e10vq
UNITED STATES SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C.
20549
Form 10-Q
|
|
|
þ
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
|
For the Period Ended June 30,
2010
|
or
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
Commission file number
001-31909
ASPEN
INSURANCE HOLDINGS LIMITED
(Exact Name of Registrant as
Specified in Its Charter)
|
|
|
Bermuda
(State or other jurisdiction
of
incorporation or organization)
|
|
Not Applicable
(I.R.S. Employer
Identification No.)
|
Maxwell Roberts Building
1 Church Street
Hamilton, Bermuda
(Address of principal
executive offices)
|
|
HM 11
(Zip
Code)
|
Registrants
telephone number, including area code
(441) 295-8201
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 periods that the registrant
was required to file such reports), and (2) has been
subject to such filing requirements for the past
90 days. Yes þ No o
Indicate by check mark whether the registrant 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 o No o
Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated
filer, or a smaller reporting company. See the definitions of
large accelerated filer, accelerated
filer and smaller reporting company in Rule
12b-2 of the
Exchange Act. (Check one):
|
|
|
|
Large
accelerated
filer þ
|
Accelerated
filer o
|
Non-accelerated
filer o
|
Smaller reporting
company o
|
(Do not check if a smaller
reporting company)
Indicate by check mark whether the registrant is a shell company
(as defined in
Rule 12b-2
of the Exchange
Act). Yes o No þ
Indicate the number of shares outstanding of each of the
issuers classes of common stock, as of the latest
practicable date.
As of August 5, 2010, there were 76,692,577 outstanding
ordinary shares, with a par value of 0.15144558¢ per
ordinary share, outstanding.
INDEX
|
|
|
|
|
|
|
|
|
|
|
|
|
Page
|
|
PART I. FINANCIAL INFORMATION
|
|
|
2
|
|
|
Item 1.
|
|
|
Unaudited Condensed Consolidated Financial
Statements
|
|
|
2
|
|
|
|
|
|
Condensed Consolidated Balance Sheets as at
June 30, 2010 (Unaudited) and December 31, 2009
|
|
|
2
|
|
|
|
|
|
Unaudited Condensed Consolidated Statements of
Operations, for the Three and Six Months Ended
June 30, 2010 and 2009
|
|
|
4
|
|
|
|
|
|
Unaudited Condensed Consolidated Statements of
Changes in Shareholders Equity, for the Six Months Ended
June 30, 2010 and 2009
|
|
|
5
|
|
|
|
|
|
Unaudited Condensed Consolidated Statements of
Comprehensive Income, for the Three and Six Months Ended
June 30, 2010 and 2009
|
|
|
6
|
|
|
|
|
|
Unaudited Condensed Consolidated Statements of
Cash Flows, for the Six Months Ended June 30, 2010 and
2009
|
|
|
7
|
|
|
|
|
|
Notes to the Unaudited Condensed Consolidated
Financial Statements
|
|
|
9
|
|
|
Item 2.
|
|
|
Managements Discussion and Analysis of
Financial Condition and Results of Operations
|
|
|
36
|
|
|
Item 3.
|
|
|
Quantitative and Qualitative Disclosures About
Market Risk
|
|
|
67
|
|
|
Item 4.
|
|
|
Controls and Procedures
|
|
|
69
|
|
|
|
|
|
|
PART II. OTHER
INFORMATION
|
|
|
70
|
|
|
Item 1.
|
|
|
Legal Proceedings
|
|
|
70
|
|
|
Item 1A.
|
|
|
Risk Factors
|
|
|
70
|
|
|
Item 2.
|
|
|
Unregistered Sale of Equity Securities and Use of
Proceeds
|
|
|
70
|
|
|
Item 3.
|
|
|
Defaults Upon Senior Securities
|
|
|
70
|
|
|
Item 5.
|
|
|
Other Information
|
|
|
71
|
|
|
Item 6.
|
|
|
Exhibits
|
|
|
71
|
|
SIGNATURES
|
|
|
72
|
|
CERTIFICATIONS
|
|
|
|
|
Exhibit 31.1 |
Exhibit 31.2 |
Exhibit 32.1 |
1
PART I
FINANCIAL
INFORMATION
|
|
Item 1.
|
Unaudited
Condensed Consolidated Financial Statements
|
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
|
(Unaudited)
|
|
|
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Investments
|
|
|
|
|
|
|
|
|
Fixed income maturities, available for sale at fair value
(amortized cost $5,088.9 and $5,064.3)
|
|
$
|
5,382.2
|
|
|
$
|
5,249.9
|
|
Fixed income maturities, trading at fair value (amortized
cost $352.2 and $332.5)
|
|
|
371.4
|
|
|
|
348.1
|
|
Other investments, equity method
|
|
|
27.8
|
|
|
|
27.3
|
|
Short-term investments, available for sale at fair value
(amortized cost $301.8 and $368.2)
|
|
|
301.8
|
|
|
|
368.2
|
|
Short-term investments, trading at fair value (amortized
cost $2.5 and $3.5)
|
|
|
2.5
|
|
|
|
3.5
|
|
|
|
|
|
|
|
|
|
|
Total investments
|
|
|
6,085.7
|
|
|
|
5,997.0
|
|
Cash and cash equivalents
|
|
|
726.1
|
|
|
|
748.4
|
|
Reinsurance recoverables
|
|
|
|
|
|
|
|
|
Unpaid losses
|
|
|
247.6
|
|
|
|
321.5
|
|
Ceded unearned premiums
|
|
|
106.2
|
|
|
|
103.8
|
|
Receivables
|
|
|
|
|
|
|
|
|
Underwriting premiums
|
|
|
981.0
|
|
|
|
708.3
|
|
Other
|
|
|
73.4
|
|
|
|
64.1
|
|
Funds withheld
|
|
|
83.5
|
|
|
|
85.1
|
|
Deferred policy acquisition costs
|
|
|
201.2
|
|
|
|
165.5
|
|
Derivatives at fair value
|
|
|
4.3
|
|
|
|
6.7
|
|
Receivable for securities sold
|
|
|
16.9
|
|
|
|
11.9
|
|
Office properties and equipment
|
|
|
28.4
|
|
|
|
27.5
|
|
Other assets
|
|
|
16.0
|
|
|
|
9.2
|
|
Intangible assets
|
|
|
11.5
|
|
|
|
8.2
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
8,581.8
|
|
|
$
|
8,257.2
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
2
ASPEN
INSURANCE HOLDINGS LIMITED
CONDENSED CONSOLIDATED BALANCE SHEETS
AS AT JUNE 30, 2010 (UNAUDITED) AND DECEMBER
31, 2009
($ in millions, except share and per share amounts)
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
|
(Unaudited)
|
|
|
|
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
Insurance reserves
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses
|
|
$
|
3,485.7
|
|
|
$
|
3,331.1
|
|
Unearned premiums
|
|
|
1,061.2
|
|
|
|
907.6
|
|
|
|
|
|
|
|
|
|
|
Total insurance reserves
|
|
|
4,546.9
|
|
|
|
4,238.7
|
|
Payables
|
|
|
|
|
|
|
|
|
Reinsurance premiums
|
|
|
159.3
|
|
|
|
110.8
|
|
Deferred taxation
|
|
|
70.3
|
|
|
|
83.9
|
|
Current taxation
|
|
|
3.9
|
|
|
|
10.3
|
|
Accrued expenses and other payables
|
|
|
242.3
|
|
|
|
249.3
|
|
Liabilities under derivative contracts
|
|
|
5.6
|
|
|
|
9.2
|
|
|
|
|
|
|
|
|
|
|
Total payables
|
|
|
481.4
|
|
|
|
463.5
|
|
Long-term debt
|
|
|
249.6
|
|
|
|
249.6
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
$
|
5,277.9
|
|
|
$
|
4,951.8
|
|
|
|
|
|
|
|
|
|
|
Commitments and contingent liabilities (see Note 14)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS EQUITY
|
|
|
|
|
|
|
|
|
Ordinary shares: 76,700,990 shares of par value
0.15144558¢ each (2009 83,327,594)
|
|
$
|
0.1
|
|
|
|
0.1
|
|
Preference shares:
|
|
|
|
|
|
|
|
|
4,600,000 5.625% shares of par value 0.15144558¢ each
(2009 4,600,000)
|
|
|
|
|
|
|
|
|
5,327,500 7.401% shares of par value 0.15144558¢ each
(2009 5,327,500)
|
|
|
|
|
|
|
|
|
Additional paid-in capital
|
|
|
1,566.2
|
|
|
|
1,763.0
|
|
Retained earnings
|
|
|
1,377.3
|
|
|
|
1,285.0
|
|
Accumulated other comprehensive income, net of taxes
|
|
|
360.3
|
|
|
|
257.3
|
|
|
|
|
|
|
|
|
|
|
Total shareholders equity
|
|
|
3,303.9
|
|
|
|
3,305.4
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders equity
|
|
$
|
8,581.8
|
|
|
$
|
8,257.2
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
3
ASPEN
INSURANCE HOLDINGS LIMITED
($
in millions, except share and per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
|
|
June 30,
|
|
|
June 30,
|
|
|
|
2010
|
|
|
2009
|
|
|
2010
|
|
|
2009
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earned premiums
|
|
$
|
479.9
|
|
|
$
|
428.6
|
|
|
$
|
947.5
|
|
|
$
|
875.9
|
|
Net investment income
|
|
|
57.5
|
|
|
|
72.2
|
|
|
|
116.9
|
|
|
|
131.4
|
|
Realized and unrealized investment gains (losses)
|
|
|
5.7
|
|
|
|
4.8
|
|
|
|
18.0
|
|
|
|
(7.4
|
)
|
Change in fair value of derivatives
|
|
|
(2.1
|
)
|
|
|
(1.9
|
)
|
|
|
(4.1
|
)
|
|
|
(3.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenues
|
|
|
541.0
|
|
|
|
503.7
|
|
|
|
1,078.3
|
|
|
|
996.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses
|
|
|
276.7
|
|
|
|
234.7
|
|
|
|
655.5
|
|
|
|
485.5
|
|
Policy acquisition expenses
|
|
|
77.8
|
|
|
|
80.8
|
|
|
|
162.3
|
|
|
|
159.4
|
|
Operating and administrative expenses
|
|
|
62.6
|
|
|
|
59.9
|
|
|
|
115.1
|
|
|
|
108.4
|
|
Interest on long-term debt
|
|
|
4.0
|
|
|
|
4.0
|
|
|
|
7.8
|
|
|
|
7.9
|
|
Net foreign exchange (gains) losses
|
|
|
2.6
|
|
|
|
(3.1
|
)
|
|
|
1.1
|
|
|
|
(0.8
|
)
|
Other (income) expenses
|
|
|
(3.7
|
)
|
|
|
(2.6
|
)
|
|
|
(4.8
|
)
|
|
|
(1.9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Expenses
|
|
|
420.0
|
|
|
|
373.7
|
|
|
|
937.0
|
|
|
|
758.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from operations before income tax
|
|
|
121.0
|
|
|
|
130.0
|
|
|
|
141.3
|
|
|
|
237.5
|
|
Income tax (expense)
|
|
|
(12.1
|
)
|
|
|
(19.6
|
)
|
|
|
(14.1
|
)
|
|
|
(35.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Income
|
|
$
|
108.9
|
|
|
$
|
110.4
|
|
|
$
|
127.2
|
|
|
$
|
201.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per Share Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average number of ordinary shares and share equivalents
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
77,289,082
|
|
|
|
82,940,270
|
|
|
|
77,341,732
|
|
|
|
82,241,370
|
|
Diluted
|
|
|
80,727,255
|
|
|
|
85,646,132
|
|
|
|
80,706,276
|
|
|
|
84,612,770
|
|
Basic earnings per ordinary share adjusted for preference share
dividend
|
|
$
|
1.34
|
|
|
$
|
1.26
|
|
|
$
|
1.50
|
|
|
$
|
2.68
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings per ordinary share adjusted for preference
share dividend
|
|
$
|
1.28
|
|
|
$
|
1.22
|
|
|
$
|
1.43
|
|
|
$
|
2.61
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
4
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended
|
|
|
|
June 30
|
|
|
|
2010
|
|
|
2009
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
Beginning and end of period
|
|
$
|
0.1
|
|
|
$
|
0.1
|
|
|
|
|
|
|
|
|
|
|
Preference shares
|
|
|
|
|
|
|
|
|
Beginning and end of period
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional paid-in capital
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
1,763.0
|
|
|
|
1,754.8
|
|
New shares issued
|
|
|
|
|
|
|
25.1
|
|
Ordinary shares repurchased and cancelled
|
|
|
(200.0
|
)
|
|
|
|
|
Preference shares repurchased and cancelled
|
|
|
|
|
|
|
(34.1
|
)
|
Share-based compensation
|
|
|
3.2
|
|
|
|
8.3
|
|
|
|
|
|
|
|
|
|
|
End of period
|
|
|
1,566.2
|
|
|
|
1,754.1
|
|
|
|
|
|
|
|
|
|
|
Retained earnings
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
1,285.0
|
|
|
|
884.7
|
|
Net income for the period
|
|
|
127.2
|
|
|
|
201.8
|
|
Dividends on ordinary and preference shares
|
|
|
(34.9
|
)
|
|
|
(37.3
|
)
|
|
|
|
|
|
|
|
|
|
End of period
|
|
|
1,377.3
|
|
|
|
1,049.2
|
|
|
|
|
|
|
|
|
|
|
Accumulated other comprehensive income:
|
|
|
|
|
|
|
|
|
Cumulative foreign currency translation adjustments
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
103.4
|
|
|
|
87.6
|
|
Change for the period
|
|
|
3.1
|
|
|
|
(9.1
|
)
|
|
|
|
|
|
|
|
|
|
End of period
|
|
|
106.5
|
|
|
|
78.5
|
|
|
|
|
|
|
|
|
|
|
Loss on derivatives
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
(1.2
|
)
|
|
|
(1.4
|
)
|
Reclassification to interest payable
|
|
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
End of period
|
|
|
(1.2
|
)
|
|
|
(1.3
|
)
|
|
|
|
|
|
|
|
|
|
Unrealized appreciation/(depreciation) on investments
|
|
|
|
|
|
|
|
|
Beginning of period
|
|
|
155.1
|
|
|
|
53.3
|
|
Change for the period
|
|
|
99.9
|
|
|
|
38.6
|
|
|
|
|
|
|
|
|
|
|
End of period
|
|
|
255.0
|
|
|
|
91.9
|
|
|
|
|
|
|
|
|
|
|
Total accumulated other comprehensive income
|
|
|
360.3
|
|
|
|
169.1
|
|
|
|
|
|
|
|
|
|
|
Total shareholders equity
|
|
$
|
3,303.9
|
|
|
$
|
2,972.5
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
5
ASPEN
INSURANCE HOLDINGS LIMITED
($
in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
|
|
June 30,
|
|
|
June 30,
|
|
|
|
2010
|
|
|
2009
|
|
|
2010
|
|
|
2009
|
|
|
Net income
|
|
$
|
108.9
|
|
|
$
|
110.4
|
|
|
$
|
127.2
|
|
|
$
|
201.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income, net of taxes:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available for sale investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reclassification adjustment for net realized losses (gains) on
investments included in net income
|
|
|
0.2
|
|
|
|
6.3
|
|
|
|
(8.4
|
)
|
|
|
10.4
|
|
Change in net unrealized gains and losses on investments
|
|
|
77.7
|
|
|
|
31.1
|
|
|
|
108.3
|
|
|
|
28.2
|
|
Amortization of loss on derivative contract
|
|
|
|
|
|
|
0.1
|
|
|
|
|
|
|
|
0.1
|
|
Change in foreign currency translation adjustment
|
|
|
(6.9
|
)
|
|
|
6.1
|
|
|
|
3.1
|
|
|
|
(9.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other comprehensive income
|
|
|
71.0
|
|
|
|
43.6
|
|
|
|
103.0
|
|
|
|
29.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive income
|
|
$
|
179.9
|
|
|
$
|
154.0
|
|
|
$
|
230.2
|
|
|
$
|
231.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
6
ASPEN
INSURANCE HOLDINGS LIMITED
($
in millions)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30
|
|
|
|
2010
|
|
|
2009
|
|
|
Cash flows provided by operating activities:
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
127.2
|
|
|
$
|
201.8
|
|
Adjustments to reconcile net income to net cash flows from
operating activities:
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
|
9.2
|
|
|
|
4.0
|
|
Share-based compensation expense
|
|
|
3.2
|
|
|
|
8.3
|
|
Net realized and unrealized (gains) losses
|
|
|
(17.6
|
)
|
|
|
7.4
|
|
Other investment (gains)
|
|
|
(0.4
|
)
|
|
|
(20.2
|
)
|
Loss on derivative contracts
|
|
|
|
|
|
|
0.1
|
|
Changes in:
|
|
|
|
|
|
|
|
|
Insurance reserves:
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses
|
|
|
222.9
|
|
|
|
118.3
|
|
Unearned premiums
|
|
|
168.9
|
|
|
|
228.9
|
|
Reinsurance recoverables:
|
|
|
|
|
|
|
|
|
Unpaid losses
|
|
|
72.6
|
|
|
|
(43.4
|
)
|
Ceded unearned premiums
|
|
|
(6.3
|
)
|
|
|
(89.4
|
)
|
Accrued investment income and other receivables
|
|
|
(9.3
|
)
|
|
|
(4.6
|
)
|
Deferred policy acquisition costs
|
|
|
(37.6
|
)
|
|
|
(36.3
|
)
|
Reinsurance premiums payables
|
|
|
45.2
|
|
|
|
64.7
|
|
Premiums receivable
|
|
|
(284.4
|
)
|
|
|
(190.9
|
)
|
Funds withheld
|
|
|
1.6
|
|
|
|
(2.5
|
)
|
Deferred taxes
|
|
|
(8.0
|
)
|
|
|
10.8
|
|
Income tax payable
|
|
|
(8.9
|
)
|
|
|
15.0
|
|
Accrued expenses and other payables
|
|
|
(19.6
|
)
|
|
|
27.2
|
|
Fair value of derivatives and settlement of liabilities under
derivatives
|
|
|
(1.2
|
)
|
|
|
3.0
|
|
Other assets
|
|
|
(9.6
|
)
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by operating activities
|
|
$
|
247.9
|
|
|
$
|
302.3
|
|
|
|
|
|
|
|
|
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
7
ASPEN
INSURANCE HOLDINGS LIMITED
UNAUDITED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
($
in millions)
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30
|
|
|
|
2010
|
|
|
2009
|
|
|
Cash flows used in investing activities:
|
|
|
|
|
|
|
|
|
Purchases of fixed maturities
|
|
$
|
(785.9
|
)
|
|
$
|
(1,373.1
|
)
|
Proceeds from other investments sold
|
|
|
|
|
|
|
135.0
|
|
Proceeds from sales and maturities of fixed maturities
|
|
|
832.9
|
|
|
|
972.8
|
|
Net sales/(purchases) of short-term investments
|
|
|
(4.0
|
)
|
|
|
(91.9
|
)
|
Net change in payables for securities purchased
|
|
|
7.6
|
|
|
|
|
|
Payments for acquisitions net of cash acquired
|
|
|
(3.4
|
)
|
|
|
|
|
Purchase of equipment
|
|
|
(6.5
|
)
|
|
|
(2.5
|
)
|
|
|
|
|
|
|
|
|
|
Net cash provided by/used in investing activities
|
|
|
40.7
|
|
|
|
(359.7
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows used in financing activities:
|
|
|
|
|
|
|
|
|
Proceeds from the issuance of ordinary shares, net of issuance
costs
|
|
|
|
|
|
|
25.1
|
|
Ordinary shares repurchased
|
|
|
(200.0
|
)
|
|
|
|
|
Costs from the redemption of preference shares
|
|
|
|
|
|
|
(34.1
|
)
|
Dividends paid on ordinary shares
|
|
|
(23.5
|
)
|
|
|
(24.6
|
)
|
Dividends paid on preference shares
|
|
|
(11.4
|
)
|
|
|
(12.7
|
)
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
(234.9
|
)
|
|
|
(46.3
|
)
|
|
|
|
|
|
|
|
|
|
Effect of exchange rate movements
|
|
|
(76.0
|
)
|
|
|
12.9
|
|
|
|
|
|
|
|
|
|
|
Increase/(decrease) in cash and cash equivalents
|
|
|
(22.3
|
)
|
|
|
(90.8
|
)
|
Cash and cash equivalents at beginning of period
|
|
|
748.4
|
|
|
|
809.1
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
726.1
|
|
|
$
|
718.3
|
|
|
|
|
|
|
|
|
|
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
|
|
|
Cash paid during the period for income tax
|
|
|
45.9
|
|
|
|
12.8
|
|
Cash paid during the period for interest
|
|
|
7.5
|
|
|
|
7.5
|
|
See accompanying notes to
unaudited condensed consolidated financial statements.
8
NOTES TO
THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS
|
|
1.
|
History
and Organization
|
Aspen Insurance Holdings Limited (Aspen Holdings)
was incorporated on May 23, 2002 and holds subsidiaries
that provide insurance and reinsurance on a worldwide basis. Its
principal operating subsidiaries are Aspen Insurance UK Limited
(Aspen U.K.), Aspen Insurance Limited (Aspen
Bermuda), Aspen Specialty Insurance Company (Aspen
Specialty) and Aspen Underwriting Limited (corporate
member of Lloyds Syndicate 4711, AUL),
(collectively, the Insurance Subsidiaries).
The accompanying unaudited condensed consolidated financial
statements have been prepared on the basis of generally accepted
accounting principles in the United States (GAAP)
for interim financial information and in accordance 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
the opinion of management, all adjustments (consisting of normal
recurring accruals) considered necessary for a fair presentation
have been included. Results for the three and six months ended
June 30, 2010 are not necessarily indicative of the results
that may be expected for the year ended December 31, 2010.
The unaudited condensed consolidated financial statements
include the accounts of Aspen Holdings and its wholly-owned
subsidiaries, which are collectively referred to herein as the
Company. All intercompany transactions and balances
have been eliminated on consolidation.
The balance sheet at December 31, 2009 has been derived
from the audited consolidated financial statements at that date
but does not include all of the information and footnotes
required by GAAP for complete financial statements. These
unaudited condensed consolidated financial statements and notes
thereto should be read in conjunction with the consolidated
financial statements and notes thereto for the year ended
December 31, 2009 contained in Aspens Annual Report
on
Form 10-K
filed with the United States Securities and Exchange Commission
(File
No. 001-31909).
Assumptions and estimates made by management have a significant
effect on the amounts reported within the consolidated financial
statements. The most significant of these relate to losses and
loss adjustment expenses, the value of investments, reinsurance
recoverables and the fair value of derivatives. All material
assumptions and estimates are regularly reviewed and adjustments
made as necessary, but actual results could be significantly
different from those expected when the assumptions or estimates
were made.
New
Accounting Pronouncements Adopted in 2010
In June 2009, the Financial Accounting Standards Board
(FASB) issued revised guidance on the accounting for
variable interest entities. The revised guidance which was
issued as Statement No. 167, Amendments to FASB
Interpretation No. 46R and subsequently codified
as ASC 810 Consolidation, replaces the quantitative
approach previously required for determining the primary
beneficiary of a variable interest entity with an approach
focused on the power to direct activities that significantly
impact an entitys economic performance and the obligation
to absorb losses of the entity or the right to receive benefits
from the entity. It also requires ongoing assessment of whether
an enterprise is a variable interest entity (VIE).
The statement is effective for each annual reporting period that
begins after November 15, 2009. In December 2009, the FASB
issued Accounting Standards Update ASU
2009-17,
which codifies SFAS No. 167. The new guidance did not
have a material impact on our consolidated financial statements.
In December 2009, the FASB issued new guidance on the accounting
for the transfer of financial assets. The new guidance, which is
now part of ASC 860 Transfers and Servicing,
eliminates the concept
9
of a qualifying special purpose entity and therefore any
qualifying special purpose entities in existence before the
effective date will need to be evaluated for consolidation. The
criteria for reporting a transfer of financial assets has also
changed. The guidance is effective on a prospective basis on
January 1, 2010 and interim and annual periods thereafter.
The new guidance did not have a material impact on our unaudited
consolidated financial statements.
In January 2010, the FASB issued ASU
2010-6,
Improving Disclosures About Fair Value Measurements,
which requires reporting entities to make new disclosures about
recurring or 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. ASU
2010-6 is
effective for annual reporting periods beginning after
December 15, 2009, except for Level 3 reconciliation
disclosures which are effective for annual periods beginning
after December 15, 2010. The new guidance did not have a
material impact on our unaudited consolidated financial
statements.
On February 4, 2010, we entered into a stock purchase
agreement to purchase a U.S. insurance company with
licenses to write insurance business on an admitted basis in the
U.S. We will pay an amount in cash equal to
$10.0 million plus the amount of the target companys
closing surplus. The company is currently licensed to write
business in 50 states and the District of Columbia. This
transaction remains subject to certain closing conditions.
10
|
|
4.
|
Earnings
Per Ordinary Share
|
Basic earnings per ordinary share are calculated by dividing net
income available to holders of Aspens ordinary shares by
the weighted average number of ordinary shares outstanding.
Diluted earnings per ordinary share are based on the weighted
average number of ordinary shares and dilutive potential
ordinary shares outstanding during the period of calculation
using the treasury stock method. The following table sets forth
the computation of basic and diluted earnings per share for the
three and six months ended June 30, 2010 and 2009,
respectively:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
|
Six Months Ended June 30,
|
|
|
|
2010
|
|
|
2009
|
|
|
2010
|
|
|
2009
|
|
|
|
($ in millions, except share and per share amounts)
|
|
|
Earnings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income as reported
|
|
$
|
108.9
|
|
|
$
|
110.4
|
|
|
$
|
127.2
|
|
|
$
|
201.8
|
|
Preference dividends
|
|
|
(5.7
|
)
|
|
|
(5.8
|
)
|
|
|
(11.4
|
)
|
|
|
(12.7
|
)
|
Preference stock repurchase gain
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to ordinary shareholders
|
|
|
103.2
|
|
|
|
104.6
|
|
|
|
115.8
|
|
|
|
220.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to ordinary shareholders
|
|
|
103.2
|
|
|
|
104.6
|
|
|
|
115.8
|
|
|
|
220.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average ordinary shares
|
|
|
77,289,082
|
|
|
|
82,940,270
|
|
|
|
77,341,732
|
|
|
|
82,241,370
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average ordinary shares
|
|
|
77,289,082
|
|
|
|
82,940,270
|
|
|
|
77,341,732
|
|
|
|
82,241,370
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average effect of dilutive securities
|
|
|
3,438,173
|
|
|
|
2,705,862
|
|
|
|
3,364,544
|
|
|
|
2,371,400
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
80,727,255
|
|
|
|
85,646,132
|
|
|
|
80,706,276
|
|
|
|
84,612,770
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per ordinary share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
$
|
1.34
|
|
|
$
|
1.26
|
|
|
$
|
1.50
|
|
|
$
|
2.68
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted
|
|
$
|
1.28
|
|
|
$
|
1.22
|
|
|
$
|
1.43
|
|
|
$
|
2.61
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary Share Repurchases. On January 5,
2010, we entered into an accelerated share repurchase program
with Goldman Sachs & Co. (Goldman Sachs)
to repurchase $200 million of our ordinary shares. The
transaction was completed on May 21, 2010, when a total of
7,226,084 ordinary shares were received and cancelled
during the first six months of 2010. The repurchase completes
the share repurchase program authorized by the Board of
Directors and announced on February 6, 2008. The purchase
was funded with cash available and the sale of investment assets.
