Item 16. Form 10-K Summary
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Item 16. Form 10-K Summary
Not applicable.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized on February 14, 2018.
| ASSURANT, INC. | ||
| By: | /S/ ALAN B. COLBERG | |
| Name: | Alan B. Colberg | |
| Title: | Chief Executive Officer |
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, this Report has been signed below by the following persons on behalf of the registrant in the capacities indicated on February 14, 2018.
| Signature | Title | |
| /S/ ALAN B. COLBERG | President, Chief Executive Officer and Director (Principal Executive Officer) | |
| Alan B. Colberg | ||
| /S/ RICHARD S. DZIADZIO | Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) | |
| Richard S. Dziadzio | ||
| /S/ DANIEL A. PACICCO | Senior Vice President, Chief Accounting Officer and Controller (Principal Accounting Officer) | |
| Daniel A. Pacicco | ||
| * | Non-Executive Board Chair | |
| Elaine D. Rosen | ||
| * | Director | |
| Howard L. Carver | ||
| * | Director | |
| Juan N. Cento | ||
| * | Director | |
| Elyse Douglas | ||
| * | Director | |
| Harriet Edelman | ||
| * | Director | |
| Lawrence V. Jackson | ||
| * | Director | |
| Charles J. Koch | ||
| * | Director | |
| Jean-Paul L. Montupet | ||
| * | Director | |
| Debra J. Perry | ||
| ***** | Director | |
| Paul J. Reilly | ||
| * | Director | |
| Robert W. Stein |
| *By: | /S/ RICHARD S. DZIADZIO | |
| Name: | Richard S. Dziadzio | |
| Attorney-in-Fact |
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Stockholders of Assurant, Inc.:
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Assurant, Inc. and its subsidiaries as of December 31, 2017 and 2016, and the related consolidated statements of operations, comprehensive income, changes in stockholders’ equity and cash flows for each of the three years in the period ended December 31, 2017, including the related notes and financial statement schedules listed in the index appearing under Item 15(a)2 (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016**,** and the results of their operations and their cash flows for each of the three years in the period ended December 31, 2017 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management's Annual Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
F-1
/s/ PricewaterhouseCoopers LLP
New York, New York
February 14, 2018
We have served as the Company’s auditor since 2000.
F-2
Assurant, Inc.
Consolidated Balance Sheets
As of December 31, 2017 and 2016
| December 31, | |||||||
| 2017 | 2016 | ||||||
| (in millions except number of shares and per share amounts) | |||||||
| Assets | |||||||
| Investments: | |||||||
| Fixed maturity securities available for sale, at fair value (amortized cost – $8,756.5 in 2017 and $8,870.8 in 2016) | $ | 9,662.6 | $ | 9,572.1 | |||
| Equity securities available for sale, at fair value (cost – $316.3 in 2017 and $381.8 in 2016) | 368.0 | 421.4 | |||||
| Commercial mortgage loans on real estate, at amortized cost | 670.2 | 624.0 | |||||
| Short-term investments | 284.1 | 227.7 | |||||
| Other investments | 568.6 | 633.8 | |||||
| Total investments | 11,553.5 | 11,479.0 | |||||
| Cash and cash equivalents | 996.8 | 1,032.0 | |||||
| Premiums and accounts receivable, net | 1,237.3 | 1,218.0 | |||||
| Reinsurance recoverables | 9,790.2 | 9,083.2 | |||||
| Accrued investment income | 105.4 | 110.1 | |||||
| Deferred acquisition costs | 3,484.5 | 3,267.4 | |||||
| Property and equipment, at cost less accumulated depreciation | 347.6 | 343.6 | |||||
| Tax receivable | 126.3 | 20.5 | |||||
| Goodwill | 917.7 | 830.9 | |||||
| Value of business acquired | 24.4 | 32.1 | |||||
| Other intangible assets, net | 288.6 | 240.3 | |||||
| Other assets | 387.1 | 359.7 | |||||
| Assets held in separate accounts | 1,837.1 | 1,692.3 | |||||
| Assets of consolidated investment entities (1) | 746.5 | — | |||||
| Total assets | $ | 31,843.0 | $ | 29,709.1 | |||
| Liabilities | |||||||
| Future policy benefits and expenses | $ | 10,397.4 | $ | 10,112.9 | |||
| Unearned premiums | 7,038.6 | 6,626.5 | |||||
| Claims and benefits payable | 3,782.2 | 3,301.2 | |||||
| Commissions payable | 365.1 | 386.2 | |||||
| Reinsurance balances payable | 145.3 | 95.3 | |||||
| Funds held under reinsurance | 179.8 | 111.7 | |||||
| Deferred gain on disposal of businesses | 128.1 | 232.2 | |||||
| Accounts payable and other liabilities | 2,046.3 | 1,985.7 | |||||
| Debt | 1,068.2 | 1,067.0 | |||||
| Liabilities related to separate accounts | 1,837.1 | 1,692.3 | |||||
| Liabilities of consolidated investment entities (1) | 573.4 | — | |||||
| Total liabilities | 27,561.5 | 25,611.0 | |||||
| Commitments and contingencies (Note 25) | |||||||
| Stockholders’ equity | |||||||
| Common stock, par value $0.01 per share, 800,000,000 shares authorized, 52,417,812 and 55,941,480 shares outstanding at December 31, 2017 and December 31, 2016, respectively | 1.5 | 1.5 | |||||
| Additional paid-in capital | 3,197.9 | 3,175.9 | |||||
| Retained earnings | 5,697.3 | 5,296.7 | |||||
| Accumulated other comprehensive income | 234.0 | 94.6 | |||||
| Treasury stock, at cost; 97,974,792 and 94,041,583 shares at December 31, 2017 and December 31, 2016, respectively | (4,860.1 | ) | (4,470.6 | ) | |||
| Total Assurant, Inc. stockholders’ equity | 4,270.6 | 4,098.1 | |||||
| Non-controlling interest | 10.9 | — | |||||
| Total equity | 4,281.5 | 4,098.1 | |||||
| Total liabilities and equity | $ | 31,843.0 | $ | 29,709.1 |
| (1) | The following table presents information on assets and liabilities related to consolidated investment entities as of December 31, 2017 (there were no such entities as of December 31, 2016). |
| December 31, | |||
| 2017 | |||
| (in millions) | |||
| Assets | |||
| Cash and cash equivalents | $ | 69.8 | |
| Investments, at fair value | 655.0 | ||
| Other receivables | 21.7 | ||
| Total assets | $ | 746.5 | |
| Liabilities | |||
| Collateralized loan obligation notes, at fair value | $ | 450.7 | |
| Other liabilities | 122.7 | ||
| Total liabilities | $ | 573.4 |
See the accompanying Notes to the Consolidated Financial Statements
F-3
Assurant, Inc.
Consolidated Statements of Operations
Years Ended December 31, 2017, 2016 and 2015
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| (in millions except number of shares and per share amounts) | |||||||||||
| Revenues | |||||||||||
| Net earned premiums | $ | 4,404.1 | $ | 5,007.3 | $ | 8,351.0 | |||||
| Fees and other income | 1,383.1 | 1,422.5 | 1,303.5 | ||||||||
| Net investment income | 493.8 | 515.7 | 626.2 | ||||||||
| Net realized gains on investments, excluding other-than-temporary impairment losses | 31.0 | 169.1 | 36.8 | ||||||||
| Total other-than-temporary impairment losses | (0.9 | ) | (6.6 | ) | (7.2 | ) | |||||
| Portion of net loss recognized in other comprehensive income, before taxes | — | (0.3 | ) | 2.2 | |||||||
| Net other-than-temporary impairment losses recognized in earnings | (0.9 | ) | (6.9 | ) | (5.0 | ) | |||||
| Amortization of deferred gains and gains on disposal of businesses | 103.9 | 394.5 | 13.0 | ||||||||
| Gain on pension plan curtailment | — | 29.6 | — | ||||||||
| Total revenues | 6,415.0 | 7,531.8 | 10,325.5 | ||||||||
| Benefits, losses and expenses | |||||||||||
| Policyholder benefits | 1,870.6 | 1,808.5 | 4,742.5 | ||||||||
| Amortization of deferred acquisition costs and value of business acquired | 1,340.0 | 1,351.3 | 1,402.6 | ||||||||
| Underwriting, general and administrative expenses | 2,710.4 | 3,442.8 | 3,924.1 | ||||||||
| Interest expense | 49.5 | 57.6 | 55.1 | ||||||||
| Loss on extinguishment of debt | — | 23.0 | — | ||||||||
| Total benefits, losses and expenses | 5,970.5 | 6,683.2 | 10,124.3 | ||||||||
| Income before (benefit) provision for income taxes | 444.5 | 848.6 | 201.2 | ||||||||
| (Benefit) provision for income taxes | (75.1 | ) | 283.2 | 59.6 | |||||||
| Net income | $ | 519.6 | $ | 565.4 | $ | 141.6 | |||||
| Earnings Per Share | |||||||||||
| Basic | $ | 9.45 | $ | 9.23 | $ | 2.08 | |||||
| Diluted | $ | 9.39 | $ | 9.13 | $ | 2.05 | |||||
| Dividends per share | $ | 2.15 | $ | 2.03 | $ | 1.37 | |||||
| Share Data | |||||||||||
| Weighted average shares outstanding used in basic per share calculations | 54,986,654 | 61,261,288 | 68,163,825 | ||||||||
| Plus: Dilutive securities | 324,378 | 673,486 | 853,384 | ||||||||
| Weighted average shares used in diluted per share calculations | 55,311,032 | 61,934,774 | 69,017,209 |
See the accompanying Notes to the Consolidated Financial Statements
F-4
Assurant, Inc.
Consolidated Statements of Comprehensive Income
Years Ended December 31, 2017, 2016 and 2015
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| (in millions) | |||||||||||
| Net income | $ | 519.6 | $ | 565.4 | $ | 141.6 | |||||
| Other comprehensive income (loss): | |||||||||||
| Change in unrealized gains on securities, net of taxes of $(66.3), $18.9, and $158.6, respectively | 121.9 | (36.2 | ) | (297.6 | ) | ||||||
| Change in other-than-temporary impairment gains, net of taxes of $1.5, $1.0, and $2.2, respectively | (2.7 | ) | (1.8 | ) | (4.2 | ) | |||||
| Change in foreign currency translation, net of taxes of $(2.3), $(0.4), and $5.1, respectively | 40.6 | (51.4 | ) | (143.0 | ) | ||||||
| Amortization of pension and postretirement unrecognized net periodic benefit cost and change in funded status, net of taxes of $11.0, $(35.2), and $(4.1), respectively | (20.4 | ) | 65.4 | 7.6 | |||||||
| Total other comprehensive income (loss) | 139.4 | (24.0 | ) | (437.2 | ) | ||||||
| Total comprehensive income (loss) | $ | 659.0 | $ | 541.4 | $ | (295.6 | ) |
See the accompanying Notes to the Consolidated Financial Statements
F-5
Assurant, Inc.
Consolidated Statements of Changes in Stockholders’ Equity
Years Ended December 31, 2017, 2016 and 2015
| Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income | Treasury Stock | Non-controlling Interest | Total | |||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||||||
| Balance, January 1, 2015 | $ | 1.5 | $ | 3,131.2 | $ | 4,809.3 | $ | 555.8 | $ | (3,316.5 | ) | $ | — | $ | 5,181.3 | ||||||||||||
| Stock plan exercises | — | (17.5 | ) | — | — | — | — | (17.5 | ) | ||||||||||||||||||
| Stock plan compensation expense | — | 38.8 | — | — | — | — | 38.8 | ||||||||||||||||||||
| Change in tax benefit from share-based payment arrangements | — | (4.1 | ) | — | — | — | — | (4.1 | ) | ||||||||||||||||||
| Dividends | — | — | (94.2 | ) | — | — | — | (94.2 | ) | ||||||||||||||||||
| Acquisition of common stock | — | — | — | — | (284.7 | ) | — | (284.7 | ) | ||||||||||||||||||
| Net income | — | — | 141.6 | — | — | — | 141.6 | ||||||||||||||||||||
| Other comprehensive loss | — | — | — | (437.2 | ) | — | — | (437.2 | ) | ||||||||||||||||||
| Balance, December 31,2015 | $ | 1.5 | $ | 3,148.4 | $ | 4,856.7 | $ | 118.6 | $ | (3,601.2 | ) | $ | — | $ | 4,524.0 | ||||||||||||
| Stock plan exercises | — | (19.8 | ) | — | — | — | — | (19.8 | ) | ||||||||||||||||||
| Stock plan compensation expense | — | 41.7 | — | — | — | — | 41.7 | ||||||||||||||||||||
| Change in tax benefit from share-based payment arrangements | — | 5.6 | — | — | — | — | 5.6 | ||||||||||||||||||||
| Dividends | — | — | (125.4 | ) | — | — | — | (125.4 | ) | ||||||||||||||||||
| Acquisition of common stock | — | — | — | — | (869.4 | ) | — | (869.4 | ) | ||||||||||||||||||
| Net income | — | — | 565.4 | — | — | — | 565.4 | ||||||||||||||||||||
| Other comprehensive loss | — | — | — | (24.0 | ) | — | — | (24.0 | ) | ||||||||||||||||||
| Balance, December 31, 2016 | $ | 1.5 | $ | 3,175.9 | $ | 5,296.7 | $ | 94.6 | $ | (4,470.6 | ) | $ | — | $ | 4,098.1 | ||||||||||||
| Stock plan exercises | — | (13.5 | ) | — | — | — | — | (13.5 | ) | ||||||||||||||||||
| Stock plan compensation expense | — | 35.5 | — | — | — | — | 35.5 | ||||||||||||||||||||
| Dividends | — | — | (119.0 | ) | — | — | — | (119.0 | ) | ||||||||||||||||||
| Acquisition of common stock | — | — | — | — | (389.5 | ) | — | (389.5 | ) | ||||||||||||||||||
| Change in equity of non-controlling interest | — | — | — | — | — | 10.9 | 10.9 | ||||||||||||||||||||
| Net income | — | — | 519.6 | — | — | — | 519.6 | ||||||||||||||||||||
| Other comprehensive income | — | — | — | 139.4 | — | — | 139.4 | ||||||||||||||||||||
| Balance, December 31, 2017 | $ | 1.5 | $ | 3,197.9 | $ | 5,697.3 | $ | 234.0 | $ | (4,860.1 | ) | $ | 10.9 | $ | 4,281.5 |
See the accompanying Notes to the Consolidated Financial Statements
F-6
Assurant, Inc.
Consolidated Statements of Cash Flows
Years Ended December 31, 2017, 2016 and 2015
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| (in millions) | |||||||||||
| Operating activities | |||||||||||
| Net income | $ | 519.6 | $ | 565.4 | $ | 141.6 | |||||
| Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||
| Noncash revenues, expenses, gains and losses included in income: | |||||||||||
| Deferred tax (benefit) expense (1) | (4.2 | ) | 25.0 | (3.9 | ) | ||||||
| Amortization of deferred gain and gains on disposal of businesses | (103.9 | ) | (394.5 | ) | (13.0 | ) | |||||
| Depreciation and amortization | 115.7 | 125.1 | 137.1 | ||||||||
| Net realized gains on investments (2) | (30.1 | ) | (162.2 | ) | (31.8 | ) | |||||
| Loss on extinguishment of debt | — | 23.0 | — | ||||||||
| Stock based compensation expense | 35.5 | 41.6 | 38.8 | ||||||||
| Income from real estate joint ventures | (14.7 | ) | (15.7 | ) | (23.6 | ) | |||||
| Gain on pension plan curtailment | — | (29.6 | ) | — | |||||||
| Other intangible asset impairment | 2.0 | 16.1 | 1.0 | ||||||||
| Changes in operating assets and liabilities: | |||||||||||
| Change in premium stabilization program receivables (3) | 30.3 | 487.6 | (136.6 | ) | |||||||
| Change in insurance policy reserves and expenses (4) | 1,388.2 | 197.3 | 454.2 | ||||||||
| Change in premiums and accounts receivable | (10.3 | ) | (212.5 | ) | 185.6 | ||||||
| Change in reinsurance recoverable | (936.1 | ) | (240.6 | ) | (155.7 | ) | |||||
| Change in reinsurance balance payable | 52.5 | (41.1 | ) | (13.7 | ) | ||||||
| Change in funds withheld under reinsurance | 64.6 | 15.9 | 26.5 | ||||||||
| Change in deferred acquisition costs and value of business acquired | (358.8 | ) | (229.5 | ) | (234.7 | ) | |||||
| Change in inventory associated with mobile business | 7.4 | 4.6 | (27.3 | ) | |||||||
| Change in accounts payable and other liabilities | (35.3 | ) | (62.8 | ) | (165.0 | ) | |||||
| Change in income taxes | (105.5 | ) | 7.2 | (15.9 | ) | ||||||
| Other | (86.5 | ) | (11.7 | ) | 66.3 | ||||||
| Net cash provided by operating activities | 530.4 | 108.6 | 229.9 | ||||||||
| Investing activities | |||||||||||
| Sales of: | |||||||||||
| Fixed maturity securities available for sale | 2,923.1 | 2,963.5 | 2,380.8 | ||||||||
| Equity securities available for sale | 97.5 | 223.3 | 181.9 | ||||||||
| Other invested assets | 62.8 | 82.1 | 68.5 | ||||||||
| Property, buildings and equipment (5) | 26.2 | — | — | ||||||||
| Subsidiary, net of cash transferred (6) | — | 873.9 | 49.9 | ||||||||
| Commercial mortgage loan on real estate (7) | — | 268.8 | — | ||||||||
| Maturities, calls, prepayments, and scheduled redemption of: | |||||||||||
| Fixed maturity securities available for sale | 831.9 | 739.0 | 665.5 | ||||||||
| Commercial mortgage loans on real estate | 122.7 | 120.7 | 253.4 | ||||||||
| Purchases of: | |||||||||||
| Fixed maturity securities available for sale | (3,547.2 | ) | (4,260.0 | ) | (2,747.4 | ) | |||||
| Equity securities available for sale | (24.4 | ) | (200.5 | ) | (185.0 | ) | |||||
| Commercial mortgage loans on real estate | (165.0 | ) | (116.6 | ) | (149.0 | ) | |||||
| Other invested assets | (46.5 | ) | (98.5 | ) | (29.3 | ) | |||||
| Property and equipment and other | (62.1 | ) | (85.2 | ) | (114.9 | ) | |||||
| Subsidiary, net of cash transferred (6) | (129.1 | ) | (63.2 | ) | (16.9 | ) | |||||
| Consolidated investment entities (7): | |||||||||||
| Purchases of investments | (663.8 | ) | — | — | |||||||
| Sale of investments | 81.9 | — | — | ||||||||
| Change in short-term investments | (53.9 | ) | 273.2 | (196.7 | ) | ||||||
| Other | 4.7 | 5.1 | 103.5 | ||||||||
| Net cash (used in) provided by investing activities | (541.2 | ) | 725.6 | 264.3 | |||||||
| Financing activities | |||||||||||
| Issuance of debt | — | 249.6 | — | ||||||||
| Repayment of debt, including extinguishment | — | (373.0 | ) | — | |||||||
| Issuance of collateralized loan obligation notes (7) | 368.0 | — | — | ||||||||
| Issuance of debt for consolidated investment entities (7) | 303.9 | — | — | ||||||||
| Repayment of debt for consolidated investment entities (7) | (221.1 | ) | — | — | |||||||
| Acquisition of common stock | (388.9 | ) | (863.1 | ) | (292.9 | ) | |||||
| Dividends paid | (119.0 | ) | (125.3 | ) | (94.2 | ) | |||||
| Withholding on stock based compensation | 19.5 | 26.0 | 24.7 | ||||||||
| Non-controlling interest | 10.9 | — | — | ||||||||
| Other | — | 5.5 | (100.0 | ) | |||||||
| Net cash used in financing activities | (26.7 | ) | (1,080.3 | ) | (462.4 | ) | |||||
| Effect of exchange rate changes on cash and cash equivalents | 2.3 | (16.1 | ) | (56.2 | ) | ||||||
| Cash included in business classified as held for sale | — | 5.9 | (5.9 | ) | |||||||
| Change in cash and cash equivalents | (35.2 | ) | (256.3 | ) | (30.3 | ) | |||||
| Cash and cash equivalents at beginning of period | 1,032.0 | 1,288.3 | 1,318.6 | ||||||||
| Cash and cash equivalents at end of period | $ | 996.8 | $ | 1,032.0 | $ | 1,288.3 | |||||
| Supplemental information: | |||||||||||
| Income taxes paid | $ | 18.8 | $ | 226.1 | $ | 80.1 | |||||
| Interest on debt paid | $ | 48.1 | $ | 56.2 | $ | 54.8 |
| (1) | 2017 includes the one-time $177.0 million benefit from the reduction of net deferred tax liabilities following the enactment of the U.S. Tax Cuts and Jobs Act. Refer to Note 9 - Income Taxes, for more information. |
| (2) | 2016 includes $146.7 million of gains included in the overall net gain from the sale of Assurant Employee Benefits. |
| (3) | Represents items related to estimated receivables introduced by the Affordable Care Act associated with the runoff of the former Assurant Health business. |
| (4) | Includes charges and reserve activity associated with the premium deficiency reserve established for Assurant Health in 2015. |
| (5) | 2017 represents total cash received from the sale of a building that had been the headquarters of our Employee Benefits business. |
| (6) | 2017 primarily includes the acquisition of Green Tree Insurance Agency, Inc. 2016 includes the sale of our Employee Benefits segment mainly through reinsurance transactions and supplemental and small group self-funded business; the acquisition of American Title and the purchase of renewal rights to the National Flood Insurance block of business of Nationwide Mutual Insurance Company and other immaterial subsidiaries. 2015 includes the sale of American Reliable Insurance Co. and certain assets related to our vehicle title administration services business and supplemental and small group self-funded businesses; the acquisition of certain other entities. |
| (7) | Relates to cash flows from our variable interest entities. Refer to Note 6 - Variable Interest Entities, for further information. |
See the accompanying Notes to the Consolidated Financial Statements
F-7
Assurant, Inc.
Notes to Consolidated Financial Statements
(in millions except number of shares and per share amounts)
1. Nature of Operations
Assurant, Inc. (the “Company”) is a holding company whose subsidiaries globally provide risk management solutions in the housing and lifestyle markets, protecting where consumers live and the goods they buy.
The Company is traded on the New York Stock Exchange under the symbol "AIZ."
Through its operating subsidiaries, the Company provides mobile device protection products and services; extended service contracts and related services for consumer electronics and appliances; vehicle protection services; credit insurance; pre-funded funeral insurance and annuity products; lender-placed homeowners insurance; manufactured housing and flood insurance; renters insurance and related products; and field services, valuation services and other property risk management services.
2. Summary of Significant Accounting Policies
Basis of Presentation
The Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Amounts are presented in United States of America (“U.S.”) dollars and all amounts are in millions, except for number of shares, per share amounts and number of securities. Certain prior period amounts have been reclassified to conform to the 2017 presentation.
Principles of Consolidation
The Consolidated Financial Statements include the accounts of the Company, all of the controlled subsidiaries (generally through a greater than 50% ownership of voting rights and voting interests), and variable interest entities (“VIEs”) of which the Company is the primary beneficiary. Equity investments in entities that we do not consolidate, but where we have significant influence or where we have more than a minor influence over the operating and financial policies, are accounted for under the equity method. Non-controlling interest consists of equity that is not attributable directly or indirectly to the Company. All material inter-company transactions and balances are eliminated in consolidation.
Use of Estimates
The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts. The items affected by the use of estimates include but are not limited to, investments, premiums and accounts receivable, reinsurance recoverables, deferred acquisition costs (“DAC”), deferred income taxes and associated valuation allowances, goodwill, intangible assets, future policy benefits and expenses, unearned premiums, claims and benefits payable, deferred gain on disposal of businesses, pension and post-retirement liabilities and commitments and contingencies. The estimates are sensitive to market conditions, investment yields, mortality, morbidity, commissions and other acquisition expenses, policyholder behavior and other factors. Actual results could differ from the estimates recorded. The Company believes all amounts reported are reasonable and adequate.
Fair Value
The Company uses an exit price for its fair value measurements. An exit price is defined as the amount received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In measuring fair value, the Company gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. See Note 7 for further information.
Foreign Currency Translation
For foreign affiliates where the local currency is the functional currency, unrealized foreign currency translation gains and losses net of deferred income taxes have been reflected in accumulated other comprehensive income (“AOCI”). Other than for two of our wholly owned Canadian subsidiaries, deferred taxes have not been provided for unrealized currency translation gains and losses since the Company intends to indefinitely reinvest the earnings in these other jurisdictions. Transaction gains and losses on assets and liabilities denominated in foreign currencies are recorded in underwriting, general and administrative expenses in the consolidated statements of operations during the period in which they occur.
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Variable Interest Entities
The Company may enter into agreements with other entities that are deemed to be VIEs. Entities which do not have sufficient equity at risk to allow the entity to finance its activities without additional financial support or in which the equity investors, as a group, do not have the characteristic of a controlling financial interest are referred to as VIEs. A VIE is consolidated by the variable interest holder that is determined to have the controlling financial interest (“primary beneficiary”) as a result of having both the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. The Company determines whether it is the primary beneficiary of an entity subject to consolidation based on a qualitative assessment of the VIE’s capital structure, contractual terms, nature of the VIE’s operations and purpose and the Company’s relative exposure to the related risks of the VIE on the date it becomes initially involved in the VIE. The Company holds both consolidated and non-consolidated VIEs. The consolidated collateralized loan obligation (“CLO”) entities meet the definition of a collateralized financing entity in the consolidation guidance. See Note 6 for further information.
Investments
Fixed maturity and equity securities are classified as available-for-sale as defined in the investments guidance, and reported at fair value. If the fair value is higher than the amortized cost for fixed maturity securities or at cost for equity securities, the excess is an unrealized gain; and, if lower than cost, the difference is an unrealized loss. Net unrealized gains and losses on securities classified as available-for-sale, less deferred income taxes, are included in AOCI.
Commercial mortgage loans on real estate are reported at unpaid balances, adjusted for amortization of premium or discount, less allowance for losses. The allowance is based on management’s analysis of factors including actual loan loss experience, specific events based on geographical, political or economic conditions, industry experience, loan groupings that have probable and estimable losses and individually impaired loan loss analysis. A loan is considered individually impaired when it becomes probable the Company will be unable to collect all amounts due, including principal and interest, according to the contractual terms of the loan agreement. Indicative factors of impairment include, but are not limited to, whether the loan is current, the value of the collateral and the financial position of the borrower. If a loan is individually impaired, the Company uses one of the following valuation methods based on the individual loans’ facts and circumstances to measure the impairment amount: (1) the present value of expected future cash flows, (2) the loan’s observable market price, or (3) the fair value of collateral. Changes in the allowance for loan losses are recorded in net realized losses on investments, excluding other-than-temporary impairment losses.
The Company places loans on non-accrual status after 90 days of delinquent payments (unless the loans are both well secured and in the process of collection). A loan may be placed on non-accrual status before this time if information is available that suggests its impairment is probable.
Short-term investments include money market funds and short maturity investments. These amounts are reported at cost or amortized cost, which approximates fair value.
Other investments consist primarily of investments in joint ventures, partnerships, equity investments, invested assets associated with a modified coinsurance arrangement, invested assets associated with the Assurant Investment Plan (“AIP”), American Security Insurance Company ("ASIC") and the Assurant Deferred Compensation Plan (“ADC”), as well as policy loans. The joint ventures and partnerships are valued according to the equity method of accounting. In applying the equity method, the Company uses financial information provided by the investee, generally on a three month lag. The invested assets related to the modified coinsurance arrangement, the AIP, ASIC and ADC are classified as trading securities as defined in the investment guidance. The equity investments are accounted for under the cost method. Policy loans are reported at unpaid principal balances, which do not exceed the cash surrender value of the underlying policies.
Realized gains and losses on sales of investments are recognized on the specific identification basis.
Investment income is recorded as earned and reported net of investment expenses. The Company uses the interest method to recognize interest income on its commercial mortgage loans.
The Company anticipates prepayments of principal in the calculation of the effective yield for mortgage-backed securities and structured securities. The retrospective method is used to adjust the effective yield for the majority of the Company’s mortgage-backed and structured securities. For credit-sensitive structured securities, which represent beneficial interests in Company issued CLOs that are not of high credit quality or other structured securities that have been impaired, the effective yield is recalculated on a prospective basis.
Total Other-Than-Temporary Impairment Losses
For debt securities with credit losses and non-credit losses or gains, total other-than-temporary impairment (“OTTI”) losses is the total of the decline in fair value from either the most recent OTTI determination or a prior period end in which the fair value declined until the current period end valuation date. This amount does not include any securities that had fair value
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increases. For equity securities and debt securities that the Company has the intent to sell or if it is more likely than not that it will be required to sell for equity securities that have an OTTI or for debt securities if there are only credit losses, total other-than-temporary impairment losses is the total amount by which the fair value of the security is less than its amortized cost basis at the period end valuation date and the decline in fair value is deemed to be other-than-temporary.
When a decline in value is considered to be other-than-temporary for equity method investments, the carrying value of these investments is written down, or impaired, to fair value.
Cash and Cash Equivalents
The Company considers cash on hand, all operating cash and working capital cash to be cash equivalents. These amounts are carried at cost, which approximates fair value. Cash balances are reviewed at the end of each reporting period to determine if negative cash balances exist. If negative cash balances exist, the cash accounts are netted with other positive cash accounts of the same bank provided the right of offset exists between the accounts. If the right of offset does not exist, the negative cash balances are reclassified to accounts payable.
