAA

 

AA

 

A

 

BBB

 

BB & Below

 

Total

 


 

 


 


 


 


 


 


 

CMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

39.8

 

$

34.0

 

$

19.4

 

$

5.8

 

$

12.9

 

$

111.9

 

Gross unrealized loss

 

$

(3.8

)

$

(2.3

)

$

(6.7

)

$

(0.8

)

$

(8.9

)

$

(22.5

)

Non Agency RMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

248.4

 

$

115.4

 

$

112.6

 

$

67.7

 

$

484.4

 

$

1,028.5

 

Gross unrealized loss

 

$

(25.9

)

$

(27.8

)

$

(34.1

)

$

(36.5

)

$

(225.3

)

$

(349.6

)

Core CDOs (4)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

48.4

 

$

107.7

 

$

256.6

 

$

110.0

 

$

160.0

 

$

682.7

 

Gross unrealized loss

 

$

(5.8

)

$

(19.7

)

$

(68.4

)

$

(45.9

)

$

(116.1

)

$

(255.9

)

Other Asset & Mortgage Backed Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

104.6

 

$

20.0

 

$

61.7

 

$

77.6

 

$

32.3

 

$

296.2

 

Gross unrealized loss

 

$

(3.0

)

$

(1.3

)

$

(4.4

)

$

(6.1

)

$

(15.9

)

$

(30.7

)

Agency RMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

139.3

 

$

 

$

 

$

 

$

 

$

139.3

 

Gross unrealized loss

 

$

(4.1

)

$

 

$

 

$

 

$

 

$

(4.1

)

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair Value

 

$

580.5

 

$

277.1

 

$

450.3

 

$

261.1

 

$

689.6

 

$

2,258.6

 

Gross unrealized loss

 

$

(42.6

)

$

(51.1

)

$

(113.6

)

$

(89.3

)

$

(366.2

)

$

(662.8

)

% Impaired (of amortized cost) (3)

 

 

6.8

%

 

15.6

%

 

20.2

%

 

25.5

%

 

34.5

%

 

22.6

%


 

 

(1)

Included in the gross unrealized losses on corporate financials are gross unrealized losses of $126.2 million on Tier One and upper Tier Two securities of financial institutions, as well as $50.9 million in unrealized losses on subordinated debt with a fair value of $1.1 billion.

 

 

(2)

Included within Corporate are certain floating rate medium term notes supported primarily by pools of European corporate bonds with varying degrees of leverage. The notes had a fair value of $552.6 million and an amortized cost of $620.2 million. These securities have been allocated ratings of the underlying pool of collateral. These notes allow the investor to participate in cash flows of the underlying bonds including certain residual values, which could serve to either decrease or increase the ultimate values of these notes.

 

 

(3)

Management considers these impairments to be temporary.

 

 

(4)

The Company defines Core CDOs as investments in non-subprime collateralized debt obligations, which primarily consisted of collateralized loan obligations.

72


          Management, in its assessment of whether securities in a gross unrealized loss position are temporarily impaired, considers the significance of the impairments. The Company had structured credit securities with gross unrealized losses of $145.9 million, with a fair value of $76.6 million, which at September 30, 2010 were impaired by greater than 50% of amortized costs. All of these are asset-backed securities. Of these gross unrealized losses, $26.4 million are rated investment grade. The Company has evaluated each of these securities in conjunction with its investment manager service providers and believes it is more likely than not that the issuer will be able to fund sufficient principal and interest payments to support the current amortized cost. These securities include gross unrealized losses of $99.1 million on non-Agency RMBS, $37.4 million on Core CDOs and $6.3 million on CMBS holdings.

          Included in the gross unrealized losses associated with the Company’s corporate portfolio at September 30, 2010 are gross unrealized losses of $5.6 million related to Tier One and Upper Tier Two securities that have been rated below investment grade. Of this total, none have gross unrealized losses representing greater than 50% of amortized cost. The Company has completed its review of this portfolio and believes, at this time, that these impairments remain temporary in nature. The primary basis for this conclusion was the analysis of the fundamentals of these securities using a debt-based impairment model, which indicated these securities continue to meet their obligations, and the issuer has the ability to call these obligations at their call date. In addition, as these securities are below investment grade, the Company considered these securities using an equity impairment model. Factors that were considered and supported the belief that these impairments were temporary included that the vast majority of these securities had only been rated below investment grade beginning in the first quarter of 2009. At September 30, 2010, the Company believes that it is likely that the fair values of these securities will ultimately increase to equal the cost basis over a reasonable period of time. However, there is a high degree of judgment in reaching this conclusion, including an assessment of how various governments will treat these securities in the event of governmental intervention in these institutions’ operations or management’s decision to defer calls or coupons. Management will closely monitor the developments related to these securities.

          Net Unrealized Gains and Losses

          The following table details the Company’s corporate credit exposures by certain asset classes as well as ratings levels within the Company’s fixed income investment portfolio and the current net unrealized (loss) position at September 30, 2010:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Corporates:

 

 

AAA

 

AA

 

A

 

BBB

 

BB & Below

 

Total

 


 

 


 


 


 


 


 


 

Financials

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

573.1

 

$

1,373.9

 

$

1,948.8

 

$

536.6

 

$

50.9

 

$

4,483.3

 

Net unrealized gain (loss)

 

$

21.3

 

$

36.7

 

$

(56.0

)

$

(60.3

)

$

(5.3

)

$

(63.6

)

Non-Financials

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

194.3

 

$

1,728.3

 

$

4,413.3

 

$

1,199.6

 

$

377.1

 

$

7,912.6

 

Net unrealized gain (loss)

 

$

8.5

 

$

84.4

 

$

221.2

 

$

19.9

 

$

5.7

 

$

339.7

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

767.4

 

$

3,102.2

 

$

6,362.1

 

$

1,736.2

 

$

428.0

 

$

12,395.9

 

Net unrealized gain (loss)

 

$

29.8

 

$

121.1

 

$

165.2

 

$

(40.4

)

$

0.4

 

$

276.1

 

          At September 30, 2010, approximately $1.8 billion of the Company’s $4.5 billion in corporate financial sector securities was held in the portfolios supporting the Company’s Life operations portfolio. The assets associated with that business are more heavily weighted towards longer term securities from financial institutions, including a significant portion of the Company’s Tier 1 and Upper Tier 2 securities, representing committed term debt and hybrid instruments senior to the common and preferred equity of the financial institutions. Financials held in Life portfolios accounted for $117.1 million of the Company’s net unrealized loss at September 30, 2010. At September 30, 2010 approximately 43% of the overall sensitivity to interest rate risk (based on an immediate hypothetical +100 basis point adverse parallel shift in global bond curves) and approximately 35% to credit risk (based on an immediate hypothetical +100 basis point increase in all global corporate and structured credit spreads) was related to the Life operations portfolio. However, this portfolio only accounts for 19.3% of the fixed income portfolio.

73


          The following table details the Company’s structured credit exposures by certain asset classes as well as ratings levels within the Company’s fixed income investment portfolio and the current net unrealized gain (loss) position at September 30, 2010:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Structured Credit:

 

 

AAA

 

AA

 

A

 

BBB

 

BB & Below

 

Total

 


 

 


 


 


 


 


 


 

CMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

1,027.0

 

$

156.6

 

$

24.5

 

$

6.1

 

$

17.0

 

$

1,231.2

 

Net unrealized gain (loss)

 

$

54.2

 

$

4.6

 

$

(6.4

)

$

(0.7

)

$

(3.1

)

$

48.6

 

Non-Agency RMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

276.6

 

$

129.4

 

$

119.8

 

$

87.2

 

$

546.6

 

$

1,159.6

 

Net unrealized gain (loss)

 

$

(24.9

)

$

(27.1

)

$

(33.3

)

$

(33.8

)

$

(210.4

)

$

(329.5

)

Core CDOs (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

50.1

 

$

107.7

 

$

273.5

 

$

110.0

 

$

191.9

 

$

733.2

 

Net unrealized gain (loss)

 

$

(5.8

)

$

(19.7

)

$

(66.3

)

$

(45.9

)

$

(105.2

)

$

(242.9

)

Other Asset & Mortgage Backed Securities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

816.9

 

$

182.5

 

$

224.1

 

$

109.7

 

$

104.1

 

$

1,437.3

 

Net unrealized gain (loss)

 

$

15.4

 

$

 

$

(4.0

)

$

(4.5

)

$

(15.0

)

$

(8.1

)

Agency RMBS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

5,571.3

 

$

 

$

 

$

 

$

 

$

5,571.3

 

Net unrealized gain (loss)

 

$

180.6

 

$

 

$

 

$

 

$

 

$

180.6

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fair value

 

$

7,741.9

 

$

576.2

 

$

641.9

 

$

313.0

 

$

859.6

 

$

10,132.6

 

Net unrealized gain (loss)

 

$

219.5

 

$

(42.2

)

$

(110.0

)

$

(84.9

)

$

(333.7

)

$

(351.3

)


 

 

 



 

(1)

The Company defines Core CDOs as investments in non-mortgage collateralized debt obligations, primarily consisting of collateralized loan obligations.

          The following table details the current exposures to Non-Agency RMBS and Core CDOs within the Company’s fixed income portfolio as well as the current net unrealized (loss) gain position at September 30, 2010 and December 31, 2009:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

September 30, 2010

 

December 31, 2009

 

 

 


 


 

(U.S. dollars in thousands)

 

Holding at
Fair Value

 

Percent
of Fixed
Income
Portfolio

 

Net
Unrealized
(Loss) Gain

 

Holding
at Fair
Value

 

Percent
of Fixed
Income
Portfolio

 

Net
Unrealized
(Loss) Gain

 

 

 


 


 


 


 


 


 

Non-Agency RMBS:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Sub-prime first lien mortgages

 

$

388,096

 

 

1.1

%

$

(178,733

)

$

377,609

 

 

1.1

%

$

(252,745

)

Alt-A mortgages

 

 

251,843

 

 

0.7

%

 

(92,186

)

 

316,795

 

 

0.9

%

 

(209,731

)

Second lien mortgages (including sub-prime second lien mortgages)

 

 

38,242

 

 

0.1

%

 

(9,490

)

 

37,776

 

 

0.1

%

 

(19,920

)

ABS CDOs with sub-prime collateral

 

 

5,314

 

 

%

 

763

 

 

5,429

 

 

%

 

32

 

Prime RMBS

 

 

377,180

 

 

1.1

%

 

(43,010

)

 

484,004

 

 

1.4

%

 

(88,153

)

Other assets

 

 

98,882

 

 

0.3

%

 

(6,833

)

 

199,702

 

 

0.6

%

 

(22,040

)

 

 



 



 



 



 



 



 

Total exposure to Non-Agency RMBS

 

$

1,159,557

 

 

3.3

%

$

(329,489

)

$

1,421,315

 

 

4.1

%

$

(592,557

)

 

 



 



 



 



 



 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 



 



 



 



 



 

Core CDOs

 

$

733,195

 

 

2.1

%

 

(242,864

)

$

698,561

 

 

2.1

%

 

(333,257

)

 

 



 



 



 



 



 



 

          Of the total Non-Agency RMBS with fair value exposure at September 30, 2010 and December 31, 2009 of $1,159.6 million and $1,421.3 million, respectively, approximately $33.5 million and $32.8 million, respectively, of the related securities had ratings dependent on guarantees issued by third party guarantors (i.e., monoline insurers). Decreases in the ratings of such third party guarantors would typically decrease the fair value of guaranteed securities; however, at September 30, 2010, in the event of non-performance at such date on the part of these third party guarantors, the Company estimated that the average credit quality of this portfolio would be ‘A’ and that approximately 91.5% would have remained investment grade at such date. In addition, of the total fixed income portfolio of $34.7 billion at September 30, 2010 and $33.9 billion at December 31, 2009, less than 2% were guaranteed by such third parties with no individual third party representing more than 1%.