On February 9, 2010, our Board of Directors authorized a
new repurchase program for up to $400 million of ordinary
shares. This share repurchase program was in addition to the
completed accelerated share repurchase program entered into on
January 5, 2010. The authorization covers the period to
March 1, 2012.
11
Purchase of preference shares. On
March 31, 2009, we purchased 2,672,500 of our 7.401% $25
liquidation price preference shares (NYSE: AHL-PA) at a price of
$12.50 per share. The purchase resulted in a first quarter gain
of approximately $31.5 million, net of a non-cash charge of
$1.2 million reflecting the write off of the pro rata
portion of the original issuance costs of the 7.401% preference
shares.
Dividends. On July 28, 2010, the
Companys Board of Directors declared the following
quarterly dividends:
|
|
|
|
|
|
|
|
|
|
|
Dividend
|
|
|
Payable on:
|
|
Record Date:
|
|
Ordinary shares
|
|
$
|
0.15
|
|
|
August 27, 2010
|
|
August 12, 2010
|
5.625% preference shares
|
|
$
|
0.703125
|
|
|
October 1, 2010
|
|
September 15, 2010
|
7.401% preference shares
|
|
$
|
0.462563
|
|
|
October 1, 2010
|
|
September 15, 2010
|
On January 14, 2010, we announced a new organizational
structure in accordance with the way in which we manage our
insurance and reinsurance businesses as two underwriting
segments, Aspen Insurance and Aspen Reinsurance, to enhance and
better serve our global customer base. In arriving at these
reporting segments, we considered similarities in economic
characteristics, products, customers, distribution, and the
regulatory environment. As discussed above, as a result of our
organizational changes, in 2010 we now manage our underwriting
business in two operating segments: Insurance and Reinsurance.
Under the new organizational structure, our insurance segment is
comprised primarily of the existing international insurance and
U.S. insurance segments, with Rupert Villers acting as CEO
of Aspen Insurance. William Murray continues to lead our
U.S. Insurance business forming part of our newly
established insurance segment. Our reinsurance segment is
comprised of property reinsurance (catastrophe and other),
casualty reinsurance and specialty reinsurance (a portion of the
latter previously included in international insurance). The
reinsurance segment is led by Brian Boornazian, CEO of Aspen
Reinsurance and James Few, President of Aspen Reinsurance.
Segment profit or loss for each of the Companys operating
segments is measured by underwriting profit or loss.
Underwriting profit is the sum of net earned premiums, losses
and loss expenses, policy acquisition expenses and operating and
administrative expenses. Underwriting profit or loss provides a
basis for management to evaluate the segments underwriting
performance.
Information related to prior periods has been restated to
conform to the current period presentation, where applicable.
Reinsurance Segment. The reinsurance segment
consists of four principal lines of business: property
catastrophe reinsurance, other property reinsurance, casualty
reinsurance and specialty reinsurance.
Property Catastrophe Reinsurance: Property
catastrophe reinsurance is generally written on an excess of
loss basis. Excess of loss reinsurance provides coverage to
primary insurance companies when aggregate claims and claim
expenses from a single occurrence from a covered peril exceed a
certain amount specified in a particular contract. Under these
contracts, we provide protection to an insurer for a portion of
the total losses in excess of a specified loss amount, up to a
maximum amount per loss specified in the contract. In the event
of a loss, most contracts provide for coverage of a second
occurrence following the payment of a premium to reinstate the
coverage under the contract, which is referred to as a
reinstatement premium. A loss from a single occurrence is
limited to the initial policy limit and would not usually
include the policy limit available following the payment of a
reinstatement premium. The coverage provided under excess of
loss reinsurance contracts may be on a worldwide basis or
limited in scope to selected regions or geographical areas.
12
Other Property Reinsurance: Other property
reinsurance is written on an excess of loss, pro rata and
facultative basis and consists of treaty risk excess, treaty pro
rata, property facultative (U.S. and international) and our
risk solutions business. Treaty risk excess of loss property
treaty reinsurance provides coverage to a reinsured where it
experiences a loss in excess of its retention level on a single
risk basis, rather than to two or more risks in an
insured event, as provided by catastrophe reinsurance. A
risk in this context might mean the insurance
coverage on one building or a group of buildings due to fire or
explosion or the insurance coverage under a single policy which
the reinsured treats as a single risk. This line of business is
generally less exposed to accumulations of exposures and losses
but can still be impacted by natural catastrophes, such as
earthquakes and hurricanes.
Our treaty pro rata reinsurance product provides proportional
coverage to the reinsured rather than excess of loss. We share
original losses in the same proportion as our share of premium
and policy amounts although this may be subject to event limits
which restrict the amount we are required to pay if the loss
events affect more than one reinsured policy. Pro rata contracts
typically involve close client relationships and frequent
auditing. Treaty pro rata business is written on an excess of
loss basis for primary insurers in the U.S. as well as
worldwide. This line has dual distribution with business written
both directly and through brokers. The U.S. property
facultative account is mostly written on a direct basis, whereas
the international account is written both on a direct basis and
through brokers. This line of business is not typically driven
by natural perils. Our risk solutions business writes property
insurance risks for a select group of U.S. program managers.
Casualty Reinsurance: Casualty reinsurance is
written on a risk excess, pro rata and facultative basis and
consists of U.S. treaty, international treaty, and casualty
facultative. The casualty treaty reinsurance business we write
includes excess of loss and pro rata reinsurance which are
applied to portfolios of primary insurance policies. We also
write casualty facultative reinsurance, both U.S. and
international. Our excess of loss positions come most commonly
from layered reinsurance structures with underlying ceding
company retentions. Our U.S. treaty business comprises of
exposures to workers compensation (including catastrophe),
medical malpractice, general liability, auto liability and
excess liability including umbrella liability. Our international
treaty business reinsures exposures mainly with respect to
general liability, auto liability, professional liability,
workers compensation and excess liability.
Specialty Reinsurance: Specialty reinsurance
is written on a risk excess and treaty basis and consists of
credit and surety reinsurance, structured risks, agriculture
reinsurance and specialty lines (marine, aviation, satellite).
Our specialty line of business is composed principally of
reinsurance treaties covering interests similar to those
underwritten in marine, energy, liability and aviation
insurance, as well as contingency, terrorism, nuclear, personal
accident and crop reinsurance. We also write satellite insurance
and reinsurance. Our credit and surety reinsurance business
consists of trade credit reinsurance, international surety
reinsurance (mainly European, Japanese and Latin American risks
and excluding the U.S.) and a political risks reinsurance
portfolio. We also write structured reinsurance contracts
tailored to individual client circumstances. We entered the
agricultural reinsurance market in February 2010 with a new team
working in our Zurich office. This business consists of European
agriculture reinsurance primarily written on a treaty basis
covering crop and multi-peril business.
Insurance Segment. Our insurance segment
consists of property insurance, casualty insurance, marine,
energy and transportation insurance and financial and
professional lines insurance.
Property Insurance: Our property insurance
line comprises U.K. commercial property and construction and
U.S. commercial property (excess and surplus lines basis),
written on a primary, quota share and facultative basis. The
U.S. property team focuses on mercantile, manufacturing,
municipal and commercial real estate business. The U.K.
commercial property insurance team focuses on providing physical
damage and business interruption coverage as a result of
weather, fire, theft and other causes. Our client base is
predominantly U.K. institutional property owners, middle market
corporate and public sector clients.
13
Casualty Insurance: Our casualty insurance
line comprises U.K. commercial liability, global excess casualty
and U.S. casualty insurance (excess and surplus lines
basis), written on a primary, quota share and facultative basis.
We provide general liability, umbrella liability and certain
Errors and Omissions (E&O) insurance products.
The U.K. commercial liability team focuses on providing
employers liability coverage and public liability coverage
for insureds domiciled in the United Kingdom and Ireland. The
global excess casualty line writes large, sophisticated and
risk-managed insureds worldwide. Our U.S. casualty
insurance team covers broad-based risks including general
liability, commercial and residential construction liability,
life science, railroads, trucking, product and public liability
and associated types of cover found in general liability
policies in the global insurance market. The team writes excess
layers only, with 100% of layers or quota share as applicable,
with a portion of the contracts being multi-year policies.
Marine, Energy and Transportation
Insurance: Our marine, energy and transportation
insurance comprises marine, energy and construction
(M.E.C.) liability, energy physical damage, marine
hull, specie, and aviation, written on a primary, quota share
and facultative basis. The M.E.C. liability business includes
marine liability cover mainly related to the liabilities of
ship-owners and port operators, including reinsurance of
Protection and Indemnity Clubs (P&I Clubs). It
also provides cover for the liabilities of companies in the oil
and gas sector, both onshore and offshore and in the power
generation and U.S. home builders sectors. In the energy
physical damage line, we provide insurance cover against
physical damage losses in addition to Operators Extra Expenses
(OEE) for companies operating in the oil and gas
exploration and production sector. The marine hull team writes
insurance covering the risks of physical damage for ships
(including war and associated perils) and related marine assets.
The specie business line focuses on the insurance of high value
property items on an all risks basis, including fine art,
general and bank related specie, jewelers block and
armored car. The aviation team focuses on providing physical
damage insurance to hulls and spares (including war and
associated perils) and comprehensive legal liability for
airlines, smaller operators of airline equipment, airports and
associated business and non-critical component part
manufacturers. We also provide aviation hull deductible cover.
Financial and Professional Lines
Insurance: Our financial and professional lines
comprises financial institutions, professional liability
(including management & technology liability) and
financial and political risks, written on a primary, quota share
and facultative basis. Our financial institutions business
consists of professional liability, crime insurance and
directors and officers cover. From a geographical
perspective, the largest sector of the account comprises risks
headquartered in the U.K., the next largest contributors are
from Australia and the U.S. and, of the remainder, the
largest amounts of business are from institutions in Canada,
Western Europe and Scandinavia. We write both primary and excess
of loss coverage for all types of financial institutions
including commercial and investment banks, asset managers,
insurance companies, stockbrokers and insureds with hybrid
business models. Our professional liability team writes an
international portfolio of professional liability risks. The
majority of our business emanates from the U.K. with some
Australian and European business. We insure a wide range of
professions including lawyers, surveyors, accountants,
engineers, contractors and financial advisors. Risks are written
on both a primary and excess of loss basis. We also write
directors and officers insurance, technology-related
policies in the areas of network privacy, misuse of data and
cyber liability and warranty and indemnity insurance in
connection with, or to facilitate, corporate transactions.
Coverage is written on both a primary and excess basis. The
financial and political risks team writes business covering the
credit/default risk on a variety of project and trade
transactions, as well as political risks, terrorism (including
multi-year war on land cover) and kidnap and ransom
(K&R). We write financial and political risks
worldwide but with concentrations in a number of key countries,
such as China, Egypt, Kazakhstan, Russia, South Korea,
Switzerland, U.K. and Turkey.
Non-underwriting Disclosures: We have provided
additional disclosures for corporate and other
(non-underwriting) income and expenses. Corporate and other
includes net investment income, net realized and unrealized
investment gains or losses, corporate expenses, interest
expense, net realized and
14
unrealized foreign exchange gains or losses and income taxes,
which are not allocated to the underwriting segments.
The following tables provide a summary of gross and net written
and earned premiums, underwriting results, ratios and reserves
for each of our business segments for the three months ended
June 30, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2010
|
|
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Underwriting revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross written premiums
|
|
$
|
283.3
|
|
|
$
|
262.1
|
|
|
$
|
545.4
|
|
Net written premiums
|
|
|
279.1
|
|
|
|
259.7
|
|
|
|
538.8
|
|
Gross earned premiums
|
|
|
302.7
|
|
|
|
220.8
|
|
|
|
523.5
|
|
Net earned premiums
|
|
|
291.2
|
|
|
|
188.7
|
|
|
|
479.9
|
|
Underwriting Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss expenses
|
|
|
146.4
|
|
|
|
130.3
|
|
|
|
276.7
|
|
Policy acquisition expenses
|
|
|
47.3
|
|
|
|
30.5
|
|
|
|
77.8
|
|
Operating and administrative expenses
|
|
|
30.1
|
|
|
|
21.9
|
|
|
|
52.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting profit
|
|
|
67.4
|
|
|
|
6.0
|
|
|
|
73.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate expenses
|
|
|
|
|
|
|
|
|
|
|
(10.6
|
)
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
57.5
|
|
Realized investment gains
|
|
|
|
|
|
|
|
|
|
|
5.7
|
|
Change in fair value of derivatives
|
|
|
|
|
|
|
|
|
|
|
(2.1
|
)
|
Interest on long term debt
|
|
|
|
|
|
|
|
|
|
|
(4.0
|
)
|
Net foreign exchange gains/(losses)
|
|
|
|
|
|
|
|
|
|
|
(2.6
|
)
|
Other income
|
|
|
|
|
|
|
|
|
|
|
3.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income before tax
|
|
|
|
|
|
|
|
|
|
$
|
121.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,189.8
|
|
|
$
|
1,048.3
|
|
|
$
|
3,238.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss ratio
|
|
|
50.3
|
%
|
|
|
69.1
|
%
|
|
|
57.7
|
%
|
Policy acquisition expense ratio
|
|
|
16.2
|
%
|
|
|
16.2
|
%
|
|
|
16.2
|
%
|
Operating and administrative expense ratio
|
|
|
10.3
|
%
|
|
|
11.6
|
%
|
|
|
13.0
|
%
|
Expense ratio
|
|
|
26.5
|
%
|
|
|
27.8
|
%
|
|
|
29.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio
|
|
|
76.8
|
%
|
|
|
96.9
|
%
|
|
|
86.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2009
|
|
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Underwriting revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross written premiums
|
|
$
|
257.4
|
|
|
$
|
276.9
|
|
|
$
|
534.3
|
|
Net written premiums
|
|
|
255.8
|
|
|
|
228.9
|
|
|
|
484.7
|
|
Gross earned premiums
|
|
|
268.8
|
|
|
|
222.5
|
|
|
|
491.3
|
|
Net earned premiums
|
|
|
255.5
|
|
|
|
173.1
|
|
|
|
428.6
|
|
Underwriting Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss expenses
|
|
|
102.8
|
|
|
|
131.9
|
|
|
|
234.7
|
|
Policy acquisition expenses
|
|
|
51.8
|
|
|
|
29.0
|
|
|
|
80.8
|
|
Operating and administrative expenses
|
|
|
23.1
|
|
|
|
27.1
|
|
|
|
50.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting profit/(loss)
|
|
|
77.8
|
|
|
|
(14.9
|
)
|
|
|
62.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate expenses
|
|
|
|
|
|
|
|
|
|
|
(9.7
|
)
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
72.2
|
|
Realized investment gains
|
|
|
|
|
|
|
|
|
|
|
4.8
|
|
Change in fair value of derivatives
|
|
|
|
|
|
|
|
|
|
|
(1.9
|
)
|
Interest on long term debt
|
|
|
|
|
|
|
|
|
|
|
(4.0
|
)
|
Net foreign exchange gains
|
|
|
|
|
|
|
|
|
|
|
3.1
|
|
Other income
|
|
|
|
|
|
|
|
|
|
|
2.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income before tax
|
|
|
|
|
|
|
|
|
|
$
|
130.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves for loss and loss adjustment expenses
|
|
$
|
1,917.4
|
|
|
$
|
1,021.4
|
|
|
$
|
2,938.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss ratio
|
|
|
40.2
|
%
|
|
|
76.2
|
%
|
|
|
54.8
|
%
|
Policy acquisition expense ratio
|
|
|
20.3
|
%
|
|
|
16.8
|
%
|
|
|
18.9
|
%
|
Operating and administrative expense ratio
|
|
|
9.0
|
%
|
|
|
15.7
|
%
|
|
|
14.0
|
%
|
Expense ratio
|
|
|
29.3
|
%
|
|
|
32.5
|
%
|
|
|
32.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio
|
|
|
69.5
|
%
|
|
|
108.7
|
%
|
|
|
87.7
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
16
The following tables provide a summary of gross and net written
and earned premiums, underwriting results, ratios and reserves
for each of our business segments for the six months ended
June 30, 2010 and 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2010
|
|
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Underwriting revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross written premiums
|
|
$
|
773.4
|
|
|
$
|
474.8
|
|
|
$
|
1,248.2
|
|
Net written premiums
|
|
|
740.4
|
|
|
|
378.5
|
|
|
|
1,118.9
|
|
Gross earned premiums
|
|
|
604.6
|
|
|
|
436.0
|
|
|
|
1,040.6
|
|
Net earned premiums
|
|
|
582.2
|
|
|
|
365.3
|
|
|
|
947.5
|
|
Underwriting Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss expenses
|
|
|
403.2
|
|
|
|
252.3
|
|
|
|
655.5
|
|
Policy acquisition expenses
|
|
|
99.7
|
|
|
|
62.6
|
|
|
|
162.3
|
|
Operating and administrative expenses
|
|
|
52.4
|
|
|
|
42.3
|
|
|
|
94.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting profit
|
|
|
26.9
|
|
|
|
8.1
|
|
|
|
35.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate expenses
|
|
|
|
|
|
|
|
|
|
|
(20.4
|
)
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
116.9
|
|
Realized investment gains
|
|
|
|
|
|
|
|
|
|
|
18.0
|
|
Change in fair value of derivatives
|
|
|
|
|
|
|
|
|
|
|
(4.1
|
)
|
Interest on long term debt
|
|
|
|
|
|
|
|
|
|
|
(7.8
|
)
|
Net foreign exchange (losses)/gains
|
|
|
|
|
|
|
|
|
|
|
(1.1
|
)
|
Other income
|
|
|
|
|
|
|
|
|
|
|
4.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income before tax
|
|
|
|
|
|
|
|
|
|
$
|
141.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves for loss and loss adjustment expenses
|
|
$
|
2,189.8
|
|
|
$
|
1,048.3
|
|
|
$
|
3,238.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss ratio
|
|
|
69.3
|
%
|
|
|
69.1
|
%
|
|
|
69.2
|
%
|
Policy acquisition expense ratio
|
|
|
17.1
|
%
|
|
|
17.1
|
%
|
|
|
17.1
|
%
|
Operating and administrative expense ratio
|
|
|
9.0
|
%
|
|
|
11.6
|
%
|
|
|
12.1
|
%
|
Expense ratio
|
|
|
26.1
|
%
|
|
|
28.7
|
%
|
|
|
29.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio
|
|
|
95.4
|
%
|
|
|
97.8
|
%
|
|
|
98.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
17
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2009
|
|
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Underwriting revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross written premiums
|
|
$
|
710.2
|
|
|
$
|
460.9
|
|
|
$
|
1,171.1
|
|
Net written premiums
|
|
|
669.1
|
|
|
|
322.2
|
|
|
|
991.3
|
|
Gross earned premiums
|
|
|
556.5
|
|
|
|
428.0
|
|
|
|
984.5
|
|
Net earned premiums
|
|
|
530.7
|
|
|
|
345.2
|
|
|
|
875.9
|
|
Underwriting Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss expenses
|
|
|
224.9
|
|
|
|
260.6
|
|
|
|
485.5
|
|
Policy acquisition expenses
|
|
|
103.2
|
|
|
|
56.2
|
|
|
|
159.4
|
|
Operating and administrative expenses
|
|
|
41.5
|
|
|
|
47.4
|
|
|
|
88.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Underwriting profit/(loss)
|
|
|
161.1
|
|
|
|
(19.0
|
)
|
|
|
142.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate expenses
|
|
|
|
|
|
|
|
|
|
|
(19.5
|
)
|
Net investment income
|
|
|
|
|
|
|
|
|
|
|
131.4
|
|
Realized investment (losses)/gains
|
|
|
|
|
|
|
|
|
|
|
(7.4
|
)
|
Change in fair value of derivatives
|
|
|
|
|
|
|
|
|
|
|
(3.9
|
)
|
Interest on long term debt
|
|
|
|
|
|
|
|
|
|
|
(7.9
|
)
|
Net foreign exchange gains
|
|
|
|
|
|
|
|
|
|
|
0.8
|
|
Other income
|
|
|
|
|
|
|
|
|
|
|
1.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income before tax
|
|
|
|
|
|
|
|
|
|
$
|
237.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net reserves for loss and loss adjustment expenses
|
|
$
|
1,917.4
|
|
|
$
|
1,021.4
|
|
|
$
|
2,938.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss ratio
|
|
|
42.4
|
%
|
|
|
75.5
|
%
|
|
|
55.4
|
%
|
Policy acquisition expense ratio
|
|
|
19.4
|
%
|
|
|
16.3
|
%
|
|
|
18.2
|
%
|
Operating and administrative expense ratio
|
|
|
7.8
|
%
|
|
|
13.7
|
%
|
|
|
12.4
|
%
|
Expense ratio
|
|
|
27.2
|
%
|
|
|
30.0
|
%
|
|
|
30.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined ratio
|
|
|
69.6
|
%
|
|
|
105.5
|
%
|
|
|
86.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
18
Fixed Maturities
Available-For-Sale. The
following presents the cost, gross unrealized gains and losses,
and estimated fair value of available for sale investments in
fixed maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
Estimated
|
|
|
|
Cost or
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Amortized Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
($ in millions)
|
|
|
U.S. Government Securities
|
|
$
|
676.8
|
|
|
$
|
37.6
|
|
|
$
|
|
|
|
$
|
714.4
|
|
U.S. Agency Securities
|
|
|
318.9
|
|
|
|
27.4
|
|
|
|
(0.1
|
)
|
|
|
346.2
|
|
Municipal Securities
|
|
|
32.3
|
|
|
|
0.8
|
|
|
|
(0.2
|
)
|
|
|
32.9
|
|
Corporate Securities
|
|
|
2,195.1
|
|
|
|
129.4
|
|
|
|
(3.3
|
)
|
|
|
2,321.2
|
|
Foreign Government Securities
|
|
|
520.7
|
|
|
|
21.9
|
|
|
|
(0.1
|
)
|
|
|
542.5
|
|
Asset-backed Securities
|
|
|
72.3
|
|
|
|
5.5
|
|
|
|
(0.1
|
)
|
|
|
77.7
|
|
Non-agency Residential Mortgage-backed Securities
|
|
|
31.3
|
|
|
|
9.4
|
|
|
|
|
|
|
|
40.7
|
|
Non-agency Commercial Mortgage-backed Securities
|
|
|
150.1
|
|
|
|
7.5
|
|
|
|
(0.3
|
)
|
|
|
157.3
|
|
Agency Mortgage-backed Securities
|
|
|
1,091.4
|
|
|
|
57.9
|
|
|
|
|
|
|
|
1,149.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed income
|
|
$
|
5,088.9
|
|
|
$
|
297.4
|
|
|
$
|
(4.1
|
)
|
|
|
5,382.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term Investments
|
|
|
301.8
|
|
|
|
|
|
|
|
|
|
|
|
301.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
5,390.7
|
|
|
$
|
297.4
|
|
|
$
|
(4.1
|
)
|
|
$
|
5,684.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2009
|
|
|
|
|
|
|
Gross
|
|
|
Gross
|
|
|
Estimated
|
|
|
|
Cost or
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Amortized Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
($ in millions)
|
|
|
U.S. Government Securities
|
|
$
|
492.1
|
|
|
$
|
17.4
|
|
|
$
|
(2.0
|
)
|
|
$
|
507.5
|
|
U.S. Agency Securities
|
|
|
368.6
|
|
|
|
20.7
|
|
|
|
(0.2
|
)
|
|
|
389.1
|
|
Municipal Securities
|
|
|
20.0
|
|
|
|
|
|
|
|
(0.5
|
)
|
|
|
19.5
|
|
Corporate Securities
|
|
|
2,178.1
|
|
|
|
90.3
|
|
|
|
(3.8
|
)
|
|
|
2,264.6
|
|
Foreign Government Securities
|
|
|
509.9
|
|
|
|
13.9
|
|
|
|
(1.5
|
)
|
|
|
522.3
|
|
Asset-backed Securities
|
|
|
110.0
|
|
|
|
5.1
|
|
|
|
|
|
|
|
115.1
|
|
Non-agency Residential Mortgage-backed Securities
|
|
|
34.2
|
|
|
|
8.6
|
|
|
|
(0.6
|
)
|
|
|
42.2
|
|
Non-agency Commercial Mortgage-backed Securities
|
|
|
178.5
|
|
|
|
2.5
|
|
|
|
(1.0
|
)
|
|
|
180.0
|
|
Agency Mortgage-backed Securities
|
|
|
1,172.9
|
|
|
|
40.2
|
|
|
|
(3.5
|
)
|
|
|
1,209.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed income
|
|
|
5,064.3
|
|
|
|
198.7
|
|
|
|
(13.1
|
)
|
|
|
5,249.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short term Investments
|
|
|
368.2
|
|
|
|
|
|
|
|
|
|
|
|
368.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
5,432.5
|
|
|
$
|
198.7
|
|
|
$
|
(13.1
|
)
|
|
$
|
5,618.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
19
The following table provides the contractual maturity
distribution of our available for sale fixed income investments
as of June 30, 2010. Actual maturities may differ from
contractual maturities because issuers of securities may have
the right to call or prepay obligations with or without call or
prepayment penalties.
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
|
Cost or
|
|
|
|
|
|
|
Amortized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Value
|
|
|
|
($ in millions)
|
|
|
Due one year or less
|
|
$
|
328.7
|
|
|
$
|
334.3
|
|
Due after one year through five years
|
|
|
2,149.9
|
|
|
|
2,253.2
|
|
Due after five years through ten years
|
|
|
1,175.3
|
|
|
|
1,270.9
|
|
Due after ten years
|
|
|
89.9
|
|
|
|
98.8
|
|
|
|
|
|
|
|
|
|
|
Subtotal
|
|
|
3,743.8
|
|
|
|
3,957.2
|
|
Non-agency Residential Mortgage-backed Securities
|
|
|
31.3
|
|
|
|
40.7
|
|
Non-agency Commercial Mortgage-backed Securities
|
|
|
150.1
|
|
|
|
157.3
|
|
Agency Mortgage-backed Securities
|
|
|
1,091.4
|
|
|
|
1,149.3
|
|
Other asset-backed securities
|
|
|
72.3
|
|
|
|
77.7
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
5,088.9
|
|
|
$
|
5,382.2
|
|
|
|
|
|
|
|
|
|
|
Fixed Maturities Trading. The
following tables presents the cost, gross unrealized gains and
losses, and estimated fair value of trading investments in fixed
maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
|
Cost or
|
|
|
Gross
|
|
|
Gross
|
|
|
Estimated
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
($ in millions)
|
|
|
U.S. Government Securities
|
|
$
|
24.8
|
|
|
$
|
1.1
|
|
|
$
|
|
|
|
$
|
25.9
|
|
U.S. Agency Securities
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
0.5
|
|
Municipal Securities
|
|
|
2.8
|
|
|
|
0.1
|
|
|
|
|
|
|
|
2.9
|
|
Corporate Securities
|
|
|
312.9
|
|
|
|
19.2
|
|
|
|
(1.5
|
)
|
|
|
330.6
|
|
Foreign Government Securities
|
|
|
6.2
|
|
|
|
0.3
|
|
|
|
|
|
|
|
6.5
|
|
Asset Backed Securities
|
|
|
5.0
|
|
|
|
|
|
|
|
|
|
|
|
5.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed income
|
|
$
|
352.2
|
|
|
$
|
20.7
|
|
|
$
|
(1.5
|
)
|
|
$
|
371.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2009
|
|
|
|
Cost or
|
|
|
Gross
|
|
|
Gross
|
|
|
Estimated
|
|
|
|
Amortized
|
|
|
Unrealized
|
|
|
Unrealized
|
|
|
Fair
|
|
|
|
Cost
|
|
|
Gains
|
|
|
Losses
|
|
|
Value
|
|
|
|
|
|
|
($ in millions)
|
|
|
|
|
|
U.S. Government Securities
|
|
$
|
7.3
|
|
|
$
|
|
|
|
$
|
(0.8
|
)
|
|
$
|
6.5
|
|
U.S. Agency Securities
|
|
|
0.4
|
|
|
|
|
|
|
|
|
|
|
|
0.4
|
|
Municipal Securities
|
|
|
1.8
|
|
|
|
|
|
|
|
|
|
|
|
1.8
|
|
Corporate Securities
|
|
|
313.2
|
|
|
|
16.6
|
|
|
|
(0.4
|
)
|
|
|
329.4
|
|
Foreign Government Securities
|
|
|
4.8
|
|
|
|
0.2
|
|
|
|
|
|
|
|
5.0
|
|
Asset Backed Securities
|
|
|
5.0
|
|
|
|
|
|
|
|
|
|
|
|
5.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total fixed income
|
|
$
|
332.5
|
|
|
$
|
16.8
|
|
|
$
|
(1.2
|
)
|
|
$
|
348.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
20
The Company classifies these financial instruments as held for
trading as this most closely reflects the facts and
circumstances of the investments held. The trading portfolio was
established in 2009.