Reinsurance
Reinsurance recoverables include amounts related to paid benefits and estimated amounts related to unpaid policy and contract claims, future policyholder benefits and policyholder contract deposits. The cost of reinsurance is recognized over the terms of the underlying reinsured policies using assumptions consistent with those used to account for the policies. Amounts recoverable from reinsurers are estimated in a manner consistent with claim and claim adjustment expense reserves or future policy benefits reserves and are reported in the consolidated balance sheets. The cost of reinsurance related to long-duration contracts is recognized over the life of the underlying reinsured policies. The ceding of insurance does not discharge the Company’s primary liability to insureds, thus a credit exposure exists to the extent that any reinsurer is unable to meet the obligation assumed in the reinsurance agreements. To mitigate this exposure to reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and holds collateral (in the form of funds withheld, trusts, and letters of credit) as security under the reinsurance agreements. An allowance for doubtful accounts is recorded on the basis of periodic evaluations of balances due from reinsurers (net of collateral), reinsurer solvency, management’s experience and current economic conditions.
Funds withheld under reinsurance represent amounts contractually held from assuming companies in accordance with reinsurance agreements.
Reinsurance premiums assumed are calculated based upon payments received from ceding companies together with accrual estimates, which are based on both payments received and in force policy information received from ceding companies. Any subsequent differences arising on such estimates are recorded in the period in which they are determined.
Deferred Acquisition Costs
Only direct incremental costs associated with the successful acquisition of new or renewal insurance contracts are deferred to the extent that such costs are deemed recoverable from future premiums or gross profits. Acquisition costs primarily consist of commissions and premium taxes. Certain direct response advertising expenses are deferred when the primary purpose of the advertising is to elicit sales to customers who can be shown to have specifically responded to the advertising and the direct response advertising results in probable future benefits.
Premium deficiency testing is performed annually and generally reviewed quarterly. Such testing involves the use of assumptions including the anticipation of investment income to determine if anticipated future policy premiums are adequate to recover all DAC and related claims, benefits and expenses. To the extent a premium deficiency exists, it is recognized immediately by a charge to the consolidated statement of operations and a corresponding reduction in DAC. If the premium deficiency is greater than unamortized DAC, a liability is accrued for the excess deficiency.
Short Duration Contracts
Acquisition costs relating to extended service contracts, vehicle service contracts, mobile device protection, credit insurance, lender-placed homeowners and flood, multi-family housing and manufactured housing are amortized over the term of the contracts in relation to premiums earned. These acquisition costs consist primarily of advance commissions paid to agents.
Acquisition costs relating to disposed lines of business (group term life, group disability, group dental, and group vision) consist primarily of compensation to sales representatives. These acquisition costs are front-end loaded; thus, they are deferred and amortized over the estimated terms of the underlying contracts.
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Long Duration Contracts
Acquisition costs for pre-funded funeral (“preneed”) life insurance policies issued prior to 2009 and certain life insurance policies no longer offered are deferred and amortized in proportion to anticipated premiums over the premium-paying period. These acquisition costs consist primarily of first year commissions paid to agents.
For preneed investment-type annuities, preneed life insurance policies with discretionary death benefit growth issued after January 1, 2009, universal life insurance policies, and investment-type annuities no longer offered, DAC is amortized in proportion to the present value of estimated gross profits from investment, mortality, expense margins and surrender charges over the estimated life of the policy or contract. Estimated gross profits include the impact of unrealized gains or losses on investments as if these gains or losses had been realized, with corresponding credits or charges included in AOCI. The assumptions used for the estimates are consistent with those used in computing the policy or contract liabilities.
Property and Equipment
Property and equipment are reported at cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over estimated useful lives with a maximum of 39.5 years for buildings, a maximum of seven years for furniture and a maximum of five years for equipment. Expenditures for maintenance and repairs are charged to income as incurred. Expenditures for improvements are capitalized and depreciated over the remaining useful life of the asset.
Property and equipment also includes capitalized software costs, which represent costs directly related to obtaining, developing or upgrading internal use software. Such costs are capitalized and amortized using the straight-line method over their estimated useful lives, not to exceed 15 years. Property and equipment are assessed for impairment when impairment indicators exist. See Note 4 for further information on the impairment of long-lived assets related to the exit of the health insurance market.
Goodwill
Goodwill represents the excess of acquisition costs over the net fair value of identifiable assets acquired and liabilities assumed in a business combination. Goodwill is deemed to have an indefinite life and is not amortized, but rather is tested at least annually for impairment. We review our goodwill annually in the fourth quarter for impairment, or more frequently if indicators of impairment exist. We regularly assess whether any indicators of impairment exist. Such indicators include, but are not limited to: significant adverse change in legal factors, adverse action or assessment by a regulator, unanticipated competition, loss of key personnel or a significant decline in our expected future cash flows due to changes in company-specific factors or the broader business climate. The evaluation of such factors requires considerable management judgment.
At the time of the annual goodwill test, the Company has the option to first assess qualitative factors to determine whether it is necessary to perform a quantitative goodwill impairment test. The Company is required to perform an additional quantitative step if it determines qualitatively that it is more likely than not (likelihood of more than 50 percent) that the fair value of a reporting unit is less than its carrying amount, including goodwill. Otherwise, no further testing is required.
If the Company does not take the option to perform the qualitative assessment or the qualitative assessment performed indicates that it is more likely than not that the reporting unit’s fair value is less than the carrying value, the Company compares the estimated fair value of the reporting unit with its net book value. If the estimated fair value exceeds its net book value, goodwill is deemed not to be impaired, and no further testing is necessary. If the net book value exceeds its estimated fair value, an impairment loss will be recognized for the amount by which the reporting unit's carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill in that reporting unit.
In fourth quarter 2017, the Company performed a qualitative assessment for each of its Global Housing, Global Lifestyle and Global Preneed reporting units. Based on this assessment, the Company determined that it was more likely than not that the reporting units' fair values were more than their carrying amounts and therefore further impairment testing was not necessary.
In the fourth quarter 2016, the Company performed quantitative tests on its reporting units and concluded that the estimated fair values exceeded their respective book values and therefore determined that goodwill was not impaired.
Other Intangible Assets
Other intangible assets that have finite lives, including but not limited to, customer contracts, customer relationships and marketing relationships, are amortized over their estimated useful lives. Estimated useful lives of finite intangible assets are reassessed on an annual basis. For other intangible assets with finite lives, impairment is recognized if the carrying amount is not recoverable and exceeds the fair value of the other intangible asset. Generally other intangible assets with finite lives are only tested for impairment if there are indicators (“triggers”) of impairment identified. Triggers include, but are not limited to, a significant adverse change in the extent, manner or length of time in which the other intangible asset is being used or a significant adverse change in legal factors or in the business climate that could affect the value of the other intangible asset. In
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certain cases, the Company performs an annual impairment test for other intangible assets with finite lives even if there are no triggers present.
Value of business acquired ("VOBA") included within intangibles asset representing the value of the insurance businesses acquired in an acquisition. The amount is determined using estimates for mortality, lapse, maintenance expenses, investment returns and other applicable purchase assumptions at date of purchase. The amount determined represents the purchase price paid to the seller for producing the business. The amortization of VOBA is over the premium payment period for traditional life insurance policies. For limited payment policies, preneed life insurance policies, universal life policies and annuities, the amortization of VOBA is over the expected life of the policies. VOBA is tested annually in the fourth quarter for recoverability.
Amortization expense and impairment charges, if any, are included in underwriting, general and administrative expenses in the consolidated statements of operations.
Other Assets
Other assets consist primarily of investments in unconsolidated entities, inventory associated with our mobile protection business and prepaid items. The Company accounts for investments in unconsolidated entities using the equity method of accounting since the Company can exert significant influence over the investee but does not have effective control over the investee. The Company’s equity in the net income (loss) from equity method investments is recorded as income (loss) with a corresponding increase (decrease) in the investment. Judgment regarding the level of influence over each equity method investee includes considering factors such as ownership interest, board representation and policy making decisions. In applying the equity method, the Company uses financial information provided by the investee, which may be received on a lag basis.
Separate Accounts
Assets and liabilities associated with separate accounts relate to premium and annuity considerations for variable life and annuity products for which the contract-holder, rather than the Company, bears the investment risk. Separate account assets (with matching liabilities) are reported at fair value. Revenues and expenses related to the separate account assets and liabilities, to the extent of benefits paid or provided to the separate account policyholders, are excluded from the amounts reported in the accompanying consolidated statements of operations because the accounts are administered by reinsurers.
Reserves
Reserves are established using generally accepted actuarial methods and reflect judgments about expected future claim payments. Factors used in their calculation include experience derived from historical claim payments and actuarial assumptions. Calculations incorporate assumptions about the incidence of incurred claims, the extent to which all claims have been reported, internal claims processing charges and other relevant factors. While the methods of making such estimates and establishing the related liabilities are periodically reviewed and updated, the estimation of reserves includes an element of uncertainty given that management is using historical information and methods to project future events and reserve outcomes.
The recorded reserves represent our best estimates at a point in time of the ultimate costs of settlement and administration of a claim or group of claims based upon actuarial assumptions and projections using facts and circumstances known at the time of calculation. The adequacy of reserves may be impacted by future trends in claims severity, frequency, judicial theories of liability and other factors. These variables are affected by both external and internal events, including but not limited to: changes in the economic cycle, inflation, changes in repair costs, natural or human-made catastrophes, judicial trends, legislative changes and claims handling procedures.
Many of these items are not directly quantifiable. Reserve estimates are refined as experience develops. Adjustments to reserves, both positive and negative, are reflected in the consolidated statement of operations in the period in which such estimates are updated. Because establishment of reserves is an inherently complex process involving significant judgment, there can be no certainty that future settlement amounts for claims incurred through the financial reporting date will not vary from reported claims reserves. Future loss development could require reserves to be increased or decreased, which could have a material effect on our earnings in the periods in which such increases or decreases are made. However, based on information currently available, we believe our reserve estimates are adequate.
Long Duration Contracts
The Company’s long duration contracts which are actively being sold are preneed life insurance policies and annuity contracts.
Future policy benefits and expense reserves for preneed investment-type annuities, preneed life insurance policies with discretionary death benefits, universal life insurance policies and investment-type annuity contracts (no longer offered), and the variable life insurance and investment-type annuity contracts consist of policy account balances before applicable surrender charges and certain deferred policy initiation fees that are being recognized in income over the terms of the policies. Policy benefits charged to expense during the period include amounts paid in excess of policy account balances and interest credited to
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policy account balances. Unearned revenue reserves for the preneed life insurance contracts represent the balance of the excess of gross premiums over net premiums that is still to be recognized in future years’ income in a constant relationship to estimated gross profits.
Future policy benefits and expense reserves for preneed life insurance contracts issued prior to 2009 are reported at the present value of future benefits to policyholders and related expenses less the present value of future net premiums. Reserve assumptions are selected using best estimates for expected investment yield, inflation, mortality and withdrawal rates. These assumptions reflect current trends, are based on Company experience and include provision for possible unfavorable deviation. An unearned revenue reserve is also recorded for these contracts which represents the balance of the excess of gross premiums over net premiums that is still to be recognized in future years’ income in a constant relationship to insurance in force.
The policies fully covered by reinsurance and certain life, annuity, group life conversion, and medical insurance policies no longer offered are equal to the present value of future benefits to policyholders plus related expenses less the present value of the future net premiums. These amounts are estimated based on assumptions as to the expected investment yield, inflation, mortality, morbidity and withdrawal rates as well as other assumptions that are based on the Company’s experience. These assumptions reflect anticipated trends and include provisions for possible unfavorable deviations.
Changes in the estimated liabilities are reported as a charge or credit to policyholder benefits as the estimates are revised.
Short Duration Contracts
The Company’s short duration contracts include products and services in the Global Housing and Global Lifestyle segments, and Assurant Employee Benefits ("AEB") policies fully covered by reinsurance and certain medical policies no longer offered. The main product lines for Global Housing include lender-placed homeowners and flood, multi-family housing, and manufactured housing. For Global Lifestyle, the main product lines include extended service contracts, vehicle services contracts, mobile device protection, and credit insurance. For short duration contracts, claims and benefits payable reserves are recorded when insured events occur. The liability is based on the expected ultimate cost of settling the claims. The claims and benefits payable reserves include (1) case reserves for known but unpaid claims as of the balance sheet date; (2) incurred but not reported ("IBNR") reserves for claims where the insured event has occurred but has not been reported to the Company as of the balance sheet date; and (3) loss adjustment expense reserves for the expected handling costs of settling the claims.
The Company has exposure to asbestos, environmental and other general liability claims arising from its participation in various reinsurance pools from 1971 through 1985. This exposure arose from a short duration contract that the Company discontinued writing many years ago. The Company carries case reserves for these liabilities as recommended by the various pool managers and IBNR reserves. Any estimation of these liabilities is subject to greater than normal variation and uncertainty due to the general lack of sufficient detailed data, reporting delays, and absence of generally accepted actuarial methodology for determining the exposures. There are significant unresolved industry legal issues, including such items as whether coverage exists and what constitutes an occurrence. In addition, the determination of ultimate damages and the final allocation of losses to financially responsible parties are highly uncertain.
Changes in the estimated liabilities are recorded as a charge or credit to policyholder benefits as estimates are revised. Fees paid by the National Flood Insurance Program for processing and adjudication services are reported as a reduction of underwriting, general and administrative expenses.
Debt
The Company reports debt net of acquisition costs, unamortized discount or premium and repurchases. Interest expense related to debt is expensed as incurred. During 2016, the Company completed a cash tender offer for $100.0 million of its outstanding Senior Notes. See Note 16 for more information.
Contingencies
A loss contingency is recorded if reasonably estimable and probable. The Company establishes reserves for these contingencies at the best estimate, or if no one estimated number within the range of possible losses is more probable than any other, the Company records an estimated reserve at the low end of the estimated range. Contingencies affecting the Company primarily relate to litigation matters which are inherently difficult to evaluate and are subject to significant changes.
Premiums
Long Duration Contracts
The Company’s long duration contracts that are actively being sold are preneed life insurance policies. The preneed life insurance policies include provisions for death benefit growth that is either pegged to the changes in the Consumer Price Index or determined periodically at the discretion of management. For preneed life insurance policies issued prior to 2009, revenues are recognized when due from policyholders. For preneed life insurance policies with discretionary death benefits and for preneed investment-type annuity contracts, revenues consist of charges assessed against policy balances. Revenues are
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recognized ratably as earned income over the premium-paying periods of the policies for the group worksite insurance products.
For traditional life insurance contracts previously sold by the preneed business, revenue is recognized when due from policyholders.
For universal life insurance and investment-type annuity contracts previously sold by the Global Lifestyle segment, revenues consist of charges assessed against policy balances.
Premiums for our previously sold long-term care insurance and traditional life insurance contracts are recognized as revenue when due from the policyholder. For universal life insurance and investment-type annuity contracts, revenues consist of charges assessed against policy balances. All of these premiums (related to our former Fortis Financial Group ("FFG") and Long-Term Care ("LTC") businesses that were previously sold) are ceded.
Short Duration Contracts
The Company’s short duration contracts revenue is recognized over the contract term in proportion to the amount of insurance protection provided. The Company’s short duration contracts primarily include extended service contracts, vehicle services contracts, mobile device protection, credit insurance, lender-placed homeowners and flood insurance, multi-family housing, manufactured housing, the AEB policies fully covered by reinsurance (group term life, group disability, dental, vision) and individual medical contracts no longer offered.
Reinsurance reinstatement premiums are recognized in the same period as the loss event that gave rise to the reinstatement premium and are netted against net earned premiums in the consolidated statements of operations.
Fees and Other Income
Income earned on preneed life insurance policies with discretionary death benefits is presented within fees and other income.
The Company also derives fees and other income from providing administrative services, mobile related services, and mortgage property risk management services. These fees are recognized as the services are performed.
Dealer obligor service contracts are sales in which the retailer/dealer is designated as the obligor (administrative service-only plans). For these contract sales, the Company recognizes administrative fee revenue on a straight-line pro-rata basis over the terms of the service contract which correspond to the period in which the services are performed.
Administrator obligor service contracts are sales in which the Company is designated as the obligor. The Company recognizes and reports administration fees related to these contracts as earned on the same basis as the premium is recognized or on a straight-line pro-rata basis over the service contract period.
Administration fees related to the unexpired portion of the contract term for both the dealer obligor and administrator obligor service contracts are deferred and amortized over the term of the contracts. These unexpired amounts are reported in accounts payable and other liabilities on the consolidated balance sheets.
Underwriting, General and Administrative Expenses
Underwriting, general and administrative expenses consist primarily of commissions, premium taxes, licenses, fees, salaries and personnel benefits and other general operating expenses and are expensed as incurred.
Income Taxes
Current federal income taxes are recognized based upon amounts estimated to be payable or recoverable as a result of taxable operations for the current year. Deferred income taxes are recorded for temporary differences between the financial reporting basis and income tax basis of assets and liabilities, based on enacted tax laws and statutory tax rates applicable to the periods in which the Company expects the temporary differences to reverse. A valuation allowance is established for deferred tax assets when it is more likely than not that an amount will not be realized. The impact of changes in tax rates on all deferred tax assets and liabilities are required to be reflected within income on the enactment date, regardless of the financial statement component where the deferred tax originated.
The Company classifies net interest expense related to tax matters and any applicable penalties as a component of income tax expense.
Earnings Per Share
Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts that can be converted into common stock were exercised as of the end of the period. Restricted stock and restricted
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stock units which have non-forfeitable rights to dividends or dividend equivalents are included in calculating basic and diluted earnings per share under the two-class method.
Comprehensive Income
Comprehensive income is comprised of net income, net unrealized gains and losses on foreign currency translation, net unrealized gains and losses on securities classified as available for sale, net unrealized gains and losses on other-than-temporarily impaired securities and expenses for pension and post-retirement plans, less deferred income taxes.
Uncollectible Receivable Balance
The Company maintains allowances for doubtful accounts for probable losses resulting from the inability to collect payments.
Deferred Gain on Disposal of Businesses
On March 1, 2016, the Company sold its AEB business using coinsurance contracts. On April 2, 2001, the Company sold its FFG business using a modified coinsurance contract. On March 1, 2000, the Company sold its LTC business using a coinsurance contract. Since the form of these sales did not discharge the Company’s primary liability to the insureds, the gain on these disposals was deferred and reported as a liability. The liability is amortized and recognized as revenue over the estimated life of the contracts’ terms. The Company reviews and evaluates the estimates affecting the deferred gain on disposal of the respective businesses at least annually, and adjusts the revenue recognized accordingly.
Leases
The Company records expenses for operating leases on a straight-line basis over the lease term.
Recent Accounting Pronouncements - Adopted
Amortization period of premiums associated with callable debt: On April 1, 2017, the Company early adopted the amended guidance to shorten the amortization period of premiums on certain purchased callable debt securities to the earliest call date. Such guidance would have been required to be adopted in 2019. Since the Company’s current policy is to amortize premiums on callable debt securities to the earliest call date, at the date of adoption there was no impact to the Company’s financial position or results of operations.
Goodwill impairment testing: On January 1, 2017, the Company adopted the amended guidance on goodwill impairment testing. Under the amended guidance, the optional qualitative assessment and the first step of the quantitative assessment (Step 1) of the previous accounting standard remain unchanged. The step requiring more detailed valuation of goodwill was eliminated. As a result, for annual impairment testing, or in the event a test is required prior to the annual test, an impairment loss will be recognized for the amount by which the reporting unit’s carrying amount exceeds its fair value, not to exceed the carrying amount of goodwill in that reporting unit. The adoption of this guidance is a prospective change in accounting principle and therefore there was no impact to the Company’s financial position or results of operations.
Employee share-based stock compensation: On January 1, 2017, the Company adopted the amended guidance on accounting for employee share-based stock compensation. The updated guidance simplifies several aspects of the accounting for share-based payment transactions, including income tax consequences, classification of awards as either equity or liabilities, classification on the statement of cash flows, and accounting for forfeitures. Upon adoption, the Company recognizes excess tax benefits or deficiencies in net income, as well as the related cash flows in operating activities, on a prospective basis. The adoption did not have a material impact on the Company’s financial results of operations. The updated guidance allows companies to make a policy election with regard to forfeitures and the Company has elected to continue its existing practice of estimating the number of awards that will be forfeited. As required in the updated guidance, the Company presents cash flows related to employee withholding taxes as financing activities, as opposed to operating activities, on a retrospective basis, which resulted in the reclassification of $19.5 million and $26.0 million in the consolidated statements of cash flows for the periods ending December 31, 2017 and 2016, respectively.
Recent Accounting Pronouncements - Not Yet Adopted
Income tax consequences for intra-entity transfers of assets: In October 2016, the FASB issued amended guidance on tax accounting for intra-entity transfers of assets. Current guidance prohibits the recognition of current and deferred income taxes for an intra-entity asset transfer until the asset has been sold to an outside party. The amendments require an entity to recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. Also, the amended guidance eliminates the exception for an intra-entity transfer of an asset other than inventory. The amended guidance is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Therefore, the Company is required to adopt the guidance on January 1, 2018. Early adoption is permitted. The adoption of this amended guidance will not have an impact on the Company’s financial position and results of operations.
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Statement of cash flows presentation and classification: In August 2016, the FASB issued amended guidance on presentation and classification in the statement of cash flows. The amendments address certain specific cash flow issues including debt prepayment and debt extinguishment costs; settlement of zero-coupon or insignificant coupon debt instruments; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies (including bank-owned life insurance policies); distributions received from equity method investees; beneficial interests in securitization transactions; and guidance related to the identification of the primary source for separately identifiable cash flows. The amended guidance is effective in fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Therefore, the Company is required to adopt the guidance on January 1, 2018. The adoption of this amended guidance will not have an impact on the Company’s financial position and results of operations.
Reporting credit losses of assets held at amortized cost: In June 2016, the FASB issued amended guidance on reporting credit losses for assets held at amortized cost and available for sale debt securities. For assets held at amortized cost, the amended guidance eliminates the probable recognition threshold and instead requires an entity to reflect the current estimate of all expected credit losses. For available for sale debt securities, credit losses will be measured in a manner similar to current accounting requirements; however, the amended guidance requires that credit losses be presented as an allowance rather than as a permanent impairment. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amended guidance is effective in fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Therefore, the Company is required to adopt the guidance on January 1, 2020. Early adoption is permitted as of the fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the requirements of this amended guidance and the potential impact on the Company’s financial position and results of operations.
Lease accounting: In February 2016, the FASB issued new guidance on leases, which replaces the current lease guidance. The new guidance requires that entities recognize the assets and liabilities associated with leases on the balance sheet and disclose key information about leasing arrangements. The new guidance is effective in fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Therefore, the Company is required to adopt the guidance on January 1, 2019. Early adoption is permitted. The Company is evaluating the requirements of this new lease guidance and the potential impact on the Company’s financial position and results of operations.
Financial instruments measurement and classification: In January 2016, the FASB issued amended guidance on the measurement and classification of financial instruments. This amended guidance requires that all equity investments be measured at fair value with changes in fair value recognized through net income (other than those accounted for under equity method of accounting or those that result in consolidation of the investee). The amendments also require an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the fair value option has been elected for financial liabilities. The amendments eliminate the requirement to disclose the methods and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost, however public business entities will be required to use the exit price when measuring the fair value of financial instruments measured at amortized cost for disclosure purposes. In addition, the new guidance requires financial assets and financial liabilities to be presented separately in the notes to the financial statements, grouped by measurement category and form of financial asset. The amended guidance is effective in fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Therefore, the Company is required to adopt the guidance on January 1, 2018. Upon adoption, all common and preferred stocks will be measured at fair value through the income statement. For certain private equity investments recorded in Other investments, the Company will elect the measurement alternative to record these investments at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. The measurement alternative will be applied on a prospective basis. Upon adoption, the Company will record a cumulative adjustment to increase retained earnings by $33.9 million. This entry represents a reclassification from AOCI of the unrealized gains on common and preferred stock as of the date of adoption.
Revenue recognition from contracts with customers: In May 2014, the FASB issued amended guidance on revenue recognition from contracts with customers, which is required to be implemented in 2018 for public companies. Further amendments and technical corrections were made to the amended guidance during 2016 and 2017. The amended guidance, which the Company will adopt effective January 1, 2018, affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. Insurance and similar contracts issued by insurance entities are within the scope of other standards and therefore are specifically excluded from the scope of the amended revenue recognition guidance. The amended guidance creates a five step approach that emphasizes the recognition of revenue when the performance obligations are met in order to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration the entity expects to receive. This guidance may be adopted using the full retrospective method, whereby the amended guidance is applied to each
F-16
prior period presented, and the cumulative effect of applying the amended guidance is recognized at the beginning of the earliest period presented or the modified retrospective approach, whereby the cumulative effect of applying the amended guidance is recognized at the beginning of the year of adoption and the comparative information is not restated and continues to be reported under the accounting standards in effect for those periods.
The Company has substantially completed its process to implement the guidance, which included assessment of industry and technical developments and interpretations. The Company determined that approximately 20% of its recurring reported revenues will be subject to the new standard. Such revenues consist of its fee based contracts, including those related to providing administrative services, mobile related services, mortgage property risk management services and similar fee for service arrangements. The Company does not expect the implementation of the amended guidance to have a material impact on the timing of revenue recognition for substantially all its in-scope revenue streams. Therefore, the Company does not expect the amended revenue recognition standard to have a material impact on its financial position or results of operations. However, the in-scope revenues will be subject to additional disclosure requirements pursuant to the standard, such as those related to providing disaggregated revenue disclosure, changes in contract balances, enhanced description of performance obligations, basis of determining costs and related significant judgments used in determining appropriate revenue recognition procedures.
3. Segment Information
As of December 31, 2017, the Company has four reportable segments, which are defined based on the manner in which our Chief Operating Decision Makers (our Chief Executive Officer (“CEO”) and Chief Operating Officer (“COO”)) review the business to assess performance and allocate resources, and align to the nature of the products and services offered:
| • | Global Housing: provides lender-placed homeowners, manufactured housing and flood insurance; renters insurance and related products (referred to as multi-family housing); and valuation and field services (referred to as mortgage solutions). |
| • | Global Lifestyle: provides mobile device protection and related services and extended service products and related services (referred to as Connected Living); vehicle protection services and credit insurance. |
| • | Global Preneed: provides pre-funded funeral insurance and annuity products. |
| • | Total Corporate & Other: Corporate & Other includes activities of the holding company, financing and interest expenses, net realized gains (losses) on investments and interest income earned from short-term investments held and income (expenses) primarily related to the Company's frozen benefit plans. Corporate & Other also includes the amortization of deferred gains and gains associated with the sales of FFG, LTC and AEB through reinsurance agreements, expenses related to the pending acquisition of The Warranty Group (see Note 27), and other unusual or infrequent items. Additionally, the Total Corporate & Other segment includes amounts related to the runoff of the Assurant Health business. As Assurant Health was a reportable segment in prior years, these amounts are disclosed separately in the following segment tables for comparability. |
In addition, AEB was a separate reportable segment in 2016 and primarily includes the results of operations for the periods prior to its sale on March 1, 2016. See Note 4 for more information.
The Company determined its reportable segments using the management approach described in accounting guidance regarding disclosures about segments of an enterprise and related information. These reportable segment groupings are consistent with information used by our Chief Operating Decision Makers to assess performance and allocate resources. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies. See Note 2 for further information.
