Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-Q


x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended SeptemberJune 30, 2017

2020

or

o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _______ to

_______


Commission file number: 001-10898


The Travelers Companies, Inc.

(Exact name of registrant as specified in its charter)

 ____________________________________________________________________

Minnesota

41-0518860

Minnesota

41-0518860
(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

485 Lexington Avenue

New York, NY 10017

(Address of principal executive offices) (Zip Code)

(917) 778-6000

(Registrant’s telephone number, including area code)



Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, without par valueTRVNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.        Yes xý    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 xý    No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Act.

Large accelerated filer

x

ý

Accelerated filer

o

Non-accelerated filer

o

Smaller reporting company

o

(Do not check if a smaller reporting company)

Emerging growth company

o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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

ý

The number of shares of the Registrant’s Common Stock, without par value, outstanding at October 16, 2017July 20, 2020 was 273,695,876.

253,191,174.





Table of Contents



The Travelers Companies, Inc.

Quarterly Report on Form 10-Q

For Quarterly Period Ended SeptemberJune 30, 2017

2020


TABLE OF CONTENTS

Page

Page

Item 1.

Consolidated Statement of Income (Loss) (Unaudited) — Three Months and NineSix Months Ended Septemberended June 30, 20172020 and 2016

2019

Consolidated Statement of Comprehensive Income (Unaudited) — Three Months and NineSix Months Ended SeptemberJune 30, 20172020 and 2016

2019

Consolidated Balance Sheet — SeptemberJune 30, 20172020 (Unaudited) and December 31, 2016

2019

Consolidated Statement of Changes in Shareholders’ Equity (Unaudited) — NineThree Months and Six Months Ended SeptemberJune 30, 20172020 and 2016

2019

Consolidated Statement of Cash Flows (Unaudited) — NineSix Months Ended SeptemberJune 30, 20172020 and 2016

2019

Item 2.

42

Item 3.

75

Item 4.

75

Item 1.

76

Item 1A.

76

Item 2.

76

Item 5.

76

Item 6.

77

78


2


PART 1 — FINANCIAL INFORMATION

Item 1.  FINANCIAL STATEMENTS

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF INCOME (LOSS) (Unaudited)

(in millions, except per share amounts)

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Premiums

 

$

6,523

 

$

6,209

 

$

19,057

 

$

18,257

 

Net investment income

 

588

 

582

 

1,796

 

1,675

 

Fee income

 

113

 

116

 

342

 

352

 

Net realized investment gains (1)

 

61

 

23

 

146

 

33

 

Other revenues

 

40

 

31

 

110

 

115

 

Total revenues

 

7,325

 

6,961

 

21,451

 

20,432

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

4,806

 

3,856

 

13,125

 

11,330

 

Amortization of deferred acquisition costs

 

1,059

 

1,012

 

3,094

 

2,972

 

General and administrative expenses

 

1,045

 

1,057

 

3,086

 

3,106

 

Interest expense

 

95

 

89

 

276

 

273

 

Total claims and expenses

 

7,005

 

6,014

 

19,581

 

17,681

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

320

 

947

 

1,870

 

2,751

 

Income tax expense

 

27

 

231

 

365

 

680

 

Net income

 

$

293

 

$

716

 

$

1,505

 

$

2,071

 

 

 

 

 

 

 

 

 

 

 

Net income per share

 

 

 

 

 

 

 

 

 

Basic

 

$

1.06

 

$

2.48

 

$

5.39

 

$

7.09

 

Diluted

 

$

1.05

 

$

2.45

 

$

5.34

 

$

7.00

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

274.1

 

286.0

 

277.1

 

290.0

 

Diluted

 

276.6

 

289.8

 

279.6

 

293.6

 

Cash dividends declared per common share

 

$

0.72

 

$

0.67

 

$

2.11

 

$

1.95

 


(1)         Total other-than-temporary impairment (OTTI) losses were $(5) million and $(4) million for the three months ended September 30, 2017 and 2016, respectively, and $(11) million and $(36) million for the nine months ended September 30, 2017 and 2016, respectively.  Of total OTTI, credit losses of $(5) million and $(4) million for the three months ended September 30, 2017 and 2016, respectively, and $(12) million and $(26) million for the nine months ended September 30, 2017 and 2016, respectively, were recognized in net realized investment gains.  In addition, unrealized gains (losses) from other changes in total OTTI of $0 million for each of the three months ended September 30, 2017 and 2016, and $1 million and $(10) million for the nine months ended September 30, 2017 and 2016, respectively, were recognized in other comprehensive income (loss) as part of changes in net unrealized gains on investment securities having credit losses recognized in the consolidated statement of income.

Three Months Ended
June 30,
Six Months Ended
June 30,
2020201920202019
Revenues
Premiums$6,955  $6,988  $14,184  $13,843  
Net investment income268  648  879  1,230  
Fee income114  116  222  225  
Net realized investment gains (losses)13  25  (85) 78  
Other revenues51  57  109  129  
Total revenues7,401  7,834  15,309  15,505  
Claims and expenses
Claims and claim adjustment expenses5,107  4,821  9,896  9,263  
Amortization of deferred acquisition costs1,173  1,134  2,351  2,251  
General and administrative expenses1,121  1,125  2,258  2,182  
Interest expense85  89  169  177  
Total claims and expenses7,486  7,169  14,674  13,873  
Income (loss) before income taxes(85) 665  635  1,632  
Income tax expense (benefit)(45) 108  75  279  
Net income (loss)$(40) $557  $560  $1,353  
Net income (loss) per share
Basic$(0.16) $2.11  $2.19  $5.12  
Diluted$(0.16) $2.10  $2.19  $5.08  
Weighted average number of common shares outstanding
Basic251.6  261.3  253.6  262.1  
Diluted251.6  263.7  254.7  264.2  
Cash dividends declared per common share$0.85  $0.82  $1.67  $1.59  










The accompanying notes are an integral part of the consolidated financial statements.

3


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

(in millions)

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

 

 

2017

 

2016

 

2017

 

2016

 

 

 

 

��

 

 

 

 

 

 

Net income

 

$

293

 

$

716

 

$

1,505

 

$

2,071

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

(42

)

(455

)

429

 

1,138

 

Having credit losses recognized in the consolidated statement of income

 

2

 

6

 

4

 

23

 

Net changes in benefit plan assets and obligations

 

(9

)

16

 

25

 

50

 

Net changes in unrealized foreign currency translation

 

113

 

(31

)

202

 

37

 

Other comprehensive income (loss) before income taxes

 

64

 

(464

)

660

 

1,248

 

Income tax expense (benefit)

 

5

 

(159

)

190

 

431

 

Other comprehensive income (loss), net of taxes

 

59

 

(305

)

470

 

817

 

Comprehensive income

 

$

352

 

$

411

 

$

1,975

 

$

2,888

 

Three Months Ended
June 30,
Six Months Ended
June 30,
2020201920202019
Net income (loss)$(40) $557  $560  $1,353  
Other comprehensive income
Changes in net unrealized gains on investment securities:
Having no credit losses recognized in the consolidated statement of income (loss)2,359  1,108  1,784  2,524  
Having credit losses recognized in the consolidated statement of income (loss) (4) (3)  
Net changes in benefit plan assets and obligations21  14  44  26  
Net changes in unrealized foreign currency translation52   (216) 55  
Other comprehensive income before income taxes2,435  1,123  1,609  2,606  
Income tax expense504  235  367  541  
Other comprehensive income, net of taxes1,931  888  1,242  2,065  
Comprehensive income$1,891  $1,445  $1,802  $3,418  


































The accompanying notes are an integral part of the consolidated financial statements.

4


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEET

(in millions)

 

 

September 30,
2017

 

December 31,
2016

 

 

 

(Unaudited)

 

 

 

Assets

 

 

 

 

 

Fixed maturities, available for sale, at fair value (amortized cost $60,727 and $59,650)

 

$

62,157

 

$

60,515

 

Equity securities, available for sale, at fair value (cost $509 and $504)

 

601

 

732

 

Real estate investments

 

923

 

928

 

Short-term securities

 

5,859

 

4,865

 

Other investments

 

3,552

 

3,448

 

Total investments

 

73,092

 

70,488

 

 

 

 

 

 

 

Cash

 

379

 

307

 

Investment income accrued

 

568

 

630

 

Premiums receivable

 

7,267

 

6,722

 

Reinsurance recoverables

 

8,345

 

8,287

 

Ceded unearned premiums

 

688

 

589

 

Deferred acquisition costs

 

2,077

 

1,923

 

Deferred taxes

 

243

 

465

 

Contractholder receivables

 

4,757

 

4,609

 

Goodwill

 

3,946

 

3,580

 

Other intangible assets

 

345

 

268

 

Other assets

 

2,604

 

2,377

 

Total assets

 

$

104,311

 

$

100,245

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

49,750

 

$

47,949

 

Unearned premium reserves

 

13,247

 

12,329

 

Contractholder payables

 

4,757

 

4,609

 

Payables for reinsurance premiums

 

423

 

273

 

Debt

 

6,921

 

6,437

 

Other liabilities

 

5,475

 

5,427

 

Total liabilities

 

80,573

 

77,024

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Common stock (1,750.0 shares authorized; 273.8 and 279.6 shares issued, 273.7 and 279.6 shares outstanding)

 

22,836

 

22,614

 

Retained earnings

 

33,110

 

32,196

 

Accumulated other comprehensive loss

 

(285

)

(755

)

Treasury stock, at cost (498.3 and 489.5 shares)

 

(31,923

)

(30,834

)

Total shareholders’ equity

 

23,738

 

23,221

 

Total liabilities and shareholders’ equity

 

$

104,311

 

$

100,245

 

June 30,
2020
December 31,
2019
(Unaudited)
Assets
Fixed maturities, available for sale, at fair value (amortized cost $65,430 and $65,281; allowance for expected credit losses of $8 at June 30, 2020)$70,054  $68,134  
Equity securities, at fair value (cost $378 and $376)
390  425  
Real estate investments962  963  
Short-term securities6,087  4,943  
Other investments3,108  3,419  
Total investments80,601  77,884  
Cash623  494  
Investment income accrued596  618  
Premiums receivable (net of allowance for expected credit losses of $94 at June 30, 2020)8,459  7,909  
Reinsurance recoverables (net of allowance for estimated uncollectible reinsurance of $156 at June 30, 2020)8,093  8,235  
Ceded unearned premiums945  689  
Deferred acquisition costs2,367  2,273  
Contractholder receivables (net of allowance for expected credit losses of $22 at June 30, 2020)4,314  4,599  
Goodwill3,925  3,961  
Other intangible assets319  330  
Other assets3,095  3,130  
Total assets$113,337  $110,122  
Liabilities  
Claims and claim adjustment expense reserves$53,109  $51,849  
Unearned premium reserves15,198  14,604  
Contractholder payables4,336  4,619  
Payables for reinsurance premiums567  363  
Deferred taxes409  137  
Debt7,049  6,558  
Other liabilities5,726  6,049  
Total liabilities86,394  84,179  
Shareholders’ equity  
Common stock (1,750.0 shares authorized; 253.2 and 255.5 shares issued and outstanding)23,606  23,469  
Retained earnings37,069  36,977  
Accumulated other comprehensive income1,882  640  
Treasury stock, at cost (525.9 and 522.1 shares)(35,614) (35,143) 
Total shareholders’ equity26,943  25,943  
Total liabilities and shareholders’ equity$113,337  $110,122  





The accompanying notes are an integral part of the consolidated financial statements.

5


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)

(in millions)

For the nine months ended September 30,

 

2017

 

2016

 

Common stock

 

 

 

 

 

Balance, beginning of year

 

$

22,614

 

$

22,172

 

Employee share-based compensation

 

118

 

123

 

Compensation amortization under share-based plans and other changes

 

104

 

124

 

Balance, end of period

 

22,836

 

22,419

 

 

 

 

 

 

 

Retained earnings

 

 

 

 

 

Balance, beginning of year

 

32,196

 

29,945

 

Net income

 

1,505

 

2,071

 

Dividends

 

(591

)

(571

)

Other

 

 

(2

)

Balance, end of period

 

33,110

 

31,443

 

 

 

 

 

 

 

Accumulated other comprehensive income (loss), net of tax

 

 

 

 

 

Balance, beginning of year

 

(755

)

(157

)

Other comprehensive income

 

470

 

817

 

Balance, end of period

 

(285

)

660

 

 

 

 

 

 

 

Treasury stock (at cost)

 

 

 

 

 

Balance, beginning of year

 

(30,834

)

(28,362

)

Treasury stock acquired — share repurchase authorization

 

(1,028

)

(1,650

)

Net shares acquired related to employee share-based compensation plans

 

(61

)

(71

)

Balance, end of period

 

(31,923

)

(30,083

)

Total shareholders’ equity

 

$

23,738

 

$

24,439

 

 

 

 

 

 

 

Common shares outstanding

 

 

 

 

 

Balance, beginning of year

 

279.6

 

295.9

 

Treasury stock acquired — share repurchase authorization

 

(8.3

)

(14.7

)

Net shares issued under employee share-based compensation plans

 

2.4

 

2.9

 

Balance, end of period

 

273.7

 

284.1

 

Three Months Ended
June 30,
Six Months Ended
June 30,
2020201920202019
Common stock    
Balance, beginning of period$23,542  $23,243  $23,469  $23,144  
Employee share-based compensation29  91  56  145  
Compensation amortization under share-based plans and other changes35  38  81  83  
Balance, end of period23,606  23,372  23,606  23,372  
Retained earnings    
Balance, beginning of period37,325  35,795  36,977  35,204  
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2020—  —  (43) —  
Net income (loss)(40) 557  560  1,353  
Dividends(218) (217) (428) (421) 
Other —   (1) 
Balance, end of period37,069  36,135  37,069  36,135  
Accumulated other comprehensive income (loss), net of tax    
Balance, beginning of period(49) (682) 640  (1,859) 
Other comprehensive income1,931  888  1,242  2,065  
Balance, end of period1,882  206  1,882  206  
Treasury stock, at cost    
Balance, beginning of period(35,614) (34,016) (35,143) (33,595) 
Treasury stock acquired — share repurchase authorization—  (375) (425) (750) 
Net shares acquired related to employee share-based compensation plans—  (1) (46) (47) 
Balance, end of period(35,614) (34,392) (35,614) (34,392) 
Total shareholders’ equity$26,943  $25,321  $26,943  $25,321  
Common shares outstanding    
Balance, beginning of period252.8  261.9  255.5  263.6  
Treasury stock acquired — share repurchase authorization—  (2.6) (3.5) (5.5) 
Net shares issued under employee share-based compensation plans0.4  1.0  1.2  2.2  
Balance, end of period253.2  260.3  253.2  260.3  











The accompanying notes are an integral part of the consolidated financial statements.

6


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited)

(in millions)

For the nine months ended September 30,

 

2017

 

2016

 

Cash flows from operating activities

 

 

 

 

 

Net income

 

$

1,505

 

$

2,071

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Net realized investment gains

 

(146

)

(33

)

Depreciation and amortization

 

611

 

624

 

Deferred federal income tax expense

 

88

 

29

 

Amortization of deferred acquisition costs

 

3,094

 

2,972

 

Equity in income from other investments

 

(300

)

(114

)

Premiums receivable

 

(517

)

(340

)

Reinsurance recoverables

 

(19

)

248

 

Deferred acquisition costs

 

(3,237

)

(3,096

)

Claims and claim adjustment expense reserves

 

1,561

 

(139

)

Unearned premium reserves

 

852

 

725

 

Other

 

(268

)

116

 

Net cash provided by operating activities

 

3,224

 

3,063

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Proceeds from maturities of fixed maturities

 

6,581

 

6,648

 

Proceeds from sales of investments:

 

 

 

 

 

Fixed maturities

 

860

 

865

 

Equity securities

 

340

 

71

 

Real estate investments

 

23

 

69

 

Other investments

 

603

 

569

 

Purchases of investments:

 

 

 

 

 

Fixed maturities

 

(8,403

)

(9,004

)

Equity securities

 

(193

)

(36

)

Real estate investments

 

(40

)

(30

)

Other investments

 

(392

)

(422

)

Net purchases of short-term securities

 

(990

)

(135

)

Securities transactions in course of settlement

 

122

 

511

 

Acquisition, net of cash acquired

 

(439

)

 

Other

 

(187

)

(240

)

Net cash used in investing activities

 

(2,115

)

(1,134

)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Treasury stock acquired — share repurchase authorization

 

(1,028

)

(1,650

)

Treasury stock acquired — net employee share-based compensation

 

(61

)

(71

)

Dividends paid to shareholders

 

(589

)

(569

)

Payment of debt

 

(207

)

(400

)

Issuance of debt

 

689

 

491

 

Issuance of common stock — employee share options

 

148

 

164

 

Net cash used in financing activities

 

(1,048

)

(2,035

)

Effect of exchange rate changes on cash

 

11

 

(5

)

Net increase (decrease) in cash

 

72

 

(111

)

Cash at beginning of year

 

307

 

380

 

Cash at end of period

 

$

379

 

$

269

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information

 

 

 

 

 

Income taxes paid

 

$

467

 

$

648

 

Interest paid

 

$

217

 

$

223

 

Six Months Ended June 30,
20202019
Cash flows from operating activities  
Net income$560  $1,353  
Adjustments to reconcile net income to net cash provided by operating activities:  
Net realized investment (gains) losses85  (78) 
Depreciation and amortization391  401  
Deferred federal income tax expense (benefit)(71) 10  
Amortization of deferred acquisition costs2,351  2,251  
Equity in (income) loss from other investments186  (132) 
Premiums receivable(571) (779) 
Reinsurance recoverables60  151  
Deferred acquisition costs(2,453) (2,408) 
Claims and claim adjustment expense reserves1,455  329  
Unearned premium reserves643  958  
Other(344) (264) 
Net cash provided by operating activities2,292  1,792  
Cash flows from investing activities  
Proceeds from maturities of fixed maturities3,071  3,038  
Proceeds from sales of investments:  
Fixed maturities1,220  1,495  
Equity securities54  71  
Other investments139  240  
Purchases of investments:  
Fixed maturities(4,790) (5,708) 
Equity securities(59) (41) 
Real estate investments(24) (85) 
Other investments(228) (262) 
Net sales (purchases) of short-term securities(1,147) 497  
Securities transactions in course of settlement94  223  
Other(144) (169) 
Net cash used in investing activities(1,814) (701) 
Cash flows from financing activities  
Treasury stock acquired — share repurchase authorization(425) (750) 
Treasury stock acquired — net employee share-based compensation(46) (47) 
Dividends paid to shareholders(426) (419) 
Payment of debt—  (500) 
Issuance of debt490  492  
Issuance of common stock — employee share options65  174  
Net cash used in financing activities(342) (1,050) 
Effect of exchange rate changes on cash(7)  
Net increase in cash129  43  
Cash at beginning of year494  373  
Cash at end of period$623  $416  
Supplemental disclosure of cash flow information  
Income taxes paid$17  $325  
Interest paid$166  $171  




The accompanying notes are an integral part of the consolidated financial statements.

7

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)


1.BASIS OF PRESENTATION AND ACCOUNTING POLICIES

Basis of Presentation

The interim consolidated financial statements include the accounts of The Travelers Companies, Inc. (together with its subsidiaries, the Company). These financial statements are prepared in conformity with U.S. generally accepted accounting principles (GAAP) and are unaudited.  In the opinion of the Company’s management, all adjustments necessary for a fair presentation have been reflected.  Certain financial information that is normally included in annual financial statements prepared in accordance with GAAP, but that is not required for interim reporting purposes, has been omitted.  All material intercompany transactions and balances have been eliminated.  The accompanying interim consolidated financial statements and related notes should be read in conjunction with the Company’s consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the year ended December 31, 20162019 (the Company’s 20162019 Annual Report) as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.  The Form 8-K was filed to reclassify certain of the Company’s historical segment information to conform the presentation of such segment information to the manner in which the Company’s businesses have been managed beginning April 1, 2017 (as described in more detail below) and reflect the revised names and descriptions of certain businesses comprising these segments and other related changes.

.

The preparation of the interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the interim consolidated financial statements and the reported amounts of revenues and claims and expenses during the reporting period.  Actual results could differ from those estimates.

On August 4, 2017, Certain reclassifications have been made to the Company completed its previously announced acquisition2019 financial statements to conform to the 2020 presentation.


Adoption of all issuedAccounting Standards

Registered Debt Offerings that Include Credit Enhancements from an Affiliate

In March 2020, the Securities and outstanding shares of Simply Business Holdings LTD (Simply Business), a leading provider of small business insurance policies inExchange Commission (SEC) adopted amendments to the United Kingdom, for a purchase price of approximately $464 million, which included the repayment of debt and other obligations of Simply Business.  In addition, the Company issued 95,953 shares of restricted common stock valued at approximately $12 millionfinancial disclosure requirements related to certain employees of Simply Business who were equity holders of Simply Business.  Subjectdebt securities, including registered debt securities issued by a wholly-owned, operating subsidiary that are fully and unconditionally guaranteed by the parent company. Prior to the satisfactionamendments, a parent guarantor was required to provide condensed consolidating financial information for so long as the guaranteed securities were outstanding, regardless of certain conditions, 50%whether the subsidiary issuer could have suspended its public reporting obligations under the applicable SEC requirements with respect to the securities. In accordance with the amended requirements, a parent guarantor may cease providing the condensed consolidating financial information if the corresponding subsidiary issuer’s public reporting obligation is suspended. The amendments to the financial disclosure requirements are effective on January 4, 2021; however, the SEC permits voluntary compliance in advance of the restricted stock will vest two years from the issuance date and the remainder will vest three years from the issuanceeffective date.  The Company used a portionelected to apply the amended requirements beginning with the quarter ended March 31, 2020, and is no longer providing condensed consolidating financial information that resulted from the registered debt obligations of its subsidiaries, Travelers Property Casualty Corp. and Travelers Insurance Group Holdings Inc., that were disclosed in note 8 of the net proceeds fromfinancial statements in the issuanceCompany’s 2019 Annual Report.

Financial Instruments - Credit Losses: Measurement of senior notes in May 2017 (described in more detail in note 8) and internal resources to fund this transaction.

Adoption of Accounting Standards

Investments — Equity Method and Joint Ventures:  Simplifying the Transition to the Equity Method of Accounting

Credit Losses on Financial Instruments


In MarchJune 2016, the Financial Accounting Standards Board (FASB) issued updated guidance that eliminates the requirement to retroactively apply the equity method of accounting when an investment that was previously accounted for using another method of accounting becomes qualified to apply the equity method due to an increase in the level of ownership interest or degree of influence.  If the investment was previously accounted for as an available-for-sale security, any related unrealized gain or loss in accumulated other comprehensive income at the date the investment becomes qualified for the equity method is recognized through earnings.accounting for credit losses for financial instruments. The updated guidance was effectiveapplies a new credit loss model (current expected credit losses or CECL) for reporting periods beginning after December 15, 2016,determining credit-related impairments for financial instruments measured at amortized cost (including reinsurance recoverables and was applied prospectively.structured settlements that are recorded as part of reinsurance recoverables) and requires an entity to estimate the credit losses expected over the life of an exposure or pool of exposures. The adoptionestimate of this guidance did not have a material effectexpected credit losses should consider historical information, current information, as well as reasonable and supportable forecasts, including estimates of prepayments. The expected credit losses, and subsequent adjustments to such losses, are recorded through an allowance account that is deducted from the amortized cost basis of the financial asset, with the net carrying value of the financial asset presented on the Company’s results of operations, financial position or liquidity.

Derivatives and Hedging:  Contingent Put and Call Options in Debt Instruments

In March 2016,consolidated balance sheet at the FASB issued updated guidance clarifying that when a call (put) option in a debt instrument can accelerate the repayment of principal on the debt instrument, a reporting entity does not needamount expected to assess whether the contingent event that triggers the ability to exercise the call (put) option is related to interest rates or credit risk in determining whether the option should be accounted for separately.  collected.


The updated guidance was effectivealso amends the previous other-than-temporary impairment model for reporting periods beginning after December 15, 2016. The adoptionavailable-for-sale debt securities by requiring the recognition of this guidance did not haveimpairments relating to credit losses through an allowance account and limits the amount of credit loss to the difference between a material effect onsecurity’s amortized cost basis and its fair value. In addition, the Company’s resultslength of operations, financialtime a security has been in an unrealized loss position or liquidity.

will no longer impact the determination of whether a credit loss exists.


8

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

1.BASIS OF PRESENTATION AND ACCOUNTING POLICIES, Continued

Compensation — Retirement Benefits: Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost

In March 2017, the FASB issued updated guidance to improve the presentation of net periodic pension cost and net periodic post retirement cost (net benefit costs). Net benefit costs comprise several components that reflect different aspects of an employer’s financial arrangements as well as the cost of benefits provided to employees.  The update requires that the employer service cost component be reported in the same lines as other employee compensation cost and that the other components (non-service costs) be presented separately from the service cost and outside of a subtotal of income from operations if one is presented.  The update also allows only the service cost component to be eligible for capitalization in assets when applicable.

The updated guidance is effective for reporting periods beginning after December 15, 2017. The update is to be applied retrospectively with respect to the presentation of service cost and non-service cost and prospectively with respect to applying the service cost only eligible for capitalization in assets guidance. Early adoption is permitted as of the first interim period of an annual period if an entity issues interim financial statements.


The Company adopted the updated guidance effectivefor the quarter ended March 31, 2020. For available-for-sale debt securities, the updated guidance was applied prospectively. For financial instruments measured at amortized cost, the updated guidance was applied by a cumulative effect adjustment to the opening balance of retained earnings as of January 1, 2017. See note 12 which has been expanded to disclose2020, the amountbeginning of service cost and non-service cost componentsthe period of net periodic benefit cost and the line itemsadoption. The adoption of this guidance resulted in the consolidated statementrecognition of income in which such amountsan after-tax cumulative effect adjustment of $43 million to reflect the impact of recognizing expected credit losses, as compared to incurred credit losses recognized under the previous guidance. This adjustment is primarily associated with structured settlements that are reported.recorded as part of reinsurance recoverables. The updated guidance with respect to only service costs being eligiblecumulative effect adjustment decreased retained earnings as of January 1, 2020 and increased the allowance for capitalization in assets was not applicable.

estimated uncollectible reinsurance.


For additional information regarding accounting standards that the Company adopted during the yearsperiods presented, see the “Adoption of Accounting Standards section of note 1 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

Compensation — Stock Compensation: Scope of Modification Accounting

In May 2017, the FASB issued updated guidance related to a change to the terms or conditions (modification) of a share-based payment award.  The updated guidance provides that an entity should account for the effects of a modification unless the fair value and vesting conditions of the modified award and the classification of the modified award (equity or liability instrument) are the same as the original award immediately before the modification.

The updated guidance is effective for the quarter ending March 31, 2018.  The update is to be applied prospectively to an award modified on or after the adoption date. Early adoption is permitted in any interim periods for which financial statements have not yet been made available for issuance.

The Company adopted the updated guidance effective April 1, 2017. The adoption did not have an effect on the Company’s results of operations, financial position or liquidity.

Report.


Accounting Standards Not Yet Adopted

For information regarding accounting standards that the Company has not yet adopted, see the “Other Accounting Standards Not Yet AdoptedAdopted” section of note 1 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report Report.

Accounting Policies

The following accounting policies have been updated to reflect the Company's adoption of Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments as updateddescribed above.

Investment Impairments

The Company conducts a periodic review to identify and evaluate invested assets that may have credit impairments.

Credit Impairments of Fixed Maturity Investments

Some of the factors considered in assessing impairment of fixed maturity investments due to credit-related factors include: (1) the extent to which the fair value has been less than amortized cost; (2) the financial condition, near-term and long-term prospects for the issuer, including the relevant industry conditions and trends, and implications of rating agency actions and offering prices; (3) the likelihood of the recoverability of principal and interest; and (4) whether it is more likely than not that the Company will be required to sell the investment prior to an anticipated recovery in value.

Beginning on January 1, 2020, credit losses are recognized through an allowance account. See note 1 - Adoption of Accounting Standards - Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments for additional information.

For fixed maturity investments that the Company does not intend to sell or for which it is more likely than not that the Company would not be required to sell before an anticipated recovery in value, the Company separates the credit loss component of the impairment from the amount related to all other factors and reports the credit loss component in net realized investment gains (losses).  The impairment related to all other factors (non-credit factors) is reported in other comprehensive income. The allowance is adjusted for any additional credit losses and subsequent recoveries. Upon recognizing a credit loss, the cost basis is not adjusted.

For fixed maturity investments where the Company records a credit loss, a determination is made as to the cause of the impairment and whether the Company expects a recovery in the value.  For fixed maturity investments where the Company expects a recovery in value, the constant effective yield method is utilized, and the investment is amortized to par.

For fixed maturity investments the Company intends to sell or for which it is more likely than not that the Company will be required to sell before an anticipated recovery in value, the full amount of the impairment is included in net realized investment gains (losses). The new cost basis of the investment is the previous amortized cost basis less the impairment recognized in net realized investment gains (losses).  The new cost basis is not adjusted for any subsequent recoveries in fair value.

9

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES, Continued

The Company reports investment income accrued separately from fixed maturity investments, available for sale, and has elected not to measure an allowance for credit losses for investment income accrued. Investment income accrued is written off through net realized investment gains (losses) at the time the issuer of the bond defaults or is expected to default on payments.

Uncollectible available-for-sale debt securities are written-off when the Company determines that no additional payments of principle or interest will be received.

Reinsurance Recoverables

Amounts recoverable from reinsurers are estimated in a manner consistent with the associated claim liability. Included in reinsurance recoverables are amounts related to certain structured settlements. The Company reports its reinsurance recoverables net of an allowance for estimated uncollectible reinsurance. The allowance is based upon the Company’s ongoing review of amounts outstanding, length of collection periods, changes in reinsurer credit standing, disputes, applicable coverage defenses and other relevant factors.  For structured settlements, the allowance is also based upon the Company’s ongoing review of life insurers’ creditworthiness and estimated amounts of coverage that would be available from state guaranty funds if a life insurer defaults. A probability-of-default methodology which reflects current and forecasted economic conditions is used to estimate the amount of uncollectible reinsurance due to credit-related factors and the estimate is reported in an allowance for estimated uncollectible reinsurance. The allowance also includes estimated uncollectible amounts related to dispute risk with reinsurers.  Amounts deemed to be uncollectible, including amounts due from known insolvent reinsurers, are written off against the allowance. Changes in the allowance, as well as any subsequent collections of amounts previously written off, are reported as part of claims and claim adjustment expenses.  The Company evaluates and monitors the financial condition of its reinsurers under voluntary reinsurance arrangements to minimize its exposure to significant losses from reinsurer insolvencies.

Contractholder Receivables and Payables

Under certain workers’ compensation insurance contracts with deductible features, the Company is obligated to pay the claimant for the full amount of the claim. The Company is subsequently reimbursed by the policyholder for the deductible amount. These amounts are included on a gross basis in the consolidated balance sheet in both contractholder payables and contractholder receivables. Contractholder receivables are reported net of an allowance for expected credit losses. The allowance is based upon the Company’s ongoing review of amounts outstanding, changes in policyholder credit standing, and other relevant factors.  A probability-of-default methodology which reflects current and forecasted economic conditions is used to estimate the allowance for expected credit losses.

Premiums and Unearned Premium Reserves

Premiums are recognized as revenues pro rata over the policy period. Unearned premium reserves represent the unexpired portion of policy premiums. Accrued retrospective premiums are included in premium balances receivable. Premium balances receivable are reported net of an allowance for expected credit losses. The allowance is based upon the Company’s ongoing review of amounts outstanding, historical loss data, including delinquencies and write-offs, current and forecasted economic conditions and other relevant factors. Credit risk is partially mitigated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

ability to cancel the policy if the policyholder does not pay the premium.


10

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
2. SEGMENT INFORMATION

Nature of Operations

Effective April 1, 2017, and as reported in the Company’s Form 10-Q for the quarter ended June 30, 2017, the

The Company’s results are reported in the following three3 business segments — Business Insurance, Bond & Specialty Insurance and Personal Insurance, reflecting a change inInsurance. These segments reflect the manner in which the Company’s businesses were beingare currently managed as of that date, as well as theand represent an aggregation of products and services based on the type of customer, how the business is marketed and the manner in which risks are underwritten. While the segmentation ofFor more information regarding the Company’s domestic businesses was unchanged,nature of operations, see the “Nature of Operations section of note 1 of notes to the consolidated financial statements in the Company’s international businesses, which were previously managed and reported in total within the Business and International Insurance segment, were disaggregated by product type among the three newly aligned reportable business segments.  All prior periods presented have been reclassified to conform to this presentation.  In connection with these changes, the Company revised the names and descriptions of certain businesses comprising the Company’s segments and has reflected other related changes.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1.BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The reportable business segments are as follows:

Business Insurance

Business Insurance offers a broad array of property and casualty insurance and insurance related services to its customers, primarily in the United States, as well as in Canada, the United Kingdom, the Republic of Ireland, Brazil and throughout other parts of the world as a corporate member of Lloyd’s.

Business Insurance is comprised of Select Accounts, Middle Market, National Accounts, National Property and Other, and International.  Business Insurance also includes Simply Business, as well as Business Insurance Other, which comprises the Special Liability Group (which manages the Company’s asbestos and environmental liabilities) and the assumed reinsurance and certain other runoff operations.

Bond & Specialty Insurance

Bond & Specialty Insurance provides surety, fidelity, management liability, professional liability, and other property and casualty coverages and related risk management services to its customers in the United States and certain specialty insurance products in Canada, the United Kingdom, the Republic of Ireland and Brazil, utilizing various degrees of financially-based underwriting approaches.

Personal Insurance

Personal Insurance writes a broad range of property and casualty insurance covering individuals’ personal risks, primarily in the United States, as well as in Canada. The primary products of automobile and homeowners insurance are complemented by a broad suite of related coverages.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

2.SEGMENT INFORMATION

2019 Annual Report.


The following tables summarize the components of the Company’s revenues, income (loss) and total assets by reportable business segments:

(For the three months ended June 30, in millions)Business
Insurance
Bond & Specialty
Insurance
Personal
Insurance
Total
Reportable
Segments
2020    
Premiums$3,735  $693  $2,527  $6,955  
Net investment income180  42  46  268  
Fee income108  —   114  
Other revenues36   10  51  
Total segment revenues (1)
$4,059  $740  $2,589  $7,388  
Segment income (loss) (1)
$(58) $72  $10  $24  
2019    
Premiums$3,783  $632  $2,573  $6,988  
Net investment income481  58  109  648  
Fee income111  —   116  
Other revenues30   21  57  
Total segment revenues (1)
$4,405  $696  $2,708  $7,809  
Segment income (1)
$351  $174  $88  $613  

(for the three months
ended September 30,
in millions)

 

Business
Insurance

 

Bond & Specialty
Insurance

 

Personal
Insurance

 

Total
Reportable
Segments

 

2017

 

 

 

 

 

 

 

 

 

Premiums

 

$

3,576

 

$

591

 

$

2,356

 

$

6,523

 

Net investment income

 

437

 

57

 

94

 

588

 

Fee income

 

108

 

 

5

 

113

 

Other revenues

 

19

 

5

 

14

 

38

 

 

 

 

 

 

 

 

 

 

 

Total segment revenues (1)

 

$

4,140

 

$

653

 

$

2,469

 

$

7,262

 

 

 

 

 

 

 

 

 

 

 

Segment income (1)

 

$

105

 

$

136

 

$

77

 

$

318

 

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

Premiums

 

$

3,497

 

$

573

 

$

2,139

 

$

6,209

 

Net investment income

 

431

 

59

 

92

 

582

 

Fee income

 

111

 

 

5

 

116

 

Other revenues

 

7

 

5

 

16

 

28

 

 

 

 

 

 

 

 

 

 

 

Total segment revenues (1)

 

$

4,046

 

$

637

 

$

2,252

 

$

6,935

 

 

 

 

 

 

 

 

 

 

 

Segment income (1)

 

$

433

 

$

165

 

$

163

 

$

761

 


(1)Segment revenues for reportable business segments exclude net realized investment gains (losses). and revenues included in "interest expense and other." Segment income (loss) for reportable business segments equals net income (loss) excluding the after-tax impact of net realized investment gains (losses) and income (loss) from "interest expense and other."



11

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
2. SEGMENT INFORMATION, Continued
(For the six months ended June 30, in millions)Business
Insurance
Bond & Specialty
Insurance
Personal
Insurance
Total
Reportable
Segments
2020    
Premiums$7,599  $1,360  $5,225  $14,184  
Net investment income633  97  149  879  
Fee income210  —  12  222  
Other revenues67  10  32  109  
Total segment revenues (1)
$8,509  $1,467  $5,418  $15,394  
Segment income (1)
$231  $194  $346  $771  
2019    
Premiums$7,525  $1,238  $5,080  $13,843  
Net investment income908  114  208  1,230  
Fee income215  —  10  225  
Other revenues73  12  43  128  
Total segment revenues (1)
$8,721  $1,364  $5,341  $15,426  
Segment income (1)
$765  $312  $366  $1,443  

(1)Segment revenues for reportable business segments exclude net realized investment gains (losses) and revenues included in "interest expense and other." Segment income (loss) for reportable business segments equals net income excluding the after-tax impact of net realized investment gains (losses).

(for the nine months
ended September 30,
in millions)

 

Business
Insurance

 

Bond & Specialty
Insurance

 

Personal
Insurance

 

Total
Reportable
Segments

 

2017

 

 

 

 

 

 

 

 

 

Premiums

 

$

10,509

 

$

1,721

 

$

6,827

 

$

19,057

 

Net investment income

 

1,337

 

174

 

285

 

1,796

 

Fee income

 

329

 

 

13

 

342

 

Other revenues

 

43

 

16

 

45

 

104

 

 

 

 

 

 

 

 

 

 

 

Total segment revenues (1)

 

$

12,218

 

$

1,911

 

$

7,170

 

$

21,299

 

 

 

 

 

 

 

 

 

 

 

Segment income (1)

 

$

976

 

$

444

 

$

178

 

$

1,598

 

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

Premiums

 

$

10,350

 

$

1,684

 

$

6,223

 

$

18,257

 

Net investment income

 

1,234

 

177

 

264

 

1,675

 

Fee income

 

340

 

 

12

 

352

 

Other revenues

 

45

 

14

 

47

 

106

 

 

 

 

 

 

 

 

 

 

 

Total segment revenues (1)

 

$

11,969

 

$

1,875

 

$

6,546

 

$

20,390

 

 

 

 

 

 

 

 

 

 

 

Segment income (1)

 

$

1,281

 

$

540

 

$

410

 

$

2,231

 


(1)                  Segment revenues for reportable business segments exclude net realized investment gains (losses). Segment and income for reportable business segments equals net income excluding the after-tax impact of net realized investment gains (losses).

(loss) from "interest expense and other."