Gross unrealized loss. The following tables
summarize as at June 30, 2010 and December 31, 2009,
by type of security, the aggregate fair value and gross
unrealized loss by length of time the security has been in an
unrealized loss position for our available for sale portfolio.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
|
0-12 months
|
|
|
Over 12 months
|
|
|
Total
|
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
|
Value
|
|
|
Loss
|
|
|
Value
|
|
|
Loss
|
|
|
Value
|
|
|
Loss
|
|
|
|
($ in millions)
|
|
|
U.S. Government Securities
|
|
$
|
15.8
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
15.8
|
|
|
$
|
|
|
U.S. Agency Securities
|
|
|
3.9
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
3.9
|
|
|
|
(0.1
|
)
|
Foreign Government Securities
|
|
|
25.7
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
25.7
|
|
|
|
(0.1
|
)
|
Municipal Securities
|
|
|
10.8
|
|
|
|
(0.2
|
)
|
|
|
|
|
|
|
|
|
|
|
10.8
|
|
|
|
(0.2
|
)
|
Corporate Securities
|
|
|
100.8
|
|
|
|
(3.3
|
)
|
|
|
5.4
|
|
|
|
(0.1
|
)
|
|
|
106.2
|
|
|
|
(3.4
|
)
|
Asset-backed Securities
|
|
|
0.3
|
|
|
|
(0.1
|
)
|
|
|
|
|
|
|
|
|
|
|
0.3
|
|
|
|
(0.1
|
)
|
Non-agency Residential Mortgage- backed Securities
|
|
|
0.2
|
|
|
|
|
|
|
|
0.6
|
|
|
|
|
|
|
|
0.8
|
|
|
|
|
|
Non-agency Commercial Mortgage-backed Securities
|
|
|
8.5
|
|
|
|
|
|
|
|
3.3
|
|
|
|
(0.2
|
)
|
|
|
11.8
|
|
|
|
(0.2
|
)
|
Agency Mortgage-backed Securities
|
|
|
15.2
|
|
|
|
|
|
|
|
1.0
|
|
|
|
|
|
|
|
16.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
181.2
|
|
|
$
|
(3.8
|
)
|
|
$
|
10.3
|
|
|
$
|
(0.3
|
)
|
|
$
|
191.5
|
|
|
$
|
(4.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2009
|
|
|
|
0-12 months
|
|
|
Over 12 months
|
|
|
Total
|
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
|
|
Gross
|
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
Fair
|
|
|
Unrealized
|
|
|
|
Value
|
|
|
Loss
|
|
|
Value
|
|
|
Loss
|
|
|
Value
|
|
|
Loss
|
|
|
|
|
|
|
|
|
|
($ in millions)
|
|
|
|
|
|
|
|
|
U.S. Government Securities
|
|
$
|
121.2
|
|
|
$
|
(2.0
|
)
|
|
$
|
|
|
|
$
|
|
|
|
$
|
121.2
|
|
|
$
|
(2.0
|
)
|
U.S. Agency Securities
|
|
|
9.9
|
|
|
|
(0.2
|
)
|
|
|
|
|
|
|
|
|
|
|
9.9
|
|
|
|
(0.2
|
)
|
Municipal Securities
|
|
|
15.1
|
|
|
|
(0.5
|
)
|
|
|
|
|
|
|
|
|
|
|
15.1
|
|
|
|
(0.5
|
)
|
Foreign Government Securities
|
|
|
113.2
|
|
|
|
(1.5
|
)
|
|
|
|
|
|
|
|
|
|
|
113.2
|
|
|
|
(1.5
|
)
|
Corporate Securities
|
|
|
319.5
|
|
|
|
(3.6
|
)
|
|
|
20.0
|
|
|
|
(0.2
|
)
|
|
|
339.5
|
|
|
|
(3.8
|
)
|
Asset-backed Securities
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.5
|
|
|
|
|
|
Agency Mortgage-backed Securities
|
|
|
307.5
|
|
|
|
(3.5
|
)
|
|
|
1.2
|
|
|
|
|
|
|
|
308.7
|
|
|
|
(3.5
|
)
|
Non-agency Residential Mortgage- backed Securities
|
|
|
|
|
|
|
|
|
|
|
6.5
|
|
|
|
(0.6
|
)
|
|
|
6.5
|
|
|
|
(0.6
|
)
|
Non-agency Commercial Mortgage-backed Securities
|
|
|
14.6
|
|
|
|
(0.1
|
)
|
|
|
43.8
|
|
|
|
(0.9
|
)
|
|
|
58.4
|
|
|
|
(1.0
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
901.5
|
|
|
$
|
(11.4
|
)
|
|
$
|
71.5
|
|
|
$
|
(1.7
|
)
|
|
$
|
973.0
|
|
|
$
|
(13.1
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010, the Company held 100 fixed maturities
(December 31, 2009 277 fixed maturities) in an
unrealized loss position with a fair value of
$191.5 million (December 31,
2009 $973.0 million) and gross unrealized
losses of $4.1 million (December 31, 2009
$13.1 million). The Company believes that the gross
unrealized losses are attributable to a combination of widening
credit spreads and interest rate movements and has concluded
that the period during which those investments will remain in an
unrealized loss position is temporary.
21
Other-than-temporary
impairments. The Company recorded
other-than-temporary
impairments for the three and six months ended June 30,
2010 of $Nil (2009 $2.9 million) and
$0.3 million (2009 $18.1 million),
respectively. We review all of our investments in fixed
maturities designated available for sale for potential
impairment each quarter based on criteria including
issuer-specific circumstances, credit ratings actions and
general macro-economic conditions. The process of determining
whether a decline in value is
other-than-temporary
requires considerable judgment. As part of the assessment
process we evaluate whether it is more likely than not that we
will sell any fixed maturity security in an unrealized loss
position before its market value recovers to amortized cost.
Once a security has been identified as
other-than-temporarily
impaired, the amount of any impairment included in net income is
determined by reference to that portion of the unrealized loss
that is considered to be credit related. Non-credit related
unrealized losses are included in other comprehensive income.
U.S. Government and Agency
Securities. U.S. government and agency
securities are composed of bonds issued by the
U.S. Treasury, Government National Mortgage Association
(GNMA) and government-sponsored enterprises such as
Federal National Mortgage Association, Federal Home Loan
Mortgage Corporation, Federal Home Loan Bank and Federal Farm
Credit Bank.
Corporate Securities. Corporate securities are
composed of short-term, medium-term and long-term debt issued by
corporations.
Foreign Government. Foreign government
securities are composed of bonds issued and guaranteed by
foreign governments such as the U.K., Canada, and France.
Municipals. Municipal securities are composed
of bonds issued by U.S. municipalities.
Asset-Backed Securities. Asset-backed
securities are securities backed by notes or receivables against
assets other than real estate.
Mortgage-Backed Securities. Mortgage-backed
securities are securities that represent ownership in a pool of
mortgages. Both principal and income are backed by the group of
mortgages in the pool.
Short-Term Investments. Short-term investments
are both money market funds and investments in Treasury bills,
discount notes and short coupon paper with a maturity of less
than 90 days. The money market funds are rated
AAA by Standard & Poors
(S&P)
and/or
Moodys Investor Service (Moodys) and
invest in a variety of short-term instruments such as commercial
paper, certificates of deposit, floating rate notes and
medium-term notes.
Other Investments. On May 19, 2009, Aspen
Holdings invested $25 million in Cartesian Iris 2009A L.P.
through our wholly-owned subsidiary, Acorn Limited. Cartesian
Iris 2009A L.P. is a Delaware Limited Partnership formed to
provide capital to Iris Re, a newly formed Class 3
Bermudian reinsurer focusing on insurance-linked securities. In
addition to returns on our investment, we provide services on
risk selection, pricing and portfolio design in return for a
percentage of profits from Iris Re. In the three and six months
ended June 30, 2010, fees of $Nil (2009 $Nil)
and $0.2 million (2009 $Nil), respectively,
were payable to us.
The Company accounts for its investment in accordance with the
equity method of accounting. Adjustments to the carrying value
of this investment are made based on our share of capital
including our share of income and expenses, which is provided in
the quarterly management accounts of the partnership. The
adjusted carrying value approximates fair value. In the three
and six months ended June 30, 2010, our share of gains and
losses increased the value of our investment by
$0.3 million (2009 reduction of
$0.3 million) and $0.5 million (2009
reduction of $0.3 million), respectively. The increase in
value has been recognized in realized and unrealized gains and
losses in the condensed consolidated statement of operations.
For more information see Note 14(c).
22
The Companys involvement with Cartesian Iris 2009A L.P. is
limited to its investment in the partnership and it is not
committed to making further investments in Cartesian Iris 2009A
L.P.; accordingly, the carrying value of the investment
represents the Companys maximum exposure to a loss as a
result of its involvement with the partnership at each balance
sheet date.
On June 1, 2010, the majority of the investment in
Cartesian Iris 2009A L.P. matured and was reinvested in the
Cartesian Iris Offshore Fund L.P. The remainder of the
investment in Cartesian Iris 2009 A L.P. will mature in August,
2010 and will be reinvested in Cartesian Iris Offshore
Fund L.P. The Companys involvement with Cartesian
Iris Offshore Fund L.P. is limited to its investment in the
fund, and it is not committed to making further investments in
Cartesian Iris Offshore Fund L.P.; accordingly, the
carrying value of the investment represents the Companys
maximum exposure to a loss as a result of its involvement with
the partnership at each balance sheet date.
Investment Purchases and Sales. The following
table sets out an analysis of investment purchases/(sales) and
maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
|
For the Six Months Ended
|
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
($ in millions)
|
|
|
($ in millions)
|
|
|
Purchase of fixed maturity investments
|
|
$
|
181.1
|
|
|
$
|
722.3
|
|
|
$
|
785.9
|
|
|
$
|
1,373.1
|
|
(Proceeds) from sales and maturities of fixed maturity
investments
|
|
|
(288.4
|
)
|
|
|
(482.2
|
)
|
|
|
(832.9
|
)
|
|
|
(972.8
|
)
|
Net purchases/(proceeds) from other investments sold
|
|
|
|
|
|
|
37.1
|
|
|
|
|
|
|
|
(135.0
|
)
|
Net (sales)/purchases of short-term investments
|
|
|
133.0
|
|
|
|
27.4
|
|
|
|
4.0
|
|
|
|
91.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net (sales)/purchases
|
|
$
|
25.7
|
|
|
$
|
304.6
|
|
|
$
|
(43.0
|
)
|
|
$
|
357.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investment Income. The following is a summary
of investment income:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
|
For the Six Months Ended
|
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
($ in millions)
|
|
|
($ in millions)
|
|
|
Fixed maturity investments
Available-for-sale
|
|
$
|
53.8
|
|
|
$
|
49.9
|
|
|
$
|
109.6
|
|
|
$
|
102.1
|
|
Fixed maturity investments Trading portfolio
|
|
|
4.4
|
|
|
|
1.0
|
|
|
|
8.8
|
|
|
|
1.3
|
|
Short-term investments
Available-for-sale
|
|
|
0.5
|
|
|
|
5.6
|
|
|
|
0.7
|
|
|
|
6.4
|
|
Fixed term deposits (included in cash and cash equivalents)
|
|
|
0.5
|
|
|
|
1.1
|
|
|
|
1.3
|
|
|
|
4.7
|
|
Other investments
|
|
|
|
|
|
|
16.2
|
|
|
|
|
|
|
|
20.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
59.2
|
|
|
$
|
73.8
|
|
|
$
|
120.4
|
|
|
$
|
134.7
|
|
Investments expenses
|
|
|
(1.7
|
)
|
|
|
(1.6
|
)
|
|
|
(3.5
|
)
|
|
|
(3.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
57.5
|
|
|
$
|
72.2
|
|
|
$
|
116.9
|
|
|
$
|
131.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
23
The following table summarizes the pre-tax realized investment
gains and losses, and the change in unrealized gains and losses
on investments recorded in shareholders equity and in
comprehensive income.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
|
For the Six Months Ended
|
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
($ in millions)
|
|
|
($ in millions)
|
|
|
Pre-tax realized and unrealized investment gains and losses
included in income statement:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Available-for-sale
short-term investments and fixed maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains
|
|
$
|
3.3
|
|
|
$
|
11.9
|
|
|
$
|
12.6
|
|
|
$
|
16.9
|
|
Gross realized (losses)
|
|
|
(0.3
|
)
|
|
|
(7.6
|
)
|
|
|
(0.6
|
)
|
|
|
(10.1
|
)
|
Trading portfolio short-term investments and fixed
maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains
|
|
|
1.4
|
|
|
|
|
|
|
|
3.4
|
|
|
|
|
|
Gross realized (losses)
|
|
|
(0.3
|
)
|
|
|
|
|
|
|
(1.1
|
)
|
|
|
|
|
Net change in gross unrealized gains
|
|
|
1.3
|
|
|
|
3.4
|
|
|
|
3.5
|
|
|
|
3.9
|
|
Impairments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
other-than-temporary
impairments
|
|
|
|
|
|
|
(2.9
|
)
|
|
|
(0.3
|
)
|
|
|
(18.1
|
)
|
Equity accounted investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross realized gains in Cartesian Iris
|
|
|
0.3
|
|
|
|
|
|
|
|
0.5
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total pre-tax realized and unrealized investment gains and
losses included in income statement:
|
|
$
|
5.7
|
|
|
$
|
4.8
|
|
|
$
|
18.0
|
|
|
$
|
(7.4
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Change in
available-for-sale
unrealized gains/losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturities
|
|
|
82.4
|
|
|
|
41.7
|
|
|
|
107.7
|
|
|
|
45.0
|
|
Short-term investments
|
|
|
|
|
|
|
6.9
|
|
|
|
|
|
|
|
6.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total change in pre-tax
available-for-sale
unrealized gains/(losses)
|
|
|
82.4
|
|
|
|
48.6
|
|
|
|
107.7
|
|
|
|
51.9
|
|
Change in taxes
|
|
|
(4.5
|
)
|
|
|
(11.2
|
)
|
|
|
(7.8
|
)
|
|
|
(13.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total change in unrealized gains/(losses), net of taxes
|
|
$
|
77.9
|
|
|
$
|
37.4
|
|
|
$
|
99.9
|
|
|
$
|
38.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
24
|
|
7.
|
Fair
Value Measurements
|
Fair Value Methodology. Our estimates of fair
value for financial assets and liabilities are based on the
framework established in the fair value accounting guidance. The
framework prioritizes the inputs, which refer broadly to
assumptions market participants would use in pricing an asset or
liability, into three levels, which are described in more detail
below.
We consider prices for actively traded Treasury
(U.S. Government and Foreign Government) securities to be
derived based on quoted prices in active markets for identical
assets, which are Level 1 inputs in the fair value
hierarchy. We consider prices for other securities priced via
vendors, indices, or broker-dealers to be derived based on
inputs that are observable for the asset, either directly or
indirectly, which are Level 2 inputs in the fair value
hierarchy.
We consider securities, other financial instruments and
derivative insurance contracts subject to fair value measurement
whose valuation is derived by internal valuation models to be
based largely on unobservable inputs, which are Level 3
inputs in the fair value hierarchy. There have been no changes
in our use of valuation techniques during the year.
Our fixed income securities are traded on the
over-the-counter
market, based on prices provided by one or more market makers in
each security. Securities such as U.S. Government,
U.S. Agency, Foreign Government and investment grade
corporate bonds have multiple market makers in addition to
readily observable market value indicators such as expected
credit spread, except for Treasury securities, over the yield
curve. We use a variety of pricing sources to value our fixed
income securities including those securities that have pay
down/prepay features such as mortgage-backed securities and
asset-backed securities in order to ensure fair and accurate
pricing. The fair value estimates of the investment grade
securities in our portfolio do not use significant unobservable
inputs or modeling techniques.
The following table presents our investments within the fair
value hierarchy at which the Companys financial assets are
measured on a recurring basis at June 30, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2010
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
($ in millions)
|
|
|
Fixed income maturities
available-for-sale,
at fair value
|
|
$
|
1,149.3
|
|
|
$
|
4,218.2
|
|
|
$
|
14.7
|
|
Short-term investments
available-for-sale,
at fair value
|
|
|
231.6
|
|
|
|
70.2
|
|
|
|
|
|
Fixed income maturities, trading at fair value
|
|
|
30.4
|
|
|
|
341.0
|
|
|
|
|
|
Short-term investments, trading at fair value
|
|
|
0.5
|
|
|
|
2.0
|
|
|
|
|
|
Derivatives at fair value
|
|
|
|
|
|
|
1.2
|
|
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,411.8
|
|
|
$
|
4,632.6
|
|
|
$
|
17.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In the current quarter, we have transferred $109.6 million of
foreign government agency securities from Level 1 to Level 2 to
bring our classification in line with the presentation for other
government agency securities.
25
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
($ in millions)
|
|
|
Fixed income maturities
available-for-sale,
at fair value
|
|
$
|
1,029.8
|
|
|
$
|
4,205.2
|
|
|
$
|
14.9
|
|
Short-term investments
available-for-sale,
at fair value
|
|
|
293.1
|
|
|
|
75.1
|
|
|
|
|
|
Fixed income maturities, trading at fair value
|
|
|
11.6
|
|
|
|
336.5
|
|
|
|
|
|
Short-term investments, trading at fair value
|
|
|
|
|
|
|
3.5
|
|
|
|
|
|
Derivatives at fair value
|
|
|
|
|
|
|
|
|
|
|
6.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,334.5
|
|
|
$
|
4,620.3
|
|
|
$
|
21.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed income maturities classified as Level 3 include
holdings where there are significant unobservable inputs in
determining the assets fair value and also securities of
Lehman Brothers Holdings, Inc. (Lehman Brothers).
Although the market value of Lehman Brothers bonds was based on
broker dealer quoted prices, management believes that the
valuation is based, in part, on market expectations of future
recoveries out of bankruptcy proceedings, which involve
significant unobservable inputs to the valuation. Derivatives at
fair value consist of the credit insurance contract and foreign
exchange contracts as described in Note 9.
The following table presents a reconciliation of the beginning
and ending balances for all assets measured at fair value on a
recurring basis using Level 3 inputs for the three and six
months ended June 30, 2010.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2010
|
|
|
|
Fixed Maturity
|
|
|
Derivatives at
|
|
|
|
|
|
|
Investments
|
|
|
Fair Value
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Level 3 assets as of April 1, 2010
|
|
$
|
16.1
|
|
|
$
|
4.9
|
|
|
$
|
21.0
|
|
Total unrealized gains or (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
Included in comprehensive income
|
|
|
(1.4
|
)
|
|
|
|
|
|
|
(1.4
|
)
|
Included in earnings
|
|
|
|
|
|
|
(1.8
|
)
|
|
|
(1.8
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 assets as of June 30, 2010
|
|
$
|
14.7
|
|
|
$
|
3.1
|
|
|
$
|
17.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2010
|
|
|
|
Fixed Maturity
|
|
|
Derivatives at
|
|
|
|
|
|
|
Investments
|
|
|
Fair Value
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Level 3 assets as of January 1, 2010
|
|
$
|
14.9
|
|
|
$
|
6.7
|
|
|
$
|
21.6
|
|
Total unrealized gains or (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
Included in comprehensive income
|
|
|
(0.2
|
)
|
|
|
|
|
|
|
(0.2
|
)
|
Included in earnings
|
|
|
|
|
|
|
(3.6
|
)
|
|
|
(3.6
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 assets as of June 30, 2010
|
|
$
|
14.7
|
|
|
$
|
3.1
|
|
|
$
|
17.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
26
The following table presents a reconciliation of the beginning
and ending balances for all assets measured at fair value on a
recurring basis using Level 3 inputs for the three and six
months ended June 30, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2009
|
|
|
|
Fixed Maturity
|
|
|
Derivatives at
|
|
|
|
|
|
|
Investments
|
|
|
Fair Value
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Level 3 assets as of April 1, 2009
|
|
$
|
10.5
|
|
|
$
|
7.2
|
|
|
$
|
17.7
|
|
Securities transferred in/(out) of Level 3
|
|
|
8.3
|
|
|
|
|
|
|
|
8.3
|
|
Total unrealized gains or (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
Included in earnings
|
|
|
|
|
|
|
(1.8
|
)
|
|
|
(1.8
|
)
|
Included in comprehensive income
|
|
|
(0.5
|
)
|
|
|
|
|
|
|
(0.5
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 assets as of June 30, 2009
|
|
$
|
18.3
|
|
|
$
|
5.4
|
|
|
$
|
23.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2009
|
|
|
|
Fixed Maturity
|
|
|
Derivatives at
|
|
|
|
|
|
|
Investments
|
|
|
Fair Value
|
|
|
Total
|
|
|
|
($ in millions)
|
|
|
Level 3 assets as of January 1, 2009
|
|
$
|
2.8
|
|
|
$
|
11.8
|
|
|
$
|
14.6
|
|
Securities transferred in/(out) of Level 3
|
|
|
14.0
|
|
|
|
|
|
|
|
14.0
|
|
Total unrealized gains or (losses):
|
|
|
|
|
|
|
|
|
|
|
|
|
Included in earnings
|
|
|
|
|
|
|
(3.7
|
)
|
|
|
(3.7
|
)
|
Included in comprehensive income
|
|
|
1.5
|
|
|
|
|
|
|
|
1.5
|
|
Settlements
|
|
|
|
|
|
|
(2.7
|
)
|
|
|
(2.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Level 3 assets as of June 30, 2009
|
|
$
|
18.3
|
|
|
$
|
5.4
|
|
|
$
|
23.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table presents our liabilities within the fair
value hierarchy at which the Companys financial
liabilities are measured on a recurring basis at June 30,
2010 and December 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2010
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
($ in millions)
|
|
|
Liabilities under derivative contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit insurance contract
|
|
$
|
|
|
|
$
|
|
|
|
$
|
5.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2009
|
|
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
|
($ in millions)
|
|
|
Liabilities under derivative contracts:
|
|
|
|
|
|
|
|
|
|
|
|
|
Credit insurance contract
|
|
$
|
|
|
|
$
|
|
|
|
$
|
9.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The following table presents a reconciliation of the beginning
and ending balances for the liabilities under derivative
contracts measured at fair value on a recurring basis using
Level 3 inputs during the three and six months ended
June 30, 2010.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
|
|
June 30, 2010
|
|
|
June 30, 2010
|
|
|
|
($ in millions)
|
|
|
Beginning Balance
|
|
$
|
7.4
|
|
|
$
|
9.2
|
|
Settlements
|
|
|
(1.8
|
)
|
|
|
(3.6
|
)
|
|
|
|
|
|
|
|
|
|
Ending Balance
|
|
$
|
5.6
|
|
|
$
|
5.6
|
|
|
|
|
|
|
|
|
|
|
27
The following table presents a reconciliation of the beginning
and ending balances for the liabilities under derivative
contracts measured at fair value on a recurring basis using
Level 3 inputs during the three and six months ended
June 30, 2009.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
Six Months Ended
|
|
|
|
June 30, 2009
|
|
|
June 30, 2009
|
|
|
|
($ in millions)
|
|
|
Beginning Balance
|
|
$
|
9.4
|
|
|
$
|
11.1
|
|
Settlements
|
|
|
(1.7
|
)
|
|
|
(3.4
|
)
|
|
|
|
|
|
|
|
|
|
Ending Balance
|
|
$
|
7.7
|
|
|
$
|
7.7
|
|
|
|
|
|
|
|
|
|
|
We purchase retrocession and reinsurance to limit and diversify
our own risk exposure and to increase our own insurance
underwriting capacity. These agreements provide for recovery of
a portion of losses and loss expenses from reinsurers. As is the
case with most reinsurance treaties, we remain liable to the
extent that reinsurers do not meet their obligations under these
agreements, and therefore, in line with our risk management
objectives, we evaluate the financial condition of our
reinsurers and monitor concentrations of credit risk.
Balances pertaining to reinsurance transactions are reported
gross on the consolidated balance sheet, meaning
that reinsurance recoverable on unpaid losses and ceded unearned
premiums are not deducted from insurance reserves but are
recorded as assets.
The largest concentrations of reinsurance recoverables as at
June 30, 2010, were with Lloyds on Lloyds
syndicates which are all rated A (Excellent) by A.M. Best
and A+ (Strong) by S&P and with Munich Re which is rated A+
(Superior) by A.M. Best and AA- (Very Strong) by S&P,
for their financial strength. Balances with Lloyds and
Munich Re represented 29.0% and 10.9%, respectively, of
reinsurance recoverables.