74


          At September 30, 2010, the Company’s Non-Agency RMBS exposures had adequate underlying loan characteristics and the Company believed at such date that the current amortized cost levels were at or below the discounted cash flow value of the holdings, based on an analysis of subordination levels relative to current expectations of house price declines, loss severities and default levels. The Company had Non-Agency RMBS, with a fair value of approximately $192.6 million, downgraded during the quarter ended September 30, 2010. However, 56.0% of the Company’s holdings remain rated investment grade at September 30, 2010.

          Refer to “Significant Items Affecting the Results of Operations” for further discussion surrounding the impact of credit market movements on the Company’s investment portfolio and exposure to sub-prime related assets.

          As noted in Item 8, Note 2 to the Consolidated Financial Statements, “Significant Accounting Policies,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009, the determination of the amount of OTTI varies by investment type and is based upon management’s periodic evaluation and assessment of known and inherent risks associated with the respective asset class. Such evaluations and assessments are revised as conditions change and new information becomes available. Management considers a wide range of factors about the securities and uses their best judgment in evaluating the cause of the decline in the estimated fair value of the security and in assessing the prospects for near-term recovery. Inherent in management’s evaluation of the security are assumptions and estimates about the operations of the issuer and its future earnings potential. Management updates its evaluations regularly and reflects additional impairments in net income as determinations are made. Management’s determination of the amount of the impairment taken on investments is highly subjective and could adversely impact the Company’s results of operations. There can be no assurance that management has accurately assessed the level of OTTI taken and reflected in the Company’s financial statements. Furthermore, additional impairments may need to be taken in the future. Historical trends may not be indicative of future impairments.

          Levels of write-down or OTTI are also impacted by the Company’s assessment of the intent to sell securities that have declined in value until recovery. If, due to changes in circumstances, the Company determines to reposition or realign portions of the portfolio and the Company determines not to hold certain securities in an unrealized loss position to recovery, then the Company will incur OTTI charges that could be significant.

          Fair Value Measurements of Assets and Liabilities

          The Company provides disclosures by level within the fair value hierarchy of the Company’s assets and liabilities that are carried at fair value in Item 1, Note 3 to the Consolidated Financial Statements, “Fair Value Measurements.” For a full description of the valuation methodologies utilized by the Company for all assets and liabilities carried at fair value, see Item 8, Notes 2 and 3 of the Consolidated Financial Statements, “Significant Accounting Policies” and “Fair Value Measurements,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          At September 30, 2010, Level 3 assets represented approximately 3.6% of the Company’s assets that are measured at fair value and less than 3% of total assets. Level 3 liabilities represented approximately 61.7% of the Company’s liabilities that are measured at fair value and less than 1% of total liabilities at September 30, 2010. As defined in the hierarchy, those assets and liabilities categorized as Level 3 have valuations determined using unobservable inputs. Unobservable inputs may include the entity’s own assumptions about market participant assumptions, applied to a modeled valuation; however, this is not the case with respect to the Company’s Level 3 assets and liabilities. The vast majority of the assets and liabilities classified as Level 3 are made up of those securities for which the values were obtained from brokers where either significant inputs were utilized in determining the value that were difficult to corroborate with observable market data, or sufficient information regarding the specific inputs utilized by the broker were not obtained to support a Level 2 classification. In limited instances, the Company utilized internal valuation models.

          At September 30, 2010, the Company did not have any liabilities that were carried at fair value based on Level 3 inputs other than derivative instruments in a liability position.

          During the nine months ended September 30, 2010, certain CDOs that were previously classified as Level 2 due to sufficient market data being available to allow a price to be determined and provided by third party pricing vendors, were transferred to Level 3 because third party vendor prices were no longer believed to be the most appropriate pricing source, therefore, broker quotes are the primary source of the valuations for these CDOs.

75


          Controls over Valuation of Financial Instruments

          The Company performs quarterly reviews of the prices received from its third party valuation sources to assess if the prices represent a reasonable estimate of fair value. This process is completed by investment and accounting personnel who are independent of those responsible for providing the valuations. These reviews include, but are not limited to, valuation comparisons between external sources and the completion of recurring reviews of third party pricing vendors’ methodologies. As a result of this analysis, if the Company determines there is a more appropriate fair value based upon available market data, the price received from one third party may be substituted for another or, in limited circumstances, management may determine that an adjustment is required to a third party value. In addition, similar valuation controls are followed by external parties responsible for sourcing appropriate valuations from third parties on the Company’s behalf, which provides additional support regarding the reasonableness of the fair values recorded in the Company’s financial statements.

          Unpaid Losses and Loss Expenses

          The Company establishes reserves to provide for estimated claims, the general expenses of administering the claims adjustment process and losses incurred but not reported. These reserves are calculated using actuarial and other reserving techniques to project the estimated ultimate net liability for losses and loss expenses. The Company’s reserving practices and the establishment of any particular reserve reflect management’s judgment concerning sound financial practice and do not represent any admission of liability with respect to any claims made against the Company.

Unpaid losses and loss expenses totaled $20.7 billion at September 30, 2010, and $20.8 billion at December 31, 2009. The table below represents a reconciliation of the Company’s P&C unpaid losses and loss expenses for the nine months ended September 30, 2010:

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)

 

(Unaudited)
Gross unpaid
losses and loss
expenses

 

(Unaudited)
Unpaid
losses and
loss expenses
recoverable

 

(Unaudited)
Net unpaid
losses
and loss
expenses

 

 

 


 


 


 

Balance at December 31, 2009

 

$

20,823,524

 

$

(3,557,391

)

$

17,266,133

 

Losses and loss expenses incurred

 

 

3,136,367

 

 

(685,022

)

 

2,451,345

 

Losses and loss expenses paid/recovered

 

 

(3,172,956

)

 

629,328

 

 

(2,543,628

)

Foreign exchange and other

 

 

(122,050

)

 

25,488

 

 

(96,562

)

 

 



 



 



 

Balance at September 30, 2010

 

$

20,664,885

 

 

(3,587,597

)

 

17,077,288

 

 

 



 



 



 

          While the Company reviews the adequacy of established reserves for unpaid losses and loss expenses regularly, no assurance can be given that actual claims made and payments related thereto will not be in excess of the amounts reserved. In the future, if such reserves develop adversely, such deficiency would have a negative impact on future results of operations. See “Unpaid Losses and Loss Expenses” in Item 1, “Critical Accounting Policies and Estimates,” in Item 7 and Item 8, Note 12 to the Consolidated Financial Statements, each in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for further discussion.

          Unpaid Losses and Loss Expenses Recoverable and Reinsurance Balances Receivable

          As a significant portion of the Company’s net premiums written incept in the first nine months of the year, certain assets and liabilities have increased at September 30, 2010 compared to December 31, 2009. This includes deferred acquisition costs, unearned premiums, premiums receivable and prepaid reinsurance premiums.

          In the normal course of business, the Company seeks to reduce the potential amount of loss arising from claims events by reinsuring certain levels of risk assumed in various areas of exposure with other insurers or reinsurers. While reinsurance agreements are designed to limit the Company’s losses from large exposures and permit recovery of a portion of direct unpaid losses, reinsurance does not relieve the Company of its ultimate liability to its insureds. Accordingly, the loss and loss expense reserves on the balance sheets represent the Company’s total unpaid gross losses. Unpaid losses and loss expenses recoverable relate to estimated reinsurance recoveries on the unpaid loss and loss expense reserves.

76


          Unpaid losses and loss expense recoverables were $3.6 billion and $3.6 billion at September 30, 2010 and December 31, 2009, respectively. At September 30, 2010 and December 31, 2009, reinsurance balances receivable were $0.2 billion and $0.4 billion, respectively. The table below presents the Company’s net paid and unpaid losses and loss expenses recoverable and reinsurance balances receivable at September 30, 2010 and December 31, 2009.

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)

 

(Unaudited)
September 30,
2010

 

December 31,
2009

 

 

 


 


 

Reinsurance balances receivable

 

$

254,250

 

$

454,660

 

Reinsurance recoverable on future policy benefits

 

 

24,378

 

 

26,637

 

Reinsurance recoverable on unpaid losses and loss expenses

 

 

3,671,342

 

 

3,667,344

 

Bad debt reserve on unpaid losses and loss expenses recoverable and reinsurance balances receivable

 

 

(143,327

)

 

(189,769

)

 

 



 



 

Net paid and unpaid losses and loss expenses recoverable and reinsurance balances receivable

 

$

3,806,643

 

$

3,958,872

 

 

 



 



 

Liquidity and Capital Resources

          Liquidity is a measure of the Company’s ability to generate sufficient cash flows to meet the short- and long-term cash requirements of the Company’s business operations.

          As a global insurance and reinsurance company, one of the Company’s principal responsibilities to its clients is to ensure that it has ready access to funds with which to settle large unforeseen claims. The Company would generally expect that positive cash flow from operations (underwriting activities and investment income) will be sufficient to cover cash outflows under most future loss scenarios. However, there is a possibility that unforeseen demands could be placed on the Company due to extraordinary events and as such the Company’s liquidity needs may change. Such events include, among other things, several significant catastrophes occurring in a relatively short period of time resulting in material incurred losses; rating agency downgrades of the Company’s core insurance and reinsurance subsidiaries that would require posting of collateral, return of unearned premium and/or the settlement of derivative transactions; and large scale uncollectible reinsurance recoverables on paid losses (as a result of coverage disputes, reinsurers’ credit problems or decreases in the value of collateral supporting reinsurance recoverables). Any one or a combination of such events may cause a liquidity strain. In addition, a liquidity strain could also occur in an illiquid market, such as that which was experienced in 2008. Investments that may be used to meet liquidity needs in the event of a liquidity strain may not be liquid, given inactive markets, or may have to be sold at a significant loss as a result of depressed prices. Because each subsidiary focuses on a more limited number of specific product lines than is collectively available from the consolidated group of companies, the mix of business tends to be less diverse at the subsidiary level. As a result, the probability of a liquidity strain, as described above, may be greater for individual subsidiaries than when liquidity is assessed on a consolidated basis. If such a liquidity strain were to occur in a subsidiary, XL Group plc may be required to contribute capital to the particular subsidiary and/or curtail dividends from the subsidiary to support holding company operations.