12

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

2.SEGMENT INFORMATION, Continued

Business Segment Reconciliations

 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Revenue reconciliation    
Earned premiums    
Business Insurance:    
Domestic:    
Workers’ compensation$818  $950  $1,717  $1,922  
Commercial automobile676  647  1,360  1,275  
Commercial property514  473  1,022  933  
General liability580  585  1,181  1,152  
Commercial multi-peril883  856  1,769  1,696  
Other11   23  17  
Total Domestic3,482  3,520  7,072  6,995  
International253  263  527  530  
Total Business Insurance3,735  3,783  7,599  7,525  
Bond & Specialty Insurance:    
Domestic:    
Fidelity and surety271  258  528  504  
General liability296  266  583  523  
Other60  53  118  105  
Total Domestic627  577  1,229  1,132  
International66  55  131  106  
Total Bond & Specialty Insurance693  632  1,360  1,238  
Personal Insurance:    
Domestic:    
Automobile1,154  1,321  2,505  2,618  
Homeowners and Other1,221  1,078  2,397  2,117  
Total Domestic2,375  2,399  4,902  4,735  
International152  174  323  345  
Total Personal Insurance2,527  2,573  5,225  5,080  
Total earned premiums6,955  6,988  14,184  13,843  
Net investment income268  648  879  1,230  
Fee income114  116  222  225  
Other revenues51  57  109  128  
Total segment revenues7,388  7,809  15,394  15,426  
Other revenues—  —  —   
Net realized investment gains (losses)13  25  (85) 78  
Total revenues$7,401  $7,834  $15,309  $15,505  
Income reconciliation, net of tax    
Total segment income$24  $613  $771  $1,443  
Interest Expense and Other (1)
(74) (76) (145) (151) 
Core income (loss)(50) 537  626  1,292  
Net realized investment gains (losses)10  20  (66) 61  
Net income (loss)$(40) $557  $560  $1,353  

 

 

Three Months Ended
September  30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Revenue reconciliation

 

 

 

 

 

 

 

 

 

Earned premiums

 

 

 

 

 

 

 

 

 

Business Insurance:

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Workers’ compensation

 

$

998

 

$

1,003

 

$

2,973

 

$

2,971

 

Commercial automobile

 

544

 

503

 

1,571

 

1,497

 

Commercial property

 

448

 

441

 

1,326

 

1,320

 

General liability

 

523

 

504

 

1,512

 

1,471

 

Commercial multi-peril

 

806

 

788

 

2,377

 

2,356

 

Other

 

7

 

9

 

21

 

23

 

 

 

 

 

 

 

 

 

 

 

Total Domestic

 

3,326

 

3,248

 

9,780

 

9,638

 

International

 

250

 

249

 

729

 

712

 

 

 

 

 

 

 

 

 

 

 

Total Business Insurance

 

3,576

 

3,497

 

10,509

 

10,350

 

 

 

 

 

 

 

 

 

 

 

Bond & Specialty Insurance:

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Fidelity and surety

 

249

 

245

 

728

 

714

 

General liability

 

243

 

239

 

717

 

708

 

Other

 

48

 

45

 

139

 

133

 

 

 

 

 

 

 

 

 

 

 

Total Domestic

 

540

 

529

 

1,584

 

1,555

 

International

 

51

 

44

 

137

 

129

 

 

 

 

 

 

 

 

 

 

 

Total Bond & Specialty Insurance

 

591

 

573

 

1,721

 

1,684

 

 

 

 

 

 

 

 

 

 

 

Personal Insurance:

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Automobile

 

1,192

 

1,026

 

3,431

 

2,936

 

Homeowners and Other

 

999

 

962

 

2,931

 

2,844

 

 

 

 

 

 

 

 

 

 

 

Total Domestic

 

2,191

 

1,988

 

6,362

 

5,780

 

International

 

165

 

151

 

465

 

443

 

 

 

 

 

 

 

 

 

 

 

Total Personal Insurance

 

2,356

 

2,139

 

6,827

 

6,223

 

 

 

 

 

 

 

 

 

 

 

Total earned premiums

 

6,523

 

6,209

 

19,057

 

18,257

 

Net investment income

 

588

 

582

 

1,796

 

1,675

 

Fee income

 

113

 

116

 

342

 

352

 

Other revenues

 

38

 

28

 

104

 

106

 

 

 

 

 

 

 

 

 

 

 

Total segment revenues

 

7,262

 

6,935

 

21,299

 

20,390

 

Other revenues

 

2

 

3

 

6

 

9

 

Net realized investment gains

 

61

 

23

 

146

 

33

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

$

7,325

 

$

6,961

 

$

21,451

 

$

20,432

 

 

 

 

 

 

 

 

 

 

 

Income reconciliation, net of tax

 

 

 

 

 

 

 

 

 

Total segment income

 

$

318

 

$

761

 

$

1,598

 

$

2,231

 

Interest Expense and Other (1)

 

(65

)

(60

)

(188

)

(183

)

 

 

 

 

 

 

 

 

 

 

Core income

 

253

 

701

 

1,410

 

2,048

 

Net realized investment gains

 

40

 

15

 

95

 

23

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

293

 

$

716

 

$

1,505

 

$

2,071

 


(1) The primary component of Interest Expense and Other was after-tax interest expense of $61$67 million and $57$70 million infor the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively, and $179$133 million and $177$140 million infor the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.

13

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

2.SEGMENT INFORMATION, Continued

(in millions)

 

September 30,
2017

 

December 31,
2016

 

Asset reconciliation

 

 

 

 

 

Business Insurance

 

$

78,985

 

$

75,730

 

Bond & Specialty Insurance

 

9,005

 

8,726

 

Personal Insurance

 

15,962

 

15,426

 

 

 

 

 

 

 

Total segment assets

 

103,952

 

99,882

 

Other assets (1)

 

359

 

363

 

 

 

 

 

 

 

Total consolidated assets

 

$

104,311

 

$

100,245

 


(in millions)June 30,
2020
December 31,
2019
Asset reconciliation  
Business Insurance$86,136  $83,896  
Bond & Specialty Insurance9,155  8,599  
Personal Insurance17,427  17,015  
Total assets by reportable segment112,718  109,510  
Other assets (1)
619  612  
Total consolidated assets$113,337  $110,122  

_________________________________________________________
(1)The primary components of other assets at Septemberboth June 30, 20172020 and December 31, 20162019 were accrued over-funded benefit plan assets related to the Company’s qualified domestic pension plan and other intangible assets and deferred taxes.

assets.


3.INVESTMENTS

Fixed Maturities

The amortized cost and fair value of investments in fixed maturities classified as available for sale were as follows:

 

 

Amortized

 

Gross Unrealized

 

Fair

 

(at September 30, 2017, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,064

 

$

9

 

$

5

 

$

2,068

 

Obligations of states, municipalities and political subdivisions:

 

 

 

 

 

 

 

 

 

Local general obligation

 

13,798

 

410

 

67

 

14,141

 

Revenue

 

11,341

 

324

 

51

 

11,614

 

State general obligation

 

1,555

 

45

 

9

 

1,591

 

Pre-refunded

 

3,666

 

163

 

 

3,829

 

 

 

 

 

 

 

 

 

 

 

Total obligations of states, municipalities and political subdivisions

 

30,360

 

942

 

127

 

31,175

 

Debt securities issued by foreign governments

 

1,559

 

17

 

11

 

1,565

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

2,082

 

97

 

6

 

2,173

 

All other corporate bonds

 

24,572

 

587

 

79

 

25,080

 

Redeemable preferred stock

 

90

 

6

 

 

96

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

60,727

 

$

1,658

 

$

228

 

$

62,157

 

 Amortized CostAllowance for Expected Credit LossesGross UnrealizedFair Value
(at June 30, 2020, in millions)GainsLosses
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities$2,046  $—  $49  $—  $2,095  
Obligations of states, municipalities and political subdivisions:
Local general obligation16,040  —  1,225   17,264  
Revenue10,298  —  818  —  11,116  
State general obligation1,144  —  83  —  1,227  
Pre-refunded2,328  —  133  —  2,461  
Total obligations of states, municipalities and political subdivisions29,810  —  2,259   32,068  
Debt securities issued by foreign governments1,023  —  28  —  1,051  
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities2,910  —  174  —  3,084  
All other corporate bonds29,619   2,184  62  31,733  
Redeemable preferred stock22  —   —  23  
Total$65,430  $ $4,695  $63  $70,054  


14

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

3.INVESTMENTS, Continued

 

 

Amortized

 

Gross Unrealized

 

Fair

 

(at December 31, 2016, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,031

 

$

9

 

$

5

 

$

2,035

 

Obligations of states, municipalities and political subdivisions:

 

 

 

 

 

 

 

 

 

Local general obligation

 

13,955

 

271

 

182

 

14,044

 

Revenue

 

10,910

 

215

 

147

 

10,978

 

State general obligation

 

1,717

 

36

 

22

 

1,731

 

Pre-refunded

 

4,968

 

190

 

1

 

5,157

 

 

 

 

 

 

 

 

 

 

 

Total obligations of states, municipalities and political subdivisions

 

31,550

 

712

 

352

 

31,910

 

 

 

 

 

 

 

 

 

 

 

Debt securities issued by foreign governments

 

1,631

 

34

 

3

 

1,662

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

1,614

 

100

 

6

 

1,708

 

All other corporate bonds

 

22,737

 

508

 

138

 

23,107

 

Redeemable preferred stock

 

87

 

6

 

 

93

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

59,650

 

$

1,369

 

$

504

 

$

60,515

 

 AmortizedGross UnrealizedFair
(at December 31, 2019, in millions)CostGainsLossesValue
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities$2,076  $19  $—  $2,095  
Obligations of states, municipalities and political subdivisions:    
Local general obligation15,490  829   16,315  
Revenue9,731  586   10,315  
State general obligation1,167  64  —  1,231  
Pre-refunded1,968  88  —  2,056  
Total obligations of states, municipalities and political subdivisions28,356  1,567   29,917  
Debt securities issued by foreign governments1,167    1,173  
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities3,192  91   3,280  
All other corporate bonds30,442  1,195  18  31,619  
Redeemable preferred stock48   —  50  
Total$65,281  $2,882  $29  $68,134  
Pre-refunded bonds of $3.83$2.46 billion and $5.16$2.06 billion at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively, were bonds for which states or municipalities have established irrevocable trusts, almost exclusively comprised of U.S. Treasury securities and obligations of U.S. government and government agencies and authorities.  These trusts were created to fund the payment of principal and interest due under the bonds.

Proceeds from sales of fixed maturities classified as available for sale were $860 million$1.22 billion and $865 million$1.50 billion during the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively. Gross gains of $28$31 million and $60$35 million and gross losses of $6$1 million and $10$4 million were realized on those sales during the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.

Equity Securities

The cost and fair value of investments in equity securities were as follows:

 

 

 

 

Gross Unrealized

 

Fair

 

(at September 30, 2017, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

Public common stock

 

$

392

 

$

80

 

$

2

 

$

470

 

Non-redeemable preferred stock

 

117

 

20

 

6

 

131

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

509

 

$

100

 

$

8

 

$

601

 

 

 

 

 

Gross Unrealized

 

Fair

 

(at December 31, 2016, in millions)

 

Cost

 

Gains

 

Losses

 

Value

 

Public common stock

 

$

390

 

$

216

 

$

3

 

$

603

 

Non-redeemable preferred stock

 

114

 

20

 

5

 

129

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

504

 

$

236

 

$

8

 

$

732

 

Proceeds from sales

  Fair
(at June 30, 2020, in millions)CostGross GainsGross LossesValue
Public common stock$344  $30  $23  $351  
Non-redeemable preferred stock34    39  
Total$378  $36  $24  $390  
  Fair
(at December 31, 2019, in millions)CostGross GainsGross LossesValue
Public common stock$341  $45  $ $383  
Non-redeemable preferred stock35   —  42  
Total$376  $52  $ $425  
For the six months ended June 30, 2020 and 2019, the Company recognized $(33) million and $45 million of net gains (losses) on equity securities classifiedstill held as availableof June 30, 2020 and 2019, respectively. Net realized investment losses on equity securities still held for salethe first six months of 2020 were $340 million and $71 million duringdriven by the nine months ended September 30, 2017 and 2016, respectively.  Gross gainsimpact of $146 million and $12 million and gross losses of $1 million and $3 million were realized on those sales duringchanges in fair value attributable to the nine months ended September 30, 2017 and 2016, respectively.

volatility in global financial markets associated with the global pandemic beginning in March 2020 related to the novel coronavirus COVID-19.


15

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

3.INVESTMENTS, Continued

Unrealized Investment Losses

The following tables summarize, for all investments in an unrealized loss position at SeptemberJune 30, 20172020 and December 31, 2016,2019, the aggregate fair value and gross unrealized loss by length of time those securities have been continuously in an unrealized loss position.  The fair value amounts reported in the tables are estimates that are prepared using the process described in note 4 herein and in note 4 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.  Report.  The Company also relies upon estimates of several credit and non-credit factors in its review and evaluation of individual investments, using the process described in note 1 of notes to the consolidated financial statements into determine whether credit impairment exists.
 Less than 12 months12 months or longerTotal
(at June 30, 2020, in millions)Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fixed maturities      
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities$46  $—  $—  $—  $46  $—  
Obligations of states, municipalities and political subdivisions334   —  —  334   
Debt securities issued by foreign governments12  —  —  —  12  —  
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities25  —   —  27  —  
All other corporate bonds1,079  51  141  11  1,220  62  
Total$1,496  $52  $143  $11  $1,639  $63  
 Less than 12 months12 months or longerTotal
(at December 31, 2019, in millions)Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fixed maturities  
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities$ $—  $193   $—  $198  $—  
Obligations of states, municipalities and political subdivisions668   12   —  680   
Debt securities issued by foreign governments257   147    404   
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities399   131    530   
All other corporate bonds1,571  10  662    2,233  18  
Total$2,900  $19  $1,145   $10  $4,045  $29  
At June 30, 2020, the Company’s 2016 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017, in determining whether such investments are other-than-temporarily impaired.

 

 

Less than 12 months

 

12 months or longer

 

Total

 

(at September 30, 2017, in millions)

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

1,348

 

$

4

 

$

72

 

$

1

 

$

1,420

 

$

5

 

Obligations of states, municipalities and political subdivisions

 

4,131

 

58

 

1,598

 

69

 

5,729

 

127

 

Debt securities issued by foreign governments

 

538

 

11

 

 

 

538

 

11

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

729

 

5

 

81

 

1

 

810

 

6

 

All other corporate bonds

 

4,896

 

57

 

679

 

22

 

5,575

 

79

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total fixed maturities

 

11,642

 

135

 

2,430

 

93

 

14,072

 

228

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Public common stock

 

39

 

1

 

6

 

1

 

45

 

2

 

Non-redeemable preferred stock

 

 

 

60

 

6

 

60

 

6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity securities

 

39

 

1

 

66

 

7

 

105

 

8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

11,681

 

$

136

 

$

2,496

 

$

100

 

$

14,177

 

$

236

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

3.INVESTMENTS, Continued

 

 

Less than 12 months

 

12 months or
longer

 

Total

 

(at December 31, 2016, in millions)

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fair
Value

 

Gross
Unrealized
Losses

 

Fixed maturities

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

1,124

 

$

5

 

$

 

$

 

$

1,124

 

$

5

 

Obligations of states, municipalities and political subdivisions

 

9,781

 

352

 

12

 

 

9,793

 

352

 

Debt securities issued by foreign governments

 

360

 

3

 

 

 

360

 

3

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

528

 

5

 

43

 

1

 

571

 

6

 

All other corporate bonds

 

6,470

 

115

 

437

 

23

 

6,907

 

138

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total fixed maturities

 

18,263

 

480

 

492

 

24

 

18,755

 

504

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

 

 

 

 

Public common stock

 

45

 

2

 

10

 

1

 

55

 

3

 

Non-redeemable preferred stock

 

2

 

 

59

 

5

 

61

 

5

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total equity securities

 

47

 

2

 

69

 

6

 

116

 

8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

18,310

 

$

482

 

$

561

 

$

30

 

$

18,871

 

$

512

 

Unrealizedamount of gross unrealized losses for all fixed maturities and equity securitiesmaturity investments reported at fair value for which fair value iswas less than 80% of amortized cost at Septemberwas not significant.

16

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
3. INVESTMENTS, Continued
Credit Impairment Charges
The following tables present changes in the allowance for expected credit losses on fixed maturities classified as available for sale:
Fixed Maturities
(for the three months ended June 30, 2020 in millions)Mortgage-Backed Securities, Collateralized Mortgage Obligations and Pass-Through SecuritiesAll Other Corporate BondsTotal
Balance, April 1, 2020$—  $ $ 
Additions for expected credit losses on securities where no credit losses were previously recognized—    
Additions (reductions) for expected credit losses on securities where credit losses were previously recognized—  —  —  
Reductions due to sales/defaults of credit-impaired securities—  —  —  
Reductions for impairments of securities which the Company intends to sell or more likely than not will be required to sell (1)
—  —  —  
Balance, June 30, 2020$—  $ $ 


(1) Credit impairment charges recognized in net realized investment gains (losses) for the three months ended June 30, 2017 totaled $12020 included $2 millionrepresenting less than 1% of the combinedcredit losses on fixed maturity and equity security portfoliossecurities which the Company intends to sell. An allowance for expected credit losses was not previously recorded for these securities.

Fixed Maturities
(for the six months ended June 30, 2020 in millions)Mortgage-Backed Securities, Collateralized Mortgage Obligations and Pass-Through SecuritiesAll Other Corporate BondsTotal
Balance, January 1, 2020$—  $—  $—  
Additions for expected credit losses on securities where no credit losses were previously recognized—    
Additions (reductions) for expected credit losses on securities where credit losses were previously recognized—  —  —  
Reductions due to sales/defaults of credit-impaired securities—  —  —  
Reductions for impairments of securities which the Company intends to sell or more likely than not will be required to sell (1)
—  —  —  
Balance, June 30, 2020$—  $ $ 
_________________________________________________________
(1)Credit impairment charges recognized in net realized investment gains (losses) for the six months ended June 30, 2020 included $14 million credit losses on a pre-tax basis and less than 1% of shareholders’ equity on an after-tax basis.

Impairment Charges

Impairmentfixed maturity securities which the Company intends to sell. An allowance for expected credit losses was not previously recorded for these securities.


17

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
3. INVESTMENTS, Continued
Total credit impairment charges included in net realized investment gains (losses) in the consolidated statement of income (loss) were $5$46 million and $4$1 million for the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively, and $12$62 million and $26$2 million for the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.

The cumulative amount Additionally, net realized investment gains (losses) for the second quarter of credit2020 included $40 million of realized losses on fixed maturities held at September 30, 2017 and 2016, that were recognized inrelated to the consolidated statement of income from other-than-temporary impairments (OTTI) and for which a portionimpairment of the OTTI was recognizedcarrying value of an equity method investment included in other comprehensive income (loss) ininvestments. Credit losses related to the consolidated balance sheet was $82 millionfixed maturity portfolio for the three months and $86 million, respectively.  These credit losses representsix months ended June 30, 2020 and 2019 represented less than 1% of the fixed maturity portfolio on a pre-tax basis and less than 1% of shareholders’ equity on an after-tax basis at both dates.  There were no significant changesJune 30, 2020 and 2019. 


Other Investments

Included in other investments are private equity, hedge fund and real estate partnerships that are accounted for under the equity method of accounting and typically report their financial statement information to the Company one month to three months following the end of the reporting period. Accordingly, the disruption in global financial markets in the credit componentfirst quarter of OTTI during the nine months ended September 30, 2017 and 20162020 associated with COVID-19 on net investment income from that disclosed in note 3 of notes to the consolidated financial statementsthese investments is reflected in the Company’s 2016 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

Derivative Financial Instruments

From time to time, the Company enters into U.S. Treasury note futures contracts to modify the effective duration of specific assets within the investment portfolio.  U.S. Treasury futures contracts require a daily mark-to-market and settlement with the broker.  At both September 30, 2017 and December 31, 2016, the Company had $400 million notional value of open U.S. Treasury futures contracts.  Net realized investment losses related to U.S. Treasury futures contractsCompany's results for the three months and nine months ended September 30, 2017 and 2016 were not significant.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

second quarter of 2020.

4. FAIR VALUE MEASUREMENTS

The Company’s estimates of fair value for financial assets and financial liabilities are based on the framework established in the fair value accounting guidance.  The framework is based on the inputs used in valuation, gives the highest priority to quoted prices in active markets and requires that observable inputs be used in the valuations when available.  The disclosure of fair value estimates in the fair value accounting guidance hierarchy is based on whether the significant inputs into the valuation are observable.  In determining the level of the hierarchy in which the estimate is disclosed, the highest priority is given to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs that reflect the Company’s significant market assumptions.  The level in the fair value hierarchy within which the fair value measurement is reported is based on the lowest level input that is significant to the measurement in its entirety.  The three levels of the hierarchy are as follows:

·

Level 1-Unadjusted quoted market prices for identical assets or liabilities in active markets that the Company has the ability to access.

·

Level 2-Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in inactive markets; or valuations based on models where the significant inputs are observable (e.g., interest rates, yield curves, prepayment speeds, default rates, loss severities, etc.) or can be corroborated by observable market data.

·

Level 3-Valuations based on models where significant inputs are not observable.  The unobservable inputs reflect the Company’s own assumptions about the inputs that market participants would use.

Valuation of Investments Reported at Fair Value in Financial Statements

The Company utilized a pricing service to estimate fair value measurements for approximately 98%99% of its fixed maturities at both SeptemberJune 30, 20172020 and December 31, 2016.

2019.

While the vast majority of the Company’s fixed maturities are included in Level 2, the Company holds a number of municipal bonds and corporate bonds which are not valued by the pricing service and also estimates the fair value of these bonds using ananother internal pricing matrix withthat includes some unobservable inputs that are significant to the valuation.  Due to the limited amount of observable market information, the Company includes the fair value estimates for these particular bonds in Level 3.  The fair value of the fixed maturities for which the Company used anthis internal pricing matrix was $123$89 million and $99$73 million at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively.  Additionally, the Company holds a small amount of other fixed maturity investments that have characteristics that make them unsuitable for matrix pricing.  For these fixed maturities, the Company obtains a quote from a broker (primarily the market maker).  The fair value of the fixed maturities for which the Company received a broker quote was $75$3 million and $85$28 million at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively.  Due to the disclaimers on the quotes that indicate that the price is indicative only, the Company includes these fair value estimates in Level 3.


18

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
4. FAIR VALUE MEASUREMENTS, Continued
For more information regarding the valuation of the Company’s fixed maturities, equity securities and other investments, see note 4 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated byReport.

Other Liabilities

The Company has a put/call option that was entered into in connection with a business acquisition that allows the Company’s Current ReportCompany to acquire the remaining shares of the acquired company at a future date. The fair value of the put/call at June 30, 2020 and December 31, 2019 was $7 million and $8 million, respectively, and was determined using an internal model and is based on Form 8-K filed on June 20, 2017.

the acquired company's financial performance, adjusted for a risk margin and discounted to present value. The Company includes the fair value estimate of the put/call in Level 3.

Fair Value Hierarchy

The following tables present the level within the fair value hierarchy at which the Company’s financial assets and financial liabilities are measured on a recurring basis.   An investment transferred between levels during a period is transferred at its fair value as of the beginning of that period.

(at June 30, 2020, in millions)TotalLevel 1Level 2Level 3
Invested assets:    
Fixed maturities    
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities$2,095  $2,095  $—  $—  
Obligations of states, municipalities and political subdivisions32,068  —  32,056  12  
Debt securities issued by foreign governments1,051  —  1,051  —  
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities3,084  —  3,084  —  
All other corporate bonds31,733   31,651  80  
Redeemable preferred stock23  —  23  —  
Total fixed maturities70,054  2,097  67,865  92  
Equity securities    
Public common stock351  351  —  —  
Non-redeemable preferred stock39  10  29  —  
Total equity securities390  361  29  —  
Other investments32  14  —  18  
Total$70,476  $2,472  $67,894  $110  
Other liabilities$ $—  $—  $ 
19

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

4. FAIR VALUE MEASUREMENTS, Continued

(at September 30, 2017, in millions)

 

Total

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Invested assets:

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,068

 

$

2,068

 

$

 

$

 

Obligations of states, municipalities and political subdivisions

 

31,175

 

18

 

31,153

 

4

 

Debt securities issued by foreign governments

 

1,565

 

 

1,565

 

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

2,173

 

 

2,143

 

30

 

All other corporate bonds

 

25,080

 

2

 

24,914

 

164

 

Redeemable preferred stock

 

96

 

3

 

93

 

 

 

 

 

 

 

 

 

 

 

 

Total fixed maturities

 

62,157

 

2,091

 

59,868

 

198

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

Public common stock

 

470

 

470

 

 

 

Non-redeemable preferred stock

 

131

 

68

 

63

 

 

 

 

 

 

 

 

 

 

 

 

Total equity securities

 

601

 

538

 

63

 

 

 

 

 

 

 

 

 

 

 

 

Other investments

 

56

 

18

 

 

38

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

62,814

 

$

2,647

 

$

59,931

 

$

236

 

(at December 31, 2016, in millions)

 

Total

 

Level 1

 

Level 2

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Invested assets:

 

 

 

 

 

 

 

 

 

Fixed maturities

 

 

 

 

 

 

 

 

 

U.S. Treasury securities and obligations of U.S. government and government agencies and authorities

 

$

2,035

 

$

2,035

 

$

 

$

 

Obligations of states, municipalities and political subdivisions

 

31,910

 

 

31,898

 

12

 

Debt securities issued by foreign governments

 

1,662

 

 

1,662

 

 

Mortgage-backed securities, collateralized mortgage obligations and pass-through securities

 

1,708

 

 

1,704

 

4

 

All other corporate bonds

 

23,107

 

 

22,939

 

168

 

Redeemable preferred stock

 

93

 

3

 

90

 

 

 

 

 

 

 

 

 

 

 

 

Total fixed maturities

 

60,515

 

2,038

 

58,293

 

184

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

 

 

 

 

 

 

 

Public common stock

 

603

 

603

 

 

 

Non-redeemable preferred stock

 

129

 

51

 

78

 

 

 

 

 

 

 

 

 

 

 

 

Total equity securities

 

732

 

654

 

78

 

 

 

 

 

 

 

 

 

 

 

 

Other investments

 

53

 

17

 

 

36

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

61,300

 

$

2,709

 

$

58,371

 

$

220

 

During the nine months ended September 30, 2017 and the year ended December 31, 2016, the Company’s transfers between Level 1 and Level 2 were not significant.

(at December 31, 2019, in millions)TotalLevel 1Level 2Level 3
Invested assets:    
Fixed maturities    
U.S. Treasury securities and obligations of U.S. government and government agencies and authorities$2,095  $2,095  $—  $—  
Obligations of states, municipalities and political subdivisions29,917  —  29,905  12  
Debt securities issued by foreign governments1,173  —  1,173  —  
Mortgage-backed securities, collateralized mortgage obligations and pass-through securities3,280  —  3,280  —  
All other corporate bonds31,619  —  31,530  89  
Redeemable preferred stock50  —  50  —  
Total fixed maturities68,134  2,095  65,938  101  
Equity securities    
Public common stock383  383  —  —  
Non-redeemable preferred stock42  13  29  —  
Total equity securities425  396  29  —  
Other investments36  16  —  20  
Total$68,595  $2,507  $65,967  $121  
Other liabilities$ $—  $—  $ 
There was no significant activity in Level 3 of the hierarchy during the ninesix months ended SeptemberJune 30, 20172020 or the year ended December 31, 2016.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

4.     FAIR VALUE MEASUREMENTS, Continued

2019.

Financial Instruments Disclosed, But Not Carried, At Fair Value

The following tables present the carrying value and fair value of the Company’s financial assets and financial liabilities disclosed, but not carried, at fair value, and the level within the fair value hierarchy at which such assets and liabilities are categorized.

(at September 30, 2017, in millions)

 

Carrying
Value

 

Fair
Value

 

Level 1

 

Level 2

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

Short-term securities

 

$

5,859

 

$

5,859

 

$

1,830

 

$

3,995

 

$

34

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

Debt

 

$

6,921

 

$

8,042

 

$

 

$

8,042

 

$

 

(at December 31, 2016, in millions)

 

Carrying
Value

 

Fair
Value

 

Level 1

 

Level 2

 

Level 3

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

Short-term securities

 

$

4,865

 

$

4,865

 

$

1,223

 

$

3,607

 

$

35

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

Debt

 

$

6,337

 

$

7,262

 

$

 

$

7,262

 

$

 

Commercial paper

 

$

100

 

$

100

 

$

 

$

100

 

$

 

The Company utilized a pricing service to estimate fair value for approximately 98% of short-term securities at both September 30, 2017 and December 31, 2016. For a description of the process and inputs used by the pricing service to estimate fair value, see the “Fixed Maturities” section in note 4 of notes to the consolidated financial statements in the Company’s 2016 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

The Company utilized a pricing service to estimate fair value for 100% of its debt at September 30, 2017 and December 31, 2016.

(at June 30, 2020, in millions)Carrying
Value
Fair
Value
Level 1Level 2Level 3
Financial assets     
Short-term securities$6,087  $6,087  $2,139  $3,898  $50  
Financial liabilities     
Debt$6,949  $9,059  $—  $9,059  $—  
Commercial paper$100  $100  $—  $100  $—  
(at December 31, 2019, in millions)Carrying
Value
Fair
Value
Level 1Level 2Level 3
Financial assets     
Short-term securities$4,943  $4,943  $685  $4,204  $54  
Financial liabilities     
Debt$6,458  $8,049  $—  $8,049  $—  
Commercial paper$100  $100  $—  $100  $—  
The Company had no material assets or liabilities that were measured at fair value on a non-recurring basis during the ninesix months ended SeptemberJune 30, 20172020 or year ended December 31, 2016.

2019.


20

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

5. ALLOWANCE FOR EXPECTED CREDIT LOSSES

Premiums Receivable

The following tables present the balances of premiums receivable, net of the allowance for expected credit losses, at June 30, 2020 and January 1, 2020, and the changes in the allowance for expected credit losses for the three months and six months ended June 30, 2020.

At and For the Three Months Ended June 30, 2020At and For the Six Months Ended June 30, 2020
(in millions)Premiums Receivable, Net of Allowance for Expected Credit LossesAllowance for Expected Credit LossesPremiums Receivable, Net of Allowance for Expected Credit LossesAllowance for Expected Credit Losses
 
Balance, beginning of period$8,202  $78  $7,909  $49  
Current period change for expected credit losses24  67  
Write-offs of uncollectible premiums receivable 22  
Balance, end of period$8,459  $94  $8,459  $94  

Reinsurance Recoverables

The following tables present the balances of reinsurance recoverables, net of the allowance for estimated uncollectible reinsurance, at June 30, 2020 and January 1, 2020, and the changes in the allowance for estimated uncollectible reinsurance for the three months and six months ended June 30, 2020.

At and For the Three Months Ended June 30, 2020At and For the Six Months Ended June 30, 2020
(in millions)Reinsurance Recoverables, Net of Allowance for Estimated Uncollectible ReinsuranceAllowance for Estimated Uncollectible ReinsuranceReinsurance Recoverables, Net of Allowance for Estimated Uncollectible ReinsuranceAllowance for Estimated Uncollectible Reinsurance
 
Balance, beginning of period$8,152  $149  $8,235  $92  
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2020—  53  
Current period change for estimated uncollectible reinsurance 11  
Write-offs of uncollectible reinsurance recoverables—  —  
Balance, end of period$8,093  $156  $8,093  156  

Of the total reinsurance recoverables at June 30, 2020, after deducting mandatory pools and associations and before allowances for estimated uncollectible reinsurance, $5.54 billion, or 87%, were rated by A.M. Best Company.  The Company utilizes updated A.M. Best credit ratings on a quarterly basis when determining the allowance. Of the total rated by A.M. Best Company, 93% were rated A- or better. The remaining 13% of reinsurance recoverables were comprised of the following: 6% related to captive insurance companies, 2% related to the Company’s participation in voluntary pools, and 5% were balances from other companies not rated by A.M. Best Company.  Certain of the Company's reinsurance recoverables are collateralized by letters of credit, funds held or trust agreements.

21

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
5. ALLOWANCE FOR EXPECTED CREDIT LOSSES, Continued
Contractholder Receivables

The following tables present the balances of contractholder receivables, net of the allowance for expected credit losses, at June 30, 2020 and January 1, 2020, and the changes in the allowance for expected credit losses for the three months and six months ended June 30, 2020.
At and For the Three Months Ended June 30, 2020At and For the Six Months Ended June 30, 2020
(in millions)Contractholder Receivables, Net of Allowance for Expected Credit LossesAllowance for Expected Credit LossesContractholder Receivables, Net of Allowance for Expected Credit LossesAllowance for Expected Credit Losses
 
Balance, beginning of period$4,634  $20  $4,599  $20  
Current period change for expected credit losses  
Write-offs of uncollectible contractholder receivables—  —  
Balance, end of period$4,314  $22  $4,314  $22  


6.GOODWILL AND OTHER INTANGIBLE ASSETS


Goodwill

The following table presents the carrying amount of the Company’s goodwill by segment.  Each reportable segment includes goodwill associated with the Company’s international business which is subject to the impact of changes in foreign currency exchange rates.

(in millions)

 

September 30,
2017

 

December 31,
2016

 

Business Insurance (1)

 

$

2,579

 

$

2,227

 

Bond & Specialty Insurance

 

550

 

549

 

Personal Insurance

 

791

 

778

 

Other

 

26

 

26

 

 

 

 

 

 

 

Total

 

$

3,946

 

$

3,580

 


(in millions)June 30,
2020
December 31,
2019
Business Insurance$2,573  $2,601  
Bond & Specialty Insurance550  550  
Personal Insurance776  784  
Other26  26  
Total$3,925  $3,961  

(1)  At September 30, 2017, goodwill related to the acquisition of Simply Business was $348 million.  The total amount of goodwill expected to be deductible for tax purposes related to Simply Business is $466 million, which includes certain acquisition costs and intangible assets.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

5.GOODWILL AND OTHER INTANGIBLE ASSETS, Continued


Other Intangible Assets

The following tables present a summary of the Company’s other intangible assets by major asset class.

(at September 30, 2017, in millions)

 

Gross
Carrying
Amount

 

Accumulated
Amortization

 

Net

 

Subject to amortization (1)

 

$

285

 

$

167

 

$

118

 

Not subject to amortization

 

227

 

 

227

 

 

 

 

 

 

 

 

 

Total

 

$

512

 

$

167

 

$

345

 

(at December 31, 2016, in millions)

 

Gross
Carrying
Amount

 

Accumulated
Amortization

 

Net

 

Subject to amortization (1)

 

$

210

 

$

159

 

$

51

 

Not subject to amortization

 

217

 

 

217

 

 

 

 

 

 

 

 

 

Total

 

$

427

 

$

159

 

$

268

 

(at June 30, 2020, in millions)Gross
Carrying
Amount
Accumulated
Amortization
Net
Subject to amortization
Customer-related$95  $25  $70  
Contract-based (1)
204  181  23  
Total subject to amortization299  206  93  
Not subject to amortization226  —  226  
Total$525  $206  $319  
22

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES


NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

6. GOODWILL AND OTHER INTANGIBLE ASSETS, Continued
(at December 31, 2019, in millions)Gross
Carrying
Amount
Accumulated
Amortization
Net
Subject to amortization
Customer-related$99  $21  $78  
Contract-based (1)
205  179  26  
Total subject to amortization304  200  104  
Not subject to amortization226  —  226  
Total$530  $200  $330  
 _________________________________________________________
(1)  IntangibleContract-based intangible assets subject to amortization are comprised of fair value adjustments on claims and claim adjustment expense reserves, reinsurance recoverables and other contractcontract-related intangible assets. Fair value adjustments recorded in connection with insurance acquisitions were based on management’s estimate of nominal claims and customer-related intangibles.claim adjustment expense reserves and reinsurance recoverables. The method used calculated a risk adjustment to a risk-free discounted reserve that would, if reserves ran off as expected, produce results that yielded the assumed cost-of-capital on the capital supporting the loss reserves.  The fair value adjustments are reported as other intangible assets on the consolidated balance sheet, and the amounts measured in accordance with the acquirer’s accounting policies for insurance contracts have been reported as part of the claims and claim adjustment expense reserves and reinsurance recoverables. The intangible assets are being recognized into income over the expected payment pattern. Because the time value of money and the risk adjustment (cost of capital) components of the intangible assetassets run off at different rates, and, as such, the amount recognized in income may be a net benefit in some periods and a net expense in other periods.

Amortization expense of intangible assets was $4$3 million and $3$4 million for the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively, and $9$7 million and $8 million for the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.  Intangible assetAmortization expense for all intangible assets subject to amortization expense is estimated to be $4$7 million for the remainder of 2017, $15 million in 2018, $14 million in 2019,2020, $13 million in 2020 and2021, $12 million in 2021.

6.2022, $12 million in 2023 and $11 million in 2024. Amortization expense for intangible assets arising from insurance contracts acquired in a business combination is estimated to be $2 million for the remainder of 2020, $4 million in 2021, $3 million in 2022, $3 million in 2023 and $2 million in 2024.


7. INSURANCE CLAIM RESERVES

Claims and claim adjustment expense reserves were as follows:

(in millions)

 

September 30,
2017

 

December 31,
2016

 

Property-casualty

 

$

49,733

 

$

47,929

 

Accident and health

 

17

 

20

 

 

 

 

 

 

 

Total

 

$

49,750

 

$

47,949

 

(in millions)June 30,
2020
December 31,
2019
Property-casualty$53,097  $51,836  
Accident and health12  13  
Total$53,109  $51,849  
23

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
7. INSURANCE CLAIM RESERVES, Continued
The following table presents a reconciliation of beginning and ending property casualty reserve balances for claims and claim adjustment expenses for the nine months ended September 30, 2017 and 2016:

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

6.INSURANCE CLAIM RESERVES, Continued

(for the nine months ended September 30, in millions)

 

2017

 

2016

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves at beginning of year

 

$

47,929

 

$

48,272

 

Less reinsurance recoverables on unpaid losses

 

7,981

 

8,449

 

 

 

 

 

 

 

Net reserves at beginning of year

 

39,948

 

39,823

 

 

 

 

 

 

 

Estimated claims and claim adjustment expenses for claims arising in the current year

 

13,261

 

11,708

 

Estimated decrease in claims and claim adjustment expenses for claims arising in prior years

 

(197

)

(430

)

 

 

 

 

 

 

Total increases

 

13,064

 

11,278

 

 

 

 

 

 

 

Claims and claim adjustment expense payments for claims arising in:

 

 

 

 

 

Current year

 

4,799

 

4,334

 

Prior years

 

6,831

 

6,778

 

 

 

 

 

 

 

Total payments

 

11,630

 

11,112

 

 

 

 

 

 

 

Unrealized foreign exchange loss

 

215

 

12

 

 

 

 

 

 

 

Net reserves at end of period

 

41,597

 

40,001

 

Plus reinsurance recoverables on unpaid losses

 

8,136

 

8,146

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves at end of period

 

$

49,733

 

$

48,147

 

expenses:  

Six Months Ended June 30,
(in millions)20202019
Claims and claim adjustment expense reserves at beginning of year$51,836  $50,653  
Less reinsurance recoverables on unpaid losses8,035  8,182  
Cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 202053  —  
Net reserves at beginning of year43,854  42,471  
Estimated claims and claim adjustment expenses for claims arising in the current year9,826  9,329  
Estimated increase (decrease) in claims and claim adjustment expenses for claims arising in prior years16  (118) 
Total increases9,842  9,211  
Claims and claim adjustment expense payments for claims arising in:  
Current year2,664  2,810  
Prior years5,674  5,897  
Total payments8,338  8,707  
Unrealized foreign exchange (gain) loss(137) 62  
Net reserves at end of period45,221  43,037  
Plus reinsurance recoverables on unpaid losses7,876  8,022  
Claims and claim adjustment expense reserves at end of period$53,097  $51,059  
Gross claims and claim adjustment expense reserves at SeptemberJune 30, 20172020 increased by $1.80$1.26 billion from December 31, 2016, 2019, primarily reflecting the impacts of (i) catastrophe losses in the third quarterfirst six months of 2017 and2020, (ii) higher volumes of insured exposures and loss cost trends for the current accident year partially offset byand (iii) reduced claim settlement activity largely due to the impacts of (iii) paymentsdisruptions in the judicial system related to operations in runoff and (iv) net favorable prior year reserve development.

COVID-19.

Reinsurance recoverables on unpaid losses at SeptemberJune 30, 2017 increased2020 decreased by $155$159 million from December 31, 2016,2019, primarily reflecting cash collections in the impactsfirst six months of catastrophe losses2020 and the asbestos reserve$53 million increase in the allowance for estimated uncollectible reinsurance from the cumulative effect of adoption of updated accounting guidance for credit losses at January 1, 2020.

Beginning in late March, in response to COVID-19, a number of states have enacted changes designed to effectively expand workers’ compensation coverage by creating a presumption of compensability for certain types of workers.  In addition, other states are considering similar changes. Depending on the number of states that institute such changes and the terms of the changes, the Company could experience elevated claims frequency and severity for its workers’ compensation line, which could have a material adverse effect on its results of operations.

Subsequent Event

PG&E Corporation and Pacific Gas and Electric Company (together, PG&E) emerged from bankruptcy on July 1, 2020, the date the Debtors' and Shareholder Proponents' Joint Chapter 11 Plan of Reorganization Dated June 19, 2020 (the Plan) became effective. In accordance with terms of the Plan, PG&E funded a trust from which the Company and other subrogation claimants will receive payments related to the 2017 and 2018 California wildfires beginning in the third quarter of 2017, partially offset by cash collections 2020. The Company expects to recognize in the first nine monthsthird quarter of 2017, including2020 a subrogation benefit related to these claims of approximately $400 million pre-tax, net of expenses and amounts that would inure to the settlementbenefit of certain disputes as discussed in more detail in note 13.

the Company's reinsurers.


24

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
7. INSURANCE CLAIM RESERVES, Continued
Prior Year Reserve Development

The following disclosures regarding reserve development are on a “net of reinsurance” basis.

For the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, estimated claims and claim adjustment expenses incurred included $197$(16) million and $430$118 million, respectively, of net favorable (unfavorable) development for claims arising in prior years, including $299$29 million and $507$174 million, respectively, of net favorable prior year reserve development, impacting the Company’s results of operations and $38$24 million and $25 million, respectively, of accretion of discount in each period.

period that impacted the Company's results of operations.

Business Insurance. There was 0 net prior year reserve development in the second quarter of 2020, which reflected the following:

Workers' compensation - better than expected loss experience in the segment's domestic operations for multiple accident years; and

Commercial property -better than expected loss experience in the segment's domestic operations for multiple accident years.

Offset by:

General liability (excluding asbestos and environmental) - higher than expected loss experience in the segment's domestic operations for primary and excess coverages for multiple accident years; and

Commercial multi-peril - higher than expected loss experience in the segment's domestic operations for recent accident years.

Net favorable prior year reserve development in the thirdsecond quarter of 20172019 totaled $9$71 million, primarily driven byby:

Workers' compensation - better than expected loss experience in the segment’ssegment's domestic operations in (i) the workers’ compensation product line for multiple accident yearsyears.