28
The following table summarizes information on the location and
amounts of derivative fair values on the consolidated balance
sheet as at June 30, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives Not
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Designated as
|
|
|
|
|
Asset Derivatives
|
|
|
Liability Derivatives
|
|
Hedging Instruments
|
|
Notional
|
|
|
Balance Sheet
|
|
|
|
|
Balance Sheet
|
|
|
|
Under ASC 815
|
|
Amount
|
|
|
Location
|
|
Fair Value
|
|
|
Location
|
|
Fair Value
|
|
|
|
($ in millions)
|
|
|
|
|
($ in millions)
|
|
|
|
|
($ in millions)
|
|
|
Credit insurance contract
|
|
$
|
452.0
|
|
|
Derivatives at fair
value
|
|
$
|
3.1
|
|
|
Liabilities under
derivatives
|
|
$
|
5.6
|
|
Foreign exchange contract
|
|
|
|
|
|
Derivatives at fair
value
|
|
$
|
1.2
|
|
|
|
|
|
|
|
As at December 31,
2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Derivatives Not
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Designated as
|
|
|
|
|
Asset Derivatives
|
|
|
Liability Derivatives
|
|
Hedging Instruments
|
|
Notional
|
|
|
Balance Sheet
|
|
|
|
|
Balance Sheet
|
|
|
|
Under ASC 815
|
|
Amount
|
|
|
Location
|
|
Fair Value
|
|
|
Location
|
|
Fair Value
|
|
|
|
($ in millions)
|
|
|
|
|
($ in millions)
|
|
|
|
|
($ in millions)
|
|
|
Credit insurance contract
|
|
$
|
452.4
|
|
|
Derivatives at fair
value
|
|
$
|
6.7
|
|
|
Liabilities under
derivatives
|
|
$
|
9.2
|
|
The following table provides the total unrealized and realized
gains/(losses) recorded in earnings for the three and six months
ended June 30, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain/(Loss) Recognized in Income
|
|
Derivatives Not Designated as
|
|
|
|
Six Months Ended
|
|
Hedging Instruments Under ASC 815
|
|
Location of Gain/(Loss) Recognized in Income
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
|
|
($ millions)
|
|
|
Credit Insurance Contract
|
|
Change in Fair Value of Derivatives
|
|
$
|
(4.0
|
)
|
|
$
|
(3.9
|
)
|
Foreign Exchange Contract
|
|
Net Foreign Exchange Gains and Losses
|
|
$
|
1.2
|
|
|
$
|
1.8
|
|
Interest Rate Swap
|
|
Change in Fair Value of Derivatives
|
|
$
|
(0.1
|
)
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Amount of Gain/(Loss) Recognized in Income
|
|
Derivatives Not Designated as
|
|
|
|
Three Months Ended
|
|
Hedging Instruments Under ASC 815
|
|
Location of Gain/(Loss) Recognized in Income
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
|
|
($ millions)
|
|
|
Credit Insurance Contract
|
|
Change in Fair Value of Derivatives
|
|
$
|
(2.0
|
)
|
|
$
|
(1.9
|
)
|
Foreign Exchange Contract
|
|
Net Foreign Exchange Gains and Losses
|
|
$
|
1.2
|
|
|
$
|
|
|
Interest Rate Swap
|
|
Change in Fair Value of Derivatives
|
|
$
|
(0.1
|
)
|
|
$
|
|
|
Credit insurance contract. On
November 28, 2006, the Company entered into a credit
insurance contract which, subject to its terms, insures the
Company against losses due to the inability of one or more of
our reinsurance counterparties to meet their financial
obligations to the Company.
The Company considers the contract to be a derivative instrument
because the final settlement is expected to take place two years
after expiry of cover and include an amount attributable to
outstanding and IBNR claims which may not at that point in time
be due and payable to the Company.
As a result of the application of derivative accounting
guidance, the contract is treated as an asset or a liability and
measured at the directors estimate of its fair value.
Changes in the estimated fair value from time to time will be
included in the consolidated statement of operations.
29
The contract is for a maximum of five years and provides 90%
cover for a named panel of reinsurers up to individual defined
sub-limits.
The contract does allow, subject to certain conditions, for
substitution and replacement of panel members if the
Companys panel of reinsurers changes. Payments are made on
a quarterly basis throughout the period of the contract based on
the aggregate limit, which was set initially at
$477 million but is subject to adjustment. The carrying
value of the derivative is the Companys maximum exposure
to loss.
Foreign exchange contract. The Company uses
forward exchange contracts to manage foreign currency risk. A
forward foreign currency exchange contract involves an
obligation to purchase or sell a specified currency at a future
date at a price set at the time of the contract. Foreign
currency exchange contracts will not eliminate fluctuations in
the value of our assets and liabilities denominated in foreign
currencies but rather allow us to establish a rate of exchange
for a future point in time. The foreign currency contracts are
recorded as derivatives at fair value with changes recorded as a
net foreign exchange gain or loss in the Companys
statement of operations. As at June 30, 2010, the Company
had forward contracts that were due to settle on July 7,
2010 and had a net unrealized foreign exchange gain of
$1.2 million.
Interest rate swap. The Company selectively
hedges its exposure in its investment portfolio to interest
rates by entering into interest rate swaps with financial
institution counterparties in the ordinary course of its
investment activities. As at June 30, 2010, the Company
held a standard fixed for floating interest rate swap with a
notional amount of $5.0 million that is due to settle on
June 4, 2013 and has a charge for the quarter of
$0.1 million (2009$Nil).
|
|
10.
|
Reserves
for Losses and Adjustment Expenses
|
The following table represents a reconciliation of beginning and
ending consolidated loss and loss adjustment expenses
(LAE) reserves:
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
|
($ in millions)
|
|
|
Provision for losses and LAE at start of year
|
|
$
|
3,331.1
|
|
|
$
|
3,070.3
|
|
Less reinsurance recoverable
|
|
|
(321.5
|
)
|
|
|
(283.3
|
)
|
|
|
|
|
|
|
|
|
|
Net loss and LAE at start of year
|
|
|
3,009.6
|
|
|
|
2,787.0
|
|
|
|
|
|
|
|
|
|
|
Net loss and LAE expenses disposed of
|
|
|
(42.4
|
)
|
|
|
(10.0
|
)
|
|
|
|
|
|
|
|
|
|
Provision for losses and LAE for claims incurred:
|
|
|
|
|
|
|
|
|
Current year
|
|
|
670.5
|
|
|
|
1,032.5
|
|
Prior years
|
|
|
(15.0
|
)
|
|
|
(84.4
|
)
|
|
|
|
|
|
|
|
|
|
Total incurred
|
|
|
655.5
|
|
|
|
948.1
|
|
|
|
|
|
|
|
|
|
|
Losses and LAE payments for claims incurred:
|
|
|
|
|
|
|
|
|
Current year
|
|
|
(24.0
|
)
|
|
|
(131.6
|
)
|
Prior years
|
|
|
(286.0
|
)
|
|
|
(677.0
|
)
|
|
|
|
|
|
|
|
|
|
Total paid
|
|
|
(310.0
|
)
|
|
|
(808.6
|
)
|
|
|
|
|
|
|
|
|
|
Foreign exchange (gains) losses
|
|
|
(74.6
|
)
|
|
|
93.1
|
|
|
|
|
|
|
|
|
|
|
Net losses and LAE reserves at period end
|
|
|
3,238.1
|
|
|
|
3,009.6
|
|
Plus reinsurance recoverable on unpaid losses at period end
|
|
|
247.6
|
|
|
|
321.5
|
|
|
|
|
|
|
|
|
|
|
Loss and LAE reserves at June 30, 2010 and
December 31, 2009
|
|
$
|
3,485.7
|
|
|
$
|
3,331.1
|
|
|
|
|
|
|
|
|
|
|
30
For the six months ended June 30, 2010, there were reserve
releases of $15.0 million compared to $26.8 million
for the six months ended June 30, 2009 in our estimate of
the ultimate claims to be paid in respect of prior accident
years.
The $42.4 million loss reserve portfolio transfer in the
six months ended June 30, 2010 relates to the commutation
of structured contracts.
The following table provides a summary of the Companys
authorized and issued share capital at June 30, 2010 and
December 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
As at December 31, 2009
|
|
|
|
|
|
|
$ in
|
|
|
|
|
|
$ in
|
|
|
|
Number
|
|
|
Thousands
|
|
|
Number
|
|
|
Thousands
|
|
|
Authorized Share Capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares 0.15144558¢ per share
|
|
|
969,629,030
|
|
|
$
|
1,469
|
|
|
|
969,629,030
|
|
|
$
|
1,469
|
|
Non-Voting shares 0.15144558¢ per share
|
|
|
6,787,880
|
|
|
|
10
|
|
|
|
6,787,880
|
|
|
|
10
|
|
Preference shares 0.15144558¢ per share
|
|
|
100,000,000
|
|
|
|
152
|
|
|
|
100,000,000
|
|
|
|
152
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in
|
|
|
|
|
|
$ in
|
|
|
|
Number
|
|
|
Thousands
|
|
|
Number
|
|
|
Thousands
|
|
|
Issued Share Capital
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Issued ordinary shares of 0.15144558¢ per share
|
|
|
76,700,990
|
|
|
$
|
116
|
|
|
|
83,327,594
|
|
|
$
|
126
|
|
Issued preference shares of 0.15144558¢ each with a
liquidation preference of $50 per share
|
|
|
4,600,000
|
|
|
|
7
|
|
|
|
4,600,000
|
|
|
|
7
|
|
Issued preference shares of 0.15144558¢ each with a
liquidation preference of $25 per share
|
|
|
5,327,500
|
|
|
|
8
|
|
|
|
5,327,500
|
|
|
|
8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total issued share capital
|
|
|
|
|
|
$
|
131
|
|
|
|
|
|
|
$
|
141
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ in
|
|
|
|
|
|
$ in
|
|
|
|
|
|
|
Millions
|
|
|
|
|
|
Millions
|
|
|
Additional paid-in capital
|
|
|
|
|
|
$
|
1,566.2
|
|
|
|
|
|
|
$
|
1,763.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ordinary Shares. The following table
summarizes transactions in our ordinary shares during the six
month period ended June 30, 2010.
|
|
|
|
|
|
|
Number of
|
|
|
|
Shares
|
|
|
Shares in issue at December 31, 2009
|
|
|
83,327,594
|
|
Share transactions in the six months ended June 30, 2010:
|
|
|
|
|
Shares issued to the Names trust upon exercise of investor
options (refer to Note 12)
|
|
|
5,365
|
|
Shares issued to employees under the share incentive plan
|
|
|
594,115
|
|
Repurchase of shares from shareholders(1)
|
|
|
(7,226,084
|
)
|
|
|
|
|
|
Shares in issue at June 30, 2010
|
|
|
76,700,990
|
|
|
|
|
|
|
|
|
|
(1)
|
|
During 2010, 7,226,084 ordinary
shares were acquired and cancelled. Further information related
to the accelerated share repurchase program is described below.
|
Ordinary Share Repurchases. On January 5,
2010, we entered into an accelerated share repurchase program
with Goldman Sachs to repurchase $200 million of our
ordinary shares. The transaction was completed on May 21,
2010, when a total of 7,226,084 ordinary shares were received
and cancelled during the first six months of 2010. The
repurchase completes the share repurchase program authorized
31
by the Board of Directors and announced on February 6,
2008. The purchase was funded with cash available and the sale
of investment assets.
On February 9, 2010, our Board of Directors authorized a
new repurchase program for up to $400 million of ordinary
shares. This share repurchase program was in addition to the
completed accelerated share repurchase program entered into on
January 5, 2010. The authorization covers the period to
March 1, 2012.
On June 23, 2010, an agreement was signed to repurchase
10,835 shares from the Names Trustee. The shares were
repurchased on July 7, 2010 and subsequently cancelled.
The Company has issued options and other equity incentives under
four arrangements: investor options, employee awards,
non-employee director awards and the employee share purchase
plans. When options are exercised or other equity awards have
vested, new shares are issued as the Company does not currently
hold treasury shares. The Company applies a fair value based
measurement method and an estimate of future forfeitures in the
calculation of the compensation costs of stock options and
restricted share units.
Investor Options. The investor options were
issued on June 21, 2002 to Wellington Investment Holdings
(Jersey) Limited (Wellington Investment) and members
of Syndicate 2020 who were not corporate members of Syndicate
2020. The options conferred to the members of Syndicate 2020 are
held for their benefit by Appleby Services (Bermuda) Ltd.
(formerly Appleby Trust (Bermuda) Limited) (Names
Trustee). The subscription price payable under the options
is initially £10 and increases by 5% per annum, less any
dividends paid. Option holders are not entitled to participate
in any dividends prior to exercise and would not rank as a
creditor in the event of liquidation. If not exercised, the
options will expire on June 21, 2012. Wellington Investment
exercised all of its options on March 28, 2007. During the
three and six months ended June 30, 2010, the Names
Trustee exercised 4,195 and 5,365 options on a cash and cashless
basis, respectively (2009 Nil and 3,842 options).
Employee and Non-Executive Director
Awards. Employee options and other awards are
granted under the Aspen 2003 Share Incentive Plan and
non-executive director awards are granted under the 2006 Stock
Option Plan for Non-Employee Directors.
Stock options are granted with an exercise price equivalent to
the fair value of the share on the grant date. The weighted
average value at grant date is determined using the
Black-Scholes option pricing model. Stock options typically vest
over a three-year period with a ten-year contract period (except
for options granted in 2007 which have a
7-year
exercise period) with vesting dependent on time and performance
conditions established at the time of grant. No options were
granted in the three and six months ended June 30, 2010
(2009 Nil); 146,850 options were exercised during
the three months ended June 30, 2010 (2009
58,459); and 521,811 options were exercised during the six
months ended June 30, 2010 (2009 58,459).
Compensation costs charged against income in respect of employee
options for the three and six months ended June 30, 2010
were a credit of $0.8 million and a credit of
$0.5 million, respectively (2009
$0.5 million and $1.1 million).
32
Restricted share units (RSUs) to employees
vest equally over a two or three-year period. Some of the grants
vest at year-end, while some other grants vest on the
anniversary of the date of grant or when the Compensation
Committee of the Board agrees to deliver them. The fair value of
the restricted share units is based on the closing price on the
date of the grant. The fair value is expensed through the income
statement evenly over the vesting period. During the three and
six months ended June 30, 2010, the Company granted to
employees 75,701 and 108,455 restricted share units,
respectively (2009 2,915 and 42,291). In the case of
non-employee directors, one-twelfth of the RSUs vest on
each one month anniversary of the date of grant, with 100% of
the RSUs becoming vested on the first anniversary of the
date of grant. On February 9, 2010 (with a grant date of
February 11, 2010), the Board of Directors approved a total
of 28,640 RSUs for the non-employee directors
(April 29, 2009 25,316) and 17,902 RSUs
to the Chairman (April 29, 2009 8,439).
Compensation costs charged against income in respect of
restricted share units for the three and six months ended
June 30, 2010 were $0.8 million and $1.6 million,
respectively (2009 $0.8 million and
$1.4 million).
The fair value of performance share awards is based on the value
of the average of the high and low of the share price on the
date of the grant less a deduction for expected dividends which
would not accrue during the vesting period. Performance shares
vest over a three or four-year period with shares eligible for
vesting dependent on the achievement of performance targets at
the end of specified periods as established at the time of
grant. Compensation costs charged against income in the three
and six months ended June 30, 2010 in respect of
performance shares were a credit of $0.9 million and a
charge of $2.3 million, respectively (2009
$3.2 million and $6.4 million).
On February 8, 2010, the Compensation Committee approved
the grant of 720,098 performance shares with a grant date of
February 11, 2010. The performance shares will be subject
to a three-year vesting period with a separate annual Return on
Equity (ROE) test for each year. One-third of the
grant will be eligible for vesting each year based on the
following formula, and will only be issuable at the end of the
three-year period. If the ROE achieved in any given year is less
than 7%, then the portion of the performance shares subject to
the vesting conditions in such year will be forfeited (i.e.
33.33% of the initial grant). If the ROE achieved in any given
year is between 7% and 12%, then the percentage of the
performance shares eligible for vesting in such year will be
between 10% and 100% on a straight-line basis. If the ROE
achieved in any given year is between 12% and 22%, then the
percentage of the performance shares eligible for vesting in
such year will be between 100% and 200% on a straight-line
basis. Notwithstanding the vesting criteria for each given year,
if in any given year, the shares eligible for vesting are
greater than 100% for the portion of such years grant
(i.e. the ROE was greater than 12% in such year) and the average
ROE over such year and the preceding year is less than 7%, then
only 100% (and no more) of the shares that are eligible for
vesting in such year shall vest. If the average ROE over the two
years is greater than 7%, then there will be no diminution in
vesting and the shares eligible for vesting in such year will
vest in accordance with the vesting schedule without regard to
the average ROE over the two-year period.
Employee Share Purchase Plans. On
April 30, 2008, the shareholders of the Company approved
the Employee Share Purchase Plan (the ESPP), the
2008 Sharesave Scheme and the International Employee Share
Purchase Plan, which are implemented by a series of consecutive
offering periods as determined by the Board. In respect of the
ESPP, employees can save up to $500 per month over a two-year
period, at the end of which they will be eligible to purchase
Company shares at a discounted price. In respect of the 2008
Sharesave Scheme, employees can save up to £250 per month
over a three-year period, at the end of which they will be
eligible to purchase Company shares at a discounted price. The
purchase price will be eighty-five percent (85%) of the fair
market value of a share on the offering date which may be
adjusted upon changes in capitalization of the Company. No
shares were issued under the plan during the three and six
months ended June 30, 2010 (2009 $Nil).
Compensation costs charged against income in the three and six
months ended June 30, 2010 in respect of the ESPP were $Nil
and $0.4 million, respectively (2009 $Nil and
$Nil).
33
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months to June 30, 2010
|
|
Three Months to June 30, 2009
|
|
|
|
|
Insurance
|
|
|
|
|
|
Insurance
|
|
|
|
|
Trade Mark
|
|
Licenses
|
|
Other
|
|
Trade Mark
|
|
Licenses
|
|
Other
|
|
Intangible Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
3.6
|
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
|
|
Amortization
|
|
|
|
|
|
|
|
|
|
|
(0.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
End of the period
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
3.3
|
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months to June 30, 2010
|
|
Six Months to June 30, 2009
|
|
|
|
|
Insurance
|
|
|
|
|
|
Insurance
|
|
|
|
|
Trade Mark
|
|
Licenses
|
|
Other
|
|
Trade Mark
|
|
Licenses
|
|
Other
|
|
Intangible Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beginning of the period
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
3.6
|
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
|
|
Amortization
|
|
|
|
|
|
|
|
|
|
|
(0.3
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
End of the period
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
3.3
|
|
|
$
|
1.6
|
|
|
$
|
6.6
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
On January 22, 2010, we entered into a sale and purchase
agreement to purchase APJ Continuation Limited and its
subsidiaries (APJ) for an aggregate consideration of
$4.8 million. The business writes a specialist account of
K&R insurance which will complement our existing political
and financial risk line of business. The directors of Aspen
Holdings have assessed the fair value of the net tangible and
financial assets acquired at $1.2 million. The
$3.6 million intangible asset represents our assessment of
the value of renewal rights, distribution channels and employees
associated with the business.
|
|
14.
|
Commitments
and Contingencies
|
We are obliged by the terms of our contractual obligations to
U.S. policyholders and by undertakings to certain
regulatory authorities to facilitate the issue of letters of
credit or maintain certain balances in trust funds for the
benefit of policyholders.
The following table shows the forms of collateral or other
security provided to policyholders as at June 30, 2010 and
December 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
As at June 30,
|
|
|
As at December 31,
|
|
|
|
2010
|
|
|
2009
|
|
|
|
($ in millions, except percentages)
|
|
|
Assets held in multi-beneficiary trusts
|
|
$
|
1,630.5
|
|
|
$
|
1,495.8
|
|
Assets held in single-beneficiary trusts
|
|
|
57.5
|
|
|
|
55.7
|
|
Secured letters of credit(1)
|
|
|
507.5
|
|
|
|
528.3
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
2,195.5
|
|
|
$
|
2,079.8
|
|
|
|
|
|
|
|
|
|
|
Total as % of cash and invested assets
|
|
|
32.2
|
%
|
|
|
30.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
As of June 30, 2010, the
Company had funds on deposit of $695.6 million and
£19.2 million (December 31, 2009
$667.1 million and £18.8 million) as collateral
for the secured letters of credit.
|
On October 6, 2009, Aspen U.K. and Aspen Bermuda entered
into a $200 million secured letter of credit facility with
Barclays Bank plc. All letters of credit issued under the
facility will be used to support reinsurance obligations of the
parties to the agreement and their respective subsidiaries. The
Company had $46.0 million of outstanding collateralized
letters of credit under this facility at June 30, 2010.
34
On April 29, 2009, Aspen Bermuda replaced its existing
letter of credit facility with Citibank Europe dated
October 29, 2008 in a maximum aggregate amount of up to
$450 million with a new letter of credit facility in a
maximum aggregate amount of up to $550 million. The Company
had $368.6 million of outstanding collateralized letter of
credit under this facility at June 30, 2010.
Funds at Lloyds. AUL operates in
Lloyds as the corporate member for Syndicate 4711.
Lloyds determines Syndicate 4711s required
regulatory capital principally based on the syndicates
annual business plan. Such capital, called Funds at
Lloyds, comprises: cash, investments and a fully
collateralized letter of credit. The amounts of cash,
investments and letter of credit at June 30, 2010 amount to
$220.1 million (December 31, 2009
$219.8 million).
Amounts outstanding under operating leases net of subleases as
of June 30, 2010 were:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Later
|
|
|
|
|
2010
|
|
2011
|
|
2012
|
|
2013
|
|
2014
|
|
Years
|
|
Total
|
|
|
($ in millions)
|
|
Operating Lease Obligations
|
|
|
4.2
|
|
|
|
6.9
|
|
|
|
6.0
|
|
|
|
5.9
|
|
|
|
5.9
|
|
|
|
18.4
|
|
|
|
47.3
|
|
(c) Variable
interest entities
Cartesian Iris 2009A L.P. As disclosed in
Note 6, on May 19, 2009, Aspen Holdings invested
$25.0 million in Cartesian Iris 2009A L.P. through our
wholly-owned subsidiary, Acorn Limited. Cartesian Iris 2009A
L.P. is a Delaware Limited Partnership formed to provide capital
to Iris Re, a newly formed Class 3 Bermudian reinsurer
focusing on insurance-linked securities. In addition to returns
on our investment, we provide services on risk selection,
pricing and portfolio design in return for a percentage of
profits from Iris Re. In the three and six months ended
June 30, 2010, fees of $Nil and $0.2 million,
respectively, were payable to us. The Companys investment
in Cartesian Iris 2009A L.P. represents 31.25% of the equity
invested in the partnership.
The Company has determined that Cartesian Iris 2009A L.P. has
the characteristics of a variable interest entity that are
addressed by the guidance in ASC 810, Consolidation.
Cartesian Iris 2009A L.P. is not consolidated by the Company.
The Company has no decision-making power, those powers having
been reserved for the general partner. The arrangement with
Cartesian Iris 2009A L.P. is simply that of an investee to which
the Company provides additional services.
The Companys involvement with Cartesian Iris 2009A L.P. is
limited to its investment in the partnership and it is not
committed to making further investments in Cartesian Iris 2009A
L.P. or provide any other funding or guarantees; accordingly,
the carrying value of the investment represents the
Companys maximum exposure to a loss as a result of its
involvement with the partnership at each balance sheet date.
On June 1, 2010, the majority of the investment in
Cartesian Iris 2009A L.P. matured and was reinvested in the
Cartesian Iris Offshore Fund L.P. The remainder of the
investment in Cartesian Iris 2009 A L.P. will mature in August,
2010 and will be reinvested in Cartesian Iris Offshore
Fund L.P. The Companys involvement with Cartesian
Iris Offshore Fund L.P. is limited to its investment in the
fund, and it is not committed to making further investments in
Cartesian Iris Offshore Fund L.P.; accordingly, the
carrying value of the investment represents the Companys
maximum exposure to a loss as a result of its involvement with
the partnership at each balance sheet date.
35
|
|
Item 2.
|
Managements
Discussion and Analysis of Financial Condition and Results of
Operations
|
The following is a discussion and analysis of our financial
condition and results of operations for the three and six months
ended June 30, 2010 and 2009. This discussion and analysis
should be read in conjunction with the unaudited condensed
consolidated financial statements and related notes contained in
this
Form 10-Q
and the audited consolidated financial statements and related
notes for the fiscal year ended December 31, 2009, as well
as the discussions of critical accounting policies, contained in
our Financial Statements in our 2009 Annual Report on
Form 10-K
filed with the United States Securities and Exchange Commission.
Some of the information contained in this discussion and
analysis or set forth elsewhere in this
Form 10-Q,
including information with respect to our plans and strategy for
our business and in Outlook and Trends below,
includes forward-looking statements that involve risk and
uncertainties. Please see the section captioned Cautionary
Statement Regarding Forward-Looking Statements in this
report and the Risk Factors in Item 1A of our
2009 Annual Report on
Form 10-K
for more information on factors that could cause actual results
to differ materially from the results described in or implied by
any forward-looking statements contained in this discussion and
analysis.
Recent
Developments
On June 16, 2010, we appointed two new underwriters to
launch a new, wide range of insurance and risk management
products for selected brokers and their clients in the U.K. They
will write business for Aspen U.K. through a number of regional
offices in the U.K. and offer a broad range of property,
casualty and specialty products. They intend to offer products
to a panel of carefully selected brokers in early 2011. The new
company, Aspen Risk Management Limited, will be 80% owned by
Aspen U.K. Holdings and 20% owned by certain directors and
executives of Aspen Risk Management Limited. The share
allocation is subject to adjustment based on the financial
performance of the company.
On June 23, 2010, an agreement was signed to repurchase
10,835 shares from the Names Trustee. The shares were
repurchased on July 7, 2010 and subsequently cancelled.
On July 29, 2010, in our earnings announcement, we refined
our loss estimates in relation to the Deepwater Horizon event.
We have booked a net loss after tax and reinstatements of
$18.6 million, split $9.9 million for the insurance
segment and $8.7 million for the reinsurance segment. This
estimate supplants our previous announcement on June 10,
2010 that our loss from this event net of tax and reinsurance
premiums would be unlikely to exceed $25 million.
On July 29, 2010, we entered into a second interest rate
swap with a notional amount of $100.0 million that is due
to settle on July 29, 2015. The swap is part of the
Companys ordinary course of investment activities to hedge
its exposure to interest rates.
On July 30, 2010, Aspen Holdings and six of its
wholly-owned (directly or indirectly) subsidiaries entered into
a $280 million revolving credit agreement with various
lenders and Barclays Bank plc, as administrative agent and
letter of credit issuer, as described on our current report on
Form 8-K
filed on August 4, 2010. This replaces a $450 million
revolving credit facility, which would have expired on
August 2, 2010, but was terminated upon the effectiveness
of the new credit agreement.
During the quarter, we have continued to develop our
U.S. Insurance operations with the recruitment of a
Management Liability underwriting team and senior appointments
to key operations positions.
36
Overview
We are a Bermuda holding company. We write insurance and
reinsurance business through our wholly-owned subsidiaries in
three major jurisdictions: Aspen U.K. and AUL, corporate member
of Syndicate 4711 at Lloyds of London (United Kingdom),
Aspen Bermuda (Bermuda) and Aspen Specialty (United States).
Aspen U.K. also has branches in Paris, France; Zurich,
Switzerland; Dublin, Ireland; Cologne, Germany; Singapore;
Australia; and Canada. We operate in global markets for property
and casualty insurance and reinsurance.
The most significant features of our results for the three and
six months ended June 30, 2010 were:
|
|
|
|
|
Diluted book value per share of $36.96, up 21.3% over the end of
the second quarter of 2009 and up 6.8% from the end of the first
quarter in 2010;
|
|
|
|
Diluted earnings per share of $1.28 for the quarter, up from
$1.22 for the second quarter of 2009;
|
|
|
|
Second quarter net income after tax of $108.9 million, down
marginally from $110.4 million in the same quarter last
year;
|
|
|
|
Annualized net income return on equity of 16.4% for the second
quarter and 9.0% for the first half of 2010; and
|
|
|
|
Completed the accelerated share repurchase transaction on
May 21, 2010, resulting in the repurchase and cancellation
of 7,226,084 shares during the first half of 2010.
|
Diluted book value per ordinary share is based on total
shareholders equity less preference shares (liquidation
preference less issue expenses), divided by the number of
diluted ordinary shares at the end of the period.