          A downgrade below “A-” of the Company’s principal insurance and reinsurance subsidiaries by either S&P or A.M. Best, which is two notches below the current S&P financial strength rating of “A” (Negative) and the A.M. Best financial strength rating of “A” (Stable) of these subsidiaries, may trigger cancellation provisions in a significant amount of the Company’s assumed reinsurance agreements and may potentially require the Company to return unearned premiums to cedants. In addition, due to collateral posting requirements under letter of credit and revolving credit facilities, such a downgrade may require the posting of cash collateral in support of certain “in use” portions of these facilities. Specifically, a downgrade below “A-” by A.M. Best would trigger such collateral requirements for the Company’s largest credit facility. In certain limited instances, such downgrades may require the Company to return cash or assets to counterparties or to settle derivative and/or other transactions with the respective counterparties. See Item 1, “Business – Ratings,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for further information. See Item 1A, “Risk Factors,” “A downgrade or potential downgrade in the Company’s financial strength and credit ratings by one or more rating agencies could materially and negatively impact our business, financial condition, results of operations and/or cash flows” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

77


          Holding Company Liquidity

          As a holding company, XL Group plc has no operations of its own and its assets consist primarily of its investments in its subsidiaries. Accordingly, XL Group plc’s future cash flows largely depend on the availability of dividends or other statutorily permissible payments from its subsidiaries. The ability to pay such dividends is limited by the applicable laws and regulations of the various countries and states in which XL Group plc’s subsidiaries operate, including, among others, Bermuda, New York, Ireland, Switzerland and the United Kingdom. See the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 Item 8, Note 26 to the Consolidated Financial Statements, “Statutory Financial Data,” for further discussion and details regarding the dividend capacity of the Company’s major operating subsidiaries. See also Item 1A to the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 “Risk Factors – Risks Related to the Company - Our holding company structure and certain regulatory and other constraints affect our ability to pay dividends, make payments on our debt securities and make other payments.” The ability to pay such dividends is also limited by the regulations of the Society of Lloyd’s and certain contractual provisions. No assurance can be given that the Company’s subsidiaries will pay dividends in the future to XL Group plc.

          Under Irish law, share premium was required to be converted to “distributable reserves” for the Company to have the ability to pay cash dividends and redeem and buyback shares following the Redomestication. On July 23, 2010, the Irish High Court approved XL-Ireland’s conversion of share premium to $5.0 billion of distributable reserves, subject to the completion of certain formalities under Irish Company law. These formalities were completed in early August 2010.

          At September 30, 2010, XL-Ireland and XL-Cayman held cash and investments, net of liabilities associated with cash sweeping arrangements, of $7.5 million and $1.7 billion, respectively.

          The Company’s principal uses of liquidity are for cash dividend payments to holders of its ordinary shares and preferred shares, interest and principal payments on debt, capital investments in its subsidiaries and corporate operating expenses.

          In January 2002, XLCFE, a wholly owned finance subsidiary of XL Group plc, issued $600 million par value 6.5% Guaranteed Senior Notes due January 2012. These notes are fully and unconditionally guaranteed by XL Company Switzerland GmbH.

          See also the Consolidated Statements of Cash Flows included in Item 1, Financial Statements, above.

          Sources of Liquidity for the Company

          At September 30, 2010, the consolidated Company had cash and cash equivalents of approximately $4.0 billion as compared to approximately $3.6 billion at December 31, 2009. There are three main sources of cash flows for the Company – those provided by operations, investing activities and financing activities.

          Operating Cash Flows

          Historically, cash receipts from operations, consisting of premiums and investment income, generally have provided sufficient funds to pay losses as well as operating expenses of the Company’s subsidiaries and to fund dividends to the holding company. However, as a result of the combination of current soft market conditions, the decision to put the Life segment and certain P&C lines into run-off and lower investment yields, operating cash flows excluding extraordinary events are expected to be lower than prior years. Cash receipts from operations is generally derived from the receipt of investment income on the Company’s investment portfolio as well as the net receipt of premiums less claims and expenses related to the Company’s underwriting activities in its P&C operations as well as its Life operations segment. The Company’s operating subsidiaries provide liquidity in that premiums are generally received months or even years before losses are paid under the policies related to such premiums. Premiums and acquisition expenses are settled based on terms of trade as stipulated by an underwriting contract, and generally are received within the first year of inception of a policy when the premium is written, but can be up to three years on certain reinsurance business assumed. Operating expenses are generally paid within a year of being incurred. Claims especially for casualty business, may take a much longer time before they are reported and ultimately settled, requiring the establishment of reserves for unpaid losses and loss expenses. Therefore, the amount of claims paid in any one year is not necessarily related to the amount of net losses incurred, as reported in the consolidated statement of income.

          During the nine months ended September 30, 2010, net cash flows provided by operating activities were $829.3 million compared to net cash flows provided of $25.1 million for the same period in 2009. The cash flows provided in the nine months ended September 30, 2010 resulted primarily from lower levels of claim payments from previous underwriting years being offset by premium income. During the first nine months of 2009 the cash flows used in operating activities were primarily as a result of claims payments associated with Hurricanes Ike and Gustav losses.

78


          Investing Cash Flows

          Generally, positive cash flow from operations and financing activities is invested in the Company’s investment portfolio, including affiliates or acquisition of subsidiaries.

          Net cash provided by investing activities was $623.7 million in the nine months ended September 30, 2010 compared to net cash provided of $143.5 million for the same period in 2009. The 2010 cash inflow was mainly associated with normal purchase and sale of portfolio investments.

          Financing Cash Flows

          Cash flows related to financing activities include ordinary and preferred share related transactions, the payment of dividends, the issue or repayment of preferred ordinary shares and deposit liability transactions.

          During the third quarter of 2007, the Company’s Board of Directors approved a share buyback program, authorizing the Company to purchase up to $500.0 million of its Class A ordinary shares. As of July 1, 2010, $375.4 million ordinary shares remained available for purchase under the program. During the third quarter of 2010, the Company purchased and cancelled 13.9 million ordinary shares under the program for $268.6 million. In addition, the Company purchased and cancelled 4.9 million ordinary shares during October 2010 for $106.8 million. In combination, these purchases totaled $375.4 million, the full amount remaining under the Company’s share buyback program. On November 2, 2010, the Company announced that its Board of Directors approved a new share buyback program, authorizing the Company to purchase up to $1.0 billion of its Class A ordinary shares. The Company expects the purchases to be made from time to time in the open market or in privately negotiated transactions, and that such repurchases are expected to be funded from cash on hand. The timing, form and amount of the share buybacks under the program will depend on a variety of factors, including market conditions, legal requirements and other factors. The buyback program may be modified, extended or terminated by the Board of Directors at any time.

          Net cash used in financing activities was $1.1 billion in the nine months ended September 30, 2010 compared to net cash used of $704.6 million for the same period in 2009. The 2010 net cash outflows related primarily to the redemption of Series C Preference Ordinary Shares, repurchase of the Company’s Class A ordinary shares as outlined above, settlement of $450 million of outstanding funding agreement liabilities, repayment of other deposit liabilities and the payment of ordinary and preferred dividends. For more information on the repurchase of debt please see Item 1, Note 7 to the Consolidated Financial Statements, “Share Capital”.

          In addition, the Company maintains letter of credit facilities which provide liquidity. Details of these facilities are described below in “Capital Resources.”

Capital Resources

          At September 30, 2010 and December 31, 2009, the Company had total shareholders’ equity of $10.9 billion and $9.4 billion, respectively. In addition to ordinary share capital, the Company depends on external sources of financing, including debt, preference shares, contingent capital, letter of credit and other collateral facilities, to support its underwriting activities.

          In particular, the Company requires, among other things:

 

 

 

 

§

sufficient capital to maintain its financial strength and credit ratings, as issued by several ratings agencies, at levels considered necessary by management to enable the Company’s key operating subsidiaries to compete;

 

 

 

 

§

sufficient capital to enable its regulated subsidiaries to meet the regulatory capital levels required in the U.S., the U.K., Bermuda, Ireland, Switzerland and other key markets;

 

 

 

 

§

letters of credit and other forms of collateral that are required to be posted or deposited, as the case may be, by the Company’s operating subsidiaries that are “non-admitted” under U.S. state insurance regulations in order for the U.S. cedant to receive statutory credit for reinsurance. The Company also uses letters of credit to support its operations at Lloyd’s; and

 

 

 

 

§

revolving credit to meet short-term liquidity needs.

 

 

 

 

The following risks are associated with the Company’s requirement to renew its credit facilities:

 

 

 

 

§

the credit available from banks may be reduced resulting in the Company’s need to pledge its investment portfolio to customers. This could result in a lower investment yield;

 

 

 

 

§

the Company may be downgraded by one or more rating agencies which could materially and negatively impact its business, financial condition, results of operations and/or liquidity; and

 

 

 

 

§

the volume of business that the Company’s subsidiaries that are not admitted in the U.S. are able to transact could be reduced if the Company is unable to renew its letter of credit facilities at an appropriate amount.

79


          Continued consolidation within the banking industry may result in the aggregate amount of credit provided to the Company being reduced. The Company attempts to mitigate this risk by identifying and/or selecting additional banks that can participate in the credit facilities upon renewal.

          The following table summarizes the components of the Company’s current capital resources at September 30, 2010 and December 31, 2009:

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)

 

September 30,
2010

 

December 31,
2009

 

 

 


 


 

Preferred share capital

 

$

1,071,900

 

$

1,182,673

 

Ordinary share capital

 

 

9,869,610

 

 

8,432,417

 

 

 



 



 

Total Ordinary and Preferred capital

 

$

10,941,510

 

$

9,615,090

 

Notes payable and debt

 

 

2,446,484

 

 

2,445,733

 

 

 



 



 

Total capital

 

$

13,387,994

 

$

12,060,823

 

 

 



 



 

a) Ordinary Share Capital

          The following table reconciles the opening and closing ordinary equity positions at September 30, 2010 and December 31, 2009:

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)

 

September 30,
2010

 

December 31,
2009

 

 

 


 


 

Ordinary share equity – January 1

 

$

8,432,417

 

$

5,116,831

 

Net income (loss) attributable to XL Group plc.

 

 

447,928

 

 

74,991

 

Share repurchases

 

 

(270,711

)

 

(626

)

Share issues

 

 

1,102

 

 

741,291

 

Ordinary share dividends

 

 

(102,119

)

 

(136,804

)

Preferred share dividends

 

 

(67,194

)

 

(80,200

)

Gain on redemption of Series C preference ordinary shares

 

 

16,616

 

 

211,816

 

Change in accumulated other comprehensive income

 

 

1,416,654

 

 

2,222,460

 

Impact of adoption of new authoritative OTTI guidance, net of tax

 

 

 

 

229,670

 

Impact of adoption of new authoritative embedded derivative guidance, net of tax

 

 

(31,917

)

 

 

Share based compensation and other

 

 

26,834

 

 

52,988

 

 

 



 



 

Ordinary equity – end of period

 

$

9,869,610

 

$

8,432,417

 

 

 



 



 

b) Debt

          The following table presents the Company’s debt under outstanding securities and lenders’ commitments at September 30, 2010:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payments Due by Period

 

 

 

 

 

 

 

 

 


 

Notes Payable and Debt
(U.S. dollars in thousands)

 

Commitment/
Debt

 

In Use/
Outstanding

 

Year of
Expiry

 

Less than
1 Year

 

1 to 3
Years

 

3 to 5
Years

 

After 5
Years

 


 


 


 


 


 


 


 


 

5-year revolvers

 

$

1,000,000

 

$

 

 

2012

 

$

 

$

 

$

 

$

 

 

6.50% Guaranteed Senior Notes

 

 

600,000

 

 

599,588

 

 

2012

 

 

 

 

600,000

 

 

 

 

 

 

5.25% Senior Notes

 

 

600,000

 

 

597,422

 

 

2014

 

 

 

 

 

 

600,000

 

 

 

8.25% Senior Notes

 

 

575,000

 

 

575,000

 

 

2021

 

 

 

 

 

 

 

 

575,000

 

6.375% Senior Notes

 

 

350,000

 

 

350,000

 

 

2024

 

 

 

 

 

 

 

 

350,000

 

6.25% Senior Notes

 

 

325,000

 

 

324,474

 

 

2027

 

 

 

 

 

 

 

 

325,000

 

 

 



 



 

 

 

 



 



 



 



 

Total

 

$

3,450,000

 

$

2,446,484

 

 

 

 

$

 

$

600,000

 

$

600,000

 

$

1,250,000

 

 

 



 

 

 

 

 

 

 



 



 



 



 

Adjustment to carrying value –impact of fair value hedges

 

 

 

 

 

19,417

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Carrying value

 

 

 

 

$

2,465,901

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

          “In Use” and “Outstanding” data represents September 30, 2010 accreted values. “Payments Due by Period” data represents ultimate redemption values.