Partially offset by:

General liability (excluding asbestos and (ii) the general liability product line (excluding the increase to asbestos reserves) for both primary and excess coverages for accident years 2007 and prior as well as accident year 2016, largely offset by (iii) a $225 million increase to asbestos reserves and (iv) the impact ofenvironmental) - higher than expected loss experience in the commercial automobile product linesegment's domestic operations for primary and excess coverages for multiple accident years 2013 through 2016.  Net favorable prior year reserve developmentyears;

Environmental reserves - an increase of $60 million, primarily in the third quarter of 2016 totaled $4 million, primarily driven by bettersegment's domestic general liability product line;

Commercial automobile - higher than expected loss experience in the segment’ssegment's domestic operations in (i) the general liability product line (excluding the increase to asbestos reserves) for both primaryrecent accident years; and excess coverages for accident years 2006 and prior as well as accident years 2014 and 2015, (ii) the workers’ compensation product line for accident years 2006 and prior as well as accident year 2015 and (iii) the commercial auto product line for accident years 2011 and prior, largely offset by (iv) a $225 million increase to asbestos reserves.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

6.INSURANCE CLAIM RESERVES, Continued


International - higher than expected loss experience.

Net favorable prior year reserve development in the first ninesix months of 20172020 totaled $195$5 million, primarily driven by net favorable prior year reserve development in the segment’s domestic operations due toby:

Workers' compensation - better than expected loss experience in (i) the workers’ compensation product linesegment's domestic operations for multiple accident years, (ii)years; and

Commercial property -better than expected loss experience in the generalsegment's domestic operations for multiple accident years.
25

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
7. INSURANCE CLAIM RESERVES, Continued
Largely offset by:

Commercial automobile - higher than expected loss experience in the segment's domestic operations for recent accident years;

General liability product line (excluding an increase to asbestos and environmental reserves)environmental) - higher than expected loss experience in the segment's domestic operations for both primary and excess coverages for multiple accident yearsyears; and (iii) the commercial

Commercial multi-peril product line for liability coverages for multiple accident years, partially offset by (iv) a $225 million increase to asbestos reserves, (v) a $65 million increase to environmental reserves and (vi) the impact of- higher than expected loss experience in the commercial automobile product line for accident years 2013 through 2016.  The net favorable prior year reserve development in the segment’ssegment's domestic operations was partially offset by net unfavorable prior year reserve development in the segment’s international operations in Europe due to the UK Ministry of Justice’s “Ogden” discount rate adjustment applied to lump sum bodily injury payouts.  for recent accident years.

Net favorable prior year reserve development in the first ninesix months of 20162019 totaled $203$50 million, primarily driven by net favorable prior year reserve development in the segment’s domestic operations due toby:

Workers' compensation - better than expected loss experience in (i) the workers’ compensation product linesegment's domestic operations for multiple accident years 2006years; and prior as well as
Commercial property - better than expected loss experience in the segment's domestic operations for recent accident year 2015, (ii) the generalyears.

Partially offset by:

General liability product line (excluding an increase to asbestos and environmental reserves)environmental) - higher than expected loss experience in the segment's domestic operations for both primary and excess coverages for multiple accident years, and (iii)including the commercial automobile product lineimpact of the enactment of legislation by a number of states, which extended the statute of limitations for accident years 2011 and prior, partially offset by (iv) a $225childhood sexual molestation claims;

Environmental reserves - an increase of $60 million, increase to asbestos reserves and (v) an $82 million increase to environmental reserves, as well as net favorable prior year reserve developmentprimarily in the segment’s international operations in Europe and Canada.

Bond & Specialty Insurance.  Net favorable prior year reserve development in the third quarter of 2017 totaled $6 million.  Net favorable prior year reserve development in the third quarter of 2016 totaled $46 million, primarily driven by bettersegment's domestic general liability product line;


Commercial automobile - higher than expected loss experience in the segment’ssegment's domestic operations in the fidelityfor recent accident years; and surety product line for accident years 2009 through 2015.  Net favorable prior year reserve development in first nine months of 2017 totaled $98 million, primarily driven by better

Commercial multi-peril - higher than expected loss experience in the segment’ssegment's domestic operations in the general liability product line for recent accident years 2012, 2014 and 2015.  Net favorable prior year reserve development in the first nine months of 2016 totaled $271 million, primarily driven by better than expected loss experience in the segment’s domestic operations in (i) the fidelity and surety product line for accident years 2009 through 2015 and (ii) the general liability product line for accident years 2007 through 2011.

Personalyears.

Bond & Specialty Insurance. There was no net prior year reserve development in the third quarter of 2017.  Net unfavorable prior year reserve development in each of the thirdsecond quarter and first six months of 2016 totaled $112020 was $33 million, primarily driven by higher than expected loss experience in the segment’ssegment's domestic operations in the Homeowners and Othergeneral liability product line for liability coverages forrecent accident years 2013 and 2014.years. Net favorable prior year reserve development in the second quarter and first ninesix months of 20172019 totaled $6 million.  Net favorable prior year reserve development in the first nine months of 2016 totaled $33$39 million and $42 million, respectively, primarily driven by better than expected loss experience in the segment’s internationalsegment's domestic operations in Canada.

Subsequent Event

The Company expects to incur significant catastrophe lossesthe general liability product line for multiple accident years.


Personal Insurance.  Net favorable prior year reserve development in the fourthsecond quarter and first six months of 2017 resulting from wildfires that began2020 totaled $35 million and $57 million, respectively, primarily driven by better than expected loss experience in early Octoberthe segment's domestic operations in California.  The fires are ongoingboth the automobile and efforts to containhomeowners and other product lines for multiple accident years. Net favorable prior year reserve development in the fires are continuing;second quarter and first six months of 2019 totaled $13 million and $82 million, respectively. Net favorable prior year reserve development in the Company does not currently have an estimatefirst six months of its ultimate losses related to2019 was primarily driven by better than expected loss experience in the fires.

segment's domestic operations in both the automobile and homeowners and other product lines for recent accident years.

26


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

7.


8. OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME

The following table presentstables present the changes in the Company’s accumulated other comprehensive income (loss) (AOCI) for the ninethree months and six months ended SeptemberJune 30, 2017.

 

 

Changes in Net Unrealized Gains on
Investment Securities

 

Net Benefit Plan

 

 

 

 

 

(in millions, net of taxes)

 

Having No Credit
Losses Recognized in
the Consolidated
Statement of Income

 

Having Credit Losses
Recognized in the
Consolidated
Statement of Income

 

Assets and
Obligations
Recognized in
Shareholders’ Equity

 

Net Unrealized
Foreign Currency
Translation

 

Total Accumulated
Other
Comprehensive
Income (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, December 31, 2016

 

$

528

 

$

202

 

$

(703

)

$

(782

)

$

(755

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (OCI) before reclassifications

 

377

 

1

 

(23

)

177

 

532

 

Amounts reclassified from AOCI

 

(103

)

1

 

40

 

 

(62

)

 

 

 

 

 

 

 

 

 

 

 

 

Net OCI, current period

 

274

 

2

 

17

 

177

 

470

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, September 30, 2017

 

$

802

 

$

204

 

$

(686

)

$

(605

)

$

(285

)

2020.

 Changes in Net Unrealized Gains on Investment Securities  
(in millions)Having No Credit
Losses Recognized in
the Consolidated
Statement of Income (Loss)
Having Credit 
Losses Recognized 
in the Consolidated
Statement of 
Income (Loss)
Net Benefit Plan Assets and
Obligations
Recognized in
Shareholders’ 
Equity
Net Unrealized
Foreign Currency
Translation
Total Accumulated
Other
Comprehensive
Income (Loss)
Balance, March 31, 2020$1,600  $185  $(828) $(1,006) $(49) 
Other comprehensive income (loss) (OCI) before reclassifications, net of tax1,867   —  53  1,922  
Amounts reclassified from AOCI, net of tax(8) —  17  —   
Net OCI, current period1,859   17  53  1,931  
Balance, June 30, 2020$3,459  $187  $(811) $(953) $1,882  

Changes in Net Unrealized Gains on Investment Securities
(in millions)Having No Credit Losses Recognized in the Consolidated Statement of Income (Loss)Having Credit 
Losses Recognized 
in the Consolidated
Statement of 
Income (Loss)
Net Benefit Plan Assets and Obligations Recognized in Shareholders’ EquityNet Unrealized Foreign Currency TranslationTotal Accumulated Other Comprehensive Income
Balance, December 31, 2019$2,057  $189  $(846) $(760) $640  
Other comprehensive income (loss) (OCI) before reclassifications, net of tax1,408  (2)  (193) 1,214  
Amounts reclassified from AOCI, net of tax(6) —  34  —  28  
Net OCI, current period1,402  (2) 35  (193) 1,242  
Balance, June 30, 2020$3,459  $187  $(811) $(953) $1,882  
27

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
8. OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME, Continued

The following table presents the pre-tax components of the Company’s other comprehensive income (loss) and the related income tax expense (benefit).

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

$

(42

)

$

(455

)

$

429

 

$

1,138

 

Income tax expense (benefit)

 

(12

)

(159

)

155

 

393

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

(30

)

(296

)

274

 

745

 

 

 

 

 

 

 

 

 

 

 

Having credit losses recognized in the consolidated statement of income

 

2

 

6

 

4

 

23

 

Income tax expense

 

1

 

2

 

2

 

8

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

1

 

4

 

2

 

15

 

 

 

 

 

 

 

 

 

 

 

Net changes in benefit plan assets and obligations

 

(9

)

16

 

25

 

50

 

Income tax expense (benefit)

 

(3

)

6

 

8

 

17

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

(6

)

10

 

17

 

33

 

 

 

 

 

 

 

 

 

 

 

Net changes in unrealized foreign currency translation

 

113

 

(31

)

202

 

37

 

Income tax expense (benefit)

 

19

 

(8

)

25

 

13

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

94

 

(23

)

177

 

24

 

 

 

 

 

 

 

 

 

 

 

Total other comprehensive income (loss)

 

64

 

(464

)

660

 

1,248

 

Total income tax expense (benefit)

 

5

 

(159

)

190

 

431

 

 

 

 

 

 

 

 

 

 

 

Total other comprehensive income (loss), net of taxes

 

$

59

 

$

(305

)

$

470

 

$

817

 

expense.

 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Changes in net unrealized gains on investment securities:    
Having no credit losses recognized in the consolidated statement of income (loss)$2,359  $1,108  $1,784  $2,524  
Income tax expense500  234  382  534  
Net of taxes1,859  874  1,402  1,990  
Having credit losses recognized in the consolidated statement of income (loss) (4) (3)  
Income tax expense (benefit) (1) (1) —  
Net of taxes (3) (2)  
Net changes in benefit plan assets and obligations21  14  44  26  
Income tax expense    
Net of taxes17  11  35  21  
Net changes in unrealized foreign currency translation52   (216) 55  
Income tax expense (benefit)(1) (1) (23)  
Net of taxes53   (193) 53  
Total other comprehensive income2,435  1,123  1,609  2,606  
Total income tax expense504  235  367  541  
Total other comprehensive income, net of taxes$1,931  $888  $1,242  $2,065  
28

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

7.

8. OTHER COMPREHENSIVE INCOME AND ACCUMULATED OTHER COMPREHENSIVE INCOME, Continued


The following table presents the pre-tax and related income tax (expense) benefit components of the amounts reclassified from the Company’s AOCI to the Company’s consolidated statement of income.

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Reclassification adjustments related to unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income (1)

 

$

(64

)

$

(19

)

$

(158

)

$

(54

)

Income tax expense (2)

 

(22

)

(7

)

(55

)

(19

)

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

(42

)

(12

)

(103

)

(35

)

 

 

 

 

 

 

 

 

 

 

Having credit losses recognized in the consolidated statement of income (1)

 

1

 

 

1

 

12

 

Income tax benefit (2)

 

 

 

 

4

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

1

 

 

1

 

8

 

 

 

 

 

 

 

 

 

 

 

Reclassification adjustment related to benefit plan assets and obligations:

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses (3)

 

11

 

6

 

25

 

18

 

General and administrative expenses (3)

 

16

 

9

 

37

 

28

 

 

 

 

 

 

 

 

 

 

 

Total

 

27

 

15

 

62

 

46

 

Income tax benefit (2)

 

10

 

5

 

22

 

16

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

17

 

10

 

40

 

30

 

 

 

 

 

 

 

 

 

 

 

Reclassification adjustment related to foreign currency translation (1)

 

 

 

 

 

Income tax benefit (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net of taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total reclassifications

 

(36

)

(4

)

(95

)

4

 

Total income tax (expense) benefit

 

(12

)

(2

)

(33

)

1

 

 

 

 

 

 

 

 

 

 

 

Total reclassifications, net of taxes

 

$

(24

)

$

(2

)

$

(62

)

$

3

 

income (loss).

Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Reclassification adjustments related to unrealized gains on investment securities:  
Having no credit losses recognized in the consolidated statement of income (loss) (1)
$(10) $(13) $(8) $(29) 
Income tax expense (2)
(2) (3) (2) (6) 
Net of taxes(8) (10) (6) (23) 
Having credit losses recognized in the consolidated statement of income (loss) (1)
—  —  —  —  
Income tax benefit (2)
—  —  —  —  
Net of taxes—  —  —  —  
Reclassification adjustment related to benefit plan assets and obligations:    
Claims and claim adjustment expenses (3)
  18  11  
General and administrative expenses (3)
13   25  15  
Total22  13  43  26  
Income tax benefit (2)
    
Net of taxes17  11  34  21  
Reclassification adjustment related to foreign currency translation (1)
—  —  —  —  
Income tax benefit (2)
—  —  —  —  
Net of taxes—  —  —  —  
Total reclassifications12  —  35  (3) 
Total income tax (expense) benefit (1)  (1) 
Total reclassifications, net of taxes$ $ $28  $(2) 

 _________________________________________________________
(1)   (Increases) decreases net realized investment gains (losses) on the consolidated statement of income.

income (loss).

(2)   (Increases) decreases income tax expense on the consolidated statement of income.

income (loss).

(3)    Increases (decreases) expenses on the consolidated statement of income.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

8.income (loss).


9.DEBT

Debt Issuance.  On May 22, 2017,April 27, 2020, the Company issued $700$500 million aggregate principal amount of 4.00%2.55% senior notes that will mature on May 30, 2047.April 27, 2050.  The net proceeds of the issuance, after the deduction of the underwriting discount and expenses payable by the Company, totaled approximately $689$490 million.  Interest on the senior notes is payable semi-annually in arrears on May 30April 27 and November 30, commencing on November 30, 2017.October 27.  Prior to November 30, 2046,October 27, 2049, the senior notes may be redeemed, in whole or in part, at the Company’s option, at any time or from time to time, at a redemption price equal to the greater of (a) 100% of the principal amount of any senior notes to be redeemed or (b) the sum of the present values of the remaining scheduled payments of principal and interest to November 30, 2046but excluding October 27, 2049 on any senior notes to be redeemed (exclusive of interest accrued to the date of redemption) discounted to the date of redemption on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months) at the then current Treasury rate (as defined in the senior notes), plus 1525 basis points.  On or after November 30, 2046,October 27, 2049, the senior notes may be redeemed, in whole or in part, at the Company’s option, at any time or from time to time, at a redemption price equal to 100% of the principal amount of any senior notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date.

Debt Redemption.  On June 2, 2017, the Company redeemed the remaining $107 million aggregate principal amount of its 6.25% Fixed-to-Floating Rate Junior Subordinated Debentures due 2067 at a price per debenture of 100% of the principal amount thereof, plus accrued and unpaid interest to the redemption date.

Commercial Paper.  The Company had $0 and $100 million of commercial paper outstanding at September 30, 2017 and December 31, 2016, respectively.

9.

29

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
10.COMMON SHARE REPURCHASES

During the three months and nineended June 30, 2020, the Company did not repurchase any common shares under its share repurchase authorization. For the six months ended SeptemberJune 30, 2017,2020, the Company repurchased 2.63.5 million and 8.3 million shares respectively, under its share repurchase authorization, for a total cost of $328 million and $1.03 billion, respectively.$425 million.  The average cost per share repurchased was $128.11 and $124.12, respectively.$123.09.  In addition, the Company acquired 964368 shares and 0.50.3 million shares for a total cost of $0.1 millionapproximately $33,000 and $61$46 million during the three months and ninesix months ended SeptemberJune 30, 2017,2020, respectively, that were not part of the publicly announced share repurchase authorization.  These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock unit awards and performance share awards, and shares used by employees to cover the price of certain stock options that were exercised.  In April 2017, the Board of Directors approved a share repurchase authorization that added an additional $5.0 billion of repurchase capacity. At SeptemberJune 30, 2017,2020, the Company had $4.91$1.36 billion of capacity remaining under its share repurchase authorization.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

10.


11.EARNINGS (LOSS) PER SHARE

The following is a reconciliation of the net income (loss) and share data used in the basic and diluted earnings (loss) per share computations for the periods presented:

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions, except per share amounts)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Basic and Diluted

 

 

 

 

 

 

 

 

 

Net income, as reported

 

$

293

 

$

716

 

$

1,505

 

$

2,071

 

Participating share-based awards — allocated income

 

(2

)

(6

)

(11

)

(16

)

 

 

 

 

 

 

 

 

 

 

Net income available to common shareholders — basic and diluted

 

$

291

 

$

710

 

$

1,494

 

$

2,055

 

 

 

 

 

 

 

 

 

 

 

Common Shares

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

274.1

 

286.0

 

277.1

 

290.0

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

274.1

 

286.0

 

277.1

 

290.0

 

Weighted average effects of dilutive securities — stock options and performance shares

 

2.5

 

3.8

 

2.5

 

3.6

 

 

 

 

 

 

 

 

 

 

 

Total

 

276.6

 

289.8

 

279.6

 

293.6

 

 

 

 

 

 

 

 

 

 

 

Net Income per Common Share

 

 

 

 

 

 

 

 

 

Basic

 

$

1.06

 

$

2.48

 

$

5.39

 

$

7.09

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

$

1.05

 

$

2.45

 

$

5.34

 

$

7.00

 

11.

 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions, except per share amounts)2020201920202019
Basic and Diluted  
Net income (loss), as reported$(40) $557  $560  $1,353  
Participating share-based awards — allocated income(1) (4) (3) (10) 
Net income (loss) available to common shareholders — basic and diluted$(41) $553  $557  $1,343  
Common Shares  
Basic  
Weighted average shares outstanding251.6  261.3  253.6  262.1  
Diluted  
Weighted average shares outstanding251.6  261.3  253.6  262.1  
Weighted average effects of dilutive securities — stock options and performance shares—  2.4  1.1  2.1  
Total251.6  263.7  254.7  264.2  
Net Income (Loss) per Common Share  
Basic$(0.16) $2.11  $2.19  $5.12  
Diluted$(0.16) $2.10  $2.19  $5.08  

Net loss per basic and diluted common share for the three months ended June 30, 2020 excluded the allocation of $2 million of undistributed loss to participating share-based awards, since such allocation would result in anti-dilution of basic and diluted earnings per share for the three months ended June 30, 2020. In addition, the net loss per diluted common share for the three months ended June 30, 2020 excluded the weighted average effects of 0.7 million stock options and performance shares, since the impact of these potential shares of common stock and their effects on income was anti-dilutive for the three months ended June 30, 2020.


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
12.SHARE-BASED INCENTIVE COMPENSATION


The following information relates to fully vested stock option awards at SeptemberJune 30, 2017:

2020:
                                           Stock OptionsNumberWeighted
Average
Exercise
Price
Weighted
Average
Contractual
Life
Remaining
Aggregate
Intrinsic
Value
($ in millions)
Vested at end of period (1)
7,488,449  $114.26  5.8 years$56  
Exercisable at end of period5,167,407  $106.08  4.5 years$56  

Stock Options

 

Number

 

Weighted
Average
Exercise
Price

 

Weighted
Average
Contractual
Life
Remaining

 

Aggregate
Intrinsic
Value
($ in millions)

 

Vested at end of period (1)

 

5,714,377

 

$

88.66

 

6.2 years

 

$

194

 

 

 

 

 

 

 

 

 

 

 

Exercisable at end of period

 

3,060,575

 

$

70.15

 

4.3 years

 

$

160

 


(1)Represents awards for which the requisite service has been rendered, including those that are retirement eligible.

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

11.SHARE-BASED INCENTIVE COMPENSATION, Continued


The total compensation cost for all share-based incentive compensation awards recognized in earnings was $31$34 million and $42$35 million for the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively, and $104 million and $124$80 million for each of the ninesix months ended SeptemberJune 30, 20172020 and 2016, respectively.2019. The related tax benefits recognized in the consolidated statement of income (loss) were $10$6 million for each of the three months ended June 30, 2020 and 2019, and $14 million for each of the threesix months ended SeptemberJune 30, 20172020 and 2016, respectively, and $34 million and $42 million for the nine months ended September 30, 2017 and 2016, respectively.

2019.


The total unrecognized compensation cost related to all nonvested share-based incentive compensation awards at SeptemberJune 30, 20172020 was $172$198 million, which is expected to be recognized over a weighted-average period of 1.92.0 years.

12.


13. PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS

The following table summarizes the components of net periodic benefit cost for the Company’s pension and postretirement benefit plans recognized in the consolidated statement of income (loss) for the three months ended SeptemberJune 30, 20172020 and 2016.

(for the three months ended

 

Pension Plans

 

Postretirement Benefit Plans

 

September 30, in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Net Periodic Benefit Cost:

 

 

 

 

 

 

 

 

 

Service cost

 

$

30

 

$

29

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

Non-service cost:

 

 

 

 

 

 

 

 

 

Interest cost on benefit obligation

 

35

 

30

 

2

 

2

 

Expected return on plan assets

 

(60

)

(57

)

 

 

Settlement

 

 

 

 

 

Amortization of unrecognized:

 

 

 

 

 

 

 

 

 

Prior service benefit

 

(1

)

 

(1

)

(1

)

Net actuarial loss

 

29

 

17

 

 

 

 

 

 

 

 

 

 

 

 

 

Total non-service cost (benefit)

 

3

 

(10

)

1

 

1

 

 

 

 

 

 

 

 

 

 

 

Net periodic benefit cost

 

$

33

 

$

19

 

$

1

 

$

1

 

2019.

 Pension PlansPostretirement Benefit Plans
(for the three months ended June 30, in millions)2020201920202019
Net Periodic Benefit Cost:    
Service cost$33  $29  $—  $—  
Non-service cost (benefit):    
Interest cost on benefit obligation$28  $35  $ $ 
Expected return on plan assets(68) (68) —  —  
Amortization of unrecognized:
Prior service benefit—  (1) —  (1) 
Net actuarial (gain) loss23  14  (1) —  
Total non-service cost (benefit)(17) (20) —   
Net periodic benefit cost$16  $ $—  $ 
The following table indicates the line items in which the respective service costscost and non-service benefit costscost (benefit) are presented in the consolidated statement of income (loss) for the three months ended SeptemberJune 30, 20172020 and 2016.

(for the three months ended

 

Pension Plans

 

Postretirement Benefit Plans

 

September 30, in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Service Cost:

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

$

13

 

$

12

 

$

 

$

 

General and administrative expenses

 

17

 

17

 

 

 

 

 

 

 

 

 

 

 

 

 

Total service cost

 

30

 

29

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Service Cost:

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

1

 

(4

)

1

 

 

General and administrative expenses

 

2

 

(6

)

 

1

 

 

 

 

 

 

 

 

 

 

 

Total non-service cost (benefit)

 

3

 

(10

)

1

 

1

 

 

 

 

 

 

 

 

 

 

 

Net periodic benefit cost

 

$

33

 

$

19

 

$

1

 

$

1

 

2019.

31

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

12.

13.PENSION PLANS, RETIREMENT BENEFITS AND SAVINGS PLANS, Continued

 Pension PlansPostretirement Benefit Plans
(for the three months ended June 30, in millions)2020201920202019
Service Cost:    
Claims and claim adjustment expenses$14  $12  $—  $—  
General and administrative expenses19  17  —  —  
Total service cost33  29  —  —  
Non-Service Cost (Benefit):    
Claims and claim adjustment expenses(7) (8) —   
General and administrative expenses(10) (12) —  —  
Total non-service cost (benefit)(17) (20) —   
Net periodic benefit cost$16  $ $—  $ 

The following table summarizes the components of net periodic benefit cost for the Company’s pension and postretirement benefit plans recognized in the consolidated statement of income (loss) for the ninesix months ended SeptemberJune 30, 20172020 and 2016.

(for the nine months ended

 

Pension Plans

 

Postretirement Benefit Plans

 

September 30, in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Net Periodic Benefit Cost:

 

 

 

 

 

 

 

 

 

Service cost

 

$

90

 

$

88

 

$

 

$

 

 

 

 

 

 

 

 

 

 

 

Non-service cost:

 

 

 

 

 

 

 

 

 

Interest cost on benefit obligation

 

96

 

91

 

5

 

6

 

Expected return on plan assets

 

(180

)

(172

)

 

 

Settlement

 

 

1

 

 

 

Amortization of unrecognized:

 

 

 

 

 

 

 

 

 

Prior service benefit

 

(1

)

 

(3

)

(3

)

Net actuarial loss

 

66

 

50

 

 

 

 

 

 

 

 

 

 

 

 

 

Total non-service cost (benefit)

 

(19

)

(30

)

2

 

3

 

 

 

 

 

 

 

 

 

 

 

Net periodic benefit cost

 

$

71

 

$

58

 

$

2

 

$

3

 

2019.

 Pension PlansPostretirement Benefit Plans
(for the six months ended June 30, in millions)2020201920202019
Net Periodic Benefit Cost:    
Service cost$66  $59  $—  $—  
Non-service cost (benefit):    
Interest cost on benefit obligation57  70    
Expected return on plan assets(137) (137) —  —  
Amortization of unrecognized:    
Prior service benefit—  (1) (2) (2) 
Net actuarial (gain) loss46  28  (1) —  
Total non-service cost (benefit)(34) (40) (1)  
Net periodic benefit cost (benefit)$32  $19  $(1) $ 
The following table indicates the line items in which the respective service costs and non-service benefit costs are presented in the consolidated statement of income (loss) for the ninesix months ended SeptemberJune 30, 20172020 and 2016.2019.
 Pension PlansPostretirement Benefit Plans
(for the six months ended June 30, in millions)2020201920202019
Service Cost:    
Claims and claim adjustment expenses$28  $24  $—  $—  
General and administrative expenses38  35  —  —  
Total service cost66  59  —  —  
Non-Service Cost (Benefit):    
Claims and claim adjustment expenses(14) (16) —   
General and administrative expenses(20) (24) (1)  
Total non-service cost (benefit)(34) (40) (1)  
Net periodic benefit cost (benefit)$32  $19  $(1) $ 


32

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
14. LEASES
The Company enters into lease agreements for real estate that is primarily used for office space in the ordinary course of business. These leases are accounted for as operating leases, whereby lease expense is recognized on a straight-line basis over the term of the lease, and a right-of-use asset and lease liability is recognized as part of other assets and other liabilities, respectively, in the consolidated balance sheet.

Most leases include an option to extend or renew the lease term. The exercise of the renewal option is at the Company's discretion. The operating lease liability includes lease payments related to options to extend or renew the lease term if the Company is reasonably certain of exercising those options. The Company, in determining the present value of lease payments, utilizes either the rate implicit in the lease if that rate is readily determinable or the Company’s incremental secured borrowing rate commensurate with the term of the underlying lease.

Lease expense is included in general and administrative expenses in the consolidated statement of income (loss). Additional information regarding the Company’s real estate operating leases is as follows:
Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Lease cost
Operating leases$24  $23  $48  $45  
Short-term leases (1)
    
Lease expense25  26  49  52  
Less: sublease income (2)
—  —  —  —  
Net lease cost$25  $26  $49  $52  
Other information on operating leases
Cash payments to settle a lease liability reported in cash flows$28  $26  $55  $50  
Right-of-use assets obtained in exchange for new lease liabilities$ $28  $18  $36  
Weighted average discount rate2.94 %3.05 %2.94 %3.05 %
Weighted average remaining lease term4.9 years5.2 years4.9 years5.2 years

(for the nine months ended

 

Pension Plans

 

Postretirement Benefit Plans

 

September 30, in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Service Cost:

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

$

37

 

$

36

 

$

 

$

 

General and administrative expenses

 

53

 

52

 

 

 

 

 

 

 

 

 

 

 

 

 

Total service cost

 

90

 

88

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-Service Cost:

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

(8

)

(13

)

1

 

1

 

General and administrative expenses

 

(11

)

(17

)

1

 

2

 

 

 

 

 

 

 

 

 

 

 

Total non-service cost (benefit)

 

(19

)

(30

)

2

 

3

 

 

 

 

 

 

 

 

 

 

 

Net periodic benefit cost

 

$

71

 

$

58

 

$

2

 

$

3

 

13.


(1) Leases with an initial term of twelve months or less are not recorded on the balance sheet.
(2) Sublease income consists of rent from third parties of office space and is recognized as part of other revenues in the consolidated statement of income (loss).

33

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
14.LEASES, Continued
The following table presents the contractual maturities of the Company's lease liabilities:
(in millions)Real Estate Lease Liability
Remainder of 2020$53  
202197  
202274  
202354  
202438  
Thereafter57  
Total undiscounted lease payments373  
Less: present value adjustment27  
Operating lease liability$346  

15. CONTINGENCIES, COMMITMENTS AND GUARANTEES

Contingencies

The major pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the Company or any of its subsidiaries is a party or to which any of the Company’s properties is subject are described below.

Asbestos and Environmental Claims and Litigation

In the ordinary course of its insurance business, the Company has received and continues to receive claims for insurance arising under policies issued by the Company asserting alleged injuries and damages from asbestos- and environmental-related exposures that are the subject of related coverage litigation. The Company is defending asbestos- and environmental-related litigation vigorously and believes that it has meritorious defenses; however, the outcomes of these disputes are uncertain. In this regard, the Company employs dedicated specialists and aggressivecomprehensive resolution strategies to manage asbestos and environmental loss exposure, including settling litigation under appropriate circumstances. Currently, it is not possible to predict legal outcomes and their impact on the future loss development offor claims and litigation relating to asbestos and environmental claims. Any such development willcould be affected by future court decisions and interpretations, as well as

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

13.CONTINGENCIES, COMMITMENTS AND GUARANTEES, Continued

future changes, if any, in applicable legislation. Because of these uncertainties, additional liabilities may arise for amounts in excess of the Company’s current insurance reserves. In addition, the Company’s estimate of ultimate claims and claim adjustment expenses may change. These additional liabilities or increaseschanges in estimates, or a range of either, cannot now be reasonably estimated and could result in income statement charges that could be material to the Company’s results of operations in future periods.

Other Proceedings Not Arising Under Insurance Contracts or Reinsurance Agreements

The Company is involved in other lawsuits, including lawsuits alleging extra-contractual damages relating to insurance contracts or reinsurance agreements, that do not arise under insurance contracts or reinsurance agreements. The legal costs associated with such lawsuits are expensed in the period in which the costs are incurred. Based upon currently available information, the Company does not believe it is reasonably possible that any such lawsuit or related lawsuits would be material to the Company’s results of operations or would have a material adverse effect on the Company’s financial position or liquidity.

Gain Contingency

On August 17, 2010, in a reinsurance dispute in New York state court captioned United States Fidelity & Guaranty Company v. American Re-Insurance Company, et al., the trial court granted summary judgment for United States Fidelity and Guaranty Company (USF&G), a subsidiary of the Company, and denied summary judgment for the reinsurers. The Court of Appeals largely affirmed the entry of summary judgment, but remanded two discrete issues for trial.

On November 7, 2016, the Company agreed to a settlement with one of the three defendants then remaining in this dispute. The Company received payment under the settlement in the fourth quarter of 2016 and, as a result, recognized a $126 million pre-tax ($82 million after-tax) gain in the fourth quarter, which was included in “other revenues” in the consolidated statement of income for the year ended December 31, 2016.  In connection with that settlement, the reinsurance recoverable balance related to this case was reduced from approximately $238 million to approximately $31 million in the Company’s consolidated balance sheet. At March 31, 2017, the claim related to the remaining defendants totaled $71 million, comprising the $31 million of reinsurance recoverable plus interest amounting to $40 million as of that date.  The interest was treated for accounting purposes as a gain contingency in accordance with FASB Topic 450, Contingencies, and accordingly was not recognized in the Company’s consolidated financial statements.

On May 1, 2017, the Company agreed to a settlement of this dispute with the two remaining defendants, along with the settlement of several other disputes with these same parties.  As a result of the settlement of all of these matters, the Company recorded an immaterial gain in “other revenues” in its consolidated statement of income for the three months ended June 30, 2017, and the reinsurance recoverable of $31 million in the Company’s balance sheet was fully satisfied.


Other Commitments and Guarantees

Commitments

Investment Commitments— The Company has unfunded commitments to private equity limited partnerships and real estate partnerships in which it invests.  These commitments totaled $1.55$1.63 billion and $1.60$1.66 billion at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively.

34

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued
15. CONTINGENCIES, COMMITMENTS AND GUARANTEES, Continued
Guarantees

The maximum amount of the Company’s contingent obligation for indemnifications related to the sale of businesses that are quantifiable was $358$351 million at SeptemberJune 30, 2017, of which $2 million was recognized on the balance sheet at that date.

The maximum amount of the Company’s obligation for guarantees of certain investments and third-party loans related to certain investments that are quantifiable was $45 million at September 30, 2017, approximately $23 million of which is indemnified by a third party.  2020.

The maximum amount of the Company’s obligation related to the guarantee of certain insurance policy obligations of a former insurance subsidiary was $480 million at SeptemberJune 30, 2017,2020, all of which is indemnified by a third party.  For more information regarding Company guarantees, see note 16 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Form 8-K filed on June 20, 2017.

Report.


35


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

The following consolidating financial statements of the Company have been prepared pursuant to Rule 3-10 of Regulation S-X. These consolidating financial statements have been prepared from the Company’s financial information on the same basis of accounting as the consolidated financial statements. The Travelers Companies, Inc. (excluding its subsidiaries, TRV) has fully and unconditionally guaranteed certain debt obligations of Travelers Property Casualty Corp. (TPC) and Travelers Insurance Group Holdings, Inc. (TIGHI), which totaled $700 million at September 30, 2017.

Prior to the merger of TPC and The St. Paul Companies, Inc. in 2004, TPC fully and unconditionally guaranteed the payment of all principal, premiums, if any, and interest on certain debt obligations of its wholly-owned subsidiary, TIGHI.  Concurrent with the merger, TRV fully and unconditionally assumed such guarantee obligations of TPC. TPC is deemed to have no assets or operations independent of TIGHI. Consolidating financial information for TIGHI has not been presented herein because such financial information would be substantially the same as the financial information provided for TPC.

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the three months ended September 30, 2017

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

4,466

 

$

2,057

 

$

 

$

 

$

6,523

 

Net investment income

 

405

 

189

 

7

 

(13

)

588

 

Fee income

 

113

 

 

 

 

113

 

Net realized investment gains (losses) (1)

 

6

 

56

 

(1

)

 

61

 

Other revenues

 

21

 

21

 

 

(2

)

40

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

5,011

 

2,323

 

6

 

(15

)

7,325

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

3,191

 

1,615

 

 

 

4,806

 

Amortization of deferred acquisition costs

 

716

 

343

 

 

 

1,059

 

General and administrative expenses

 

723

 

314

 

10

 

(2

)

1,045

 

Interest expense

 

12

 

 

83

 

 

95

 

 

 

 

 

 

 

 

 

 

 

 

 

Total claims and expenses

 

4,642

 

2,272

 

93

 

(2

)

7,005

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

369

 

51

 

(87

)

(13

)

320

 

Income tax expense (benefit)

 

74

 

17

 

(60

)

(4

)

27

 

Net income of subsidiaries

 

 

 

329

 

(329

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

295

 

$

34

 

$

302

 

$

(338

)

$

293

 


(1)          Total other-than-temporary impairment (OTTI) for the three months ended September 30, 2017, and the amounts comprising total OTTI that were recognized in net realized investment gains (losses) and in other comprehensive income (OCI) were as follows:

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Total OTTI losses

 

$

(2

)

$

(3

)

$

 

$

 

$

(5

)

OTTI losses recognized in net realized investment gains (losses)

 

$

(2

)

$

(3

)

$

 

$

 

$

(5

)

OTTI losses recognized in OCI

 

$

 

$

 

$

 

$

 

$

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the three months ended September 30, 2016

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

4,246

 

$

1,963

 

$

 

$

 

$

6,209

 

Net investment income

 

389

 

190

 

3

 

 

582

 

Fee income

 

116

 

 

 

 

116

 

Net realized investment gains (1)

 

10

 

12

 

 

1

 

23

 

Other revenues

 

24

 

11

 

 

(4

)

31

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

4,785

 

2,176

 

3

 

(3

)

6,961

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

2,615

 

1,241

 

 

 

3,856

 

Amortization of deferred acquisition costs

 

683

 

329

 

 

 

1,012

 

General and administrative expenses

 

744

 

312

 

4

 

(3

)

1,057

 

Interest expense

 

11

 

 

78

 

 

89

 

 

 

 

 

 

 

 

 

 

 

 

 

Total claims and expenses

 

4,053

 

1,882

 

82

 

(3

)

6,014

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

732

 

294

 

(79

)

 

947

 

Income tax expense (benefit)

 

194

 

81

 

(44

)

 

231

 

Net income of subsidiaries

 

 

 

751

 

(751

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

538

 

$

213

 

$

716

 

$

(751

)

$

716

 


(1)          Total other-than-temporary impairment (OTTI) for the three months ended September 30, 2016, and the amounts comprising total OTTI that were recognized in net realized investment gains and in other comprehensive income (OCI) were as follows:

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Total OTTI losses

 

$

(1

)

$

(3

)

$

 

$

 

$

(4

)

OTTI losses recognized in net realized investment gains

 

$

(1

)

$

(3

)

$

 

$

 

$

(4

)

OTTI gains (losses) recognized in OCI

 

$

 

$

 

$

 

$

 

$

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the nine months ended September 30, 2017

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

13,039

 

$

6,018

 

$

 

$

 

$

19,057

 

Net investment income

 

1,218

 

574

 

17

 

(13

)

1,796

 

Fee income

 

342

 

 

 

 

342

 

Net realized investment gains (losses) (1)

 

(2

)

90

 

58

 

 

146

 

Other revenues

 

75

 

42

 

 

(7

)

110

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

14,672

 

6,724

 

75

 

(20

)

21,451

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

8,794

 

4,331

 

 

 

13,125

 

Amortization of deferred acquisition costs

 

2,077

 

1,017

 

 

 

3,094

 

General and administrative expenses

 

2,163

 

911

 

19

 

(7

)

3,086

 

Interest expense

 

36

 

 

240

 

 

276

 

 

 

 

 

 

 

 

 

 

 

 

 

Total claims and expenses

 

13,070

 

6,259

 

259

 

(7

)

19,581

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

1,602

 

465

 

(184

)

(13

)

1,870

 

Income tax expense (benefit)

 

361

 

125

 

(117

)

(4

)

365

 

Net income of subsidiaries

 

 

 

1,581

 

(1,581

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,241

 

$

340

 

$

1,514

 

$

(1,590

)

$

1,505

 


(1)          Total other-than-temporary impairment (OTTI) for the nine months ended September 30, 2017, and the amounts comprising total OTTI that were recognized in net realized investment gains (losses) and in other comprehensive income (OCI) were as follows:

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Total OTTI losses

 

$

(4

)

$

(7

)

$

 

$

 

$

(11

)

OTTI losses recognized in net realized investment gains (losses)

 

$

(5

)

$

(7

)

$

 

$

 

$

(12

)

OTTI gains recognized in OCI

 

$

1

 

$

 

$

 

$

 

$

1

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF INCOME (Unaudited)

For the nine months ended September 30, 2016

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Revenues

 

 

 

 

 

 

 

 

 

 

 

Premiums

 

$

12,492

 

$

5,765

 

$

 

$

 

$

18,257

 

Net investment income

 

1,142

 

524

 

9

 

 

1,675

 

Fee income

 

352

 

 

 

 

352

 

Net realized investment gains (losses) (1)

 

(7

)

39

 

 

1

 

33

 

Other revenues

 

105

 

28

 

 

(18

)

115

 

 

 

 

 

 

 

 

 

 

 

 

 

Total revenues

 

14,084

 

6,356

 

9

 

(17

)

20,432

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

7,710

 

3,620

 

 

 

11,330

 

Amortization of deferred acquisition costs

 

1,999

 

973

 

 

 

2,972

 

General and administrative expenses

 

2,191

 

923

 

9

 

(17

)

3,106

 

Interest expense

 

35

 

 

238

 

 

273

 

 

 

 

 

 

 

 

 

 

 

 

 

Total claims and expenses

 

11,935

 

5,516

 

247

 

(17

)

17,681

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

2,149

 

840

 

(238

)

 

2,751

 

Income tax expense (benefit)

 

584

 

219

 

(123

)

 

680

 

Net income of subsidiaries

 

 

 

2,186

 

(2,186

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,565

 

$

621

 