F-17
The following tables summarize selected financial information by segment:
| Year Ended December 31, 2017 | |||||||||||||||||||||||||||
| Total Corporate & Other | |||||||||||||||||||||||||||
| Global Housing | Global Lifestyle | Global Preneed | Corporate & Other | Health | Total | Consolidated | |||||||||||||||||||||
| Revenues | |||||||||||||||||||||||||||
| Net earned premiums | $ | 1,761.4 | $ | 2,576.5 | $ | 59.5 | $ | — | $ | 6.7 | $ | 6.7 | $ | 4,404.1 | |||||||||||||
| Fees and other income | 413.6 | 819.7 | 121.5 | 24.8 | 3.5 | 28.3 | 1,383.1 | ||||||||||||||||||||
| Net investment income | 75.6 | 114.6 | 262.0 | 35.1 | 6.5 | 41.6 | 493.8 | ||||||||||||||||||||
| Net realized gains on investments | — | — | — | 30.1 | — | 30.1 | 30.1 | ||||||||||||||||||||
| Amortization of deferred gains and gains on disposal of businesses (1) | — | — | — | 103.9 | — | 103.9 | 103.9 | ||||||||||||||||||||
| Total revenues | 2,250.6 | 3,510.8 | 443.0 | 193.9 | 16.7 | 210.6 | 6,415.0 | ||||||||||||||||||||
| Benefits, losses and expenses | |||||||||||||||||||||||||||
| Policyholder benefits (2) | 958.4 | 700.4 | 259.1 | — | (47.3 | ) | (47.3 | ) | 1,870.6 | ||||||||||||||||||
| Amortization of deferred acquisition costs and value of business acquired | 194.9 | 1,083.3 | 61.8 | — | — | — | 1,340.0 | ||||||||||||||||||||
| Underwriting, general and administrative expenses (3) | 953.0 | 1,480.8 | 63.1 | 165.5 | 48.0 | 213.5 | 2,710.4 | ||||||||||||||||||||
| Interest expense | — | — | — | 49.5 | — | 49.5 | 49.5 | ||||||||||||||||||||
| Total benefits, losses and expenses | 2,106.3 | 3,264.5 | 384.0 | 215.0 | 0.7 | 215.7 | 5,970.5 | ||||||||||||||||||||
| Segment income (loss) before provision (benefit) for income taxes | 144.3 | 246.3 | 59.0 | (21.1 | ) | 16.0 | (5.1 | ) | 444.5 | ||||||||||||||||||
| Provision (benefit) for income taxes (4) | 46.9 | 68.3 | 19.4 | (215.1 | ) | 5.4 | (209.7 | ) | (75.1 | ) | |||||||||||||||||
| Segment income after taxes | $ | 97.4 | $ | 178.0 | $ | 39.6 | $ | 194.0 | $ | 10.6 | $ | 204.6 | |||||||||||||||
| Net income | $ | 519.6 | |||||||||||||||||||||||||
| Segment assets (4): | $ | 4,809.6 | $ | 9,497.6 | $ | 6,827.1 | $ | 10,633.6 | $ | 75.1 | $ | 10,708.7 | $ | 31,843.0 |
| (1) | The year ended December 31, 2017 includes $92.8 million related to the amortization of deferred gains and gains related to the AEB sale on March 1, 2016. |
| (2) | The presentation of Assurant Health policyholder benefits includes the impact of the total current period net utilization of premium deficiency reserves for claim costs and claim adjustment expenses included in policyholder benefits, as well as maintenance costs, which are included within underwriting, general and administrative expenses. For the year ended December 31, 2017, the premium deficiency reserve liability decreased $35.7 million, through an offset to policyholder benefit expense. In addition, there was favorable claims development experienced through December 31, 2017, in excess of actual benefit expense, which contributed to the credit balance within policyholder benefits expenses. |
| (3) | The year ended December 31, 2017 for Corporate & Other includes an expense of $17.4 million related to post-close adjustment pertaining to an estimated indemnification that is expected to be due on a previous disposition. |
| (4) | The consolidated net benefit for income taxes for the year ended December 31, 2017 includes a $177.0 million one-time benefit from the reduction of net deferred tax liabilities following the enactment of the U.S. Tax Cuts and Jobs Act. The remeasurement of deferred tax assets and liabilities was recorded using our best estimate of deferred tax balances as of December 22, 2017, the enactment date of the legislation. The total benefit for income taxes was reported through the Corporate & Other segment; however, the remeasured deferred tax assets and liabilities were adjusted within each segment. Refer to Note 9, Income Taxes, for further detail. |
F-18
| Year Ended December 31, 2016 | |||||||||||||||||||||||||||||||
| Total Corporate & Other | |||||||||||||||||||||||||||||||
| Global Housing | Global Lifestyle | Global Preneed | Corporate & Other | Health | Total | Employee Benefits | Consolidated | ||||||||||||||||||||||||
| Revenues | |||||||||||||||||||||||||||||||
| Net earned premiums | $ | 1,829.1 | $ | 2,901.4 | $ | 61.7 | $ | — | $ | 37.1 | $ | 37.1 | $ | 178.0 | $ | 5,007.3 | |||||||||||||||
| Fees and other income | 459.7 | 804.7 | 109.6 | 24.5 | 19.8 | 44.3 | 4.2 | 1,422.5 | |||||||||||||||||||||||
| Net investment income | 72.7 | 113.1 | 259.8 | 44.0 | 8.8 | 52.8 | 17.3 | 515.7 | |||||||||||||||||||||||
| Net realized gains on investments (4) | — | — | — | 162.2 | — | 162.2 | — | 162.2 | |||||||||||||||||||||||
| Amortization of deferred gains and gains on disposal of businesses (1) | — | — | — | 394.5 | — | 394.5 | — | 394.5 | |||||||||||||||||||||||
| Gain on pension plan curtailment | — | — | — | 29.6 | — | 29.6 | — | 29.6 | |||||||||||||||||||||||
| Total revenues | 2,361.5 | 3,819.2 | 431.1 | 654.8 | 65.7 | 720.5 | 199.5 | 7,531.8 | |||||||||||||||||||||||
| Benefits, losses and expenses | |||||||||||||||||||||||||||||||
| Policyholder benefits (2) | 828.6 | 663.8 | 250.4 | — | (52.7 | ) | (52.7 | ) | 118.4 | 1,808.5 | |||||||||||||||||||||
| Amortization of deferred acquisition costs and value of business acquired | 238.2 | 1,045.9 | 61.4 | — | — | — | 5.8 | 1,351.3 | |||||||||||||||||||||||
| Underwriting, general and administrative expenses (3) | 1,013.7 | 1,901.8 | 55.5 | 244.6 | 165.7 | 410.3 | 61.5 | 3,442.8 | |||||||||||||||||||||||
| Interest expense | — | — | — | 57.6 | — | 57.6 | — | 57.6 | |||||||||||||||||||||||
| Loss on extinguishment of debt | — | — | — | 23.0 | — | 23.0 | — | 23.0 | |||||||||||||||||||||||
| Total benefits, losses and expenses | 2,080.5 | 3,611.5 | 367.3 | 325.2 | 113.0 | 438.2 | 185.7 | 6,683.2 | |||||||||||||||||||||||
| Segment income (loss) before provision (benefit) for income taxes | 281.0 | 207.7 | 63.8 | 329.6 | (47.3 | ) | 282.3 | 13.8 | 848.6 | ||||||||||||||||||||||
| Provision (benefit) for income taxes | 92.4 | 53.3 | 21.5 | 117.0 | (6.3 | ) | 110.7 | 5.3 | 283.2 | ||||||||||||||||||||||
| Segment income (loss) after taxes | $ | 188.6 | $ | 154.4 | $ | 42.3 | $ | 212.6 | $ | (41.0 | ) | $ | 171.6 | $ | 8.5 | ||||||||||||||||
| Net income | $ | 565.4 | |||||||||||||||||||||||||||||
| Segment assets: | $ | 3,836.5 | $ | 8,747.0 | $ | 6,421.1 | $ | 10,457.8 | $ | 246.7 | $ | 10,704.5 | $ | — | $ | 29,709.1 |
| (1) | The year ended December 31, 2016 includes $382.6 million related to the amortization of deferred gains and gains related to the AEB sale on March 1, 2016. |
| (2) | The presentation of Assurant Health policyholder benefits includes the impact of the total current period net utilization of premium deficiency reserves for claim costs and claim adjustment expenses included in policyholder benefits, as well as maintenance costs, which are included within underwriting, general and administrative expenses. For the year ended December 31, 2016, the premium deficiency reserve liability decreased $37.6 million through an offset to policyholder benefit expense. |
F-19
| (3) | The year ended December 31, 2016 for Corporate & Other includes a $16.7 million intangible asset impairment charge related to trade names that will no longer be used or defended by the Company, and the year ended December 31, 2016 for Corporate & Other includes expense of $23.0 million related to post-close adjustment pertaining to an estimated indemnification that is expected to be due on a previous disposition. |
| (4) | The year ended December 31, 2016 includes $146.7 million of net realized gains related to assets transferred as part of the AEB sale on March 1, 2016. |
| Year Ended December 31, 2015 | |||||||||||||||||||||||||||||||
| Total Corporate & Other | |||||||||||||||||||||||||||||||
| Global Housing | Global Lifestyle | Global Preneed | Corporate & Other | Health | Total | Employee Benefits | Consolidated | ||||||||||||||||||||||||
| Revenues | |||||||||||||||||||||||||||||||
| Net earned premiums | $ | 2,044.7 | $ | 2,955.4 | $ | 60.4 | $ | — | $ | 2,223.7 | $ | 2,223.7 | $ | 1,066.8 | $ | 8,351.0 | |||||||||||||||
| Fees and other income | 405.5 | 678.6 | 107.1 | 32.7 | 54.6 | 87.3 | 25.0 | 1,303.5 | |||||||||||||||||||||||
| Net investment income | 92.8 | 126.9 | 249.8 | 21.2 | 24.5 | 45.7 | 111.0 | 626.2 | |||||||||||||||||||||||
| Net realized gains on investments | — | — | — | 31.8 | — | 31.8 | — | 31.8 | |||||||||||||||||||||||
| Amortization of deferred gains and gains on disposal of businesses | — | — | 13.0 | — | 13.0 | — | 13.0 | ||||||||||||||||||||||||
| Total revenues | 2,543.0 | 3,760.9 | 417.3 | 98.7 | 2,302.8 | 2,401.5 | 1,202.8 | 10,325.5 | |||||||||||||||||||||||
| Benefits, losses and expenses | |||||||||||||||||||||||||||||||
| Policyholder benefits (2) | 788.5 | 679.8 | 239.7 | 3.1 | 2,301.2 | 2,304.3 | 730.2 | 4,742.5 | |||||||||||||||||||||||
| Amortization of deferred acquisition costs and value of business acquired | 280.4 | 1,022.0 | 56.6 | — | 10.7 | 10.7 | 32.9 | 1,402.6 | |||||||||||||||||||||||
| Underwriting, general and administrative expenses | 1,010.5 | 1,847.8 | 55.9 | 127.3 | 516.7 | 644.0 | 365.9 | 3,924.1 | |||||||||||||||||||||||
| Interest expense | — | — | — | 55.1 | — | 55.1 | — | 55.1 | |||||||||||||||||||||||
| Total benefits, losses and expenses | 2,079.4 | 3,549.6 | 352.2 | 185.5 | 2,828.6 | 3,014.1 | 1,129.0 | 10,124.3 | |||||||||||||||||||||||
| Segment income (loss) before provision (benefit) for income taxes | 463.6 | 211.3 | 65.1 | (86.8 | ) | (525.8 | ) | (612.6 | ) | 73.8 | 201.2 | ||||||||||||||||||||
| Provision (benefit) for income taxes | 155.9 | 58.3 | 20.9 | (44.1 | ) | (157.9 | ) | (202.0 | ) | 26.5 | 59.6 | ||||||||||||||||||||
| Segment income (loss) after taxes | $ | 307.7 | $ | 153.0 | $ | 44.2 | $ | (42.7 | ) | $ | (367.9 | ) | $ | (410.6 | ) | $ | 47.3 | ||||||||||||||
| Net income | $ | 141.6 |
| (1) | The presentation of Assurant Health policyholder benefits includes the impact of the total current period net utilization of premium deficiency reserves for claim costs and claim adjustment expenses included in policyholder benefits, as well as maintenance costs, which are included within underwriting, general and administrative expenses. For the year ended December 31, 2015, the premium deficiency reserve liability decreased $44.5 million through an offset to policyholder benefit expense. |
F-20
The Company principally operates in the U.S., as well as Europe, Latin America, Canada and Asia.
The following table summarizes selected financial information by geographic location for the years ended or as of December 31:
| Location | Revenues | Long-lived assets | |||||
| 2017 | |||||||
| United States | $ | 4,980.8 | $ | 339.5 | |||
| Foreign countries | 1,434.2 | 8.1 | |||||
| Total | $ | 6,415.0 | $ | 347.6 | |||
| 2016 | |||||||
| United States | $ | 6,239.7 | $ | 336.8 | |||
| Foreign countries | 1,292.1 | 6.8 | |||||
| Total | $ | 7,531.8 | $ | 343.6 | |||
| 2015 | |||||||
| United States | $ | 8,917.7 | $ | 293.9 | |||
| Foreign countries | 1,407.8 | 4.5 | |||||
| Total | $ | 10,325.5 | $ | 298.4 |
Revenue is based in the country where the product was sold and the physical location of long-lived assets, which are primarily property and equipment. There are no reportable major customers that account for 10% or more of the Company’s consolidated revenues.
The Company’s net earned premiums, fees and other income by segment and product are as follows:
| 2017 | 2016 | 2015 | |||||||||
| Global Housing: | |||||||||||
| Lender-placed insurance | $ | 1,224.9 | $ | 1,317.2 | $ | 1,561.4 | |||||
| Multi-family housing | 366.3 | 320.9 | 282.7 | ||||||||
| Mortgage solutions | 257.7 | 329.3 | 289.5 | ||||||||
| Manufactured housing and other | 326.1 | 321.4 | 316.6 | ||||||||
| Total | $ | 2,175.0 | $ | 2,288.8 | $ | 2,450.2 | |||||
| Global Lifestyle: | |||||||||||
| Global connected living (mobile and service contracts) | $ | 2,156.0 | $ | 2,570.1 | $ | 2,551.0 | |||||
| Global vehicle protection services | 782.8 | 715.8 | 608.4 | ||||||||
| Global credit and other | 457.4 | 420.2 | 474.6 | ||||||||
| Total | $ | 3,396.2 | $ | 3,706.1 | $ | 3,634.0 | |||||
| Global Preneed: | $ | 181.0 | $ | 171.3 | $ | 167.5 | |||||
| Health (1): | $ | 10.2 | $ | 56.9 | $ | 2,278.3 | |||||
| Employee Benefits (2): | $ | — | $ | 182.2 | $ | 1,091.8 |
| (1) | The Health business has been in run-off since 2015 and previously included individual and small employer group products. |
| (2) | The Employee Benefits business was sold on March 1, 2016 and previously included group disability, group dental, group life and group supplemental and vision products. |
F-21
4. Dispositions and Exit Activities
Dispositions
Assurant Employee Benefits: On March 1, 2016, the Company completed the sale of its Assurant Employee Benefits segment through a series of transactions with Sun Life for net cash consideration of $942.2 million (including contingent consideration), which resulted in an estimated gain of $656.5 million. The transaction was primarily structured as a reinsurance arrangement, as well as the sale of certain legal entities that included a ceding commission and other consideration. The reinsurance transaction does not extinguish the Company's primary liability on the policies issued or assumed by subsidiaries that are parties to the reinsurance agreements, thus any gains associated with the prospective component of the reinsurance transaction are deferred and amortized over the contract period, including contractual renewal periods, in proportion to the amount of insurance coverage provided. The Company also has an obligation to continue to write and renew certain policies for a period of time until Sun Life commences policy writing and renewal.
The Company was required to allocate the proceeds considering the relative fair value of the transaction components. Most of the expected gains resulting from the transaction related to compensation for the inforce policies (prospective component), sales of net assets underlying the continuing business, as well as the future compensation for our performance obligations to write and renew certain policies for a period of time. The reinsurance for existing claims liabilities (retroactive component) resulted in a loss when considering the amounts paid for reinsurance premiums (assets we transferred to Sun Life) exceeded the recorded liabilities related to the underlying reinsurance contracts. The Company also recognized realized gains associated with the fair value of assets transferred to Sun Life (which offset losses on the retroactive component).
The terms "deferred gain" and "amortization of deferred gain" broadly reflect the multiple transaction elements and earnings thereof, inclusive of the expected and actual income resulting from the reinsurance subject to prospective accounting, income expected to be earned related to the deferred gains associated with long-duration contracts, and the expected recognition of deferred revenues associated with our performance obligations.
The total deferred gain amount (representing $520.4 million of the total $656.5 million of original estimated gains) has been and will continue to be recognized as revenue over the contract period in proportion to the amount of insurance coverage provided, including estimated contractual renewals pursuant to rate guarantees. The ultimate amortization pattern will be dependent on a number of factors including the timing of when Sun Life commences directly writing and renewing policies and the sales and persistency on business the Company is obligated to write and renew in the interim.
The following represents a summary of the pre-tax gain recognized by transaction component, as well as the related classification within the Consolidated Financial Statements:
| Years Ended December 31, | |||||||
| 2017 | 2016 | ||||||
| Gain on sale of entities, net of transaction costs | $ | — | $ | 41.1 | |||
| Novations, resulting in recognized gains (1) | — | 60.9 | |||||
| Loss on retroactive reinsurance component, before realized gains (2) | — | (128.6 | ) | ||||
| Net loss prior to realized gains on transferred securities supporting retroactive component (3) | — | (26.6 | ) | ||||
| Realized gains on transferred securities supporting retroactive component (2) | — | 146.7 | |||||
| Amortization of deferred gains (4) | 92.8 | 382.6 | |||||
| Total | $ | 92.8 | $ | 502.7 |
| (1) | Novations of certain insurance policies directly to Sun Life allowed for immediate gain recognition. |
| (2) | Reinsurance of existing claims liabilities requires retroactive accounting necessitating losses to be recognized immediately. However, upon transfer of the associated assets supporting the liabilities, the Company recognized realized gains which more than offset the retroactive losses. The Company was required to classify the realized gains as part of net realized gains on investments within the consolidated statements of operations. |
| (3) | Amount classified within underwriting, general and administrative expenses in the consolidated statements of operations. |
| (4) | Amount classified within amortization of deferred gains and gains on disposal of businesses within the consolidated statements of operations. The year ended December 31, 2017 includes $16.0 million related to realization of contingent consideration. |
The remaining unamortized deferred gain as of December 31, 2017 was $63.3 million, which is expected to be earned over the next several years. The Company will review and evaluate the estimates affecting the deferred gain each period or when significant information affecting the estimates becomes known, and will adjust the prospective revenue to be recognized accordingly.
F-22
The Assurant Employee Benefits segment pre-tax income was $13.7 million and $73.8 million for the years ended December 31, 2016 and 2015, respectively (excluding the aforementioned gains realized in 2016, which are included in the Corporate & Other segment). There was no pre-tax income from Assurant Employee Benefits in 2017.
Automobile title administration business: In 2015, the Company sold certain assets related to the Global Housing’s automobile title administration services business for cash consideration of $19.6 million. The Company recognized a gain on sale of $16.8 million, which is classified in fees and other income on the consolidated statements of operations.
Supplemental and small-group self-funded lines of business: In 2015, the Company completed the sale of Assurant Health’s supplemental and small-group self-funded lines of business and certain assets to National General Holdings Corp., for cash consideration of $14.0 million, consisting primarily of a ceding commission. Since the form of sale did not discharge the Company’s primary liability to the insureds, a $5.3 million gain on the disposal of the small-group self-funded business was deferred and reported as a liability as of the date of sale. The liability is amortized as revenue over the estimated life of contract terms. Losses resulting from coinsurance transactions are recognized immediately, thus the Company recognized a loss of $11.6 million, primarily related to the write-off of deferred acquisition costs, on the sale of the supplemental business. The loss on sale is classified in underwriting, general and administrative expenses on the consolidated statements of operations. The Company also recognized a tax benefit related to the sale of these legal entities in 2015.
General agency business: In January 2015, the Company completed the sale of its general agency business to Global Indemnity Group, Inc., a subsidiary of Global Indemnity plc, for $117.9 million in net cash consideration. The business was part of the Global Housing segment and offers specialty personal lines and agricultural insurance through general and independent agents. The sale price was based on the net book value of the business from June 30, 2014 adjusted as of January 1, 2015. In accordance with held for sale accounting, the Company recorded a loss of $21.5 million in 2014. Upon final closing in 2015, the Company recorded a net gain of $1.1 million. The Company is subject to certain contractual indemnification requirements related to the actuarial development of claim reserves. During 2017 and 2016, the Company recorded additional losses of $17.4 million and $23.0 million, respectively, based on information received from Global Indemnity Group, Inc., and as such, maintains an accrued liability of $40.4 million for the indemnification as of December 31, 2017. The terms of the sale agreement stipulate that claim reserves be settled using a valuation three years from closing. The Company will continually assess such liabilities through final settlement, with any resulting adjustments recorded in earnings when a change in estimated payment is determined.
Exit Activities
As of the end of 2016, the Company had substantially completed its exit from the health insurance market, a process that began in 2015. Excluding premium deficiency charges, the exit-related charges for 2017, 2016 and 2015 were $3.3 million, $31.4 million and $85.6 million, respectively, and are primarily included in underwriting, general and administrative expenses within the consolidated statements of operations. Future cash payments for exit-related charges were substantially completed in 2017. The premium deficiency reserve liability decreased from $40.4 million at December 31, 2016 to $4.7 million at December 31, 2017. The decrease is consistent with the estimated utilization in 2017.
The Company participated in the Affordable Care Act Risk Mitigation Programs during 2014 through 2016. With the exit from the health insurance market, the Company no longer participates in these programs.
F-23
5. Investments
The following tables show the cost or amortized cost, gross unrealized gains and losses, fair value and other-than-temporary impairment ("OTTI") included within accumulated other comprehensive income of the Company's fixed maturity and equity securities as of the dates indicated:
| December 31, 2017 | |||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | OTTI in AOCI (1) | |||||||||||||||
| Fixed maturity securities: | |||||||||||||||||||
| U.S. government and government agencies and authorities | $ | 180.6 | $ | 3.2 | $ | (1.2 | ) | $ | 182.6 | $ | — | ||||||||
| States, municipalities and political subdivisions | 302.3 | 24.0 | (0.1 | ) | 326.2 | — | |||||||||||||
| Foreign governments | 524.8 | 72.3 | (0.3 | ) | 596.8 | ||||||||||||||
| Asset-backed | 188.4 | 1.9 | (0.1 | ) | 190.2 | 1.0 | |||||||||||||
| Commercial mortgage-backed | 38.6 | 0.2 | (0.7 | ) | 38.1 | — | |||||||||||||
| Residential mortgage-backed | 1,084.2 | 32.5 | (7.3 | ) | 1,109.4 | 9.2 | |||||||||||||
| U.S. corporate | 4,774.2 | 602.1 | (5.0 | ) | 5,371.3 | 17.4 | |||||||||||||
| Foreign corporate | 1,663.4 | 188.6 | (4.0 | ) | 1,848.0 | — | |||||||||||||
| Total fixed maturity securities | $ | 8,756.5 | $ | 924.8 | $ | (18.7 | ) | $ | 9,662.6 | $ | 27.6 | ||||||||
| Equity securities: | |||||||||||||||||||
| Common stocks | $ | 9.3 | $ | 8.4 | $ | — | $ | 17.7 | $ | — | |||||||||
| Non-redeemable preferred stocks | 307.0 | 43.8 | (0.5 | ) | 350.3 | — | |||||||||||||
| Total equity securities | $ | 316.3 | $ | 52.2 | $ | (0.5 | ) | $ | 368.0 | $ | — |
| December 31, 2016 | |||||||||||||||||||
| Cost or Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | OTTI in AOCI (1) | |||||||||||||||
| Fixed maturity securities: | |||||||||||||||||||
| U.S. government and government agencies and authorities | $ | 172.8 | $ | 3.4 | $ | (1.3 | ) | $ | 174.9 | $ | — | ||||||||
| States, municipalities and political subdivisions | 446.9 | 29.6 | (0.4 | ) | 476.1 | — | |||||||||||||
| Foreign governments | 508.9 | 60.5 | (0.9 | ) | 568.5 | — | |||||||||||||
| Asset-backed | 2.6 | 1.2 | (0.1 | ) | 3.7 | 1.1 | |||||||||||||
| Commercial mortgage-backed | 39.3 | 0.1 | (1.0 | ) | 38.4 | — | |||||||||||||
| Residential mortgage-backed | 1,071.2 | 38.1 | (8.0 | ) | 1,101.3 | 12.8 | |||||||||||||
| U.S. corporate | 5,022.7 | 454.1 | (15.6 | ) | 5,461.2 | 15.6 | |||||||||||||
| Foreign corporate | 1,606.4 | 147.2 | (5.6 | ) | 1,748.0 | 2.2 | |||||||||||||
| Total fixed maturity securities | $ | 8,870.8 | $ | 734.2 | $ | (32.9 | ) | $ | 9,572.1 | $ | 31.7 | ||||||||
| Equity securities: | |||||||||||||||||||
| Common stocks | $ | 11.9 | $ | 8.9 | $ | — | $ | 20.8 | $ | — | |||||||||
| Non-redeemable preferred stocks | 369.9 | 31.8 | (1.1 | ) | 400.6 | — | |||||||||||||
| Total equity securities | $ | 381.8 | $ | 40.7 | $ | (1.1 | ) | $ | 421.4 | $ | — |
| (1) | Represents the amount of OTTI recognized in AOCI. Amount includes unrealized gains and losses on impaired securities relating to changes in the value of such securities subsequent to the impairment measurement date. |
F-24
The Company's states, municipalities and political subdivisions holdings are highly diversified across the U.S., with no individual state’s exposure (including both general obligation and revenue securities) exceeding 0.4% and 0.5% of the overall investment portfolio as of December 31, 2017 and 2016, respectively. As of December 31, 2017 and 2016, the securities include general obligation and revenue bonds issued by states, cities, counties, school districts and similar issuers, including $137.7 million and $215.3 million, respectively, of advance refunded or escrowed-to-maturity bonds (collectively referred to as “pre-refunded bonds”), which are bonds for which an irrevocable trust has been established to fund the remaining payments of principal and interest. As of December 31, 2017 and 2016, revenue bonds account for 53% and 46% of the holdings, respectively. Excluding pre-refunded revenue bonds, the activities supporting the income streams of the Company’s revenue bonds are across a broad range of sectors, primarily highway, water, airport and marina, specifically pledged tax revenues, and other miscellaneous sources such as bond banks, finance authorities and appropriations.
The Company’s investments in foreign government fixed maturity securities are held mainly in countries and currencies where the Company has policyholder liabilities, which allow the assets and liabilities to be more appropriately matched. As of December 31, 2017, approximately 79%, 12%, and 4% of the foreign government securities were held in Canadian government/provincials and the governments of Brazil and Germany, respectively. As of December 31, 2016, approximately 78%, 11% and 4% of the foreign government securities were held in Canadian government/provincials and the governments of Brazil and Germany, respectively. No other country represented more than 3% of the Company's foreign government securities as of December 31, 2017 and 2016.
The Company has European investment exposure in its corporate fixed maturity and equity securities of $611.5 million with a net unrealized gain of $66.1 million as of December 31, 2017 and $693.3 million with a net unrealized gain of $54.2 million as of December 31, 2016. Approximately 28% and 23% of the corporate European exposure is held in the financial industry as of December 31, 2017 and 2016, respectively. The Company's largest European country exposure (the United Kingdom) represented approximately 4% of the fair value of the Company's corporate securities as of December 31, 2017 and 2016. Approximately 8% of the fair value of the corporate European securities are pound and euro-denominated and are not hedged to U.S. dollars, but held to support related foreign-denominated liabilities of the Company's international businesses. The Company's international investments are managed as part of the overall portfolio with the same approach to risk management and focus on diversification.
The Company has exposure to the energy sector in its corporate fixed maturity securities of $671.3 million with a net unrealized gain of $72.1 million as of December 31, 2017 and $641.9 million with a net unrealized gain of $51.6 million as of December 31, 2016. Approximately 88% and 84% of the energy exposure is rated as investment grade as of December 31, 2017 and 2016, respectively.
The cost or amortized cost and fair value of fixed maturity securities as of December 31, 2017 by contractual maturity are shown below. Actual maturities may differ from contractual maturities because issuers of the securities may have the right to call or prepay obligations with or without call or prepayment penalties.
| Cost or Amortized Cost | Fair Value | ||||||
| Due in one year or less | $ | 210.3 | $ | 213.1 | |||
| Due after one year through five years | 1,714.2 | 1,758.6 | |||||
| Due after five years through ten years | 1,749.0 | 1,825.3 | |||||
| Due after ten years | 3,771.8 | 4,527.9 | |||||
| Total | 7,445.3 | 8,324.9 | |||||
| Asset-backed | 188.4 | 190.2 | |||||
| Commercial mortgage-backed | 38.6 | 38.1 | |||||
| Residential mortgage-backed | 1,084.2 | 1,109.4 | |||||
| Total | $ | 8,756.5 | $ | 9,662.6 |
F-25
Major categories of net investment income were as follows:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Fixed maturity securities | $ | 411.8 | $ | 419.3 | $ | 486.2 | |||||
| Equity securities | 22.8 | 25.2 | 29.9 | ||||||||
| Commercial mortgage loans on real estate | 31.5 | 41.7 | 72.7 | ||||||||
| Short-term investments | 7.2 | 5.5 | 2.0 | ||||||||
| Other investments | 25.2 | 24.2 | 40.3 | ||||||||
| Cash and cash equivalents | 15.8 | 17.5 | 18.4 | ||||||||
| Revenues from consolidated investment entities (1) | 9.8 | — | — | ||||||||
| Total investment income | 524.1 | 533.4 | 649.5 | ||||||||
| Investment expenses | (21.9 | ) | (17.7 | ) | (23.3 | ) | |||||
| Expenses from consolidated investment entities (1) | (8.4 | ) | — | — | |||||||
| Net investment income | $ | 493.8 | $ | 515.7 | $ | 626.2 |
| (1) | The net of revenues and expenses from consolidated investment entities of $1.4 million for 2017 includes $0.6 million and $0.5 million of interest income from the Company's direct investment in two CLOs and the real estate fund, respectively, and $0.3 million related to investment management fees. Refer to Note 6, VIE, for further detail. |
No material investments of the Company were non-income producing for the years ended December 31, 2017, 2016 and 2015.
The following table summarizes the proceeds from sales of available-for-sale securities and the gross realized gains and gross realized losses that have been recognized in the statement of operations as a result of those sales:
| For the Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Proceeds from sales | $ | 3,018.2 | $ | 4,610.7 | $ | 2,568.2 | |||||
| Gross realized gains (1) | 43.5 | 209.5 | 65.1 | ||||||||
| Gross realized losses (2) | 12.2 | 65.2 | 31.7 |
| (1) | The year ended December 31, 2016 gross realized gains includes $150.7 million related to the sale of Assurant Employee Benefits as described in Note 4, Dispositions and Exit Activities. |
| (2) | The year ended December 31, 2016 gross realized losses includes $16.4 million related to the sale of Assurant Employee Benefits as described in Note 4, Dispositions and Exit Activities. |
For securities sold at a loss during 2017, the average period of time these securities were trading continuously at a price below book value was approximately 4 months.