          In addition, see Item 1, Note 16 to the Consolidated Financial Statements, “Notes Payable and Debt and Financing Arrangements,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for further information.

80


          At September 30, 2010, banks and investors provided the Company and its subsidiaries with $3.5 billion of debt capacity, of which $2.5 billion was utilized by the Company. This debt capacity consists of:

 

 

 

 

 

§

revolving credit facility of $1.0 billion in aggregate; and

 

 

 

 

§

senior unsecured notes of approximately $2.5 billion. These notes require the Company to pay a fixed rate of interest during their terms. At September 30, 2010, there were five outstanding issues of senior unsecured notes:

 

 

 

 

 

§

$600 million senior notes due January 2012, with a fixed coupon of 6.5%. The security is publicly traded. The notes were issued at $99.469 and gross proceeds were $596.8 million. Related expenses of the offering amounted to $7.9 million.

 

 

 

 

 

 

§

$600 million senior notes due September 2014, with a fixed coupon of 5.25%. The security is publicly traded. The notes were issued in two tranches of $300 million aggregate principal amount each–one tranche at 99.432% and the other at 98.419%. Aggregate gross proceeds were $593.6 million. Related expenses of the offering amounted to $4 million.

 

 

 

 

 

 

§

$575 million of senior notes due August 2021, with a fixed coupon of 8.25%. These securities are a component of the 10.75% units that are publicly traded. In addition to the coupon paid on the senior notes, quarterly contract adjustment payments at an annual rate of 2.50% per annum are paid on forward purchase contracts for the Company’s ordinary shares for a total distribution of 10.75% per annum. The purchase contracts mature in 2011, and the senior notes mature in 2021. In August 2011, the senior notes will be remarketed to generate sufficient remarketing proceeds to satisfy the 10.75% unit holders’ obligations under the purchase contracts.

 

 

 

 

 

 

§

$350 million senior notes due November 2024, with a fixed coupon of 6.375%. The security is publicly traded. The notes were issued at 100.0% and gross proceeds were $350 million. Related expenses of the offering amounted to $2 million.

 

 

 

 

 

 

§

$325 million of senior notes due 2027, with a fixed coupon of 6.25%. The security is publicly traded. The notes were issued at 99.805% and gross proceeds were $324.4 million. Related expenses of the offering amounted to $2.5 million.

c) Preferred shares

          At September 30, 2010, the Company’s preferred share capital was made up of $1.0 billion Series E Preference ordinary shares and $71.9 million Series C Preference ordinary shares. At December 31, 2009, the Company’s preferred share capital was made up of $1.0 billion Series E Preference ordinary shares and $182.7 million Series C Preference ordinary shares.

          On February 12, 2010, the Company repurchased approximately 4.4 million Series C Preference Ordinary Shares with a liquidation value of $110.8 million for approximately $94.2 million, which was a portion of its outstanding Series C Preference Ordinary Shares. As a result, a book value gain of approximately $16.6 million was recorded in the first quarter of 2010 to ordinary shareholders. In addition, see Note 7 to the Consolidated Financial Statements, “Share Capital,” for further information.

          On March 26, 2009, the Company completed a cash tender offer for its outstanding Series C Preference Ordinary Shares that resulted in approximately 12.7 million Series C Preference Ordinary Shares with a liquidation value of $317.3 million being purchased by the Company for approximately $104.7 million plus accrued and unpaid dividends, combined with professional fees totaling $0.8 million. As a result, a book value gain of approximately $211.8 million was recorded in the first quarter of 2009 to ordinary shareholders. In addition, see Item 1, Note 7 to the Consolidated Financial Statements, “Share Capital,” above for further information.

d) Contingent Capital

          At September 30, 2010, the Company has one contingent capital transaction where the outstanding put option has not been exercised. No up-front proceeds were received by the Company under this transaction. In the event that the associated irrevocable put option agreement is exercised, proceeds previously deposited in the Collateral Account discussed below by investors from the issuance of pass-through trust securities would be received in return for the issuance of preferred shares. See below for further details on this transaction.

          On December 5, 2006, the Company and certain operating subsidiaries (“Ceding Insurers”) entered into a securities issuance agreement (the “Securities Issuance Agreement”), and certain of the Company’s foreign insurance and reinsurance subsidiaries (“Ceding Insurers”) entered into an excess of loss reinsurance agreement (the “Reinsurance Agreement”), with Stoneheath Re (“Stoneheath”). The net effect of these agreements to the Company is the creation of a contingent put option to issue to Stoneheath $350.0 million of preference ordinary shares in the aggregate. The agreements provide the Company with a Reinsurance Collateral Account in support of certain covered perils named in the Reinsurance Agreement. The covered perils include United States wind, European wind, California earthquake and terrorism worldwide. After an initial three-month period, the covered perils as well as the attachment points and aggregate retention amounts may be changed by the Ceding Insurers in their sole discretion. This may result in a material increase or decrease in the likelihood of payment under the Reinsurance Agreement. On each date on which a Ceding Insurer withdraws funds from the Reinsurance Collateral Account, the Company must issue and deliver to Stoneheath an amount of XL Group Ltd. Series D Preference Shares having an aggregate liquidation preference that is equal to the amount of funds so withdrawn from the Collateral Account. The Company is obligated to reimburse Stoneheath for certain fees and ordinary expenses. The initial term of the Reinsurance Agreement was for the period from the Closing Date through June 30, 2007, with four annual mandatory extensions through June 30, 2011 (unless coverage is exhausted thereunder prior to such date). The Ceding Insurers may thereafter extend the Reinsurance Agreement at their option for additional calendar quarters without limit (unless coverage is exhausted thereunder). The contingent put option is recorded as a liability at fair value with changes in fair value recognized in earnings. The Series D Preference Shares, if issued, will pay dividends on a non-cumulative basis at a fixed rate of 6.868% per annum through October 15, 2011 and thereafter at a floating rate based on 3-month LIBOR, plus 3.12%.

81


e) Letter of Credit Facilities and other sources of collateral

          At September 30, 2010, the Company had five letter of credit facilities in place with total availability of $5.0 billion, of which $2.7 billion was utilized.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount of Commitment
Expiration per period

 

 

 

 

 

 

 

 

 


 

Other Commercial
Commitments
(U.S. dollars in thousands)

 

Commitment

 

In Use

 

Year of
Expiry

 

Less
than
1 Year

 

1 to 3
Years

 

3 to 5
Years

 

After 5
Years

 


 


 


 


 


 


 


 


 

Letter of Credit Facility

 

$

250,000

 

$

114,420

 

Continuous

 

 

 

 

 

 

Letter of Credit Facility (1)

 

 

4,000,000

 

 

2,130,483

 

2012

 

 

$

4,000,000

 

 

 

Letter of Credit Facility

 

 

21

 

 

21

 

Continuous

 

 

 

 

 

 

Letter of Credit Facility

 

 

93

 

 

93

 

Continuous

 

 

 

 

 

 

Letter of Credit Facility

 

 

750,000

 

 

454,589

 

Continuous

 

 

 

 

 

 

 

 



 



 

 

 


 



 


 


 

Five letter of credit facilities

 

$

5,000,114

 

$

2,699,606

 

 

 

 

$

4,000,000

 

 

 

 

 



 



 

 

 


 



 


 


 


 

 

 


 

(1)

Included in this letter of credit facility is $1 billion that is also included in the revolvers under notes payable and debt.

          In the event that such credit support is insufficient, the Company could be required to provide alternative security to cedants. This could take the form of insurance trusts supported by the Company’s investment portfolio or funds withheld (amounts retained by ceding companies to collateralize loss or premium reserves) using the Company’s cash resources or combinations thereof. The face amount of letters of credit required is driven by, among other things, loss development of existing reserves, the payment pattern of such reserves, the expansion of business written by the Company and the loss experience of such business. In addition to letters of credit, the Company has established insurance trusts in the U.S. that provide cedants with statutory credit for reinsurance under state insurance regulation in the U.S.

          The Company reviews current and projected collateral requirements as well as new sources of collateral on a regular basis. Management’s objective is to maintain an excess amount of collateral sources over expected uses. The Company also reviews its liquidity needs on a regular basis.

          Ratings

          The Company’s ability to underwrite business is dependent upon the quality of its claims paying and financial strength ratings as evaluated by independent rating agencies. As a result, in the event that the Company is downgraded, its ability to write business as well as its financial condition and/or results of operations could be adversely affected. The Company regularly evaluates its capital needs to support the volume of business written in order to maintain its claims paying and financial strength ratings.

          For further information, see the Risk Factor titled “A downgrade or potential downgrade in our financial strength and credit ratings by one or more rating agencies could materially and negatively impact our business, financial condition, results of operations and/or cash flows” in Item 1A to the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          On July 1, 2010, FitchRatings (“Fitch”) revised the outlook of the financial strength rating of the Company’s principal insurance and reinsurance subsidiaries to “Stable” from “Negative”. Also in this announcement, Fitch affirmed the financial strength rating as “A”. In its public announcement, Fitch noted that the change in the outlook reflected the Company’s improved capitalization, reduced financial leverage, lower investment risk and stabilization of its competitive position. The following are the financial strength and claims paying ratings at November 3, 2010 from internationally recognized rating agencies in relation to the Company’s principal insurance and reinsurance subsidiaries and pools:

 

 

 

 

 

Rating agency

 

Rating

 


 


 

A.M. Best

 

A

(Stable

)

Standard & Poor’s

 

A

(Negative

)

Moody’s Investor Services

 

A2

(Stable

)

Fitch

 

A

(Stable

)

          As noted above, any downgrade in the rating of the Company’s subsidiaries could result in the need for them to return unearned premiums and post collateral and could result in the termination of derivative agreements.

          In addition, at November 3, 2010 XL Group Ltd. had the following long-term debt ratings: ‘bbb’ (Stable) from A.M. Best, ‘BBB+’ (Negative) from S&P, ‘Baa2’ (Stable) from Moody’s and ‘BBB+’ (Stable) from Fitch.

82


          Other

          For information regarding cross-default and certain other provisions in the Company’s debt and convertible securities documents, see Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2009.

          See Part II, Item 2 “Unregistered Sales of Equity Securities and Use of Proceeds,” below.