Shareholders equity and ordinary shares in issue as at
June 30, 2010 and June 30, 2009 were:
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
($ in millions, except for share amounts)
|
|
|
Total shareholders equity
|
|
$
|
3,303.9
|
|
|
$
|
2,972.5
|
|
Preference shares less issue expenses
|
|
|
(353.6
|
)
|
|
|
(353.6
|
)
|
|
|
|
|
|
|
|
|
|
Net assets attributable to ordinary shareholders
|
|
$
|
2,950.3
|
|
|
$
|
2,618.9
|
|
|
|
|
|
|
|
|
|
|
Ordinary shares
|
|
|
76,700,990
|
|
|
|
83,021,860
|
|
Diluted ordinary shares
|
|
|
79,830,836
|
|
|
|
85,985,112
|
|
The following overview of our results for the three months ended
June 30, 2010 and 2009 and of our financial condition at
June 30, 2010, is intended to identify important trends and
should be read in conjunction with the more detailed discussion
further below.
Gross written premiums. Total gross written
premiums increased by 2.1% to $545.4 million in the second
quarter of 2010 when compared to 2009 with the increase
attributable to growth in our reinsurance segment with
offsetting reductions in our insurance segment. The table below
shows our gross written premiums for each segment for the three
months ended June 30, 2010 and 2009, and the percentage
change in gross written premiums for each segment.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
Business Segment
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
% increase/
|
|
|
($ in millions)
|
|
|
|
|
|
|
(decrease)
|
|
|
|
|
|
Reinsurance
|
|
$
|
283.3
|
|
|
|
10.1
|
%
|
|
$
|
257.4
|
|
Insurance
|
|
|
262.1
|
|
|
|
(5.3
|
)%
|
|
|
276.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
545.4
|
|
|
|
2.1
|
%
|
|
$
|
534.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
37
The increase in gross written premiums in the second quarter of
2010 in our reinsurance segment is attributable mainly to
additional catastrophe premium as we have deployed more of our
catastrophe capacity earlier in the year on the basis that we
expected catastrophe prices to decrease during the remainder of
the year, and also due to the addition of $20.4 million of
incremental premiums from newly established teams which include
credit and surety and agriculture written in our Zurich office.
Gross written premiums in the insurance segment have decreased
by 5.3% to $262.1 million when compared to the second
quarter of 2009 with lower contributions from the marine, energy
and transportation lines and casualty insurance.
Reinsurance. Total reinsurance ceded for the
quarter of $6.6 million has decreased by $43.0 million
from the second quarter of 2009 mainly in the insurance segment
where we purchased reinsurance for our financial and
professional lines earlier in 2010 in addition to a downward
ceded premium adjustment for our marine, energy and
transportation lines as we have reduced gross exposures in the
Gulf of Mexico.
Loss ratio. We monitor the ratio of losses and
loss adjustment expenses to net earned premium (the loss
ratio) as a measure of relative underwriting performance
where a lower ratio represents a better result than a higher
ratio. The loss ratios for our two business segments for the
three months ended June 30, 2010 and 2009 were as follows:
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
Business Segment
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
Reinsurance
|
|
|
50.3
|
%
|
|
|
40.2
|
%
|
Insurance
|
|
|
69.1
|
%
|
|
|
76.2
|
%
|
|
|
|
|
|
|
|
|
|
Total Loss Ratio
|
|
|
57.7
|
%
|
|
|
54.8
|
%
|
|
|
|
|
|
|
|
|
|
The loss ratio for the quarter of 57.7% has increased by
2.9 percentage points compared to the second quarter of
2009. The increase is due mainly to lower reserve releases in
the current quarter of $2.1 million compared with
$16.9 million in the second quarter of 2009. Reserve
releases in our reinsurance segment reduced from
$32.1 million in the second quarter of 2009 to
$11.1 million in the current period, with the
$21.0 million reduction increasing the current year loss
ratio by 7.2 percentage points. The insurance segment had a
$9.0 million reserve strengthening this quarter compared to
a $15.2 million strengthening in the second quarter of
2009. The $6.2 million variance had the effect of a 3.3
point reduction on the insurance segment loss ratio in the
second quarter of 2010.
We have presented loss ratios excluding the impact from prior
year reserve adjustments and catastrophic losses to aid in the
analysis of the underlying performance of our segments. The
underlying changes in accident year loss ratios by segment are
shown in the table below. The prior year claims adjustment in
the table below reflects claims development and excludes premium
adjustments. The current year claims adjustments represent
significant loss events.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accident Year Loss
|
|
|
|
|
|
|
|
|
Ratio Excluding
|
|
|
|
|
Prior Year
|
|
Current Year
|
|
Prior and
|
|
|
Total Loss
|
|
Claims
|
|
Claims
|
|
Current Year
|
For the Three Months Ended June 30, 2010
|
|
Ratio
|
|
Adjustment
|
|
Adjustment
|
|
Claims Adjustments
|
|
Reinsurance
|
|
|
50.3
|
%
|
|
|
3.8
|
%
|
|
|
(1.0
|
)%
|
|
|
53.1
|
%
|
Insurance
|
|
|
69.1
|
%
|
|
|
(4.8
|
)%
|
|
|
|
%
|
|
|
64.3
|
%
|
Total
|
|
|
57.7
|
%
|
|
|
0.4
|
%
|
|
|
(0.6
|
)%
|
|
|
57.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accident Year Loss
|
|
|
|
|
|
|
|
|
Ratio Excluding
|
|
|
|
|
|
|
Current
|
|
Prior and
|
|
|
|
|
Prior Year
|
|
Year
|
|
Current
|
|
|
Total Loss
|
|
Claims
|
|
Claims
|
|
Year Claims
|
For the Three Months Ended June 30, 2009
|
|
Ratio
|
|
Adjustment
|
|
Adjustment
|
|
Adjustments
|
|
Reinsurance
|
|
|
40.2
|
%
|
|
|
12.6
|
%
|
|
|
|
%
|
|
|
52.8
|
%
|
Insurance
|
|
|
76.2
|
%
|
|
|
(8.8
|
)%
|
|
|
|
%
|
|
|
67.4
|
%
|
Total
|
|
|
54.8
|
%
|
|
|
2.2
|
%
|
|
|
|
%
|
|
|
57.0
|
%
|
38
Reserve releases. The loss ratios take into
account changes in our assessments of reserves for unpaid claims
and loss adjustment expenses arising from earlier years. In the
three months ended June 30, 2010 and 2009, we recorded a
reduction in the level of reserves for prior years. The amounts
of these reductions and their effect on the loss ratio in each
period are shown in the following table:
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
|
|
For the Three Months
|
|
|
Ended June 30, 2010
|
|
Ended June 30, 2009
|
|
Reserve releases ($ in millions)
|
|
$
|
2.1
|
|
|
$
|
16.9
|
|
% of net premiums earned
|
|
|
0.4
|
%
|
|
|
3.9
|
%
|
Reserve releases in the current quarter have decreased by
$14.8 million due mainly to lower reserve releases from the
reinsurance segment compared to the second quarter in 2009 and
in particular property catastrophe and U.S. casualty
reinsurance with some reserve strengthening for specialty
reinsurance. The insurance reserve strengthening of
$9.0 million due to adverse development in both our
professional liability and U.S. casualty business lines
compares favorably with a $15.2 million reserve increase in
the second quarter of 2009. Further information relating to the
movement of prior year reserves can be found below under
Reserves for Loss and Loss Adjustment Expenses.
Expense ratio. We monitor the ratio of
expenses to net earned premium (the expense ratio)
as a measure of the cost effectiveness of our policy
acquisition, operating and administrative processes. The table
below presents the contribution of the policy acquisition
expenses and operating and administrative expenses to the
expense ratio and the total expense ratios for each of the three
months ended June 30, 2010 and 2009:
|
|
|
|
|
|
|
|
|
|
|
For the Three Months
|
|
For the Three Months
|
|
|
Ended June 30, 2010
|
|
Ended June 30, 2009
|
|
Policy acquisition expenses
|
|
|
16.2
|
%
|
|
|
18.9
|
%
|
Operating and administrative expenses
|
|
|
13.0
|
%
|
|
|
14.0
|
%
|
|
|
|
|
|
|
|
|
|
Expense ratio
|
|
|
29.2
|
%
|
|
|
32.9
|
%
|
|
|
|
|
|
|
|
|
|
The policy acquisition expense ratio of 16.2% for the quarter
has reduced from 18.9% in the second quarter of 2009. The
decrease is due to a combination of reduced profit related
commissions and the mix of business including more property
catastrophe reinsurance which has lower acquisition expenses.
Although operating and administrative expenses have increased to
$52.0 million for the quarter compared with
$50.2 million in the second quarter of 2009, the operating
and administrative expense ratio, as a percentage of net earned
premium, has decreased from 14.0% to 13.0% for the same period.
The reduction in the operating and administrative expense ratio
is due to higher gross earned premiums in our reinsurance
segment and lower ceded earned premium in the insurance segment.
Net investment income. Net investment income
for the quarter of $57.5 million has decreased from
$72.2 million in the second quarter of 2009. The
comparative quarter included $16.2 million of gains from
our investments in funds of hedge funds, in which the Company no
longer invests.
Change in fair value of derivatives. In the
three months ended June 30, 2010, we recorded a reduction
of $2.0 million (2009 $2.0 million
reduction) in the estimated fair value of our credit insurance
contract including an interest expense charge of
$0.2 million (2009 $0.2 million) and a
charge of $0.1 million (2009 $Nil) for the
interest rate swap. Further information on these contracts can
be found in Note 9 to the financial statements.
Other revenues and expenses. Other revenues
and expenses in the three months ended June 30, 2010
included $2.6 million of foreign currency exchange losses
(2009 $3.1 million gain) and $5.7 million
of realized and unrealized investment gains (2009
$4.8 million gain). Realized and unrealized losses included
$3.0 million (2009 $4.3 million) of net
realized gains from the fixed income maturities
available-for-sale
portfolio, $1.1 million (2009 $Nil) of net
realized gains from our fixed income maturities trading
portfolio, $1.3 million (2009
$3.4 million) net unrealized gains from our fixed income
maturities trading portfolio, a
39
charge of $Nil (2009 $2.9 million) for
investments we believe to be
other-than-temporarily
impaired and $0.3 million (2009 $Nil)
representing our share of earnings from our investment in
Cartesian Iris.
Taxes. The estimated effective rate of tax for
the quarter is 10.0% (2009 15.1%). The reduction in
the tax rate when compared to the second quarter of 2009 was due
to the relative performance of our Bermuda, U.S. and U.K.
operations and the distribution of losses from the Chilean
earthquake around the Group. The effective tax rate for the year
is subject to revision in future periods if circumstances change
and in particular, depending on the relative claims experience
of those parts of business underwritten in Bermuda where the
rate of tax on corporate profits is zero while the U.K.
corporate tax rate is 28% and the U.S. corporate tax rate
is 35%.
Dividends. The dividend on our ordinary shares
has been maintained at $0.15 per ordinary share for the quarter.
Dividends paid on our preference shares in the three months
ended June 30, 2010 were $5.7 million
(2009 $5.8 million). The reduction between the
two periods is due to the repurchase and cancellation on
March 31, 2009 of 2,672,500 of our 7.401% $25 liquidation
preference shares.
Shareholders equity and financial
leverage. Total shareholders equity
increased by $163.7 million to $3,303.9 million for
the three months ended June 30, 2010. The most significant
movements were:
|
|
|
|
|
unrealized appreciation on investments, net of taxes, of
$77.9 million; and
|
|
|
|
net retained income after tax for the period of
$91.5 million.
|
As at June 30, 2010, total ordinary shareholders
equity was $2,950.3 million compared to
$2,951.8 million at December 31, 2009. The remainder
of our total shareholders equity, as at June 30,
2010, was funded by two classes of preference shares with a
total value as measured by their respective liquidation
preferences of $353.6 million net of share issuance costs
(December 31, 2009 $353.6 million).
The amount outstanding under our senior notes, less amortization
of expenses, of $249.6 million (December 31,
2009 $249.6 million) was the only material debt
that we had outstanding as of June 30, 2010 and
December 31, 2009.
Management monitors the ratio of debt to total capital, with
total capital being defined as shareholders equity plus
outstanding debt. At June 30, 2010, this ratio was 7.0%
(December 31, 2009 7.0%).
Our preference shares are classified on our balance sheet as
equity but may receive a different treatment in some cases under
the capital adequacy assessments made by certain rating
agencies. Such securities are often referred to as
hybrids as they have certain attributes of both debt
and equity. We also monitor the ratio of the total of debt and
hybrids to total capital which was 17.0% as of June 30,
2010 (December 31, 2009 17.0%)
Capital Management. On January 5, 2010,
we entered into an accelerated share repurchase program with
Goldman Sachs to repurchase $200 million of our ordinary
shares. This transaction was completed on May 21, 2010
resulting in the repurchase and cancellation of 7,226,084
ordinary shares in the first half of 2010. The repurchase
completes the share repurchase program authorized by the Board
of Directors and announced on February 6, 2008. The
purchase was funded with cash available and the sale of
investment assets.
On February 9, 2010, our Board of Directors authorized a
new repurchase program for up to $400 million of ordinary
shares. The authorization covers the period to March 1,
2012. This authorization is in addition to the accelerated share
repurchase completed on May 21, 2010.
40
Liquidity. Management monitors the liquidity
of Aspen Holdings and of each of its Insurance Subsidiaries.
With respect to Aspen Holdings, management monitors its ability
to service debt, to finance dividend payments and to provide
financial support to the Insurance Subsidiaries. As at
June 30, 2010, Aspen Holdings held $60.2 million
(December 31, 2009 $33.5 million) in cash
and cash equivalents which, taken together with dividends
declared or expected to be declared by subsidiary companies and
our credit facilities, management considered sufficient to
provide Aspen Holdings liquidity at such time.
At June 30, 2010, our subsidiaries held $652.0 million
(December 31, 2009 $701.5 million) in cash
and cash equivalents that are readily realizable securities.
Management monitors the value, currency and duration of the cash
and investments within its Insurance Subsidiaries to ensure that
they are able to meet their insurance and other liabilities as
they become due and was satisfied that there was a comfortable
margin of liquidity as at June 30, 2010 and for the
foreseeable future.
As of June 30, 2010, we had in issue $507.5 million in
letters of credit to cedants, for which the Company had funds on
deposit of $724.5 million as collateral for the secured
letters of credit. Further information relating to letters of
credit is found below under Liquidity.
41
Outlook
and Trends
Reinsurance: Property reinsurance rates have
continued to soften and we have seen clients retaining higher
levels of risk than we had anticipated in both the catastrophe
and risk excess markets. Renewal rates for expiring premiums
have fallen versus last year and were down approximately 10%
versus January 1. Following the earthquake in Chile, we
have seen rates on catastrophe reinsurance business in Chile
rise between 40% and 70%. We have seen single digit rate
reductions on our risk excess book, reflecting strong
competition in Europe and the U.S. On the facultative side,
we have also experienced reductions in demand and rate
exacerbated by new market entrants who have increased supply.
Within our specialty reinsurance area, our Zurich-based credit,
surety and political risk reinsurance business rates were up 4%,
but less marked than initially expected given increased
competition. Elsewhere, we are experiencing single digit
declines on space and aviation reinsurance.
The casualty reinsurance environment remains challenging with
continued rate pressure on original business. We expect this
trend to be maintained for the remainder of 2010. In the second
quarter, U.S. casualty reinsurance rates were flat overall
with greatest pressure in the E&S primary and umbrella
markets. Activity within our international casualty reinsurance
line is dominated by the Australian renewals at this time of
year where pricing was broadly stable. Terms and conditions are
beginning to come under pressure but we believe are still
acceptable.
Insurance: Market conditions are challenging
in most lines of business in both the U.S. and
U.K. markets. However, in the second quarter, we recorded
an average increase of 1% on our renewal book. Marine hull saw
rate increases of 6% on average with pricing remaining flat on
non-loss incurring business. Within our marine, energy and
construction liability account, we experienced average rate
increases of 3% with the impact of the Deepwater Horizon loss
yet to be felt. Strong competition in the U.S. and Bermuda
has pushed renewal rates down on average 2% in our excess
casualty account. We saw modest increases of 2% on our aviation
book and in our U.K. commercial property account. Within U.K.
employers liability insurance, rates fell by on average 3%
with market conditions expected to remain testing in the
foreseeable future. Within our financial and professional lines,
conditions in financial and political risk insurance have
remained relatively attractive and we have experienced a
meaningful
pick-up in
demand as some competitors scaled back their activities in this
area. Rate increases on our financial institutions book were
lower than we had anticipated at around 1% increase reflecting
increased competition and the continued perceived economic
recovery. Within our U.S. insurance business, E&S
property experienced a 3% rate decrease with terms and
conditions under pressure. In E&S casualty, we saw expiring
premium renewed with an average rate increase of 1% in a very
competitive market.
Application
of Critical Accounting Policies
Our condensed consolidated financial statements are based on the
selection of accounting policies and the application of
significant accounting estimates, which require management to
make significant estimates and assumptions. We believe that some
of the more critical judgments in the areas of accounting
estimates and assumptions that affect our financial condition
and results of operations are related to reserves for property
and liability losses, premiums receivable in respect of assumed
reinsurance, the fair value of derivatives and the value of
investments, including the extent of any
other-than-temporary
impairment. For a detailed discussion of our critical accounting
policies please refer to our 2009 Annual Report on
Form 10-K
filed with the United States Securities and Exchange Commission
and the notes to the financial statements contained in this
report.
We have discussed the application of these critical accounting
estimates with our Board of Directors and Audit Committee.
42
Results
of Operations for the Three Months Ended June 30, 2010
Compared to the Three Months Ended June 30, 2009
The following is a discussion and analysis of our consolidated
results of operations for the three months ended June 30,
2010 and 2009 starting with a discussion of segmental results
and then summarizing our consolidated results under Total
Income Statement Second quarter below.
Underwriting
Results by Operating Segments
We are organized into two business segments: Reinsurance and
Insurance. We have considered similarities in economic
characteristics, products, customers, distribution, the
regulatory environment of our operating segments and
quantitative thresholds to determine our reportable segments.
We historically have managed our business in four segments:
property reinsurance, casualty reinsurance, international
insurance and U.S. insurance. On January 14, 2010, we
announced a new organizational structure where we intend to
manage our insurance and reinsurance businesses as two
underwriting segments, Aspen Insurance and Aspen Reinsurance, to
enhance and better serve our global customer base. As a result
of our organizational changes, in 2010 we now manage our
underwriting business in two operating segments: Insurance and
Reinsurance. The reinsurance segment consists of four principal
lines of business: property catastrophe reinsurance, other
property reinsurance, casualty reinsurance and specialty
reinsurance. The insurance segment consists of property
insurance, casualty insurance, marine, energy and transportation
insurance and financial and professional lines insurance.
Management measures segment results on the basis of the combined
ratio, which is obtained by dividing the sum of the losses and
loss expenses, acquisition expenses and operating and
administrative expenses by net premiums earned. Other than
corporate expenses, indirect operating and administrative
expenses are allocated to segments based on each segments
proportional share of gross earned premiums. As a relatively new
company, our historical combined ratio may not be indicative of
future underwriting performance.
We have provided additional disclosures for corporate and other
(non-underwriting) income and expenses. Corporate and other
income includes net investment income, net realized and
unrealized investment gains or losses, corporate expense,
interest expense, net realized and unrealized foreign exchange
gains or losses and income taxes, which are not allocated to the
underwriting segments. Please refer to the tables in Note 5
in our unaudited financial statements of this report for a
summary of gross and net written and earned premiums,
underwriting results and combined ratios and reserves for our
two business segments for the three months ended June 30,
2010 and 2009. The contributions of each segment to gross
written premiums in the three months ended June 30, 2010
and 2009 were as follows:
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
Business Segment
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
% of total gross written premiums
|
|
|
Reinsurance
|
|
|
51.9
|
%
|
|
|
48.2
|
%
|
Insurance
|
|
|
48.1
|
%
|
|
|
51.8
|
%
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
100.0
|
%
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
Business Segment
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
Reinsurance
|
|
$
|
283.3
|
|
|
$
|
257.4
|
|
Insurance
|
|
|
262.1
|
|
|
|
276.9
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
545.4
|
|
|
$
|
534.3
|
|
|
|
|
|
|
|
|
|
|
43
Reinsurance
Our reinsurance segment consists of property catastrophe
reinsurance, other property reinsurance (risk excess, pro rata,
risk solutions and facultative), casualty reinsurance
(U.S. treaty, international treaty, and global facultative)
and specialty reinsurance (credit and surety, structured,
agriculture and specialty). Please see Note 5 to the
financial statements for further descriptions of the lines of
business within this segment.
Gross written premiums. Gross written premiums
in our reinsurance segment increased by 10.1% compared to the
three months ended June 30, 2009. The increase in gross
written premiums is attributable mainly to additional
catastrophe premium as we have deployed more of our catastrophe
capacity earlier in the year on the basis that we expected
catastrophe prices to decrease during the remainder of the year
and an increase in specialty reinsurance premiums due to the
contribution from our new credit and surety and agriculture
teams.
The table below shows our gross written premiums for each line
of business for the three months ended June 30, 2010 and
2009, and the percentage change in gross written premiums for
each such line:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
Lines of Business
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
% increase/
|
|
|
($ in millions)
|
|
|
|
|
|
|
(decrease)
|
|
|
|
|
|
Property catastrophe reinsurance
|
|
$
|
91.2
|
|
|
|
16.2
|
%
|
|
$
|
78.5
|
|
Other property reinsurance
|
|
|
80.7
|
|
|
|
(5.9
|
)
|
|
|
85.8
|
|
Casualty reinsurance
|
|
|
51.5
|
|
|
|
10.3
|
|
|
|
46.7
|
|
Specialty reinsurance
|
|
|
59.9
|
|
|
|
29.1
|
|
|
|
46.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
283.3
|
|
|
|
10.1
|
%
|
|
$
|
257.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses. The net
loss ratio for the three months ended June 30, 2010 was
50.3% compared to 40.2% in the equivalent period in 2009. The
increase in the loss ratio is attributable mainly to the
reduction in the reserve release which reduced from
$32.1 million in the second quarter of 2009 to
$11.1 million in the current period which effectively
increased the loss ratio by 7.2 percentage points. The
reduction was due to a $4.9 million reserve strengthening
in our specialty reinsurance business line. Reserve releases in
the second quarter of 2009 were higher than usual as the period
benefited from a reduction in loss estimates from Hurricane Ike.
Further information relating to the movement of prior year
reserves is found below under Reserves for Losses and Loss
Adjustment Expenses.
Policy acquisition, operating and administrative
expenses. Policy acquisition expense were
$47.3 million for the three months ended June 30, 2010
equivalent to 16.2% of net premiums earned (2009
$51.8 million or 20.3% of net premiums earned). The
reduction is mainly due to lower profit related commissions for
casualty reinsurance and higher earned premium from property
catastrophe which has lower brokerage and has provided a greater
contribution to the total. An increase in operating and
administrative expenses of $7.0 million from the second
quarter of 2009 is attributable mainly to an increase in general
expenses as we continue to invest in the development of the
business with new offices and new teams.
44
Insurance
Our insurance segment consists of property insurance, casualty
insurance, marine, energy and transportation insurance and
financial and professional lines insurance. See Note 5 of
the financial statements for descriptions of the lines of
business within this segment.
Gross written premiums. Overall premiums have
reduced by 5.3% to $262.1 million for the quarter from
$276.9 million in the equivalent period in 2009. The
reduction in gross written premium is attributable to our
marine, energy and transport lines where we have declined
business that did not meet our profitability requirements and
higher client retention in some classes. Increases in property
insurance and financial and professional lines are due to new
business opportunities in U.K. property and improving conditions
in financial and professional lines.
The table below shows our gross written premiums for each line
of business for the three months ended June 30, 2010 and
2009, and the percentage change in gross written premiums for
each line:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
Lines of Business
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
% increase/
|
|
|
($ in millions)
|
|
|
|
|
|
|
(decrease)
|
|
|
|
|
|
Property insurance
|
|
$
|
69.3
|
|
|
|
26.2
|
%
|
|
$
|
54.9
|
|
Casualty insurance
|
|
|
44.7
|
|
|
|
(15.5
|
)
|
|
|
52.9
|
|
Marine, energy and transportation insurance
|
|
|
118.1
|
|
|
|
(21.0
|
)
|
|
|
149.4
|
|
Financial and professional lines insurance
|
|
|
30.0
|
|
|
|
52.3
|
|
|
|
19.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
262.1
|
|
|
|
(5.3
|
)%
|
|
$
|
276.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses. The loss
ratio for the quarter was 69.1% compared to 76.2% for the three
months ended June 30, 2009. Losses for the three months
ended June 30, 2010 include $10.7 million of net
losses from the Deepwater Horizon oil rig spill and
$8.8 million of losses, net of reinstatements, from the
Libyan air crash while the second quarter of 2009 included
increases in loss reserves for lines of business exposed to the
global financial crisis and adverse claims experience in our
U.S. casualty insurance line. Prior year reserve
strengthening was $9.0 million compared to a strengthening
of $15.2 million in the three months ended June 30,
2009. The strengthening in 2010 was largely due to
$10.7 million of strengthening in our financial and
professional lines due to U.K. exposure to liability claims
against independent financial advisors and real estate valuation
claims and $5.6 million in U.S. casualty for exposures
to nursing homes and California contractors.
Policy acquisition, operating and administrative
expenses. Policy acquisition expenses of
$30.5 million for the three months ended June 30, 2010
equivalent to 16.2% of net premiums earned (2009
$29.0 million or 16.8% of net earned premium) were broadly
in line with those in the second quarter of 2009. Operating and
administrative expenses of $21.9 million in the second
quarter of 2010 are $5.2 million less than in the
comparative period in 2009 due to the prior year including
reorganization costs from our U.S. operations and an
allocation of Lloyds
start-up
costs.
45
Total
Income Statement Second quarter
Our statements of operations consolidate the underwriting
results of our two segments and include certain other revenue
and expense items that are not allocated to the business
segments.
Gross written premiums. Total gross written
premiums increased by 2.1% to $545.4 million in the second
quarter of 2010 when compared to 2009 with the increase arising
from our reinsurance segment. The increase in gross written
premium in our reinsurance segment is attributable mainly to
property catastrophe as we have deployed more of our catastrophe
capacity earlier in the year on the basis that we expected
catastrophe prices to decrease during the remainder of year, in
addition to $20.4 million of incremental premiums from new
teams in specialty reinsurance (credit and surety and
agriculture). Gross written premiums in the insurance segment
have decreased by 5.3% to $262.1 million when compared to
the second quarter of 2009 with lower contributions from
casualty insurance, where market conditions are challenging, and
marine, energy and transportation lines, where we have reduced
our exposure to Gulf of Mexico business in our energy book.