F-26
The following table sets forth the net realized gains (losses), including OTTI, recognized in the statement of operations:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Net realized gains (losses) related to sales and other: | |||||||||||
| Fixed maturity securities | $ | 22.0 | $ | 128.9 | $ | 13.3 | |||||
| Equity securities | 7.7 | 17.3 | 19.0 | ||||||||
| Commercial mortgage loans on real estate | 1.3 | 21.8 | 0.8 | ||||||||
| Other investments | 1.0 | 1.1 | 3.7 | ||||||||
| Consolidated investment entities (1) | (1.0 | ) | — | — | |||||||
| Total net realized gains related to sales and other (2) | 31.0 | 169.1 | 36.8 | ||||||||
| Net realized losses related to other-than-temporary impairments: | |||||||||||
| Fixed maturity securities | (0.4 | ) | (0.7 | ) | (5.0 | ) | |||||
| Other investments | (0.5 | ) | (6.2 | ) | — | ||||||
| Total net realized losses related to other-than-temporary impairments | (0.9 | ) | (6.9 | ) | (5.0 | ) | |||||
| Total net realized gains | $ | 30.1 | $ | 162.2 | $ | 31.8 |
| (1) | Consists of the net realized gains (losses) from the change in fair value of the Company's direct investment in two CLOs. Refer to Note 6, VIE, for further detail. |
| (2) | The year ended December 31, 2016 net gains includes $146.7 million related to the sale of Assurant Employee Benefits as described in Note 4. |
Other-Than-Temporary Impairments
The Company follows the OTTI guidance, which requires entities to separate an OTTI of a debt security into two components when there are credit related losses associated with the impaired debt security for which the Company asserts that it does not have the intent to sell, and it is more likely than not that it will not be required to sell before recovery of its cost basis. Under the OTTI guidance, the amount of the OTTI related to a credit loss is recognized in earnings, and the amount of the OTTI related to other, non-credit factors (e.g., interest rates, market conditions, etc.) is recorded as a component of other comprehensive income. In instances where no credit loss exists but the Company intends to sell the security or it is more likely than not that the Company will have to sell the debt security prior to the anticipated recovery, the decline in market value below amortized cost is recognized as an OTTI in earnings. In periods after the recognition of an OTTI on debt securities, the Company accounts for such securities as if they had been purchased on the measurement date of the OTTI at an amortized cost basis equal to the previous amortized cost basis less the OTTI recognized in earnings. For debt securities for which OTTI was recognized in earnings, the difference between the new amortized cost basis and the cash flows expected to be collected will be accreted or amortized into net investment income.
For the year ended December 31, 2017 and 2016, the Company recorded $0.9 million and $6.6 million, respectively, of OTTI, of which $0.9 million and $6.9 million was related to both credit losses and securities the Company intends to sell and recorded as net OTTI losses recognized in earnings, with the remaining amount in 2016 of $0.3 million related to all other factors which was recorded as an unrealized (gain) loss component of AOCI.
F-27
The following table sets forth the amount of credit loss impairments recognized within the results of operations on fixed maturity securities held by the Company as of the dates indicated, for which a portion of the OTTI loss was recognized in AOCI, and the corresponding changes in such amounts:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Balance, beginning of year | $ | 24.9 | $ | 32.4 | $ | 35.4 | |||||
| Additions for credit loss impairments recognized in the current period on securities previously impaired | — | 0.5 | — | ||||||||
| Additions for credit loss impairments recognized in the current period on securities not previously impaired | — | — | 2.6 | ||||||||
| Reductions for increases in cash flows expected to be collected that are recognized over the remaining life of the security | (2.4 | ) | (3.6 | ) | (2.4 | ) | |||||
| Reductions for credit loss impairments previously recognized on securities which matured, paid down, prepaid or were sold during the period | (4.4 | ) | (4.4 | ) | (3.2 | ) | |||||
| Balance, end of year | $ | 18.1 | $ | 24.9 | $ | 32.4 |
The Company regularly monitors its investment portfolio to ensure investments that may be other-than-temporarily impaired are timely identified, properly valued, and charged against earnings in the proper period. The determination that a security has incurred an other-than-temporary decline in value requires the judgment of management. Assessment factors include, but are not limited to, the length of time and the extent to which the market value has been less than cost, the financial condition and rating of the issuer, whether any collateral is held, the intent and ability of the Company to retain the investment for a period of time sufficient to allow for recovery for equity securities and the intent to sell or whether it is more likely than not that the Company will be required to sell for fixed maturity securities. Inherently, there are risks and uncertainties involved in making these judgments. Changes in circumstances and critical assumptions such as a continued weak economy, a more pronounced economic downturn or unforeseen events which affect one or more companies, industry sectors, or countries could result in additional impairments in future periods for other-than-temporary declines in value. Any equity security whose price decline is deemed other-than-temporary is written down to its then current market value with the amount of the impairment reported as a realized loss in that period. The impairment of a fixed maturity security that the Company has the intent to sell or that it is more likely than not that the Company will be required to sell is deemed other-than-temporary and is written down to its market value at the balance sheet date with the amount of the impairment reported as a realized loss in that period. For all other-than-temporarily impaired fixed maturity securities that do not meet either of these two criteria, the Company is required to analyze its ability to recover the amortized cost of the security by calculating the net present value of projected future cash flows. For these other-than-temporarily impaired fixed maturity securities, the net amount recognized in earnings is equal to the difference between the amortized cost of the fixed maturity security and its net present value.
The Company considers different factors to determine the amount of projected future cash flows and discounting methods for corporate debt and residential and commercial mortgage-backed or asset-backed securities. For corporate debt securities, the split between the credit and non-credit losses is driven principally by assumptions regarding the amount and timing of projected future cash flows. The net present value is calculated by discounting the Company’s best estimate of projected future cash flows at the effective interest rate implicit in the security at the date of acquisition. For residential and commercial mortgage-backed and asset-backed securities, cash flow estimates, including prepayment assumptions, are based on data from widely accepted third-party data sources or internal estimates. In addition to prepayment assumptions, cash flow estimates vary based on assumptions regarding the underlying collateral including default rates, recoveries and changes in value. The net present value is calculated by discounting the Company’s best estimate of projected future cash flows at the effective interest rate implicit in the fixed maturity security prior to impairment at the balance sheet date. The discounted cash flows become the new amortized cost basis of the fixed maturity security.
In periods subsequent to the recognition of an OTTI, the Company generally accretes the discount (or amortizes the reduced premium) into net investment income, up to the non-discounted amount of projected future cash flows, resulting from the reduction in cost basis, based upon the amount and timing of the expected future cash flows over the estimated period of cash flows.
F-28
The investment category and duration of the Company’s gross unrealized losses on fixed maturity securities and equity securities as of December 31, 2017 and 2016 were as follows:
| December 31, 2017 | |||||||||||||||||||||||
| Less than 12 months | 12 Months or More | Total | |||||||||||||||||||||
| Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | ||||||||||||||||||
| Fixed maturity securities: | |||||||||||||||||||||||
| U.S. government and government agencies and authorities | $ | 104.2 | $ | (0.7 | ) | $ | 43.3 | $ | (0.5 | ) | $ | 147.5 | $ | (1.2 | ) | ||||||||
| States, municipalities and political subdivisions | — | — | 2.4 | (0.1 | ) | 2.4 | (0.1 | ) | |||||||||||||||
| Foreign governments | 24.4 | (0.2 | ) | 0.8 | (0.1 | ) | 25.2 | (0.3 | ) | ||||||||||||||
| Asset-backed | 27.6 | (0.1 | ) | — | — | 27.6 | (0.1 | ) | |||||||||||||||
| Commercial mortgage-backed | — | — | 12.4 | (0.7 | ) | 12.4 | (0.7 | ) | |||||||||||||||
| Residential mortgage-backed | 217.3 | (2.4 | ) | 162.9 | (4.9 | ) | 380.2 | (7.3 | ) | ||||||||||||||
| U.S. corporate | 562.8 | (4.5 | ) | 30.0 | (0.5 | ) | 592.8 | (5.0 | ) | ||||||||||||||
| Foreign corporate | 266.7 | (3.5 | ) | 19.0 | (0.5 | ) | 285.7 | (4.0 | ) | ||||||||||||||
| Total fixed maturity securities | $ | 1,203.0 | $ | (11.4 | ) | $ | 270.8 | $ | (7.3 | ) | $ | 1,473.8 | $ | (18.7 | ) | ||||||||
| Equity securities: | |||||||||||||||||||||||
| Non-redeemable preferred stocks | $ | 13.8 | $ | (0.2 | ) | $ | 8.7 | $ | (0.3 | ) | $ | 22.5 | $ | (0.5 | ) |
| December 31, 2016 | |||||||||||||||||||||||
| Less than 12 months | 12 Months or More | Total | |||||||||||||||||||||
| Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | Fair Value | Unrealized Losses | ||||||||||||||||||
| Fixed maturity securities: | |||||||||||||||||||||||
| U.S. government and government agencies and authorities | $ | 91.0 | $ | (1.3 | ) | $ | — | $ | — | $ | 91.0 | $ | (1.3 | ) | |||||||||
| States, municipalities and political subdivisions | 16.9 | (0.4 | ) | — | — | 16.9 | (0.4 | ) | |||||||||||||||
| Foreign governments | 98.8 | (0.9 | ) | — | — | 98.8 | (0.9 | ) | |||||||||||||||
| Asset-backed | — | — | 1.0 | (0.1 | ) | 1.0 | (0.1 | ) | |||||||||||||||
| Commercial mortgage-backed | 33.2 | (1.0 | ) | — | — | 33.2 | (1.0 | ) | |||||||||||||||
| Residential mortgage-backed | 347.5 | (7.9 | ) | 2.2 | (0.1 | ) | 349.7 | (8.0 | ) | ||||||||||||||
| U.S. corporate | 940.4 | (13.1 | ) | 34.1 | (2.5 | ) | 974.5 | (15.6 | ) | ||||||||||||||
| Foreign corporate | 227.3 | (4.6 | ) | 7.6 | (1.0 | ) | 234.9 | (5.6 | ) | ||||||||||||||
| Total fixed maturity securities | $ | 1,755.1 | $ | (29.2 | ) | $ | 44.9 | $ | (3.7 | ) | $ | 1,800.0 | $ | (32.9 | ) | ||||||||
| Equity securities: | |||||||||||||||||||||||
| Non-redeemable preferred stocks | $ | 64.4 | $ | (1.0 | ) | $ | 1.9 | $ | (0.1 | ) | $ | 66.3 | $ | (1.1 | ) |
Total gross unrealized losses represent approximately 1% and 2% of the aggregate fair value of the related securities as of December 31, 2017 and 2016, respectively. Approximately 60% and 89% of these gross unrealized losses have been in a continuous loss position for less than twelve months as of December 31, 2017 and 2016, respectively. The total gross unrealized losses are comprised of 686 and 796 individual securities as of December 31, 2017 and 2016, respectively. In accordance with its policy described above, the Company concluded that for these securities, other-than-temporary impairments of the gross unrealized losses was not warranted as of December 31, 2017 and 2016. These conclusions were based on a detailed analysis of the underlying credit and expected cash flows of each security. As of December 31, 2017, the Company did not intend to sell these fixed maturity securities and it was not more likely than not that the Company would be required to sell these securities before the anticipated recovery of their amortized cost basis. The non-redeemable preferred stocks are perpetual preferred securities that have characteristics of both debt and equity securities. To evaluate these securities, the Company applies an impairment model similar to that used for the Company's fixed maturity securities. As of December 31, 2017, the Company did not intend to sell these securities and it was not more likely than not that the Company would be required to sell
F-29
them and no underlying cash flow issues were noted. The gross unrealized losses are primarily attributable to widening credit spreads associated with an underlying shift in overall credit risk premium.
The cost or amortized cost and fair value of available-for-sale fixed maturity securities in an unrealized loss position as of December 31, 2017, by contractual maturity, is shown below:
| Cost or Amortized Cost | Fair Value | ||||||
| Due in one year or less | $ | 22.2 | $ | 22.1 | |||
| Due after one year through five years | 504.0 | 500.2 | |||||
| Due after five years through ten years | 412.6 | 407.6 | |||||
| Due after ten years | 125.4 | 123.7 | |||||
| Total | 1,064.2 | 1,053.6 | |||||
| Asset-backed | 27.7 | 27.6 | |||||
| Commercial mortgage-backed | 13.1 | 12.4 | |||||
| Residential mortgage-backed | 387.5 | 380.2 | |||||
| Total | $ | 1,492.5 | $ | 1,473.8 |
The Company has entered into commercial mortgage loans, collateralized by the underlying real estate, on properties located throughout the U.S. and Canada. As of December 31, 2017, approximately 37% of the outstanding principal balance of commercial mortgage loans was concentrated in the states of California, Oregon, and Utah. Although the Company has a diversified loan portfolio, an economic downturn could have an adverse impact on the ability of its debtors to repay their loans. The outstanding balance of commercial mortgage loans range in size from less than $0.1 million to $12.7 million as of December 31, 2017 and from less than $0.1 million to $12.6 million as of December 31, 2016.
Credit quality indicators for commercial mortgage loans are loan-to-value and debt-service coverage ratios. Loan-to-value and debt-service coverage ratios are measures commonly used to assess the credit quality of commercial mortgage loans. The loan-to-value ratio compares the principal amount of the loan to the fair value of the underlying property collateralizing the loan, and is commonly expressed as a percentage. The debt-service coverage ratio compares a property’s net operating income to its debt-service payments and is commonly expressed as a ratio. The loan-to-value and debt-service coverage ratios are generally updated annually in the third quarter.
The following summarizes the Company's loan-to-value and average debt-service coverage ratios as of the dates indicated:
| December 31, 2017 | |||||||||
| Loan-to-Value | Carrying Value | % of Gross Mortgage Loans | Debt-Service Coverage Ratio | ||||||
| 70% and less | $ | 671.2 | 100.0 | % | 2.05 | ||||
| Less valuation allowance | (1.0 | ) | |||||||
| Net commercial mortgage loans | $ | 670.2 |
| December 31, 2016 | |||||||||
| Loan-to-Value | Carrying Value | % of Gross Mortgage Loans | Debt-Service Coverage Ratio | ||||||
| 70% and less | $ | 595.5 | 95.1 | % | 1.92 | ||||
| 71 – 80% | 9.9 | 1.6 | % | 1.15 | |||||
| 81 – 95% | 16.1 | 2.5 | % | 1.27 | |||||
| Greater than 95% | 4.8 | 0.8 | % | 3.86 | |||||
| Gross commercial mortgage loans | 626.3 | 100.0 | % | 1.91 | |||||
| Less valuation allowance | (2.3 | ) | |||||||
| Net commercial mortgage loans | $ | 624.0 |
F-30
All commercial mortgage loans that are individually impaired have an established mortgage loan valuation allowance for losses. An additional valuation allowance is established for incurred, but not specifically identified impairments. Changing economic conditions affect the Company's valuation of commercial mortgage loans. Changing vacancies and rents are incorporated into the discounted cash flow analysis that the Company performs for monitored loans and may contribute to the establishment of (or an increase or decrease in) a commercial mortgage loan valuation allowance for losses. In addition, the Company monitors the entire commercial mortgage loan portfolio to identify risk. Areas of emphasis are properties that have deteriorating credits or have experienced a reduction in debt-service coverage ratio.
In 2017, the loan valuation allowance was decreased by $1.3 million based upon the valuation allowance analysis.
As of December 31, 2017, the Company had mortgage loan commitments outstanding of approximately $6.1 million.
The Company has short term investments and fixed maturities of $459.5 million and $437.4 million as of December 31, 2017 and 2016, respectively, on deposit with various governmental authorities as required by law.
The Company utilizes derivative instruments on a limited basis to limit interest rate, foreign exchange and inflation risks and bifurcates the options on certain securities where the option is not clearly and closely related to the host instrument. The derivatives do not qualify as effective hedges for accounting purposes; therefore, they are marked-to-market and the gain or loss is recognized in the statement of operations in fees and other income, underwriting, general and administrative expenses, and realized gains (losses). As of December 31, 2017 and 2016, amounts related to derivative assets were $15.6 million and $25.9 million, respectively, while derivative liabilities were $24.4 million and $40.8 million, respectively, all of which are included in the consolidated balance sheets. The gain (loss) recorded in the results of operations totaled $13.4 million, $19.3 million and $5.3 million for the years ended December 31, 2017, 2016 and 2015, respectively.
6. Variable Interest Entities
In the normal course of business, the Company is involved with various types of investment entities which may be considered VIEs. The Company evaluates its involvement with each entity to determine whether consolidation is required. The Company’s maximum risk of loss is limited to the carrying value and unfunded commitments of its investments in the VIEs.
Consolidated VIEs
In January 2017, one of our subsidiaries registered with the U.S. Securities and Exchange Commission (the "SEC") as an investment adviser. The subsidiary (or one of its affiliates) was registered to manage and invest in CLOs and conduct other forms of investment activities. In connection with the planned formation of CLO structures, the Company formed two special purpose entities, which were capitalized with $70.0 million to begin purchasing senior secured leveraged loans. The entities have been funded with equity from the Company’s wholly owned subsidiaries. Subsequent to capitalization, both of the CLOs entered into short-term warehouse credit facilities to fund the purchase of additional senior secured leveraged loans. The Company closed its first CLO in November 2017 and the short-term warehouse credit facility funding for that CLO was repaid.
In December 2016, the Company formed a special purpose entity for a real estate fund which was capitalized with cash contributions from the Company’s wholly owned subsidiaries. In December 2017, the special purpose entity received $10.9 million in contributions from third party investors to participate in a real estate fund. The contribution from third party investors was recorded as a non-controlling interest.
The Company determined the CLOs and real estate fund are VIEs and consolidated each because the Company was deemed to be the primary beneficiary of these entities due to (i) its affiliates’ role as collateral manager, which gives it the power to direct the activities that most significantly impact the economic performance of the entities, and (ii) its economic interest in the entity, which exposes it to losses and the right to receive benefits that could potentially be significant to the entities.
Collateralized Loan Obligations: The CLO entities are considered to be collateralized financing entities, whereby the carrying value of the CLO liabilities are set equal to the fair value of the CLO assets (senior secured leveraged loans) as the assets have more observable fair values. The CLO liabilities are reduced by the beneficial interests of the Company retained in the CLO. CLO earnings attributable to the Company’s shareholders are measured by the change in the fair value of the Company’s CLO investments, net investment income earned, and investment management and contingent performance fees earned. Investment management fees are reported as a reduction to investment expenses in the consolidated income statement.
At December 31, 2017, the Company and its subsidiaries have an investment of 9.4% of the most subordinated debt tranche of its first CLO, which closed in November 2017. At December 31, 2017, there were liabilities of $82.8 million related
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to a short-term warehouse credit facility in connection with the second CLO. The assets of the CLOs are legally isolated from the creditors of the Company and can only be used to settle the obligations of the CLOs. The liabilities of the CLOs are non-recourse to the Company and the Company has no obligations to satisfy the liabilities of the CLOs. The carrying value of the Company’s investment in the two CLOs was $72.8 million with unfunded commitments of $9.0 million as of December 31, 2017.
Real Estate Fund: Real estate fund earnings attributable to the Company’s shareholders are measured by the net investment income of the real estate fund, which includes the change in fair value of the Company’s investments in the real estate fund, and investment management fees earned. The Company has a majority investment in this fund in the form of an equity interest. Investment returns are allocated to investors in relation to their ownership percentage. The carrying value of the Company’s investment in the real estate fund was $89.1 million with unfunded commitments of $11.0 million as of December 31, 2017.
For all consolidated investment entities, intercompany transactions are eliminated upon consolidation.
Fair Value of VIE Assets and Liabilities
The Company categorizes its fair value measurements according to a three-level hierarchy. See Note 7 for the definition of the three levels of the fair value hierarchy. The following table presents the balances of assets and liabilities held by consolidated investment entities measured at fair value on a recurring basis. Amounts presented are as of December 31, 2017. There were no balances in prior years.
| December 31, 2017 | |||||||||||||||
| Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Financial Assets | |||||||||||||||
| Investments: | |||||||||||||||
| Cash and cash equivalents | $ | 54.5 | $ | 54.5 | (1) | $ | — | $ | — | ||||||
| Corporate debt securities | 570.3 | — | 570.3 | — | |||||||||||
| Real estate fund | 84.7 | — | — | 84.7 | |||||||||||
| Total financial assets | $ | 709.5 | $ | 54.5 | $ | 570.3 | $ | 84.7 | |||||||
| Financial Liabilities | |||||||||||||||
| Collateralized loan obligation notes | $ | 450.7 | $ | — | $ | 450.7 | $ | — | |||||||
| Total financial liabilities | 450.7 | — | 450.7 | — |
| (1) | Amounts consist of money market funds. |
Level 2 Securities
Corporate debt securities: These assets are comprised of senior secured leveraged loans. The Company values these securities using estimates of fair value from a pricing service which utilizes the market valuation technique. The primary observable market inputs used by the pricing service are prices of reported trades from dealers. The fair value is calculated using a simple average of the prices received.
Collateralized loan obligation notes: As the Company elected the measurement alternative, the carrying value of the CLOs debt is set equal to the fair value of the CLO assets. The CLO notes are classified within Level 2 of the fair value hierarchy, consistent with the classification of the majority of the CLO financial assets.
Level 3 Securities
Real estate fund: These assets are comprised of investments in limited partnerships whose underlying investments are real estate properties. The market, income and cost approach valuation techniques are used to calculate fair value as appropriate given the type of real estate property, as well as the use of independent external appraisals. Significant unobservable inputs for example: capitalization rates, discount rates, market comparables, expense growth rates, leasing assumptions and replacement costs, are used as appropriate to calculate fair value.
The following table summarizes the change in balance sheet carrying value associated with Level 3 assets held by consolidated investment entities measured at fair value during the year ended December 31, 2017:
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| For the Year Ended December 31, 2017 | |||||||||||||||||||||||
| Balance, beginning of period | Total income included in earnings | Purchases | Transfers in (1) | Reclassified to cash (2) | Balance, end of period | ||||||||||||||||||
| Real estate fund | $ | — | $ | 0.6 | $ | 55.1 | $ | 44.3 | $ | (15.3 | ) | $ | 84.7 |
| (1) | Transfer in represents real estate fund balance reclassified to consolidated investment entities in 2017. Prior to contributions from third party investors, the Company’s investment in the real estate fund was reported within Other Investments. |
| (2) | Reclassified to cash represents amounts included in cash and cash equivalents of consolidated investment entities. |
Non-Consolidated VIEs
The Company invests in private equity limited partnerships and real estate joint ventures. These investments are generally accounted for under the equity method as the primary beneficiary criteria is not met, but involvement is considered significant. These investments are included in the consolidated balance sheets in other investments. As of December 31, 2017, the Company's maximum exposure to loss is a recorded carrying value of $209.2 million and unfunded commitments of $19.5 million.
Commercial Mortgage Loan Securitization
On May 31, 2016, the Company transferred $259.7 million of certain commercial mortgage loans on real estate into a trust. Upon transfer, the loans were securitized as a source of funding for the Company and as a means of transferring the economic risk of the loans to third parties. The securitized assets are legally isolated from the creditors of the Company and can only be used to settle obligations of the trust. The securitization of the assets was accounted for as a sale. The Company does not have the power to direct the activities of the trust, nor does it provide guarantees or recourse to the trust other than standard representations and warranties. The Company retained an interest in the trust in the form of subordinate securities issued by the trust. The trust is a VIE that the Company does not consolidate.
The cash proceeds, including accrued investment income, from the securitization were $269.8 million, with a corresponding realized gain of $9.1 million. At closing, the Company purchased $30.8 million of securities at fair value from the trust. As of December 31, 2017, the maximum loss exposure the Company has to the trust is $23.5 million. The Company calculates its maximum loss exposure based on the unlikely event that all the assets in the trust become worthless and the effect it would have on the Company’s consolidated balance sheets based upon its retained interest in the trust. The securities purchased from the trust are included within fixed maturity securities available for sale at fair value on the consolidated balance sheet and are part of the Company’s ongoing other-than-temporary impairment review. See Note 7, Fair Values, Inputs, and Valuation Techniques for Financial Assets and Liabilities Disclosures for further description of the Company’s fair value inputs and valuation techniques.
See Note 2 for further information related to the significant accounting policies related to VIEs.
7. Fair Value Disclosures
Fair Values, Inputs and Valuation Techniques for Financial Assets and Liabilities Disclosures
The fair value measurements and disclosures guidance defines fair value and establishes a framework for measuring fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In accordance with this guidance, the Company has categorized its recurring basis financial assets and liabilities into a three-level fair value hierarchy based on the priority of the inputs to the valuation technique.
The fair value hierarchy gives the highest priority to quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and takes into account factors specific to the asset or liability.
The levels of the fair value hierarchy are described below:
| • | Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access. |
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| • | Level 2 inputs utilize other than quoted prices included in Level 1 that are observable for the asset, either directly or indirectly, for substantially the full term of the asset. Level 2 inputs include quoted prices for similar assets in active markets, quoted prices for identical or similar assets in markets that are not active and inputs other than quoted prices that are observable in the marketplace for the asset. The observable inputs are used in valuation models to calculate the fair value for the asset. |
| • | Level 3 inputs are unobservable but are significant to the fair value measurement for the asset, and include situations where there is little, if any, market activity for the asset. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset. |
The Company reviews fair value hierarchy classifications on a quarterly basis. Changes in the observability of valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy.
The following tables present the Company’s fair value hierarchy for assets and liabilities measured at fair value on a recurring basis as of December 31, 2017 and 2016. The amounts presented below for Other investments, Cash equivalents, Other assets, Assets and Liabilities held in separate accounts and Other liabilities differ from the amounts presented in the consolidated balance sheets because only certain investments or certain assets and liabilities within these line items are measured at estimated fair value. Other investments are comprised of investments in the Assurant Investment Plan, American Security Insurance Company Investment Plan, Assurant Deferred Compensation Plan, modified coinsurance arrangements and other derivatives. Other liabilities are comprised of investments in the Assurant Investment Plan, contingent considerations related to business combinations and other derivatives. The fair value amount and the majority of the associated levels presented for Other investments and Assets and Liabilities held in separate accounts are received directly from third parties.
| December 31, 2017 | ||||||||||||||||
| Financial Assets | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Fixed maturity securities: | ||||||||||||||||
| U.S. government and government agencies and authorities | $ | 182.6 | $ | — | $ | 182.6 | $ | — | ||||||||
| State, municipalities and political subdivisions | 326.2 | — | 326.2 | — | ||||||||||||
| Foreign governments | 596.8 | 1.0 | 595.8 | — | ||||||||||||
| Asset-backed | 190.2 | — | 150.8 | 39.4 | ||||||||||||
| Commercial mortgage-backed | 38.1 | — | 9.5 | 28.6 | ||||||||||||
| Residential mortgage-backed | 1,109.4 | — | 1,109.4 | — | ||||||||||||
| U.S. corporate | 5,371.3 | — | 5,350.2 | 21.1 | ||||||||||||
| Foreign corporate | 1,848.0 | — | 1,802.7 | 45.3 | ||||||||||||
| Equity securities: | ||||||||||||||||
| Common stocks | 17.7 | 17.0 | 0.7 | — | ||||||||||||
| Non-redeemable preferred stocks | 350.3 | — | 348.1 | 2.2 | ||||||||||||
| Short-term investments | 284.1 | 141.6 | (2) | 142.5 | — | |||||||||||
| Other investments | 253.9 | 71.2 | (1) | 172.7 | (3) | 10.0 | (4) | |||||||||
| Cash equivalents | 544.9 | 519.1 | (2) | 25.8 | (3) | — | ||||||||||
| Other assets | 2.1 | — | — | 2.1 | (5) | |||||||||||
| Assets held in separate accounts | 1,800.6 | 1,635.2 | (1) | 165.4 | (3) | — | ||||||||||
| Total financial assets | $ | 12,916.2 | $ | 2,385.1 | $ | 10,382.4 | $ | 148.7 | ||||||||
| Financial Liabilities | ||||||||||||||||
| Other liabilities | $ | 128.7 | $ | 71.2 | (1) | $ | 1.0 | (5) | $ | 56.5 | (6) | |||||
| Liabilities related to separate accounts | 1,800.6 | 1,635.2 | (1) | 165.4 | (3) | — | ||||||||||
| Total financial liabilities | $ | 1,929.3 | $ | 1,706.4 | $ | 166.4 | $ | 56.5 |
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| December 31, 2016 | ||||||||||||||||
| Financial Assets | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Fixed maturity securities: | ||||||||||||||||
| U.S. government and government agencies and authorities | $ | 174.9 | $ | — | $ | 174.9 | $ | — | ||||||||
| State, municipalities and political subdivisions | 476.1 | — | 476.1 | — | ||||||||||||
| Foreign governments | 568.5 | 1.0 | 567.5 | — | ||||||||||||
| Asset-backed | 3.7 | — | 3.7 | — | ||||||||||||
| Commercial mortgage-backed | 38.4 | — | 10.6 | 27.8 | ||||||||||||
| Residential mortgage-backed | 1,101.3 | — | 1,101.3 | — | ||||||||||||
| U.S. corporate | 5,461.2 | — | 5,416.7 | 44.5 | ||||||||||||
| Foreign corporate | 1,748.0 | — | 1,714.7 | 33.3 | ||||||||||||
| Equity securities: | ||||||||||||||||
| Common stocks | 20.8 | 20.1 | 0.7 | — | ||||||||||||
| Non-redeemable preferred stocks | 400.6 | — | 398.4 | 2.2 | ||||||||||||
| Short-term investments | 227.7 | 52.7 | (2) | 175.0 | — | |||||||||||
| Other investments | 265.1 | 64.9 | (1) | 196.7 | (3) | 3.5 | (4) | |||||||||
| Cash equivalents | 646.6 | 644.6 | (2) | 2.0 | (3) | — | ||||||||||
| Other assets | 0.6 | — | 0.3 | (5) | 0.3 | (5) | ||||||||||
| Assets held in separate accounts | 1,650.2 | 1,472.9 | (1) | 177.3 | (3) | — | ||||||||||
| Total financial assets | $ | 12,783.7 | $ | 2,256.2 | $ | 10,415.9 | $ | 111.6 | ||||||||
| Financial Liabilities | ||||||||||||||||
| Other liabilities | $ | 119.9 | $ | 64.9 | (1) | $ | 0.9 | (5) | $ | 54.1 | (6) | |||||
| Liabilities related to separate accounts | 1,650.2 | 1,472.9 | (1) | 177.3 | (3) | — | ||||||||||
| Total financial liabilities | $ | 1,770.1 | $ | 1,537.8 | $ | 178.2 | $ | 54.1 |
| (1) | Primarily includes mutual funds. |
| (2) | Primarily includes money market funds. |
| (3) | Primarily includes fixed maturity securities. |
| (4) | Primarily includes fixed maturity securities and other derivatives. |
| (5) | Primarily includes other derivatives. |
| (6) | Primarily includes contingent consideration liabilities related to business combinations and other derivatives |
There were no transfers between Level 1 and Level 2 financial assets during 2017 or 2016. However, there were transfers between Level 2 and Level 3 financial assets in 2017 and 2016, which are reflected in the “Transfers in” and “Transfers out” columns in the table below. Transfers between Level 2 and Level 3 most commonly occur from changes in the availability of observable market information and the re-evaluation of the observability of pricing inputs. Any remaining unpriced securities are submitted to independent brokers who provide non-binding broker quotes or are priced by other qualified sources.