Cautionary Note Regarding Forward-Looking Statements

          The Private Securities Litigation Reform Act of 1995 (“PSLRA”) provides a “safe harbor” for forward-looking statements. Any prospectus, prospectus supplement, the Company’s Annual Report to ordinary shareholders, any proxy statement, any other Form 10-K, Form 10-Q or Form 8-K of the Company or any other written or oral statements made by or on behalf of the Company may include forward-looking statements that reflect the Company’s current views with respect to future events and financial performance. Such statements include forward-looking statements both with respect to the Company in general, and to the insurance and reinsurance sectors in particular (both as to underwriting and investment matters). Statements that include the words “expect,” “intend,” “plan,” “believe,” “project,” “anticipate,” “will,” “may” and similar statements of a future or forward-looking nature identify forward-looking statements for purposes of the PSLRA or otherwise.

          All forward-looking statements address matters that involve risks and uncertainties. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements. The Company believes that these factors include, but are not limited to, the following: (i) changes in the size of the Company’s claims relating to natural or man-made catastrophe losses due to the preliminary nature of some reports and estimates of loss and damage to date; (ii) trends in rates for property and casualty insurance and reinsurance; (iii) the timely and full recoverability of reinsurance placed by the Company with third parties, or other amounts due to the Company; (iv) changes in ratings, rating agency policies or practices; (v) changes in the projected amount of ceded reinsurance recoverables and the ratings and creditworthiness of reinsurers; (vi) the timing of claims payments being faster or the receipt of reinsurance recoverables being slower than anticipated by the Company; (vii) the Company’s ability to successfully implement its business strategy especially during the “soft” market cycle; (viii) increased competition on the basis of pricing, capacity, coverage terms or other factors, which could harm the Company’s ability to maintain or increase its business volumes or profitability; (ix) greater frequency or severity of claims and loss activity than the Company’s underwriting, reserving or investment practices anticipate based on historical experience or industry data; (x) the effects of inflation on the Company’s business, including on pricing and reserving; (xi) developments, including uncertainties related to the depth and duration of the current recession, and future volatility, in the world’s credit, financial and capital markets that adversely affect the performance and valuation of the Company’s investments or access to such markets; (xii) the potential impact on the Company from government-mandated insurance coverage for acts of terrorism; (xiii) the potential for changes to methodologies, estimations and assumptions that underlie the valuation of the Company’s financial instruments that could result in changes to investment valuations; (xiv) changes to the Company’s assessment as to whether it is more likely than not that the Company will be required to sell, or has the intent to sell, available for sale debt securities before their anticipated recovery; (xv) availability of borrowings and letters of credit under the Company’s credit facilities; (xvi) the ability of the Company’s subsidiaries to pay dividends to XL Group plc; (xvii) the potential effect of regulatory developments in the jurisdictions in which the Company operates, including those which could impact the financial markets or increase the Company’s business costs and required capital levels; (xviii) changes in regulation or laws applicable to XL Group plc or its subsidiaries, brokers or customers; (xix) acceptance of the Company’s products and services, including new products and services; (xx) changes in the availability, cost or quality of reinsurance; (xxi) changes in the distribution or placement of risks due to increased consolidation of insurance and reinsurance brokers; (xxii) loss of key personnel; (xxiii) changes in accounting policies or practices or the application thereof; (xxiv) legislative or regulatory developments including, but not limited to, changes in regulatory capital balances that must be maintained by the Company’s operating subsidiaries and governmental actions for the purpose of stabilizing the financial markets; (xxv) the effects of mergers, acquisitions and divestitures; (xvi) developments related to bankruptcies of companies insofar as they affect property and casualty insurance and reinsurance coverages or claims that the Company may have as a counterparty; (xxvii) changes in general economic conditions, including changes in interest rates, credit spreads, foreign currency exchange rates and other factors; (xxviii) changes in applicable tax laws, tax treaties or tax regulations or the interpretation or enforcement thereof; (xxix) the effects of business disruption or economic contraction due to war, terrorism or other hostilities; (xxx) the Company’s ability to realize the expected benefits from the redomestication; (xxxi) any unanticipated costs in connection with the redomestication; and (xxxii) the other factors set forth in the Company’s other documents on file with the SEC. The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included herein or elsewhere. The Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by the federal securities laws.

83



 

 

 


 

 

ITEM 3.

 

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK


 

 

          Except as described below, there have been no material changes in the Company’s market risk exposures or how those exposures are managed since December 31, 2009. The following discussion should be read in conjunction with “Quantitative and Qualitative Disclosures about Market Risk,” presented under Item 7A of the Company’s Form 10-K for the year ended December 31, 2009.

          Market risk represents the potential for loss due to adverse changes in the fair value of financial instruments. The Company is principally exposed to the following market risks: interest rate risk, foreign currency exchange rate risk, equity price risk, credit risk, and other related market risks.

          The majority of the Company’s market risk arises from its investment portfolio which consists of fixed income securities, alternative investments, public equities, private investments, derivatives, other investments, and cash, denominated in both U.S. and foreign currencies, which are sensitive to changes in interest rates, credit spreads, equity prices, foreign currency exchange rates and other related market risks. The Company’s fixed income and equity securities are generally classified as available for sale, and as such changes in interest rates, credit spreads on corporate and structured credit, equity prices, foreign currency exchange rates or other related market instruments will have an immediate effect on comprehensive income and shareholders’ equity but will not ordinarily have an immediate effect on net income. Nevertheless, changes in interest rates, credit spreads, equity prices and other related market instruments effect consolidated net income when, and if, a security is sold or impaired.

          On a limited basis the Company enters into derivatives and other financial instruments primarily for risk management purposes. The Company uses derivatives to hedge foreign exchange and interest rate risk related to its consolidated net exposures. From time to time, the Company also uses investment derivative instruments such as futures, options, interest rate swaps, credit default swaps and foreign currency forward contracts to manage the duration of its investment portfolio and foreign currency exposures and also to obtain exposure to a particular financial market. Historically, the Company entered into credit derivatives outside of the investment portfolio in conjunction with the legacy financial guarantee and financial products operations. The Company attempts to manage the risks associated with derivative use with guidelines established by senior management. Derivative instruments are carried at fair value with the resulting changes in fair value recognized in income in the period in which they occur. For further information, see Item 1, Note 6, “Derivative Instruments”, herein.

          This risk management discussion and the estimated amounts generated from the sensitivity and value at risk (“VaR”) analyses for the investment portfolio presented in this document are forward-looking statements of market risk assuming certain adverse market conditions occur. Actual results in the future may differ materially from these estimated results due to, among other things, actual developments in the global financial markets and changes in the composition of the Company’s investment portfolio. The results of analysis used by the Company to assess and mitigate risk should not be considered projections of future events of losses. See generally “Cautionary Note Regarding Forward-Looking Statements,” in Item 2.

Interest Rate Risk

          The Company’s fixed income portfolio is exposed to interest rate risk. Interest rate risk is the price sensitivity of a fixed income security to changes in interest rates. The Company manages interest rate risk within the context of its overall asset liability management strategy by setting duration targets for its investment portfolio in line with the estimated duration of its liabilities, thus mitigating the overall economic effect of interest rate risk and within the constraints of the Company’s risk appetite. Nevertheless, the Company remains exposed to interest rate risk with respect to the Company’s overall net asset position and more generally from an accounting standpoint since the assets are marked to market, thus subject to market conditions, while liabilities are accrued at a static rate.

          In addition, while the Company’s debt is not carried at fair value and not adjusted for market changes, changes in market interest rates could have an impact on debt values at the time of refinancing.

Foreign Currency Exchange Rate Risk

          Many of the Company’s non-U.S. subsidiaries maintain both assets and liabilities in local currencies, therefore foreign exchange risk is generally limited to net assets denominated in foreign currencies.

          Foreign currency exchange rate gains and losses in the Company’s Statement of Income arise for accounting purposes when net assets or liabilities are denominated in foreign currencies that differ from the functional currency of those subsidiaries. While unrealized foreign exchange gains and losses on underwriting balances are reported in earnings, the offsetting unrealized gains and losses on invested assets are recorded as a separate component of shareholders’ equity, to the extent that the asset currency does not match that entity’s functional currency. This results in an accounting mismatch that will result in foreign exchange gains or losses in the consolidated statements of income depending on the movement in certain currencies. In order to improve administrative efficiencies as well as to address this accounting imbalance, the Company formed several branches with Euro and U.K. pound Sterling functional currencies. Management continues to focus on attempting to limit this type of exposure in the future.

84


          Foreign currency exchange rate risk in general is reviewed as part of the Company’s risk management process. Within its asset liability framework for the investment portfolio, the Company pursues a general policy of holding the assets and liabilities in the same currency and as such the Company is not exposed to the risks associated with foreign exchange movements within its investment portfolio as currency impacts on the assets are generally matched by corresponding impacts on the related liabilities. Foreign exchange contracts within the investment portfolio are utilized to manage individual portfolio foreign exchange exposures, subject to investment management service providers’ guidelines established by management. These contracts are generally not designated as specific hedges for financial reporting purposes and, therefore, realized and unrealized gains and losses on these contracts are recorded in income in the period in which they occur. These contracts generally have maturities of three months or less. The Company also attempts to manage the foreign exchange volatility arising on certain transactions denominated in foreign currencies. These include, but are not limited to, premium receivable, reinsurance contracts, claims payable and investments in subsidiaries.

          The principal currencies creating foreign exchange risk for the Company are the U.K. pound Sterling, the Euro, the Swiss Franc and the Canadian dollar. The following tables provide more information on the Company’s exposure to foreign exchange rate risk at September 30, 2010 and December 31, 2009:

 

 

 

 

 

 

 

 

 

September 30, 2010
(Foreign Currency in millions)

 

Euro

 

U.K. Pound

 

Swiss Franc

 

Canadian
Dollar










Net exposure to key foreign currencies

 

169.2

 

39.4

 

265.2

 

216.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2009
(Foreign Currency in millions)

 

Euro

 

U.K. Pound

 

Swiss Franc

 

Canadian
Dollar










Net exposure to key foreign currencies

 

258.6

 

(120.0

)

261.9

 

508.1

 

 

 

 

 

 

 

 

 










Credit Risk

          The Company is exposed to direct credit risk within its investment portfolio as well as through general counterparties, including customers and reinsurers. Credit risk relates to the uncertainty of an obligor’s continued ability to make timely payments in accordance with the contractual terms of the instrument or contract. The Company manages credit risk through established investment credit policies which address quality of obligors and counterparties, industry limits, and diversification requirements. The Company’s exposure to market credit spreads primarily relates to market price and cash flow variability associated with changes in credit spreads.

          Certain of the Company’s underwriting activities expose it to indirect credit risk in that profitability of certain strategies can correlate with credit events at the issuer level, industry level or country level. The Company manages these risks through established underwriting policies which operate in accordance with established limit and escalation frameworks.

          The Company has established Risk Governance processes by which oversight and decision-making authorities with respect to risks are granted to individuals and strategies within the enterprise. The Company’s governance framework establishes accountabilities for tasks and outcomes as well as escalation criteria. Governance processes are designed to ensure that transactions and activities, individually and in the aggregate, are carried out in accordance with the Company’s risk policies, philosophies, appetites, limits and risk concentrations, and in a manner consistent with expectations of excellence of integrity, accountability and client service.