$

2,071

 

$

(2,186

)

$

2,071

 


(1)   Total other-than-temporary impairment (OTTI) for the nine months ended September 30, 2016, and the amounts comprising total OTTI that were recognized in net realized investment gains (losses) and in other comprehensive income (OCI) were as follows:

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Total OTTI losses

 

$

(18

)

$

(18

)

$

 

$

 

$

(36

)

OTTI losses recognized in net realized investment gains (losses)

 

$

(13

)

$

(13

)

$

 

$

 

$

(26

)

OTTI losses recognized in OCI

 

$

(5

)

$

(5

)

$

 

$

 

$

(10

)

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the three months ended September 30, 2017

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

295

 

$

34

 

$

302

 

$

(338

)

$

293

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

 

(47

)

5

 

 

(42

)

Having credit losses recognized in the consolidated statement of income

 

1

 

1

 

 

 

2

 

Net changes in benefit plan assets and obligations

 

 

(1

)

(8

)

 

(9

)

Net changes in unrealized foreign currency translation

 

61

 

52

 

 

 

113

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) before income taxes and other comprehensive income of subsidiaries

 

62

 

5

 

(3

)

 

64

 

Income tax expense (benefit)

 

12

 

(11

)

4

 

 

5

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of taxes, before other comprehensive income of subsidiaries

 

50

 

16

 

(7

)

 

59

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income of subsidiaries

 

 

 

66

 

(66

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

50

 

16

 

59

 

(66

)

59

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

$

345

 

$

50

 

$

361

 

$

(404

)

$

352

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the three months ended September 30, 2016

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

538

 

$

213

 

$

716

 

$

(751

)

$

716

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

(323

)

(137

)

5

 

 

(455

)

Having credit losses recognized in the consolidated statement of income

 

4

 

2

 

 

 

6

 

Net changes in benefit plan assets and obligations

 

1

 

 

15

 

 

16

 

Net changes in unrealized foreign currency translation

 

(13

)

(18

)

 

 

(31

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) before income taxes and other comprehensive loss of subsidiaries

 

(331

)

(153

)

20

 

 

(464

)

Income tax expense (benefit)

 

(120

)

(48

)

9

 

 

(159

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of taxes, before other comprehensive loss of subsidiaries

 

(211

)

(105

)

11

 

 

(305

)

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive loss of subsidiaries

 

 

 

(316

)

316

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive loss

 

(211

)

(105

)

(305

)

316

 

(305

)

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

$

327

 

$

108

 

$

411

 

$

(435

)

$

411

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the nine months ended September 30, 2017

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,241

 

$

340

 

$

1,514

 

$

(1,590

)

$

1,505

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

389

 

82

 

(42

)

 

429

 

Having credit losses recognized in the consolidated statement of income

 

3

 

1

 

 

 

4

 

Net changes in benefit plan assets and obligations

 

 

(2

)

27

 

 

25

 

Net changes in unrealized foreign currency translation

 

100

 

102

 

 

 

202

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss) before income taxes and other comprehensive income of subsidiaries

 

492

 

183

 

(15

)

 

660

 

Income tax expense

 

151

 

38

 

1

 

 

190

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of taxes, before other comprehensive income of subsidiaries

 

341

 

145

 

(16

)

 

470

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income of subsidiaries

 

 

 

486

 

(486

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

341

 

145

 

470

 

(486

)

470

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

$

1,582

 

$

485

 

$

1,984

 

$

(2,076

)

$

1,975

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF COMPREHENSIVE INCOME (Unaudited)

For the nine months ended September 30, 2016

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,565

 

$

621

 

$

2,071

 

$

(2,186

)

$

2,071

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

Changes in net unrealized gains on investment securities:

 

 

 

 

 

 

 

 

 

 

 

Having no credit losses recognized in the consolidated statement of income

 

732

 

397

 

9

 

 

1,138

 

Having credit losses recognized in the consolidated statement of income

 

12

 

11

 

 

 

23

 

Net changes in benefit plan assets and obligations

 

19

 

20

 

11

 

 

50

 

Net changes in unrealized foreign currency translation

 

106

 

(69

)

 

 

37

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income before income taxes and other comprehensive income of subsidiaries

 

869

 

359

 

20

 

 

1,248

 

Income tax expense

 

277

 

144

 

10

 

 

431

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income, net of taxes, before other comprehensive income of subsidiaries

 

592

 

215

 

10

 

 

817

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income of subsidiaries

 

 

 

807

 

(807

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income

 

592

 

215

 

817

 

(807

)

817

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income

 

$

2,157

 

$

836

 

$

2,888

 

$

(2,993

)

$

2,888

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING BALANCE SHEET (Unaudited)

At September 30, 2017

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities, available for sale, at fair value (amortized cost $60,727)

 

$

42,889

 

$

19,218

 

$

50

 

$

 

$

62,157

 

Equity securities, available for sale, at fair value (cost $509)

 

173

 

255

 

173

 

 

601

 

Real estate investments

 

55

 

868

 

 

 

923

 

Short-term securities

 

2,936

 

1,024

 

1,899

 

 

5,859

 

Other investments

 

2,666

 

885

 

1

 

 

3,552

 

Total investments

 

48,719

 

22,250

 

2,123

 

 

73,092

 

Cash

 

165

 

214

 

 

 

379

 

Investment income accrued

 

392

 

170

 

6

 

 

568

 

Premiums receivable

 

4,938

 

2,329

 

 

 

7,267

 

Reinsurance recoverables

 

5,791

 

2,554

 

 

 

8,345

 

Ceded unearned premiums

 

612

 

76

 

 

 

688

 

Deferred acquisition costs

 

1,880

 

197

 

 

 

2,077

 

Deferred taxes

 

(76

)

224

 

95

 

 

243

 

Contractholder receivables

 

3,813

 

944

 

 

 

4,757

 

Goodwill

 

2,593

 

1,362

 

 

(9

)

3,946

 

Other intangible assets

 

202

 

143

 

 

 

345

 

Investment in subsidiaries

 

 

 

28,036

 

(28,036

)

 

Other assets

 

2,247

 

91

 

266

 

 

2,604

 

Total assets

 

$

71,276

 

$

30,554

 

$

30,526

 

$

(28,045

)

$

104,311

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

33,358

 

$

16,392

 

$

 

$

 

$

49,750

 

Unearned premium reserves

 

9,225

 

4,022

 

 

 

13,247

 

Contractholder payables

 

3,813

 

944

 

 

 

4,757

 

Payables for reinsurance premiums

 

249

 

174

 

 

 

423

 

Debt

 

693

 

 

6,228

 

 

6,921

 

Other liabilities

 

3,946

 

967

 

562

 

 

5,475

 

Total liabilities

 

51,284

 

22,499

 

6,790

 

 

80,573

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

Common stock (1,750.0 shares authorized; 273.8 shares issued and 273.7 shares outstanding)

 

 

390

 

22,836

 

(390

)

22,836

 

Additional paid-in capital

 

11,634

 

6,970

 

 

(18,604

)

 

Retained earnings

 

7,989

 

683

 

33,108

 

(8,670

)

33,110

 

Accumulated other comprehensive income (loss)

 

369

 

12

 

(285

)

(381

)

(285

)

Treasury stock, at cost (498.3 shares)

 

 

 

(31,923

)

 

(31,923

)

Total shareholders’ equity

 

19,992

 

8,055

 

23,736

 

(28,045

)

23,738

 

Total liabilities and shareholders’ equity

 

$

71,276

 

$

30,554

 

$

30,526

 

$

(28,045

)

$

104,311

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING BALANCE SHEET (Unaudited)

At December 31, 2016

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Assets

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities, available for sale, at fair value (amortized cost $59,650)

 

$

42,014

 

$

18,452

 

$

49

 

$

 

$

60,515

 

Equity securities, available for sale, at fair value (cost $504)

 

169

 

408

 

155

 

 

732

 

Real estate investments

 

56

 

872

 

 

 

928

 

Short-term securities

 

2,447

 

791

 

1,627

 

 

4,865

 

Other investments

 

2,569

 

878

 

1

 

 

3,448

 

Total investments

 

47,255

 

21,401

 

1,832

 

 

70,488

 

Cash

 

141

 

164

 

2

 

 

307

 

Investment income accrued

 

441

 

183

 

6

 

 

630

 

Premiums receivable

 

4,545

 

2,177

 

 

 

6,722

 

Reinsurance recoverables

 

5,664

 

2,623

 

 

 

8,287

 

Ceded unearned premiums

 

536

 

53

 

 

 

589

 

Deferred acquisition costs

 

1,741

 

182

 

 

 

1,923

 

Deferred taxes

 

216

 

224

 

25

 

 

465

 

Contractholder receivables

 

3,656

 

953

 

 

 

4,609

 

Goodwill

 

2,578

 

1,002

 

 

 

3,580

 

Other intangible assets

 

202

 

66

 

 

 

268

 

Investment in subsidiaries

 

 

 

27,137

 

(27,137

)

 

Other assets

 

1,973

 

370

 

34

 

 

2,377

 

Total assets

 

$

68,948

 

$

29,398

 

$

29,036

 

$

(27,137

)

$

100,245

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

32,168

 

$

15,781

 

$

 

$

 

$

47,949

 

Unearned premium reserves

 

8,575

 

3,754

 

 

 

12,329

 

Contractholder payables

 

3,656

 

953

 

 

 

4,609

 

Payables for reinsurance premiums

 

156

 

117

 

 

 

273

 

Debt

 

693

 

 

5,744

 

 

6,437

 

Other liabilities

 

4,106

 

1,239

 

82

 

 

5,427

 

Total liabilities

 

49,354

 

21,844

 

5,826

 

 

77,024

 

Shareholders’ equity

 

 

 

 

 

 

 

 

 

 

 

Common stock (1,750.0 shares authorized; 279.6 shares issued and outstanding)

 

 

390

 

22,614

 

(390

)

22,614

 

Additional paid-in capital

 

11,634

 

6,499

 

 

(18,133

)

 

Retained earnings

 

7,933

 

797

 

32,185

 

(8,719

)

32,196

 

Accumulated other comprehensive income (loss)

 

27

 

(132

)

(755

)

105

 

(755

)

Treasury stock, at cost (489.5 shares)

 

 

 

(30,834

)

 

(30,834

)

Total shareholders’ equity

 

19,594

 

7,554

 

23,210

 

(27,137

)

23,221

 

Total liabilities and shareholders’ equity

 

$

68,948

 

$

29,398

 

$

29,036

 

$

(27,137

)

$

100,245

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)

For the nine months ended September 30, 2017

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,241

 

$

340

 

$

1,514

 

$

(1,590

)

$

1,505

 

Net adjustments to reconcile net income to net cash provided by operating activities

 

975

 

508

 

285

 

(49

)

1,719

 

Net cash provided by operating activities

 

2,216

 

848

 

1,799

 

(1,639

)

3,224

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

Proceeds from maturities of fixed maturities

 

4,961

 

1,618

 

2

 

 

6,581

 

Proceeds from sales of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

463

 

397

 

 

 

860

 

Equity securities

 

18

 

202

 

120

 

 

340

 

Real estate investments

 

 

23

 

 

 

23

 

Other investments

 

426

 

190

 

 

(13

)

603

 

Purchases of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

(5,906

)

(2,493

)

(4

)

 

(8,403

)

Equity securities

 

(5

)

(65

)

(123

)

 

(193

)

Real estate investments

 

 

(40

)

 

 

(40

)

Other investments

 

(305

)

(87

)

 

 

(392

)

Net purchases of short-term securities

 

(488

)

(230

)

(272

)

 

(990

)

Securities transactions in course of settlement

 

18

 

103

 

1

 

 

122

 

Acquisition, net of cash acquired

 

 

25

 

(477

)

13

 

(439

)

Other

 

(192

)

5

 

 

 

(187

)

Net cash used in investing activities

 

(1,010

)

(352

)

(753

)

 

(2,115

)

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

Treasury stock acquired — share repurchase authorization

 

 

 

(1,028

)

 

(1,028

)

Treasury stock acquired — net employee share-based compensation

 

 

 

(61

)

 

(61

)

Dividends paid to shareholders

 

 

 

(589

)

 

(589

)

Payment of debt

 

 

 

(207

)

 

(207

)

Issuance of debt

 

 

 

689

 

 

689

 

Issuance of common stock — employee share options

 

 

 

148

 

 

148

 

Dividends paid to parent company

 

(1,185

)

(454

)

 

1,639

 

 

Net cash used in financing activities

 

(1,185

)

(454

)

(1,048

)

1,639

 

(1,048

)

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

3

 

8

 

 

 

11

 

Net increase (decrease) in cash

 

24

 

50

 

(2

)

 

72

 

Cash at beginning of year

 

141

 

164

 

2

 

 

307

 

Cash at end of period

 

$

165

 

$

214

 

$

 

$

 

$

379

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

 

 

 

 

 

Income taxes paid (received)

 

$

493

 

$

174

 

$

(200

)

$

 

$

467

 

Interest paid

 

$

40

 

$

 

$

177

 

$

 

$

217

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited), Continued

14.CONSOLIDATING FINANCIAL STATEMENTS OF THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES, Continued

CONSOLIDATING STATEMENT OF CASH FLOWS (Unaudited)

For the nine months ended September 30, 2016

(in millions)

 

TPC

 

Other
Subsidiaries

 

TRV

 

Eliminations

 

Consolidated

 

Cash flows from operating activities

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

1,565

 

$

621

 

$

2,071

 

$

(2,186

)

$

2,071

 

Net adjustments to reconcile net income to net cash provided by operating activities

 

643

 

92

 

127

 

130

 

992

 

Net cash provided by operating activities

 

2,208

 

713

 

2,198

 

(2,056

)

3,063

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

 

 

 

Proceeds from maturities of fixed maturities

 

4,854

 

1,788

 

6

 

 

6,648

 

Proceeds from sales of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

458

 

405

 

2

 

 

865

 

Equity securities

 

39

 

32

 

 

 

71

 

Real estate investments

 

 

69

 

 

 

69

 

Other investments

 

399

 

170

 

 

 

569

 

Purchases of investments:

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities

 

(6,016

)

(2,978

)

(10

)

 

(9,004

)

Equity securities

 

(5

)

(29

)

(2

)

 

(36

)

Real estate investments

 

(1

)

(29

)

 

 

(30

)

Other investments

 

(328

)

(94

)

 

 

(422

)

Net (purchases) sales of short-term securities

 

(339

)

366

 

(162

)

 

(135

)

Securities transactions in course of settlement

 

422

 

86

 

3

 

 

511

 

Other

 

(236

)

(4

)

 

 

(240

)

Net cash used in investing activities

 

(753

)

(218

)

(163

)

 

(1,134

)

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

 

 

 

Treasury stock acquired — share repurchase authorization

 

 

 

(1,650

)

 

(1,650

)

Treasury stock acquired — net employee share-based compensation

 

 

 

(71

)

 

(71

)

Dividends paid to shareholders

 

 

 

(569

)

 

(569

)

Payment of debt

 

 

 

(400

)

 

(400

)

Issuance of debt

 

 

 

491

 

 

491

 

Issuance of common stock — employee share options

 

 

 

164

 

 

164

 

Dividends paid to parent company

 

(1,550

)

(506

)

 

2,056

 

 

Net cash used in financing activities

 

(1,550

)

(506

)

(2,035

)

2,056

 

(2,035

)

 

 

 

 

 

 

 

 

 

 

 

 

Effect of exchange rate changes on cash

 

1

 

(6

)

 

 

(5

)

Net decrease in cash

 

(94

)

(17

)

 

 

(111

)

Cash at beginning of year

 

225

 

153

 

2

 

 

380

 

Cash at end of period

 

$

131

 

$

136

 

$

2

 

$

 

$

269

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information

 

 

 

 

 

 

 

 

 

 

 

Income taxes paid (received)

 

$

536

 

$

206

 

$

(94

)

$

 

$

648

 

Interest paid

 

$

40

 

$

 

$

183

 

$

 

$

223

 

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is a discussion and analysis of the Company’s financial condition and results of operations.

FINANCIAL HIGHLIGHTS

2017 Third

2020 Second Quarter Consolidated Results of Operations

·

Net incomeloss of $293$(40) million, or $1.06$(0.16) per share basic and $1.05 per share diluted

·

Net earned premiums of $6.52$6.96 billion

·

Catastrophe losses of $700$854 million ($455673 million after-tax)

·

Net favorable prior year reserve development of $15$2 million ($1 million after-tax)
Combined ratio of 103.7%
Net investment income of $268 million ($251 million after-tax)
Net realized investment gains of $13 million ($10 million after-tax)

·                   Combined ratio of 103.2%

·                   Net investment income of $588 million ($457 million after-tax)

·

Operating cash flows of $1.64$1.66 billion

2017 Third

2020 Second Quarter Consolidated Financial Condition

·

Total investments of $73.09$80.60 billion; fixed maturities and short-term securities comprised 93%94% of total investments

·

Total assets of $104.31$113.34 billion

·

Total debt of $6.92$7.05 billion, resulting in a debt-to-total capital ratio of 22.6% (23.3%20.7% (23.2% excluding net unrealized investment gains, net of tax)

·                   Repurchased 2.6 million common shares for total cost of $328 million and paid $200

Paid $216 million of dividends to shareholders

·

Shareholders’ equity of $23.74$26.94 billion

·

Net unrealized investment gains of $1.55$4.63 billion ($1.013.65 billion after-tax)

·

Book value per common share of $86.73

·$106.42

Holding company liquidity of $1.96$2.02 billion

Realignment of Reportable Business Segments

Effective April 1, 2017, and as reported in the Company’s Form 10-Q for the quarter ended June 30, 2017, the Company’s results are reported in the following three business segments — Business Insurance, Bond & Specialty Insurance and Personal Insurance, reflecting a change in the manner in which the Company’s businesses were being managed as of that date, as well as the aggregation of products and services based on the type of customer, how the business is marketed and the manner in which risks are underwritten.  While the segmentation of the Company’s domestic businesses was unchanged, the Company’s international businesses, which were previously managed and reported in total within the Business and International Insurance segment, were disaggregated by product type among the three newly aligned reportable business segments.  All prior periods presented have been reclassified to conform to this presentation.

In connection with these changes, the Company revised the names and descriptions of certain businesses comprising the Company’s segments and has reflected other related changes.  The following discussion of segment results is based on the realigned reportable business segment structure effective April 1, 2017.


36


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

CONSOLIDATED OVERVIEW

Consolidated Results of Operations

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions, except ratio and per share amounts)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Premiums

 

$

6,523

 

$

6,209

 

$

19,057

 

$

18,257

 

Net investment income

 

588

 

582

 

1,796

 

1,675

 

Fee income

 

113

 

116

 

342

 

352

 

Net realized investment gains

 

61

 

23

 

146

 

33

 

Other revenues

 

40

 

31

 

110

 

115

 

Total revenues

 

7,325

 

6,961

 

21,451

 

20,432

 

 

 

 

 

 

 

 

 

 

 

Claims and expenses

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expenses

 

4,806

 

3,856

 

13,125

 

11,330

 

Amortization of deferred acquisition costs

 

1,059

 

1,012

 

3,094

 

2,972

 

General and administrative expenses

 

1,045

 

1,057

 

3,086

 

3,106

 

Interest expense

 

95

 

89

 

276

 

273

 

Total claims and expenses

 

7,005

 

6,014

 

19,581

 

17,681

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

320

 

947

 

1,870

 

2,751

 

Income tax expense

 

27

 

231

 

365

 

680

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

293

 

$

716

 

$

1,505

 

$

2,071

 

 

 

 

 

 

 

 

 

 

 

Net income per share

 

 

 

 

 

 

 

 

 

Basic

 

$

1.06

 

$

2.48

 

$

5.39

 

$

7.09

 

Diluted

 

$

1.05

 

$

2.45

 

$

5.34

 

$

7.00

 

 

 

 

 

 

 

 

 

 

 

Combined ratio

 

 

 

 

 

 

 

 

 

Loss and loss adjustment expense ratio

 

72.8

%

61.2

%

68.0

%

61.2

%

Underwriting expense ratio

 

30.4

 

31.7

 

30.7

 

31.6

 

 

 

 

 

 

 

 

 

 

 

Combined ratio

 

103.2

%

92.9

%

98.7

%

92.8

%

 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions, except ratio and per share amounts)2020201920202019
Revenues    
Premiums$6,955  $6,988  $14,184  $13,843  
Net investment income268  648  879  1,230  
Fee income114  116  222  225  
Net realized investment gains (losses)13  25  (85) 78  
Other revenues51  57  109  129  
Total revenues7,401  7,834  15,309  15,505  
Claims and expenses    
Claims and claim adjustment expenses5,107  4,821  9,896  9,263  
Amortization of deferred acquisition costs1,173  1,134  2,351  2,251  
General and administrative expenses1,121  1,125  2,258  2,182  
Interest expense85  89  169  177  
Total claims and expenses7,486  7,169  14,674  13,873  
Income (loss) before income taxes(85) 665  635  1,632  
Income tax expense (benefit)(45) 108  75  279  
Net income (loss)$(40) $557  $560  $1,353  
Net income (loss) per share    
Basic$(0.16) $2.11  $2.19  $5.12  
Diluted$(0.16) $2.10  $2.19  $5.08  
Combined ratio    
Loss and loss adjustment expense ratio72.7 %68.2 %69.0 %66.2 %
Underwriting expense ratio31.0  30.2  30.5  29.9  
Combined ratio103.7 %98.4 %99.5 %96.1 %
The following discussions of the Company’s net income (loss) and segment income (loss) are presented on an after-tax basis.  Discussions of the components of net income (loss) and segment income (loss) are presented on a pre-tax basis, unless otherwise noted.  Discussions of net income (loss) per common share are presented on a diluted basis.

Overview

The diluted net loss per share was $(0.16) in the second quarter of 2020, compared to diluted net income per share of $2.10 in the same period of 2019.  The net loss was $(40) million in the second quarter of 2020, compared to net income of $557 million in the same period of 2019.  The loss before income taxes primarily reflected the pre-tax impacts of (i) higher catastrophe losses, (ii) lower net investment income, (iii) lower net favorable prior year reserve development and (iv) lower net realized investment gains, partially offset by (v) higher underwriting margins excluding catastrophe losses and prior year reserve development ("underlying underwriting margins"). Catastrophe losses in the second quarters of 2020 and 2019 were $854 million and $367 million, respectively. Net favorable prior year reserve development in the second quarters of 2020 and 2019 was $2 million and $123 million, respectively. The higher underlying underwriting margins in the second quarter of 2020 were driven by Personal Insurance and Business Insurance, partially offset by Bond & Specialty Insurance. The Company recorded an income tax benefit in the second quarter of 2020 compared with income tax expense in the same period of 2019, primarily reflecting the impact of the decrease in income before income taxes.

37


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Diluted net income per share of $1.05$2.19 in the third quarterfirst six months of 20172020 decreased by 57% from diluted net income per share of $2.45$5.08 in the same period of 2016.2019.  Net income of $293$560 million in the third quarterfirst six months of 20172020 decreased by 59% from net income of $716 million$1.35 billion in the same period of 2016.2019.  The lower rate of decrease in diluted net income per share reflected the impact of share repurchases in recent periods. The decrease in net income before income taxes primarily reflected the pre-tax impacts of (i) significantly higher catastrophe losses, (ii) lower underwriting margins excluding catastrophenet investment income, (iii) net realized investment losses compared to net realized investment gains in the same period of 2019 and prior year reserve development (“underlying underwriting margins”) and (iii)(iv) lower net favorable prior year reserve development, partially offset by (iv)(v) higher net realized investment gains.  Catastrophe losses in the third quarters of 2017 and 2016 were $700 million and $89 million, respectively.  Net favorable prior year reserve development in the third quarters of 2017 and 2016 was $15 million and $39 million, respectively.  The lower underlying underwriting margins primarily resulted from the impacts of (i) a high level of non-catastrophe fire-related losses and (ii) loss cost trends that modestly exceeded earned pricing, partially offset by (iii) increased business volumes.  Partially offsetting this net pre-tax decrease in income was a related decrease in income tax expense.

Diluted net income per share of $5.34 in the first nine months of 2017 decreased by 24% from diluted net income per share of $7.00 in the same period of 2016.  Net income of $1.51 billion in the first nine months of 2017 decreased by 27% from net

income of $2.07 billion in the same period of 2016.  The lower rate of decrease in diluted net income per share reflected the impact of share repurchases in recent periods.  The decrease in net income primarily reflected the pre-tax impacts of (i) significantly higher catastrophe losses, (ii) lower net favorable prior year reserve development and (iii) lower underlying underwriting margins, partially offset by (iv) higher net investment income and (v) higher net realized investment gains.margins. Catastrophe losses in the first ninesix months of 20172020 and 20162019 were $1.45$1.19 billion and $740$560 million, respectively.  Net favorable prior year reserve development in the first ninesix months of 20172020 and 20162019 was $299$29 million and $507$174 million, respectively. The lowerhigher underlying underwriting margins primarily resulted from the impacts of (i) a high level of non-catastrophe fire-related losses, (ii) the timing of higher loss estimates in personal automobile bodily injury liability coverages that were consistent with the higher loss trends recognized in the latter partfirst six months of 2016 and (iii) loss cost trends that modestly exceeded earned pricing,2020 were driven by Personal Insurance, partially offset by (iv) increased business volumes.  Partially offsetting this net pre-tax decrease in income was a related decrease in income tax expense.Business Insurance and Bond & Specialty Insurance. Income tax expense in the first ninesix months of 20172020 was alsolower than in the same period of 2019, primarily reflecting the impact of the decrease in income before income taxes.


Impact of COVID-19 and Related Economic Conditions

Beginning in March 2020 and continuing through the second quarter of 2020, the global pandemic caused by the novel coronavirus COVID-19 (“COVID-19”) and related economic conditions impacted the Company's results of operations. For the second quarter and first six months of 2020, the Company's underwriting margins were impacted as follows:

Earned premiums were negatively impacted by premium refunds in Personal Insurance provided to personal automobile customers. In Business Insurance, earned premiums were negatively impacted by reduced exposures and reductions in the Company's estimate of ultimate audit premiums receivable. Earned premiums in Bond & Specialty Insurance were not materially impacted by $39 millionCOVID-19 and related economic conditions.

Claims and claim adjustment expenses in Business Insurance included modestly lower loss estimates in certain product lines, primarily commercial automobile, partially offset by modestly higher loss estimates in certain other product lines, primarily commercial property. Claims and claim adjustment expenses in Bond & Specialty Insurance were negatively impacted by higher loss estimates for management liability coverages. Claims and claim adjustment expenses in Personal Insurance were favorably impacted by lower loss estimates in the automobile product line, largely due to the impact of a decrease in miles driven.

General and administrative expenses were modestly impacted by an increased allowance for expected credit losses on premiums receivable in all segments and higher contingent commission expense in Personal Insurance as a result of the resolutionimproved profitability referred to above, partially offset by lower travel-related expenses.

In addition to the foregoing impacts on its underwriting margins, for the second quarter and first six months of prior year tax matters2020, the Company also experienced the following impacts of COVID-19 and related economic conditions:

Other income was negatively impacted by declines in installment premium charges attributable to the impact of billing relief actions offered to customers.

Net investment income was impacted by a loss of $(234) million in the second quarter of 2020 from the Company's other investments. Other investments include private equity, hedge fund and real estate partnerships that are accounted for under the equity method of accounting and typically report their financial statement information to the Company one month to three months following the end of the reporting period. Accordingly, the adverse impact on net investment income from these investments related to the disruption in global financial markets in the first quarter of 2017.

2020 associated with COVID-19 is reflected in the Company's results for the second quarter of 2020.


Net realized gains (losses) included net realized investment gains (losses) on equity securities still held of $46 million and $(33) million for the second quarter and first six months of 2020, respectively, driven by the impact of changes in fair value on the Company's equity investments attributable to the volatility in global financial markets.

For further discussion regarding the potential future impacts of COVID-19 and related economic conditions on the Company, see "Outlook" and "Part II—Item 1A—Risk Factors."

The Company has insurance operations in Canada, the United Kingdom, the Republic of Ireland and throughout other parts of the world as a corporate member of Lloyd’s, as well as in Brazil and Colombia, primarily through joint ventures.  Because these
38


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

operations are conducted in local currencies other than the U.S. dollar, the Company is subject to changes in foreign currency exchange rates.  For the three months and ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, changes in foreign currency exchange rates impacted reported line items in the statement of income by insignificant amounts.  The impact of these changes was not material to the Company’s net income or segment income for the periods reported.

Revenues

Earned Premiums

Earned premiums in the thirdsecond quarter of 20172020 were $6.52$6.96 billion, $314comparable with the same period of 2019.  Earned premiums in the first six months of 2020 were $14.18 billion, $341 million or 5%2% higher than in the same period of 2016.  Earned premiums in the first nine months of 2017 were $19.06 billion, $800 million or 4% higher than in the same period of 2016.2019. In Business Insurance, earned premiums in both the thirdsecond quarter andof 2020 decreased by 1% from the same period of 2019. Earned premiums in the first ninesix months of 20172020 increased by 2%1% over the same period of 2019. Earned premiums in Business Insurance in both periods of 2016.2020 were negatively impacted by reduced exposures and reductions in the Company's estimate of ultimate audit premiums receivable, in each case reflecting the impact of COVID-19 and related economic conditions, including a decrease in new business levels. In Bond & Specialty Insurance, earned premiums in each of the thirdsecond quarter and first ninesix months of 2017 increased by 3% and 2%, respectively, over the same periods of 2016.  In Personal Insurance, earned premiums in both the third quarter and first nine months of 20172020 increased by 10% over the same periods of 2016.2019. Earned premiums in Bond & Specialty Insurance in both periods of 2020 were not materially impacted by COVID-19 and related economic conditions. In Personal Insurance, earned premiums in the second quarter of 2020 decreased by 2% from the same period of 2019, and earned premiums in the first six months of 2020 increased by 3% over the same period of 2019.  Earned premiums in Personal Insurance in both periods of 2020 were reduced by premium refunds provided to personal automobile customers in response to COVID-19 and related economic conditions. Factors contributing to the changes in earned premiums in each segment are discussed in more detail in the segment discussions that follow.

Net Investment Income

The following table sets forth information regarding the Company’s investments.

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Average investments (1)

 

$

72,363

 

$

70,110

 

$

71,577

 

$

70,082

 

Pre-tax net investment income

 

588

 

582

 

1,796

 

1,675

 

After-tax net investment income

 

457

 

472

 

1,405

 

1,353

 

Average pre-tax yield (2)

 

3.2

%

3.3

%

3.3

%

3.2

%

Average after-tax yield (2)

 

2.5

%

2.7

%

2.6

%

2.6

%


 Three Months Ended
June 30,
Six Months Ended
June 30,
(dollars in millions)2020201920202019
Average investments (1)
$76,635  $74,370  $76,508  $74,197  
Pre-tax net investment income268  648  879  1,230  
After-tax net investment income251  548  770  1,044  
Average pre-tax yield (2)
1.4 %3.5 %2.3 %3.3 %
Average after-tax yield (2)
1.3 %2.9 %2.0 %2.8 %

_________________________________________________________ 
(1)Excludes net unrealized investment gains and losses and reflects cash, receivables for investment sales, payables on investment purchases and accrued investment income.

(2)Excludes net realized and net unrealized investment gains and losses.

Net investment income in the thirdsecond quarter of 20172020 was $588$268 million, $6$380 million or 1% higher59% lower than in the same period of 2016.2019.  Net investment income in the first ninesix months of 20172020 was $1.80 billion, $121$879 million, $351 million or 7% higher29% lower than in the same period of 2016.2019. Net investment income from fixed maturity investments in the thirdsecond quarter and first ninesix months of 20172020 was $469$498 million and $1.42$1.01 billion, respectively, $21each $16 million and $73 million lower respectively, than in the same periods of 2016.2019. The decreases primarily resulted from lower long-term reinvestmentinterest rates, available in the market, partially offset by the impact of a slightly higher average level of fixed maturity investments. Net investment income from short-term securities in the thirdsecond quarter and first ninesix months of 20172020 was $19$13 million and $43$35 million, respectively, $12a decline of $14 million and $23$20 million, higher,respectively, as compared to the same periods of 2019. The decreases in both periods of 2020 primarily resulted from lower short-term interest rates. The Company's remaining investment portfolios had a loss of $(234) million and $(146) million in the second quarter and first six months of 2020, respectively, compared with income of $118 million and $171 million, respectively, in the same periods of 2019. Included in other investments are private equity, hedge fund and real estate partnerships that are accounted for under the equity method of accounting and typically report their financial statement information to the Company one month to three months following the end of the reporting period. Accordingly, the loss from these investments was related to the disruption in global financial markets during the first quarter of 2020 associated with COVID-19.

39


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Fee Income
Fee income in the second quarter and first six months of 2020 was $114 million and $222 million, respectively, $2 million and $3 million lower, respectively, than in the same periods of 2016.  The increases primarily resulted from higher short-term interest rates and a higher average level of short-term investments.  Net investment income generated by non-fixed maturity investments in the third quarter and first nine months of 2017 was $108 million and $363 million, respectively, $13 million and $171 million

higher, respectively, than in the same periods of 2016, primarily due to higher returns from private equity limited partnerships.

Fee Income

2019. The National Accounts market in Business Insurance is the primary source of the Company’s fee-based business.  The $3 millionbusiness and $10 million decreases in fee income in the third quarter and first nine months of 2017, respectively, compared with the same periods of 2016 areis discussed in the Business Insurance segment discussion that follows.

Net Realized Investment Gains

(Losses)

The following table sets forth information regarding the Company’s net realized investment gains.

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Net Realized Investment Gains

 

 

 

 

 

 

 

 

 

Other-than-temporary impairment losses

 

$

(5

)

$

(4

)

$

(12

)

$

(26

)

Other net realized investment gains

 

66

 

27

 

158

 

59

 

 

 

 

 

 

 

 

 

 

 

Net realized investment gains

 

$

61

 

$

23

 

$

146

 

$

33

 

The increasesgains (losses).


Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Credit impairment losses:
Fixed maturities$(6) $(1) $(22) $(2) 
Other investments(40) —  (40) —  
Net realized investment gains (losses) on equity securities still held46   (33) 45  
Other net realized investment gains, including from sales13  20  10  35  
Total$13  $25  $(85) $78  

In the second quarter of 2020, the Company recorded a $40 million credit impairment loss from the other-than-temporary impairment of the carrying value of a joint venture investment included in other netinvestments.

Net realized investment gains (losses) on equity securities still held of $46 million and $(33) million in the thirdsecond quarter and first ninesix months of 2017 compared with2020, respectively, were driven by the impact of changes in fair value attributable to the volatility in global financial markets.
Other Revenues
Other revenues in the second quarters and first six months of 2020 and 2019 included installment premium charges and revenues from Simply Business. Installment premium charges in both periods of 2020 were lower than in the same periods of 2016 were2019, primarily driven by net realized gains on the sale of equity securities.

Other Revenues

Other revenues in all periods of 2017 and 2016 included installment premium charges.  Other revenues in the third quarter of 2017 also included revenues from Simply Business, which was acquired in August 2017.  Other revenues in the first nine months of 2017 also included a gain relatedattributable to the settlementimpact of billing relief actions offered to customers as a reinsurance dispute in the second quarterresult of 2017.  See “Gain Contingency” in note 13 of notes to the unaudited consolidated financial statements for further discussion.  Other revenues in the first nine months of 2016 also included proceeds from the favorable settlement of a claims-related legal matter in the first quarter of 2016.

COVID-19.

Claims and Expenses


Claims and Claim Adjustment Expenses

Claims and claim adjustment expenses in the thirdsecond quarter of 20172020 were $4.81$5.11 billion, $950$286 million or 25%6% higher than in the same period of 2016,2019, primarily reflecting the impacts of (i) significantly higher catastrophe losses, (ii) higher volumes of insured exposures, (iii) loss cost trends, (iv) a high level of non-catastrophe fire-related losses and (v)(iii) lower net favorable prior year reserve development.development, (iv) higher loss estimates for management liability coverages in Bond & Specialty Insurance, including the impact of COVID-19 and related economic conditions, (v) the net adverse impact of changes in loss estimates across several product lines in Business Insurance initially recognized in the last two quarters of 2019, and (vi) higher business volumes, partially offset by (vii) lower losses in the automobile product line in Personal Insurance due to a decrease in miles driven attributable to COVID-19 and related economic conditions and (viii) lower non-catastrophe weather-related losses. Catastrophe losses in the thirdsecond quarter of 20172020 primarily resulted from Hurricanes Harvey, Irma and Maria, as well as wind and hailsevere storms in the Southern region of the United States.  Catastrophe losses in the third quarter of 2016 primarily resulted from hail storms in the Western regionseveral regions of the United States and floodingcivil unrest. Catastrophe losses in the Southeast regionsecond quarter of 2019 primarily resulted from wind storms in several regions of the United States.


Claims and claim adjustment expenses in the first ninesix months of 20172020 were $13.13$9.90 billion, $1.80 billion$633 million or 16%7% higher than in the same period of 2016,2019, primarily reflecting the impacts of (i) significantly higher catastrophe losses, (ii) higher volumes of insured exposures, (iii) loss cost trends, (iv)(iii) lower net favorable prior year reserve development, (v) a high level of non-catastrophe fire-related losses and (vi)(iv) the timingnet adverse impact of higherchanges in loss trendsestimates across several product lines in personal automobile bodily injury liability coverages that wereBusiness Insurance initially recognized in the latter partlast two quarters of 2016.2019, (v) higher loss estimates for management liability coverages in Bond & Specialty Insurance, including the impact of COVID-19 and related economic conditions, and (vi) higher business volumes, partially offset by (vii) lower losses in the automobile product line in Personal Insurance due to a decrease in miles driven attributable to COVID-19 and related economic conditions, (viii) lower non-catastrophe weather-related losses and (ix) a lower level of large losses in Business Insurance. Catastrophe losses in the first ninesix months of 20172020 and 20162019 included the thirdsecond quarter events described above, as well as tornado activity in Tennessee and other wind storms and winter storms in
40


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

several winter, wind and hail storms throughoutregions of the United States in the first halfquarter of both 20172020, and 2016.

winter storms and wind storms in several regions of the United States in the first quarter of 2019.


Factors contributing to net favorable prior year reserve development during the thirdsecond quarters and first ninesix months of 20172020 and 20162019 are discussed in more detail in note 67 of notes to the unaudited consolidated financial statements.


Significant Catastrophe Losses

The following table presents the amount of losses recorded by the Company for significant catastrophes that occurred in the three months and ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, the amount of net unfavorable (favorable) prior year reserve development recognized in the three months and ninesix months ended SeptemberJune 30, 20172020 and 20162019 for significant catastrophes that occurred in 20162019 and 2015,2018, and the estimate of ultimate losses for those catastrophes at SeptemberJune 30, 20172020 and December 31, 2016.2019. For purposes of the table, a significant catastrophe is an event for which the Company estimates its

ultimate losses will be $100 million or more after reinsurance and before taxes.  The Company's threshold for disclosing catastrophes is primarily determined at the reportable segment level and for 2020 ranged from approximately $20 million to $30 million of losses before reinsurance and taxes. For the Company’s definition of a catastrophe, refer to “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations —Operations— Consolidated Overview” in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.Report.

 Losses Incurred/Unfavorable (Favorable)
Prior Year Reserve Development
  
 Three Months Ended
June 30,
Six Months Ended
June 30,
 Estimated Ultimate Losses
(in millions, pre-tax and net of reinsurance)2020201920202019June 30,
2020
December 31, 2019
'
2018      
PCS Serial Number:      
15 — Winter storm—  (4)  (4) 141  140
17 — Severe wind and hail storms (1) (1) (3) 104  105
33 — Severe wind and hail storms  —  (2) 119  119
52 — Hurricane Florence(3) (7) (3) (10) 85  88
57 — Hurricane Michael(8)  (10)  150  160
59 — California wildfire - Camp fire(10) —  (4) (2) 332  336
60 — California wildfire - Woolsey fire—   —   129  129
2019
PCS Serial Number:
33 — Severe wind storms 185 185257  250
61 — Severe wind storms and tornadoes11  n/a11  n/a120  109
2020
PCS Serial Number:
16 — Tennessee tornado activity(11) n/a171n/a171  n/a
19 — Severe storms121  n/a121n/a121  n/a
20 — Severe storms189  n/a189n/a189  n/a

 

 

Losses Incurred/Unfavorable (Favorable)
Prior Year Reserve Development

 

 

 

 

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

Estimated Ultimate Losses

 

(in millions, pre-tax and net of
reinsurance)

 

2017

 

2016

 

2017

 

2016

 

September 30,
2017

 

December 31,
2016

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

PCS Serial Number:

 

 

 

 

 

 

 

 

 

 

 

 

 

68 — Winter storm

 

$

(1

)

$

 

$

3

 

$

(2

)

$

132

 

$

129

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

PCS Serial Number:

 

 

 

 

 

 

 

 

 

 

 

 

 

21 — Severe wind and hail storms

 

(3

)

1

 

(1

)

148

 

149

 

150

 

25 — Severe wind and hail storms

 

 

2

 

9

 

165

 

177

 

168

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

PCS Serial Number:

 

 

 

 

 

 

 

 

 

 

 

 

 

22 — Severe wind and hail storms

 

(2

)

n/a

 

113

 

n/a

 

113

 

n/a

 

32 — Severe wind and hail storms

 

9

 

n/a

 

207

 

n/a

 

207

 

n/a

 

43 — Hurricane Harvey

 

319

 

n/a

 

319

 

n/a

 

319

 

n/a

 

44 — Hurricane Irma

 

242

 

n/a

 

242

 

n/a

 

242

 

n/a

 

n/a: not applicable.