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The following tables summarize the change in balance sheet carrying value associated with Level 3 financial assets and liabilities carried at fair value during the years ended December 31, 2017 and 2016:
| Year Ended December 31, 2017 | ||||||||||||||||||||||||||||||||
| Balance, beginning of period | Total gains (losses) (realized/ unrealized) included in earnings (1) | Net unrealized (losses) gains included in other comprehensive income (2) | Purchases | Sales | Transfers in (3) | Transfers out (3) | Balance, end of period | |||||||||||||||||||||||||
| Financial Assets | ||||||||||||||||||||||||||||||||
| Fixed Maturity Securities | ||||||||||||||||||||||||||||||||
| Asset-backed securities | $ | — | $ | 3.3 | $ | (2.2 | ) | $ | 165.6 | $ | (20.0 | ) | $ | 2.6 | $ | (109.9 | ) | $ | 39.4 | |||||||||||||
| Commercial mortgage-backed | 27.8 | (4.9 | ) | 0.3 | 5.4 | — | — | — | 28.6 | |||||||||||||||||||||||
| U.S. corporate | 44.5 | 0.6 | 0.8 | 15.4 | (13.4 | ) | 9.2 | (36.0 | ) | 21.1 | ||||||||||||||||||||||
| Foreign corporate | 33.3 | (0.1 | ) | (0.3 | ) | 25.5 | (2.3 | ) | 16.5 | (27.3 | ) | 45.3 | ||||||||||||||||||||
| Equity Securities | ||||||||||||||||||||||||||||||||
| Non-redeemable preferred stocks | 2.2 | — | — | — | — | — | — | 2.2 | ||||||||||||||||||||||||
| Other investments | 3.5 | (6.0 | ) | (0.1 | ) | 17.7 | (0.1 | ) | — | (5.0 | ) | 10.0 | ||||||||||||||||||||
| Other assets | 0.3 | (0.2 | ) | — | 2.0 | — | — | — | 2.1 | |||||||||||||||||||||||
| Financial Liabilities | ||||||||||||||||||||||||||||||||
| Other liabilities | (54.1 | ) | 0.7 | — | (3.4 | ) | 0.3 | — | — | (56.5 | ) | |||||||||||||||||||||
| Total level 3 assets and liabilities | $ | 57.5 | $ | (6.6 | ) | $ | (1.5 | ) | $ | 228.2 | $ | (35.5 | ) | $ | 28.3 | $ | (178.2 | ) | $ | 92.2 |
| Year Ended December 31, 2016 | ||||||||||||||||||||||||||||||||
| Balance, beginning of period | Total (losses) gains (realized/ unrealized) included in earnings (1) | Net unrealized losses included in other comprehensive income (2) | Purchases | Sales | Transfers in (3) | Transfers out (3) | Balance, end of period | |||||||||||||||||||||||||
| Financial Assets | ||||||||||||||||||||||||||||||||
| Fixed Maturity Securities | ||||||||||||||||||||||||||||||||
| States, municipalities and political subdivisions | $ | — | $ | — | $ | — | $ | 3.6 | $ | (3.6 | ) | $ | — | $ | — | $ | — | |||||||||||||||
| Commercial mortgage-backed | 0.2 | (2.0 | ) | (1.0 | ) | 30.8 | (0.2 | ) | — | — | 27.8 | |||||||||||||||||||||
| U.S. corporate | 34.5 | 0.4 | (0.1 | ) | 28.9 | (5.1 | ) | 16.3 | (30.4 | ) | 44.5 | |||||||||||||||||||||
| Foreign corporate | 28.6 | 0.1 | (0.4 | ) | 1.7 | (1.5 | ) | 4.8 | — | 33.3 | ||||||||||||||||||||||
| Equity Securities | ||||||||||||||||||||||||||||||||
| Non-redeemable preferred stocks | 2.3 | — | (0.1 | ) | — | — | — | — | 2.2 | |||||||||||||||||||||||
| Other investments | 2.2 | (1.0 | ) | — | 2.4 | (0.1 | ) | — | — | 3.5 | ||||||||||||||||||||||
| Other assets | 0.4 | (0.1 | ) | — | — | — | — | — | 0.3 | |||||||||||||||||||||||
| Financial Liabilities | ||||||||||||||||||||||||||||||||
| Other liabilities | (38.2 | ) | 8.6 | — | (24.5 | ) | — | — | — | (54.1 | ) | |||||||||||||||||||||
| Total level 3 assets and liabilities | $ | 30.0 | $ | 6.0 | $ | (1.6 | ) | $ | 42.9 | $ | (10.5 | ) | $ | 21.1 | $ | (30.4 | ) | $ | 57.5 |
| (1) | Included as part of net realized gains on investments in the consolidated statement of operations. |
| (2) | Included as part of change in unrealized gains on securities in the consolidated statement of comprehensive income. |
| (3) | Transfers are primarily attributable to changes in the availability of observable market information and the re-evaluation of the observability of pricing inputs. |
Three different valuation techniques can be used in determining fair value for financial assets and liabilities: the market, income or cost approaches. The three valuation techniques described in the fair value measurements and disclosures guidance are consistent with generally accepted valuation methodologies. The market approach valuation techniques use prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. When possible, quoted prices (unadjusted) in active markets are used as of the period-end date (such as for mutual funds and money market funds). Otherwise, the Company uses valuation techniques consistent with the market approach including matrix pricing and comparables. Matrix pricing is a mathematical technique employed principally to value debt securities without relying exclusively on quoted prices for those securities but, rather, relying on the securities’ relationship to other benchmark quoted
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securities. Market approach valuation techniques often use market multiples derived from a set of comparables. Multiples might lie in ranges with a different multiple for each comparable. The selection of where within the range the appropriate multiple falls requires judgment, considering both qualitative and quantitative factors specific to the measurement.
Income approach valuation techniques convert future amounts, such as cash flows or earnings, to a single present amount, or a discounted amount. These techniques rely on current market expectations of future amounts as of the period-end date. Examples of income approach valuation techniques include present value techniques, option-pricing models, binomial or lattice models that incorporate present value techniques and the multi-period excess earnings method.
Cost approach valuation techniques are based upon the amount that would be required to replace the service capacity of an asset at the period-end date, or the current replacement cost. That is, from the perspective of a market participant (seller), the price that would be received for the asset is determined based on the cost to a market participant (buyer) to acquire or construct a substitute asset of comparable utility, adjusted for obsolescence.
While not all three approaches are applicable to all financial assets or liabilities, where appropriate, the Company may use one or more valuation techniques. For all the classes of financial assets and liabilities included in the above hierarchy, excluding certain derivatives and certain privately placed corporate bonds, the Company generally uses the market valuation technique. For certain privately placed corporate bonds and certain derivatives, the Company generally uses the income valuation technique. For the periods ended December 31, 2017 and 2016, the application of the valuation technique applied to the Company’s classes of financial assets and liabilities has been consistent.
Level 1 Securities
The Company’s investments and liabilities classified as Level 1 as of December 31, 2017 and 2016 consisted of mutual funds and money market funds, foreign government fixed maturities and common stocks that are publicly listed and/or actively traded in an established market.
Level 2 Securities
The Company values Level 2 securities using various observable market inputs obtained from a pricing service. The pricing service prepares estimates of fair value measurements for the Company’s Level 2 securities using proprietary valuation models based on techniques such as matrix pricing which include observable market inputs. The fair value measurements and disclosures guidance defines observable market inputs as the assumptions market participants would use in pricing the asset or liability developed on market data obtained from sources independent of the Company. The extent of the use of each observable market input for a security depends on the type of security and the market conditions at the balance sheet date. Depending on the security, the priority of the use of observable market inputs may change as some observable market inputs may not be relevant or additional inputs may be necessary. The Company uses the following observable market inputs (“standard inputs”), listed in the approximate order of priority, in the pricing evaluation of Level 2 securities: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data including market research data. Further details for Level 2 investment types follow:
United States Government and government agencies and authorities: U.S. government and government agencies and authorities securities are priced by the Company’s pricing service utilizing standard inputs. Included in this category are U.S. Treasury securities which are priced using vendor trading platform data in addition to the standard inputs.
State, municipalities and political subdivisions: State, municipalities and political subdivisions securities are priced by the Company’s pricing service using material event notices and new issue data inputs in addition to the standard inputs.
Foreign governments: Foreign government securities are primarily fixed maturity securities denominated in Canadian dollars which are priced by the Company’s pricing service using standard inputs. The pricing service also evaluates each security based on relevant market information including relevant credit information, perceived market movements and sector news.
Commercial mortgage-backed, residential mortgage-backed and asset-backed: Commercial mortgage-backed, residential mortgage-backed and asset-backed securities are priced by the Company’s pricing service using monthly payment information and collateral performance information in addition to the standard inputs. Additionally, commercial mortgage-backed securities and asset-backed securities utilize new issue data while residential mortgage-backed securities utilize vendor trading platform data.
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Corporate: Corporate securities are priced by the Company’s pricing service using standard inputs. Non-investment grade securities within this category are priced by the Company’s pricing service using observations of equity and credit default swap curves related to the issuer in addition to the standard inputs. Certain privately placed corporate bonds are priced by a non-pricing service source using a model with observable inputs including, but not limited to, the credit rating, credit spreads, sector add-ons, and issuer specific add-ons.
Non-redeemable preferred stocks: Non-redeemable preferred stocks are priced by the Company’s pricing service using observations of equity and credit default swap curves related to the issuer in addition to the standard inputs.
Short-term investments, other investments, cash equivalents, and assets/liabilities held in separate accounts: To price the fixed maturity securities in these categories, the pricing service utilizes the standard inputs.
Other liabilities: Foreign exchange forwards are priced using a pricing model which utilizes market observable inputs including foreign exchange spot rate, forward points and date to settlement.
Valuation models used by the pricing service can change period to period, depending on the appropriate observable inputs that are available at the balance sheet date to price a security. When market observable inputs are unavailable to the pricing service, the remaining unpriced securities are submitted to independent brokers who provide non-binding broker quotes or are priced by other qualified sources. If the Company cannot corroborate the non-binding broker quotes with Level 2 inputs, these securities are categorized as Level 3 securities.
Level 3 Securities
The Company’s investments classified as Level 3 as of December 31, 2017 and 2016 consisted of fixed maturity and equity securities and derivatives. All of the Level 3 fixed maturity and equity securities are priced using non-binding broker quotes which cannot be corroborated with Level 2 inputs. Of the Company’s total Level 3 fixed maturity and equity securities, $3.0 million and $5.7 million were priced by a pricing service using single broker quotes due to insufficient information to provide an evaluated price as of December 31, 2017 and 2016, respectively. The single broker quotes are provided by market makers or broker-dealers who are recognized as market participants in the markets in which they are providing the quotes. The remaining $133.6 million and $102.3 million were priced internally using independent and non-binding broker quotes as of December 31, 2017 and 2016, respectively. The inputs factoring into the broker quotes include trades in the actual bond being priced, trades of comparable bonds, quality of the issuer, optionality, structure and liquidity. Significant changes in interest rates, issuer credit, liquidity, and overall market conditions would result in a significantly lower or higher broker quote. The prices received from both the pricing service and internally are reviewed for reasonableness by management and if necessary, management works with the pricing service or broker to further understand how they developed their price.
Other investments and other liabilities: The Company prices swaptions and Mexican peso foreign exchange options using a Black-Scholes pricing model incorporating third-party market data, including swap volatility data. The Company prices credit default swaps using non-binding quotes provided by market makers or broker-dealers who are recognized as market participants. Inputs factored into the non-binding quotes include trades in the actual credit default swap which is being priced, trades in comparable credit default swaps, quality of the issuer, structure and liquidity. The net option related to the investment in Iké is valued using an income approach; specifically, a Monte Carlo simulation option pricing model. The inputs to the model include, but are not limited to, the projected normalized earnings before interest, tax, depreciation, and amortization (EBITDA) and free cash flow for the underlying asset, the discount rate, and the volatility of and the correlation between the normalized EBITDA and the value of the underlying asset. Significant increases (decreases) in the projected normalized EBITDA relative to the value of the underlying asset in isolation would result in a significantly higher (lower) fair value. The fair value of the contingent consideration is estimated using a discounted cash flow model. Inputs may include future business performance, earn out caps, and applicable discount rates.
Other assets: A non-pricing service source prices certain derivatives using a model with inputs including, but not limited to, the time to expiration, the notional amount, the strike price, the forward rate, implied volatility and the discount rate.
Management evaluates the following factors in order to determine whether the market for a financial asset is inactive. The factors include, but are not limited to whether:
| • | There are few recent transactions, |
| • | Little information is released publicly, |
| • | The available prices vary significantly over time or among market participants, |
| • | The prices are stale (i.e., not current), and |
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| • | The magnitude of the bid-ask spread. |
Illiquidity did not have a material impact in the fair value determination of the Company’s financial assets.
The Company generally obtains one price for each financial asset. The Company performs a monthly analysis to assess if the evaluated prices represent a reasonable estimate of their fair value. This process involves quantitative and qualitative analysis and is overseen by investment and accounting professionals. Examples of procedures performed include, but are not limited to, initial and on-going review of pricing service methodologies, review of the prices received from the pricing service, review of pricing statistics and trends, and comparison of prices for certain securities with two different appropriate price sources for reasonableness. Following this analysis, the Company generally uses the best estimate of fair value based upon all available inputs. On infrequent occasions, a non-pricing service source may be more familiar with the market activity for a particular security than the pricing service. In these cases the price used is taken from the non-pricing service source. The pricing service provides information to indicate which securities were priced using market observable inputs so that the Company can properly categorize the Company’s financial assets in the fair value hierarchy.
For the net option, the Company performs a periodic analysis to assess if the evaluated price represents a reasonable estimate of the fair value for the financial liability. This process involves quantitative and qualitative analysis overseen by finance and accounting professionals. Examples of procedures performed include, but are not limited to, initial and on-going review of the pricing methodology and review of the projection for the underlying asset including the probability distribution of possible scenarios.
Disclosures for Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis
The Company also measures the fair value of certain assets on a non-recurring basis, generally on an annual basis, or when events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. These assets include commercial mortgage loans, goodwill and finite-lived intangible assets.
For its 2017 annual goodwill impairment test, the Company chose the option to perform a qualitative assessment for our Global Housing, Global Lifestyle and Global Preneed reporting units. Based on this assessment, the Company determined that it was more likely than not that the reporting units' fair value was more than their carrying amount, therefore further impairment testing was not necessary.
There was no remaining goodwill or material other intangible assets measured at fair value on a non-recurring basis on which an impairment charge was recorded as of December 31, 2017 and 2015. In 2016, there was a $16.7 impairment charge related to trade names that will no longer be used or defended by the Company.
Fair Value of Financial Instruments Disclosures
The financial instruments guidance requires disclosure of fair value information about financial instruments, for which it is practicable to estimate such fair value. Therefore, it requires fair value disclosure for financial instruments that are not recognized or are not carried at fair value in the consolidated balance sheets. However, this guidance excludes certain financial instruments, including those related to insurance contracts and those accounted for under the equity method (such as partnerships).
For the financial instruments included within the following financial assets and financial liabilities, the carrying value in the consolidated balance sheets equals or approximates fair value. Please refer to the Fair Value Inputs and Valuation Techniques for Financial Assets and Liabilities Disclosures section above for more information on the financial instruments included within the following financial assets and financial liabilities and the methods and assumptions used to estimate fair value:
| • | Cash and cash equivalents |
| • | Fixed maturity securities |
| • | Equity securities |
| • | Short-term investments |
| • | Other investments |
| • | Other assets |
| • | Assets held in separate accounts |
| • | Other liabilities |
| • | Liabilities related to separate accounts |
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In estimating the fair value of the financial instruments that are not recognized or are not carried at fair value in the consolidated balance sheets, the Company used the following methods and assumptions:
Commercial mortgage loans: the fair values of mortgage loans are estimated using discounted cash flow models. The model inputs include mortgage amortization schedules and loan provisions, an internally developed credit spread based on the credit risk associated with the borrower and the U.S. Treasury spot curve. Mortgage loans with similar characteristics are aggregated for purposes of the calculations.
Other investments: Other investments include equity investments accounted for under the cost method, Certified Capital Company and low income housing tax credits, business debentures, credit tenant loans and social impact loans which are recorded at cost or amortized cost, as well as policy loans. The carrying value reported for these investments approximates fair value. Due to the nature of these investments, there is a lack of liquidity in the primary market which results in the holdings being classified as Level 3.
Policy reserves under investment products: the fair values for the Company’s policy reserves under investment products are determined using discounted cash flow analysis. Key inputs to the valuation include projections of policy cash flows, reserve runoff, market yields and risk margins.
Funds held under reinsurance: the carrying value reported approximates fair value due to the short maturity of the instruments.
Debt: the fair value of debt is based upon matrix pricing performed by the pricing service utilizing the standard inputs. The carrying value of the promissory note approximates fair value due to the short maturity of the instrument.
The following tables disclose the carrying value, fair value amount and hierarchy level of the financial instruments that are not recognized or are not carried at fair value in the consolidated balance sheets:
| December 31, 2017 | |||||||||||||||||||
| Fair Value | |||||||||||||||||||
| Carrying Value | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
| Financial Assets | |||||||||||||||||||
| Commercial mortgage loans on real estate | $ | 670.2 | $ | 679.2 | $ | — | $ | — | $ | 679.2 | |||||||||
| Other investments | 84.4 | 84.4 | 36.3 | — | 48.1 | ||||||||||||||
| Total financial assets | $ | 754.6 | $ | 763.6 | $ | 36.3 | $ | — | $ | 727.3 | |||||||||
| Financial Liabilities | |||||||||||||||||||
| Policy reserves under investment products (Individual and group annuities, subject to discretionary withdrawal) (1) | $ | 634.3 | $ | 642.5 | $ | — | $ | — | $ | 642.5 | |||||||||
| Funds withheld under reinsurance | 179.8 | 179.8 | 179.8 | — | — | ||||||||||||||
| Debt | 1,068.2 | 1,174.4 | — | 1,174.4 | — | ||||||||||||||
| Total financial liabilities | $ | 1,882.3 | $ | 1,996.7 | $ | 179.8 | $ | 1,174.4 | $ | 642.5 |
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| December 31, 2016 | |||||||||||||||||||
| Fair Value | |||||||||||||||||||
| Carrying Value | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
| Financial Assets | |||||||||||||||||||
| Commercial mortgage loans on real estate | $ | 624.0 | $ | 634.9 | — | — | $ | 634.9 | |||||||||||
| Other investments | 74.8 | 74.8 | 38.5 | — | 36.3 | ||||||||||||||
| Total financial assets | $ | 698.8 | $ | 709.7 | $ | 38.5 | — | $ | 671.2 | ||||||||||
| Financial Liabilities | |||||||||||||||||||
| Policy reserves under investment products (Individual and group annuities, subject to discretionary withdrawal) (1) | $ | 651.0 | $ | 680.4 | — | — | $ | 680.4 | |||||||||||
| Funds withheld under reinsurance | 111.7 | 111.7 | 111.7 | — | — | ||||||||||||||
| Debt | 1,067.0 | 1,159.7 | — | 1,159.7 | — | ||||||||||||||
| Total financial liabilities | $ | 1,829.7 | $ | 1,951.8 | $ | 111.7 | $ | 1,159.7 | $ | 680.4 |
| (1) | Only the fair value of the Company’s policy reserves for investment-type contracts (those without significant mortality or morbidity risk) are reflected in the table above. |
8. Premiums and Accounts Receivable
Receivables are reported net of an allowance for uncollectible amounts. A summary of such receivables is as follows:
| As of December 31, | |||||||
| 2017 | 2016 | ||||||
| Insurance premiums receivable | $ | 1,128.0 | $ | 1,102.0 | |||
| Other receivables | 121.8 | 145.6 | |||||
| Allowance for uncollectible amounts | (12.5 | ) | (29.6 | ) | |||
| Total | $ | 1,237.3 | $ | 1,218.0 |
9. Income Taxes
On December 22, 2017, the U.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act (“TCJA”). The TCJA makes broad and complex changes to the U.S. tax code, including, but not limited to, (1) reducing the U.S. federal corporate tax rate from 35% to 21%; (2) requiring companies to pay a one-time transition tax on certain unrepatriated earnings of foreign subsidiaries; and (3) generally eliminating U.S. federal income taxes on dividends from foreign subsidiaries.
The SEC staff issued SAB 118, which provides guidance on accounting for the tax effects of the TCJA. SAB 118 provides a measurement period that should not extend beyond one year from the TCJA enactment date for companies to complete the accounting under ASC 740. In accordance with SAB 118, a company must reflect the income tax effects of those aspects of the Act for which the accounting under ASC 740 is complete. To the extent that a company’s accounting for certain income tax effects of the TCJA is incomplete but it is able to determine a reasonable estimate, it must record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply ASC 740 on the basis of the provisions of the tax laws that were in effect immediately before the enactment of the TCJA.
In connection with the initial analysis of the impact of the TCJA, the Company recorded a discrete net tax benefit of $177.0 million for the corporate rate reduction in the period ending December 31, 2017. For various reasons that are discussed more fully below, the Company has not completed accounting for the income tax effects of certain elements of the TCJA. If the Company was able to make reasonable estimates of the impact of elements for which the analysis is not yet complete, the Company recorded provisional adjustments. If the Company was not yet able to make reasonable estimates of the impact of certain elements, the Company did not record any adjustments related to those elements and continued accounting for them in accordance with ASC 740 on the basis of the tax laws in effect before the TCJA.
Although the accounting for the following elements of the TCJA is incomplete the Company has been able to make reasonable estimates of certain effects and, therefore, recorded provisional adjustments as follows:
Reduction of US federal corporate tax rate: The TCJA reduces the corporate tax rate to 21%, effective January 1, 2018. For deferred tax assets (“DTAs”) and deferred tax liabilities (“DTLs”), the Company recorded a net provisional decrease of $177.0 million to deferred income tax expense for the year ended December 31, 2017. While the Company is able to make a reasonable estimate of the impact of the reduction in corporate rate, the amount may be impacted by other analyses related to the TCJA, including, but not limited to federal temporary differences.
Deemed Repatriation Transition Tax: The Deemed Repatriation Transition Tax (“Transition Tax”) is a tax on previously untaxed accumulated and current earnings and profits (“E&P”) of certain of the Company’s foreign subsidiaries. To determine the amount of the Transition Tax, the Company must determine, in addition to other factors, the amount of post-1986 E&P of the relevant subsidiaries, as well as the amount of non-U.S. income taxes paid on such earnings. The Company is able to make a reasonable estimate of the Transition Tax and provisionally determined that it would not have any Transition Tax obligation as the net accumulated post-1986 E&P of the Company’s foreign subsidiaries was negative as of the measurement dates for determining the Transition Tax. However, the Company is continuing to gather additional information to more precisely compute the amount of the Transition Tax.
Global intangible low taxed income (“GILTI”): Because of the complexity of the new GILTI tax rules, the Company is continuing to evaluate this provision of the TCJA and the application of ASC 740. Under U.S. GAAP, the Company is allowed to make an accounting policy choice of either (1) treating taxes due on future U.S. inclusions in taxable income related to GILTI as a current-period expense when incurred (the “period cost method”) or (2) factoring such amounts into the company’s measurement of its deferred taxes (the “deferred method”). The selection of an accounting policy with respect to the new GILTI tax rules will depend, in part, on analyzing the global income to determine whether the Company expects to have future U.S. inclusions in taxable income related to GILTI and, if so, what the impact is expected to be. Whether the Company expects to have future U.S. inclusions in taxable income related to GILTI depends on not only the current structure and estimated future results of global operations, but also the intent and ability to modify the structure and/or our business. As such, the Company is not yet able to reasonably estimate the impact of this provision of the TCJA. Although the Company does not expect to have a material impact from GILTI, the Company has not made any adjustments related to potential GILTI tax in the financial statements and has not made a policy decision regarding whether to record deferred taxes on GILTI.
Valuation allowances: The Company must determine whether valuation allowance assessments are impacted by various aspects of the TCJA. Since, as discussed herein, the Company has recorded an estimate related to certain portions of the TCJA, any corresponding determination of the need for or change in a valuation allowance is estimated.
The components of income tax (benefit) expense for the years ended December 31 were as follows:
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| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Pre-tax income: | |||||||||||
| Domestic | $ | 336.3 | $ | 779.0 | $ | 126.8 | |||||
| Foreign | 108.2 | 69.6 | 74.4 | ||||||||
| Total pre-tax income | $ | 444.5 | $ | 848.6 | $ | 201.2 |
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Current (benefit) expense: | |||||||||||
| Federal and state | $ | (111.9 | ) | $ | 240.1 | $ | 40.6 | ||||
| Foreign | 41.0 | 18.1 | 22.9 | ||||||||
| Total current (benefit) expense | (70.9 | ) | 258.2 | 63.5 | |||||||
| Deferred (benefit) expense: | |||||||||||
| Federal and state | 8.7 | 19.6 | 0.2 | ||||||||
| Foreign | (12.9 | ) | 5.4 | (4.1 | ) | ||||||
| Total deferred (benefit) expense | (4.2 | ) | 25.0 | (3.9 | ) | ||||||
| Total income tax (benefit) expense | $ | (75.1 | ) | $ | 283.2 | $ | 59.6 |
The provision for foreign taxes includes amounts attributable to income from U.S. possessions that are considered foreign under U.S. tax laws. International operations of the Company are subject to income taxes imposed by the jurisdiction in which they operate.
A reconciliation of the federal income tax rate to the Company’s effective income tax rate follows:
| December 31, | ||||||||
| 2017 | 2016 | 2015 | ||||||
| Federal income tax rate: | 35.0 | % | 35.0 | % | 35.0 | % | ||
| Reconciling items: | ||||||||
| Non-taxable investment income | (2.3 | ) | (1.3 | ) | (6.8 | ) | ||
| Foreign earnings (1) | (2.3 | ) | (1.9 | ) | (5.2 | ) | ||
| Non-deductible compensation | 0.2 | (0.1 | ) | 9.1 | ||||
| Non-deductible health insurer fee | — | 1.8 | 6.9 | |||||
| Change in liability for prior year tax | (6.4 | ) | — | — | ||||
| Tax reform deferred revaluation (2) | (39.8 | ) | — | — | ||||
| Sale of subsidiary | — | — | (8.0 | ) | ||||
| Other | (1.3 | ) | (0.1 | ) | (1.4 | ) | ||
| Effective income tax rate: | (16.9 | )% | 33.4 | % | 29.6 | % |
| (1) | Results for all years primarily include tax benefit associated with the earnings of certain non-U.S. subsidiaries that are deemed reinvested indefinitely and the realization of foreign tax credits for certain other subsidiaries. In addition, 2017, 2016 and 2015 reflect a benefit of 1.4%, 2.2% and 6.5%, respectively, related to international reorganizations. |
| (2) | The TCJA reduces the corporate tax rate to 21%, effective January 1, 2018. Consequently, the Company has recorded a benefit related to the revaluation of DTAs and DTLs of $177.0 million which has a (39.8)% impact to the effective tax rate. |
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A reconciliation of the beginning and ending amount of unrecognized tax benefits for the years ended December 31, 2017, 2016 and 2015 is as follows:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Balance at beginning of year | $ | (34.2 | ) | $ | (37.0 | ) | $ | (6.3 | ) | ||
| Additions based on tax positions related to the current year | (1.0 | ) | (1.0 | ) | (30.7 | ) | |||||
| Reductions based on tax positions related to the current year | — | — | 0.1 | ||||||||
| Additions for tax positions of prior years | (0.3 | ) | (1.4 | ) | (2.1 | ) | |||||
| Reductions for tax positions of prior years | 28.2 | 3.8 | 0.4 | ||||||||
| Lapses | 0.6 | 1.4 | 1.6 | ||||||||
| Balance at end of year | $ | (6.7 | ) | $ | (34.2 | ) | $ | (37.0 | ) |
Total unrecognized tax benefits of $6.8 million, $34.5 million, and $35.6 million for 2017, 2016, and 2015, respectively, which includes interest, would impact the Company’s consolidated effective tax rate if recognized. The reduction in the unrecognized benefits for tax positions of prior years primarily relates to the resolution of an uncertain tax position related to the completion of an IRS examination in 2017. This change was reflected as a benefit within tax expense for the year ended December 31, 2017. The liability for unrecognized tax benefits is included in accounts payable and other liabilities on the consolidated balance sheets.