Credit Risk – Investment Portfolio

          Credit risk is the exposure to adverse changes in the creditworthiness of individual investment holdings, issuers, groups of issuers, industries and countries. A widening of credit spreads will increase the net unrealized loss position, will increase losses associated with credit based non-qualifying derivatives where the Company assumes credit exposure, and, if issuer credit spreads increase significantly or for an extended period of time, would likely result in higher other-than-temporary impairments. All else held equal, credit spread tightening will reduce net investment income associated with new purchases of fixed maturities. In addition, market volatility can make it difficult to value certain of the Company’s securities if trading becomes less frequent. As such, valuations may include assumptions or estimates that may have significant period to period changes which could have a material adverse effect on the Company’s consolidated results of operations or financial condition.

          The table below shows the Company’s aggregate fixed income portfolio by credit rating in percentage terms of the Company’s aggregate fixed income exposure (including fixed maturities, short-term investments, cash and cash equivalents and net payable for investments purchased) at September 30, 2010.

 

 

 

 

 

 

Percentage of Aggregate Fixed Income Portfolio

 

 

 


 

AAA

 

53.5

 

AA

 

14.7

 

A

 

21.3

 

BBB

 

6.8

 

BB & below

 

3.7

 

NR

 

 

 

 


 

Total (1)

 

100.0

%


 

 



(1)

Included in the above are $457.4 million or 1.3% of the portfolio which represents medium term notes rated at the average credit rating of the underlying asset pools backing the notes.

          At September 30, 2010, the average credit quality of the Company’s aggregate fixed income investment portfolio was “AA”, excluding operating cash.

85


          The Company is closely monitoring its corporate financial bond holdings given the events of the past three years. The table below summarizes the Company’s significant exposures (defined as bonds issued by financial institutions with an amortized cost in excess of $50.0 million) to corporate bonds of financial issuers held within its available for sale and held to maturity investment portfolio at September 30, 2010, representing both amortized cost and unrealized gains (losses):

 

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

 

 

 

 

 

Issuer (by Global Ultimate Parent)

 

 

Amortized Cost
September 30, 2010 (1)

 

Unrealized Gain/
(Loss)
September 30, 2010

 


 

 


 


 

Bank of America Corporation

 

$

195.1

 

$

(4.6

)

Lloyds Banking Group plc

 

 

171.7

 

 

4.9

 

Rabobank Nederland NV

 

 

159.6

 

 

3.0

 

The Goldman Sachs Group, Inc.

 

 

134.9

 

 

3.5

 

Morgan Stanley

 

 

127.6

 

 

3.0

 

JPMorgan Chase & Co.

 

 

125.1

 

 

(3.0

)

HSBC Holdings plc

 

 

122.4

 

 

(0.9

)

Citigroup Inc.

 

 

117.4

 

 

(0.4

)

Barclays plc

 

 

115.3

 

 

(15.3

)

Banco Santander, S.A.

 

 

110.5

 

 

(16.5

)

BNP Paribas

 

 

108.2

 

 

(0.5

)

Wells Fargo & Company

 

 

107.8

 

 

3.8

 

Australia and New Zealand Banking Group Limited

 

 

100.8

 

 

2.8

 

Bank of Nova Scotia, The

 

 

99.2

 

 

2.7

 

Credit Agricole SA

 

 

85.0

 

 

(2.8

)

Credit Suisse Group AG

 

 

81.6

 

 

3.0

 

Aviva Plc

 

 

80.0

 

 

(11.1

)

National Australia Bank Limited

 

 

78.5

 

 

(0.3

)

UBS AG

 

 

77.1

 

 

0.7

 

Westpac Banking Corporation

 

 

71.3

 

 

2.6

 

Nationwide Building Society

 

 

68.8

 

 

(4.3

)

Standard Chartered plc

 

 

68.7

 

 

0.2

 

RFS Holdings B.V.

 

 

66.2

 

 

5.1

 

BPCE

 

 

65.0

 

 

0.4

 

Canadian Imperial Bank Of Commerce

 

 

64.7

 

 

1.7

 

Assicurazioni Generali S.P.A.

 

 

58.8

 

 

(8.3

)

Legal & General Group plc

 

 

56.5

 

 

(4.6

)

Nordea Bank

 

 

56.2

 

 

0.1

 

Bank of Montreal

 

 

55.7

 

 

2.1

 

Danske Bank

 

 

53.9

 

 

(4.8

)

Metlife, Inc.

 

 

52.4

 

 

3.3

 

Northern Rock Plc

 

 

51.3

 

 

0.4

 

U.S. Bancorp

 

 

51.0

 

 

(0.1

)


 

 


(1)

Government-guaranteed paper has been excluded from the above figures.

          Within the Company’s corporate financial bond holdings, the Company is further monitoring its exposures to hybrid securities, representing Tier One and Upper Tier Two securities of various financial institutions. The following table summarizes the top ten exposures to hybrid securities, listed by amortized cost representing both amortized cost and unrealized (losses):

86



 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

Issuer (by Global Ultimate Parent)

 

Tier One
Amortized Cost
September 30, 2010

 

Upper Tier Two
Amortized Cost
September 30, 2010

 

Total
Amortized Cost
September 30, 2010

 

Net Unrealized
(Loss)
September 30, 2010

 

 

 


 


 


 


 

Barclays, Plc

 

$

53.7

 

$

58.6

 

$

112.3

 

$

(15.1

)

Banco Santander, S.A.

 

 

47.8

 

 

33.4

 

 

81.2

 

 

(15.8

)

Aviva PLC

 

 

5.7

 

 

53.2

 

 

58.9

 

 

(10.1

)

Assicurazioni Generali S.P.A

 

 

58.8

 

 

 

 

58.8

 

 

(8.3

)

Danske Bank A/S

 

 

33.9

 

 

19.9

 

 

53.8

 

 

(4.7

)

Credit Agricole SA

 

 

10.3

 

 

41.5

 

 

51.8

 

 

(4.0

)

Unicredit S.P.A.

 

 

35.7

 

 

 

 

35.7

 

 

(4.9

)

Bank of America Corporation

 

 

29.7

 

 

 

 

29.7

 

 

(5.1

)

BNP Paribas

 

 

27.8

 

 

 

 

27.8

 

 

(2.7

)

HSBC Holdings PLC

 

 

27.2

 

 

 

 

27.2

 

 

(2.1

)

 

 



 



 



 



 

Total

 

$

330.6

 

$

206.6

 

$

537.2

 

$

(72.8

)

 

 



 



 



 



 

          At September 30, 2010, the top 10 corporate holdings listed below represent the direct exposure to the corporations listed below, including their subsidiaries, and excludes any securitized, credit enhanced and collateralized asset or mortgage backed securities, cash and cash equivalents, pooled notes and any OTC derivative counterparty exposure, if applicable.

 

 

 

 

 

Top 10 Corporate Holdings (1)

 

 

Percentage of Aggregate
Fixed Income Portfolio (2)


 

 


Pfizer Inc.

 

0.6

%

General Electric Company

 

0.6

%

Bank of America Corporation

 

0.6

%

Lloyds Banking Group PLC

 

0.5

%

Wal-Mart Stores, Inc.

 

0.5

%

Rabobank Nederland NV

 

0.5

%

AT&T Inc.

 

0.5

%

Verizon Communications, Inc.

 

0.5

%

BP PLC

 

0.5

%

Glaxosmithkline PLC

 

0.4

%


 

 


(1)

Corporate issuers exclude government-backed, government-sponsored enterprises and cash and cash equivalents.

 

 

(2)

Includes fixed maturities, short-term investments, cash and cash equivalents and net payable for investments purchased and excludes government-guaranteed paper.

87


          At September 30, 2010, the top 5 corporate sector exposures listed below represented 28.5% of the aggregate fixed income investment portfolio and 79.8% of all corporate holdings.

 

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

 

 

 

 

Top 5 Sector Exposures

 

 

Fair Value

 

Percentage of
Aggregate
Fixed Income
Portfolio

 


 

 


 


 

Financials (1)

 

$

4,483.3

 

 

12.9

%

Consumer, Non-Cyclical

 

 

2,179.7

 

 

6.3

%

Utilities

 

 

1,336.1

 

 

3.8

%

Communications

 

 

962.5

 

 

2.8

%

Energy

 

 

927.6

 

 

2.7

%

 

 



 



 

Total

 

$

9,889.2

 

 

28.5

%

 

 



 



 


 

 

 


 

(1)

Government-guaranteed paper has been excluded from the above figures.

          Within the Company’s fixed income portfolios, the Company is further monitoring its exposures to holdings representing risk in certain Eurozone countries. In particular, the Company has government holdings of $1.2 million, corporate holdings of $203.7 million and structured credit holdings of $1.0 million in Greece, Ireland, Italy, Portugal and Spain. The corporate holdings primarily consist of multinationals with low reliance on local economics and systemically important industries such as utilities and telecoms.

          The Company also has exposure to market movement related to credit risk associated with its mortgage-backed and asset-backed securities. The table below shows the breakdown of the $10.1 billion structured credit portfolio, of which 77.0% is AAA rated:

 

 

 

 

 

 

 

 

(U.S. dollars in millions)

 

Fair Value

 

Percentage of
Structured Portfolio

 

 

 


 


 

CMBS

 

$

1,236.9

 

 

12.2

%

Non-Agency RMBS

 

 

1,159.6

 

 

11.5

%

Core CDO (non-ABS CDOs and CLOs)

 

 

731.7

 

 

7.2

%

Other ABS

 

 

1,371.4

 

 

13.5

%

Agency RMBS

 

 

5,633.0

 

 

55.6

%

 

 



 



 

Total

 

$

10,132.6

 

 

100.0

%

 

 



 



 

Credit Risk – Other

          Credit derivatives are purchased within the Company’s investment portfolio, have been sold through a limited number of contracts written as part of the Company’s previous XL Financial Solutions business, and were previously entered into through the Company’s prior reinsurance agreements with Syncora, as described below. From time to time, the Company may purchase credit default swaps to hedge an existing position or concentration of holdings. The credit derivatives are recorded at fair value. For further details with respect to the Company’s exposure to Credit derivatives see Item 1, Note 6 to the Company’s Consolidated Financial Statements, “Derivative Instruments”, herein.

          The Company has exposure to many different industries and counterparties, and routinely executes transactions with counterparties in the financial services industry, including brokers and dealers, commercial banks, investment banks, alternatives and other investment funds and other institutions. Many of these transactions expose the Company to credit risk in the event of default of the Company’s counterparty. In addition, with respect to secured transactions, the Company’s credit risk may be exacerbated when the collateral held by the Company cannot be sold or is liquidated at prices not sufficient to recover the full amount of the loan or derivative exposure that is due. The Company also has exposure to financial institutions in the form of unsecured debt instruments, derivative transactions, revolving credit facility and letter of credit commitments and equity investments. There can be no assurance that any such losses or impairments to the carrying value of these assets would not materially and adversely affect the Company’s business and results of operations.

          With regards to unpaid losses and loss expenses recoverable and reinsurance balances receivable, the Company has credit risk should any of its reinsurers be unable or unwilling to settle amounts due to the Company; however, these exposures are not marked to market. For further information relating to reinsurer credit risk, see Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations –Unpaid Losses and Loss Expenses Recoverable and Reinsurance Balances Receivable.”

88


          The Company is exposed to credit risk in the event of non-performance by the other parties to its derivative instruments in general; however, the Company does not anticipate non-performance. The difference between the notional principal amounts and the associated market value is the Company’s maximum credit exposure.