41


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Amortization of Deferred Acquisition Costs

Amortization of deferred acquisition costs in the thirdsecond quarter of 20172020 was $1.06$1.17 billion, $47$39 million or 5%3% higher than in the same period of 2016.2019.  Amortization of deferred acquisition costs in the first ninesix months of 20172020 was $3.09$2.35 billion, $122$100 million or 4% higher than in the same period of 2016.2019. The increases in both periods of 2020 were generally consistent with the increases in earned premiums before the impact of premium refunds referred to above. Amortization of deferred acquisition costs is discussed in more detail in the segment discussions that follow.

follow.

General and Administrative Expenses

General and administrative expenses in the thirdsecond quarter of 20172020 were $1.05$1.12 billion, $12 million or 1% lower than incomparable with the same period of 2016.2019. General and administrative expenses in the first ninesix months of 20172020 were $3.09$2.26 billion, $20$76 million or 1% lower3% higher than in the same period of 2016.2019. General and administrative expenses are discussed in more detail in the segment discussions that follow.


Interest Expense

Interest expense in the thirdsecond quarter and first ninesix months of 20172020 was $95$85 million and $276$169 million, respectively, compared with $89 million and $273$177 million, respectively, in the same periods of 2016.

2019.

Income Tax Expense

Income (Benefit)

The income tax benefit in the second quarter of 2020 was $(45) million, compared to income tax expense in the third quarter of 2017 was $27$108 million $204 million or 88% lower than in the same period of 2016,2019, primarily reflecting the impact of the $627$750 million decrease in income before income taxes in the thirdsecond quarter of 2017.2020. Income tax expense in the first ninesix months of 20172020 was $365$75 million, $315$204 million or 46%73% lower than in the same period of 2016,2019, primarily reflecting the impact of the $881$997 million decrease in income before income taxes in the first ninesix months of 2017 and the $39 million reduction in income tax expense resulting from the resolution of prior year tax matters in the first quarter of 2017.

2020.

The Company’s effective tax rate was 8%(53%) and 24%16% in the thirdsecond quarters of 20172020 and 2016,2019, respectively.  The Company’sCompany's effective tax rate was 20%12% and 25%17% in the first ninesix months of 20172020 and 2016,2019, respectively. The effective tax rates in all periods were lower than the statutory rate of 35%21% in both periods, primarily due to the impact of tax-exempt investment income on the calculation of the Company’s income tax provision.  In addition, the effective tax rate in the first nine months of 2017 was reduced by the impact of the resolution of prior year tax matters discussed above.


Combined Ratio

The combined ratio of 103.2%103.7% in the thirdsecond quarter of 20172020 was 10.35.3 points higher than the combined ratio of 92.9%98.4% in the same period of 2016.  The combined ratio of 98.7% in the first nine months of 2017 was 5.9 points higher than the combined ratio of 92.8% in the same period of 2016.

2019.  The loss and loss adjustment expense ratio of 72.8%72.7% in the thirdsecond quarter of 20172020 was 11.64.5 points higher than the loss and loss adjustment expense ratio of 61.2%68.2% in the same period of 2016.  2019.  The underwriting expense ratio of 31.0% for the second quarter of 2020 was 0.8 points higher than the underwriting expense ratio of 30.2% in the same period of 2019. 

Catastrophe losses in the second quarters of 2020 and 2019 accounted for 10.512.3 points and 1.45.3 points, respectively, of the 2017 and 2016 third quarter loss and loss adjustment expense ratios, respectively.combined ratio. Net favorable prior year reserve development in the third quarterssecond quarter of 2017 and 20162020 had no impact on the combined ratio. Net favorable prior reserve development in the second quarter of 2019 provided 0.3 points and 0.61.8 points of benefit respectively, to the loss and loss adjustment expensecombined ratio.  The 2017 third quarter loss and loss adjustment expensecombined ratio excluding prior year reserve development and catastrophe losses (“underlying loss and loss adjustment expensecombined ratio”) in the second quarter of 2020 was 2.23.5 points higherlower than the 20162019 ratio on the same basis, primarily reflecting the impacts of (i) a high level of lower non-catastrophe fire-relatedweather-related losses and (ii) earned pricing that exceeded loss cost trends, that modestly exceeded earned pricing..

partially offset by (iii) the net adverse impact of changes in loss estimates across several product lines in Business Insurance initially recognized in the last two quarters of 2019. The net impact of COVID-19 and related economic conditions was modest.


The combined ratio of 99.5% in the first six months of 2020 was 3.4 points higher than the combined ratio of 96.1% in the same period of 2019. The loss and loss adjustment expense ratio of 68.0% in69.0% for the first ninesix months of 20172020 was 6.82.8 points higher than the loss and loss adjustment expense ratio of 61.2%66.2% in the same period of 2016.  2019.  The underwriting expense ratio of 30.5% for the first six months of 2020 was 0.6 points higher than the underwriting expense ratio of 29.9% in the same period of 2019.

Catastrophe losses in the first six months of 2020 and 2019 accounted for 7.58.4 points and 4.1 points, respectively, of the 2017 and 2016 nine-month loss and loss adjustment expense ratios, respectively.combined ratio.  Net favorable prior year reserve development in the first ninesix months of 20172020 and 20162019 provided 1.60.2 points and 2.81.3 points of benefit, respectively, to the loss and loss adjustment expensecombined ratio.  The underlying loss and loss adjustment expensecombined ratio in the first ninesix months of 20172020 was 2.22.0 points higherlower than the 20162019 ratio on the same basis,, primarily reflecting (i) lower non-catastrophe weather-related losses, (ii) earned pricing that exceeded loss cost trends and (iii) a highlower level of non-catastrophe fire-relatedlarge losses, (ii)partially offset by (iv) the tenurenet adverse impact of higher levels of new businesschanges in recent years in the Personal Automobile product line, (iii) the timing of higher loss estimates across several product lines in personal automobile bodily injury liability coverages that were consistent with the higher loss trendsBusiness Insurance initially recognized in the latter partlast two quarters of 2016 and (iv) the2019. The net impact of loss cost trends that modestly exceeded earned pricing.

The underwriting expenseCOVID-19 and related economic conditions was modest.

42


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued


In recent periods, both prior year reserve development and the underlying combined ratio of 30.4% for the third quarter of 2017 was 1.3 points lower than the underwriting expense ratio of 31.7%have been impacted by adverse developments in the same period of 2016.  In the first nine months of 2017, the underwriting expense ratio of 30.7% was 0.9 points lower than the underwriting expense ratio of 31.6%tort environment, including more aggressive attorney involvement in the same period of 2016.  The declines in both periods of 2017 primarily reflected the impacts of (i) higher levels of earned premiums and (ii) lower general and administrative expenses.

insurance claims. 


Written Premiums

Consolidated gross and net written premiums were as follows:

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Business Insurance

 

$

3,787

 

$

3,752

 

$

11,852

 

$

11,731

 

Bond & Specialty Insurance

 

632

 

618

 

1,853

 

1,784

 

Personal Insurance

 

2,644

 

2,428

 

7,303

 

6,683

 

Total

 

$

7,063

 

$

6,798

 

$

21,008

 

$

20,198

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Business Insurance

 

$

3,434

 

$

3,388

 

$

10,833

 

$

10,620

 

Bond & Specialty Insurance

 

611

 

600

 

1,753

 

1,692

 

Personal Insurance

 

2,615

 

2,401

 

7,209

 

6,588

 

Total

 

$

6,660

 

$

6,389

 

$

19,795

 

$

18,900

 

 Gross Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Business Insurance$4,127  $4,193  $8,921  $8,923  
Bond & Specialty Insurance770  747  1,520  1,409  
Personal Insurance2,854  2,884  5,462  5,331  
Total$7,751  $7,824  $15,903  $15,663  
 Net Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Business Insurance$3,777  $3,874  $7,967  $8,037  
Bond & Specialty Insurance734  710  1,397  1,297  
Personal Insurance2,835  2,866  5,328  5,173  
Total$7,346  $7,450  $14,692  $14,507  
Gross written premiums in both the third quarter and first nine months of 2017 increased by 4% over the same periods of 2016.  Netnet written premiums in the thirdsecond quarter of 2020 both decreased by 1% from the same period of 2019. Gross and net written premiums in the first ninesix months of 20172020 increased by 4%2% and 5%1%, respectively, over the same period of 2019. Gross and net written premiums in Business Insurance in both periods of 2016.2020 were negatively impacted by reduced exposures, reflecting the impact of COVID-19 and related economic conditions, including a decrease in new business levels. Gross and net written premiums in Personal Insurance in both periods of 2020 were negatively impacted by premium refunds provided to personal automobile customers in response to COVID-19 and related economic conditions. Gross and net written premiums in Bond & Specialty Insurance in both periods of 2020 were negatively impacted by lower surety volumes, primarily due to COVID-19 and related economic conditions. Factors contributing to the changes in gross and net written premiums in each segment are discussed in more detail in the segment discussions that follow.

43


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

RESULTS OF OPERATIONS BY SEGMENT

Business Insurance


Results of Business Insurance were as follows:

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2017

 

2016

 

2017

 

2016

 

Revenues

 

 

 

 

 

 

 

 

 

Earned premiums

 

$

3,576

 

$

3,497

 

$

10,509

 

$

10,350

 

Net investment income

 

437

 

431

 

1,337

 

1,234

 

Fee income

 

108

 

111

 

329

 

340

 

Other revenues

 

19

 

7

 

43

 

45

 

Total revenues

 

$

4,140

 

$

4,046

 

$

12,218

 

$

11,969

 

 

 

 

 

 

 

 

 

 

 

Total claims and expenses

 

$

4,069

 

$

3,487

 

$

11,007

 

$

10,307

 

 

 

 

 

 

 

 

 

 

 

Segment income

 

$

105

 

$

433

 

$

976

 

$

1,281

 

 

 

 

 

 

 

 

 

 

 

Loss and loss adjustment expense ratio

 

78.1

%

63.5

%

69.1

%

63.5

%

Underwriting expense ratio

 

31.7

 

32.6

 

31.9

 

32.4

 

Combined ratio

 

109.8

%

96.1

%

101.0

%

95.9

%

 Three Months Ended
June 30,
Six Months Ended
June 30,
(dollars in millions)2020201920202019
Revenues    
Earned premiums$3,735  $3,783  $7,599  $7,525  
Net investment income180  481  633  908  
Fee income108  111  210  215  
Other revenues36  30  67  73  
Total revenues4,059  4,405  8,509  8,721  
Total claims and expenses4,158  3,990  8,270  7,817  
Segment income (loss) before income taxes(99) 415  239  904  
Income tax expense (benefit)(41) 64   139  
Segment income (loss)$(58) $351  $231  $765  
Loss and loss adjustment expense ratio75.8 %69.6 %73.3 %68.6 %
Underwriting expense ratio31.3  31.5  31.3  31.0  
Combined ratio107.1 %101.1 %104.6 %99.6 %

Overview

Segment income

The segment loss in the thirdsecond quarter of 20172020 was $105$58 million, $328 million or 76% lower thancompared with segment income of $433$351 million in the same period of 2016,2019. The segment loss before income taxes primarily reflectingreflected the pre-tax impacts of (i) significantlylower net investment income, (ii) higher catastrophe losses and (ii) lower(iii) no net prior year reserve development, compared with net favorable prior year reserve development in the same period of 2019, partially offset by (iv) slightly higher underlying underwriting margins. Catastrophe losses in the thirdsecond quarters of 20172020 and 20162019 were $489$377 million and $74$211 million, respectively. There was no prior year reserve development in the second quarter of 2020. Net favorable prior year reserve development in the second quarter of 2019 was $71 million. The net impact of COVID-19 and related economic conditions on underlying underwriting margins was modest. The segment recorded an income tax benefit in the second quarter of 2020 compared to income tax expense in the same period of 2019, primarily reflecting the impact of the decrease in income before income taxes.

Segment income in the first six months of 2020 was $231 million, $534 million or 70% lower than segment income of $765 million in the same period of 2019. The decrease in segment income before income taxes primarily reflected the pre-tax impacts of (i) lower net investment income, (ii) higher catastrophe losses, (iii) lower underlying underwriting margins and (iv) lower net favorable prior year reserve development. Catastrophe losses in the first six months of 2020 and 2019 were $572 million and $306 million, respectively. Net favorable prior year reserve development in the third quartersfirst six months of 20172020 and 20162019 was $9$5 million and $4$50 million, respectively. The lower underlying underwriting margins primarily resulted from the impacts of (i) a high level of non-catastrophe fire-related lossesreflected net charges associated with COVID-19 and (ii) loss cost trends that modestly exceeded earned pricing.  Partially offsetting this net pre-tax decrease in segment income was a related decrease in income tax expense.

Segment income in the first nine months of 2017 was $976 million, $305 million or 24% lower than segment income of $1.28 billion in the same period of 2016, primarily reflecting the pre-tax impacts of (i) significantly higher catastrophe losses and (ii) lower underlying underwriting margins, partially offset by (iii) higher net investment income.  Catastrophe losses in the first nine months of 2017 and 2016 were $805 million and $389 million, respectively.  Net favorable prior year reserve development in the first nine months of 2017 and 2016 was $195 million and $203 million, respectively.  The lower underlying underwriting margins primarily resulted from the impacts of (i) a high level of non-catastrophe fire-related losses and (ii) loss cost trends that modestly exceeded earned pricing.  Partially offsetting this net pre-tax decrease in segment income was a related decrease in income tax expense.economic conditions. Income tax expense in the first ninesix months of 20172020 was also reduced by $15 million as a result of the resolution of prior year tax matters in the first quarter of 2017.

Revenues

Earned Premiums

Earned premiums in the third quarter of 2017 were $3.58 billion, $79 million or 2% higherlower than in the same period of 2016.  2019, primarily reflecting the impact of the decrease in income before income taxes.


Revenues
Earned Premiums
Earned premiums in the first nine monthssecond quarter of 20172020 were $10.51$3.74 billion, $159$48 million or 2% higher1% lower than in the same period of 2016.

Net Investment Income

Net investment income2019. Earned premiums in the third quarterfirst six months of 2017 was $437 million, $62020 were $7.60 billion, $74 million or 1% higher than in the same period of 2016.2019. Earned premiums in both periods of 2020 were negatively impacted by reduced exposures and reductions in the Company's estimate of ultimate audit premiums receivable, in each case associated with the impact of COVID-19 and related economic conditions, including a decrease in new business levels.


44


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Net Investment Income
Net investment income in the second quarter of 2020 was $180 million, $301 million or 63% lower than in the same period of 2019.  Net investment income in the first ninesix months of 20172020 was $1.34 billion, $103$633 million, $275 million or 8% higher30% lower than in the same period of 2016.2019. Refer to the “Net Investment Income” section of the “Consolidated Results of Operations” discussion herein

for a description of the factors contributing to the increasesdecrease in the Company’s consolidated net investment income in the thirdsecond quarter and first ninesix months of 20172020 compared with the same periods of 2016.2019. In addition, refer to note 2 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017 for a discussion of the Company’s net investment income allocation methodology.

Fee Income

National Accounts is the primary source of fee income.income due to revenue from its large deductible policies and service businesses, which include risk management, claims administration, loss control and risk management information services provided to third parties, as well as claims and policy management services to workers' compensation residual market pools.  Fee income in the thirdsecond quarter of 20172020 was $108 million, $3 million or 3% lower than in the same period of 2016.2019. Fee income in the first ninesix months of 20172020 was $329$210 million, $11$5 million or 3%2% lower than in the same period of 2016.2019. The decreasedecreases in both periods primarilyof 2020 reflected lower serviced premiumclaim volume due to the depopulation of workers’ compensation residual market pools.

under administration associated with its service businesses.

Other Revenues

Other revenues in all periodsthe second quarters and first six months of 2017both 2020 and 2016 included installment premium charges.  Beginning in the third quarter of 2017, other revenues also2019 included revenues from Simply Business, which was acquired in August 2017.  Other revenues in the first nine months of 2017 also included a gain related to the settlement of a reinsurance dispute in the second quarter of 2017.  See “Gain Contingency” in note 13 of notes to the unaudited consolidated financial statements for further discussion.  Other revenues in the first nine months of 2016 also included proceeds from the favorable settlement of a claims-related legal matter in the first quarter of 2016.

as well as installment premium charges and other policyholder service charges. 

Claims and Expenses

Claims and Claim Adjustment Expenses

Claims and claim adjustment expenses in the thirdsecond quarter of 20172020 were $2.85$2.88 billion, $573$194 million or 25%7% higher than in the same period of 2016,2019, primarily reflecting the impacts of (i) significantly higher catastrophe losses, (ii) loss cost trends, (iii) a high levelno net prior year reserve development, compared with net favorable prior year reserve development in the same period of 2019, and (iv) the net adverse impact of changes in loss estimates across several product lines initially recognized in the last two quarters of 2019, partially offset by (v) the net impact of modestly lower loss estimates in certain product lines, primarily commercial automobile and modestly higher loss estimates in certain other product lines, primarily commercial property, in each case associated with the impact of COVID-19 and related economic conditions, (vi) lower non-catastrophe fire-relatedweather-related losses and (iv) higher volumes of insured exposures.

(vii) lower International other loss activity.

Claims and claim adjustment expenses in the first ninesix months of 20172020 were $7.42$5.67 billion, $687$405 million or 10%8% higher than in the same period of 2016,2019, primarily reflecting the impacts of (i) significantly higher catastrophe losses, (ii) loss cost trends, (iii) higher volumesthe net adverse impact of insured exposureschanges in loss estimates across several product lines initially recognized in the last two quarters of 2019 and (iv) a high level of non-catastrophe fire-related losses.

Factors contributing tolower net favorable prior year reserve development, partially offset by (v) lower International other loss activity.


Factors contributing to net prior year reserve development during the thirdsecond quarters and first ninesix months of 20172020 and 20162019 are discussed in more detail in note 67 of notes to the unaudited consolidated financial statements.


Amortization of Deferred Acquisition Costs

Amortization of deferred acquisition costs in the thirdsecond quarter of 20172020 was $579$622 million, $16$4 million or 3%1% higher than in the same period of 2016.2019. Amortization of deferred acquisition costs in the first ninesix months of 20172020 was $1.70$1.26 billion, $38$25 million or 2% higher than in the same period of 2016.2019. The increases in both periods of 20172020 were generally consistent with the increaseschanges in earned premiums.

General and Administrative Expenses

General and administrative expenses in the thirdsecond quarter of 20172020 were $643$656 million, $7$30 million or 1%4% lower than in the same period of 2016.2019. General and administrative expenses in the second quarter of 2020 included the benefit of lower travel-related expenses, partially offset by an increased allowance for expected credit losses on premiums receivable, in each case attributable to COVID-19 and related economic conditions. General and administrative expenses in the first ninesix months of 20172020 were $1.89$1.34 billion, $25$23 million or 1%2% higher than in the same period of 2019. General and administrative expenses in the first six months of 2019 included a benefit related to a state assessment in the first quarter of 2019. General and administrative expenses in the first six months of 2020 also included an increased allowance for expected credit losses on premiums receivable, partially offset by lower travel-related expenses, in each case attributable to the impact of COVID-19 and related economic conditions.
45


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Income Tax Expense (Benefit)
The income tax benefit in the second quarter of 2020 was $(41) million, compared with income tax expense of $64 million in the same period of 2019, primarily reflecting the impact of the $514 million decrease in income before income taxes. Income tax expense in the first six months of 2020 was $8 million, $131 million or 94% lower than in the same period of 2016.

Income Tax Expense (Benefit)

The income tax benefit in the third quarter of 2017 was $(34) million, compared with income tax expense of $126 million in the same period of 2016,2019, primarily reflecting the impact of the $488$665 million decrease in income before income taxes in the third quarter of 2017.  Income tax expense in the first nine months of 2017 was $235 million, $146 million or 38% lower than in the same period of 2016, primarily reflecting the impact of the $451 million decrease in income before income taxes in the first nine months of 2017 and the $15 million reduction in income tax expense resulting from the resolution of prior year tax matters in the first quarter of 2017.

taxes.


Combined Ratio

The combined ratio of 109.8%107.1% in the thirdsecond quarter of 20172020 was 13.76.0 points higher than the combined ratio of 96.1%101.1% in the same period of 2016.  The combined ratio of 101.0% in the first nine months of 2017 was 5.1 points higher than the combined ratio of 95.9% in the same period of 2016.

2019.  The loss and loss adjustment expense ratio of 78.1%75.8% in the thirdsecond quarter of 20172020 was 14.66.2 points higher than the loss and loss adjustment expense ratio of 63.5%69.6% in the same period of 2016.  2019. The underwriting expense ratio of 31.3% for the second quarter of 2020 was 0.2 points lower than the underwriting expense ratio of 31.5% in the same period of 2019. 


Catastrophe losses in the thirdsecond quarters of 20172020 and 20162019 accounted for 13.510.1 points and 2.15.6 points, respectively, of the loss and loss adjustment expensecombined ratio.  There was no net prior year reserve development in the second quarter of 2020. Net favorable prior year reserve development in the third quarterssecond quarter of 2017 and 20162019 provided 0.3 points and 0.11.9 points of benefit to the loss and loss adjustment expensecombined ratio. The underlying combined ratio respectively. The 2017 thirdin the second quarter of 2020 was 0.4 points lower than the 2019 ratio on the same basis, reflecting a 0.2 point improvement in each of the underlying loss and loss adjustment expense ratio and the underwriting expense ratio. The net impact of COVID-19 and related economic conditions was 3.4modest.

The combined ratio of 104.6% in the first six months of 2020 was 5.0 points higher than the 2016combined ratio onof 99.6% in the same basis, primarily reflecting the impactsperiod of (i) a high level of non-catastrophe fire-related losses and (ii) loss cost trends that modestly exceeded earned pricing.

2019. The loss and loss adjustment expense ratio of 69.1%73.3% in the first ninesix months of 20172020 was 5.64.7 points higher than the loss and loss adjustment expense ratio of 63.5%68.6% in the same period of 2016.  2019.  The underwriting expense ratio of 31.3% for the first six months of 2020 was 0.3 points higher than the underwriting expense ratio of 31.0% in the same period of 2019.


Catastrophe losses in the first ninesix months of 20172020 and 20162019 accounted for 7.67.5 points and 3.84.1 points, respectively, of the loss and loss adjustment expense ratio, respectively.combined ratio. Net favorable prior year reserve development in the first ninesix months of 2017 and 20162020 had no impact on the combined ratio. Net favorable prior year reserve development in the first six months of 2019 provided 1.9 points and 2.00.7 points of benefit respectively, to the loss and loss adjustment expensecombined ratio.  The underlying loss and loss adjustment expensecombined ratio in the first ninesix months of 20172020 was 1.70.9 points higher than the 20162019 ratio on the same basis, primarily reflecting the impacts of (i) a high level of non-catastrophe fire-related lossesnet charges associated with COVID-19 and (ii) loss cost trends that modestly exceeded earned pricing.

The underwriting expense ratio of 31.7% for the third quarter of 2017 was 0.9 points lower than the underwriting expense ratio of 32.6% in the same period of 2016.  In the first nine months of 2017, the underwriting expense ratio of 31.9% was 0.5 points lower than the underwriting expense ratio of 32.4% in the same period of 2016.

related economic conditions.


Written Premiums

Business Insurance’s gross and net written premiums by market were as follows:

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Domestic:

 

 

 

 

 

 

 

 

 

Select Accounts

 

$

668

 

$

673

 

$

2,155

 

$

2,138

 

Middle Market

 

1,991

 

1,927

 

6,157

 

5,898

 

National Accounts

 

370

 

381

 

1,177

 

1,292

 

National Property and Other

 

517

 

541

 

1,499

 

1,575

 

Total Domestic

 

3,546

 

3,522

 

10,988

 

10,903

 

International

 

241

 

230

 

864

 

828

 

Total Business Insurance

 

$

3,787

 

$

3,752

 

$

11,852

 

$

11,731

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Domestic:

 

 

 

 

 

 

 

 

 

Select Accounts

 

$

664

 

$

657

 

$

2,139

 

$

2,090

 

Middle Market

 

1,896

 

1,824

 

5,893

 

5,628

 

National Accounts

 

244

 

245

 

751

 

799

 

National Property and Other

 

428

 

454

 

1,310

 

1,385

 

Total Domestic

 

3,232

 

3,180

 

10,093

 

9,902

 

International

 

202

 

208

 

740

 

718

 

Total Business Insurance

 

$

3,434

 

$

3,388

 

$

10,833

 

$

10,620

 

 Gross Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Domestic:    
Select Accounts$736  $759  $1,557  $1,572  
Middle Market2,107  2,139  4,676  4,675  
National Accounts319  327  827  834  
National Property and Other639  627  1,195  1,136  
Total Domestic3,801  3,852  8,255  8,217  
International326  341  666  706  
Total Business Insurance$4,127  $4,193  $8,921  $8,923  
46


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

 Net Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Domestic:    
Select Accounts$734  $756  $1,533  $1,541  
Middle Market1,960  2,009  4,368  4,419  
National Accounts215  223  516  527  
National Property and Other585  588  1,013  975  
Total Domestic3,494  3,576  7,430  7,462  
International283  298  537  575  
Total Business Insurance$3,777  $3,874  $7,967  $8,037  
Gross written premiums in both the thirdsecond quarter andof 2020 decreased by 2% from the same period of 2019. Gross written premiums in the first ninesix months of 2017 increased by 1% over2020 were comparable with the same periodsperiod of 2016.2019. Net written premiums in the thirdsecond quarter and first ninesix months of 2017 increased2020 decreased by 1%3% and 2%1%, respectively, overfrom the same periods of 2016.

2019. Gross and net written premiums in both periods of 2020 were negatively impacted by reduced exposures, reflecting the impact of COVID-19 and related economic conditions, including a decrease in new business levels.

Select Accounts.  Net written premiums of $664$734 million and $2.14in the second quarter of 2020 decreased by 3% from the same period of 2019. Net written premiums of $1.53 billion in the third quarter and first ninesix months of 2017, respectively, increased2020 decreased by 1% and 2%, respectively, overfrom the same periodsperiod of 2016.2019. Business retention rates remained strong in the thirdsecond quarter and first ninesix months of 2017.2020.  Renewal premium changes in the thirdsecond quarter and first ninesix months of 20172020 remained positive but were lower than in the same periods of 2016.2019.  New business premiums in the thirdsecond quarter and first ninesix months of 2017 increased over2020 decreased from the same periods of 2016.

2019.

Middle Market. Net written premiums of $1.90 billion and $5.89$1.96 billion in the thirdsecond quarter andof 2020 decreased by 2% from the same period of 2019. Net written premiums of $4.37 billion in the first ninesix months of 2017, respectively, increased2020 decreased by 4% and 5%, respectively, over1% from the same periodsperiod of 2016.2019. Business retention rates remained strong in the thirdsecond quarter and first ninesix months of 2017.2020.  Renewal premium changes in the thirdsecond quarter and first ninesix months of 20172020 remained positive but were lower than in the same periods of 2019.  New business premiums in the second quarter and first six months of 2020 decreased from the same periods of 2019.
National Accounts.  Net written premiums of $215 million in the second quarter of 2020 decreased by 4% from the same period of 2019.  Net written premiums of $516 million in the first six months of 2020 decreased by 2% from the same period of 2019. Business retention rates remained strong in the second quarter and first six months of 2020.  Renewal premium changes in the second quarter of 2020 were slightly positive but lower than in the same period of 2019. Renewal premium changes in the first six months of 2020 were positive and higher than in the same period of 2019. New business premiums in the second quarter and first six months of 2020 decreased from the same periods of 2019.

National Property and Other. Net written premiums of $585 million in the second quarter of 2020 decreased by 1% from the same period of 2019.  Net written premiums of $1.01 billion in the first six months of 2020 increased by 4% over the same period of 2019. Business retention rates declined in the second quarter and first six months of 2020.  Renewal premium changes in the second quarter and first six months of 2020 remained positive and were higher than in the same periods of 2016.2019. New business premiums in the thirdsecond quarter of 20172020 decreased slightly from the same period of 2019. New business premiums in the first six months of 2020 increased slightly over the same period of 2016, while new business2019.
International.  Net written premiums of $283 million in the first nine monthssecond quarter of 20172020 decreased by 5% from the same period of 2016.

National Accounts.2019. Net written premiums of $244 million in the third quarter of 2017 were comparable with the same period of 2016, and net written premiums of $751$537 million in the first ninesix months of 20172020 decreased by 6%7% from the same period of 2016.  Business retention rates remained strong2019. The declines in both periods of 2020 were primarily driven by decreases in the third quarter and first nine months of 2017.  Renewal premium changes in the third quarter of 2017 were slightly negative, compared with positive in the same period of 2016.  Renewal premium changes in the first nine months of 2017 remained slightly positive but were lower than in the same period of 2016.  New business premiums in the third quarter and first nine months of 2017 decreased from the same periods of 2016.

National Property and Other.  Net written premiums of $428 million and $1.31 billion in the third quarter and first nine months of 2017, respectively, decreased by 6% and 5%, respectively, from the same periods of 2016.  Business retention rates in the third quarter and first nine months of 2017 declined from the same periods of 2016.  Renewal premium changes in the third quarter of 2017 remained positive but were lower than in the same period of 2016, while renewal premium changes in the first nine months of 2017 remained positive and were higher than in the same period of 2016.  New business premiums in the third quarter and first nine months of 2017 decreased from the same periods of 2016.

International.  Net written premiums of $202 million in the third quarter of 2017 decreased by 3% from the same period of 2016, primarily due to reinsurance reinstatement premiums resulting from catastrophe losses in the third quarter of 2017.  Net written premiums of $740 million in the first nine months of 2017 increased by 3% over the same period of 2016, driven by the Company’sCompany's operations at Lloyd’s.

Lloyd's and in Canada.

47


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Bond & Specialty Insurance

Results of Bond & Specialty Insurance were as follows:

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2017

 

2016

 

2017

 

2016

 

Revenues

 

 

 

 

 

 

 

 

 

Earned premiums

 

$

591

 

$

573

 

$

1,721

 

$

1,684

 

Net investment income

 

57

 

59

 

174

 

177

 

Other revenues

 

5

 

5

 

16

 

14

 

Total revenues

 

$

653

 

$

637

 

$

1,911

 

$

1,875

 

Total claims and expenses

 

$

462

 

$

407

 

$

1,303

 

$

1,101

 

Segment income

 

$

136

 

$

165

 

$

444

 

$

540

 

Loss and loss adjustment expense ratio

 

39.5

%

32.0

%

36.6

%

26.8

%

Underwriting expense ratio

 

38.2

 

38.6

 

38.7

 

38.2

 

Combined ratio

 

77.7

%

70.6

%

75.3

%

65.0

%

 Three Months Ended
June 30,
Six Months Ended
June 30,
(dollars in millions)2020201920202019
Revenues    
Earned premiums$693  $632  $1,360  $1,238  
Net investment income42  58  97  114  
Other revenues  10  12  
Total revenues740  696  1,467  1,364  
Total claims and expenses654  476  1,230  971  
Segment income before income taxes86  220  237  393  
Income tax expense14  46  43  81  
Segment income$72  $174  $194  $312  
Loss and loss adjustment expense ratio57.8 %37.4 %53.4 %40.3 %
Underwriting expense ratio36.0  37.5  36.5  37.6  
Combined ratio93.8 %74.9 %89.9 %77.9 %
Overview

Segment income in the thirdsecond quarter of 20172020 was $136$72 million, $29$102 million or 18%59% lower than segment income of $165$174 million in the same period of 2016,2019. The decrease in segment income before income taxes primarily reflectingreflected the pre-tax impactimpacts of lower(i) net favorableunfavorable prior year reserve development.  Netdevelopment compared to net favorable prior year reserve development in the third quarterssame period of 20172019, (ii) lower underlying underwriting margins and 2016(iii) lower net investment income. Net unfavorable prior year reserve development in the second quarter of 2020 was $6$33 million, and $46 million, respectively.as compared to net favorable prior year reserve development in the second quarter of 2019 of $39 million.  Catastrophe losses in the third quarterssecond quarter of 20172020 were $7 million, as compared to catastrophe losses in the second quarter of 2019 of less than $1 million. The lower underlying underwriting margins primarily reflected the impacts of higher loss estimates for management liability coverages, including the impact of COVID-19 and 2016 were $6 million and $1 million, respectively.  Partially offsetting this net pre-taxrelated economic conditions, partially offset by higher business volumes.  Income tax expense in the second quarter of 2020 was lower than in the same period of 2019, primarily reflecting the impact of the decrease in segment income was a related decrease inbefore income tax expense.

taxes.


Segment income in the first ninesix months of 20172020 was $444$194 million, $96$118 million or 18%38% lower than segment income of $540$312 million in the same period of 2016,2019. The decrease in segment income before income taxes primarily reflectingreflected the pre-tax impactimpacts of lower(i) net unfavorable prior year reserve development compared to net favorable prior year reserve development. development in the same period of 2019, (ii) lower underlying underwriting margins and (iii) lower net investment income. Net unfavorable prior year reserve development in the first six months of 2020 was $33 million, as compared to net favorable prior year reserve development in the first ninesix months of 2017 and 2016 was $98 million and $271 million, respectively.2019 of $42 million.  Catastrophe losses in the first ninesix months of 20172020 and 20162019 were $8 million and $5$3 million, respectively.  Partially offsetting this net pre-tax decrease in segment income was aThe lower underlying underwriting margins primarily reflected the impacts of higher loss estimates for management liability coverages, including the impact of COVID-19 and related decrease in income tax expense.economic conditions, partially offset by higher business volumes. Income tax expense in the first ninesix months of 20172020 was also reduced by $17 million as a resultlower than in the same period of 2019, primarily reflecting the impact of the resolution of prior year tax mattersdecrease in the first quarter of 2017.

segment income before income taxes.


Revenues

Earned Premiums

Earned premiums in the thirdsecond quarter of 20172020 were $591$693 million, $18$61 million or 3%10% higher than in the same period of 2016.2019. Earned premiums in the first ninesix months of 20172020 were $1.72$1.36 billion, $37$122 million or 2%10% higher than in the same period of 2016.

2019. The increases in both periods of 2020 primarily reflected the increase in net written premiums over the preceding twelve months. Earned premiums in both periods of 2020 were not materially impacted by COVID-19 and related economic conditions.

48


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Net Investment Income

Net investment income in the thirdsecond quarter of 20172020 was $57$42 million, $2$16 million or 3%28% lower than in the same period of 2016.2019. Net investment income in the first ninesix months of 20172020 was $174$97 million, $3$17 million or 2%15% lower than in the same period of 2016.2019. Included in Bond & Specialty Insurance are certain legal entities whose invested assets and related net investment income are reported exclusively in this segment and not allocated among all business segments. As a result, reported net investment income in Bond & Specialty Insurance reflects a significantly smaller proportion of allocated net investment income, including that from the Company’s non-fixed maturity investments that experienced an increase in investment income in the third quarter and first nine months of 2017 as compared with the same periods of 2016.  Refer to the “Net Investment Income” section of “Consolidated Results of Operations” herein for a discussion of the increasesdecreases in the Company’s consolidated net investment income in the thirdsecond quarter and first ninesix months of 2017 as2020 compared with the same periods of 2016.2019. In addition, refer to note 2 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017 for a discussion of the Company’s net investment income allocation methodology.

Claims and Expenses

Claims and Claim Adjustment Expenses

Claims and claim adjustment expenses in the thirdsecond quarter of 20172020 were $236$403 million, $50$165 million or 27%69% higher than in the same period of 2016,2019, primarily reflecting lowerthe impacts of (i) net unfavorable prior year reserve development compared to net favorable prior year reserve development in the same period of 2019, (ii) higher loss estimates for management liability coverages, including the impact of COVID-19 and related economic conditions and (iii) higher business volumes.

Claims and claim adjustment expenses in the first ninesix months of 20172020 were $637$730 million, $179$226 million or 39%45% higher than in the same period of 2016,2019, primarily reflecting lowerthe impacts of (i) net favorableunfavorable prior year reserve development.

Factors contributingdevelopment compared to net favorable prior year reserve development in the same period of 2019, (ii) higher loss estimates for management liability coverages, including the impact of COVID-19 and related economic conditions and (iii) higher business volumes.


Factors contributing to net prior year reserve development during the third quarter of 2016second quarters and the first ninesix months of 20172020 and 20162019 are discussed in more detail in note 67 of notes to the unaudited consolidated financial statements.

Amortization of Deferred Acquisition Costs

Amortization of deferred acquisition costs in the thirdsecond quarter of 20172020 was $111$128 million, $2$10 million or 2%8% higher than in the same period of 2016.2019.  Amortization of deferred acquisition costs in the first ninesix months of 20172020 was $322$252 million, $7$22 million or 2%10% higher than in the same period of 2016.2019. The increases in both periods of 20172020 were generally consistent with the increases in earned premiums.


General and Administrative Expenses

General and administrative expenses in the thirdsecond quarter of 20172020 were $115$123 million, $3 million or 3% higher than in the same period of 2016.2019. General and administrative expenses in the first ninesix months of 20172020 were $344$248 million, $16$11 million or 5% higher than in the same period of 2016.2019. The increases in both periods of 20172020 primarily reflected the impact of higher employeebusiness volumes, partially offset by lower travel-related expenses attributable to COVID-19 and technology related expenses.

economic conditions.

Income Tax Expense

Income tax expense in the thirdsecond quarter of 20172020 was $55$14 million, $10 $32 million or 15%70% lower than in the same period of 2016,2019, primarily reflecting the impact of the $39$134 million decrease in segment income before income taxes in the third quarter of 2017.taxes. Income tax expense in the first ninesix months of 20172020 was $164$43 million, $70$38 million or 30%47% lower than in the same period of 2016,2019, primarily reflecting the impact of the $166$156 million decrease in segment income before income taxes in the first nine months of 2016 and the $17 million reduction in income tax expense in the first nine months of 2017 resulting from the resolution of prior year tax matters in the first quarter of 2017.

taxes.


Combined Ratio

The combined ratio of 77.7%93.8% in the thirdsecond quarter of 20172020 was 7.118.9 points higher than the combined ratio of 70.6%74.9% in the same period of 2016.  The combined ratio of 75.3% in the first nine months of 2017 was 10.3 points higher than the combined ratio of 65.0% in the same period of 2016.

2019.  The loss and loss adjustment expense ratio of 39.5%57.8% in the thirdsecond quarter of 20172020 was 7.520.4 points higher than the loss and loss adjustment expense ratio of 32.0%37.4% in the same period of 2016.2019. The underwriting expense ratio of 36.0% in the second quarter of 2020 was 1.5 points lower than the underwriting expense ratio of 37.5% in the same period of 2019.

Net unfavorable prior year reserve development in the second quarter of 2020 accounted for 4.7 points of the combined ratio. Net favorable prior year reserve development in the third quarterssecond quarter of 2017 and 20162019 provided 0.9 points and 8.16.2 points of benefit respectively, to the loss and loss adjustment expensecombined ratio.  Catastrophe losses in the thirdsecond quarters of 20172020 and 20162019 accounted for 0.91.0 points and 0.20.1 points, respectively, of the loss and loss adjustment expensecombined ratio.  The 2017 thirdunderlying combined ratio in the second quarter underlying loss and loss adjustment expense ratioof 2020 was 0.47.1 points lowerhigher than the 20162019 ratio on the same basis.

basis, primarily reflecting the impact of higher loss estimates for management liability coverages, including the impact of COVID-19 and related economic conditions.

49


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

The combined ratio of 89.9% in the first six months of 2020 was 12.0 points higher than the combined ratio of 77.9% in the same period of 2019. The loss and loss adjustment expense ratio of 36.6%53.4% in the first ninesix months of 20172020 was 9.813.1 points higher than the loss and loss adjustment expense ratio of 26.8%40.3% in the same period of 2016.2019.  The underwriting expense ratio of 36.5% in the first six months of 2020 was 1.1 points lower than the underwriting expense ratio of 37.6% in the same period of 2019.

Net unfavorable prior year reserve development in the first six months of 2020 accounted for 2.4 points of the combined ratio. Net favorable prior year reserve development in the first ninesix months of 2017 and 20162019 provided 5.7 points and 16.13.4 points of benefit respectively, to the loss and loss adjustment expensecombined ratio.  Catastrophe losses in the first ninesix months of 20172020 and 20162019 accounted for 0.50.6 points and 0.30.2 points, respectively, of the loss and loss adjustment expensecombined ratio.  The underlying loss and loss adjustment expensecombined ratio in the first ninesix months of 20172020 was 0.85.8 points lowerhigher than the 20162019 ratio on the same basis.