Reinsurance. Total reinsurance ceded for the
quarter of $6.6 million has decreased by $43.0 million
from the second quarter of 2009 mainly in the insurance segment
where we purchased reinsurance for our financial and
professional lines earlier in 2010 in addition to a downward
ceded premium adjustment for our marine, energy and
transportation lines as we have reduced gross exposures in the
Gulf of Mexico.
Gross premiums earned. Gross premiums earned
reflect the portion of gross premiums written which are recorded
as revenues over the policy periods of the risks we write. The
earned premium recorded in any year includes premium from
policies incepting in prior years and excludes premium to be
earned subsequent to the reporting date. Gross premiums earned
in the second quarter of 2010 increased by 6.6% compared to the
second quarter of 2009 as a result of the increase in gross
written premiums and favorable prior year premium adjustments.
Net premiums earned. Net premiums earned have
increased by $51.3 million or 12.0% in the second quarter
of 2010 compared to 2009 which is consistent with the increase
in gross earned premiums and lower reinsurance ceded for the
quarter primarily in the insurance segment.
Losses and loss adjustment expenses. The loss
ratio for the quarter has increased by 2.9 percentage
points compared to the second quarter of 2009 mainly due to
lower reserve releases in the current quarter compared to the
second quarter of 2009. Reserve releases in our reinsurance
segment reduced from $32.1 million in the second quarter of
2009 to $11.1 million in the current period. The insurance
segment had a $9.0 million reserve strengthening this
quarter compared to a $15.2 million strengthening in the
second quarter of 2009.
We have presented loss ratios excluding the impact from prior
year reserve adjustments and catastrophic losses to aid in the
analysis of the underlying performance of our segments. The
underlying changes in accident year loss ratios by segment are
shown in the table below. The prior year claims adjustment in
the table below reflects claims development and excludes premium
adjustments.
The current year claims adjustments represent catastrophic loss
events.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accident Year Loss
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio Excluding
|
|
|
|
|
|
|
Prior Year
|
|
|
Current Year
|
|
|
Prior and
|
|
|
|
Total Loss
|
|
|
Claims
|
|
|
Claims
|
|
|
Current Year
|
|
For the Three Months Ended June 30, 2010
|
|
Ratio
|
|
|
Adjustment
|
|
|
Adjustment
|
|
|
Claims Adjustments
|
|
|
Reinsurance
|
|
|
50.3
|
%
|
|
|
3.8
|
%
|
|
|
(1.0
|
)%
|
|
|
53.1
|
%
|
Insurance
|
|
|
69.1
|
%
|
|
|
(4.8
|
)%
|
|
|
|
%
|
|
|
64.3
|
%
|
Total
|
|
|
57.7
|
%
|
|
|
0.4
|
%
|
|
|
(0.6
|
)%
|
|
|
57.5
|
%
|
46
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accident Year Loss
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio Excluding
|
|
|
|
|
|
|
Prior Year
|
|
|
Current Year
|
|
|
Prior and
|
|
|
|
Total Loss
|
|
|
Claims
|
|
|
Claims
|
|
|
Current Year
|
|
For the Three Months Ended June 30, 2009
|
|
Ratio
|
|
|
Adjustment
|
|
|
Adjustment
|
|
|
Claims Adjustments
|
|
|
Reinsurance
|
|
|
40.2
|
%
|
|
|
12.6
|
%
|
|
|
|
%
|
|
|
52.8
|
%
|
Insurance
|
|
|
76.2
|
%
|
|
|
(8.8
|
)%
|
|
|
|
%
|
|
|
67.4
|
%
|
Total
|
|
|
54.8
|
%
|
|
|
3.9
|
%
|
|
|
|
%
|
|
|
58.7
|
%
|
Expenses. We monitor the ratio of expenses to
gross earned premium (the gross expense ratio) as a
measure of the cost effectiveness of our policy acquisition,
operating and administrative processes. The table below presents
the contribution of the policy acquisition expenses and
operating and administrative expenses to the expense ratio and
the total expense ratios for the three months ended
June 30, 2010 and 2009. We also show the effect of
reinsurance which impacts on the reported net expense ratio by
expressing the expenses as a proportion of net earned premiums.
|
|
|
|
|
|
|
|
|
|
|
Expense Ratios
|
|
|
|
For the Three Months
|
|
|
For the Three Months
|
|
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
Policy acquisition expenses
|
|
|
14.9
|
%
|
|
|
16.4
|
%
|
Operating and administrative expenses
|
|
|
12.0
|
%
|
|
|
12.2
|
%
|
|
|
|
|
|
|
|
|
|
Gross expense ratio
|
|
|
26.9
|
%
|
|
|
28.6
|
%
|
Effect of reinsurance
|
|
|
2.3
|
%
|
|
|
4.3
|
%
|
|
|
|
|
|
|
|
|
|
Total net expense ratio
|
|
|
29.2
|
%
|
|
|
32.9
|
%
|
|
|
|
|
|
|
|
|
|
Changes in the acquisition and operating and administrative
ratios to gross earned premiums and the impact of reinsurance on
net earned premiums by segment for each of the three months
ended June 30, 2010 and 2009 are shown in the following
table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
|
For the Three Months Ended
|
|
Ratios Based on Gross
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
Earned Premium
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
Policy acquisition expense ratio
|
|
|
15.6
|
%
|
|
|
13.8
|
%
|
|
|
14.9
|
%
|
|
|
19.3
|
%
|
|
|
13.0
|
%
|
|
|
16.4
|
%
|
Operating and administrative expense ratio
|
|
|
9.9
|
|
|
|
9.9
|
|
|
|
12.0
|
%
|
|
|
8.6
|
|
|
|
12.2
|
|
|
|
12.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expense ratio
|
|
|
25.5
|
|
|
|
23.7
|
|
|
|
26.9
|
%
|
|
|
27.9
|
|
|
|
25.2
|
|
|
|
28.6
|
%
|
Effect of reinsurance
|
|
|
1.0
|
|
|
|
4.1
|
|
|
|
2.3
|
%
|
|
|
1.4
|
|
|
|
7.3
|
|
|
|
4.3
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net expense ratio
|
|
|
26.5
|
%
|
|
|
27.8
|
%
|
|
|
29.2
|
%
|
|
|
29.3
|
%
|
|
|
32.5
|
%
|
|
|
32.9
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The policy acquisition expense ratio of 16.2% for the quarter
has reduced from 18.9% in the second quarter of 2009. The
decrease is due to a combination of reduced profit related
commissions and the mix of business including more property
catastrophe reinsurance which has lower acquisition expenses.
Although operating and administrative expenses have increased to
$52.0 million for the quarter compared with
$50.2 million in the second quarter of 2009, the operating
and administrative expense ratio, as a percentage of net earned
premium, has decreased from 14.0% to 13.0% for the same period.
The reduction in the operating and administrative expense ratio
is due to higher gross earned premiums in our reinsurance
segment and lower ceded earned premiums in our insurance segment.
Net investment income. Net investment income
for the quarter of $57.5 million has decreased from
$72.2 million in the second quarter of 2009. The
comparative quarter included $16.2 million of gains from
our investments in funds of hedge funds, in which the Company no
longer invests.
47
Change in fair value of derivatives. In the
three months ended June 30, 2010, we recorded a reduction
of $2.0 million (2009 $2.0 million) in the
estimated fair value of our credit insurance contract including
$0.2 million (2009 $0.2 million) of
interest expense and a charge of $0.1 million
(2009 $Nil) for the interest rate swap. Further
information on these contracts can be found in Note 9 to
the financial statements.
Other-than-temporary
impairments. We review all of our fixed
maturities for potential impairment each quarter based on
criteria including issuer-specific circumstances, credit ratings
actions and general macro economic conditions. The process of
determining whether a decline in value is
other-than-temporary
requires considerable judgment. As part of the assessment
process we also evaluate whether it is more likely than not that
we will sell any fixed maturity security in an unrealized loss
position before its market value recovers to amortized cost.
Once a security has been identified as
other-than-temporarily
impaired, the amount of any impairment included in net income is
determined by reference to the portion of the unrealized loss
that is considered credit-related. Non-credit related unrealized
losses are included in other comprehensive income. The realized
investments losses in the second quarter of 2010 did not include
a charge for investments we believe to be
other-than-temporarily
impaired (2009 $2.9 million).
Income before tax. In the second quarter of
2010, income before tax was $121.0 million and comprised
$62.8 million of underwriting income, $57.5 million in
net investment income, $3.1 million of net realized and
unrealized investment and foreign exchange gains,
$4.0 million of interest expense and $1.6 million of
other expenses. In the second quarter of 2009, income before tax
was $130.0 million which comprised $53.2 million of
underwriting profits, $72.2 million in net investment
income, $7.9 million of net foreign exchange and investment
losses, $0.7 million of other income and $4.0 million
of interest expense.
Income tax expense. Income tax expense for the
three months ended June 30, 2010 was $12.1 million.
Our effective consolidated tax rate for the three months ended
June 30, 2010 was 10.0% (2009 15.1%). The
charge represents an estimate of the tax rate which will apply
to our pre-tax income for 2010. As discussed in the
Overview above, the effective tax rate for the year
may be subject to revision.
Net income after tax. Net income after tax for
the three months ended June 30, 2010 was
$108.9 million, equivalent to $1.34 basic earnings per
ordinary share adjusted for the $5.7 million preference
share dividends and $1.28 fully diluted earnings per ordinary
share adjusted for the preference share dividends on the basis
of the weighted average number of ordinary shares in issue
during the three months ended June 30, 2010. The net income
for the three months ended June 30, 2009 was
$110.4 million equivalent to basic earnings per ordinary
share of $1.26 adjusted for the $5.8 million preference
share dividend and fully diluted earnings per share of $1.22.
48
Results
of Operations for the Six Months Ended June 30, 2010
Compared to the Six Months Ended June 30, 2009
The following is a discussion and analysis of our consolidated
results of operations for the six months ended June 30,
2010 and 2009 starting with a discussion of segmental results
and then summarizing our consolidated results under Total
Income Statement Half Year below.
Underwriting
Results by Operating Segments
Please refer to the tables in Note 5 in our unaudited
financial statements of this report for a summary of gross and
net written and earned premiums, underwriting results and
combined ratios and reserves for our two business segments for
the six months ended June 30, 2010 and 2009. The
contributions of each segment to gross written premiums in the
six months ended June 30, 2010 and 2009 were as follows:
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Six Months
|
|
|
For the Six Months
|
|
Business Segment
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
% of total gross written premiums
|
|
|
Reinsurance
|
|
|
62.0
|
%
|
|
|
60.6
|
%
|
Insurance
|
|
|
38.0
|
%
|
|
|
39.4
|
%
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
100.0
|
%
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Six Months
|
|
|
For the Six Months
|
|
Business Segment
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
Reinsurance
|
|
$
|
773.4
|
|
|
$
|
710.2
|
|
Insurance
|
|
|
474.8
|
|
|
|
460.9
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
1,248.2
|
|
|
$
|
1,171.1
|
|
|
|
|
|
|
|
|
|
|
Reinsurance
Our reinsurance segment consists of property catastrophe
reinsurance, other property reinsurance (risk excess, pro rata,
risk solutions and facultative), casualty reinsurance
(U.S. treaty, international treaty, and global facultative)
and specialty reinsurance (credit and surety, agriculture,
structured and specialty). Please see Note 5 to the
financial statements for further descriptions of the lines of
business within this segment.
Gross written premiums. Gross written premiums
in our reinsurance segment increased by 8.9% compared to the six
months ended June 30, 2009. The increase in gross written
premiums is attributable mainly to additional catastrophe
premium as we have deployed more of our catastrophe capacity
earlier in the year on the basis that we expected catastrophe
prices to decrease during the remainder of the year. Gross
written premiums have also increased due to $13.2 million
of reinstatement premiums from the Chilean earthquake and
$30.8 million of additional specialty reinsurance premiums
from our new credit and surety and agriculture teams.
49
The table below shows our gross written premiums for each line
of business for the six months ended June 30, 2010 and
2009, and the percentage change in gross written premiums for
each such line:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Six Months
|
|
|
For the Six Months
|
|
Lines of Business
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
% increase/
|
|
|
($ in millions)
|
|
|
|
|
|
|
(decrease)
|
|
|
|
|
|
Property catastrophe reinsurance
|
|
$
|
237.4
|
|
|
|
21.6
|
%
|
|
$
|
195.3
|
|
Other property reinsurance
|
|
|
154.4
|
|
|
|
(11.6
|
)
|
|
|
174.7
|
|
Casualty reinsurance
|
|
|
226.0
|
|
|
|
1.6
|
|
|
|
222.5
|
|
Specialty reinsurance
|
|
|
155.6
|
|
|
|
32.0
|
|
|
|
117.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
773.4
|
|
|
|
8.9
|
%
|
|
$
|
710.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses. The net
loss ratio for the six months ended June 30, 2010 was 69.3%
compared to 42.4% in the equivalent period in 2009. The increase
in the loss ratio is attributable to gross losses of
$125.2 million ($112.0 million net of reinstatement
premiums) relating to the earthquake in Chile compared to an
absence of significant catastrophe-related losses in the
comparable period of 2009. Net favorable reserve development of
$26.2 million (2009 $48.0 million) was due
mainly to favorable claims development in most lines.
Further information relating to the movement of prior year
reserves is found below under Reserves for Losses and Loss
Adjustment Expenses.
Policy acquisition, operating and administrative
expenses. The policy acquisition expense ratio of
17.1% of net premiums earned for the six months ended
June 30, 2010 was 2.3 percentage points below the same
period in 2009 due to lower profit related commissions. The
increase in operating and administrative expenses of
$10.9 million from the same period of 2009 is attributable
mainly to an increase in general expenses as we continue to
invest in the development of the business and establish our new
credit and surety and agriculture lines.
Insurance
Our insurance segment consists of property insurance, casualty
insurance, marine, energy and transportation insurance and
financial and professional lines insurance. See Note 5 of
the financial statements for descriptions of the lines of
business within this segment.
Gross written premiums. Overall premiums have
increased 3.0% to $474.8 million for the six months ended
June 30, 2010 from $460.9 million in the equivalent
period in 2009. The increase in gross written premium is
attributable to both property insurance lines and financial and
professional business where we saw opportunities to write
business that met our profitability requirements. This has
compensated for difficult trading conditions in our casualty
insurance and marine, energy and transportation lines.
50
The table below shows our gross written premiums for each line
of business for the six months ended June 30, 2010 and
2009, and the percentage change in gross written premiums for
each line:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Written Premiums
|
|
|
|
For the Six Months
|
|
|
For the Six Months
|
|
Lines of Business
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
|
($ in millions)
|
|
|
% increase/
|
|
|
($ in millions)
|
|
|
|
|
|
|
(decrease)
|
|
|
|
|
|
Property insurance
|
|
$
|
106.0
|
|
|
|
32.3
|
%
|
|
$
|
80.1
|
|
Casualty insurance
|
|
|
81.9
|
|
|
|
(13.9
|
)
|
|
|
95.1
|
|
Marine, energy and transportation insurance
|
|
|
228.7
|
|
|
|
(6.1
|
)
|
|
|
243.5
|
|
Financial and professional lines insurance
|
|
|
58.2
|
|
|
|
38.2
|
|
|
|
42.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
474.8
|
|
|
|
3.0
|
%
|
|
$
|
460.9
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses. The loss
ratio for the six months ended June 30, 2010 was 69.1%
compared to 75.5% for the six months ended June 30, 2009.
Losses for the six months ended June 30, 2010 included
$10.7 million for the Deepwater Horizon oil spill while the
same period in 2009 included increases in current year loss
reserves for lines of business exposed to the global financial
crisis. Prior year reserve strengthening was $11.2 million
compared to $21.2 million in the six months ended
June 30, 2009.
Policy acquisition, operating and administrative
expenses. Policy acquisition expenses were
$62.6 million for the six months ended June 30, 2010
equivalent to 17.1% of net premiums earned (2009
$56.2 million or 16.3% of net earned premium), with the
increase due mainly to a reduction in ceding commission income
for U.S. property insurance following the cancellation of a
reinsurance quota share. Operating and administrative expenses
of $42.3 million in the first half of 2010 are
$5.1 million less than the comparative period in 2009 due
to the prior year including reorganization costs from our
U.S. operations and an allocation of Lloyds
start-up
costs.
Total
Income Statement Half Year
Our statements of operations consolidate the underwriting
results of our two segments and include certain other revenue
and expense items that are not allocated to the business
segments.
Gross written premiums. Gross written premiums
for the first six months of 2010 have increased by 6.6% to
$1,248.2 million when compared to the same period of 2009
due mainly to increases in the reinsurance segment. Gross
written premiums in the reinsurance segment include
$13.2 million of reinstatement premiums from the Chilean
earthquake, an additional $36.4 million from new teams
(credit and surety and agriculture) and additional property
catastrophe premium as we deployed more of our catastrophe
capacity earlier in the year. Gross written premiums in the
insurance segment have increased by 3.0% to $474.8 million
when compared to the same period of 2009 with additional
contributions from property insurance and financial and
professional lines where we saw opportunities to write business
that met our profitability requirements compensating for
reductions in casualty and marine, energy and transportation.
Reinsurance ceded. Total reinsurance ceded of
$129.3 million has decreased by $50.5 million from the
first six months of 2009, due mainly to the insurance segment
where we purchased reinsurance for our financial and
professional lines earlier in 2010 in addition to a downward
ceded premium adjustment within our marine, energy and
transportation lines and reduced exposures and higher retentions.
Gross premiums earned. Gross premiums earned
reflect the portion of gross premiums written which are recorded
as revenues over the policy periods of the risks we write. The
earned premium recorded in any year includes premium from
policies incepting in prior years and excludes premium to be
earned subsequent to the reporting date. Gross premiums earned
in the first half of 2010 increased by
51
5.7% compared to the same period of 2009 reflecting the higher
written premium in the current period and the $13.2 million
of reinstatement premiums from the Chilean earthquake.
Net premiums earned. Net premiums earned have
increased by $71.6 million or 8.2% in the first six months
of 2010 compared to 2009 which is consistent with the increase
in gross earned premiums and the reduction in the cost of our
reinsurance purchased.
Losses and loss adjustment expenses. Losses
and loss adjustment expenses have increased from
$485.5 million in 2009 to $655.5 million in 2010
primarily due to $125.4 million of losses from the Chilean
earthquake. Reserve releases were $14.8 million lower in
the current period due to adverse development impacting
specialty reinsurance, professional lines and U.S. casualty
insurance.
The underlying changes in accident year loss ratios by segment
are shown in the table below. The prior year claims adjustment
in the table below reflects claims development and excludes
premium adjustments.
The current year claims adjustments represent catastrophic loss
events.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accident Year Loss
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio Excluding
|
|
|
|
|
|
|
Prior Year
|
|
|
Current Year
|
|
|
Prior and
|
|
|
|
Total Loss
|
|
|
Claims
|
|
|
Claims
|
|
|
Current Year
|
|
For the Six Months Ended June 30, 2010
|
|
Ratio
|
|
|
Adjustment
|
|
|
Adjustment
|
|
|
Claims Adjustments
|
|
|
Reinsurance
|
|
|
69.3
|
%
|
|
|
4.5
|
%
|
|
|
(21.6
|
)%
|
|
|
52.2
|
%
|
Insurance
|
|
|
69.1
|
%
|
|
|
(3.1
|
)%
|
|
|
|
%
|
|
|
66.0
|
%
|
Total
|
|
|
69.2
|
%
|
|
|
1.6
|
%
|
|
|
(13.3
|
)%
|
|
|
57.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accident Year Loss
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio Excluding
|
|
|
|
|
|
|
Prior Year
|
|
|
Current Year
|
|
|
Prior and
|
|
|
|
Total Loss
|
|
|
Claims
|
|
|
Claims
|
|
|
Current Year
|
|
For the Six Months Ended June 30, 2009
|
|
Ratio
|
|
|
Adjustment
|
|
|
Adjustment
|
|
|
Claims Adjustments
|
|
|
Reinsurance
|
|
|
42.4
|
%
|
|
|
9.0
|
%
|
|
|
|
%
|
|
|
51.4
|
%
|
Insurance
|
|
|
75.5
|
%
|
|
|
(6.1
|
)%
|
|
|
|
%
|
|
|
69.4
|
%
|
Total
|
|
|
55.4
|
%
|
|
|
2.2
|
%
|
|
|
|
%
|
|
|
57.6
|
%
|
Expenses. We monitor the ratio of expenses to
gross earned premium (the gross expense ratio) as a
measure of the cost effectiveness of our policy acquisition,
operating and administrative processes. The table below presents
the contribution of the policy acquisition expenses and
operating and administrative expenses to the expense ratio and
the total expense ratios for the three months ended
June 30, 2010 and 2009. We also show the effect of
reinsurance which impacts on the reported net expense ratio by
expressing the expenses as a proportion of net earned premiums.
|
|
|
|
|
|
|
|
|
|
|
Expense Ratios
|
|
|
|
For the Six Months
|
|
|
For the Six Months
|
|
|
|
Ended June 30, 2010
|
|
|
Ended June 30, 2009
|
|
|
Policy acquisition expenses
|
|
|
15.6
|
%
|
|
|
16.2
|
%
|
Operating and administrative expenses
|
|
|
11.1
|
%
|
|
|
11.0
|
%
|
|
|
|
|
|
|
|
|
|
Gross expense ratio
|
|
|
26.7
|
%
|
|
|
27.2
|
%
|
Effect of reinsurance
|
|
|
2.5
|
%
|
|
|
3.4
|
%
|
|
|
|
|
|
|
|
|
|
Total net expense ratio
|
|
|
29.2
|
%
|
|
|
30.6
|
%
|
|
|
|
|
|
|
|
|
|
52
Changes in the acquisition and operating and administrative
ratios to gross earned premiums and the impact of reinsurance on
net earned premiums by segment for each of the three months
ended June 30, 2010 and 2009 are shown in the following
table:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Six Months Ended
|
|
|
For the Six Months Ended
|
|
Ratios Based on Gross
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
Earned Premium
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
Reinsurance
|
|
|
Insurance
|
|
|
Total
|
|
|
Policy acquisition expense ratio
|
|
|
16.5
|
%
|
|
|
14.4
|
%
|
|
|
15.6
|
%
|
|
|
18.5
|
%
|
|
|
13.1
|
%
|
|
|
16.2
|
%
|
Operating and administrative expense ratio
|
|
|
8.7
|
|
|
|
9.7
|
|
|
|
11.1
|
|
|
|
7.5
|
|
|
|
11.1
|
|
|
|
11.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross expense ratio
|
|
|
25.2
|
|
|
|
24.1
|
|
|
|
26.7
|
|
|
|
26.0
|
|
|
|
24.2
|
|
|
|
27.2
|
|
Effect of reinsurance
|
|
|
0.9
|
|
|
|
4.6
|
|
|
|
2.5
|
|
|
|
1.2
|
|
|
|
5.8
|
|
|
|
3.4
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net expense ratio
|
|
|
26.1
|
%
|
|
|
28.7
|
%
|
|
|
29.2
|
%
|
|
|
27.2
|
%
|
|
|
30.0
|
%
|
|
|
30.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The policy acquisition ratio, gross of the effect of
reinsurance, has reduced marginally to 15.6% for the six months
ended June 30, 2010 from 16.2% for the comparative period
in 2009. The current year includes a reduction in profit related
commissions in the casualty reinsurance business line which
contributed to a lower expense figure in that period. The
increase in acquisition costs for the insurance is due to
changes in business mix which changed the relative contributions
from business lines which have different average acquisition
costs. Overall operating costs have remained consistent as a
percentage of gross earned premiums when compared to last year.
Between the two periods, we have experienced a $5.8 million
increase in our operating and administrative expenses. The
increase is due mainly to staff and reorganization costs as we
continue to invest in the development of our business.
Net investment income. Net investment income
of $116.9 million is down from $131.4 million last
year as the first half of 2009 benefited from a positive return
from our investment in funds of hedge funds and higher book
yields. Book yield on our fixed income portfolio of 4.1% is
broadly in line with the first quarter of 2010; however, it has
decreased from 4.4% in the second quarter of 2009 due mainly to
the persisting low interest rate environment. The portfolio
duration has decreased to 3.0 years from 3.3 years at
the end of 2009. This compares with 3.2 years in the second
quarter of 2009. The average credit quality of our fixed income
portfolio is AA+, with 72% (2009 72%) of
the portfolio being rated AA or higher.
Change in fair value of derivatives. In the
six months ended June 30, 2010, we recorded a reduction of
$4.0 million (2009 $3.9 million) in the
estimated fair value of our credit insurance contract including
$0.4 million (2009 $0.2 million) of
interest expense and a charge of $0.1 million
(2009 $Nil) for the interest rate swap. Further
information on these contracts can be found in Note 9 to
the financial statements.
Other-than-temporary
impairments. We review all of our fixed
maturities for potential impairment each quarter based on
criteria including issuer-specific circumstances, credit ratings
actions and general macro economic conditions. The process of
determining whether a decline in value is
other-than-temporary
requires considerable judgment. As part of the assessment
process we also evaluate whether it is more likely than not that
we will sell any fixed maturity security in an unrealized loss
position before its market value recovers to amortized cost.
Once a security has been identified as
other-than-temporarily
impaired, the amount of any impairment included in net income is
determined by reference to the portion of the unrealized loss
that is considered credit-related. Non-credit related unrealized
losses are included in other comprehensive income. The realized
investments losses for the first six months of 2010 include a
$0.3 million charge for investments we believe to be
other-than-temporarily
impaired (2009 $18.1 million). These losses
were credit related and therefore are included in the income
statement.
53
Income before tax. In the first half of 2010,
income before tax was $141.3 million and comprised
$14.6 million of underwriting income, $116.9 million
in net investment income, $16.9 million of net realized and
unrealized investment and foreign exchange gains,
$7.8 million of interest expense and $0.7 million of
other income. In the first half of 2009, income before tax was
$237.5 million which comprised $122.6 million of
underwriting profits, $131.4 million in net investment
income, $6.6 million of net foreign exchange and investment
losses, $2.0 million of other expenses and
$7.9 million of interest expense. Our decrease in
underwriting income in 2010 was mainly due to
$112.2 million of losses (net of reinstatements) associated
with the Chilean earthquake. The change in net foreign exchange
and investment gains when compared to the second quarter of 2009
was due predominantly to the reduction in charges relating to
other-than-temporary
impairments of $0.3 million (2009
$18.1 million).
Income tax expense. Income tax expense for the
six months ended June 30, 2010 was $14.1 million. Our
effective consolidated tax rate for the six months ended
June 30, 2010 was 10.0% (2009 15.0%). The
charge represents an estimate of the tax rate which will apply
to our pre-tax income for 2010. As discussed in the
Overview above, the effective tax rate for the year
may be subject to revision.
Net income after tax. Net income after tax for
the six months ended June 30, 2010 was $127.2 million,
equivalent to $1.50 basic earnings per ordinary share adjusted
for the $11.4 million preference share dividends and $1.43
fully diluted earnings per ordinary share adjusted for the
preference share dividends on the basis of the weighted average
number of ordinary shares in issue during the six months ended
June 30, 2010. The net income for the six months ended
June 30, 2009 was $201.8 million equivalent to basic
earnings per ordinary share of $2.68 adjusted for the
$12.7 million preference share dividend and fully diluted
earnings per share of $2.61.