Equity Price Risk

          The Company’s equity investment portfolio as well as other investments, primarily representing certain derivatives and certain affiliate investments, are exposed to mark to market movements associated with equity price risk. Equity price risk is the potential loss arising from changes in the market value of equities. At September 30, 2010, the Company’s equity portfolio was approximately $19.0 million as compared to $12.0 million at December 31, 2009. This excludes fixed income fund investments that generally do not have the risk characteristics of equity investments. At September 30, 2010 and December 31, 2009, the Company’s direct allocation to equity securities was a negligible percentage of the total investment portfolio (including cash and cash equivalents, accrued investment income and net payable for investments purchased). The Company also estimates the equity risk embedded in certain alternative and private investments. Such estimates are derived from market exposures provided to the Company by certain individual fund investments and/or internal statistical analyses.

Other Market Risks

          The Company’s private investment portfolio is invested in limited partnerships and other entities which are not publicly traded. In addition to normal market risks, these positions may also be exposed to liquidity risk, risks related to distressed investments, and risks specific to startup or small companies. At September 30, 2010, the Company’s exposure to private investments was $320.3 million, as compared to $322.4 million at December 31, 2009.

          The Company’s alternative investment portfolio, which is exposed to equity and credit risk as well as certain other market risks, had a total exposure of $917.8 million making up approximately 2.6% of the total investment portfolio (including cash and cash equivalents, accrued investment income and net payable for investments purchased) at September 30, 2010, as compared to December 31, 2009, where the Company had a total exposure of $800.2 million representing approximately 2.4% of the total investment portfolio.

          At September 30, 2010, bond and stock index futures outstanding had a net long position of $71.9 million as compared to a net long position of $81.8 million at December 31, 2009. The Company may reduce its exposure to these futures through offsetting transactions, including options and forwards.

          As noted above, the Company also invests in certain derivative positions which can be impacted by market value movements. For further details on derivative instruments see Item 1, Note 6 to the Company’s Consolidated Financial Statements, “Derivative Instruments”, herein.

Sensitivity and Value-at-Risk Analysis

          The table below summarizes the Company’s assessment of the estimated impact on the value of the Company’s investment portfolio at September 30, 2010 associated with an immediate and hypothetical: +100bps increase in interest rates, a -10% decline in equity markets, a +100bps widening in spreads and a +10% widening in spreads. The table also reports the 95%, 1-year VaRs for the Company’s investment portfolios at September 30, 2010, excluding foreign exchange.

          The interest rate, spread risk, and VaR referenced in the table below include the impact of market movements on the Company’s held to maturity fixed maturities from the Company’s Life investment portfolios. While the market value of these holdings is sensitive to prevailing interest rates and credit spreads, the Company’s book value is not impacted as these holdings are carried at amortized cost. At September 30, 2010, if the Company were to exclude these impacts in order to present the impact of these risks to the Company’s book value, the interest rate risk would be reduced by approximately $312.3 million, absolute spread risk would be reduced by approximately $214.1 million, relative spread risk would be reduced by approximately $18.8 million, and VaR would be reduced by approximately $418.2 million.

          The table below excludes the impact of foreign exchange rate risk on the investment portfolio. The investment portfolio is managed on an asset-liability matched basis, and, accordingly, any foreign exchange movements impact the assets and liabilities equally. See foreign exchange rate risk for further details. The Company considers that the investment portfolio VaR estimated results as well as P&C and Life investment portfolios VaR estimated results excluding foreign exchange rate risk are the more relevant and appropriate metrics to consider when assessing the actual risk of the portfolio.

89


          The estimated results below also do not include any risk contributions from our various operating affiliates (strategic, investment manager or financial operating affiliates) or other investments carried at amortized cost.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(U.S. dollars in thousands)

 

Interest
Rate
Risk(2)

 

Equity
Risk
(3)

 

Absolute
Spread
Risk (4)

 

Relative
Spread
Risk (5)

 

VaR
(6), (7)

 

 

 


 


 


 


 


 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Investment Portfolio (1)

 

$

(1,255.6

)

$

(57.1

)

$

(1,261.3

)

$

(223.3

)

$

1,471.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

A. P&C Investment Portfolio

 

$

(705.2

)

$

(57.1

)

$

(788.6

)

$

(136.2

)

$

864.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(I) P&C Fixed Income Portfolio

 

 

(705.2

)

 

 

 

(788.6

)

 

(136.2

)

 

842.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a) Cash & 0-1 Yr

 

 

(5.9

)

 

 

 

 

 

 

 

8.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(b) Total Government Related

 

 

(210.5

)

 

 

 

(149.3

)

 

(4.8

)

 

176.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(c) Total Corporate Credit

 

 

(313.0

)

 

 

 

(358.6

)

 

(49.5

)

 

381.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(d) Total Structured Credit

 

 

(175.8

)

 

 

 

(291.3

)

 

(82.1

)

 

430.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(II) P&C Non-Fixed Income Portfolio

 

 

 

 

(57.1

)

 

 

 

 

 

92.5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(e) Equity Portfolio

 

 

 

 

(1.2

)

 

 

 

 

 

5.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(f) Alternative Portfolio

 

 

 

 

(23.0

)

 

 

 

 

 

55.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(g) Private Investments

 

 

 

 

(32.9

)

 

 

 

 

 

70.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

B. Life Investment Portfolio

 

$

(540.9

)

$

 

$

(435.4

)

$

(84.9

)

$

721.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(III) Life Fixed Income Portfolio

 

 

(540.9

)

 

 

 

(435.4

)

 

(84.9

)

 

721.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(i) Cash & 0-1 Yr

 

 

 

 

 

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(j) Total Government Related

 

 

(221.2

)

 

 

 

(82.5

)

 

(3.3

)

 

320.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(k) Total Corporate Credit

 

 

(269.6

)

 

 

 

(295.8

)

 

(70.1

)

 

346.3

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(l) Total Structured Credit

 

 

(50.1

)

 

 

 

(57.1

)

 

(11.5

)

 

79.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(IV) Life Non-Fixed Income Portfolio

 

 

 

 

 

 

 

 

 

 

 


 

 

 


 

(1)

The Company’s Total Investment Portfolio comprises the Company’s P&C Investment Portfolio and Life Investment Portfolio as well as the Company’s Business and Other Investments which do not form part of the Company’s P&C Investment Portfolio or Life Investment Portfolio. The individual results reported in the above table for the Company’s Total Investment Portfolio therefore represent the aggregate impact on the Company’s P&C Investment Portfolio, Life Investment Portfolio and the Company’s Business and Other Investments.

(2)

The estimated impact on the fair value of the Company’s fixed income portfolio of an immediate hypothetical +100 bps adverse parallel shift in global bond curves.

(3)

The estimated impact on the fair value of the Company’s investment portfolio of an immediate hypothetical -10% change in the value of equity exposures in the Company’s equity portfolio, certain equity-sensitive alternative investments and private equity investments. This includes the Company’s estimate of equity risk embedded in the alternatives and private investment portfolio with such estimates utilizing market exposures provided to the Company by certain individual fund investments and /or internal statistical analyses.

(4)

The estimated impact on the fair value of the Company’s fixed income portfolio of an immediate hypothetical +100 basis point increase in all global corporate and structured credit spreads to which the Company’s fixed income portfolio is exposed. This excludes exposure to credit spreads in the Company’s alternative investments, private investments and counterparty exposure.

(5)

The estimated impact on the fair value of the Company’s fixed income portfolio of an immediate hypothetical +10% increase in all global corporate and structured credit spreads to which the Company’s fixed income portfolio is exposed. This excludes exposure to credit spreads in the Company’s alternative investments, private investments and counterparty exposure.

(6)

The VaR results are based on a 95% confidence interval, with a one year holding period, excluding foreign exchange rate risk. The Company’s investment portfolio VaR at September 30, 2010 is not necessarily indicative of future VaR levels.

(7)

The VaR results are the standalone VaRs, based on the prescribed methodology, for each component of the Company’s Total Investment Portfolio. The standalone VaRs of the individual components are non-additive, with the difference between the summation of the individual component VaRs and their respective aggregations being due to diversification benefits across the individual components. In the case of the VaR results for the Company’s Total Investment Portfolio, the results also include the impact associated with the Company’s Business and Other Investments.

Stress Testing

          VaR does not provide the means to estimate the magnitude of the loss in the 5% of occurrences when the Company expects the VaR level to be exceeded. To complement the VaR analysis based on normal market environments, the Company considers the impact on the investment portfolio in several different stress scenarios to analyze the effect of unusual market conditions. The Company establishes certain stress scenarios which are applied to the actual investment portfolio. As these stress scenarios and estimated gains and losses are based on scenarios established by the Company, they will not necessarily reflect future stress events or gains and losses from such events. The results of the stress scenarios are reviewed on a regular basis to ensure they are appropriate, based on current shareholders equity, market conditions and the Company’s total risk tolerance. It is important to note that when assessing the risk of the Company’s investment portfolio, the Company does not take into account either the value or risk associated with the liabilities arising from the Company’s operations.

90



 

 

 


 

 

ITEM 4.

 

CONTROLS AND PROCEDURES


 

 

         Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

          The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of disclosure controls and procedures pursuant to Rules 13a-15 and 15d-15 promulgated under the Securities Exchange Act of 1934, as amended, as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective to provide reasonable assurance that all material information relating to the Company required to be included in this report has been made known to them in a timely fashion.

         Changes in Internal Control Over Financial Reporting

          There have been no changes in internal control over financial reporting identified in connection with the Company’s evaluation required pursuant to Rules 13a-15 and 15d-15 promulgated under the Securities Exchange Act of 1934, as amended, that occurred during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

91


PART II–OTHER INFORMATION

 

 

 


 

 

ITEM 1.

 

LEGAL PROCEEDINGS


 

 

          In November 2006, a subsidiary of XL Group Ltd. (“XL-Cayman”) received a grand jury subpoena from the Antitrust Division of the U.S. Department of Justice (“DOJ”) and a subpoena from the Securities and Exchange Commission (the “SEC”), both of which sought documents in connection with an investigation into the municipal Guaranteed Investment Contracts (“GIC”) market and related products. In June 2008, subsidiaries of XL-Cayman also received a subpoena from the Connecticut Attorney General and an Antitrust Civil Investigative Demand from the Office of the Florida Attorney General in connection with a coordinated multi-state Attorneys General investigation into the matters referenced in the DOJ and SEC subpoenas. At various times during the period from late 2006 through 2008, the subsidiaries produced documents and other information in response to the aforementioned subpoenas and demands. XL Group plc plans to cooperate fully with any further information requests that it may receive in connection with these investigations.

          Commencing in March 2008, XL-Cayman and two of its subsidiaries were named, along with approximately 20 other providers and insurers of municipal GICs and similar derivative products in the U.S. (collectively “Municipal Derivatives”) as well as fourteen brokers of such products, in several purported federal antitrust class actions. The Judicial Panel on Multidistrict Litigation ordered that these be consolidated for pretrial purposes and assigned them to the Southern District of New York. The consolidated amended complaint filed in August 2008 alleges that there was a conspiracy among the defendants during the period from January 1, 1992 to the present to rig bids and otherwise unlawfully decrease the yield for Municipal Derivative products. The purported class of plaintiffs consists of purchasers of Municipal Derivatives. On October 21, 2008 most of the defendants filed motions to dismiss the consolidated amended complaint. The District Judge granted the motions by order dated April 29, 2009, but allowed plaintiffs leave to file a second amended complaint. Plaintiffs filed a Second Consolidated Amended Class Action Complaint on June 18, 2009, but did not include XL-Cayman or any of its subsidiaries as a defendant. The remaining defendants in that action again moved to dismiss, which motion was denied by the Court on March 25, 2010.