The underwriting expense ratiobasis, primarily reflecting the impact of 38.2% inhigher loss estimates for management liability coverages, including the third quarterimpact of 2017 was 0.4 points lower than the underwriting expense ratio of 38.6% in the same period of 2016.  In the first nine months of 2017, the underwriting expense ratio of 38.7% was 0.5 points higher than the underwriting expense ratio of 38.2% in the same period of 2016.

COVID-19 and related economic conditions.


Written Premiums

The Bond & Specialty Insurance segment’s gross and net written premiums were as follows:

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Domestic:

 

 

 

 

 

 

 

 

 

Management Liability

 

$

374

 

$

365

 

$

1,071

 

$

1,041

 

Surety

 

218

 

215

 

641

 

624

 

Total Domestic

 

592

 

580

 

1,712

 

1,665

 

International

 

40

 

38

 

141

 

119

 

Total Bond & Specialty Insurance

 

$

632

 

$

618

 

$

1,853

 

$

1,784

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

Domestic:

 

 

 

 

 

 

 

 

 

Management Liability

 

$

359

 

$

354

 

$

1,030

 

$

1,010

 

Surety

 

212

 

212

 

597

 

584

 

Total Domestic

 

571

 

566

 

1,627

 

1,594

 

International

 

40

 

34

 

126

 

98

 

Total Bond & Specialty Insurance

 

$

611

 

$

600

 

$

1,753

 

$

1,692

 

 Gross Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Domestic:    
Management Liability$466  $432  $904  $821  
Surety228  251  478  473  
Total Domestic694  683  1,382  1,294  
International76  64  138  115  
Total Bond & Specialty Insurance$770  $747  $1,520  $1,409  

 Net Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Domestic:    
Management Liability$438  $403  $839  $770  
Surety220  244  435  428  
Total Domestic658  647  1,274  1,198  
International76  63  123  99  
Total Bond & Specialty Insurance$734  $710  $1,397  $1,297  
Gross and net written premiums in the thirdsecond quarter of 20172020 both increased by 3% over the same period of 2019. Gross and net written premiums in the first six months of 2020 both increased by 8% over the same period of 2019. Gross and net written premiums in both periods of 2020 were negatively impacted by lower surety volumes, primarily due to COVID-19 and related economic conditions.
Domestic.  Net written premiums of $658 million in the second quarter of 2020 increased by 2% over the same period of 2016.  Gross and net2019. Net written premiums of $1.27 billion in the first ninesix months of 2017 both2020 increased by 4%6% over the same period of 2016.

Domestic.  Net written premiums of $571 million and $1.63 billion in the third quarter and first nine months of 2017, respectively, increased by 1% and 2%, respectively, over the same periods of 2016.2019.  Excluding the surety line of business, for which the following are not relevant measures, business retention rates remained strong in the thirdsecond quarter and first ninesix months of 2017.2020.  Renewal premium changes in the thirdsecond quarter and first six months of 20172020 remained positive and were slightly higher than in the same periodperiods of 2016.  Renewal premium changes in the first nine months of 2017 remained positive and were comparable with the same period of 2016.2019. New business premiums in the thirdsecond quarter and first ninesix months of 2017 were comparable with2020 decreased from the same periods of 2016.

2019.

International.  Net written premiums of $40$76 million and $126$123 million in the thirdsecond quarter and first ninesix months of 2017,2020, respectively, increased by 18%21% and 29%24%, respectively, over the same periods of 2016,2019. The increases in both periods of 2020 were primarily driven by increases in the United Kingdom and Canada.

Kingdom.

50


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Personal Insurance

Results of Personal Insurance were as follows:

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(dollars in millions)

 

2017

 

2016

 

2017

 

2016

 

Revenues

 

 

 

 

 

 

 

 

 

Earned premiums

 

$

2,356

 

$

2,139

 

$

6,827

 

$

6,223

 

Net investment income

 

94

 

92

 

285

 

264

 

Fee income

 

5

 

5

 

13

 

12

 

Other revenues

 

14

 

16

 

45

 

47

 

Total revenues

 

$

2,469

 

$

2,252

 

$

7,170

 

$

6,546

 

Total claims and expenses

 

$

2,372

 

$

2,023

 

$

6,972

 

$

5,977

 

Segment income

 

$

77

 

$

163

 

$

178

 

$

410

 

Loss and loss adjustment expense ratio

 

73.1

%

65.2

%

74.2

%

66.5

%

Underwriting expense ratio

 

26.6

 

28.3

 

26.9

 

28.5

 

Combined ratio

 

99.7

%

93.5

%

101.1

%

95.0

%

 Three Months Ended
June 30,
Six Months Ended
June 30,
(dollars in millions)2020201920202019
Revenues    
Earned premiums$2,527  $2,573  $5,225  $5,080  
Net investment income46  109  149  208  
Fee income  12  10  
Other revenues10  21  32  43  
Total revenues2,589  2,708  5,418  5,341  
Total claims and expenses2,580  2,606  4,989  4,892  
Segment income before income taxes 102  429  449  
Income tax expense (benefit)(1) 14  83  83  
Segment income$10  $88  $346  $366  
Loss and loss adjustment expense ratio72.2 %73.7 %66.9 %68.8 %
Underwriting expense ratio29.1  26.5  27.6  26.4  
Combined ratio101.3 %100.2 %94.5 %95.2 %
Overview

Segment income in the thirdsecond quarter of 20172020 was $77$10 million, $86$78 million or 53%89% lower than segment income of $163$88 million in the same period of 2016,2019. The decrease in segment income before income taxes primarily reflectingreflected the pre-tax impacts of (i) significantly higher catastrophe losses and (ii) lower net investment income, partially offset by (ii)(iii) higher underlying underwriting margins.margins and (iv) higher net favorable prior year reserve development. Catastrophe losses in the thirdsecond quarters of 20172020 and 20162019 were $205$470 million and $14$156 million, respectively. There was no netNet favorable prior year reserve development in the thirdsecond quarters of 2020 and 2019 was $35 million and $13 million, respectively. The higher underlying underwriting margins primarily reflected the impacts of lower non-catastrophe weather-related losses in the homeowners and other product line and lower losses in the automobile product line due to a decrease in miles driven attributable to COVID-19 and related economic conditions (net of premium refunds provided to personal automobile customers). The segment recorded a modest income tax benefit in the second quarter of 2017,2020 compared with net unfavorable prior year reserve developmentto income tax expense in the same period of $112019.

Segment income in the first six months of 2020 was $346 million, $20 million or 5% lower than segment income of $366 million in the same period of 2016.2019. The higher underlying underwriting margins primarily resulted from the impact of increased business volumes.  Partially offsetting this net pre-tax decrease in segment income was a related decrease inbefore income tax expense.

Segment income in the first nine months of 2017 was $178 million, $232 million or 57% lower than segment income of $410 million in the same period of 2016,taxes primarily reflectingreflected the pre-tax impacts of (i) significantly higher catastrophe losses, (ii) lower underlying underwriting marginsnet investment income and (iii) lower net favorable prior year reserve development, partiallylargely offset by (iv) higher net investment income.underlying underwriting margins. Catastrophe losses in the first ninesix months of 20172020 and 20162019 were $637$607 million and $346$251 million, respectively.  Net favorable prior year reserve development in the first ninesix months of 20172020 and 20162019 was $6$57 million and $33$82 million, respectively. The lowerhigher underlying underwriting margins primarily resulted fromreflected the impacts of (i) normal variability inlower non-catastrophe weather-related losses in the homeowners and (ii)other product line and lower losses in the timingautomobile product line due to a decrease in miles driven attributable to COVID-19 and related economic conditions (net of higher loss estimates inpremium refunds provided to personal automobile bodily injury liability coverages that were consistent with the higher loss trends recognized in the latter part of 2016, partially offset by (iii) increased business volumes.  Partially offsetting this net pre-tax decrease in segment income was a related decrease in income tax expense.customers). Income tax expense in the first ninesix months of 20172020 was also reduced by $7 million as a resultlevel with the same period of the resolution of prior year tax matters in the first quarter of 2017.

2019.

Revenues

Earned Premiums

Earned premiums in the thirdsecond quarter of 20172020 were $2.36$2.53 billion, $217$46 million or 10%2% lower than in the same period of 2019.  Earned premiums in the first six months of 2020 were $5.23 billion, $145 million or 3% higher than in the same period of 2016.  Earned2019. The changes in earned premiums in the first nine months of 2017 were $6.83 billion, $604 million or 10% higher than in the same period of 2016.  The increases in both periods primarily reflected the impact of increaseschanges in net written premiums over the preceding twelve months.

Net written premiums and earned premiums in both periods of 2020 were reduced by premium refunds provided in the second quarter of 2020 to personal automobile customers in response to COVID-19 and related economic conditions.

51


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Net Investment Income

Net investment income in the thirdsecond quarter of 20172020 was $94$46 million, $2$63 million or 2% higher58% lower than in the same period of 2016.2019. Net investment income in the first ninesix months of 20172020 was $285$149 million, $21$59 million or 8% higher28% lower than in the same period of 2016.2019. Refer to the “Net Investment Income” section of the “Consolidated Results of Operations” discussion herein for a description of the factors contributing to the increasesdecreases in the Company’s consolidated net investment income in the thirdsecond quarter and first ninesix months of 20172020 compared with the same periods of 2016.2019. In addition, refer to note 2 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017 for a discussion of the Company’s net investment income allocation methodology.

Other Revenues

Other revenues in the thirdsecond quarters and first ninesix months of 20172020 and 20162019 primarily consisted of installment premium charges.

Installment premium charges in both periods of 2020 were lower than in the same periods of 2019, primarily attributable to the impact of billing relief actions offered to customers as a result of COVID-19.

Claims and Expenses

Claims and Claim Adjustment Expenses

Claims and claim adjustment expenses in the thirdsecond quarter of 20172020 were $1.72$1.82 billion, $327$73 million or 23% higher4% lower than in the same period of 2016,2019, primarily reflecting the impacts of (i) significantlylower losses in the automobile product line due to a decrease in miles driven attributable to COVID-19 and related economic conditions, (ii) lower non-catastrophe weather-related losses in the homeowners and other product line and (iii) higher net favorable prior year reserve development, partially offset by (iv) higher catastrophe losses, (ii) higher volumes of insured exposures and (iii)(v) loss cost trends.

trends and (vi) higher business volumes.


Claims and claim adjustment expenses in the first ninesix months of 20172020 were $5.07$3.50 billion, $929comparable with the same period of 2019, primarily reflecting the impacts of (i) lower losses in the automobile product line due to a decrease in miles driven attributable to COVID-19 and related economic conditions and (ii) lower non-catastrophe weather-related losses in the homeowners and other product line, largely offset by (iii) higher catastrophe losses, (iv) higher business volumes and (v) loss cost trends.

Factors contributing to net favorable prior year reserve development during the second quarter and first six months of 2020 and 2019 are discussed in more detail in note 7 of notes to the unaudited consolidated financial statements.
Amortization of Deferred Acquisition Costs
Amortization of deferred acquisition costs in the second quarter of 2020 was $423 million, $25 million or 22%6% higher than in the same period of 2016, primarily reflecting the impacts of (i) higher volumes of insured exposures, (ii) higher catastrophe losses, (iii) loss cost trends, (iv) normal variability in non-catastrophe weather-related losses, (v) the timing of higher loss estimates in personal automobile bodily injury liability coverages that were consistent with the higher loss trends recognized in the latter part of 2016 and (vi) lower net favorable prior year reserve development.

Factors contributing to net prior year reserve development during the third quarter and first nine months of 2016 are discussed in more detail in note 6 of notes to the unaudited consolidated financial statements.

Amortization of Deferred Acquisition Costs

Amortization of deferred acquisition costs in the third quarter of 2017 was $369 million, $29 million or 9% higher than in the same period of 2016.2019. Amortization of deferred acquisition costs in the first ninesix months of 20172020 was $1.07 billion, $77$841 million, $53 million or 8%7% higher than in the same period of 2016.  2019. The increases in both periods of 20172020 were generally consistent with the increases in earned premiums.

premiums before the impact of premium refunds referred to above.

General and Administrative Expenses

General and administrative expenses in the thirdsecond quarter of 20172020 were $280$333 million, $7$22 million or 2% lower7% higher than in the same period of 2016.2019. General and administrative expenses in the first ninesix months of 20172020 were $830$653 million, $11$42 million or 1% lower7% higher than in the same period of 2016.

2019. The increases in both periods of 2020 included higher contingent commissions and an increased allowance for expected credit losses on premiums receivable, partially offset by lower travel-related expenses, in each case due to the impact of COVID-19 and related economic conditions. The increases in both periods of 2020 also reflected the impact of higher business volumes.


Income Tax Expense

Income (Benefit)

The income tax benefit in the second quarter of 2020 was $1 million, compared with income tax expense in the third quarter of 2017 was $20$14 million $46 million or 70% lower than in the same period of 2016,2019, primarily reflecting the impact of the $132$93 million decrease in segment income before income taxes in the third quarter of 2017.taxes. Income tax expense in the first ninesix months of 20172020 was $20$83 million, $139 million or 87% lower than inlevel with the same period of 2016, primarily reflecting the impact of the $371 million decrease in income before income taxes in the first nine months of 2016 and the $7 million reduction in income tax expense in the first nine months of 2017 resulting from the resolution of prior year tax matters in the first quarter of 2017.

2019.


52


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Combined Ratio

The combined ratio of 99.7%101.3% in the thirdsecond quarter of 20172020 was 6.21.1 points higher than the combined ratio of 93.5% in the same period of 2016.  The combined ratio of 101.1% in the first nine months of 2017 was 6.1 points higher than the combined ratio of 95.0%100.2% in the same period of 2016.

2019.  The loss and loss adjustment expense ratio of 73.1%72.2% in the thirdsecond quarter of 20172020 was 7.91.5 points higherlower than the loss and loss adjustment expense ratio of 65.2%73.7% in the same period of 2016.  Catastrophe losses accounted2019.  The underwriting expense ratio of 29.1% for 8.4 points and 0.6 points of the loss and loss adjustment expense ratios in the thirdsecond quarter of 2017 and 2016, respectively.  Net unfavorable prior year reserve development in the third quarter of 2016 accounted for 0.5 points of the loss and loss adjustment expense ratio. The 2017 third quarter underlying loss and loss adjustment expense ratio2020 was 0.62.6 points higher than the 2016 ratio on the same basis.

The loss and loss adjustmentunderwriting expense ratio of 74.2% in the first nine months of 2017 was 7.7 points higher than the loss and loss adjustment expense ratio of 66.5%26.5% in the same period of 2016.  2019.

Catastrophe losses in the second quarters of 2020 and 2019 accounted for 9.218.6 points and 5.56.1 points, respectively, of the loss and loss adjustment expense ratios in the first nine months of 2017 and 2016, respectively.  combined ratio. Net favorable prior year reserve development in the first nine monthssecond quarters of 20172020 and 20162019 provided 0.11.3 points and 0.5 points, respectively, of benefit respectively, to the loss and loss adjustment expensecombined ratio. The underlying loss and loss adjustment expensecombined ratio in the first nine monthssecond quarter of 20172020 was 3.610.6 points higherlower than the 20162019 ratio on the same basis, primarily reflecting the impacts of (i) normal variability inlower non-catastrophe weather-related losses (ii) the tenure impact of higher levels of new business in recent years in the Automobilehomeowners and other product line and (iii)lower losses in the timingautomobile product line due to a decrease in miles driven attributable to COVID-19 and related economic conditions (net of higher loss estimates inpremium refunds provided to personal automobile bodily injury liability coverages that were consistent with the higher loss trends recognizedcustomers).

The combined ratio of 94.5% in the latter partfirst six months of 2016.

2020 was 0.7 points lower than the combined ratio of 95.2% in the same period of 2019. The loss and loss adjustment expense ratio of 66.9% in the first six months of 2020 was 1.9 points lower than the loss and loss adjustment expense ratio of 68.8% in the same period of 2019.  The underwriting expense ratio of 26.6% for27.6% in the third quarterfirst six months of 20172020 was 1.71.2 points lowerhigher than the underwriting expense ratio of 28.3%26.4% in the same period of 2016.  In2019.


Catastrophe losses in the first ninesix months of 2017,2020 and 2019 accounted for 11.6 points and 4.9 points, respectively, of the underwriting expensecombined ratio.  Net favorable prior year reserve development in the first six months of 2020 and 2019 provided 1.1 points and 1.6 points of benefit, respectively, to the combined ratio.  The underlying combined ratio in the first six months of 26.9%2020 was 1.67.9 points lower than the underwriting expense2019 ratio on the same basis, primarily reflecting the impacts of 28.5%lower non-catastrophe weather-related losses in the same period of 2016.  The declines in both periods of 2017 primarily reflected the impact of higher levels of earned premiumshomeowners and other product line and lower levelslosses in the automobile product line due to a decrease in miles driven attributable to COVID-19 and related economic conditions (net of general and administrative expenses.

premium refunds provided to personal automobile customers).


Written Premiums

Personal Insurance’s gross and net written premiums were as follows:

 

 

Gross Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Agency:

 

 

 

 

 

 

 

 

 

Automobile

 

$

1,234

 

$

1,099

 

$

3,492

 

$

3,060

 

Homeowners and Other

 

1,123

 

1,075

 

3,043

 

2,923

 

 

 

 

 

 

 

 

 

 

 

Total Agency

 

2,357

 

2,174

 

6,535

 

5,983

 

Direct-to-Consumer

 

101

 

88

 

272

 

231

 

 

 

 

 

 

 

 

 

 

 

Total Domestic

 

2,458

 

2,262

 

6,807

 

6,214

 

International

 

186

 

166

 

496

 

469

 

 

 

 

 

 

 

 

 

 

 

Total Personal Insurance

 

$

2,644

 

$

2,428

 

$

7,303

 

$

6,683

 

 

 

Net Written Premiums

 

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Domestic:

 

 

 

 

 

 

 

 

 

Agency:

 

 

 

 

 

 

 

 

 

Automobile

 

$

1,228

 

$

1,095

 

$

3,474

 

$

3,045

 

Homeowners and Other

 

1,107

 

1,058

 

2,978

 

2,854

 

 

 

 

 

 

 

 

 

 

 

Total Agency

 

2,335

 

2,153

 

6,452

 

5,899

 

Direct-to-Consumer

 

100

 

87

 

271

 

230

 

 

 

 

 

 

 

 

 

 

 

Total Domestic

 

2,435

 

2,240

 

6,723

 

6,129

 

International

 

180

 

161

 

486

 

459

 

 

 

 

 

 

 

 

 

 

 

Total Personal Insurance

 

$

2,615

 

$

2,401

 

$

7,209

 

$

6,588

 

 Gross Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Domestic:    
Agency:    
Automobile$1,145  $1,304  $2,417  $2,544  
Homeowners and Other1,432  1,268  2,518  2,222  
Total Agency2,577  2,572  4,935  4,766  
Direct-to-Consumer101  103  205  201  
Total Domestic2,678  2,675  5,140  4,967  
International176  209  322  364  
Total Personal Insurance$2,854  $2,884  $5,462  $5,331  
53


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

 Net Written Premiums
 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Domestic:    
Agency:    
Automobile$1,141  $1,300  $2,401  $2,524  
Homeowners and Other1,419  1,258  2,409  2,095  
Total Agency2,560  2,558  4,810  4,619  
Direct-to-Consumer102  103  202  198  
Total Domestic2,662  2,661  5,012  4,817  
International173  205  316  356  
Total Personal Insurance$2,835  $2,866  $5,328  $5,173  
Domestic Agency Written Premiums

Personal Insurance’s domestic Agency business comprises business written through agents, brokers and other intermediaries.

Domestic Agency gross and net written premiums in the thirdsecond quarter of 20172020 were both increased by 8% overcomparable with the same period of 2016.2019. Domestic Agency gross and net written premiums in the first ninesix months of 20172020 both increased by 9%4% over the same period of 2016.

2019. Gross and net written premiums in both periods of 2020 were negatively impacted by premium refunds provided in the second quarter of 2020 to personal automobile customers in response to COVID-19 and related economic conditions.


Domestic Agency Automobile net written premiums of $1.23$1.14 billion and $3.47$2.40 billion in the thirdsecond quarter and first ninesix months of 2017,2020, respectively, decreased by 12% and 5%, respectively, from the same periods of 2019. Net written premiums in both periods of 2020 were impacted by premium refunds provided in the second quarter of 2020 to personal automobile customers in response to COVID-19 and related economic conditions. Business retention rates remained strong in the second quarter and first six months of 2020.  Renewal premium changes in the second quarter and first six months of 2020 remained positive but were lower than in the same periods of 2019.  New business premiums in the second quarter and first six months of 2020 increased over the same periods of 2019.

Domestic Agency Homeowners and Other net written premiums of $1.42 billion and $2.41 billion in the second quarter and first six months of 2020, respectively, increased by 12%13% and 14%15%, respectively, over the same periods of 2016.2019.  Business retention rates remained strong in the thirdsecond quarter and first ninesix months of 2017.2020.  Renewal premium changes in the thirdsecond quarter and first ninesix months of 20172020 remained positive and were higher than in the same periods of 2016.2019.  New business premiums in the thirdsecond quarter and first ninesix months of 2017 decreased from the same periods of 2016.

Domestic Agency Homeowners and Other net written premiums of $1.11 billion and $2.98 billion in the third quarter and first nine months of 2017, respectively, increased by 5% and 4%, respectively, over the same periods of 2016.  Business retention rates remained strong in the third quarter and first nine months of 2017.  Renewal premium changes in the third quarter and first nine months of 2017 remained positive but were lower than in the same periods of 2016.  New business premiums in the third quarter and first nine months of 20172020 increased over the same periods of 2016.

2019.

For its Domestic Agency business, the Personal Insurance segment had approximately 6.97.8 million and 6.57.3 million active policies at SeptemberJune 30, 20172020 and 2016,2019, respectively.


Direct-to-Consumer and International Written Premiums

Direct-to-Consumer net written premiums of $100 million and $271$102 million in the thirdsecond quarter andof 2020 decreased by 1% from the same period of 2019. Net written premiums of $202 million in the first ninesix months of 2017, respectively,2020 increased by 15% and 18%, respectively,2% over the same period of 2019. Net written premiums in both periods of 2016, primarily driven2020 were impacted by growthpremium refunds provided in the second quarter of 2020 to personal automobile net written premiums.

customers in response to COVID-19 and related economic conditions.

International net written premiums of $180$173 million and $486$316 million in the thirdsecond quarter and first ninesix months of 2017,2020, respectively, increaseddecreased by 12%16% and 6%11%, respectively, overfrom the same periods of 2016,2019, primarily driven by growthdeclines in the automobile netproduct line. Net written premiums in both periods of 2020 were impacted by premium refunds provided in the second quarter of 2020 to personal automobile customers in response to COVID-19 and the impact of changes in foreign currency exchange rates.

related economic conditions.


For its international and direct-to-consumer business, Personal Insurance had approximately 872,000847,000 and 856,000901,000 active policies at SeptemberJune 30, 20172020 and 2016,2019, respectively.

54


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Interest Expense and Other

 

 

Three Months Ended
September 30,

 

Nine Months Ended
September 30,

 

(in millions)

 

2017

 

2016

 

2017

 

2016

 

 

 

 

 

 

 

 

 

 

 

Income (loss)

 

$

(65

)

$

(60

)

$

(188

)

$

(183

)

 Three Months Ended
June 30,
Six Months Ended
June 30,
(in millions)2020201920202019
Income (loss)$(74) $(76) $(145) $(151) 
The Income (loss) for Interest Expense and Other in the thirdsecond quarters of 20172020 and 20162019 was $(65)$(74) million and $(60)$(76) million, respectively.  Pre-tax interest expense in the second quarters of 2020 and 2019 was $85 million and $89 million, respectively. After-tax interest expense in the second quarters of 2020 and 2019 was $67 million and $70 million, respectively. The Income (loss) for Interest Expense and Other in the first ninesix months of 20172020 and 20162019 was $(188)$(145) million and $(183)$(151) million, respectively. Pre-tax interest expense in the first six months of 2020 and 2019 was $169 million and $177 million, respectively. After-tax interest expense in the third quarter and first ninesix months of 20172020 and 2019 was $61$133 million and $179$140 million, respectively, compared with $57 million and $177 million in the respective periods of 2016.

respectively.


ASBESTOS CLAIMS AND LITIGATION

The Company believes that the property and casualty insurance industry has suffered from court decisions and other trends that have expanded insurance coverage for asbestos claims far beyond the original intent of insurers and policyholders. The Company has received and continues to receive a significant number of asbestos claims from the Company’s policyholders (which includes others seeking coverage under a policy).claims. Factors underlying these claim filings include continued intensive advertising by lawyers seeking asbestos claimants and the continued focus by plaintiffs on defendants who were not traditionally primary targets of asbestos litigation. The focus on these defendants is primarily the result of the number of traditional asbestos defendants who have sought bankruptcy protection in previous years.  In addition to contributing to the overall number of claims, bankruptcy proceedings may increase the volatility of asbestos-related losses by initially delaying the reporting of claims and later by significantly accelerating and increasing loss payments by insurers, including the Company.  The bankruptcy of many traditional defendants has also caused increased settlement demands against those policyholders who are not in bankruptcy but remain in the tort system. Currently, in many jurisdictions, those who allege very serious injury and who can present credible medical evidence of their injuries are receiving priority trial settings in the courts, while those who have not shown any credible disease manifestation are having their hearing dates delayed or placed on an inactive docket. Prioritizing claims involving credible evidence of injuries, along with the focus on defendants who were not traditionally primary targets of asbestos litigation, contributes to the claims and claim adjustment expense payment patterns experienced by the Company. The Company’s asbestos-related claims and claim adjustment expense experience also has been impacted by the unavailability of other insurance sources potentially available to policyholders, whether through exhaustion of policy limits or through the insolvency of other participating insurers.

The Company continues to be involved in coveragedisputes, including litigation, concerningwith a number of policyholders, some of whom have filedare in bankruptcy, over coverage for bankruptcy, who in some instances have asserted that all or a portion of their asbestos-related claims are not subject to aggregate limits on coverage. In these instances, policyholders also may assert that each individual bodily injury claim should be treated as a separate occurrence under the policy. It is difficult to predict whether these policyholders will be successful on both issues. To the extent both issues are resolved in a policyholder’s favor and other Company defenses are not successful, the Company’s coverage obligations under the policies at issue would be materially increased and bounded

only by the applicable per-occurrence limits and the number of asbestos bodily injury claims against the policyholders.  Although the Company has seen a reduction in the overall risk associated with these lawsuits, it remains difficult to predict the ultimate cost of these claims.

Many coverage disputes with policyholders are only resolved through settlement agreements. Because many policyholders make exaggerated demands, it is difficult to predict the outcome of settlement negotiations. Settlements involving bankrupt policyholders may include extensive releases which are favorable to the Company, but which could result in settlements for larger amounts than originally anticipated. There also may be instances whereAlthough the Company has seen a court may not approve a proposed settlement, which may resultreduction in additional litigation and potentially less beneficial outcomes for the Company.overall risk associated with these disputes, it remains difficult to predict the ultimate cost of these claims. As in the past, the Company will continue to pursue settlement opportunities.


In addition to claims against policyholders, proceedings have been launched directly against insurers, including the Company, by individuals challenging insurers’ conduct with respect to the handling of past asbestos claims and by individuals seeking damages arising from alleged asbestos-related bodily injuries.   It is possible that the filing of other direct actions against insurers, including the Company, could be madefiled in the future.  It is difficult to predict the outcome of these proceedings, including whether the plaintiffs willwould be able to sustain these actions against insurers based on novel legal theories of liability. The Company believes it has meritorious defenses to theseany such claims and has received favorable rulings in certain jurisdictions.

On January 29, 2009, the Company and PPG Industries, Inc. (PPG), along with approximately 30 other insurers of PPG, agreed in principle to settle asbestos-related coverage litigation under insurance policies issued to PPG (the “Agreement”). The Agreement was incorporated into the Modified Third Amended Plan of Reorganization (“Amended Plan”) proposed as part of the Pittsburgh Corning Corp. (PCC, which is 50% owned by PPG) bankruptcy proceeding. Pursuant to the Amended Plan, which was filed on January 30, 2009, PCC, along with enumerated other companies (including PPG as well as the Company as a participating insurer), receive protections afforded by Section 524(g) of the Bankruptcy Code from certain asbestos-related bodily injury claims.  Under the Agreement, the Company had the option to make a series of payments over 20 years totaling approximately $620 million to the Trust created under the Amended Plan, or it could elect to make a discounted payment.  On January 7, 2016, the remaining objections to the Amended Plan were dismissed. On April 27, 2016, the Amended Plan became effective and all the remaining conditions to the Agreement were satisfied.  The Company fully satisfied its obligation under the Agreement by making a discounted payment in the second quarter of 2016. The Company’s payments totaled $524 million, of which $518 million was related to asbestos reserves.  The Company’s obligations under the Agreement were included in its claims and claim adjustment expense reserves at March 31, 2016 and December 31, 2015.


Because each policyholder presents different liability and coverage issues, the Company generally reviews the exposure presented by each policyholder at least annually.  Among the factors which the Company may consider in the course of this review are: available insurance coverage, including the role of any umbrella or excess insurance the Company has issued to the policyholder; limits and deductibles; an analysis of the policyholder’s potential liability; the jurisdictions involved; past and anticipated future claim activity and loss development on pending claims; past settlement values of similar claims; allocated claim adjustment expense; the potential role of other insurance; the role, if any, of non-asbestos claims or potential non-asbestos claims in any resolution process; and applicable coverage defenses or determinations, if any, including the determination as to whether or not an asbestos claim is a products/completed operation claim subject to an aggregate limit and the available coverage, if any, for that claim.

In the third quarter of 2017, the Company completed its annual in-depth asbestos claim review, including a review of active policyholders and litigation cases for potential product and “non-product” liability, and noted the continuation of the following trends:

·                  a high level of litigation activity in certain jurisdictions involving individuals alleging serious asbestos-related illness, primarily involving mesothelioma claims;

·                  while overall payment patterns have been generally stable, there has been an increase in severity for certain policyholders due to the high level of litigation activity; and

·                  a moderate level of asbestos-related bankruptcy activity.

In the Home Office and Field Office category, which accounts for the vast majority of policyholders with active asbestos-related claims, the number of policyholders tendering asbestos claims for the first time and the number of policyholders with open asbestos claims declined slightly when compared to 2016 while net asbestos-related payments were somewhat higher.  Payments on behalf of policyholders in this category continue to be influenced by the high level of litigation activity in a limited number of jurisdictions where individuals alleging serious asbestos-related injury, primarily mesothelioma, continue to target defendants who were not traditionally primary targets of asbestos litigation.

55


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

The Company’s quarterly asbestos reserve reviews include an analysis of exposure and claim payment patterns by policyholder category, as well as recent settlements, policyholder bankruptcies, judicial rulings and legislative actions.  The Company also analyzes developing payment patterns among policyholders in the Home Officehome office and Field Office,field office category and Assumed Reinsurancethe assumed reinsurance and Other categoriesother category as well as projected reinsurance billings and recoveries.  In addition, the Company reviews its historical gross and net loss and expense paid experience, year-by-year, to assess any emerging trends, fluctuations, or characteristics suggested by the aggregate paid activity. Conventional actuarial methods are not utilized to establish asbestos reserves, nor haveand the Company’s evaluations have not resulted in any way of determininga reliable method to determine a meaningful average asbestos defense or indemnity payment.

The completion of these reviews and analyses in the third quarters of 2017 and 2016 resulted in a $225 million increase in the Company’s net asbestos reserves in each period.  In both 2017 and 2016, the reserve increases were primarily driven by increases in the Company’s estimate of projected settlement and defense costs related to a broad number of policyholders in the Home Office category due to a higher than previously anticipated level of litigation activity surrounding mesothelioma claims.  This increase in the estimate of projected settlement and defense costs resulted from payment trends that continue to be higher than previously anticipated due to the impact of the current litigation environment discussed above. Over the past decade, the property and casualty insurance industry, including the Company, has experienced net unfavorable prior year reserve development with regard to asbestos reserves, but the Company believes that over that period there has been a reduction in the volatility associated with the Company’s overall asbestos exposure as the overall asbestos environment has evolved from one dominated by exposure to significant litigation risks, particularly coverage disputes relating to policyholders in bankruptcy who were asserting that their claims were not subject to the aggregate limits contained in their policies, to an environment primarily driven by a frequency of litigation related to individuals with mesothelioma. The Company’s overall view of the current underlyingasbestos environment is essentially unchanged from recent periods, and there remains a high degree of uncertainty with respect to future exposure to asbestos claims.


Net asbestos paid loss and loss expenses in the first ninesix months of 20172020 and 2019 were $193$108 million compared with $632and $102 million, in the same period of 2016.  Net asbestos paid loss and loss expenses in the first nine months of 2016 included the gross settlement payment related to PPG of $518 million, $458 million net of reinsurance, as described above.respectively. Net asbestos reserves were $1.36$1.17 billion and $1.18 billion at SeptemberJune 30, 2017, compared with $1.40 billion at September2020 and June 30, 2016.

2019, respectively.

The following table displays activity for asbestos losses and loss expenses and reserves:
(at and for the six months ended June 30, in millions)20202019
Beginning reserves:  
Gross$1,601  $1,608  
Ceded(322) (327) 
Net1,279  1,281  
Incurred losses and loss expenses:  
Gross—  —  
Ceded—  —  
Net—  —  
Paid loss and loss expenses:  
Gross129  134  
Ceded(21) (32) 
Net108  102  
Foreign exchange and other:  
Gross(2) —  
Ceded—  —  
Net(2) —  
Ending reserves:  
Gross1,470  1,474  
Ceded(301) (295) 
Net$1,169  $1,179  

(at and for the nine months ended September 30, in millions)

 

2017

 

2016

 

Beginning reserves:

 

 

 

 

 

Gross

 

$

1,512

 

$

1,989

 

Ceded

 

(186

)

(179

)

Net

 

1,326

 

1,810

 

 

 

 

 

 

 

Incurred losses and loss expenses:

 

 

 

 

 

Gross

 

340

 

355

 

Ceded

 

(115

)

(130

)

Net

 

225

 

225

 

 

 

 

 

 

 

Paid loss and loss expenses:

 

 

 

 

 

Gross

 

232

 

746

 

Ceded

 

(39

)

(114

)

Net

 

193

 

632

 

 

 

 

 

 

 

Foreign exchange and other:

 

 

 

 

 

Gross

 

1

 

(1

)

Ceded

 

 

 

Net

 

1

 

(1

)

Ending reserves:

 

 

 

 

 

Gross

 

1,621

 

1,597

 

Ceded

 

(262

)

(195

)

Net

 

$

1,359

 

$

1,402

 

See “—Uncertainty Regarding Adequacy of Asbestos and Environmental Reserves.”


56


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

ENVIRONMENTAL CLAIMS AND LITIGATION

The Company has received and continues to receive claims from policyholders who allege that they are liable for injury or damage arising out of their alleged disposition of toxic substances. Mostly, thesesubstances, frequently under policies issued prior to the mid-1980s. These claims are duemainly brought pursuant to various legislative as well as regulatory efforts aimed atstate or federal statutes that require a liable party to undertake or pay for environmental remediation. For instance, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), enacted in 1980 and later modified, enables private parties as well as federal and state governments to take action with respect to releases and threatened releases of hazardous substances. This federal statute permits the recovery of response costs from some liable parties and may require liable parties to undertake their own remedial action. Liability under CERCLAthese statutes may be joint and several with other responsible parties.

The Company has also been, and continues to be, involved in litigation involving insurance coverage issues pertaining to environmental claims. The Company believes that some court decisions pertaining to environmental claims have interpreted the insurance coverage to be broader than the original intent of the insurers and policyholders. These decisions often pertain to insurance policies that were issued by the Company prior to the mid-1980s. These decisions continue to be inconsistent and vary from jurisdiction to jurisdiction. Environmental claims, when submitted, rarely indicate the monetary amount being sought by the claimant from the policyholder, and the Company does not keep track of the monetary amount being sought in those few claims which indicate a monetary amount.

The resolution of environmental exposures by the Company generally occurs through settlements with policyholders as opposed to claimants.  Generally, the Company strives to extinguish any obligations it may have under any policy issued to the policyholder for past, present and future environmental liabilities and extinguish any pending coverage litigation dispute with the policyholder.  This form of settlement is commonly referred to as a “buy-back” of policies for future environmental liability. In addition, many of the agreements have also extinguished any insurance obligation which the Company may have for other claims, including but not limited to asbestos and other cumulative injury claims.  The Company and its

policyholders may also agree to settlements which extinguish any liability arising from known specified sites or claims.  Where appropriate, these agreements also include indemnities and hold harmless provisions to protect the Company.  The Company’s general purpose in executing these agreements is to reduce the Company’s potential environmental exposure and eliminate the risks presented by coverage litigation with the policyholder and related costs.

In establishing environmental reserves, the Company evaluates the exposure presented by each policyholder and the anticipated cost of resolution, if any. In the course of this analysis, the Company generally considers the probable liability, available coverage and relevant judicial interpretations. In addition, the Company considers the many variables presented, such as: the nature of the alleged activities of the policyholder at each site; the number of sites; the total number of potentially responsible parties at each site; the nature of the alleged environmental harm and the corresponding remedy at each site; the nature of government enforcement activities at each site; the ownership and general use of each site; the overall nature of the insurance relationship between the Company and the policyholder, including the role of any umbrella or excess insurance the Company has issued to the policyholder; the involvement of other insurers; the potential for other available coverage, including the number of years of coverage; the role, if any, of non-environmental claims or potential non-environmental claims in any resolution process; and the applicable law in each jurisdiction. The evaluation of the exposure presented by a policyholder can change as information concerning that policyholder and the many variables presented is developed.  Conventional actuarial methods are not used to estimate these reserves.

In its review of environmental reserves, the Company considers: past settlement payments; changing judicial and legislative trends; its reserves for the costs of litigating environmental coverage matters; the potential for policyholders with smaller exposures to be named in new clean-up actions for both on- and off-site waste disposal activities; the potential for adverse development; the potential for additional new claims beyond previous expectations; and the potential higher costs for new settlements.

The duration of the Company’s investigation and review of these claims and the extent of time necessary to determine an appropriate estimate, if any, of the value of the claim to the Company vary significantly and are dependent upon a number of factors. These factors include, but are not limited to, the cooperation of the policyholder in providing claim information, the pace of underlying litigation or claim processes, the pace of coverage litigation between the policyholder and the Company and the willingness of the policyholder and the Company to negotiate, if appropriate, a resolution of any dispute pertaining to these claims. Because these factors vary from claim-to-claim and policyholder-by-policyholder, the Company cannot provide a meaningful average of the duration of an environmental claim. However, based upon the Company’s experience in resolving these claims, the duration may vary from months to several years.

The Company continues to receive notices from policyholders tendering claims for the first time, frequently under policies issued prior to the mid-1980s.  These policyholders continue to present smaller exposures, have fewer sites and are lower tier defendants.  Further, in many instances, clean-up costs have been reduced because regulatory agencies are willing to accept risk-based site analyses and more efficient clean-up technologies. 


Over the past several years, the Company has experienced generally favorable trends in the number of new policyholders tendering environmental claims for the first time and in the number of pending declaratory judgment actions relating to environmental matters. These policyholders continue to present smaller exposures, are involved in fewer hazardous waste sites and are lower tier defendants than policyholders presenting such claims in the past. Further, in many instances, clean-up costs have been reduced because regulatory agencies are willing to accept risk-based site analyses and more efficient clean-up technologies. However, the degree to which those favorable trends have continued has been less than anticipated.  In addition, reserve development on existing environmental claims hasas well as the costs associated with coverage litigation on environmental matters have been greater than anticipated, driven by claims and legal developments in a limited number of jurisdictions. As a result of these factors, theThe Company increased its net environmental reserves by $65$17 million and $82$34 million in the second quartersquarter and first six months of 20172020, respectively, and 2016, respectively.

$60 million in each of the second quarter and first six months of 2019. Net environmental paid loss and loss expenses in the first ninesix months of 20172020 and 2019 were $60$24 million compared with $50and $35 million, in the same period of 2016.  At Septemberrespectively. Net environmental reserves were $330 million and $359 million at June 30, 2017, approximately 94% of the net environmental reserve (approximately $364 million) was carried in a bulk reserve2020 and included unresolved environmental claims, incurred but not reported environmental claims and the anticipated cost of coverage litigation disputes relating to these claims. The bulk reserve the Company carries is established and adjusted based upon the aggregate volume of in-process environmental claims and the Company’s experience in resolving those claims. The balance, approximately 6% of the net environmental reserve (approximately $24 million), consists of case reserves.