Reserves
for Losses and Loss Adjustment Expenses
As of June 30, 2010, we had total net loss and loss
adjustment expense reserves of $3,238.1 million
(December 31, 2009 $3,009.6 million). This
amount represented our best estimate of the ultimate liability
for payment of losses and loss adjustment expenses. Of the total
gross reserves for unpaid losses of $3,485.7 million at the
balance sheet date of June 30, 2010, a total of
$2,144.0 million or 61.5% represented IBNR claims
(December 31, 2009 $3,331.1 million and
58.4%, respectively). The following tables analyze gross and net
loss and loss adjustment expense reserves by segment.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
|
|
|
|
Reinsurance
|
|
|
|
|
Business Segment
|
|
Gross
|
|
|
Recoverable
|
|
|
Net
|
|
|
|
($ in millions)
|
|
|
Reinsurance
|
|
$
|
2,244.6
|
|
|
$
|
(54.8
|
)
|
|
$
|
2,189.8
|
|
Insurance
|
|
|
1,241.1
|
|
|
|
(192.8
|
)
|
|
|
1,048.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total losses and loss expense reserves
|
|
$
|
3,485.7
|
|
|
$
|
(247.6
|
)
|
|
$
|
3,238.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at December 31, 2009
|
|
|
|
|
|
|
Reinsurance
|
|
|
|
|
Business Segment
|
|
Gross
|
|
|
Recoverable
|
|
|
Net
|
|
|
|
($ in millions)
|
|
|
Reinsurance
|
|
$
|
2,069.4
|
|
|
$
|
(81.0
|
)
|
|
$
|
1,988.4
|
|
Insurance
|
|
|
1,261.7
|
|
|
|
(240.5
|
)
|
|
|
1,021.2
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total losses and loss expense reserves
|
|
$
|
3,331.1
|
|
|
$
|
(321.5
|
)
|
|
$
|
3,009.6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The reduction in reinsurance recoverables in the quarter is due
to settlements in our insurance segment related mainly to losses
from Hurricane Ike.
54
For the six months ended June 30, 2010, there was a
reduction of our estimate of the ultimate net claims to be paid
in respect of prior accident years of $15.0 million. An
analysis of this reduction by business segment is as follows for
each of the three and six months ended June 30, 2010 and
2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended
|
|
|
For the Six Months Ended
|
|
Business Segment
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
June 30, 2010
|
|
|
June 30, 2009
|
|
|
|
($ in millions)
|
|
|
($ in millions)
|
|
|
Reinsurance
|
|
$
|
11.1
|
|
|
$
|
32.1
|
|
|
$
|
26.2
|
|
|
$
|
48.0
|
|
Insurance
|
|
|
(9.0
|
)
|
|
|
(15.2
|
)
|
|
|
(11.2
|
)
|
|
|
(21.2
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Losses and loss expense reserves reductions
|
|
$
|
2.1
|
|
|
$
|
16.9
|
|
|
$
|
15.0
|
|
|
$
|
26.8
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The key elements which gave rise to the net favorable
development during the three months ended June 30, 2010
were as follows:
Reinsurance. The reserve release in the
current quarter was spread across three out of four of our
reinsurance lines, with the most significant releases coming
from our property catastrophe reinsurance and property
reinsurance lines.
Insurance. Most areas in the insurance segment
experienced minimal reserve movement with the exception of a
$10.7 million reserve strengthening in our financial and
professional lines division due to U.K. business exposure
to liability claims against independent financial advisors and
real estate valuation claims and $5.6 million in
U.S. casualty for exposures to nursing homes and California
contractors.
We did not make any significant changes in assumptions used in
our reserving process. However, because the period of time we
have been in operation is relatively short, for longer tail
lines in particular, our loss experience is limited and reliable
evidence of changes in trends of numbers of claims incurred,
average settlement amounts, numbers of claims outstanding and
average losses per claim will necessarily take years to develop.
For a more detailed description see Managements
Discussion and Analysis Critical Accounting
Policies and Managements Discussion and
Analysis Reserves for Losses and Loss Adjustment
Expenses, included in our 2009 Annual Report on
Form 10-K
filed with the United States Securities and Exchange Commission.
55
Balance
Sheet
Total
cash and investments
At June 30, 2010 and December 31, 2009, total cash and
investments, including accrued interest receivable, were
$6.9 billion and $6.8 billion, respectively. The
composition of our investment portfolio is summarized below:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
As at December 31, 2009
|
|
|
|
|
|
|
Percentage of
|
|
|
|
|
|
Percentage of
|
|
|
|
Estimated
|
|
|
Fixed Income
|
|
|
Estimated
|
|
|
Fixed Income
|
|
|
|
Fair Value
|
|
|
Portfolio
|
|
|
Fair Value
|
|
|
Portfolio
|
|
|
Marketable Securities Available for Sale
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government Securities
|
|
$
|
714.4
|
|
|
|
10.4
|
%
|
|
$
|
507.5
|
|
|
|
7.4
|
%
|
U.S. Government Agency Securities
|
|
|
346.2
|
|
|
|
5.0
|
%
|
|
|
389.1
|
|
|
|
5.7
|
%
|
Municipal Securities
|
|
|
32.9
|
|
|
|
0.5
|
%
|
|
|
19.5
|
|
|
|
0.3
|
%
|
Corporate Securities
|
|
|
2,321.2
|
|
|
|
33.7
|
%
|
|
|
2,264.6
|
|
|
|
33.2
|
%
|
Foreign Government Securities
|
|
|
542.5
|
|
|
|
7.9
|
%
|
|
|
522.3
|
|
|
|
7.7
|
%
|
Asset-backed Securities
|
|
|
77.7
|
|
|
|
1.1
|
%
|
|
|
115.1
|
|
|
|
1.7
|
%
|
Mortgage-backed Securities
|
|
|
1,347.3
|
|
|
|
19.6
|
%
|
|
|
1,431.8
|
|
|
|
21.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Fixed Income Available for Sale
|
|
|
5,382.2
|
|
|
|
78.2
|
%
|
|
|
5,249.9
|
|
|
|
77.0
|
%
|
Marketable Securities Trading
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government Securities
|
|
|
25.9
|
|
|
|
0.4
|
%
|
|
|
6.5
|
|
|
|
0.1
|
%
|
U.S. Government Agency Securities
|
|
|
0.5
|
|
|
|
|
|
|
|
0.4
|
|
|
|
|
|
Municipal Securities
|
|
|
2.9
|
|
|
|
0.1
|
%
|
|
|
1.8
|
|
|
|
|
|
Corporate Securities
|
|
|
330.6
|
|
|
|
4.8
|
%
|
|
|
329.4
|
|
|
|
4.8
|
%
|
Foreign Government Securities
|
|
|
6.5
|
|
|
|
0.1
|
%
|
|
|
5.0
|
|
|
|
0.1
|
%
|
Asset-backed Securities
|
|
|
5.0
|
|
|
|
0.1
|
%
|
|
|
5.0
|
|
|
|
0.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Fixed Income Trading
|
|
|
371.4
|
|
|
|
5.5
|
%
|
|
|
348.1
|
|
|
|
5.1
|
%
|
Total Other Investments
|
|
|
27.8
|
|
|
|
0.4
|
%
|
|
|
27.3
|
|
|
|
0.4
|
%
|
Total Short-term Investments Available-for-Sale
|
|
|
301.8
|
|
|
|
4.4
|
%
|
|
|
368.2
|
|
|
|
5.4
|
%
|
Total Short-term Investments Trading
|
|
|
2.5
|
|
|
|
|
|
|
|
3.5
|
|
|
|
0.1
|
%
|
Total Cash and Cash Equivalents
|
|
|
726.1
|
|
|
|
10.5
|
%
|
|
|
748.4
|
|
|
|
11.0
|
%
|
Total Receivable for Securities Sold
|
|
|
16.9
|
|
|
|
0.2
|
%
|
|
|
11.9
|
|
|
|
0.2
|
%
|
Total Accrued Interest Receivable
|
|
|
54.5
|
|
|
|
0.8
|
%
|
|
|
54.6
|
|
|
|
0.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Cash and Investments
|
|
$
|
6,883.2
|
|
|
|
100.0
|
%
|
|
$
|
6,811.9
|
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed maturities. At June 30, 2010, the
average credit quality of our fixed income portfolio is
AA+, with 96% of the portfolio being rated
A or higher. At December 31, 2009, the average
credit quality of our fixed income portfolio was
AA+, with 95% of the portfolio being rated
A or higher. Our fixed income portfolio duration has
decreased as at June 30, 2010 to 3.0 years from
3.3 years as at December 31, 2009 as we have taken a
more defensive duration stance in light of prevailing interest
rates.
56
Mortgage-Backed Securities. The following
table summarizes the fair value of our mortgage-backed
securities (MBS) by rating and class at
June 30, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AAA
|
|
|
AA and Below
|
|
|
Total
|
|
|
Agency
|
|
$
|
1,149.3
|
|
|
$
|
|
|
|
$
|
1,149.3
|
|
Non-agency Residential
|
|
|
4.7
|
|
|
|
36.0
|
|
|
|
40.7
|
|
Non-agency Commercial
|
|
|
132.5
|
|
|
|
24.8
|
|
|
|
157.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Mortgage-backed Securities
|
|
$
|
1,286.5
|
|
|
$
|
60.8
|
|
|
$
|
1,347.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our mortgage-backed portfolio is supported by loans diversified
across a number of geographic and economic sectors.
Alternative-A securities. We define
Alternative-A (alt-A) mortgages as those considered
less risky than
sub-prime
mortgages, but with lower credit quality than prime mortgages.
At June 30, 2010, we had $8.9 million invested in
alt-A securities (December 31, 2009
$9.3 million).
Other investments. Other investments as at
June 30, 2010 and December 31, 2009 are as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
|
|
|
|
Carrying
|
|
|
|
|
|
Carrying
|
|
|
|
Cost
|
|
|
Value
|
|
|
Cost
|
|
|
Value
|
|
|
|
|
|
|
($ in millions)
|
|
|
|
|
|
Cartesian Iris 2009A L.P.
|
|
$
|
25.0
|
|
|
$
|
27.8
|
|
|
$
|
25.0
|
|
|
$
|
27.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other investments
|
|
$
|
25.0
|
|
|
$
|
27.8
|
|
|
$
|
25.0
|
|
|
$
|
27.3
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cartesian Iris 2009A L.P. As disclosed in
Note 6, on May 19, 2009, Aspen Holdings invested
$25.0 million in Cartesian Iris 2009A L.P. through our
wholly-owned subsidiary, Acorn Limited. Cartesian Iris 2009A
L.P. is a Delaware Limited Partnership formed to provide capital
to Iris Re, a newly formed Class 3 Bermudian reinsurer
focusing on insurance-linked securities. In addition to returns
on our investment, we provide services on risk selection,
pricing and portfolio design in return for a percentage of
profits from Iris Re. In the three and six months ended
June 30, 2010, fees of $Nil and $0.2 million,
respectively, were payable to us. The Companys investment
in Cartesian Iris 2009A L.P. represents 31.25% of the equity
invested in the partnership.
On June 1, 2010, the majority of the investment in
Cartesian Iris 2009A L.P. matured and was reinvested in the
Cartesian Iris Offshore Fund L.P. The remainder of the
investment in Cartesian Iris 2009 A L.P. will mature in August,
2010 and will be reinvested in Cartesian Iris Offshore
Fund L.P. The Companys involvement with Cartesian
Iris Offshore Fund L.P. is limited to its investment in the
fund, and it is not committed to making further investments in
Cartesian Iris Offshore Fund L.P.; accordingly, the
carrying value of the investment represents the Companys
maximum exposure to a loss as a result of its involvement with
the partnership at each balance sheet date.
Investment funds. Investment funds have
historically represented our investments in funds of hedge funds
which were recorded using the equity method of accounting. Our
active investments and other obligations with the funds ceased
at June 30, 2009. At June 30, 2010, the carrying value
of the receivable was $11.6 million and represents our
maximum exposure to loss at the balance sheet date. The
outstanding balance was received in the third quarter of 2010.
Valuation
of Investments
Valuation of Fixed Income and Short Term Available for Sale
Investments and Fixed Income and Short-Term Trading
Investments. We use quoted values and other data
provided by internationally recognized independent pricing
sources as inputs into our process for determining the fair
value of our fixed income investments. Where multiple quotes or
prices are obtained, a price source hierarchy is maintained in
order to determine which price source provides the fair value
(i.e., a price obtained from a pricing service with more
seniority in the hierarchy will be used over a less senior one
in all cases). The hierarchy prioritizes pricing services based
on availability and reliability and assigns the highest priority
to index providers.
We consider prices for actively traded Treasury securities to be
derived based on quoted prices in active markets for identical
assets, which are Level 1 inputs in the fair value
hierarchy. We consider prices for other securities priced via
vendors, indices, or broker-dealers to be derived based on
inputs that are observable for the asset, either directly or
indirectly, which are Level 2 inputs in the fair value
hierarchy.
57
We consider securities, other financial instruments and
derivative insurance contracts subject to fair value measurement
whose valuation is derived by internal valuation models to be
based largely on unobservable inputs, which are Level 3
inputs in the fair value hierarchy. There have been no changes
in our use of valuation techniques during the year.
Pricing Services and Index Providers. Pricing
services provide pricing for less complex, liquid securities
based on market quotations in active markets. For securities
that do not trade on a listed exchange, these pricing services
may use matrix pricing consisting of observable market inputs to
estimate the fair value of a security. These observable market
inputs include: reported trades, benchmark yields, broker-dealer
quotes, issuer spreads, two-sided markets, benchmark securities,
bids, offers, reference data, and industry and economic factors.
Additionally, pricing services may use a valuation model such as
an option adjusted spread model commonly used for estimating
fair values of mortgage-backed and asset-backed securities.
Broker-Dealers. For the most part, we obtain
quotes directly from broker-dealers who are active in the
corresponding markets when prices are unavailable from
independent pricing services or index providers. Generally,
broker-dealers value securities through their trading desks
based on observable market inputs. Their pricing methodologies
include mapping securities based on trade data, bids or offers,
observed spreads and performance on newly issued securities.
They may also establish pricing through observing secondary
trading of similar securities. Quotes from broker-dealers are
non-binding.
To validate the techniques or models used by third-party pricing
sources, we review process, in conjunction with the processes
completed by the third-party accounting service provider,
include, but are not limited to:
|
|
|
|
|
quantitative analysis (e.g., comparing the quarterly return for
each managed portfolio to its target benchmark, with significant
differences identified and investigated);
|
|
|
|
initial and ongoing evaluation of methodologies used by outside
parties to calculate fair value; and
|
|
|
|
comparison of the fair value estimates to its knowledge of the
current market.
|
Prices obtained from brokers and pricing services are not
adjusted by us; however, prices provided by a broker or pricing
service in certain instances may be challenged based on market
or information available from internal sources, including those
available to our third-party investment accounting service
provider. Subsequent to any challenge, revisions made by the
broker or pricing service to the quotes are supplied to our
investment accounting service provider.
At June 30, 2010, we obtained an average of 3.2 quotes per
investment, compared to 3.4 quotes at December 31, 2009.
Pricing sources used in pricing our fixed income investments at
June 30, 2010 and December 31, 2009, respectively,
were as follows:
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
Index providers
|
|
|
83.1
|
%
|
|
|
81.5
|
%
|
Pricing services
|
|
|
13.5
|
%
|
|
|
13.2
|
%
|
Broker-dealers
|
|
|
3.4
|
%
|
|
|
5.3
|
%
|
|
|
|
|
|
|
|
|
|
Total
|
|
|
100.0
|
%
|
|
|
100.0
|
%
|
|
|
|
|
|
|
|
|
|
Valuation of Other Investments. The value of
our investments in funds of hedge funds was based upon monthly
net asset values reported by the underlying funds to our funds
of hedge fund managers. The financial statements of our funds of
hedge funds were subject to annual audits evaluating the net
asset positions of the underlying investments.
58
The value of our investment in Cartesian Iris 2009A L.P. is
based on our shares of the capital position of the partnership
which includes income and expenses reported by the limited
partnership as provided in its quarterly management accounts.
Cartesian Iris 2009A L.P. is subject to annual audit evaluating
the financial statements of the partnership. We periodically
review the management accounts of Cartesian Iris 2009A L.P. and
evaluate the reasonableness of the valuation of our investment.
Guaranteed Investments. The following table
presents the breakdown of investments which are guaranteed by
mono-line insurers (Wrapped Credit disclosure) and
those that have explicit government guarantees. The standalone
rating is determined as the senior unsecured debt rating of the
issuer. Where the credit ratings were split between the three
main rating agencies (S&Ps, Moodys, and Fitch),
the lowest rating was used.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
As at June 30, 2010
|
|
|
As at December 31, 2009
|
|
Rating With
|
|
Rating without
|
|
Market
|
|
|
Rating With
|
|
Rating without
|
|
|
|
Guarantee
|
|
Guarantee
|
|
Value
|
|
|
Guarantee
|
|
Guarantee
|
|
Market Value
|
|
|
|
|
|
($ in millions)
|
|
|
|
|
|
|
($ in millions)
|
|
|
AAA
|
|
AAA
|
|
$
|
97.9
|
|
|
AAA
|
|
AAA
|
|
$
|
141.9
|
|
|
|
AA
|
|
|
16.4
|
|
|
|
|
AA
|
|
|
16.2
|
|
|
|
AA−
|
|
|
3.0
|
|
|
|
|
AA−
|
|
|
3.0
|
|
|
|
A+
|
|
|
38.5
|
|
|
|
|
A+
|
|
|
69.8
|
|
|
|
A
|
|
|
33.9
|
|
|
|
|
A
|
|
|
34.1
|
|
|
|
A−
|
|
|
92.0
|
|
|
|
|
A−
|
|
|
107.0
|
|
|
|
BBB+
|
|
|
13.9
|
|
|
|
|
BBB+
|
|
|
7.7
|
|
|
|
BBB
|
|
|
3.1
|
|
|
|
|
|
|
|
|
|
|
|
BBB−
|
|
|
21.9
|
|
|
|
|
BBB−
|
|
|
20.9
|
|
AA+
|
|
AA+
|
|
|
14.1
|
|
|
AA+
|
|
AA+
|
|
|
15.0
|
|
|
|
AA
|
|
|
28.1
|
|
|
|
|
AA
|
|
|
27.8
|
|
|
|
A
|
|
|
18.2
|
|
|
|
|
A
|
|
|
17.3
|
|
AA
|
|
AA
|
|
|
3.2
|
|
|
AA
|
|
AA
|
|
|
3.2
|
|
AA−
|
|
AA−
|
|
|
3.1
|
|
|
AA−
|
|
AA−
|
|
|
|
|
BBB−
|
|
BBB−
|
|
|
0.1
|
|
|
BBB−
|
|
BBB−
|
|
|
0.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
387.4
|
|
|
|
|
|
|
$
|
464.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Our exposure to mono-line insurers was limited to 1 municipal
holding (2009 1 municipal holding) as at
June 30, 2010 with a market value of $0.1 million
(2009 $0.1 million). Our exposure to other
third-party guaranteed debt is primarily to investments backed
by the Federal Depository Insurance Corporation (FDIC) and
non-U.S. government
guaranteed issuers.
Other-than-temporary
impairment. We review all of our fixed maturities
for potential impairment each quarter based on criteria
including issuer-specific circumstances, credit ratings actions
and general macro-economic conditions. The process of
determining whether a decline in value is
other-than-temporary
requires considerable judgment. As part of the assessment
process we also evaluate whether it is more likely than not that
we will sell any fixed maturity security in an unrealized loss
position before its market value recovers to amortized cost.
Once a security has been identified as
other-than-temporarily
impaired, the amount of any impairment included in net income is
determined by reference to that portion of the unrealized loss
that is considered to be credit related. Non-credit related
unrealized losses are included in other comprehensive income.
For a discussion of our valuation techniques within the fair
value hierarchy please see Note 7 of the financial
statements included elsewhere in this report.
59
Capital
Management
Capital Management. On January 5, 2010,
we entered into an accelerated share repurchase program with
Goldman Sachs to repurchase $200 million of our ordinary
shares. This transaction was completed on May 21, 2010
resulting in the repurchase and cancellation of 7,226,084
ordinary shares in the first half of 2010. The repurchase
completes the share repurchase program authorized by the Board
of Directors and announced on February 6, 2008. The
purchase was funded with cash available and the sale of
investment assets.
On February 9, 2010, our Board of Directors authorized a
new repurchase program for up to $400 million of ordinary
shares. The authorization covers the period to March 1,
2012. This authorization is in addition to the accelerated share
repurchase completed on May 21, 2010.
On March 31, 2009, we repurchased and cancelled
2.7 million of our 7.401% $25 liquidation value preference
shares (NYSE: AHL-PA) at a price of $12.50 per share. The
repurchase resulted in a first quarter gain attributable to
ordinary shareholders of approximately $31.5 million which
was not recognized in the income statement but was included in
the calculation of earnings per share.
The following table shows our capital structure at June 30,
2010 compared to December 31, 2009.
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
|
($ in millions)
|
|
|
Share capital, additional paid-in capital and retained income
and accumulated other comprehensive income attributable to
ordinary shareholders
|
|
$
|
2,950.3
|
|
|
$
|
2,951.8
|
|
Preference shares (liquidation preference less issue expenses)
|
|
|
353.6
|
|
|
|
353.6
|
|
Long-term debt
|
|
|
249.6
|
|
|
|
249.6
|
|
|
|
|
|
|
|
|
|
|
Total capital
|
|
$
|
3,553.5
|
|
|
$
|
3,555.0
|
|
|
|
|
|
|
|
|
|
|
Management monitors the ratio of debt to total capital, with
total capital being defined as shareholders equity plus
outstanding debt. At June 30, 2010, this ratio was 7.0%
(December 31, 2009 7.0%).
Our preference shares are classified in our balance sheet as
equity but may receive a different treatment in some cases under
the capital adequacy assessments made by certain rating
agencies. Such securities are often referred to as
hybrids as they have certain attributes of both debt
and equity. We also monitor the ratio of the total of debt and
hybrids to total capital which was 17.0% as of June 30,
2010 (December 31, 2009 17.0%).
Access to capital. Our business operations are
in part dependent on our financial strength and the
markets perception thereof, as measured by
shareholders equity, which was $3,303.9 million at
June 30, 2010 (December 31, 2009
$3,305.4 million). We believe our financial strength
provides us with the flexibility and capacity to obtain funds
through debt or equity financing. Our continuing ability to
access the capital markets is dependent on, among other things,
our operating results, market conditions and our perceived
financial strength. We regularly monitor our capital and
financial position, as well as investment and securities market
conditions, both in general and with respect to Aspen
Holdings securities. Our ordinary shares and all our
preference shares are listed on the New York Stock Exchange.
60
Liquidity
Liquidity is a measure of a companys ability to generate
cash flows sufficient to meet short-term and long-term cash
requirements of its business operations. Management monitors the
liquidity of Aspen Holdings and of each of its Insurance
Subsidiaries and arranges credit facilities to enhance
short-term liquidity resources on a stand-by basis.
Holding company. We monitor the ability of
Aspen Holdings to service debt, to finance dividend payments to
ordinary and preference shareholders and to provide financial
support to the Insurance Subsidiaries.
As at June 30, 2010, Aspen Holdings held $60.2 million
(December 31, 2009 $33.5 million) in cash
and cash equivalents which management considers sufficient to
provide Aspen Holdings liquidity at such time, taken together
with dividends declared or expected to be declared by subsidiary
companies and our credit facilities. Holding company liquidity
depends on dividends, capital distributions and interest
payments from our Insurance Subsidiaries.
In the six months ended June 30, 2010, Aspen U.K. Holdings
paid Aspen Holdings interest of $18.3 million
(2009 $18.3 million) in respect of an
intercompany loan.
The ability of our Insurance Subsidiaries to pay us dividends or
other distributions is subject to the laws and regulations
applicable to each jurisdiction, as well as the Insurance
Subsidiaries need to maintain capital requirements
adequate to maintain their insurance and reinsurance operations
and their financial strength ratings issued by independent
rating agencies. For a discussion of the various restrictions on
our ability and our Insurance Subsidiaries ability to pay
dividends, see Part I, Item 1
Business Regulatory Matters in our 2009
Annual Report on
Form 10-K
filed with the United States Securities and Exchange Commission.
Also for a more detailed discussion of our Insurance
Subsidiaries ability to pay dividends see Note 14 of
our annual financial statements in our 2009 Annual Report on
Form 10-K
filed with the United States Securities and Exchange Commission.
Insurance subsidiaries. As of June 30,
2010, the Insurance Subsidiaries held approximately
$652.0 million (December 31, 2009
$701.5 million) in cash and short-term investments that are
readily realizable securities. Management monitors the value,
currency and duration of cash and investments held by its
Insurance Subsidiaries to ensure that they are able to meet
their insurance and other liabilities as they become due and was
satisfied that there was a comfortable margin of liquidity as at
June 30, 2010 and for the foreseeable future.
On an ongoing basis, our Insurance Subsidiaries sources of
funds primarily consist of premiums written, investment income
and proceeds from sales and redemptions of investments.
Cash is used primarily to pay reinsurance premiums, losses and
loss adjustment expenses, brokerage commissions, general and
administrative expenses, taxes, interest and dividends and to
purchase new investments.
The potential for individual large claims and for accumulations
of claims from single events means that substantial and
unpredictable payments may need to be made within relatively
short periods of time.
We manage these risks by making regular forecasts of the timing
and amount of expected cash outflows and ensuring that we
maintain sufficient balances in cash and short-term investments
to meet these estimates. Notwithstanding this policy, if our
cash flow forecast is incorrect, we could be forced to liquidate
investments prior to maturity, potentially at a significant loss.
61
The liquidity of our Insurance Subsidiaries is also affected by
the terms of our contractual obligations to policyholders and by
undertakings to certain regulatory authorities to facilitate the
issue of letters of credit or maintain certain balances in trust
funds for the benefit of policyholders. The following table
shows the forms of collateral or other security provided to
policyholders as at June 30, 2010 and December 31,
2009:
|
|
|
|
|
|
|
|
|
|
|
As at June 30,
|
|
|
As at December 31,
|
|
|
|
2010
|
|
|
2009
|
|
|
|
($ in millions except percentages)
|
|
|
Assets held in multi-beneficiary trusts
|
|
$
|
1,630.5
|
|
|
$
|
1,495.8
|
|
Assets held in single beneficiary trusts
|
|
|
57.5
|
|
|
|
55.7
|
|
Secured letters of credit(1)
|
|
|
507.5
|
|
|
|
528.3
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
2,195.5
|
|
|
$
|
2,079.8
|
|
|
|
|
|
|
|
|
|
|
Total as % of cash and invested assets
|
|
|
32.2
|
%
|
|
|
30.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
|
As of June 30, 2010, the
Company had funds on deposit of $695.6 million and
£19.2 million (December 31, 2009
$667.1 million and £25.3 million) as collateral
for the secured letters of credit.
|
For more information see Note 14(a) and our 2009 Annual
Report on
Form 10-K
filed with the United States Securities and Exchange Commission.