          In addition, XL-Cayman and three of its subsidiaries (along with numerous other parties) were named as defendants in eleven individual (i.e., non-class) actions filed by various municipalities or other local government bodies in California state and federal courts. The allegations are similar to the allegations in the Second Consolidated Amended Class Action Complaint described above. The defendants removed the state court cases to federal court, and all eleven cases were then transferred to the Southern District of New York by the Judicial Panel on Multidistrict Litigation. On April 26, 2010, the District Judge dismissed all eleven cases against XL-Cayman and its subsidiaries without prejudice, but denied motions to dismiss as respects most of the other defendants. Since then several additional similar actions have been filed, but none of these includes XL-Cayman or any of its subsidiaries as a defendant.

          In August 2005, plaintiffs in a proposed class action (the “Class Action”) that was consolidated into a multidistrict litigation in the United States District Court for the District of New Jersey, captioned In re Brokerage Antitrust Litigation, MDL No. 1663, Civil Action No. 04-5184 (the “MDL”), filed a consolidated amended complaint (the “Amended Complaint”), which named as new defendants approximately 30 entities, including Greenwich Insurance Company, Indian Harbor Insurance Company and XL-Cayman. In the MDL, the Class Action plaintiffs asserted various claims purportedly on behalf of a class of commercial insureds against approximately 113 insurance companies and insurance brokers through which the named plaintiffs allegedly purchased insurance. The Amended Complaint alleged that the defendant insurance companies and insurance brokers conspired to manipulate bidding practices for insurance policies in certain insurance lines and failed to disclose certain commission arrangements and asserted statutory claims under the Sherman Act, various state antitrust laws and the Racketeer Influenced and Corrupt Organizations Act (“RICO”), as well as common law claims alleging breach of fiduciary duty, aiding and abetting a breach of fiduciary duty and unjust enrichment. By Opinion and Order dated August 31, 2007, the Court dismissed the Sherman Act claims with prejudice and, by Opinion and Order dated September 28, 2007, the Court dismissed the RICO claims with prejudice. The plaintiffs then appealed both Orders to the U.S. Court of Appeals for the Third Circuit. On August 16, 2010, the Third Circuit affirmed in large part the District Court’s dismissal. The Third Circuit reversed the dismissal of certain Sherman Act and RICO claims alleged against several defendants including XL-Cayman and two of its subsidiaries but remanded those claims to the District Court for further consideration of their adequacy. In light of its reversal and remand of certain of the federal claims, the Third Circuit also reversed the District Court’s dismissal (based on the District Court’s declining to exercise supplemental jurisdiction) of the state-law claims against all defendants. On October 1, 2010 the remaining defendants including XL-Cayman and two of its subsidiaries filed motions to dismiss the remanded federal claims and the state-law claims. It is expected that briefing on the motions will be completed in November 2010.

          Various XL entities have been named as defendants in three of the many tag-along actions that have been consolidated into the MDL for pretrial purposes. The complaints in these tag-along actions make allegations similar to those made in the Amended Complaint but do not purport to be class actions. On April 4, 2006, a tag-along complaint was filed in the U.S. District Court for the Northern District of Georgia on behalf of New Cingular Wireless Headquarters LLC and several other corporations against approximately 100 defendants, including Greenwich Insurance Company, XL Specialty Insurance Company, XL Insurance America, Inc., XL Insurance Company Limited, Lloyd’s syndicates 861, 588 and 1209 and XL-Cayman. On or about May 21, 2007, a tag-along complaint was filed in the U.S. District Court for the District of New Jersey on behalf of Henley Management Company, Big Bear Properties, Inc., Northbrook Properties, Inc., RCK Properties, Inc., Kitchens, Inc., Aberfeldy LP and Payroll and Insurance Group, Inc. against multiple defendants, including “XL Winterthur International.” On October 12, 2007, a complaint in a third tag-along

92


action was filed in the U.S. District Court for the Northern District of Georgia by Sears, Roebuck & Co., Sears Holdings Corporation, Kmart Corporation and Lands’ End Inc. against many named defendants including X.L. America, Inc., XL Insurance America, Inc., XL Specialty Insurance Company and XL Insurance (Bermuda) Ltd. By order entered on or about October 5, 2010, the District Court ruled that the tag-along actions, including the three in which the XL entities are named defendants, will remain stayed pending the District Court’s decision on defendants’ October 1, 2010 motions to dismiss the remaining claims in the Class Action.

          XL-Cayman and one of its subsidiaries (collectively “the XL Entities”), Syncora, four Syncora officers, and various underwriters of Syncora securities were named in a Consolidated Amended Complaint (“CAC”) filed in August 2008 on behalf of shareholders of Syncora in the Southern District of New York. By Order dated March 31, 2010, Judge Deborah Batts granted motions to dismiss all claims asserted in the CAC as against all defendants principally on the basis of absence of loss causation and, granted the Plaintiffs leave to amend the CAC. The Plaintiffs filed a further amended complaint in June 2010. This complaint alleges violations of the Securities Act of 1933 arising out of the secondary public offering of Syncora common shares held by the XL Entities on June 6, 2007 as well as under the Securities Exchange Act of 1934 arising out of trading in Syncora securities during the asserted class period of July 24, 2007 to December 20, 2007. The principal allegations are that Syncora failed to appropriately and timely disclose its processes with respect to underwriting certain derivative contracts and insurance of tranches of structured securities. A subsidiary of XL-Cayman is named as a party that sold stock in the secondary public offering and XL-Cayman is named as a party that “controlled” Syncora during the relevant time period. On September 10, 2010, all of the defendants including the XL Entities filed motions to dismiss the June 2010 amended complaint. The principal bases for the XL Entities’ motion are (a) plaintiffs have not adequately alleged falsity of any of the challenged disclosures, and (b) plaintiffs have not adequately alleged “loss causation” arising out of corrections of the assertedly misrepresented or omitted facts in the relevant offering materials. Briefing in scheduled to be completed November 24, 2010.

          In connection with the secondary offering of Syncora shares, a subsidiary of XL-Cayman and Syncora each agreed to indemnify the several underwriters of that offering against certain liabilities, including liabilities under the Securities Act of 1933 for payment of legal fees and expenses, settlements and judgments incurred with respect to litigation such as this. The XL-Cayman subsidiary and Syncora have agreed to each bear 50% of this indemnity obligation.

          XL Group plc and its subsidiaries are subject to litigation and arbitration in the normal course of its business. These lawsuits and arbitrations principally involve claims on policies of insurance and contracts of reinsurance and are typical for the company and for the property and casualty insurance and reinsurance industry in general. Such legal proceedings are considered in connection with the company’s loss and loss expense reserves. Reserves in varying amounts may or may not be established in respect of particular claims proceedings based on many factors, including the legal merits thereof. In addition to litigation relating to insurance and reinsurance claims, XL Group plc and its subsidiaries are subject to lawsuits and regulatory actions in the normal course of business that do not arise from or directly relate to claims on insurance or reinsurance policies. This category of business litigation typically involves, amongst other things, allegations of underwriting errors or misconduct, employment claims, regulatory activity, shareholder disputes or disputes arising from business ventures. The status of these legal actions is actively monitored by management. XL Group plc believes that the expected ultimate outcome of all outstanding litigation and arbitration will not have a material adverse effect on its consolidated financial condition, operating results and/or cash flow, although an adverse resolution of one or more of these items could have a material adverse effect on the company’s results of operations in a particular fiscal quarter or year.

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ITEM 1A.

 

RISK FACTORS


 

 

          Refer to Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 for further information.

 

 

 


 

 

ITEM 2.

 

UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS


 

 

         (c) Purchases of Equity Securities by the Issuer and Affiliate Purchasers

          The following table provides information about purchases by the Company during the three months ended September 30, 2010 of equity securities that are registered by the Company pursuant to Section 12 of the Exchange Act:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Period

 

Total Number
of Shares
Purchased (1)(2)

 

Average Price
Paid
per Share

 

Total Number
of Shares
Purchased as
Part of
Publicly
Announced Plans
or Programs

 

Approximate Dollar
Value of Shares
that May Yet Be
Purchased Under
the Plans
or Programs (2)

 


 


 


 


 


 

July 1-31, 2010

 

 

77

 

 

17.44

 

 

 

 

375.4 million

 

August 1-31, 2010

 

 

5,276,017

 

 

17.91

 

 

5,274,900

 

 

281.0 million

 

September 1-30, 2010

 

 

8,617,708

 

 

20.20

 

 

8,617,708

 

 

106.8 million

 

 

 



 



 



 



 

Total

 

 

13,893,802

 

 

19.33

 

 

13,892,608

 

 

106.8 million

 

 

 



 



 



 



 


 

 

 


 

(1)

During the three months ended September 30, 2010, 1,194 shares were purchased in connection with the vesting of restricted shares granted under the Company’s restricted stock plan. These purchases were made in connection with satisfying tax withholding obligations of those employees. These shares were not purchased as part of the Company’s share repurchase program noted below.

 

(2)

During the third quarter of 2007, the Company’s Board of Directors approved a share buyback program, authorizing the Company to purchase up to $500.0 million of its Class A ordinary shares. As of July 1, 2010, $375.4 million ordinary shares remained available for purchase under the program. During the third quarter of 2010, the Company purchased and cancelled 13.9 million ordinary shares under the program for $268.6 million. In addition, the Company purchased and cancelled 4.9 million ordinary shares during October 2010 for $106.8 million. In combination, these purchases totaled $375.4 million, the full amount remaining from the Company’s share buyback program. On November 2, 2010, the Company announced that its Board of Directors approved a new share buyback program, authorizing the Company to purchase up to $1.0 billion of its Class A ordinary shares.

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ITEM 6.

 

EXHIBITS


 


The following exhibits are filed as exhibits to this Quarterly Report:

 

 

 

31

 

Rule 13a-14(a)/15d-14(a) Certifications

 

 

 

32

 

Section 1350 Certification

 

 

 

101.INS

 

XBRL Instance Document*

 

 

 

101.SCH

 

XBRL Taxonomy Extension Schema Document*

 

 

 

101.CAL

 

XBRL Taxonomy Extension Calculation Linkbase Document*

 

 

 

101.DEF

 

XBRL Taxonomy Extension Definition Linkbase Document*

 

 

 

101.LAB

 

XBRL Taxonomy Extension Label Linkbase Document*

 

 

 

101.PRE

 

XBRL Taxonomy Extension Presentation Linkbase Document*


 

 

 


 

*

These interactive data files are furnished and deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended and otherwise are not subject to liability under those sections.

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SIGNATURES

          Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

          Date: November 5, 2010

 

 

 

 

XL Group plc

 

 

(Registrant)

 

 

 

 

 

/s/ MICHAEL S. MCGAVICK

 

 


 

 

Name: Michael S. McGavick

 

 

Title: Chief Executive Officer and Director

 

 

XL Group plc

 

 

 

          Date: November 5, 2010

 

 

 

 

/s/ IRENE M. ESTEVES

 

 


 

 

Name: Irene M. Esteves

 

 

Title: Executive Vice President and Chief Financial Officer

 

 

XL Group plc

96