The following table displays activity for environmental losses and loss expenses and reserves:

(at and for the nine months ended September 30, in millions)

 

2017

 

2016

 

Beginning reserves:

 

 

 

 

 

Gross

 

$

395

 

$

375

 

Ceded

 

(13

)

(14

)

 

 

 

 

 

 

Net

 

382

 

361

 

 

 

 

 

 

 

Incurred losses and loss expenses:

 

 

 

 

 

Gross

 

74

 

87

 

Ceded

 

(9

)

(5

)

 

 

 

 

 

 

Net

 

65

 

82

 

 

 

 

 

 

 

Paid loss and loss expenses:

 

 

 

 

 

Gross

 

62

 

52

 

Ceded

 

(2

)

(2

)

 

 

 

 

 

 

Net

 

60

 

50

 

 

 

 

 

 

 

Foreign exchange and other:

 

 

 

 

 

Gross

 

1

 

1

 

Ceded

 

 

 

 

 

 

 

 

 

Net

 

1

 

1

 

 

 

 

 

 

 

Ending reserves:

 

 

 

 

 

Gross

 

408

 

411

 

Ceded

 

(20

)

(17

)

 

 

 

 

 

 

Net

 

$

388

 

$

394

 

June 30, 2019, respectively.

UNCERTAINTY REGARDING ADEQUACY OF ASBESTOS AND ENVIRONMENTAL RESERVES

As a result of the processes and procedures discussed above, management believes that the reserves carried for asbestos and environmental claims are appropriately established based upon known facts, current law and management’s judgment. However, the uncertainties surrounding the final resolution of these claims continue, and it is difficult to determine the ultimate exposure for asbestos and environmental claims and related litigation. As a result, these reserves are subject to revision as new information becomes available and as claims develop. Changes in the legal, regulatory and legislative environment may impact the resolution of asbestos and environmental claims and result in adverse loss reserve development. The continuing uncertainties include, without limitation, the risks and lackemergence of predictability inherent in complex litigation, any impact from the bankruptcy protection sought by various asbestos producers and other asbestos defendants, a further increase or decrease in the cost to resolve, and/or thegreater number of asbestos andor environmental claims beyond that which is anticipated the emergence of a greater number of asbestos claims than anticipated as amay result of extended life expectancies resulting from medical advances and lifestyle improvements, the role of any umbrella or excess policies the Company has issued, the resolution or adjudication of disputes pertaining to the amount of available coverage for asbestos and environmental claims in a manner inconsistent with the Company’s previous assessment of these claims, the number and outcome of direct actions against the Company, future developments pertaining to the Company’s ability to recover reinsurance for asbestos and environmental claims and the unavailability of other insurance sources potentially available to policyholders, whether through exhaustion of policy limits or through the insolvency of other participating insurers.  In addition, uncertainties arise from the insolvency or bankruptcy of policyholders and other defendants.  It is also not possible to predict changes in the legal, regulatory and legislative environment and their impact on the future development of asbestos and environmental claims.  This environment could be affected by changesadverse loss reserve development. Changes in applicable legislation and future court and regulatory decisions and interpretations, including the outcome of legal challenges to legislative and/or judicial reforms establishing medical criteria for the pursuit of asbestos claims could affect the settlement of asbestos and environmental claims. It is also difficult to predict the ultimate outcome of complex coverage disputes until settlement negotiations near completion and significant legal questions are resolved or, failing settlement, until the dispute is adjudicated. This is particularly the case with policyholders in bankruptcy where negotiations often involve a large number of claimants and other parties and require court approval to be effective. As part of its continuing analysis of asbestos and environmental reserves, the Company continues to study the implications of these and other developments.


Because of the uncertainties set forth above, additional liabilities may arise for amounts in excess of the Company’s current insurance reserves.  In addition, the Company’s estimate of claims and claim adjustment expenses may change.  These additional liabilities or increases in estimates, or a range of either, cannot now be reasonably estimated and could result in income statement charges that could be material to the Company’s operating results in future periods.


57


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

INVESTMENT PORTFOLIO

The Company’s invested assets at SeptemberJune 30, 20172020 were $73.09$80.60 billion, of which 93%94% was invested in fixed maturity and short-term investments, 1% in equity securities, 1% in real estate investments and 5%4% in other investments.  Because the primary purpose of the investment portfolio is to fund future claims payments, the Company employs a conservativethoughtful investment philosophy.philosophy that focuses on appropriate risk-adjusted returns.  A significant majority of funds available for investment are deployed in a widely diversified portfolio of high quality, liquid, taxable U.S. government, tax-exempt U.S. municipal and taxable corporate and U.S. agency mortgage-backed bonds.

The carrying value of the Company’s fixed maturity portfolio at SeptemberJune 30, 20172020 was $62.16$70.05 billion.  The Company closely monitors the duration of its fixed maturity investments, and investment purchases and sales are executed with the objective of having adequate funds available to satisfy the Company’s insurance and debt obligations.  The weighted average credit quality of the Company’s fixed maturity portfolio, both including and excluding U.S. Treasury securities, was “Aa2” at both SeptemberJune 30, 20172020 and December 31, 2016.2019.  Below investment grade securities represented 2.8% and 2.9%2.1% of the total fixed maturity investment portfolio at Septemberboth June 30, 20172020 and December 31, 2016, respectively.2019. The weighted average effective duration of fixed maturities and short-term securities was 4.2 (4.53.8 (4.1 excluding short-term securities) at both SeptemberJune 30, 20172020 and 4.0 (4.3 excluding short-term securities) at December 31, 2016.

2019.


Obligations of States, Municipalities and Political Subdivisions

The Company’s fixed maturity investment portfolio at SeptemberJune 30, 20172020 and December 31, 20162019 included $31.18$32.07 billion and $31.91$29.92 billion, respectively, of securities which are obligations of states, municipalities and political subdivisions (collectively referred to as the municipal bond portfolio).  The municipal bond portfolio is diversified across the United States, the District of Columbia and Puerto Rico and includes general obligation and revenue bonds issued by states, cities, counties, school districts and similar issuers.  Included in the municipal bond portfolio at SeptemberJune 30, 20172020 and December 31, 20162019 were $3.83$2.46 billion and $5.16$2.06 billion, respectively, of pre-refunded bonds, which are bonds for which states or municipalities have established irrevocable trusts, almost exclusively comprised of U.S. Treasury securities and obligations of U.S. government and government agencies and authorities.  These trusts were created to fund the payment of principal and interest due under the bonds.  The irrevocable trusts are verified as to their sufficiency by an independent verification agent of the underwriter, issuer or trustee.  All of the Company’s holdings of securities issued by Puerto Rico and related entities have been pre-refunded and therefore are defeased by U.S. Treasury securities.

The Company bases its investment decision on the underlying credit characteristics of the municipal security. While its municipal bond portfolio includes a number of securities that were enhanced by third-party insurance for the payment of principal and interest in the event of an issuer default, the Company does not rely on enhanced credit characteristics provided by such third-party insurance as part of its investing decisions.  Of the insured municipal securities in the Company’s investment portfolio at September 30, 2017, approximately 99% were rated at “A3” or above, and approximately 97% were rated at “Aa3” or above, without the benefit of insurance.  The Company believes that a loss of the benefit of insurance would not result in a material adverse impact on the Company’s results of operations, financial position or liquidity, due to the underlying credit strength of the issuers of the securities, as well as the Company’s ability and intent to hold the securities.  Theweighted average credit rating of the underlying issuers of these securities was “Aa2” at September 30, 2017.  The average credit rating of the entire municipal bond portfolio was “Aa1”"Aaa/Aa1" at Septemberboth June 30, 2017, with2020 and without the enhancement provided by third-party insurance.

December 31, 2019.

Mortgage-Backed Securities, Collateralized Mortgage Obligations and Pass-Through Securities

The Company’s fixed maturity investment portfolio at SeptemberJune 30, 20172020 and December 31, 20162019 included $2.17$3.08 billion and $1.71$3.28 billion, respectively, of residential mortgage-backed securities, which include pass-through securities and collateralized mortgage obligations (CMOs), all of which are subject to prepayment risk (either shortening or lengthening of duration).  While prepayment risk for securities and its effect on income cannot be fully controlled, particularly when interest

rates move dramatically, the Company’s investment strategy generally favors securities that reduce this risk within expected interest rate ranges.  Included in the totals at SeptemberJune 30, 20172020 and December 31, 20162019 were $775 million$1.51 billion and $563 million,$1.52 billion, respectively, of GNMA, FNMA, FHLMC (excluding FHA project loans) and Canadian government guaranteed residential mortgage-backed pass-through securities classified as available for sale.  Also included in those totals were residential CMOs classified as available for sale with a fair value of $1.40$1.57 billion and $1.15$1.76 billion at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively. Approximately 53%57% and 51%54% of the Company’s CMO holdings at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively, were guaranteed by or fully collateralized by securities issued by GNMA, FNMA or FHLMC.  The weighted average credit rating of the $661$676 million and $566$816 million of non-guaranteed CMO holdings was “A2” at Septemberboth June 30, 20172020 and “Baa2” at December 31, 2016.2019 was "Aaa/Aa1." The weighted average credit rating of all of the above securities was “Aa1”"Aaa/Aa1" at Septemberboth June 30, 20172020 and “Aa2” at December 31, 2016.2019.  For further discussion regarding the Company’s investments in residential CMOs, see “Part IIII—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Investment Portfolio” in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

Report.

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Equity Securities, Available for Sale, Real Estate and Short-Term Investments

See note 1 of notes to the consolidated financial statements in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017 for further information about these invested asset classes.

Other Investments

The Company also invests in private equity, limited partnerships, hedge fundsfund and real estate partnerships, and joint ventures.  Also included in other investments are non-public common and preferred equities and derivatives.  These asset classes have historically provided a higher return than fixed maturities but are subject to more volatility.  At SeptemberJune 30, 20172020 and December 31, 2016,2019, the carrying value of the Company’s other investments was $3.55$3.11 billion and $3.45$3.42 billion, respectively.


Investments in private equity, hedge fund and real estate partnerships are accounted for under the equity method of accounting and typically report their financial statement information to the Company one month to three months following the end of the reporting period. Accordingly, the adverse impact of the disruption in global financial markets in the first quarter of 2020 associated with COVID-19 on net investment income from these investments is reflected in the Company's results for the second quarter of 2020. Additionally, net realized capital gains (losses) for the second quarter of 2020 included $40 million of pre-tax realized losses related to the other-than-temporary impairment of the carrying value of an equity method investment included in other investments.


CATASTROPHE REINSURANCE COVERAGE

There


The Company's catastrophe reinsurance coverage is discussed in the "Catastrophe Reinsurance" section of "Part I - Item 1 - Business" in the Company's 2019 Annual Report. Except as discussed below, there have been no material changes to the Company’sCompany's catastrophe reinsurance coverage during the quarter ended September 30, 2017.  The Company’s normal renewals and changes to its catastrophe reinsurance occur in January and July each year.  The changes effective in January are discussedfrom that reported in the “Catastrophe Reinsurance” sectionCompany's 2019 Annual Report.

Catastrophe Bonds. With respect to the Company’s indemnity reinsurance agreement with Long Point Re III Ltd., the attachment point and maximum limit were reset as required annually to adjust the expected loss of “Part I — Item 1 — Business”the layer within a predetermined range. For the period from May 25, 2020 through and including May 24, 2021, the Company will be entitled to begin recovering amounts under this reinsurance agreement if the covered losses in the Company’s 2016 Annual Reportcovered area for a single occurrence reach an initial attachment amount of $1.872 billion. The full $500 million coverage amount is available until such covered losses reach a maximum $2.372 billion.

Other Catastrophe Reinsurance Treaties. Catastrophe reinsurance treaties that renewed on July 1, 2020 were as updatedfollows:

Northeast Property Catastrophe Excess-of-Loss Reinsurance Treaty. This treaty provides up to $600 million part of $850 million of coverage, subject to a $2.25 billion retention (i.e., for every dollar of loss between $2.25 billion and $3.10 billion this treaty provides 71 cents of coverage), for losses arising from a single occurrence, subject to one reinstatement. Coverage is provided on an all perils basis, including but not limited to hurricanes, tornadoes, hail storms, earthquakes, winter storms and/or freeze losses (coverage is included for terrorism events in limited circumstances). Coverage for communicable disease and nuclear, biological and radiological terrorism attacks is excluded for this treaty. The treaty covers territory from Virginia to Maine for the period July 1, 2020 through and including June 30, 2021. Losses from a covered event anywhere in North America and waters contiguous thereto may be used to satisfy the retention. Recoveries under the catastrophe bonds (if any) would be first applied to reduce losses subject to this treaty.

Middle Market Earthquake Catastrophe Excess-of-Loss Reinsurance Treaty. This treaty provides for up to $225 million part of $250 million of coverage, subject to a $110 million retention (i.e., for every dollar of loss between $110 million and $360 million this treaty provides 90 cents of coverage), for losses arising from an earthquake, including other ensuing causes of loss such as fire following and sprinkler leakage, incurred under policies written by Technology, Public Sector Services and Commercial Accounts in Business Insurance for the period July 1, 2020 through and including June 30, 2021. The treaty covers the United States and Canada, their territories, possessions and waters contiguous thereto.

Canadian Property Catastrophe Excess-of-Loss Reinsurance Treaty.  This treaty provides coverage for 50% of losses in excess of C$100 million (US$73 million at June 30, 2020), up to C$200 million (US$147 million at June 30, 2020)
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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
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and for 100% of losses in excess of C$200 million (US$147 million at June 30, 2020), up to C$600 million (US$441 million at June 30, 2020), in each case with respect to the accumulation of net property losses arising out of one occurrence on business written by the Company’s Current Report on Form 8-K filed onCanadian businesses for the period July 1, 2020 through and including June 20, 2017, and the changes effective in July are discussed in the “Catastrophe Reinsurance Coverage” section of “Part I — Item 2 — Management’s Discussion and Analysis of Financial Condition and Results of Operations” in30, 2021.  The treaty covers all property written by the Company’s Quarterly Report on Form 10-QCanadian businesses, including, but not limited to, habitational property, commercial property, inland marine, ocean marine and auto physical damages exposures. Coverage for the quarter ended June 30, 2017.

communicable disease and nuclear, biological and radiological terrorism attacks is excluded for this treaty.


The Company regularly reviews its catastrophe reinsurance coverage and may adjust such coverage in the future.


REINSURANCE RECOVERABLES

For a description of the Company’s reinsurance recoverables, refer to “Part“Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Reinsurance Recoverables” in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

Report.

The following table summarizes the composition of the Company’s reinsurance recoverables:

(in millions)

 

September 30,
2017

 

December 31,
2016

 

Gross reinsurance recoverables on paid and unpaid claims and claim adjustment expenses

 

$

3,335

 

$

3,181

 

Allowance for uncollectible reinsurance

 

(110

)

(116

)

 

 

 

 

 

 

Net reinsurance recoverables

 

3,225

 

3,065

 

Mandatory pools and associations

 

2,010

 

2,054

 

Structured settlements

 

3,110

 

3,168

 

 

 

 

 

 

 

Total reinsurance recoverables

 

$

8,345

 

$

8,287

 

The $160 million increase in net

(in millions)June 30, 2020December 31, 2019
Gross reinsurance recoverables on paid and unpaid claims and claim adjustment expenses$3,404  $3,476  
Gross structured settlements2,940  2,965  
Mandatory pools and associations 1,905  1,886  
Gross reinsurance recoverables8,249  8,327  
Allowance for estimated uncollectible reinsurance(156) (92) 
Net reinsurance recoverables$8,093  $8,235  

Net reinsurance recoverables overat June 30, 2020 decreased by $142 million from December 31, 20162019, primarily reflected the impacts of catastrophe losses and the asbestos reserve increase in the third quarter of 2017, partially offset byreflecting cash collections in the first ninesix months of 2017, including2020 and the settlement$53 million increase in the allowance for estimated uncollectible reinsurance from the cumulative effect of certain disputes as discussed in more detail in note 13adoption of notes to the unaudited consolidated financial statements.

updated accounting guidance for credit losses at January 1, 2020.


OUTLOOK

The following discussion provides outlook information for certain key drivers of the Company’s results of operations and capital position.


The impacts of COVID-19 and related economic conditions on the Company’s results continue to be highly uncertain and outside the Company’s control. The scope, duration and magnitude of the direct and indirect effects of COVID-19 continue to evolve in ways that are difficult or impossible to anticipate. In addition, because COVID-19 did not begin to affect the Company's financial results until late in the first quarter of 2020, its impact on the Company’s results in the first six months of 2020 is not indicative of its impact on the Company’s results for the remainder of 2020. For additional information on the risks posed by COVID-19, see “The impact of COVID-19 and related risks could materially affect our results of operations, financial position and/or liquidity” included in “Part II—Item 1A—Risk Factors” in this Quarterly Report on Form 10-Q.

Premiums.The Company’s earned premiums are a function of net written premium volume.  Net written premiums comprise both renewal business and new business and are recognized as earned premium over the lifeterm of the underlying policies. When business renews, the amount of net written premiums associated with that business may increase or decrease (renewal premium change) as a result of increases or decreases in rate and/or insured exposures, which the Company considers as a measure of units of exposure (such as the number and value of vehicles or properties insured).  Net written premiums from both renewal and new business, and therefore earned premiums, are impacted by competitive market conditions as well as general economic conditions, which, particularly in the case of Business Insurance, affect audit premium adjustments, policy endorsements and mid-term cancellations.  Property and casualty insurance market conditions are expected to remain competitive.  Net written premiums may also be impacted by the structure of reinsurance programs and related costs, as well as changes in foreign currency exchange rates.

Overall,


As a result of COVID-19, economic conditions in the United States and other countries around the world have deteriorated significantly. The decreased levels of economic activity, together with the related premium refund programs, have negatively impacted premium volumes. The Company experienced this impact in late March 2020 and, more significantly, in the second quarter of 2020. The Company expects this impact will persist for the remainder of 2020 and beyond, but the degree of the



THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

impact will depend on the extent and duration of the challenging economic circumstances and could be material. As a result of the impact of the pandemic on the Company’s earned premiums, the Company has experienced an increase in its underwriting expense ratio and expects a continued adverse impact on the underwriting expense ratio in the near term.

The Company’s retention levels (the amount of expiring premium that renews, before the impact of renewal premium changes) will remainhave remained strong by historical standards duringin recent periods; however, retention levels, particularly in the remaindernear term, may be impacted by COVID-19 and related economic conditions. For example, retention may improve due to lower levels of 2017business being marketed as a result of operational disruptions impacting businesses. On the other hand, business failures or customers choosing not to renew coverages due to financial distress would result in lapses of policies and into 2018.lower levels of retention. In Business Insurance,addition, as risk profiles of insureds change, the Company expects that domestic renewal premium changes during the remainder of 2017 and into 2018 will remain positive and will be higher than the levels attained in the first nine months of 2017. In Bond & Specialty Insurance, the Company expects that renewal premium changes with respectmay determine to domestic management liability business during the remainder of 2017 and into 2018 will remain positive, but will be slightly lower than the levels attained in the first nine months of 2017.  With respect to domestic surety business within Bond & Specialty Insurance, the Company expects that net written premium volume during the remainder of 2017 and into 2018 will be slightly higher than the level attained in the same periods of 2016 and 2017.  In Personal Insurance, the Company expects that domestic Agency Auto renewal premium changes during the remainder of 2017 and into 2018 will remain positive and will be higher than the levels attained in the first nine months of 2017, and domestic Agency Homeowners and Other renewal premium changes during the remainder of 2017 and into 2018 will remain positive and will be slightly higher than the levels attained in the first nine months of 2017.  The need for state regulatory approval for changes to personal property and casualty insurance prices, as well as competitive market conditions, may impact the timing and extent of renewal premium changes.  Given the relatively smaller amount of premium that the Company generates from outside the United States and the transactional nature of some of those markets, particularly Lloyd’s, international renewal premium changes in each segment during the remainder of 2017 and into 2018 could be somewhat higher, broadly consistent with or somewhat lower than the levels attained in the first nine months of 2017.

non-renew certain policies.


Property and casualty insurance market conditions are expected to remain competitive during the remainder of 2017 and into 20182020 for new business.  In each of the Company’s business segments, new business generally has less of an impact on underwriting profitability than renewal business, given the volume of new business relative to renewal business.  However, in periods of meaningful increases in new business, despite its positive impact on underwriting gains over time, the impact of higher new business levels may negatively impact the combined ratio for a period of time.

Economic conditions In periods of meaningful decreases in new business, despite its negative impact on underwriting gains over time, the United States and elsewhere could deteriorate, due toimpact of lower new business levels may positively impact the combined ratio for a varietyperiod of factors, including the political and regulatory environment, the U.S. Federal budget and potential changes in tax laws in the United States, the repeal, replacement or modification of the Affordable Care Act, the United Kingdom’s withdrawal from the European Union, rapid changes in commodity prices and fluctuations in interest rates and foreign currency exchange rates. The resulting lower levels of economic activity could impact exposure changes at renewal and the Company’s ability to write business at acceptable rates.  Additionally, lower levels of economic activity could adversely impact audit premium adjustments, policy endorsements and mid-term cancellations after policies are written.  All of the foregoing, in turn, could adversely impact net written premiums during the remainder of 2017 and into 2018, and because earned premiums are a function of net written premiums, earned premiums could be adversely impacted on a lagging basis.

time.


Underwriting Gain/LossLoss. The Company’s underwriting gain/loss can be significantly impacted by catastrophe losses and net favorable or unfavorable prior year reserve development, as well as underlying underwriting margins.

Underlying underwriting margins can be impacted by a number of factors, including variability in non-catastrophe weather, large loss and other loss activity, including losses attributable to COVID-19 and related economic conditions; changes in current period loss estimates resulting from prior period loss development; changes in loss trend; changes in business mix; changes in reinsurance coverages and/or costs; premium adjustments; and variability in expenses and assessments.


Catastrophe losses and non-catastrophe weather-related losses are inherently unpredictable from period to period. The Company’s results of operations could be adversely impacted if significant catastrophe and non-catastrophe weather-related losses were to occur. The

On average over the last ten years, the Company expects to incur significanthas experienced approximately 40% of its annual catastrophe losses during the second quarter, primarily arising out of severe wind and hail storms, including tornadoes. Hurricanes, wildfires and winter storms tend to happen at other times of the year and can also have a material impact on the Company's results of operations. Catastrophe losses incurred in a particular quarter in any given year may differ materially from historical experience. In addition, most of the fourth quarterCompany's reinsurance programs renew on January 1 or July 1 of 2017 resulting from recent wildfires in California.

For a numbereach year, and, therefore, any changes to the cost or coverage terms of years,such programs will be effective after such dates.


Over the past decade, the Company’s results have included significant amounts of net favorable prior year reserve development driven by better than expected loss experience. However, given the inherent uncertainty in estimating claims and claim adjustment expense reserves, loss experience could develop such that the Company recognizes in future periods higher or lower levels of favorable prior year reserve development, no favorable prior year reserve development or, as was the case in 2019, unfavorable prior year reserve development in future periods.development. In addition, the ongoing review of prior year claims and claim adjustment expense reserves, or other changes in current period circumstances, may result in the Company revising current year loss estimates upward or downward in future periods of the current year.


In connection with the emergence of PG&E Corporation and Pacific Gas and Electric Company (together “PG&E”) from bankruptcy on July 1, 2020, the Company expects to recognize in the third quarter of 2020 favorable prior year reserve development of approximately $400 million, pre-tax and net of expenses and reinsurance, related to the 2017 and 2018 wildfires in California. See note 7 of notes to the unaudited consolidated financial statements for further discussion regarding the PG&E subrogation claims.

It is possible that changes in economic conditions and steps taken by federal, state and/or local governments and the Federal Reserve in response to COVID-19 could lead to higher or lower inflation than the Company had anticipated, which could in turn lead to an increase or decrease in the Company’s loss costs and the need to strengthen or reduce claims and claim adjustment expense reserves. These impacts of inflation on loss costs and claims and claim adjustment expense reserves could be more pronounced for those lines of business that require a relatively longer period of time to finalize and settle claims for a given accident year and, accordingly, are relatively more inflation sensitive. For a further discussion, see “Part I—Item 1A—Risk Factors—If actual claims exceed our claims and claim adjustment expense reserves, or if changes in the estimated level of
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claims and claim adjustment expense reserves are necessary, including as a result of, among other things, changes in the legal,legal/tort, regulatory and economic environments in which the Company operates, our financial results could be materially and adversely affected,”affected” in the Company’s 2019 Annual Report.

Economic conditions and “Changestherefore the Company’s results of operations may be impacted by a variety of other factors as well, many of which could be exacerbated by COVID-19, such as a recession, financial market turmoil, supply chain disruptions, extraordinary monetary and fiscal policy measures, fluctuations in interest rates and foreign currency exchange rates, changes in tariffs or other international trade regulations, the United Kingdom’s withdrawal from the European Union, the political and regulatory environment, changes to the U.S. Federal budget and further potential changes in tax laws or health care legislation in the tax laws of other jurisdictions in which we operate could adversely impact us” in the Company’s 2016 Annual Report.

In Business Insurance, the Company expects underlying underwriting margins and the underlying combined ratio during the remainder of 2017 and into 2018 will be broadly consistent with those in the same periods of 2016 and 2017, reflecting the modest impact of loss trends in excess of earned pricing offset by more normalized levels of non-catastrophe weather-related losses and other loss activity.

In Bond & Specialty Insurance, the Company expects underlying underwriting margins and the underlying combined ratio during the remainder of 2017 and into 2018 will be broadly consistent with those in the same periods of 2016 and 2017.

In Personal Insurance, the Company expects underlying underwriting margins during the remainder of 2017 will be higher than in the same period of 2016, and the underlying combined ratio during the remainder of 2017 will be lower than in the same period of 2016.  The Company expects underlying underwriting margins into 2018 will be higher than in the same periods of 2017, and the underlying combined ratio will be slightly lower than in the same periods of 2017.  In Agency Automobile, the Company expects that underlying underwriting margins and the underlying combined ratio will improve during the remainder of 2017 and into 2018 compared with the same periods of 2016 and 2017, reflecting actions taken to improve profitability, as well as the timing impact of higher loss trends for bodily injury liability coverages that were recognized in the latter part of 2016.  In Agency Homeowners and Other, the Company expects that underlying underwriting margins and the underlying combined ratio will be broadly consistent during the remainder of 2017 and into 2018 with the same periods of 2016 and 2017, assuming a continuation of normalized levels of non-catastrophe weather-related losses and other loss activity.

United States.


Investment Portfolio.Portfolio.  The Company expects to continue to focus its investment strategy on maintaining a high-quality investment portfolio and a relatively short average effective duration.  The weighted average effective duration of fixed maturities and short-term securities was 4.2 (4.53.8 (4.1 excluding short-term securities) at SeptemberJune 30, 2017.2020.  From time to time, the Company enters into short positions in U.S. Treasury futures contracts to manage the duration of its fixed maturity portfolio.  At SeptemberJune 30, 2017,2020, the Company had $400 million notional value ofno open U.S. Treasury futures contracts.  The Company continually evaluates its investment alternatives and mix.  Currently, the majority of the Company’s investments are comprised of a widely diversified portfolio of high-quality, liquid, taxable U.S. government, tax-exempt U.S. municipal and taxable corporate and U.S. agency mortgage-backed bonds.


The Company also invests much smaller amounts in equity securities, real estate, and private equity, limited partnerships, hedge funds,fund and real estate partnerships, and joint ventures.  These investment classes have the potential for higher returns but also the potential for higher degrees of risk, including less stable rates of return and less liquidity.


Net investment income is a material contributor to the Company’s results of operations. Based on the current interest rate environment, which remains very low by historical standards, the Company estimates that the impact of expected lower reinvestment yields on fixed maturityincome investments, partially offset by the impact ofour current expectations for slightly higher levels of fixed maturities and higher short-term investment yields, is expected, duringincome investments, the remainder of 2017 and into 2018, to result in a $10 million or less decline inCompany expects that after-tax net investment income from those portfoliosthat portfolio will be approximately $35 million to $40 million lower on a quarterly basis for the remainder of 2020 as compared to the corresponding quarters of 2016 and 2017.  The2019. This expectation could be impacted by further disruptions in global financial markets associated with the continuing impact of future market conditions onCOVID-19. Included in other investments are private equity, hedge fund and real estate partnerships that are accounted for under the equity method of accounting and typically report their financial statement information to the Company one month to three months following the end of the reporting period. Accordingly, the loss in the non-fixed income investment portfolio in the second quarter of 2020 is related to the disruption in global financial markets during the first quarter of 2020 associated with COVID-19. Similarly, any impact from favorable changes in global financial markets in the second quarter of 2020 should be reflected in the Company's results for subsequent periods. Further changes in global financial markets could impact the Company’s net investment income in future periods from theits non-fixed maturityincome investment portfolio, during the remainder of 2017 and into 2018 is hard to predict.  If general economic conditions and/positively or investment market conditions deteriorate during the remainder of 2017 and into 2018, thenegatively.

The Company could experience a reduction inhad net investment income and/or significantpre-tax realized investment losses including impairments.

of $85 million ($66 million after-tax) in the first six months of 2020, driven by the impact of changes in fair value on the Company's equity investments, attributable to the disruption in global financial markets related to COVID-19, as well as $40 million of pre-tax realized losses related to the other-than-temporary impairment of the carrying value of an equity method investment included in other investments. Further changes in global financial markets due to the continuing impact of COVID-19 could result in net realized investment gains or losses in the Company’s investment portfolio.


The Company had a net pre-tax unrealized investment gain of $1.43$4.63 billion ($931 million3.64 billion after-tax) in its fixed maturity investment portfolio at SeptemberJune 30, 2017.2020.  While the Company does not attempt to predict future interest rate movements, a rising interest rate environment would reduce the market value of fixed maturity investments and, therefore, reduce shareholders’ equity, and a declining interest rate environment would have the opposite effects. Additionally, further disruptions in global financial markets associated with the continuing impact of COVID-19 could also impact the market value of the Company’s investment portfolio. The Company’sCompany's investment portfolio has benefited from certain tax exemptions (primarily those related to interest from municipal bonds) and certain other tax laws, including, but not limited to, those governing dividends-received deductions and tax credits (such as foreign tax credits). Changes in these laws could adversely impact the value of the Company’sCompany's investment portfolio. See “Changes"Changes in U.S. tax laws or in the tax laws of other jurisdictions in which we operate could adversely impact us” us" included in “Part I—Item 1A—Risk Factors” in the Company’s 20162019 Annual Report.

In the first nine months of 2017, the Company had net pre-tax realized investment gains of $146 million, which were primarily driven by gains on sales of equity securities.  At September 30, 2017, the carrying value of the Company’s equity securities was $601 million, which included $92 million of net pre-tax unrealized gains.  During the remainder of 2017, the Company may realize additional gains through the sales of equity securities.


For further discussion of the Company’s investment portfolio, see “Investment Portfolio” herein.“Investment Portfolio.” For a discussion of the risks to the Company’s business during or following a financial market disruption and risks to the Company’s investment portfolio, see the
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risk factors entitled “During or following a period of financial market disruption or an economic downturn, our business could be materially and adversely affected” and Our“Our investment portfolio is subject to credit and interest rate risk, and may suffer reduced or low returns or material realized or unrealized losses” included in “Part I—Item 1A—Risk Factors” in the Company’s 20162019 Annual Report.  For a discussion of the risks to the Company’s investments from foreign currency exchange rate fluctuations, see the risk factor entitled “We are also subject to a number of additional risks associated with our business outside the United States” included in “Part I—Item 1A—Risk Factors” in the Company’s 20162019 Annual Report and see “Part II—Item 7A—Quantitative and Qualitative Disclosures About Market Risk—ForeignRisk-Foreign Currency Exchange Rate Risk” in the Company’s 20162019 Annual Report.


Capital Position.The Company believes it has a strong capital position and, as part of its ongoing efforts to create shareholder value, expects to continue to return capital not needed to support its business operations to its shareholders.shareholders, subject to the considerations described below, including the impact of COVID-19 and related economic conditions.  The Company expects that, generally over time, the combination of dividends to common shareholders and common share repurchases will likely not exceed net income.  In addition,The Company also expects that to the extent that it continues to grow premium volumes, the level of capital to support the Company's financial strength ratings will also increase, and accordingly, the amount of capital returned to shareholders relative to earnings would be somewhat less than it otherwise would have been absent the growth in premium volumes. The timing and actual number of shares to be repurchased in the future will depend on a variety of additional factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, changes in levels of written premiums, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.  Given the continuing impact of the economic and other uncertainties associated with COVID-19 on the foregoing factors, the Company may continue to reduce or eliminate its share repurchase activity at least in the near term. For information regarding the Company’s common share repurchases in 2017,2020, see “Liquidity and Capital Resources.”

As a result of the Company’s business outside of the United States, primarily in Canada, the United Kingdom (including Lloyd’s), the Republic of Ireland and Brazil, the Company’s capital is also subject to the effects of changes in foreign currency exchange rates.  For example, strengthening of the U.S. dollar in comparison to other currencies could result in a reduction of shareholders’ equity.  For additional discussion of the Company’s foreign exchange market risk exposure, see “Part II—Item 7A—Quantitative and Qualitative Disclosures About Market Risk” in the Company’s 2016 Annual Report.


Many of the statements in this “Outlook” section and in “Liquidity and Capital Resources” are forward-looking statements, which are subject to risks and uncertainties that are often difficult to predict and beyond the Company’s control.  Actual results could differ materially from those expressed or implied by such forward-looking statements.  Further, such forward-looking statements speak only as of the date of this report and the Company undertakes no obligation to update them.  See “—Forward Looking Statements.”  For a discussion of potential risks and uncertainties that could impact the Company’s results of operations or financial position, see “Part II—Item 1A—Risk Factors” and “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations" herein and “Part I—Item 1A—Risk Factors” and “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Company’s 20162019 Annual Report, and “Critical Accounting Estimates.”

in each case as updated by the Company's periodic filings with the SEC.


LIQUIDITY AND CAPITAL RESOURCES


The Company's liquidity and capital resources were not materially impacted by COVID-19 and related economic conditions during the first six months of 2020. For further discussion regarding the potential future impacts of COVID-19 and related economic conditions on the Company's liquidity and capital resources, see "Outlook" and "Part II—Item 1A—Risk Factors."
Liquidity is a measure of a company’s ability to generate sufficient cash flows to meet the cash requirements of its business operations and to satisfy general corporate purposes when needed.

Operating Company Liquidity.  The liquidity requirements of the Company’s insurance subsidiaries are met primarily by funds generated from premiums, fees, income received on investments and investment maturities.  The Company believes that cash flows from operating activities are sufficient to meet the future liquidity requirements of its insurance subsidiaries. Additionally, investment maturities provide a significant level of available liquidity without requiring the sale of investment securities. For further discussion of operating company liquidity, see “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources” in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

Report.

Holding Company Liquidity.  TRV’s liquidity requirements primarily include shareholder dividends, debt servicing, common share repurchases and, from time to time, contributions to its qualified domestic pension plan.  At SeptemberJune 30, 2017,2020, TRV held total cash and short-term invested assets in the United States aggregating $1.96$2.02 billion and having a weighted average maturity of 7654 days.  TRV has established a holding company liquidity target equal to its estimated annual pre-tax interest expense and common shareholder dividends (currently approximately $1.1$1.20 billion).   TRV’s holding company liquidity of $1.96$2.02 billion at September
63


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

June 30, 2017, which included net proceeds from the issuance of senior notes in the second quarter of 2017 described below,2020 exceeded this target, and it is the opinion of the Company’s management that these assets are sufficient to meet TRV’s current liquidity requirements.

Net proceeds of approximately $490 million from the Company's issuance of senior debt in April 2020 that are intended to fund the payment of $500 million of senior debt maturing in November 2020 are included in the Company's holding company liquidity at June 30, 2020.


TRV is not dependent on dividends or other forms of repatriation from its foreign operations to support its liquidity needs. U.S. income taxes have not been recognized on substantially allThe undistributed earnings of the Company’s foreign operations’ undistributed earnings as of September 30, 2017, as such earningsoperations are intended to be permanently reinvested in those operations.  Furthermore, taxes paid to foreign governments on these earnings may be used as credits against the U.S. tax on dividend distributions if such earnings were to be distributed to the holding company.  The amount of undistributed earnings from foreign operations, and related taxes on those undistributedsuch earnings were not material to the Company’s financial position or liquidity at SeptemberJune 30, 2017.

2020.


TRV has a shelf registration statement filed with the Securities and Exchange Commission (SEC) that expires on June 17, 201910, 2022 which permits it to issue securities from time to time.  TRV also has a $1.0 billion line of credit facility with a syndicate of financial institutions that expires on June 7, 2018.  This line of credit also supports TRV’s $800 million commercial paper program.4, 2023. At SeptemberJune 30, 2017,2020, the Company had no$100 million of commercial paper outstanding. TRV is not reliant on its commercial paper program to meet its operating cash flow needs.

After the maturity of the $500 million of senior debt in November 2020 described above, the Company has no further senior debt or junior subordinated debt maturing until April 2026, at which time $200 million of senior debt will mature.

The Company utilized uncollateralized letters of credit issued by major banks with an aggregate limit of approximately $246$312 million to provide a portion of the capital needed to support its obligations at Lloyd’s at SeptemberJune 30, 2017.2020. If uncollateralized letters of credit are not available at a reasonable price or at all in the future, the Company can collateralize these letters of credit or may have to seek alternative means of supporting its obligations at Lloyd’s, which could include utilizing holding company funds on hand.

On August 4, 2017, the Company completed its previously announced acquisition of all issued and outstanding shares of Simply Business Holdings LTD (Simply Business), a leading provider of small business insurance policies in the United Kingdom, for a purchase price of approximately $464 million, which included the repayment of debt and other obligations of Simply Business.  In addition, the Company issued 95,953 shares of restricted common stock valued at approximately $12 million to certain employees of Simply Business who were equity holders of Simply Business.  The Company used a portion of the net proceeds from the issuance of senior notes in May 2017 (described in more detail in note 8 of notes to the unaudited consolidated financial statements) and internal resources to fund this transaction.

On December 15, 2017, the Company’s $450 million, 5.75% senior notes will mature.  The Company will use a portion of the proceeds from the issuance of senior notes in May 2017 (described in more detail in note 8 of notes to the unaudited consolidated financial statements) to fund this maturity.

Operating Activities

Net cash flows provided by operating activities in the first ninesix months of 20172020 and 2016 were $3.222019 was $2.29 billion and $3.06$1.79 billion, respectively. CashThe increase in cash flows in the first ninesix months of 20162020 primarily reflected the impacts of lower levels of payments for claims and claim adjustment expenses, partially offset by lower levels of cash received for premiums. The lower levels of payments for claims and claim adjustment expenses reflected the impacts of COVID-19 and related economic conditions, such as lower loss payments in the automobile product line due to a decrease in miles driven and reduced claim settlement activity largely due to the disruptions in the judicial system, partially offset by the impact of payments related to higher catastrophe losses in the first six months of 2020. The lower levels of cash received for premiums included the Company’s $524 million paymentimpact of premium refunds provided in the second quarter of 20162020 to personal automobile customers in response to COVID-19 and related to the settlement of the PPG Industries, Inc. litigation as described in more detail in the “Asbestos Claims and Litigation” section herein.

economic conditions.


Investing Activities

Net cash flows used inby investing activities in the first ninesix months of 20172020 and 2016 were $2.122019 was $1.81 billion and $1.13 billion,$701 million, respectively.  The Company’s consolidated total investments at SeptemberJune 30, 20172020 increased by $2.60$2.72 billion, or 4%3% over year-end 2016,2019, primarily reflecting the impactsimpact of (i) an increase in net unrealized gains on investments at June 30, 2020 as compared with December 31, 2019, primarily due to the impact of lower interest rates during the first six months of 2020, as well as (ii) net cash flows provided by operating activities, partially offset by (iii) net cash used in financing activities.

Financing Activities
Net cash used in financing activities in the first six months of 2020 and 2019 was $342 million and $1.05 billion, respectively.  The total in 2020 reflected common share repurchases and dividends paid to shareholders, partially offset by the net proceeds from the issuance of debt and an increaseemployee stock option exercises. The total in the unrealized appreciation of investments, partially offset by2019 reflected common share repurchases, the payment of debt and dividends paid to shareholders, the repayment of debt and the cost of acquiring Simply Business.

Financing Activities

Net cash flows used in financing activities in the first nine months of 2017 and 2016 were $1.05 billion and $2.04 billion, respectively.  The totals in both periods primarily reflected common share repurchases, dividends paid to shareholders and the payment of debt, partially offset by the net proceeds from the issuance of debt and the proceeds from employee stock option exercises. Common share repurchases in the first ninesix months of 20172020 and 20162019 were $1.09 billion$471 million and $1.72 billion,$797 million, respectively.

 During the three months ended June 30, 2020, the Company did not repurchase any shares under its share repurchase authorization.

Dividends.  Dividends paid to shareholders were $589$426 million and $569$419 million in the first ninesix months of 20172020 and 2016,2019, respectively. The declaration and payment of future dividends to holders of the Company’s common stock will be at the discretion of the Company’s Board of Directors and will depend upon many factors, including the Company’s financial position, earnings, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints and other factors as the Board of Directors deems relevant.  Dividends will be paid by the Company only if declared by its Board of Directors out of funds legally available, subject to any other restrictions that may be applicable to the Company.  On October 19, 2017,July 23, 2020, the Company announced that it declared a regular quarterly dividend of $0.72$0.85 per share, payable December 29, 2017September 30, 2020 to shareholders of record on December 11, 2017.