The Company’s accounting policy is to recognize interest expense related to income tax matters in income tax expense. During the years ended December 31, 2017, 2016 and 2015, the Company recognized approximately $0.1 million, $0.6 million and $0.2 million, respectively, of interest expense related to income tax matters. The Company had $0.2 million, $0.2 million, and $1.7 million of interest accrued as of December 31, 2017, 2016 and 2015, respectively. No penalties have been accrued.
The Company does not anticipate any significant increase or decrease of unrecognized tax benefit within the next 12 months.
The Company and its subsidiaries file income tax returns in the U.S. and various state and foreign jurisdictions. The Company has substantially concluded all U.S. federal income tax matters for years through 2015. Substantially all non-U.S. income tax matters have been concluded for the years through 2010, and all state and local income tax matters have been concluded for the years through 2009.
The tax effects of temporary differences that result in significant deferred tax assets and deferred tax liabilities are as follows:
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| December 31, | |||||||
| 2017 | 2016 | ||||||
| Deferred Tax Assets | |||||||
| Policyholder and separate account reserves | $ | 359.1 | $ | 571.7 | |||
| Accrued liabilities | 4.6 | 39.3 | |||||
| Investments, net | 70.8 | 102.6 | |||||
| Net operating loss carryforwards | 42.3 | 31.7 | |||||
| Deferred gain on disposal of businesses | 26.9 | 81.3 | |||||
| Compensation related | 27.2 | 37.8 | |||||
| Employee and post-retirement benefits | 35.8 | 58.5 | |||||
| Unearned fee income | 30.0 | 48.4 | |||||
| Other | 39.3 | 78.6 | |||||
| Total deferred tax asset (1) | 636.0 | 1,049.9 | |||||
| Less valuation allowance | (9.2 | ) | (12.6 | ) | |||
| Deferred tax assets, net of valuation allowance | 626.8 | 1,037.3 | |||||
| Deferred Tax Liabilities | |||||||
| Deferred acquisition costs | (674.5 | ) | (984.3 | ) | |||
| Net unrealized appreciation on securities | (201.1 | ) | (243.8 | ) | |||
| Total deferred tax liability (1) | (875.6 | ) | (1,228.1 | ) | |||
| Net deferred income tax liability | $ | (248.8 | ) | $ | (190.8 | ) |
| (1) | 2017 reflects the reduction of deferred tax assets and liabilities following the enactment of TCJA. |
A cumulative valuation allowance of $9.2 million exists as of December 31, 2017 based on management’s assessment that it is more likely than not that certain deferred tax assets attributable to international subsidiaries will not be realized.
The Company’s ability to realize deferred tax assets depends on its ability to generate sufficient taxable income of the same character within the carryback or carryforward periods. In assessing future taxable income, the Company considered all sources of taxable income available to realize its deferred tax asset, including the future reversal of existing temporary differences, future taxable income exclusive of reversing temporary differences and carryforwards, taxable income in carryback years and tax-planning strategies. If changes occur in the assumptions underlying the Company’s tax planning strategies or in the scheduling of the reversal of the Company’s deferred tax liabilities, the valuation allowance may need to be adjusted in the future.
Other than for certain wholly owned Canadian subsidiaries, the Company plans to indefinitely reinvest the earnings in other jurisdictions. Under current U.S. tax law, no material income taxes are anticipated on future repatriation of earnings. Therefore, deferred taxes have not been provided.
At December 31, 2017, the Company had $177.8 million of net operating loss carryforwards that will expire if unused as follows:
| Expiration Year | Amount | ||
| 2018 - 2022 | $ | 31.4 | |
| 2023 - 2027 | 11.6 | ||
| 2028 - 2032 | 1.0 | ||
| 2033 - 2037 | 61.3 | ||
| Unlimited | 72.5 | ||
| $ | 177.8 |
10. Deferred Acquisition Costs
Information about deferred acquisition costs is as follows:
| December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Beginning balance | $ | 3,267.4 | $ | 3,150.9 | $ | 2,957.7 | |||||
| Costs deferred | 1,549.2 | 1,458.7 | 1,587.5 | ||||||||
| Amortization | (1,332.1 | ) | (1,342.2 | ) | (1,394.3 | ) | |||||
| Ending balance | $ | 3,484.5 | $ | 3,267.4 | $ | 3,150.9 |
11. Property and Equipment
Property and equipment consists of the following:
| As of December 31, | |||||||
| 2017 | 2016 | ||||||
| Land | $ | 13.7 | $ | 14.9 | |||
| Buildings and improvements | 248.0 | 269.3 | |||||
| Furniture, fixtures and equipment | 434.5 | 393.7 | |||||
| Total | 696.2 | 677.9 | |||||
| Less accumulated depreciation | (348.6 | ) | (334.3 | ) | |||
| Total | $ | 347.6 | $ | 343.6 |
In 2017, the Company recorded a net $5.7 million gain from the sale of a building that had been the headquarters of our Employee Benefits business, and the sale of a claims training center in Georgia. Depreciation expense for 2017, 2016 and 2015 amounted to $34.2 million, $41.7 million and $47.4 million, respectively. Depreciation expense is included in underwriting, general and administrative expenses in the consolidated statements of operations.
12. Goodwill
The Company has assigned goodwill to its operating segments for impairment testing purposes. The Corporate and Other segment is not assigned goodwill. A roll forward of goodwill by reportable segment is provided below.
| Global Housing | Global Lifestyle | Global Preneed | Consolidated | ||||||||||||
| Balance at December 31, 2015 (1) | $ | 304.4 | $ | 529.1 | $ | — | $ | 833.5 | |||||||
| Acquisitions | 16.5 | 4.0 | — | 20.5 | |||||||||||
| Foreign currency translation and other | — | (23.1 | ) | — | (23.1 | ) | |||||||||
| Reallocation among new reporting units (2) | — | (137.7 | ) | 137.7 | — | ||||||||||
| Balance at December 31, 2016 (1) | 320.9 | 372.3 | 137.7 | 830.9 | |||||||||||
| Acquisitions | 65.8 | 4.2 | — | 70.0 | |||||||||||
| Foreign currency translation and other | — | 16.3 | 0.5 | 16.8 | |||||||||||
| Balance at December 31, 2017 (1) | $ | 386.7 | $ | 392.8 | $ | 138.2 | $ | 917.7 |
| (1) | Includes $1.26 billion of accumulated impairment losses. |
| (2) | Effective December 31, 2016, the Company changed its segment reporting structure. Global Preneed was previously reported together with Global Lifestyle. Goodwill was reallocated between the Global Lifestyle and Global Preneed reporting units using the relative fair value allocation approach. |
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13. VOBA and Other Intangible Assets
Information about VOBA is as follows:
| For the Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Beginning balance | $ | 32.1 | $ | 41.2 | $ | 45.5 | |||||
| Additions | — | — | 4.1 | ||||||||
| Amortization, net of interest accrued | (7.9 | ) | (9.2 | ) | (8.3 | ) | |||||
| Foreign currency translation and other | 0.2 | 0.1 | (0.1 | ) | |||||||
| Ending balance | $ | 24.4 | $ | 32.1 | $ | 41.2 |
As of December 31, 2017, the outstanding balance of VOBA is primarily attributable to the Global Preneed segment. VOBA in the preneed life insurance business assumes an interest rate ranging from 5.4% to 7.5%.
At December 31, 2017 the estimated amortization of VOBA for the next five years and thereafter is as follows:
| Year | Amount | ||
| 2018 | $ | 7.1 | |
| 2019 | 6.6 | ||
| 2020 | 6.3 | ||
| 2021 | 0.8 | ||
| 2022 | 0.7 | ||
| Thereafter | 2.9 | ||
| Total | $ | 24.4 |
Information about other intangible assets is as follows:
| As of December 31, | |||||||||||||||||||||||
| 2017 | 2016 | ||||||||||||||||||||||
| Carrying Value | Accumulated Amortization | Net Other Intangible Assets | Carrying Value | Accumulated Amortization | Net Other Intangible Assets | ||||||||||||||||||
| Contract based intangibles (1) | $ | 73.1 | $ | (13.5 | ) | $ | 59.6 | $ | 16.5 | $ | (8.2 | ) | $ | 8.3 | |||||||||
| Customer related intangibles | 478.2 | (261.4 | ) | 216.8 | 469.2 | (257.1 | ) | 212.1 | |||||||||||||||
| Marketing related intangibles (2) | 7.9 | (7.6 | ) | 0.3 | 16.0 | (15.1 | ) | 0.9 | |||||||||||||||
| Technology based intangibles | 36.2 | (24.3 | ) | 11.9 | 36.7 | (17.7 | ) | 19.0 | |||||||||||||||
| Total | $ | 595.4 | $ | (306.8 | ) | $ | 288.6 | $ | 538.4 | $ | (298.1 | ) | $ | 240.3 |
| (1) | 2017 includes $2.1 million of indefinite-lived intangible assets. |
| (2) | In 2016, the net amount was reduced for a $16.7 million intangible asset impairment charge related to trade names that will no longer be used or defended by the Company. |
Other intangible assets amortization for 2017, 2016 and 2015 amounted to $72.6 million, $67.7 million and $71.7 million, respectively.
Other intangible assets that have finite lives, including customer relationships, customer contracts and other intangible assets, are amortized over their useful lives. The estimated amortization of other intangible assets with finite lives are as follows:
F-45
| Year | Amount | ||
| 2018 | $ | 65.3 | |
| 2019 | 50.0 | ||
| 2020 | 43.2 | ||
| 2021 | 34.0 | ||
| 2022 | 20.1 | ||
| Thereafter | 73.9 | ||
| Total other intangible assets with finite lives | $ | 286.5 |
14. Reserves
Short Duration Contracts
Continuing Business (Global Housing and Global Lifestyle)
The Company’s short duration contracts are comprised of products and services included in the Global Lifestyle and Global Housing segments. The main product lines for Global Lifestyle include extended service contracts, vehicle service contracts, mobile device protection and credit insurance, and for Global Housing the main product lines include lender-placed homeowners and flood, multi-family housing and manufactured housing.
Total incurred but not reported (“IBNR”) reserves are determined by subtracting case basis incurred losses from the ultimate loss and loss adjustment expense estimates. Ultimate loss and loss adjustment expenses are estimated utilizing generally accepted actuarial loss reserving methods. The reserving methods employed by the Company include the Chain Ladder, Munich Chain Ladder, and Bornhuetter-Ferguson. Reportable catastrophes are analyzed and reserved for separately using a frequency and severity approach. The methods all involve aggregating paid and case-incurred loss data by accident quarter (or accident year) and accident age for each product grouping. As the data ages, loss development factors are calculated that measure emerging claim development patterns between reporting periods. By selecting loss development factors indicative of remaining development, known losses are projected to an ultimate incurred basis for each accident period. The underlying premise of the Chain Ladder method is that future claims development is best estimated using past claims development, whereas the Bornhuetter-Ferguson method employs a combination of past claims development and an estimate of ultimate losses based on an expected loss ratio. The Munich Chain Ladder method takes into account the correlations between paid and incurred development in projecting future development factors, and is typically more applicable to products experiencing greater variability in incurred to paid ratios.
The best estimate of ultimate loss and loss adjustment expense is generally selected from a blend of the different methods that are applied consistently each period. There have been no significant changes in the methodologies and assumptions utilized in estimating the liability for unpaid loss and loss adjustment expenses for any of the periods presented.
Disposed and Runoff Short Duration Insurance Lines
The Company has runoff exposure to asbestos, environmental and other general liability claims arising from our participation in certain reinsurance pools from 1971 through 1985 from contracts discontinued many years ago. The amount of carried case reserves are based on recommendations of the various pool managers. Using information currently available, and after consideration of the reserves reflected in the consolidated financial statements, we do not believe or expect that changes in reserve estimates for these claims are likely to be material.
Disposed business includes certain medical policies no longer offered and AEB policies disposed of via reinsurance. Reserves and reinsurance recoverables for previously disposed business are included in the consolidated balance sheets. See Note 15 for further information.
Long Duration Contracts
Continuing Business (Global Preneed)
The Company’s long duration contracts are primarily comprised of preneed life insurance and annuity policies. Future policy benefits make up the largest portion of Global Preneed liabilities. Claims and benefits payable reserves are less significant. Reserve assumptions for mortality rates, lapse rates, expenses, and interest rates are company-specific based on pricing assumptions and subsequent experience studies.
For business issued during 2017 and 2016, discount rates ranged between 1.5% and 4.25%. Death benefit increases for business issued during 2017 and 2016 ranged between less than 0.1% to 3.0%. Canadian annuity products typically have
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surrender charges that vary by product series and premium paying period. Surrender charges on U.S. annuity contracts generally range from 7.0% to 0.0% and grade to zero over a period of seven years.
Disposed and Runoff Long Duration Insurance Lines
The Company’s universal life and annuity products are no longer offered and are in runoff. Reserves have been established based on the following assumptions. Interest rates credited on annuities were at guaranteed rates, ranging from 3.5% to 4.0%, except for a limited number of policies with guaranteed crediting rates of 4.5%. All annuity policies are past the surrender charge period. Crediting interest rates on universal life fund are at guaranteed rates of 4.0% to 4.1%. Universal life funds are subject to surrender charges that vary by product, age, sex, year of issue, risk class, face amount and grade to zero over a period not longer than 20 years.
Reserves and reinsurance recoverables for previously disposed FFG and LTC businesses are included in the consolidated balance sheets. See Note 15 for further information.
Reserve Roll Forward
The following table provides a roll forward of the Company’s beginning and ending claims and benefits payable balances. Claims and benefits payable balances represent the liability for unpaid loss and loss adjustment expenses and are comprised of case and IBNR reserves.
Since unpaid loss and loss adjustment expenses are estimates, the Company’s actual losses incurred may be more or less than the Company’s previously developed estimates, which is referred to as either unfavorable or favorable development, respectively.
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Claims and benefits payable, at beginning of year | $ | 3,301.2 | $ | 3,896.7 | $ | 3,698.6 | |||||
| Less: Reinsurance ceded and other | (2,718.2 | ) | (1,496.5 | ) | (1,254.4 | ) | |||||
| Net claims and benefits payable, at beginning of year | 583.0 | 2,400.2 | 2,444.2 | ||||||||
| Incurred losses and loss adjustment expenses related to: | |||||||||||
| Current year | 1,965.0 | 2,028.9 | 4,973.4 | ||||||||
| Prior year's interest | — | 9.8 | 59.8 | ||||||||
| Prior years | (58.5 | ) | (196.2 | ) | (150.9 | ) | |||||
| Total incurred losses and loss adjustment expenses | 1,906.5 | 1,842.5 | 4,882.3 | ||||||||
| Paid losses and loss adjustment expenses related to: | |||||||||||
| Current year | 1,536.4 | 1,595.7 | 3,846.0 | ||||||||
| Prior years | 364.2 | 2,064.0 | 1,080.3 | ||||||||
| Total paid losses and loss adjustment expenses | 1,900.6 | 3,659.7 | 4,926.3 | ||||||||
| Net claims and benefits payable, at end of year | 588.9 | 583.0 | 2,400.2 | ||||||||
| Plus: Reinsurance ceded and other (1) | 3,193.3 | 2,718.2 | 1,496.5 | ||||||||
| Claims and benefits payable, at end of year (1) | $ | 3,782.2 | $ | 3,301.2 | $ | 3,896.7 |
| (1) | Includes reinsurance recoverables and claims and benefits payable of $555.0 million, $153.3 million and $64.0 million as of December 31, 2017, 2016 and 2015 which was ceded to the U.S. government. Assurant acts as an administrator for the U.S. government under the voluntary National Flood Insurance Program. |
The Company experienced net favorable development in all three years. In 2017, favorable development was comparatively lower than 2016 and 2015 primarily due to the absence of favorable development from the discontinued AEB business sold during the first quarter of 2016 and lower contribution from the runoff of the Assurant Health business. AEB contributed favorable development of $42.5 million and $35.7 million in 2016 and 2015, respectively. The favorable development was attributed to lower mortality rates and higher claim recovery rates than assumed in the Company’s prior year reserving estimates. Assurant Health contributed favorable development of $8.8 million, $68.4 million, and $39.3 million in 2017, 2016, and 2015, respectively. Lower medical provider utilization and lower than expected medical inflation drove the favorable development. The remaining favorable development was primarily attributable to the Global Lifestyle and Global Housing businesses. Global Lifestyle had favorable development of $30.9 million, $42.8 million and $45.0 million in 2017, 2016 and 2015, respectively, while Global Housing experienced favorable development of $10.2 million, $30.0 million and $13.6 million in 2017, 2016 and 2015, respectively. These results exclude impacts from insignificant categories of loss reserves included in the reconciliation presented below. A more detailed explanation of the claims development from Global Lifestyle
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and Global Housing is presented below, including claims development by accident year. Reserves for the longer-tail property coverages (e.g., asbestos, environmental, and other general liability) had no material changes in estimated amounts for incurred claims in prior years.
The following tables represent the Global Lifestyle and Global Housing segments’ incurred claims and allocated claim adjustment expenses, net of reinsurance, less cumulative paid claims and allocated claim adjustment expenses, net of reinsurance to reconcile to total claims and benefits payable, net of reinsurance as of December 31, 2017. The tables provide undiscounted information about claims development by accident year for the significant short duration claims and benefits payable balances in Global Lifestyle and Global Housing. In addition, the tables present the total of IBNR plus expected development on reported claims by accident year and the cumulative number of reported claims as supplementary information. Foreign exchange rates have been applied to the loss development data presented below using December 31, 2017 exchange rates for all periods to remove the impact of exchange rate movements over time, and thereby enhancing the comparability of the data. Five years of claims development information is provided since the significant majority of the claims are fully developed after five years, as shown in the payout ratio tables. In 2017, the presentation of incurred and paid claims for Global Housing includes prior year data for Caribbean and Latin American property business that was previously excluded due to immateriality.
Global Lifestyle Net Claims Development Tables
| Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance | As of December 31, 2017 | ||||||||||||||||||||
| For the Years Ended December 31, | Total of Incurred-but-Not Reported Liabilities Plus Expected Development on Reported Claims (1) | Cumulative Number of Reported Claims (2) | |||||||||||||||||||
| Accident Year | 2013 Unaudited | 2014 Unaudited | 2015 Unaudited | 2016 Unaudited | 2017 | ||||||||||||||||
| 2013 | $ | 620.0 | $ | 587.3 | $ | 584.6 | $ | 584.9 | $ | 584.6 | $ | 0.4 | 4,714,842 | ||||||||
| 2014 | 731.6 | 697.4 | 695.2 | 694.5 | 0.7 | 8,234,935 | |||||||||||||||
| 2015 | 681.4 | 643.3 | 640.5 | 1.3 | 8,480,667 | ||||||||||||||||
| 2016 | 698.5 | 668.9 | 4.6 | 9,007,091 | |||||||||||||||||
| 2017 | 733.5 | 94.2 | 7,685,572 | ||||||||||||||||||
| Total | $ | 3,322.0 |
| Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance | |||||||||||||||
| For the Years Ended December 31, | |||||||||||||||
| Accident Year | 2013 Unaudited | 2014 Unaudited | 2015 Unaudited | 2016 Unaudited | 2017 | ||||||||||
| 2013 | $ | 491.8 | $ | 577.2 | $ | 581.7 | $ | 583.6 | $ | 583.8 | |||||
| 2014 | 591.1 | 687.6 | 692.8 | 693.4 | |||||||||||
| 2015 | 539.3 | 633.4 | 638.3 | ||||||||||||
| 2016 | 561.3 | 659.1 | |||||||||||||
| 2017 | 593.0 | ||||||||||||||
| Total | $ | 3,167.6 | |||||||||||||
| Outstanding claims and benefits payable before 2013, net of reinsurance | 1.6 | ||||||||||||||
| Claims and benefits payable, net of reinsurance | $ | 156.0 |
| Average annual payout of incurred claims by age, net of reinsurance | ||||
| Year 1 Unaudited | Year 2 Unaudited | Year 3 Unaudited | Year 4 Unaudited | Year 5 Unaudited |
| 84.4% | 14.6% | 0.8% | 0.2% | —% |
| (1) | Includes a provision for development on case reserves. |
| (2) | Number of paid claims plus open (pending) claims, gross of reinsurance. Claim count information related to ceded reinsurance is not reflected as it cannot be reasonably defined or quantified, given that our reinsurance includes non-proportional treaties. |
Using the December 31, 2017 foreign exchange rates for all years, Global Lifestyle experienced $32.6 million of favorable loss development in 2017, compared to favorable loss development of $39.7 million in 2016 and $36.7 million in 2015. These amounts are based on the change in net incurred losses from the claims development triangles above, plus additional impacts from accident years prior to 2013. Credit insurance and extended service contract products have been the main contributors of the favorable development in all years presented, some of which is contractually subject to retrospective
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commission payments. The U.S. and European credit insurance businesses have been in runoff over the past three years. The loss experience, particularly loss frequency, has been more favorable than was anticipated in the prior years’ reserving processes. In 2017, the favorable development decreased among extended service contracts and credit insurance products. The reduction was attributable to changing client mix and consideration of prior development trends when finalizing year-end 2016 reserves. In 2016, the favorable loss development was also impacted by improved results for mobile after reserves had been strengthened at year-end 2015 in response to reserve deficiencies from the prior years. In 2015, extended service contracts saw a reversal of the higher loss ratio trends experienced through 2014, which led to favorable development on accident year 2014 losses.
Foreign exchange rate movements over time caused the reserve redundancies shown in the Reserve Roll Forward table to vary from what is reflected in the claims development tables for Global Lifestyle. The impacts by year are $(1.7) million in 2017, $3.1 million in 2016, and $8.3 million in 2015. The claims development tables above remove the impact due to changing foreign exchange rates over time.
Global Housing Net Claims Development Tables
| Incurred Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance | As of December 31, 2017 | ||||||||||||||||||||
| For the Years Ended December 31, | Total of Incurred-but-Not Reported Liabilities Plus Expected Development on Reported Claims (1) | Cumulative Number of Reported Claims (2) | |||||||||||||||||||
| Accident Year | 2013 Unaudited | 2014 Unaudited | 2015 Unaudited | 2016 Unaudited | 2017 | ||||||||||||||||
| 2013 | $ | 746.1 | $ | 752.4 | $ | 770.7 | $ | 774.5 | $ | 776.0 | $ | 3.7 | 196,468 | ||||||||
| 2014 | 897.3 | 856.5 | 856.2 | 857.2 | 8.4 | 211,845 | |||||||||||||||
| 2015 | 792.2 | 753.0 | 758.7 | 17.5 | 197,098 | ||||||||||||||||
| 2016 | 851.6 | 833.4 | 38.8 | 197,122 | |||||||||||||||||
| 2017 | 955.5 | 189.3 | 214,844 | ||||||||||||||||||
| Total | $ | 4,180.8 |
| Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance | |||||||||||||||
| For the Years Ended December 31, | |||||||||||||||
| Accident Year | 2013 Unaudited | 2014 Unaudited | 2015 Unaudited | 2016 Unaudited | 2017 | ||||||||||
| 2013 | $ | 511.9 | $ | 708.4 | $ | 747.8 | $ | 762.9 | $ | 770.4 | |||||
| 2014 | 595.6 | 794.2 | 831.4 | 845.3 | |||||||||||
| 2015 | 518.6 | 702.9 | 733.1 | ||||||||||||
| 2016 | 599.1 | 780.5 | |||||||||||||
| 2017 | 695.0 | ||||||||||||||
| Total | $ | 3,824.3 | |||||||||||||
| Outstanding claims and benefits payable before 2013, net of reinsurance | 4.0 | ||||||||||||||
| Claims and benefits payable, net of reinsurance | $ | 360.5 |
| Average annual payout of incurred claims by age, net of reinsurance | ||||
| Year 1 Unaudited | Year 2 Unaudited | Year 3 Unaudited | Year 4 Unaudited | Year 5 Unaudited |
| 69.3% | 23.5% | 4.4% | 1.8% | 1.0% |
| (1) | Includes a provision for development on case reserves. |
| (2) | Number of paid claims plus open (pending) claims, gross of reinsurance. Claim frequency is determined at a claimant reporting level. Depending on the nature of the product and related coverage triggers, it is possible for a claimant to contribute multiple claim counts in a given policy period. Claim count information related to ceded reinsurance is not reflected as it cannot be reasonably defined or quantified, given that our reinsurance includes non-proportional treaties. |
In 2017, Global Housing experienced $10.2 million of favorable loss development, compared to favorable loss development of $30.0 million in 2016 and $13.6 million in 2015. These amounts are based on the change in net incurred losses from the claims development triangles above, plus additional impacts from accident years prior to 2013. In 2017, favorable development decreased due to the moderating favorable trend in theft and vandalism claims across lender-placed homeowners products, partially offset by $5.2 million of favorable development from Hurricane Matthew. In 2016, the favorable loss development was driven by continued favorable theft and vandalism trends on lender-placed homeowners products from accident year 2015. In 2015, the favorable loss development was driven by improved non-catastrophe loss experience from
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accident year 2014 among lender-placed homeowners products, offsetting unfavorable development from accident years 2013 and prior that was attributable to higher than anticipated theft and vandalism frequency and severity trends. The reversal in the theft and vandalism trends in accident year 2014 is attributed in part to improvements in the housing market and overall economic recovery.
Reconciliation of the Disclosure of Net Incurred and Paid Claims Development to the Liability for Unpaid Claims and Benefits Payable
| December 31, 2017 | |||
| Net outstanding liabilities | |||
| Global Lifestyle | $ | 156.0 | |
| Global Housing | 360.5 | ||
| Other short-duration insurance lines (1) | 31.6 | ||
| Disposed short-duration insurance lines (AH) | 9.3 | ||
| Claims and benefits payable, net of reinsurance | 557.4 | ||
| Reinsurance recoverable on unpaid claims | |||
| Global Lifestyle | 118.9 | ||
| Global Housing | 886.6 | ||
| Other short-duration insurance lines (2) | 4.6 | ||
| Disposed short-duration insurance lines (AEB and AH) | 793.8 | ||
| Total reinsurance recoverable on unpaid claims | 1,803.9 | ||
| Insurance lines other than short-duration | 1,411.7 | ||
| Unallocated claim adjustment expense | 9.2 | ||
| Total claims and benefits payable | $ | 3,782.2 |
| (1) | Asbestos and pollution reserves make up $24.2 million of the other short-duration lines. |
| (2) | Asbestos and pollution recoveries account for the full amount of the total for other short-duration lines. |
15. Reinsurance
In the ordinary course of business, the Company is involved in both the assumption and cession of reinsurance with non-affiliated companies. The following table provides details of the reinsurance recoverables balance for the years ended December 31:
| 2017 | 2016 | ||||||
| Ceded future policyholder benefits and expense | $ | 4,440.9 | $ | 4,523.3 | |||
| Ceded unearned premium | 2,014.5 | 1,836.6 | |||||
| Ceded claims and benefits payable | 3,183.0 | 2,643.2 | |||||
| Ceded paid losses | 151.8 | 80.1 | |||||
| Total | $ | 9,790.2 | $ | 9,083.2 |
A key credit quality indicator for reinsurance is the A.M. Best financial strength ratings of the reinsurer. The A.M. Best ratings are an independent opinion of a reinsurer’s ability to meet ongoing obligations to policyholders. The A.M. Best ratings for new reinsurance agreements where there is material credit exposure are reviewed at the time of execution. The A.M. Best ratings for existing reinsurance agreements are reviewed on a periodic basis, at least annually. The following table provides the reinsurance recoverable as of December 31, 2017 grouped by A.M. Best rating:
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| Best Ratings of Reinsurer_____ | Ceded future policyholder benefits and expense | Ceded unearned premiums | Ceded claims and benefits payable | Ceded paid losses | Total | ||||||||||||||
| A++ or A+ | $ | 3,022.4 | $ | 44.1 | $ | 2,111.0 | $ | 32.6 | $ | 5,210.1 | |||||||||
| A or A- | 425.6 | 46.9 | 335.1 | 105.8 | 913.4 | ||||||||||||||
| B++ or B+ | 987.2 | 20.9 | 35.7 | 0.5 | 1,044.3 | ||||||||||||||
| B or B- | 0.2 | — | — | — | 0.2 | ||||||||||||||
| Not Rated (1) | 5.5 | 1,902.6 | 701.2 | 13.2 | 2,622.5 | ||||||||||||||
| Total | 4,440.9 | 2,014.5 | 3,183.0 | 152.1 | 9,790.5 | ||||||||||||||
| Less: Allowance | — | — | — | (0.3 | ) | (0.3 | ) | ||||||||||||
| Net reinsurance recoverable | $ | 4,440.9 | $ | 2,014.5 | $ | 3,183.0 | $ | 151.8 | $ | 9,790.2 |
| (1) | Not Rated ceded claims and benefits payable includes reinsurance recoverables of $555.0 million as of December 31, 2017 which was ceded to the U.S. government. Assurant acts as an administrator for the U.S. government under the voluntary National Flood Insurance Program. |
The A.M. Best financial strength ratings for Sun Life, John Hancock and The Hartford, the reinsurers with the largest reinsurance recoverable balances, are A+ and A+ and B++, respectively. A.M. Best currently maintains a stable outlook on the financial strength ratings of Sun Life and John Hancock. The A.M. Best ratings of The Hartford are currently under review with developing implications. The total amount of recoverable for these three reinsurers is $6.09 billion as of December 31, 2017. Most of the assets backing reserves relating to reinsurance recoverables from these counterparties are held in trust.