Consolidated cash flows for the six months ended
June 30, 2010. Total net cash flow from
operations from December 31, 2009 through June 30,
2010 was $247.9 million, a reduction of $54.4 million
over the comparative period. The reduction was due mainly to
lower premium receipts and from increases in net claims
settlements. For the six months ended June 30, 2010, our
cash flow from operations provided us with sufficient liquidity
to meet our operating requirements. On May 28, 2010, we
paid a dividend of $0.15 per ordinary share to shareholders of
record on May 13, 2010. On July 1, 2010, dividends
totaling $3.2 million on our Perpetual Preferred Income
Equity Replacement Securities (Perpetual PIERS) were
paid to our dividend disbursing agent, for payment to our
Perpetual PIERS holders of record on June 15, 2010. On
July 1, 2010, dividends totaling $2.5 million on our
Perpetual Non-Cumulative Preference Shares (Perpetual
Preference Shares) were paid to our dividend disbursing
agent, for payment to our Perpetual Preference Share holders of
record on June 15, 2010.
Credit Facility. On August 2, 2005, we
entered into a five-year $400 million revolving credit
facility pursuant to a credit agreement dated as of
August 2, 2005 (the credit facilities) by and
among the Company, certain of our direct and indirect
subsidiaries, including the Insurance Subsidiaries
(collectively, the Borrowers) the lenders party
thereto, Barclays Bank plc, as administrative agent and letter
of credit issuer, Bank of America, N.A. and Calyon, New York
Branch, as co-syndication agents, Credit Suisse, Cayman Islands
Branch and Deutsche Bank AG, New York Branch, as
co-documentation agents and The Bank of New York, as collateral
agent. On September 1, 2006, the aggregate limit available
under the credit facility was increased to $450 million.
The facility can be used by any of the Borrowers to provide
funding for our Insurance Subsidiaries, to finance the working
capital needs of the Company and our subsidiaries and for
general corporate purposes of the Company and our subsidiaries.
The revolving credit facility provides for a $250 million
sub-facility
for collateralized letters of credit. The facility will expire
on August 2, 2010 and prior to the facilitys
expiration, we intend to enter into a new facility. As of
June 30, 2010, no borrowings were outstanding under the
credit facilities. The fees and interest rates on the loans and
the fees on the letters of credit payable by the Borrowers
increase based on the consolidated leverage ratio of the Company.
Under the credit facilities, we must maintain at all times a
consolidated tangible net worth of not less than approximately
$1.1 billion plus 50% of consolidated net income and 50% of
aggregate net cash proceeds from the issuance by the Company of
its capital stock, each as accrued from January 1, 2005. On
June 28, 2007, we amended the credit agreement to permit
dividend payments on existing and future hybrid capital
notwithstanding a default or an event of default under the
credit agreement. On April 13, 2006, the agreement was
amended to remove any downward adjustment on maintaining the
Companys consolidated tangible net
62
worth in the event of a net loss. The Company must also not
permit its consolidated leverage ratio of total consolidated
debt to consolidated tangible net worth to exceed 35%. In
addition, the credit facilities contain other customary
affirmative and negative covenants as well as certain customary
events of default, including with respect to a change in
control. The various affirmative and negative covenants,
include, among others, covenants that, subject to important
exceptions, restrict the ability of the Company and its
subsidiaries to; create or permit liens on assets; engage in
mergers or consolidations; dispose of assets; pay dividends or
other distributions, purchase or redeem the Companys
equity securities or those of its subsidiaries and make other
restricted payments; permit the rating of any insurance
subsidiary to fall below A.M. Best financial strength
rating of B++ or S&Ps financial strength rating of
A-; make certain investments; agree with others to limit the
ability of the Companys subsidiaries to pay dividends or
other restricted payments or to make loans or transfer assets to
the Company or another of its subsidiaries. The credit
facilities also include covenants that restrict the ability of
our subsidiaries to incur indebtedness and guarantee obligations.
On July 30, 2010, we entered into a new three-year
$280 million revolving credit facility to replace a
$450 million revolving credit facility, which would have
expired on August 2, 2010, but was terminated upon the
effectiveness of the new credit agreement. The new facility is
described in detail in our current report on
Form 8-K,
filed on August 4, 2010.
On April 29, 2009, Aspen Bermuda replaced its existing
letter of credit facility with Citibank Europe dated
October 29, 2008 in a maximum aggregate amount of up to
$450 million with a new letter of credit facility in a
maximum aggregate amount of up to $550 million. As at
June 30, 2010, we had $368.6 million of outstanding
collateralized letters of credit under this facility.
On October 6, 2009, Aspen U.K. and Aspen Bermuda entered
into a $200 million secured letter of credit facility with
Barclays Bank plc, which is described on our current report on
Form 8-K
filed on October 7, 2009. As at June 30, 2010, we had
$46.0 million of outstanding collateralized letters of
credit under this facility compared to $53.8 million at the
end of 2009.
Contractual
Obligations and Commitments
The following table summarizes our contractual obligations
(other than our obligations to employees, our Perpetual PIERS
and our Perpetual Preference Shares) under long-term debt,
operating leases (net of subleases) and reserves relating to
insurance and reinsurance contracts as of June 30, 2010:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Later
|
|
|
|
|
2010
|
|
2011
|
|
2012
|
|
2013
|
|
2014
|
|
Years
|
|
Total
|
|
|
($ in millions)
|
|
Operating Lease Obligations
|
|
$
|
4.3
|
|
|
$
|
6.9
|
|
|
$
|
6.0
|
|
|
$
|
5.9
|
|
|
$
|
5.9
|
|
|
$
|
18.4
|
|
|
$
|
47.3
|
|
Long-Term Debt Obligations(1)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
249.6
|
|
|
|
|
|
|
$
|
249.6
|
|
Reserves for Losses and loss adjustment expenses(2)
|
|
$
|
595.3
|
|
|
$
|
908.1
|
|
|
$
|
543.9
|
|
|
$
|
354.1
|
|
|
$
|
245.7
|
|
|
$
|
838.6
|
|
|
$
|
3,485.7
|
|
|
|
|
(1) |
|
The long-term debt obligations disclosed above do not include
the $15 million annual interest payments on our outstanding
senior notes. |
|
(2) |
|
In estimating the time intervals into which payments of our
reserves for losses and loss adjustment expenses fall, as set
out above, we have utilized actuarially assessed payment
patterns. By the nature of the insurance and reinsurance
contracts under which these liabilities are assumed, there can
be no certainty that actual payments will fall in the periods
shown and there could be a material acceleration or deceleration
of claims payments depending on factors outside our control.
This uncertainty is heightened by the short time in which we
have operated, thereby providing limited Company-specific claims
loss payment patterns. The total amount of payments in respect
of our reserves, as well as the timing of such payments, may
differ materially from our current estimates for the reasons set
out in our 2009 Annual Report on
Form 10-K
under Critical Accounting Policies
Reserves for Losses and Loss Expenses. |
Further information on operating leases is given in our 2009
Annual Report on
Form 10-K
filed with the United States Securities and Exchange Commission.
63
For a discussion of derivative instruments we have entered into,
please see Note 9 to our unaudited condensed consolidated
financial statements for the three months ended June 30,
2010 included elsewhere in this report.
Off-Balance
Sheet Arrangements
Cartesian Iris 2009A L.P. As disclosed in
Note 6, on May 19, 2009, Aspen Holdings invested
$25 million in Cartesian Iris 2009A L.P. through our
wholly-owned subsidiary, Acorn Limited. Cartesian Iris 2009A
L.P. is a Delaware Limited Partnership formed to provide capital
to Iris Re, a newly formed Class 3 Bermudian reinsurer
focusing on insurance-linked securities. In addition to returns
on our investment, we provide services on risk selection,
pricing and portfolio design in return for a percentage of
profits from Iris Re. In the three and six months ended
June 30, 2010, fees of $Nil and $0.2 million,
respectively, were payable to us. The Companys investment
in Cartesian Iris 2009A L.P. represents 31.25% of the equity
invested in the partnership. For more information please see
Notes 6 and 14(c) to the unaudited condensed consolidated
financial statements for the three months ended June 30,
2010 included elsewhere in this report.
On June 1, 2010, the majority of the investment in
Cartesian Iris 2009A L.P. matured and was reinvested in the
Cartesian Iris Offshore Fund L.P. The remainder of the
investment in Cartesian Iris 2009 A L.P. will mature in August,
2010 and will be reinvested in Cartesian Iris Offshore
Fund L.P. The Companys involvement with Cartesian
Iris Offshore Fund L.P. is limited to its investment in the
fund, and it is not committed to making further investments in
Cartesian Iris Offshore Fund L.P.; accordingly, the
carrying value of the investment represents the Companys
maximum exposure to a loss as a result of its involvement with
the partnership at each balance sheet date.
Effects
of Inflation
Inflation may have a material effect on our consolidated results
of operations by its effect on interest rates and on the cost of
settling claims. The potential exists, after a catastrophe or
other large property loss, for the development of inflationary
pressures in a local economy as the demand for services such as
construction typically surges. We believe this had an impact on
the cost of claims arising from the 2005 hurricanes. The cost of
settling claims may also be increased by global commodity price
inflation. We seek to take both these factors into account when
setting reserves for any events where we think they may be
material.
Our calculation of reserves for losses and loss expenses in
respect of casualty business includes assumptions about future
payments for settlement of claims and claims-handling expenses,
such as medical treatments and litigation costs. We write
casualty business in the United States, the United Kingdom and
Australia and certain other territories, where claims inflation
has in many years run at higher rates than general inflation. To
the extent inflation causes these costs to increase above
reserves established for these claims, we will be required to
increase our loss reserves with a corresponding reduction in
earnings. The actual effects of inflation on our results cannot
be accurately known until claims are ultimately settled.
In addition to general price inflation we are exposed to a
persisting long-term upwards trend in the cost of judicial
awards for damages. We seek to take this into account in our
pricing and reserving of casualty business.
We also seek to take into account the projected impact of
inflation on the likely actions of central banks in the setting
of short-term interest rates and consequent effects on the
yields and prices of fixed interest securities. We consider that
although inflation is currently low, in the medium-term there is
a risk that inflation, interest rates and bond yields will rise
with the result that the market value of certain of our fixed
interest investments may reduce.
64
Cautionary
Statement Regarding Forward-Looking Statements
This
Form 10-Q
contains, and the Company may from time to time make other
verbal or written, forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended
(the Securities Act), and Section 21E of the
Securities Exchange Act of 1934, as amended, that involve risks
and uncertainties, including statements regarding our capital
needs, business strategy, expectations and intentions.
Statements that use the terms believe, do not
believe, anticipate, expect,
plan, estimate, project,
seek, will, may,
aim, continue, intend,
guidance and similar expressions are intended to
identify forward-looking statements. These statements reflect
our current views with respect to future events and because our
business is subject to numerous risks, uncertainties and other
factors, our actual results could differ materially from those
anticipated in the forward-looking statements. The risks,
uncertainties and other factors set forth in the Companys
2009 Annual Report on
Form 10-K
filed with the Securities and Exchange Commission and other
cautionary statements made in this report, as well as the
following factors, should be read and understood as being
applicable to all related forward-looking statements wherever
they appear in this report.
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 these statements. We believe
that these factors include, but are not limited to, the
following:
|
|
|
|
|
the possibility of greater frequency or severity of claims and
loss activity, including as a result of natural or man-made
(including economic and political risks) catastrophic or
material loss events, than our underwriting, reserving,
reinsurance purchasing or investment practices have anticipated;
|
|
|
|
the reliability of, and changes in assumptions to, natural and
man-made catastrophe pricing, accumulation and estimated loss
models;
|
|
|
|
evolving issues with respect to interpretation of coverage after
major loss events, and any intervening legislative or
governmental action;
|
|
|
|
the effectiveness of our loss limitation methods;
|
|
|
|
changes in the total industry losses, or our share of total
industry losses, resulting from past events such as the Chilean
Earthquake, Hurricanes Ike and Gustav, Deepwater Horizon and,
with respect to such events, our reliance on loss reports
received from cedants and loss adjustors, our reliance on
industry loss estimates and those generated by modeling
techniques, changes in rulings on flood damage or other
exclusions as a result of prevailing lawsuits and case law;
|
|
|
|
the impact of acts of terrorism and acts of war and related
legislation;
|
|
|
|
decreased demand for our insurance or reinsurance products and
cyclical changes in the insurance and reinsurance sectors;
|
|
|
|
any changes in our reinsurers credit quality and the
amount and timing of reinsurance recoverables;
|
|
|
|
changes in the availability, cost or quality of reinsurance or
retrocessional coverage;
|
|
|
|
the continuing and uncertain impact of the current depressed
lower growth environment in many of the countries in which we
operate;
|
|
|
|
the level of inflation in repair costs due to limited
availability of labor and materials after catastrophes;
|
|
|
|
changes in insurance and reinsurance market conditions;
|
|
|
|
increased competition on the basis of pricing, capacity,
coverage terms or other factors and the related demand and
supply dynamics as contracts come up for renewal;
|
|
|
|
a decline in our operating subsidiaries ratings with
S&P, A.M. Best or Moodys;
|
|
|
|
our ability to execute our business plan to enter new markets,
introduce new products and develop new distribution channels,
including their integration into our existing operations;
|
65
|
|
|
|
|
changes in general economic conditions, including inflation,
foreign currency exchange rates, interest rates and other
factors that could affect our investment portfolio;
|
|
|
|
the risk of a material decline in the value or liquidity of all
or parts of our investment portfolio;
|
|
|
|
changes in our ability to exercise capital management
initiatives or to arrange banking facilities as a result of
prevailing market changes or changes in our financial position;
|
|
|
|
changes in government regulations or tax laws in jurisdictions
where we conduct business;
|
|
|
|
Aspen Holdings or Aspen Bermuda becoming subject to income taxes
in the United States or the United Kingdom;
|
|
|
|
loss of key personnel; and
|
|
|
|
increased counterparty risk due to the credit impairment of
financial institutions.
|
In addition, any estimates relating to loss events involve the
exercise of considerable judgment and reflect a combination of
ground-up
evaluations, information available to date from brokers and
cedants, market intelligence, initial tentative loss reports and
other sources. Due to the complexity of factors contributing to
losses and the preliminary nature of the information used to
prepare estimates, there can be no assurance that our ultimate
losses will remain within stated amounts.
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 in this
report. We undertake no obligation to publicly update or review
any forward-looking statement, whether as a result of new
information, future developments or otherwise or disclose any
difference between our actual results and those reflected in
such statements.
If one or more of these or other risks or uncertainties
materialize, or if our underlying assumptions prove to be
incorrect, actual results may vary materially from what we
projected. Any forward-looking statements you read in this
report reflect our current views with respect to future events
and are subject to these and other risks, uncertainties and
assumptions relating to our operations, results of operations,
growth strategy and liquidity. All subsequent written and oral
forward-looking statements attributable to us or individuals
acting on our behalf are expressly qualified in their entirety
by the points made above. You should specifically consider the
factors identified in this report which could cause actual
results to differ before making an investment decision.
66
|
|
Item 3.
|
Quantitative
and Qualitative Disclosures about Market Risk
|
Interest rate risk. Our investment portfolio
consists primarily of fixed income securities. Accordingly, our
primary market risk exposure is to changes in interest rates.
Fluctuations in interest rates have a direct impact on the
market valuation of these securities. As interest rates rise,
the market value of our fixed-income portfolio falls, and the
converse is also true. Our strategy for managing interest rate
risk includes maintaining a high quality portfolio with a
relatively short duration to reduce the effect of interest rate
changes on book value. The Company selectively hedges its
exposure to interest rates by entering into interest rate swaps
with financial institution counterparties in the ordinary course
of its investment activities.
As at June 30, 2010, our fixed income portfolio had an
approximate duration of 3.0 years. The table below depicts
interest rate change scenarios and the effect on our
interest-rate sensitive invested assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Effect of Changes in Interest Rates on Portfolio Given a
Parallel Shift in the Yield Curve
|
|
Movement in Rates in Basis Points
|
|
−100
|
|
|
−50
|
|
|
0
|
|
|
50
|
|
|
100
|
|
|
|
($ in millions, except percentages)
|
|
|
Market value $ in millions
|
|
$
|
6,228.6
|
|
|
$
|
6,153.7
|
|
|
$
|
6,057.9
|
|
|
$
|
5,962.1
|
|
|
$
|
5,866.2
|
|
Gain/(loss) $ in millions
|
|
|
170.7
|
|
|
|
95.8
|
|
|
|
|
|
|
|
(95.8
|
)
|
|
|
(191.7
|
)
|
Percentage of portfolio
|
|
|
2.82
|
%
|
|
|
1.58
|
%
|
|
|
|
%
|
|
|
(1.58
|
)%
|
|
|
(3.16
|
)%
|
Equity risk. We had invested in two funds of
hedge funds where the underlying hedge funds consisted of
diverse strategies and securities. In February 2009, we gave
notice to redeem our remaining investments in funds of hedge
funds with effect on June 30, 2009, which would reduce our
exposure to equity risk. As the notices of redemption have taken
effect, we are no longer exposed to changes in the net asset
value of the funds.
Foreign currency risk. Our reporting currency
is the U.S. Dollar. The functional currencies of our
segments are U.S. Dollars, British Pounds, Euros, Canadian
Dollars, Swiss Francs, Australian Dollars and Singaporean
Dollars. As of June 30, 2010, approximately 83% of our
cash, cash equivalents and investments were held in
U.S. Dollars, approximately 8% were in British Pounds and
approximately 9% were in other currencies. For the six months
ended June 30, 2010, approximately 21% of our gross
premiums were written in currencies other than the
U.S. Dollar and the British Pound and we expect that a
similar proportion will be written in currencies other than the
U.S. Dollar and the British Pound in the remainder of 2010.
Other foreign currency amounts are re-measured to the
appropriate functional currency and the resulting foreign
exchange gains or losses are reflected in the statement of
operations. Functional currency amounts of assets and
liabilities are then translated into U.S. Dollars. The
unrealized gain or loss from this translation, net of tax, is
recorded as part of shareholders equity. The change in
unrealized foreign currency translation gain or loss during the
period, net of tax, is a component of comprehensive income. Both
the re-measurement and translation are calculated using current
exchange rates for the balance sheets and average exchange rates
for the statement of operations. We may experience exchange
losses to the extent our foreign currency exposure is not
hedged, which in turn would adversely affect our results of
operations and financial condition. Management estimates that a
10% change in the exchange rate between British Pounds and
U.S. Dollars as at June 30, 2010, would have impacted
reported net comprehensive income by approximately
$31.6 million for the six months ended June 30, 2010.
We manage our foreign currency risk by seeking to match our
liabilities under insurance and reinsurance policies that are
payable in foreign currencies with investments that are
denominated in these currencies. This may involve the use of
forward exchange contracts from time to time. A forward exchange
contract involves an obligation to purchase or sell a specified
currency at a future date at a price set at the time of the
contract. Foreign currency exchange contracts will not eliminate
fluctuations in the value of our assets and liabilities
denominated in foreign currencies but rather allow us to
establish a rate of exchange for a future point in time. All
realized gains and losses on foreign exchange forward contracts
are recognized in the Statements of Operations. There were no
outstanding foreign currency contracts at June 30, 2010 or
at June 30, 2009.
67
Credit risk. We have exposure to credit risk
primarily as a holder of fixed income securities. Our risk
management strategy and investment policy is to invest in debt
instruments of high credit quality issuers and to limit the
amount of credit exposure with respect to particular ratings
categories, business sectors and any one issuer. As at
June 30, 2010 and December 31, 2009, the average
rating of fixed income securities in our investment portfolio
was AA+.
In addition, we are exposed to the credit risk of our insurance
and reinsurance brokers to whom we make claims payments for our
policyholders, as well as to the credit risk of our reinsurers
and retrocessionaires who assume business from us. Other than
fully collateralized reinsurance the substantial majority of our
reinsurers have a rating of A (Excellent), the third
highest of fifteen rating levels, or better by A.M. Best
and the minimum rating of any of our material reinsurers is
A− (Excellent), the fourth highest of fifteen
rating levels, by A.M. Best.
We have also entered into a credit insurance contract which,
subject to its terms, insures us against losses due to the
inability of one or more of our reinsurance counterparties to
meet their financial obligations to the Company. Payments are
made on a quarterly basis throughout the period of the contract
based on the aggregate limit, which was set initially at
$477 million but is subject to adjustment. The carrying
value of the derivative is the Companys maximum exposure
to loss.
See Note 9 to the unaudited financial statements for the
three months ended June 30, 2010 above.
The table below shows our reinsurance recoverables as of
June 30, 2010 and December 31, 2009, and our
reinsurers ratings.
|
|
|
|
|
|
|
|
|
|
|
As at
|
|
|
As at
|
|
A.M. Best
|
|
June 30, 2010
|
|
|
December 31, 2009
|
|
|
|
($ in millions)
|
|
|
($ in millions)
|
|
|
A++
|
|
$
|
12.7
|
|
|
$
|
13.2
|
|
A+
|
|
|
59.7
|
|
|
|
57.0
|
|
A
|
|
|
151.5
|
|
|
|
226.2
|
|
A−
|
|
|
16.4
|
|
|
|
21.3
|
|
Fully collateralized
|
|
|
|
|
|
|
0.5
|
|
Not rated
|
|
|
7.3
|
|
|
|
3.3
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
247.6
|
|
|
$
|
321.5
|
|
|
|
|
|
|
|
|
|
|
68
|
|
Item 4.
|
Controls
and Procedures
|
Evaluation
of Disclosure Controls and Procedures
The Company, under the supervision and with the participation of
the Companys management, including the Companys
Chief Executive Officer and Chief Financial Officer, has
evaluated the design and operation of the Companys
disclosure controls and procedures as of the end of the period
of this report. Our management does not expect that our
disclosure controls or our internal controls will prevent all
errors and all fraud. A control system, no matter how well
conceived and operated, can provide only reasonable, not
absolute, assurance that the objectives of the control system
are met. Further, the design of a control system must reflect
the fact that there are resource constraints, and the benefits
of controls must be considered relative to their costs. As a
result of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all
control issues and instances of fraud, if any, within the
Company have been detected. These inherent limitations include
the realities that judgments in decision-making can be faulty,
and that breakdowns can occur because of simple error or
mistake. Additionally, controls can be circumvented by the
individual acts of some persons or by collusion of two or more
people. The design of any system of controls also is based in
part upon certain assumptions about the likelihood of future
events, and there can be no assurance that any design will
succeed in achieving its stated goals under all potential future
conditions; over time, controls may become inadequate because of
changes in conditions, or the degree of compliance with the
policies or procedures may deteriorate. As a result of the
inherent limitations in a cost-effective control system,
misstatement due to error or fraud may occur and not be
detected. Accordingly, our disclosure controls and procedures
are designed to provide reasonable, not absolute, assurance that
the disclosure requirements are met. Based on the evaluation of
the disclosure controls and procedures, the Chief Executive
Officer and Chief Financial Officer have concluded that the
Companys disclosure controls and procedures were effective
in ensuring that information required to be disclosed in the
reports filed or submitted to the Commission under the Exchange
Act by the Company is recorded, processed, summarized and
reported in a timely fashion, and is accumulated and
communicated to management, including the Companys Chief
Executive Officer and Chief Financial Officer, to allow timely
decisions regarding required disclosure.
Changes
in Internal Control over Financial Reporting
The Companys management has performed an evaluation, with
the participation of the Companys Chief Executive Officer
and the Companys Chief Financial Officer, of changes in
the Companys internal control over financial reporting
that occurred during the quarter ended June 30, 2010. Based
upon that evaluation, the Companys management is not aware
of any change in its internal control over financial reporting
that occurred during the quarter ended June 30, 2010 that
has materially affected, or is reasonably likely to materially
affect, the Companys internal control over financial
reporting.
69
PART II
OTHER
INFORMATION
|
|
Item 1.
|
Legal
Proceedings
|
In common with the rest of the insurance and reinsurance
industry, we are subject to litigation and arbitration in the
ordinary course of our business. Such legal proceedings can
arise from our underwriting or general business activities. The
latter would include commercial contractual disputes or
employment matters. Our Insurance Subsidiaries are regularly
engaged in the investigation, conduct and defense of disputes,
or potential disputes, resulting from questions of insurance or
reinsurance coverage or claims activities. Pursuant to our
insurance and reinsurance arrangements, many of these disputes
are resolved by arbitration or other forms of alternative
dispute resolution. In some jurisdictions, noticeably the U.S.,
a failure to deal with such disputes or potential disputes in an
appropriate manner could result in an award of bad
faith punitive damages against our Insurance Subsidiaries.
While any legal or arbitration proceedings contain an element of
uncertainty, we do not believe that the eventual outcome of any
specific litigation, arbitration or alternative dispute
resolution proceedings to which we are currently a party will
have a material adverse effect on the financial condition of our
business as a whole.
We are not currently involved in any material pending litigation
or arbitration proceedings.
There have been no significant changes in the Companys
risk factors as discussed in the Companys Annual Report on
Form 10-K
for the year ended December 31, 2009. However, also please
refer to the Cautionary Statement Regarding
Forward-Looking Statements provided elsewhere in this
report.
|
|
Item 2.
|
Unregistered
Sales of Equity Securities and Use of Proceeds
|
In connection with the options held by the Names Trustee
as described further in Note 12 to our financial
statements, the Names Trustee may exercise the options on
a monthly basis. The options were exercised on a cashless basis
at the exercise price as described in Note 11 to our
unaudited condensed consolidated financial statements. As a
result, we issued the following unregistered shares to the
Names Trustee and its beneficiaries as described below.
|
|
|
|
|
|
|
Number of
|
Date Issued
|
|
Shares Issued
|
|
May 17, 2010
|
|
|
2,258
|
|
June 18, 2010
|
|
|
1,937
|
|
None of the transactions involved any underwriters, underwriting
discounts or commissions, or any public offering and we believe
that each transaction, if deemed to be a sale of a security, was
exempt from the registration requirements of the Securities Act
by virtue of Section 4(2) thereof or Regulation S for
offerings of securities outside the United States. Such
securities were restricted as to transfers and appropriate
legends were affixed to the share certificates and instruments
in such transactions.
Additionally, on June 23, 2010, an agreement was signed to
repurchase 10,835 shares from the Names Trustee. The
shares were repurchased on July 7, 2010 and subsequently
cancelled.
|
|
Item 3.
|
Defaults
Upon Senior Securities
|
None.
70
|
|
Item 5.
|
Other
Information
|
None.
(a) The following sets forth those exhibits filed pursuant
to Item 601 of
Regulation S-K:
|
|
|
|
|
Exhibit
|
|
|
Number
|
|
Description
|
|
|
31
|
.1
|
|
Officer Certification of Christopher OKane, Chief
Executive Officer of Aspen Insurance Holdings Limited, as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002, filed with this report.
|
|
31
|
.2
|
|
Officer Certification of Richard Houghton, Chief Financial
Officer of Aspen Insurance Holdings Limited, as adopted pursuant
to Section 302 of the Sarbanes-Oxley Act of 2002, filed
with this report.
|
|
32
|
.1
|
|
Officer Certification of Christopher OKane, Chief
Executive Officer of Aspen Insurance Holdings Limited, and
Richard Houghton, Chief Financial Officer of Aspen Insurance
Holdings Limited, pursuant to 18 U.S.C. Section 1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, submitted with this report.
|
71
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
ASPEN INSURANCE HOLDINGS LIMITED
(Registrant)
Date: August 6, 2010
|
|
|
|
By:
|
/s/ Christopher
OKane
|
Christopher OKane
Chief Executive Officer
Date: August 6, 2010
Richard Houghton
Chief Financial Officer
72