September 10, 2020.

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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Share Repurchase AuthorizationRepurchases.  The Company’s Board of Directors has approved common share repurchase authorizations under which repurchases may be made from time to time in the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, in private transactions or otherwise.  The authorizations do not have a stated expiration date.  The most recent authorization was approved by the Board of Directors in April 2017 and added $5.0 billion of repurchase capacity to the $709 million capacity remaining at that date. The Company expects that, generally over time, the combination of dividends to common shareholders and common share repurchases will likely not exceed net income. The Company also expects that to the extent that it continues to grow premium volumes, the level of capital to support the Company's financial strength ratings will also increase, and accordingly, the amount of capital returned to shareholders relative to earnings would be somewhat less than it otherwise would have been absent the growth in premium volumes. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, changes in levels of written premiums, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.  During the three months and nineended June 30, 2020, the Company did not repurchase any shares under its share repurchase authorization. During the six months ended SeptemberJune 30, 2017,2020, the Company repurchased 2.63.5 million and 8.3 million shares respectively, under its share repurchase authorization for a total cost of $328 million and $1.03 billion, respectively.$425 million. The average cost per share repurchased was $128.11$123.09. Given the continuing impact of the economic and $124.12, respectively.  In April 2017,other uncertainties associated with COVID-19 on the Board of Directors approved aforegoing factors, the Company may continue to reduce or eliminate its share repurchase authorization that added an additional $5.0 billion of repurchase capacity.activity at least in the near term.  At SeptemberJune 30, 2017,2020, the Company had $4.91$1.36 billion of capacity remaining under the share repurchase authorization.


The Company sponsors a qualified non-contributory defined benefit pension plan (the Qualified Plan), which covers substantially all U.S. domestic employees and provides benefits primarily under a cash balance formula. The recent disruption in global financial markets associated with COVID-19 unfavorably impacted the projected funded status of the Qualified Plan at December 31, 2020, due to the impact of a lower benefit obligation discount rate and lower valuations of the Qualified Plan's equity investments. The Company currently does not have a minimum funding requirement for the Qualified Plan for 2020 and at this time does not anticipate making a voluntary contribution to the Qualified Plan during 2020.
Capital Structure.  The following table summarizes the components of the Company’s capital structure at SeptemberJune 30, 20172020 and December 31, 2016.

(in millions)

 

September 30,
2017

 

December 31,
2016

 

Debt:

 

 

 

 

 

Short-term

 

$

950

 

$

550

 

Long-term

 

6,004

 

5,911

 

Net unamortized fair value adjustments and debt issuance costs

 

(33

)

(24

)

 

 

 

 

 

 

Total debt

 

6,921

 

6,437

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

Common stock and retained earnings, less treasury stock

 

24,023

 

23,976

 

Accumulated other comprehensive loss

 

(285

)

(755

)

 

 

 

 

 

 

Total shareholders’ equity

 

23,738

 

23,221

 

 

 

 

 

 

 

Total capitalization

 

$

30,659

 

$

29,658

 

2019.

(in millions)June 30,
2020
December 31,
2019
Debt:  
Short-term$600  $600  
Long-term6,504  6,004  
Net unamortized fair value adjustments and debt issuance costs(55) (46) 
Total debt7,049  6,558  
Shareholders’ equity:  
Common stock and retained earnings, less treasury stock25,061  25,303  
Accumulated other comprehensive income1,882  640  
Total shareholders’ equity26,943  25,943  
Total capitalization$33,992  $32,501  
On May 22, 2017,April 27, 2020, the Company issued $700$500 million aggregate principal amount of 4.00%2.55% senior notes that will mature on May 30, 2047.April 27, 2050. The Company intends to use the net proceeds to repay the $500 million aggregate principal amount of the Company's 3.90% senior notes that will mature on November 1, 2020. See note 89 of notes to the unaudited consolidated financial statements for further discussion regarding the terms of the senior notes.  On June 2, 2017, the Company redeemed the remaining $107 million aggregate principal amount of its 6.25% Fixed-to-Floating Rate Junior Subordinated Debentures due 2067 at a price per debenture of 100% of the principal amount thereof, plus accrued and unpaid interest to the redemption date.


The following table provides a reconciliation of total capitalization presented in the foregoing table to total capitalization excluding net unrealized gains on investments.

(dollars in millions)

 

September 30,
2017

 

December 31,
2016

 

 

 

 

 

 

 

Total capitalization

 

$

30,659

 

$

29,658

 

Less: net unrealized gains on investments, net of taxes

 

1,006

 

730

 

 

 

 

 

 

 

Total capitalization excluding net unrealized gains on investments

 

$

29,653

 

$

28,928

 

 

 

 

 

 

 

Debt-to-total capital ratio

 

22.6

%

21.7

%

 

 

 

 

 

 

Debt-to-total capital ratio excluding net unrealized gains on investments

 

23.3

%

22.3

%

investments, net of taxes, included in shareholders' equity.

65


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

(dollars in millions)June 30,
2020
December 31,
2019
Total capitalization$33,992  $32,501  
Less: net unrealized gains on investments, net of taxes, included in shareholders' equity3,646  2,246  
Total capitalization excluding net unrealized gains on investments, net of taxes, included in shareholders' equity$30,346  $30,255  
Debt-to-total capital ratio20.7 %20.2 %
Debt-to-total capital ratio excluding net unrealized gains on investments, net of taxes, included in shareholders' equity23.2 %21.7 %

The debt-to-total capital ratio excluding net unrealized gains on investments, net of taxes, included in shareholders’ equity, is calculated by dividing (a) debt by (b) total capitalization excluding net unrealized gains and losses on investments, net of taxes.taxes, included in shareholders’ equity. Net unrealized gains and losses on investments can be significantly impacted by both interest rate movements and other economic factors. Accordingly, in the opinion of the Company’s management, the debt-to-total capital ratio calculated on this basis provides another useful metric for investors to understand the Company’s financial leverage position. The Company’s ratio of debt-to-total capital (excludingexcluding after-tax net unrealized investment gains)gains included in shareholders’ equity of 23.3%23.2% at SeptemberJune 30, 20172020 was within the Company’s target range of 15% to 25%.


RATINGS


Ratings are an important factor in assessing the Company’s competitive position in the insurance industry. The Company receives ratings from the following major rating agencies: A.M. Best Company (A.M. Best), Fitch Ratings (Fitch), Moody’s Investors Service (Moody’s) and Standard & Poor’s Corp. (S&P). The following rating agency actions wereaction was taken with respect to the Company since July 20, 2017,April 21, 2020, the date on which the Company’sCompany's Form 10-Q for the quarter ended June 30, 2017March 31, 2020 was filed with the SEC. For additional discussion of ratings, see “Part I—Item 1—Business—Ratings” in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

·Report.


On October 5, 2017, A.M. BestMay 12, 2020, Fitch affirmed all ratings of the Company, except ratings for Travelers Insurance Company Limited, which were affirmed on December 23, 2016.Company. The outlook for all ratings is stable.


CRITICAL ACCOUNTING ESTIMATES

For a description of the Company’s critical accounting estimates, refer to Part“Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Estimates” in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.Report.  The Company considers its most significant accounting estimates to be those applied to claims and claim adjustment expense reserves and related reinsurance recoverables, investment valuation and impairments, and goodwill and other intangible assets impairments. Except as shown in the table below, there have been no material changes to the Company’s critical accounting estimates since December 31, 2016.

2019.

Claims and Claim Adjustment Expense Reserves

The table below displays the Company’s gross claims and claim adjustment expense reserves by product line.  Because the establishment of claims and claim adjustment expense reserves is an inherently uncertain process involving estimates, currently established claims and claim adjustment expense reserves may change.  The Company reflects adjustments to the reserves in the results of operations in the period the estimates are changed.  These changes in estimates could result in income statement charges that could be material to the Company’s operating results in future periods.  In particular, a portion of the Company’s gross claims and claim adjustment expense reserves (totaling $2.03$1.83 billion at SeptemberJune 30, 2017)2020) are for asbestos and environmental claims and related litigation.  Asbestos and environmental reserves are included in the General liability, Commercial multi-peril and International and other lines in the summary table below.  While the ongoing review of asbestos and environmental claims and associated liabilities considers the inconsistencies of court decisions as to coverage, plaintiffs’ expanded theories of liability and the risks inherent in complex litigation and other uncertainties, in the opinion of the Company’s management, it is possible that the outcome of the continued uncertainties regarding these claims could result in liability in future periods that differs from current reserves by an amount that could be material to the Company’s future operating results. Asbestos and environmental reserves are discussed separately; see “Asbestos Claims and Litigation”, “Environmental Claims and Litigation” and “Uncertainty Regarding Adequacy of Asbestos and Environmental Reserves” in this report.

66


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS, Continued

Gross claims and claim adjustment expense reserves by product line were as follows:

 

 

September 30, 2017

 

December 31, 2016

 

(in millions)

 

Case

 

IBNR

 

Total

 

Case

 

IBNR

 

Total

 

General liability

 

$

4,900

 

$

6,909

 

$

11,809

 

$

4,951

 

$

6,925

 

$

11,876

 

Commercial property

 

914

 

691

 

1,605

 

752

 

357

 

1,109

 

Commercial multi-peril

 

1,899

 

1,968

 

3,867

 

1,807

 

1,935

 

3,742

 

Commercial automobile

 

2,224

 

1,226

 

3,450

 

2,190

 

1,178

 

3,368

 

Workers’ compensation

 

10,357

 

9,129

 

19,486

 

10,322

 

8,786

 

19,108

 

Fidelity and surety

 

261

 

277

 

538

 

242

 

323

 

565

 

Personal automobile

 

1,931

 

1,253

 

3,184

 

1,852

 

1,038

 

2,890

 

Homeowners and personal—other

 

633

 

693

 

1,326

 

622

 

468

 

1,090

 

International and other

 

2,782

 

1,686

 

4,468

 

2,740

 

1,441

 

4,181

 

Property-casualty

 

25,901

 

23,832

 

49,733

 

25,478

 

22,451

 

47,929

 

Accident and health

 

17

 

 

17

 

20

 

 

20

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Claims and claim adjustment expense reserves

 

$

25,918

 

$

23,832

 

$

49,750

 

$

25,498

 

$

22,451

 

$

47,949

 

 June 30, 2020December 31, 2019
(in millions)CaseIBNRTotalCaseIBNRTotal
General liability$5,033  $7,695  $12,728  $4,898  $7,451  $12,349  
Commercial property1,072  467  1,539  1,035  312  1,347  
Commercial multi-peril2,193  2,320  4,513  2,148  2,065  4,213  
Commercial automobile2,518  2,091  4,609  2,533  1,872  4,405  
Workers’ compensation10,190  9,455  19,645  10,233  9,279  19,512  
Fidelity and surety210  303  513  261  259  520  
Personal automobile1,895  1,527  3,422  2,019  1,509  3,528  
Homeowners and personal other813  1,106  1,919  838  871  1,709  
International and other2,395  1,814  4,209  2,620  1,633  4,253  
Property-casualty26,319  26,778  53,097  26,585  25,251  51,836  
Accident and health12  —  12  13  —  13  
Claims and claim adjustment expense reserves$26,331  $26,778  $53,109  $26,598  $25,251  $51,849  

The $1.80$1.26 billion increase in gross claims and claim adjustment expense reserves since December 31, 20162019 primarily reflected the impacts of (i) catastrophe losses incurred in the third quarterfirst six months of 2017 and2020, (ii) higher volumes of insured exposures and loss cost trends for the current accident year partially offset byand (iii) reduced claim settlement activity largely due to the impacts of (iii) paymentsdisruptions in the judicial system related to operations in runoff and (iv) net favorable prior year reserve development.

COVID-19.


FUTURE APPLICATION OF ACCOUNTING STANDARDS

See note 1 of notes to the unaudited consolidated financial statements contained in this quarterly report and in the Company’s 20162019 Annual Report as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017 for a discussion of recently issued accounting pronouncements.


67



THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

FORWARD-LOOKING STATEMENTS

This report contains, and management may make, certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  All statements, other than statements of historical facts, may be forward-looking statements.  Words such as “may,” “will,” “should,” “likely,” “anticipates,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates” and similar expressions are used to identify these forward-looking statements.  These statements include, among other things, the Company’s statements about:

·

the Company’s outlook and its future results of operations and financial condition (including, among other things, anticipated premium volume, premium rates, renewal premium changes, underwriting margins and underlying underwriting margins, net and core income, investment income and performance, loss costs, return on equity, core return on equity and expected current returns, and combined ratios and underlying combined ratios);

·

the impact of COVID-19 and related economic conditions, including the potential impact on the Company's investments;
the impact of legislative or regulatory actions taken in response to COVID-19;
share repurchase plans;

·

future pension plan contributions;

·

the sufficiency of the Company’s asbestos and other reserves;

·

the impact of emerging claims issues as well as other insurance and non-insurance litigation;

·

the potential benefit associated with the Company's ability to recover on its subrogation claims;
the cost and availability of reinsurance coverage;

·

catastrophe losses (including recent California wildfires);

·losses;

the impact of investment (including changes in interest rates), economic (including inflation, potential changes in tax law, and rapid changes in commodity prices as well asand fluctuations in foreign currency exchange rates) and underwriting market conditions;

·

strategic and operational initiatives to improve profitability and competitiveness; and

·

the Company's competitive advantages;
new product offerings;
the impact of new or potential regulations imposed or to be imposed by the Company’s acquisitionUnited States or other nations, including tariffs or other barriers to international trade; and
the impact of Simply Business.

developments in the tort environment, such as increased attorney involvement in insurance claims and legislation allowing victims of sexual abuse to file or proceed with claims that otherwise would have been time-barred.

The Company cautions investors that such statements are subject to risks and uncertainties, many of which are difficult to predict and generally beyond the Company’s control, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements.

Some of the factors that could cause actual results to differ include, but are not limited to, the following:

·

high levels of catastrophe losses, including those discussed above,as a result of factors such as increased concentrations of insured exposures in catastrophe-prone areas, could materially and adversely affect the Company’s results of operations, its financial position and/or liquidity, and could adversely impact the Company’s ratings, the Company’s ability to raise capital and the availability and cost of reinsurance;

·

if actual claims exceed the Company’s claims and claim adjustment expense reserves, or if changes in the estimated level of claims and claim adjustment expense reserves are necessary, including as a result of, among other things, changes in the legal,legal/tort, regulatory and economic environments in which the Company operates or the impacts of COVID-19, the Company’s financial results could be materially and adversely affected;

·

the impact of COVID-19 and related risks, including on the Company's distribution or other key partners, could materially affect the Company's results of operations, financial position and/or liquidity;
during or following a period of financial market disruption or an economic downturn, such as the current environment, the Company’s business could be materially and adversely affected;

·

the Company’s investment portfolio is subject to credit and interest rate risk, and may suffer material realized or unrealized losses.  The Company’s investment portfolio may also suffer reduced or low returns or material realized or unrealized losses, particularly if interest rates remain at historically low levels for a prolonged period of time or decline further as a result of actions taken by central banks (a risk which potentially could be increased by, among other things,in the United Kingdom’s withdrawal from the European Union);

·                  the Company’s business could be harmed because of its potential exposure to asbestos and environmental claims and related litigation;

·current environment;

the intense competition that the Company faces, and the impact of innovation, technological change and changing customer preferences on the insurance industry and the markets in which the Companyit operates, could harm its ability to maintain or increase its business volumes and its profitability;

·

the Company’s business could be harmed because of its potential exposure to asbestos and environmental claims and related litigation;
disruptions to the Company’s relationships with its independent agents and brokers or the Company’s inability to manage effectively a changing distribution landscape could adversely affect the Company;

·

68


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
FORWARD-LOOKING STATEMENTS, Continued
the Company is exposed to, and may face adverse developments involving, mass tort claims such as those relating to exposure to potentially harmful products or substances;

·

the effects of emerging claim and coverage issues on the Company’s business are uncertain;

·uncertain, and court decisions or legislative or regulatory changes that take place after the Company issues its policies, including those taken in response to COVID-19 (such as effectively expanding workers' compensation coverage by instituting presumptions of compensability of claims for certain types of workers or requiring insurers to cover business interruption claims irrespective of terms, exclusions or other conditions included in the policies that would otherwise preclude coverage), can result in an unexpected increase in the number of claims and have a material adverse impact on the Company's results of operations;

the Company may not be able to collect all amounts due to it from reinsurers, reinsurance coverage may not be available to the Company in the future at commercially reasonable rates or at all and the Company is exposed to credit risk related to its structured settlements;

·

the Company is also exposed to credit risk in certain of its insurance operations and with respect to certain guarantee or indemnification arrangements that it has with third parties;

·parties, which risk is heightened in the current environment;

within the United States, the Company’s businesses are heavily regulated by the states in which it conducts business, including licensing, market conduct and financial supervision, and changes in regulation may reduce the Company’s profitability and limit its growth;

·

a downgrade in the Company’s claims-paying and financial strength ratings could adversely impact the Company’s business volumes, adversely impact the Company’s ability to access the capital markets and increase the Company’s borrowing costs;

·

the inability of the Company’s insurance subsidiaries to pay dividends to the Company’s holding company in sufficient amounts would harm the Company’s ability to meet its obligations, pay future shareholder dividends and/or make future share repurchases;

·

the Company’s efforts to develop new products, or expand in targeted markets or improve business processes and workflows may not be successful and may create enhanced risks;

·

the Company may be adversely affected if its pricing and capital models provide materially different indications than actual results;

·

the Company’s business success and profitability depend, in part, on effective information technology systems and on continuing to develop and implement improvements in technology;

·technology, particularly as its business processes become more digital;

if the Company experiences difficulties with technology, data and network security (including as a result of cyber attacks), outsourcing relationships or cloud-based technology, the Company’s ability to conduct its business could be negatively impacted;

·                  changes in U.S. tax laws orimpacted. This risk is heightened in the tax lawscurrent environment where a majority of other jurisdictions in which the Company operates could adversely impact the Company;

·Company's employees have shifted to a work from home arrangement;

the Company is also subject to a number of additional risks associated with its business outside the United States, includingsuch as foreign currency exchange fluctuations (including with respect to the valuation of the Company's foreign investments and interests in joint ventures) and restrictive regulations as well as the risks and uncertainties associated with the United Kingdom’sKingdom's withdrawal from the European Union;

·

regulatory changes outside of the United States, including in Canada, the United Kingdom, the Republic of Ireland and the European Union, could adversely impact the Company’s results of operations and limit its growth;

·

loss of or significant restrictions on the use of particular types of underwriting criteria, such as credit scoring, or other data or methodologies, in the pricing and underwriting of the Company’s products could reduce the Company’s future profitability;

·

acquisitions and integration of acquired businesses may result in operating difficulties and other unintended consequences;

·

the Company could be adversely affected if its controls designed to ensure compliance with guidelines, policies and legal and regulatory standards are not effective;

·

the Company’s businesses may be adversely affected if it is unable to hire and retain qualified employees;

·

intellectual property is important to the Company’s business, and the Company may be unable to protect and enforce its own intellectual property or the Company may be subject to claims for infringing the intellectual property of others;

·

changes in federal regulation could impose significant burdens on the Company, and otherwise adversely impact the Company’s results;

·

changes to existingin U.S. accounting standards maytax laws or in the tax laws of other jurisdictions where the Company operates could adversely impact the Company’s reported results;Company; and

·

the Company’s share repurchase plans depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, changes in levels of written premiums, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other
69


THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES
FORWARD-LOOKING STATEMENTS, Continued
investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors.

factors, including the ongoing level of uncertainty related to COVID-19.

The Company’s forward-looking statements speak only as of the date of this report or as of the date they are made, and the Company undertakes no obligation to update forward-looking statements.  For a more detailed discussion of these factors, see the information under the captions “Part III—Item 1A—Risk Factors” in the Company’s 2016 Annual Report filed with the SEC and “Management’s“Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations" herein and “Part I—Item 1A—Risk Factors” and “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein and in the Company’s 20162019 Annual Report, in each case as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.

Company's periodic filings with the SEC.


WEBSITE AND SOCIAL MEDIA DISCLOSURE

The Company may use its website and/or social media outlets, such as Facebook and Twitter, as distribution channels of material company information.  Financial and other important information regarding the Company is routinely posted on and accessible through the Company’s website at http://investor.travelers.com, its Facebook page at https://www.facebook.com/travelers and its Twitter account (@Travelers) at https://twitter.com/Travelers.Travelers.  In addition, you may automatically receive email alerts and other information about the Company when you enroll your email address by visiting the “Email Notifications” section under the "For Investors" heading at http://investor.travelers.com.

investor.travelers.com.


Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For the Company’s disclosures about market risk, please see “Part IIII—Item 7A—Quantitative and Qualitative Disclosures About Market Risk” in the Company’s 20162019 Annual Report filed with the SEC.  There have been no material changes to the Company’s disclosures about market risk in Part II—Item 7A of the Company’s 20162019 Annual Report.


Item 4. CONTROLS AND PROCEDURES

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act)) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of SeptemberJune 30, 2017.  Consistent with guidance issued by the SEC that an assessment of internal controls over financial reporting of a recently acquired business may be omitted from management’s evaluation of disclosure controls and procedures, management is excluding an assessment of such internal controls for Simply Business from its evaluation of the effectiveness of the Company’s disclosure controls and procedures.  The Company acquired all of the issued and outstanding shares of Simply Business on August 4, 2017.  Simply Business represented less than 1% of the Company’s consolidated total assets, consolidated total revenues and net income as of and for the quarter ended September 30, 2017.2020.  Based upon that evaluation, and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of SeptemberJune 30, 2017,2020, the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

In addition,

During the quarter ended June 30, 2020, the Company transitioned its payroll and other related human resource applications to a cloud-based technology which has resulted in certain changes to business processes and internal control over financial reporting. Other than this transition of payroll and other related human resource applications to a cloud-based technology, there waswere no changechanges in the Company’sCompany's internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the quarter ended SeptemberJune 30, 20172020 that hashave materially affected, or isare reasonably likely to materially affect, the Company’sCompany's internal control over financial reporting. The Company is inManagement reviewed and tested the processeffectiveness of reviewing the internal control structure of Simply Business and, if necessary, will make appropriate changes as it integrates Simply Business into the Company’s overall internal controlcontrols over financial reporting process.

related to the transition of payroll and other related human resource applications to a cloud-based technology and concluded they were effective.


The Company regularly seeks to identify, develop and implement improvements to its technology systems and business processes, some of which may affect its internal control over financial reporting. These changes may include such activities as implementing new, more efficient systems, updating existing systems or platforms, automating manual processes or utilizing technology developed by third parties.  These systems changes are often phased in over multiple periods in order to limit the implementation risk in any one period, and as each change is implemented the Company monitors its effectiveness as part of its internal control over financial reporting.


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THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

PART II — OTHER INFORMATION


Item 1.LEGAL PROCEEDINGS

The information required with respect to this item can be found under “Contingencies” in note 1314 of notes to the unaudited consolidated financial statements contained in this quarterly report and is incorporated by reference into this Item 1.


Item 1A.  RISK FACTORS

For a discussion of the Company’s potential risks or uncertainties, please see “Part II—Item 1A—Risk Factors” in the Company’s 2016 Annual Report filed with the SEC.  In addition, please see “Management’sand “Part II—Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Outlook” herein and “—Critical Accounting Estimates” herein andOperations” in the Company’s 20162019 Annual Report, and "Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations” herein, in each case as updated by the Company’s Current Report on Form 8-K filed on June 20, 2017.  ThereCompany's periodic filings with the SEC.  Other than as described below, there have been no material changes to the risk factors disclosed in Part I—Item 1A of the Company’s 20162019 Annual Report.


The impact of COVID-19 and related risks could materially affect our results of operations, financial position and/or liquidity.

Beginning in March 2020, the global pandemic caused by the novel coronavirus COVID-19 began to impact the global economy and our results of operations. For a discussion of the impact of the COVID-19 pandemic on our business to date, please see “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Impact of COVID-19 and Related Economic Conditions.” Because of the size and breadth of this pandemic, all of the direct and indirect consequences of COVID-19 are not yet known and are likely to continue to emerge for some time. Risks presented by the ongoing effects of COVID-19 include the following:

Revenues. We expect that the impact of COVID-19 on general economic activity will continue to negatively impact our premium volumes. We began to experience this impact in March 2020 and, more significantly, in the second quarter of 2020. We expect this impact will further persist for the remainder of 2020 and beyond, but the degree of the impact will depend on the extent and duration of the economic contraction. As a result of the impact of the pandemic on the Company’s earned premiums, the Company has experienced an increase in its underwriting expense ratio and expects to experience a continued adverse impact on the underwriting expense ratio in the near term.

Claims and Claim Adjustment Expenses. We have incurred, and expect to continue to incur in future periods, higher claim and claim adjustment expenses in certain lines of business as a result of COVID-19 due to increases in frequency and/or severity of claims.  For example, we are experiencing elevated frequency and severity in our workers’ compensation lines related to compensable claims by workers who demonstrate that the injury or illness arose both out of and in the course of their employment, including, as discussed below, as a result of legislative or regulatory action to effectively expand workers’ compensation coverage by creating presumptions of compensability for certain types of workers.  In addition, concerns about seeking medical care could complicate, delay and/or extend treatment.  We may also experience elevated frequency and severity in our liability coverages as a result of plaintiffs’ lawyers seeking to generate COVID-19-related claim activity against our insureds.  Frequency and severity could also increase with respect to our auto and property coverages due to, among other things, disruptions in supply chains and changes in business practices and individual behaviors resulting from the stay-at-home and social distancing measures.  For example, we may experience increased exposure in industries with delivery services; elevated fire, water and crime claims at unoccupied/closed businesses; delayed reporting and settlement of claims due to limited access to business locations; arson; collisions at faster speeds; increased first party medical losses in certain jurisdictions; and reduced repair shop and/or parts availability, among other things. We have experienced some elevated frequency, and there is the potential for additional elevated frequency, in certain product lines, such as directors’ and officers’ liability insurance claims related to alleged mismanagement or other failures as well as increased securities class actions, and employment practices liability insurance claims related to furloughs and lay-offs of employees. In our commercial surety lines, there is the potential for elevated frequency and severity due to an increase in the number of bankruptcies, especially in distressed industries such as transportation and energy. In construction surety, there is the potential for elevated losses if contractors experience shutdowns, which could negatively impact their cash flows, or experience disruptions in their supply chains, unavailability of labor or increased costs for materials, each of which drives up their costs. In addition, the short-term and long-term impacts of COVID-19 on our various product lines could be different. As discussed below under “Adverse Legislative and/or Regulatory Action” the potential also exists for elevated frequency and severity related to business interruption coverages in the event of legislative action to
71

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 1A. RISK FACTORS, Continued
retroactively mandate coverage irrespective of terms, exclusions or other conditions included in the policies that would otherwise preclude coverage. 

In addition, the anticipated and unknown risks related to COVID-19 cause additional uncertainty in the process of estimating claims and claim adjustment expense reserves. For example, the behavior of claimants and policyholders may change in unexpected ways (for example, we may experience an increase in the number of fraudulent claims), the disruption to the court system may impact the timing and amounts of claims settlements and the actions taken by governmental bodies, both legislative and regulatory, in reaction to COVID-19 and their related impacts are hard to predict. As a result, our estimated level of claims and claim adjustment expense reserves may change. We are also subject to credit risk in our insurance operations which may be exacerbated in times of economic distress. For a further discussion, see “Part I—Item IA—Risk Factors—We are exposed to credit risk in certain of our insurance operations and with respect to certain guarantee or indemnification arrangements that we have with third parties” and “If actual claims exceed our claims and claim adjustment expense reserves, or if changes in the estimated level of claims and claim adjustment expense reserves are necessary, including as a result of, among other things, changes in the legal/tort, regulatory and economic environments in which the Company operates, our financial results could be materially and adversely affected” in the Company’s 2019 Annual Report.

General and Administrative Expenses. We have incurred, and may continue to incur, general and administrative expenses due to increased estimated credit losses on premiums receivable and increased estimated credit losses related to contractholder receivables for amounts due on loss sensitive business.

Investments. The disruption in the financial markets related to COVID-19 has contributed to net realized investment losses, primarily due to the impact of changes in fair value on our equity investments and, to a lesser extent, impairments in our fixed-income investment portfolio. Our corporate fixed income portfolio may be adversely impacted by ratings downgrades, increased bankruptcies and credit spread widening in distressed industries, such as energy, gaming, lodging and leisure, autos, airlines and retail. In addition, in recent years, many state and local governments have been operating under deficits or projected deficits. These deficits in many cases have been, and likely will continue to be, exacerbated by the costs of responding to COVID-19 and reduced tax revenues due to adverse economic conditions. The severity and duration of these deficits could have an adverse impact on the collectibility and valuation of our municipal bond portfolio. Our investment portfolio also includes residential mortgage-backed securities, commercial mortgage-backed securities and wholly-owned real estate, all of which could be adversely impacted by declines in real estate valuations and/or financial market disruption, including a heightened collection risk on the underlying mortgages and on rent receivables. Further disruptions in global financial markets due to the continuing impact of COVID-19 could result in additional net realized investment losses, including potential impairments in our fixed income portfolio. In addition, declines in fixed income yields would result in decreases in net investment income from future investment activity, including re-investments. Further disruptions in global financial markets could also adversely impact our net investment income in future periods from our non-fixed income investment portfolio, including the private equity, hedge fund and real estate partnerships in which we are invested and could also result in net realized investment losses resulting from potential impairments in that portfolio. For further discussion of the risks related to our investment portfolio see “Our investment portfolio is subject to credit and interest rate risk, and may suffer reduced or low returns or material realized or unrealized losses” included in “Part I—Item 1A—Risk Factors” in the Company’s 2019 Annual Report.

Inflation. It is possible that changes in economic conditions and steps taken by the federal government and the Federal Reserve in response to COVID-19 could lead to higher inflation than we had anticipated, which could in turn lead to an increase in our loss costs and the need to strengthen claims and claim adjustment expense reserves. These impacts of inflation on loss costs and claims and claim adjustment expense reserves could be more pronounced for those lines of business that require a relatively longer period of time to finalize and settle claims for a given accident year and, accordingly, are relatively more inflation sensitive. For a further discussion, see “Part I—Item IA—Risk Factors—If actual claims exceed our claims and claim adjustment expense reserves, or if changes in the estimated level of claims and claim adjustment expense reserves are necessary, including as a result of, among other things, changes in the legal/tort, regulatory and economic environments in which the Company operates, our financial results could be materially and adversely affected” in the Company’s 2019 Annual Report. Inflation could also adversely impact our general and administrative expenses. Changes in interest rates caused by inflation affect the carrying value of our fixed maturity investments and returns on our fixed maturity and short-term investments. An increase in interest rates reduces the market value of existing fixed maturity investments, thereby negatively impacting our book value.

72

THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 1A. RISK FACTORS, Continued
Foreign Currency Exchange Rate Changes. As a result of our business outside of the United States, primarily in Canada, the United Kingdom (including Lloyd’s), the Republic of Ireland and in Brazil through a joint venture, our shareholders' equity is also subject to the effects of changes in foreign currency exchange rates. In the first six months of 2020, our shareholders’ equity was adversely impacted as result of an increase in unrealized losses on foreign currency exchange translation attributable to COVID-19 and the associated strengthening of the U.S. dollar in comparison to other currencies. Further strengthening of the U.S. dollar could result in a further reduction of shareholders’ equity.

Adverse Legislative and/or Regulatory Action. Federal, state and/or local government actions to address and contain the impact of COVID-19 have adversely affected us and may adversely affect us in the future. For example, we are subject to legislative and/or regulatory action that seeks to retroactively mandate coverage for losses which our insurance policies were not designed or priced to cover. Currently, in some states there is proposed legislation to require insurers to cover business interruption claims irrespective of terms, exclusions or other conditions included in the policies that would otherwise preclude coverage. In addition, a number of states have instituted, and other states are considering instituting, changes designed to effectively expand workers' compensation coverage by creating presumptions of compensability of claims for certain types of workers. Regulatory restrictions or requirements have impacted or may impact pricing, risk selection and our rights and obligations with respect to our policies and insureds, including our ability to cancel and non-renew policies and to collect premiums. Several state regulators have issued orders requiring insurers to issue premium refunds, and regulators in other states could take similar actions. Many insurers, including us, have also voluntarily provided, and may further provide, premium refunds to their customers. It is also possible that changes in economic conditions and steps taken by federal, state and local governments in response to COVID-19 could require an increase in taxes at the federal, state and local levels, which would adversely impact our results of operations.

Operational Disruptions and Heightened Cybersecurity Risks. Our operations could be disrupted if key members of our senior management or a significant percentage of our workforce or the workforce of our agents, brokers, suppliers or outsourcing providers are unable to continue to work because of illness, government directives or otherwise. In addition, the interruption of our or their system capabilities could result in a deterioration of our ability to write and process new and renewal business, provide customer service, pay claims in a timely manner or perform other necessary business functions. Having shifted to remote working arrangements, we also face a heightened risk of cybersecurity attacks or data security incidents and are more dependent on internet and telecommunications access and capabilities. For a further discussion, see “Part I—Item IA—Risk Factors—If we experience difficulties with technology, data and network security (including as a result of cyber attacks), outsourcing relationships or cloud-based technology, our ability to conduct our business could be negatively impacted” in the Company’s 2019 Annual Report.

As a result of the above risks, COVID-19 could materially and adversely impact our results of operations, financial position and/or liquidity. For a further discussion of risks that can impact us as a result of an economic downturn, see "During or following a period of financial market disruption or an economic downturn, our business could be materially and adversely affected" included in "Part I—Item 1A—Risk Factors" in the Company’s 2019 Annual Report and “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Outlook” herein.
73



THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 2.UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On August 4, 2017, as partial consideration for the acquisition of Simply Business, the Company issued 95,953 shares of restricted common stock to certain employees of Simply Business who were equity holders of Simply Business.  These shares were issued without registration under the Securities Act of 1933, as amended, in reliance upon the issuer safe harbor provided by Regulation S for an offshore sale.


The table below sets forth information regarding repurchases by the Company of its common stock during the periods indicated.


ISSUER PURCHASES OF EQUITY SECURITIES

Period Beginning

 

Period Ending

 

Total number of
shares
purchased

 

Average price paid
per share

 

Total number of
shares purchased
as part of
publicly announced
plans or programs

 

Approximate
dollar value of
shares that may
yet be purchased
under the
plans or programs
(in millions)

 

July 1, 2017

 

July 31, 2017

 

627,978

 

$

126.68

 

627,558

 

$

5,154

 

August 1, 2017

 

August 31, 2017

 

1,932,233

 

$

128.58

 

1,932,233

 

$

4,906

 

Sept. 1, 2017

 

Sept. 30, 2017

 

544

 

$

119.78

 

 

$

4,906

 

Total

 

 

 

2,560,755

 

$

128.11

 

2,559,791

 

$

4,906

 

Period BeginningPeriod EndingTotal number of
shares
purchased
Average price paid
per share
Total number of
shares purchased
as part of
publicly announced
plans or programs
Approximate
dollar value of
shares that may
yet be purchased
under the
plans or programs
(in millions)
April 1, 2020April 30, 2020—  $—  —  $1,361  
May 1, 2020May 31, 2020368  $89.08  —  $1,361  
June 1, 2020June 30, 2020—  $—  —  $1,361  
Total 368  $89.08  —  $1,361  
The Company’s Board of Directors has approved common share repurchase authorizations under which repurchases may be made from time to time in the open market, pursuant to pre-set trading plans meeting the requirements of Rule 10b5-1 under the Securities Exchange Act of 1934, in private transactions or otherwise. The authorizations do not have a stated expiration date.  The most recent authorization was approved by the Board of Directors in April 2017 and added $5.0 billion of repurchase capacity to the $709 million capacity remaining at that date. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company’s financial position, earnings, share price, catastrophe losses, maintaining capital levels commensurate with the Company’s desired ratings from independent rating agencies, funding of the Company’s qualified pension plan, capital requirements of the Company’s operating subsidiaries, legal requirements, regulatory constraints, other investment opportunities (including mergers and acquisitions and related financings), market conditions and other factors. In April 2017,Given the Boardcontinuing impact of Directors approved athe economic and other uncertainties associated with COVID-19 on the foregoing factors, the Company may continue to reduce or eliminate its share repurchase activity at least in the near term.
The Company did not acquire any common shares under the share repurchase authorization that added an additional $5.0 billion of repurchase capacity.

during the three months ended June 30, 2020. The Company acquired 964368 shares for a total cost of approximately $0.1 million$33,000 during the three months ended SeptemberJune 30, 20172020 that were not part of the publicly announced share repurchase authorization.  These shares consisted of shares retained to cover payroll withholding taxes in connection with the vesting of restricted stock unit awards and performance share awards, and shares used by employees to cover the price of certain stock options that were exercised.


For additional information regarding the Company’s share repurchases, see “Part I—Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.”

Item 5.OTHER INFORMATION

Executive Ownership and Sales. All of the Company’s executive officers are subject to the Company’s executive stock ownership policy. For a summary of this policy as currently in effect, see “Compensation Discussion and Analysis — Analysis—Additional Compensation Information—Stock Ownership Guidelines, Anti-Hedging and Pledging Policies, and Other Trading Restrictions” in the Company’s proxy

statement filed with the SEC on March 31, 2017.April 3, 2020 (Proxy Statement). From time to time, some of the Company’s executives may determine that it is advisable to diversify their investments for personal financial planning reasons, or may seek liquidity for other reasons, and may, in compliance with the stock ownership policy, sell shares of common stock of the Company on the open market, in private transactions or to the Company. To effect such sales, from time to time, some of the Company’s executives may enter into trading plans designed to comply with the Company’s Securities Trading Policy and the provisions of Rule 10b5-1 under the Securities Exchange Act of 1934. The trading plans will not reduce any of the executives’ ownership of the Company’s shares below the applicable executive stock ownership guidelines. The Company does not undertake any obligation to report Rule 10b5-1 plans that may be adopted by any employee or director of the Company in the future, or to report any modifications or termination of any publicly announced plan. As of the date of this report, none of the Company’s namedCompany's "named executive officersofficers" (i.e., an executive officer namedincluded in the compensation disclosures in the Company’sCompany's most recent proxy statement filed with the SEC) haveProxy Statement) has entered into a Rule 10b5-1 trading plan that remains in effect.  See “Compensation Discussion and Analysis — Stock Ownership Guidelines, Anti-Hedging and Pledging Policies, and Other Trading Restrictions” in the Company’s proxy statement filed with the SEC on March 31, 2017.


74



THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

Item 6.EXHIBITS

Exhibit Number

Description of Exhibit

3.1

3.2

12.1†

10.1†

31.1†

31.2†

32.1†

32.2†

101.1†

The following financial information from The Travelers Companies, Inc.’s Quarterly Report on Form 10-Q for the quarter ended SeptemberJune 30, 20172020 formatted in Inline XBRL: (i) Consolidated Statement of Income for the three months and ninesix months ended SeptemberJune 30, 20172020 and 2016;2019; (ii) Consolidated Statement of Comprehensive Income for the three months and ninesix months ended SeptemberJune 30, 20172020 and 2016;2019; (iii) Consolidated Balance Sheet at SeptemberJune 30, 20172020 and December 31, 2016;2019; (iv) Consolidated Statement of Changes in Shareholders’ Equity for the ninethree months and six months ended SeptemberJune 30, 20172020 and 2016;2019; (v) Consolidated Statement of Cash Flows for the ninesix months ended SeptemberJune 30, 20172020 and 2016; and2019; (vi) Notes to Consolidated Financial Statements.

Statements; and (vii) the cover page.
104.1Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit 101.1).


 _________________________________________________________

Filed herewith.

The total amount of securities authorized pursuant to any instrument defining rights of holders of long-term debt of the Company does not exceed 10% of the total assets of the Company and its consolidated subsidiaries.  Therefore, the Company is not filing any instruments evidencing long-term debt.  However, the Company will furnish copies of any such instrument to the Securities and Exchange Commission upon request.

Copies of any of the exhibits referred to above will be furnished to security holders who make written request therefor to The Travelers Companies, Inc., 385 Washington Street, Saint Paul, MN 55102, Attention: Corporate Secretary.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other thanexcept for the terms of the agreements or other documents themselves, and you should not rely on them for other than that purpose.  In particular, any representations and warranties made by the Company in these agreements or other documents were made solely within the specific context of the relevant agreement or document and maydo not describe the actual state of affairsapply in any other context or at any time other than the date they were made or at any other time.

made.


75



THE TRAVELERS COMPANIES, INC. AND SUBSIDIARIES

SIGNATURES

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

THE TRAVELERS COMPANIES, INC.

(Registrant)

Date: October 19, 2017

July 23, 2020

By

/S/   KENNETH F. SPENCE III

CHRISTINE K. KALLA

Kenneth F. Spence III
Christine K. Kalla
Executive Vice President and General Counsel


(Authorized Signatory)

Date: October 19, 2017

July 23, 2020

By

/S/    DOUGLAS K. RUSSELL

Douglas K. Russell
Senior Vice President and Corporate Controller
(Principal Accounting Officer)

78



76