A substantial portion of the Not Rated category is related to Global Lifestyle's and Global Housing’s agreements to reinsure premiums and risks related to business generated by certain clients to the clients’ own captive insurance companies or to reinsurance subsidiaries in which the clients have an ownership interest. To mitigate exposure to credit risk for these reinsurers, the Company evaluates the financial condition of the reinsurer and holds substantial collateral (in the form of funds withheld, trusts, and letters of credit) as security. The Not Rated category also includes recoverables from the National Flood Insurance Program and the Florida Hurricane Catastrophe Fund.
An allowance for doubtful accounts related to reinsurance recoverables is recorded on the basis of periodic evaluations of balances due from reinsurers (net of collateral), reinsurer solvency, management’s experience and current economic conditions. The allowance for doubtful accounts was $0.3 million at both December 31, 2017 and 2016. There were no additions or write-downs charged against the allowance during 2017 or 2016.
The effect of reinsurance on premiums earned and benefits incurred was as follows:
| Years Ended December 31, | |||||||||||||||||||||||||||||||||||
| 2017 | 2016 | 2015 | |||||||||||||||||||||||||||||||||
| Long Duration | Short Duration | Total | Long Duration | Short Duration | Total | Long Duration | Short Duration | Total | |||||||||||||||||||||||||||
| Direct earned premiums | $ | 440.3 | $ | 9,090.5 | $ | 9,530.8 | $ | 472.1 | $ | 9,202.7 | $ | 9,674.8 | $ | 509.1 | $ | 11,091.6 | $ | 11,600.7 | |||||||||||||||||
| Premiums assumed | 3.7 | 150.2 | 153.9 | 4.6 | 365.3 | 369.9 | 8.4 | 517.6 | 526.0 | ||||||||||||||||||||||||||
| Premiums ceded | (372.1 | ) | (4,908.5 | ) | (5,280.6 | ) | (385.5 | ) | (4,651.9 | ) | (5,037.4 | ) | (289.0 | ) | (3,486.7 | ) | (3,775.7 | ) | |||||||||||||||||
| Net earned premiums | $ | 71.9 | $ | 4,332.2 | $ | 4,404.1 | $ | 91.2 | $ | 4,916.1 | $ | 5,007.3 | $ | 228.5 | $ | 8,122.5 | $ | 8,351.0 | |||||||||||||||||
| Direct policyholder benefits | $ | 918.2 | $ | 5,521.3 | $ | 6,439.5 | $ | 1,517.9 | $ | 4,203.3 | $ | 5,721.2 | $ | 937.9 | $ | 6,024.4 | $ | 6,962.3 | |||||||||||||||||
| Policyholder benefits assumed | 14.6 | 213.5 | 228.1 | 15.1 | 154.2 | 169.3 | 20.0 | 290.9 | 310.9 | ||||||||||||||||||||||||||
| Policyholder benefits ceded | (668.8 | ) | (4,128.2 | ) | (4,797.0 | ) | (1,272.3 | ) | (2,809.7 | ) | (4,082.0 | ) | (647.9 | ) | (1,882.8 | ) | (2,530.7 | ) | |||||||||||||||||
| Net policyholder benefits | $ | 264.0 | $ | 1,606.6 | $ | 1,870.6 | $ | 260.7 | $ | 1,547.8 | $ | 1,808.5 | $ | 310.0 | $ | 4,432.5 | $ | 4,742.5 |
The Company had $596.5 million and $635.4 million, respectively, of invested assets held in trusts or by custodians as of December 31, 2017 and 2016, respectively, for the benefit of others related to certain reinsurance arrangements.
The Company utilizes ceded reinsurance for loss protection and capital management, business dispositions, and in the Global Lifestyle and Global Housing segments, for client risk and profit sharing.
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Loss Protection and Capital Management
As part of the Company’s overall risk and capacity management strategy, the Company purchases reinsurance for certain risks underwritten by the Company’s various segments, including significant individual or catastrophic claims.
For those product lines where there is exposure to losses from catastrophe events, the Company closely monitors and manages its aggregate risk exposure by geographic area. The Company has entered into reinsurance treaties to manage exposure to these types of events.
Business Divestitures
The Company has used reinsurance to exit certain businesses, such as the disposals of AEB, FFG and LTC. Reinsurance was used in these cases to facilitate the transactions because the businesses shared legal entities with operating segments that the Company retained. Assets supporting liabilities ceded relating to these businesses are mainly held in trusts and the separate accounts relating to FFG are still reflected in the Company’s balance sheet.
If the reinsurers became insolvent, we would be exposed to the risk that the assets in the trusts and/or the separate accounts would be insufficient to support the liabilities that would revert back to us. The reinsurance recoverable from Sun Life was $889.8 million and $1.08 billion as of December 31, 2017 and 2016, respectively. The reinsurance recoverable from The Hartford was $1.01 billion and $1.03 billion as of December 31, 2017 and 2016, respectively. The reinsurance recoverable from John Hancock was $4.19 billion and $4.18 billion as of December 31, 2017 and 2016, respectively.
The reinsurance agreement associated with the FFG sale also stipulates that The Hartford contribute funds to increase the value of the separate account assets relating to Modified Guaranteed Annuity business sold if such value declines below the value of the associated liabilities. If The Hartford fails to fulfill these obligations, the Company will be obligated to make these payments.
In addition, the Company would be responsible for administering this business in the event of reinsurer insolvency. We do not currently have the administrative systems and capabilities to process this business. Accordingly, we would need to obtain those capabilities in the event of an insolvency of one or more of the reinsurers of these businesses. We might be forced to obtain such capabilities on unfavorable terms with a resulting material adverse effect on our results of operations and financial condition.
As of December 31, 2017, we were not aware of any regulatory actions taken with respect to the solvency of the insurance subsidiaries of Sun Life, The Hartford or John Hancock that reinsure the AEB, FFG and LTC businesses, and the Company has not been obligated to fulfill any of such reinsurers’ obligations.
Sun Life, John Hancock and The Hartford have paid their obligations when due and there have been no disputes.
Segment Client Risk and Profit Sharing
The Global Lifestyle and Global Housing segments write business produced by their clients, such as mobile providers, mortgage lenders and servicers, and financial institutions and reinsures all or a portion of such business to insurance subsidiaries of some clients. Such arrangements allow significant flexibility in structuring the sharing of risks and profits on the underlying business.
A substantial portion of Global Lifestyle and Global Housing’s reinsurance activities are related to agreements to reinsure premiums and risks related to business generated by certain clients to the clients’ own captive insurance companies or to reinsurance subsidiaries in which the clients have an ownership interest. Through these arrangements, our insurance subsidiaries share some of the premiums and risk related to client-generated business with these clients. When the reinsurance companies are not authorized to do business in our insurance subsidiary’s domiciliary state, the Company’s insurance subsidiary generally obtains collateral, such as a trust or a letter of credit, from the reinsurance company or its affiliate in an amount equal to the outstanding reserves to obtain full statutory financial credit in the domiciliary state for the reinsurance.
The Company’s reinsurance agreements do not relieve the Company from its direct obligation to its insureds. Thus, a credit exposure exists to the extent that any reinsurer is unable to meet the obligations assumed in the reinsurance agreements. To mitigate its exposure to reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and holds substantial collateral (in the form of funds, trusts, and letters of credit) as security under the reinsurance agreements.
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16. Debt
Senior Notes
In March 2013, the Company issued two series of senior notes with an aggregate principal amount of $700.0 million (the “2013 Senior Notes”). The Company received net proceeds of $698.1 million, which represents the principal amount less the discount before offering expenses. The first series is $350.0 million in principal amount, bears interest at 2.50% per year and is payable in a single installment due March 15, 2018 and was issued at a 0.18% discount. The second series is $350.0 million in principal amount, bears interest at 4.00% per year and is payable in a single installment due March 15, 2023 and was issued at a 0.37% discount. Interest on the 2013 Senior Notes is payable semi-annually on March 15 and September 15 of each year. The 2013 Senior Notes are unsecured obligations and rank equally with all of the Company’s other senior unsecured indebtedness. The Company may redeem each series of the 2013 Senior Notes in whole or in part at any time and from time to time before their maturity at the redemption price set forth in the Indenture. The 2013 Senior Notes are registered under the Securities Act of 1933, as amended.
The interest expense and related amortization incurred related to the 2013 Senior Notes was $23.8 million for the years ended December 31, 2017 and 2016, and $23.0 million for the year ended December 31, 2015. There was $6.6 million of accrued interest at both December 31, 2017 and 2016. The Company made interest payments on the 2013 Senior Notes of $11.4 million on March 15, 2017 and 2016 and September 15, 2017 and 2016.
In February 2004, the Company issued two series of senior notes with an aggregate principal amount of $975.0 million (the “2004 Senior Notes”). The Company received net proceeds of $971.5 million from this transaction, which represents the principal amount less the discount before offering expenses. The first series was $500.0 million in principal amount, issued at a 0.11% discount, bore interest at 5.63% per year and was repaid on February 18, 2014. The second series is $475.0 million in principal amount, bears interest at 6.75% per year and is payable in a single installment due in February 2034 and was issued at a 0.61% discount. Interest on the 2004 Senior Notes is payable semi-annually on February 15 and August 15 of each year. The 2004 Senior Notes are unsecured obligations and rank equally with all of the Company’s other senior unsecured indebtedness. The remaining 2004 Senior Notes are not redeemable prior to maturity. All of the holders of the 2004 Senior Notes exchanged their notes in May 2004 for new notes registered under the Securities Act of 1933, as amended.
In December 2016, the Company completed a cash tender offer and purchased $100.0 million aggregate principal amount of the outstanding 6.75% 2004 Senior Notes due 2034, resulting in a $23.0 million loss on extinguishment of debt for the year ended December 31, 2016.
The interest expense and related amortization incurred related to the 2004 Senior Notes was $25.7 million, $32.1 million, and $32.1 million for the years ended December 31, 2017, 2016, and 2015, respectively. There was $9.5 million of accrued interest at both December 31, 2017 and 2016. The Company made interest payments on the 2004 Senior Notes of $12.6 million on February 15, 2017 and August 15, 2017, and $16.0 million on February 15, 2016 and August 15, 2016.
Credit Facility
The Company’s commercial paper program requires the Company to maintain liquidity facilities either in an available amount equal to any outstanding notes from the commercial paper program or in an amount sufficient to maintain the ratings assigned to the notes issued from the commercial paper program. The Company’s subsidiaries do not maintain commercial paper or other borrowing facilities. This program is currently backed up by a $450.0 million senior revolving credit facility, of which $441.0 million was available at December 31, 2017, due to $9.0 million of outstanding letters of credit related to this program.
On December 15, 2017, the Company entered into a five-year senior unsecured $450.0 million revolving credit agreement (the “2017 Credit Facility”) with a syndicate of banks arranged by JP Morgan Chase Bank, N.A. ("JP Morgan") and Wells Fargo, N.A. ("Wells Fargo"). The 2017 Credit Facility replaces the Company’s prior five-year $400.0 million revolving credit facility (“2014 Credit Facility”), entered into on September 16, 2014. The 2014 Credit Facility was scheduled to expire in September 2019, but was terminated upon the effectiveness of the 2017 Credit Facility. The 2017 Credit Facility provides for revolving loans and the issuance of multi-bank, syndicated letters of credit and/or letters of credit from a sole issuing bank in an aggregate amount of $450.0 million and is available until December 2022, provided the Company is in compliance with all covenants. The 2017 Credit Facility has a sublimit for letters of credit issued thereunder of $50.0 million. The proceeds of these loans may be used for the Company’s commercial paper program or for general corporate purposes. The Company may increase the total amount available under the 2017 Credit Facility up to $575.0 million, subject to certain conditions. No bank is obligated to provide commitments above their share of the $450.0 million facility. The agreement was amended and restated on January 29, 2018 to give effect to the Amended and Restated Merger Agreement but otherwise did not materially affect the rights or obligations of the Company and its subsidiaries thereunder. Refer to Note 27 for further information related to the pending TWG transaction.
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The Company did not use the commercial paper program during the years ended December 31, 2017 and 2016 and there were no amounts relating to the commercial paper program outstanding at December 31, 2017 and 2016. The Company made no borrowings using the 2017 Credit Facility and no loans are outstanding at December 31, 2017.
Term Loan Facility
On December 15, 2017, the Company entered into a term loan agreement with a syndicate of banks arranged by JP Morgan, Morgan Stanley Senior Funding, Inc. ("Morgan Stanley") and Wells Fargo to establish a $350.0 million 364-day senior unsecured term loan credit facility (the “Term Loan Facility”). The Company may, subject to certain conditions, use the proceeds of the facility to finance the pending TWG transaction or to redeem $350.0 million of the Company's existing 2013 Senior Notes due March 2018. On January 29, 2018, the agreement was amended and restated to give effect to the Amended and Restated Merger Agreement but otherwise did not materially affect the rights or obligations of the Company and its subsidiaries thereunder. Refer to Note 27 for further information related to the pending TWG transaction. The Company made no borrowings using the Term Loan Facility and no loans are outstanding at December 31, 2017.
Bridge Loan Facility
On January 24, 2018, the Company entered into an amended and restated commitment letter with Morgan Stanley, JP Morgan, Wells Fargo, U.S. Bank National Association, KeyBank National Association and Bank of Montreal (collectively, the "lenders") to modify the commitment letter dated as of October 17, 2017 pursuant to which the lenders have committed to provide to the Company, subject to the terms and conditions set forth therein, the full amount of a 364-day $1.50 billion senior unsecured bridge loan facility ("Bridge Loan Facility"). Subject to certain conditions, the Company may use the proceeds of the facility to finance the pending TWG transaction. Refer to Note 27 for further information related to the pending TWG transaction.
Covenants
The 2017 Credit Facility and Term Loan Facility contain customary affirmative, negative and financial covenants and require that the Company maintain certain specified minimum ratios and thresholds. Among others, these covenants include maintaining a maximum debt to capitalization ratio and a minimum consolidated adjusted net worth. At December 31, 2017, the Company was in compliance with all such covenants, minimum ratios and thresholds.
17. Common Stock
Changes in the number of common stock shares outstanding are as follows:
| December 31, | ||||||||
| 2017 | 2016 | 2015 | ||||||
| Shares outstanding, beginning | 55,941,480 | 65,850,386 | 69,299,559 | |||||
| Vested restricted stock and restricted stock units, net (1) | 185,890 | 214,828 | 335,518 | |||||
| Issuance related to performance share units (1) | 138,337 | 290,067 | 269,576 | |||||
| Issuance related to ESPP | 85,314 | 104,751 | 130,622 | |||||
| Shares repurchased | (3,933,209 | ) | (10,518,552 | ) | (4,184,889 | ) | ||
| Shares outstanding, ending | 52,417,812 | 55,941,480 | 65,850,386 |
| (1) | Vested restricted stock, restricted stock units and performance share units are shown net of shares retired to cover participant income tax liabilities. |
The Company is authorized to issue 800,000,000 shares of common stock. In addition, 150,001 shares of Class B and 400,001 shares of Class C common stock are authorized but have not been issued.
18. Stock Based Compensation
In accordance with the guidance on share based compensation, the Company recognized stock-based compensation costs based on the grant date fair value. For the years ended December 31, 2017, 2016 and 2015, the Company recognized compensation costs net of a 5% per year estimated forfeiture rate on a pro-rated basis over the remaining vesting period.
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Long-Term Equity Incentive Plan
Under the Assurant, Inc. Long-Term Equity Incentive Plan (“ALTEIP”), amended and restated in May 2017, the Company is authorized to issue up to 1,500,000 new shares of the Company's common stock to employees, officers and non-employee directors. Under the ALTEIP, the Company may grant awards based on shares of its common stock, including stock options, stock appreciation rights (“SARs”), restricted stock (including performance shares), unrestricted stock, restricted stock units (“RSUs”), performance share units (“PSUs”) and dividend equivalents. All future share-based grants will be awarded under the ALTEIP.
The Compensation Committee of the Board of Directors (the “Compensation Committee”) awards RSUs and PSUs annually. RSUs and PSUs are promises to issue actual shares of common stock at the end of a vesting period or performance period. The RSUs granted to employees under the ALTEIP are based on salary grade and performance and generally vest one-third each year over a three-year period. RSUs receive dividend equivalents in cash during the restricted period and do not have voting rights during the restricted period. RSUs granted to non-employee directors also vest one-third each year over a three-year period, however, issuance of vested shares and payment of dividend equivalents is deferred until separation from Board service. PSUs accrue dividend equivalents during the performance period based on a target payout, and will be paid in cash at the end of the performance period based on the actual number of shares issued.
Under the ALTEIP, the Company’s CEO is authorized by the Board of Directors to grant common stock, restricted stock and RSUs to employees other than the executive officers of the Company (as defined in Section 16 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). The Compensation Committee recommends the annual share allotment that can be awarded by the CEO under this program. Restricted stock and RSUs granted under this program may have different vesting periods.
The fair value of RSUs is estimated using the fair market value of a share of the Company’s common stock at the date of grant. The fair value of PSUs is estimated using the Monte Carlo simulation model. The number of shares a participant will receive upon vesting of a PSU award is contingent upon the Company’s performance with respect to selected metrics, as identified below. The payout levels for 2017 and 2016 awards can vary between 0% and 200% (maximum) of the target (100%) ALTEIP award amount and the payout levels for 2015 awards can vary between 0% and 150% (maximum) of the target (100%) ALTEIP award amount, based on the Company’s level of performance against the selected metrics.
2017 and 2016 PSU Performance Goals. The Compensation Committee established total shareholder return and net operating earnings per diluted share, excluding reportable catastrophe losses, as the two equally weighted performance measures for PSU awards in 2017 and 2016. Total shareholder return is defined as appreciation in Company stock plus dividend yield to stockholders and will be measured by the performance of the Company relative to the S&P 500 Index over the three-year performance period. Net operating earnings per diluted share, excluding reportable catastrophe losses, is a Company-specific profitability metric and is defined as the Company’s net operating earnings, excluding reportable catastrophe losses, divided by the number of fully diluted shares outstanding at the end of the period. This metric is an absolute metric that is measured against a three-year cumulative target established by the Compensation Committee at the award date, and is not tied to the performance of peer companies.
2015 PSU Performance Goals. The Compensation Committee established book value per share (“BVPS”) growth excluding AOCI, revenue growth and total stockholder return as the three performance measures for PSU awards in 2015. BVPS growth is defined as the year-over-year growth of the Company’s stockholders’ equity excluding AOCI divided by the number of fully diluted total shares outstanding at the end of the period. Revenue growth is defined as the year-over-year change in total revenues as disclosed in the Company’s annual statement of operations. Total stockholder return is defined as appreciation in Company stock plus dividend yield to stockholders. Payouts will be determined by measuring performance against the average performance of companies included in an insurance industry market index.
The Company is using the S&P Total Market Index to measure the Company’s performance for 2015 PSU awards. Adjustments will be made to the S&P Total Market Index to exclude companies with revenues of less than $1.00 billion or that are not in the insurance or managed healthcare Global Industry Classification Standard codes. In addition, companies within the Company’s compensation peer group, but not otherwise in the S&P Total Market Index, will be included.
In May 2017, the Company modified its outstanding 2015 PSU awards (except those awarded to executive officers of the Company, as defined in Section 16 of the Exchange Act) to adjust the revenue growth metric for a change in program structure for a large service contract client, which impacted the accounting for revenues on a net instead of a gross basis. The 2015 PSU awards were previously modified in 2016, along with the 2014 PSU awards, to exclude the AEB and Assurant Health segment revenue from the revenue growth metric as a result of the Company's exit of the health insurance market in 2016 and the sale of AEB on March 1, 2016. All other terms of the awards remained unchanged. As a result of these changes, the net incremental benefit (expense) recognized in the years ended December 31, 2017 and 2016 was $0.9 million and $(2.7) million, respectively.
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Restricted Stock Units
A summary of the Company’s outstanding restricted stock units is presented below:
| Shares | Weighted-Average Grant-Date Fair Value | |||||
| Shares outstanding at December 31, 2016 | 684,900 | $ | 71.72 | |||
| Grants (1) | 273,736 | 99.40 | ||||
| Vests (2) | (269,185 | ) | 67.90 | |||
| Forfeitures and adjustments | (26,657 | ) | 84.35 | |||
| Shares outstanding at December 31, 2017 | 662,794 | $ | 85.57 | |||
| Shares vested, but deferred at December 31, 2017 | 49,973 | $ | 60.98 |
| (1) | The weighted average grant date fair value for RSUs granted in 2016 and 2015 was $80.24 and $63.09, respectively. |
| (2) | The total fair value of RSUs vested was $29.4 million, $27.8 million and $35.8 million for the years ended December 31, 2017, 2016 and 2015, respectively. |
The following table shows a summary of RSU activity during the years ended December 31, 2017, 2016 and 2015:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| RSU compensation expense | $ | 23.7 | $ | 22.3 | $ | 22.0 | |||||
| Income tax benefit | (8.3 | ) | (7.8 | ) | (7.7 | ) | |||||
| RSU compensation expense, net of tax | $ | 15.4 | $ | 14.5 | $ | 14.3 |
As of December 31, 2017, there was $17.7 million of unrecognized compensation cost related to outstanding RSUs. That cost is expected to be recognized over a weighted-average period of 1.18 years.
Performance Share Units
A summary of the Company’s outstanding performance share units is presented below:
| Performance Share Units | Weighted-Average Grant-Date Fair Value | |||||
| Performance share units outstanding, December 31, 2016 | 885,786 | $ | 68.74 | |||
| Grants (1) | 246,301 | 112.23 | ||||
| Vests (2) | (237,050 | ) | 64.93 | |||
| Performance adjustment (3) | (76,165 | ) | 64.93 | |||
| Forfeitures and adjustments | (20,280 | ) | 86.23 | |||
| Performance share units outstanding, December 31, 2017 | 798,592 | $ | 83.30 |
| (1) | The weighted average grant date fair value for PSUs granted in 2016 and 2015 was $81.30 and $61.82, respectively. |
| (2) | The total fair value of PSUs vested was $22.5 million, $39.7 million and $27.5 million for the years ended December 31, 2017, 2016 and 2015, respectively. |
| (3) | Represents the change in shares issued based upon the attainment of performance goals established by the Company. |
PSU grants above represent initial target awards and do not reflect potential increases or decreases resulting from the financial performance objectives to be determined at the end of the prospective performance period. The actual number of shares to be issued at the end of each performance period will range from 0% to 200% of the initial target awards for the 2017 and 2016 awards and 0% to 150% of the initial target awards for the 2015 awards.
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The following table shows a summary of PSU activity during the years ended December 31, 2017, 2016 and 2015:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| PSU compensation expense | $ | 10.5 | $ | 18.1 | $ | 15.5 | |||||
| Income tax benefit | (3.7 | ) | (6.3 | ) | (5.4 | ) | |||||
| PSU compensation expense, net of tax | $ | 6.8 | $ | 11.8 | $ | 10.1 |
Portions of the compensation expense recorded in prior periods were reversed in 2017 and 2015 since the Company's level of actual performance as measured against pre-established performance goals had declined. As of December 31, 2017, there was $21.5 million of unrecognized compensation cost related to outstanding PSUs. That cost is expected to be recognized over a weighted-average period of 0.84 years.
The fair value of PSUs with market conditions was estimated on the date of grant using a Monte Carlo simulation model, which utilizes multiple variables that determine the probability of satisfying the market condition stipulated in the award. Expected volatilities for awards granted during the years ended December 31, 2017, 2016 and 2015 were based on the historical stock prices of the Company’s stock and peer insurance group. The expected term for grants issued during the years ended December 31, 2017, 2016 and 2015 was assumed to equal the average of the vesting period of the PSUs. The risk-free rate was based on the U.S. Treasury yield curve in effect at the time of grant.
| For awards granted during the year ended December 31, | ||||||||
| 2017 | 2016 | 2015 | ||||||
| Expected volatility | 21.81 | % | 20.46 | % | 19.06 | % | ||
| Expected term (years) | 2.81 | 2.81 | 2.81 | |||||
| Risk free interest rate | 1.62 | % | 1.08 | % | 0.99 | % |
Employee Stock Purchase Plan
Under the Employee Stock Purchase Plan (“ESPP”), the Company is authorized to issue up to 5,000,000 new shares to employees who are participants in the ESPP. The ESPP allows eligible employees to contribute, through payroll deductions, portions of their after-tax compensation in each offering period toward the purchase of shares of the Company’s common stock. There are two offering periods during the year (January 1 through June 30 and July 1 through December 31) and shares are purchased at the end of each offering period at 90% of the lower of the closing price of the common stock on the first or last day of the offering period. Participants must be employed on the last trading day of the offering period in order to purchase Company shares under the ESPP. The maximum number of shares that can be purchased is 5,000 per employee. Participants’ contributions are limited to a maximum contribution of $7.5 thousand per offering period, or $15.0 thousand per year.
The ESPP is offered to individuals who are scheduled to work a certain number of hours per week, have been continuously employed for at least six months by the start of the offering period, are not temporary employees (employed less than 12 months), and have not been on a leave of absence for more than 90 days immediately preceding the offering period.
In January 2018, the Company issued 39,853 shares at a discounted price of $90.76 for the offering period of July 1, 2017 through December 31, 2017. In January 2017, the Company issued 42,947 shares at a discounted price of $79.15 for the offering period of July 1, 2016 through December 31, 2016.
In July 2017, the Company issued 42,367 shares to employees at a discounted price of $84.71 for the offering period of January 1, 2017 through June 30, 2017. In July 2016, the Company issued 45,649 shares to employees at a discounted price of $70.67 for the offering period of January 1, 2016 through June 30, 2016.
The compensation expense recorded related to the ESPP was $1.3 million for the years ended December 31, 2017, 2016 and 2015. The related income tax benefit for disqualified disposition was $0.2 million for the years ended December 31, 2017, 2016 and 2015.
The fair value of each award under the ESPP was estimated at the beginning of each offering period using the Black-Scholes option-pricing model and assumptions in the table below. Expected volatilities are based on implied volatilities from traded options on the Company’s stock and the historical volatility of the Company’s stock. The risk-free rate for periods within the contractual life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. The dividend yield is based on the current annualized dividend and share price as of the grant date.
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| For awards issued during the year ended December 31, | |||||
| 2017 | 2016 | 2015 | |||
| Expected volatility | 21.83 - 27.20% | 18.30 - 22.02% | 16.79 - 17.67% | ||
| Risk free interest rates | 0.37 - 0.65% | 0.13 - 0.49% | 0.06 - 0.11% | ||
| Dividend yield | 1.61 - 1.69% | 1.74 - 1.89% | 1.58 - 1.62% | ||
| Expected term (years) | 0.5 | 0.5 | 0.5 |
Non-Stock Based Incentive Plans
Deferred Compensation
The deferred compensation programs consist of the AIP, the ASIC and the ADC Plans. The AIP and ASIC Plans provided key employees the ability to exchange a portion of their compensation for options to purchase certain third-party mutual funds. The AIP and ASIC Plans were frozen in December 2004 and no additional contributions can be made to either Plan. Effective March 1, 2005 and amended and restated on January 1, 2008, the ADC Plan was established in order to comply with the American Jobs Creation Act of 2004 (“Jobs Act”) and IRC Section 409A. The ADC Plan provides key employees the ability to defer a portion of their eligible compensation to be notionally invested in a variety of mutual funds. Deferrals and withdrawals under the ADC Plan are intended to be fully compliant with the Jobs Act definition of eligible compensation and distribution requirements.
19. Stock Repurchase
During the year ended December 31, 2017, the Company repurchased 3,933,209 shares of the Company’s outstanding common stock at a cost of $389.5 million, exclusive of commissions, leaving $293.4 million remaining under the total repurchase authorization at December 31, 2017 (considering the November 2016 and previous authorizations).
During the years ended December 31, 2016 and 2015, the Company repurchased 10,518,552 and 4,184,889 shares of the Company's outstanding common stock at a cost of $869.4 million and $284.7 million, respectively.
The timing and the amount of future repurchases will depend on market conditions, the Company's financial condition, results of operations, liquidity and other factors.
20. Accumulated Other Comprehensive Income
Certain amounts included in the consolidated statements of comprehensive income are net of reclassification adjustments. The following tables summarize those reclassification adjustments (net of taxes):
| Year Ended December 31, 2017 | |||||||||||||||||||
| Foreign currency translation adjustment | Unrealized gains on securities | OTTI | Unamortized net (losses) on Pension Plans | Accumulated other comprehensive income | |||||||||||||||
| Balance at December 31, 2016 | $ | (322.1 | ) | $ | 459.3 | $ | 20.6 | $ | (63.2 | ) | $ | 94.6 | |||||||
| Change in accumulated other comprehensive income before reclassifications | 40.6 | 140.2 | (2.7 | ) | (22.1 | ) | 156.0 | ||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | (18.3 | ) | — | 1.7 | (16.6 | ) | ||||||||||||
| Net current-period other comprehensive income (loss) | 40.6 | 121.9 | (2.7 | ) | (20.4 | ) | 139.4 | ||||||||||||
| Balance at December 31, 2017 | $ | (281.5 | ) | $ | 581.2 | $ | 17.9 | $ | (83.6 | ) | $ | 234.0 |
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| Year Ended December 31, 2016 | |||||||||||||||||||
| Foreign currency translation adjustment | Unrealized gains on securities | OTTI | Unamortized net (losses) on Pension Plans | Accumulated other comprehensive income | |||||||||||||||
| Balance at December 31, 2015 | $ | (270.7 | ) | $ | 495.5 | $ | 22.4 | $ | (128.6 | ) | $ | 118.6 | |||||||
| Change in accumulated other comprehensive income before reclassifications | (51.4 | ) | 67.9 | (2.1 | ) | 80.4 | 94.8 | ||||||||||||
| Amounts reclassified from accumulated other comprehensive income | — | (104.1 | ) | 0.3 | (15.0 | ) | (118.8 | ) | |||||||||||
| Net current-period other comprehensive (loss) income | (51.4 | ) | (36.2 | ) | (1.8 | ) | 65.4 | (24.0 | ) | ||||||||||
| Balance at December 31, 2016 | $ | (322.1 | ) | $ | 459.3 | $ | 20.6 | $ | (63.2 | ) | $ | 94.6 |
| Year Ended December 31, 2015 | |||||||||||||||||||
| Foreign currency translation adjustment | Unrealized gains on securities | OTTI | Unamortized net (losses) on Pension Plans | Accumulated other comprehensive income | |||||||||||||||
| Balance at December 31, 2014 | $ | (127.7 | ) | $ | 793.1 | $ | 26.6 | $ | (136.2 | ) | $ | 555.8 | |||||||
| Change in accumulated other comprehensive income before reclassifications | (143.0 | ) | (270.3 | ) | (5.6 | ) | (3.1 | ) | (422.0 | ) | |||||||||
| Amounts reclassified from accumulated other comprehensive income | — | (27.3 | ) | 1.4 | 10.7 | (15.2 | ) | ||||||||||||
| Net current-period other comprehensive (loss) income | (143.0 | ) | (297.6 | ) | (4.2 | ) | 7.6 | (437.2 | ) | ||||||||||
| Balance at December 31, 2015 | $ | (270.7 | ) | $ | 495.5 | $ | 22.4 | $ | (128.6 | ) | $ | 118.6 |
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The following tables summarize the reclassifications out of accumulated other comprehensive income.
| Details about accumulated other comprehensive income components | Amount reclassified from accumulated other comprehensive income | Affected line item in the statement where net income is presented | ||||||||||||
| Years Ended December 31, | ||||||||||||||
| 2017 | 2016 | 2015 | ||||||||||||
| Unrealized gains on securities | $ | (28.2 | ) | $ | (160.2 | ) | $ | (42.0 | ) | Net realized gains on investments, excluding other-than-temporary impairment losses | ||||
| 9.9 | 56.1 | 14.7 | Provision for income taxes | |||||||||||
| $ | (18.3 | ) | $ | (104.1 | ) | $ | (27.3 | ) | Net of tax | |||||
| OTTI | $ | — | $ | 0.5 | $ | 2.2 | Portion of net loss (gain) recognized in other comprehensive income, before taxes | |||||||
| — | (0.2 | ) | (0.8 | ) | Provision for income taxes | |||||||||
| $ | — | $ | 0.3 | $ | 1.4 | Net of tax | ||||||||
| Amortization of pension and postretirement unrecognized net periodic benefit cost: | ||||||||||||||
| Amortization of prior service cost | $ | — | $ | — | $ | (0.2 | ) | (1) | ||||||
| Amortization of net loss | 2.6 | 1.7 | 16.7 | (1) | ||||||||||
| Gain on pension plan curtailment | — | (29.6 | ) | — | Gain on pension plan curtailment | |||||||||
| Loss due to pension freeze | — | 4.8 | — | Underwriting, general and administrative expenses | ||||||||||
| 2.6 | (23.1 | ) | 16.5 | Total before tax | ||||||||||
| (0.9 | ) | 8.1 | (5.8 | ) | Provision for income taxes | |||||||||
| $ | 1.7 | $ | (15.0 | ) | $ | 10.7 | Net of tax | |||||||
| Total reclassifications for the period | $ | (16.6 | ) | $ | (118.8 | ) | $ | (15.2 | ) | Net of tax |
| (1) | These accumulated other comprehensive income components are included in the computation of net periodic pension cost. See Note 22 - Retirement and Other Employee Benefits for additional information. |
21. Statutory Information
The Company’s insurance subsidiaries prepare financial statements in accordance with Statutory Accounting Principles (“SAP”) prescribed or permitted by the insurance departments of their states of domicile. Prescribed SAP includes the Accounting Practices and Procedures Manual of the National Association of Insurance Commissioners (“NAIC”) as well as state laws, regulations and administrative rules.
The principal differences between SAP and GAAP are: 1) policy acquisition costs are expensed as incurred under SAP, but are deferred and amortized under GAAP; 2) the VOBA is not capitalized under SAP but is under GAAP; 3) amounts collected from holders of universal life-type and annuity products are recognized as premiums when collected under SAP, but are initially recorded as contract deposits under GAAP, with cost of insurance recognized as revenue when assessed and other contract charges recognized over the periods for which services are provided; 4) the classification and carrying amounts of investments in certain securities are different under SAP than under GAAP; 5) the criteria for providing asset valuation allowances, and the methodologies used to determine the amounts thereof, are different under SAP than under GAAP; 6) the timing of establishing certain reserves, and the methodologies used to determine the amounts thereof, are different under SAP than under GAAP; 7) certain assets are not admitted for purposes of determining surplus under SAP; 8) methodologies used to determine the amounts of deferred taxes, intangible assets and goodwill are different under SAP than under GAAP; and 9) the criteria for obtaining reinsurance accounting treatment is different under SAP than under GAAP, and SAP allows net presentation of insurance reserves and reinsurance recoverables.
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The combined statutory net income, excluding intercompany dividends and surplus note interest, and capital and surplus of the Company’s U.S. domiciled statutory insurance subsidiaries follow:
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Statutory net income (loss) | |||||||||||
| Property & Casualty (“P&C”) companies | $ | 267.8 | $ | 288.5 | $ | 437.4 | |||||
| Life and Health (“L&H”) companies | 214.0 | 600.2 | (266.5 | ) | |||||||
| Total statutory net income (1) | $ | 481.8 | $ | 888.7 | $ | 170.9 |
| December 31, | |||||||
| 2017 | 2016 | ||||||
| Statutory capital and surplus | |||||||
| P&C companies | $ | 1,146.2 | $ | 1,175.6 | |||
| L&H companies | 412.0 | 508.9 | |||||
| Total statutory capital and surplus (2) | $ | 1,558.2 | $ | 1,684.5 |
| (1) | 2016 includes amortization of the SAP basis of the deferred gain associated with the sale of AEB. 2015 includes higher loss experience and adverse claims development on 2015 individual major medical policies, a reduction in the 2014 estimated recoveries from the Affordable Care Act risk mitigation programs and $106.4 million (after-tax) of exit and disposal costs, including premium deficiency reserves, severance and retention costs, long-lived asset impairments and similar exit and disposal costs related to the decision to exit the health business mentioned above. |
| (2) | The December 31, 2017 statutory surplus was reduced by $95.0 million to support capital requirements of our statutory entities since the impact of TCJA on statutory financial statements resulted in admitted net deferred tax asset reductions. |
The Company also has non-insurance subsidiaries and foreign insurance subsidiaries that are not subject to SAP. The statutory net income and statutory capital and surplus amounts presented above do not include foreign insurance subsidiaries in accordance with SAP.
Insurance enterprises are required by state insurance departments to adhere to minimum risk-based capital (“RBC”) requirements developed by the NAIC. All of the Company’s insurance subsidiaries exceed minimum RBC requirements.
The payment of dividends to the Company by any of the Company’s regulated U.S domiciled insurance subsidiaries in excess of a certain amount (i.e., extraordinary dividends) must be approved by the subsidiary’s domiciliary state department of insurance. Ordinary dividends, for which no regulatory approval is generally required, are limited to amounts determined by a formula, which varies by state. The formula for the majority of the states in which the Company’s subsidiaries are domiciled is based on the prior year’s statutory net income or 10% of the statutory surplus as of the end of the prior year. Some states limit ordinary dividends to the greater of these two amounts, others limit them to the lesser of these two amounts and some states exclude prior year realized capital gains from prior year net income in determining ordinary dividend capacity. Some states have an additional stipulation that dividends may only be paid out of earned surplus. If insurance regulators determine that payment of an ordinary dividend or any other payments by the Company’s insurance subsidiaries to the Company (such as payments under a tax sharing agreement or payments for employee or other services) would be adverse to policyholders or creditors, the regulators may block such payments that would otherwise be permitted without prior approval. Based on the dividend restrictions under applicable laws and regulations, the maximum amount of dividends that the Company’s U.S domiciled insurance subsidiaries could pay to the Company in 2018 without regulatory approval is approximately $300.0 million. No assurance can be given that there will not be further regulatory actions restricting the ability of the Company’s insurance subsidiaries to pay dividends.
State regulators require insurance companies to meet minimum capitalization standards designed to ensure that they can fulfill obligations to policyholders. Minimum capital requirements are expressed as a ratio of a company’s total adjusted capital (“TAC”) to its risk-based capital (“RBC”) (the “RBC Ratio”). TAC is equal to statutory surplus adjusted to exclude certain statutory liabilities. RBC is calculated by applying specified factors to various asset, premium, expense, liability, and reserve items.
Generally, if a company’s RBC Ratio is below 100% (the “Authorized Control Level”), the insurance commissioner of the company’s state of domicile is authorized to take control of the company, to protect the interests of policyholders. If the RBC Ratio is greater than 100% but less than 200% (the “Company Action Level”), the company must submit a RBC plan to
F-61
the commissioner of the state of domicile. Corrective actions may also be required if the RBC Ratio is greater than the Company Action Level but the company fails certain trend tests.
As of December 31, 2017, the TAC of each of our insurance subsidiaries exceeded the Company Action Level and no trend tests that would require regulatory action were violated. As of December 31, 2017, the TAC of our life and health entities subject to RBC requirements was $454.2 million. The corresponding Authorized Control Level was $65.8 million. As of December 31, 2017, the TAC of our P&C entities subject to RBC requirements was $1.15 billion. The corresponding Authorized Control Level was $225.4 million.
22. Retirement and Other Employee Benefits
Defined Benefit Plans
The Company and its subsidiaries participate in a non-contributory, qualified defined benefit pension plan (“Assurant Pension Plan”) covering substantially all employees. The Assurant Pension Plan is considered “qualified” because it meets the requirements of Internal Revenue Code Section 401(a) (“IRC 401(a)”) and the Employee Retirement Income Security Act of 1974 (“ERISA”). The Assurant Pension Plan is a pension equity plan with a grandfathered final average earnings plan for a certain group of employees. Benefits are based on certain years of service and the employee’s compensation during certain such years of service. The Company’s funding policy is to contribute amounts to the Assurant Pension Plan sufficient to meet the minimum funding requirements in ERISA, plus such additional amounts as the Company may determine to be appropriate from time to time up to the maximum permitted. The funding policy considers several factors to determine such additional amounts, including items such as the amount of service cost plus 15% of the Assurant Pension Plan deficit and the capital position of the Company. During 2017, there were no contributions to the Assurant Pension Plan. Due to the Plan's current funding status, no contributions to the Assurant Pension Plan are expected over the course of 2018. Assurant Pension Plan assets are maintained in a separate trust and as such are not included in the consolidated balance sheets of the Company. Plan assets and benefit obligations are measured as of December 31, 2017.
The Company also has various non-contributory, non-qualified supplemental plans covering certain employees. Since these plans are “non-qualified” they are not subject to the laws and regulations of IRC 401(a) and ERISA. As such, the Company is not required, and does not, fund these plans. The qualified and nonqualified plans are referred to as “Pension Benefits” unless otherwise noted. The Company has the right to modify or terminate these benefits; however, the Company will not be relieved of its obligation to plan participants for their vested benefits.
Effective January 1, 2014, the Assurant Pension Plan, Assurant Executive Pension Plan and Assurant Supplemental Executive Retirement Plan (“SERP”) were closed to new hires. Effective January 1, 2016, the Assurant Pension Plan was amended and split into two separate plans, the Assurant Pension Plan No. 1 (“Plan No. 1”) and the Assurant Pension Plan No. 2 (“Plan No. 2”). Plan No. 1 generally covers all eligible employees (including the active population as of January 1, 2016, the remainder of the terminated vested population and all Puerto Rico participants). Plan No. 2 generally includes a subset of the terminated vested population and the total population who commenced distribution of their accrued benefit prior to January 1, 2016. Assets for both plans remain in the Assurant, Inc. Pension Plan Trust. Effective December 31, 2017, Plan No. 1 and Plan No. 2 were merged back together into the Assurant Pension Plan.
Effective March 1, 2016, Plan No. 1, Plan No. 2, Assurant Executive Pension Plan, SERP and Retiree Medical Plan were amended such that no additional benefits will be earned after February 29, 2016. In connection with this amendment, the Company recorded a curtailment gain of $29.6 million in the first quarter 2016, which is included in the gain on pension curtailment caption in the consolidated statements of operations.
In addition, the Company provides certain life and health care benefits (“Retirement Health Benefits”) for retired employees and their dependents. On July 1, 2011, the Company terminated certain health care benefits for employees who did not qualify for “grandfathered” status and no longer offers these benefits to new hires. The Company contribution, plan design and other terms of the remaining benefits will not change for those grandfathered employees. The Company has the right to modify or terminate these benefits.
F-62
Pension Benefits and Retirement Health Benefits plan (together the “Plans”) information for the years ended December 31, 2017, 2016 and 2015 is as follows:
| Pension Benefits | Retirement Health Benefits | ||||||||||||||||||||||
| 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | ||||||||||||||||||
| Change in projected benefit obligation | |||||||||||||||||||||||
| Projected benefit obligation at beginning of year | $ | (797.6 | ) | $ | (1,018.6 | ) | $ | (1,064.0 | ) | $ | (96.5 | ) | $ | (93.5 | ) | $ | (96.3 | ) | |||||
| Service cost | — | (3.3 | ) | (42.0 | ) | — | — | (2.4 | ) | ||||||||||||||
| Interest cost | (26.3 | ) | (30.9 | ) | (41.8 | ) | (3.4 | ) | (3.5 | ) | (3.8 | ) | |||||||||||
| Actuarial (loss) gain, including curtailments and settlements | (36.1 | ) | 215.6 | 52.2 | (8.0 | ) | (2.9 | ) | 5.9 | ||||||||||||||
| Benefits paid | 36.9 | 39.6 | 77.0 | 3.9 | 3.4 | 3.1 | |||||||||||||||||
| Projected benefit obligation at end of year | $ | (823.1 | ) | $ | (797.6 | ) | $ | (1,018.6 | ) | $ | (104.0 | ) | $ | (96.5 | ) | $ | (93.5 | ) | |||||
| Change in plan assets | |||||||||||||||||||||||
| Fair value of plan assets at beginning of year | $ | 774.8 | $ | 832.7 | $ | 879.2 | $ | 47.4 | $ | 46.9 | $ | 50.1 | |||||||||||
| Actual return on plan assets | 85.9 | 67.4 | (5.5 | ) | 5.1 | 3.7 | (0.3 | ) | |||||||||||||||
| Employer contributions | 11.2 | 17.1 | 37.7 | 0.2 | 0.2 | 0.2 | |||||||||||||||||
| Benefits paid (including administrative expenses) | (64.8 | ) | (142.4 | ) | (78.7 | ) | (3.9 | ) | (3.4 | ) | (3.1 | ) | |||||||||||
| Fair value of plan assets at end of year | $ | 807.1 | $ | 774.8 | $ | 832.7 | $ | 48.8 | $ | 47.4 | $ | 46.9 | |||||||||||
| Funded status at end of year | $ | (16.0 | ) | $ | (22.8 | ) | $ | (185.9 | ) | $ | (55.2 | ) | $ | (49.1 | ) | $ | (46.6 | ) |
In accordance with the guidance on retirement benefits, the Company aggregates the results of the qualified and non-qualified plans as “Pension Benefits” and is required to disclose the aggregate projected benefit obligation, accumulated benefit obligation and fair value of plan assets, if the obligations within those plans exceed plan assets.
For the years ended December 31, 2017, 2016 and 2015, the projected benefit obligations, the accumulated benefit obligations of Pension Benefits, and fair value of plan assets are as follows:
| Qualified Pension Benefits | Non-Qualified Pension Benefits | Total Pension Benefits | |||||||||||||||||||||||||||||||||
| 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | |||||||||||||||||||||||||||
| Fair value of plan assets | $ | 807.1 | $ | 774.8 | $ | 832.7 | $ | — | $ | — | $ | — | $ | 807.1 | $ | 774.8 | $ | 832.7 | |||||||||||||||||
| Projected benefit obligation | (725.8 | ) | (697.8 | ) | (884.7 | ) | (97.3 | ) | (99.8 | ) | (133.9 | ) | (823.1 | ) | (797.6 | ) | (1,018.6 | ) | |||||||||||||||||
| Funded status at end of year | $ | 81.3 | $ | 77.0 | $ | (52.0 | ) | $ | (97.3 | ) | $ | (99.8 | ) | $ | (133.9 | ) | $ | (16.0 | ) | $ | (22.8 | ) | $ | (185.9 | ) | ||||||||||
| Accumulated benefit obligation | $ | 725.8 | $ | 697.8 | $ | 764.7 | $ | 97.3 | $ | 99.8 | $ | 113.7 | $ | 823.1 | $ | 797.6 | $ | 878.4 |
The Pension Protection Act of 2006 (“PPA”) requires certain qualified plans, like the Assurant Pension Plan, to meet specified funding thresholds. If these funding thresholds are not met, there are negative consequences to the plan and participants. If the funded percentage falls below 80%, full payment of lump sum benefits as well as implementation of amendments improving benefits are restricted.
As of January 1, 2017, the funded percentage was 136% for Plan No. 1 and 132% for Plan No. 2, respectively, on a PPA calculated basis (based on an actuarial average value of assets compared to the funding target). Therefore, benefit and payment restrictions did not occur during 2017. The 2017 funded measure will also be used to determine restrictions, if any, which can occur during the first nine months of 2018. Due to the funding status of Plan No. 1 and Plan No. 2 in 2016, no restrictions will exist before October 2018 (the time that the January 1, 2018 actuarial valuation needs to be completed). Also, based on the estimated funded status as of January 1, 2018, the Company does not anticipate any restrictions on benefits for the remainder of 2018.
F-63
Amounts recognized in the consolidated balance sheets consist of:
| Pension Benefits | Retirement Health Benefits | ||||||||||||||||||||||
| 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | ||||||||||||||||||
| Assets | $ | 81.3 | $ | 77.0 | $ | — | $ | — | $ | — | $ | — | |||||||||||
| Liabilities | $ | (97.3 | ) | $ | (99.8 | ) | $ | (185.9 | ) | $ | (55.2 | ) | $ | (49.1 | ) | $ | (46.6 | ) |
Amounts recognized in accumulated other comprehensive income consist of:
| Pension Benefits | Retirement Health Benefits | ||||||||||||||||||||||
| 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | ||||||||||||||||||
| Net (loss) gain | $ | (122.0 | ) | $ | (96.4 | ) | $ | (201.6 | ) | $ | (6.1 | ) | $ | (0.2 | ) | $ | 2.0 | ||||||
| Prior service (cost) credit | (0.6 | ) | (0.7 | ) | (2.3 | ) | — | — | 4.2 | ||||||||||||||
| $ | (122.6 | ) | $ | (97.1 | ) | $ | (203.9 | ) | $ | (6.1 | ) | $ | (0.2 | ) | $ | 6.2 |
Components of net periodic benefit cost and other amounts recognized in accumulated other comprehensive income for the years ended December 31 were as follows:
| Pension Benefits | Retirement Health Benefits | ||||||||||||||||||||||
| 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | ||||||||||||||||||
| Net periodic benefit cost | |||||||||||||||||||||||
| Service cost | $ | — | $ | 3.3 | $ | 42.0 | $ | — | $ | — | $ | 2.4 | |||||||||||
| Interest cost | 26.3 | 30.9 | 41.8 | 3.4 | 3.5 | 3.8 | |||||||||||||||||
| Expected return on plan assets | (50.0 | ) | (54.6 | ) | (53.9 | ) | (3.0 | ) | (3.0 | ) | (3.2 | ) | |||||||||||
| Amortization of prior service cost | — | — | 0.7 | — | — | (0.9 | ) | ||||||||||||||||
| Amortization of net loss (gain) | 2.6 | 1.7 | 16.7 | — | — | — | |||||||||||||||||
| Curtailment/settlement charge | — | (20.5 | ) | 1.6 | — | (4.2 | ) | — | |||||||||||||||
| Net periodic benefit cost | $ | (21.1 | ) | $ | (39.2 | ) | $ | 48.9 | $ | 0.4 | $ | (3.7 | ) | $ | 2.1 | ||||||||
| Other changes in plan assets and benefit obligations recognized in accumulated other comprehensive income | |||||||||||||||||||||||
| Net loss (gain) | $ | 28.1 | $ | (98.6 | ) | $ | 9.1 | $ | 5.9 | $ | 2.2 | $ | (2.4 | ) | |||||||||
| Amortization of prior service cost, and effects of curtailments/settlements | — | (1.7 | ) | (0.9 | ) | — | 4.2 | 0.9 | |||||||||||||||
| Amortization of net (loss) gain | (2.6 | ) | (6.5 | ) | (18.4 | ) | — | — | — | ||||||||||||||
| Total recognized in accumulated other comprehensive income (loss) | $ | 25.5 | $ | (106.8 | ) | $ | (10.2 | ) | $ | 5.9 | $ | 6.4 | $ | (1.5 | ) | ||||||||
| Total recognized in net periodic benefit cost and other comprehensive income (loss) | $ | 4.4 | $ | (146.0 | ) | $ | 38.7 | $ | 6.3 | $ | 2.7 | $ | 0.6 |
The Company uses a five-year averaging method to determine the market-related value of Pension Benefits plan assets, which is used to calculate the expected return of plan assets component of the Plans’ expense. Under this methodology, asset gains/losses that result from actual returns which differ from the Company’s expected long-term rate of return on assets assumption are recognized in the market-related value of assets on a level basis over a five year period. The difference between actual as compared to expected asset returns for the Plans will be fully reflected in the market-related value of plan assets over the next five years using the methodology described above. Other post-employment benefit assets under the Retirement Health Benefits are valued at fair value.
The estimated net loss and prior service cost of Pension Benefits that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next fiscal year are $2.5 million and less than $0.1 million, respectively. There was no estimated prior service credit (cost) and no estimated net gain (loss) of Retirement Health Benefits that will be amortized from accumulated other comprehensive income into net periodic benefit cost over the next fiscal year.
F-64
Determination of the projected benefit obligation was based on the following weighted-average assumptions for the years ended December 31:
| Qualified Pension Benefits | Nonqualified Pension Benefits | Retirement Health Benefits | ||||||||||||||||||||||||||||
| 2017 Plan 1 | 2017 Plan 2 | 2016 Plan 1 | 2016 Plan 2 | 2015 | 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | ||||||||||||||||||||
| Discount rate | 3.67 | % | 3.67 | % | 4.31 | % | 4.15 | % | 4.55 | % | 3.49 | % | 3.89 | % | 4.25 | % | 3.63 | % | 4.21 | % | 4.53 | % |
Determination of the net periodic benefit cost was based on the following weighted-average assumptions for the years ended December 31:
| Qualified Pension Benefits | Nonqualified Pension Benefits | Retirement Health Benefits | ||||||||||||||||||||||||||||
| 2017 Plan 1 | 2017 Plan 2 | 2016 Plan 1 | 2016 Plan 2 | 2015 | 2017 | 2016 | 2015 | 2017 | 2016 | 2015 | ||||||||||||||||||||
| Discount rates: | ||||||||||||||||||||||||||||||
| Effective discount rate for benefit obligations | 4.35 | % | 4.16 | % | 4.56 | % | 4.48 | % | 4.09 | % | 3.91 | % | 4.25 | % | 3.77 | % | 4.17 | % | 4.53 | % | 4.07 | % | ||||||||
| Effective rate for interest on benefit obligations | 3.54 | % | 3.48 | % | 3.75 | % | 3.74 | % | 4.09 | % | 3.10 | % | 3.44 | % | 3.77 | % | 3.52 | % | 3.86 | % | 4.07 | % | ||||||||
| Effective discount rate for service cost | — | % | — | % | 4.34 | % | — | % | 4.09 | % | — | % | 3.72 | % | 3.77 | % | — | % | — | % | 4.07 | % | ||||||||
| Effective rate for interest on service cost | — | % | — | % | 3.62 | % | — | % | 4.09 | % | — | % | 3.22 | % | 3.77 | % | — | % | — | % | 4.07 | % | ||||||||
| Expected long-term return on plan assets | 6.75 | % | 6.75 | % | 6.75 | % | 6.75 | % | 6.75 | % | — | % | 6.75 | % | 6.75 | % | 6.75 | % | 6.75 | % | 6.75 | % |
| * | Assumed rates of compensation increases are also used to determine net periodic benefit cost. Assumed rates varied by age and ranged from 3.25% to 9.30% for the Pension Benefits for the years ended December 31, 2017, 2016 and 2015. |
The selection of our discount rate assumption reflects the rate at which the Plans’ obligations could be effectively settled at December 31, 2017, 2016 and 2015. The methodology for selecting the discount rate was to match each Plan’s cash flows to that of a yield curve that provides the equivalent yields on zero-coupon corporate bonds for each maturity. The yield curve utilized in the cash flow analysis was comprised of 259 bonds rated AA by either Moody’s or Standard & Poor’s with maturities between zero and 29 years. The discount rate for each Plan is the single rate that produces the same present value of cash flows. We utilize a split rate approach for purposes of determining the benefit obligations and service cost as well as a spot rate approach for the calculation of interest on these items in the determination of the net periodic benefit cost.
To develop the expected long-term rate of return on assets assumption, the Company considered the current level of expected returns on risk free investments (primarily government bonds), the historical level of the risk premium associated with the other asset classes in which the portfolio is invested and the expectations for future returns of each asset class. The expected long-term rate of return on plan assets reflects the average rate of earnings expected on the funds invested or to be invested. The expected return for each asset class was then weighted based on the targeted asset allocation to develop the expected long-term rate of return on asset assumptions for the portfolio. The Company believes the current assumption reflects the projected return on the invested assets, given the current market conditions and the modified portfolio structure. Actual return (loss) on plan assets was 11.1%, 8.1% and (0.6)% for the years ended December 31, 2017, 2016 and 2015, respectively.
F-65
The assumed health care cost trend rates used in measuring the accumulated postretirement benefit obligation and net periodic benefit cost were as follows:
| Retirement Health Benefits | ||||||||
| 2017 | 2016 | 2015 | ||||||
| Health care cost trend rate assumed for next year: | ||||||||
| Pre-65 Non-reimbursement Plan | 11.1 | % | 8.6 | % | 9.3 | % | ||
| Post-65 Non-reimbursement Plan (Medical) | 5.9 | % | 5.6 | % | 5.7 | % | ||
| Post-65 Non-reimbursement Plan (Rx) | 13.5 | % | 9.3 | % | 10.2 | % | ||
| Pre-65 Reimbursement Plan | 10.8 | % | 7.6 | % | 8.1 | % | ||
| Post-65 Reimbursement Plan | 10.8 | % | 7.6 | % | 8.1 | % | ||
| Rate to which the cost trend rate is assumed to decline (the ultimate trend rate) | 4.5 | % | 4.5 | % | 4.5 | % | ||
| Year that the rate reaches the ultimate trend rate | ||||||||
| Pre-65 Non-reimbursement Plan | 2037 | 2030 | 2030 | |||||
| Post-65 Non-reimbursement Plan (Medical & Rx) | 2037 | 2030 | 2030 | |||||
| Pre-65 Reimbursement Plan | 2037 | 2030 | 2030 | |||||
| Post-65 Reimbursement Plan | 2037 | 2030 | 2030 |
Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. A one-percentage point change in assumed health care cost trend rates would have the following effects:
| Retirement Health Benefits | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| One percentage point increase in health care cost trend rate | |||||||||||
| Effect on total of service and interest cost components | $ | — | $ | — | $ | — | |||||
| Effect on postretirement benefit obligation | 0.7 | 0.6 | 0.6 | ||||||||
| One percentage point decrease in health care cost trend rate | |||||||||||
| Effect on total of service and interest cost components | $ | — | $ | — | $ | — | |||||
| Effect on postretirement benefit obligation | (1.0 | ) | (0.9 | ) | (0.9 | ) |
The assets of the Plans are managed to maximize their long-term pre-tax investment return, subject to the following dual constraints: minimization of required contributions and maintenance of solvency requirements. It is anticipated that periodic contributions to the Plans will, for the foreseeable future, be sufficient to meet benefit payments thus allowing the balance to be managed according to a long-term approach. The Investment Committee for the Plans meets on a quarterly basis and reviews the re-balancing of existing fund assets and the asset allocation of new fund contributions.
The goal of our asset strategy is to ensure that the growth in the value of the fund over the long-term, both in real and nominal terms, manages (controls) risk exposure. Risk is managed by investing in a broad range of asset classes, and within those asset classes, a broad range of individual securities. Diversification by asset classes stabilizes total fund results over short-term time periods. Each asset class is externally managed by outside investment managers appointed by the Investment Committee. Derivatives may be used consistent with the Plan’s investment objectives established by the Investment Committee. All securities must be U.S. dollar denominated.
The Investment Committee that oversees the investment of the plan assets conducts an annual review of the investment strategies and policies of the Plans. This includes a review of the strategic asset allocation, including the relationship of the Plans’ liabilities and portfolio structure. As a result of this review, the Investment Committee adopted the current target asset allocation in 2014, which has been consistently followed through the year ended December 31, 2017.
F-66
| The Plans’ Asset Allocation Percentages | ||||||||
| Financial Assets (1) | Low | Target (2) | High | |||||
| Equity securities: | ||||||||
| Common stock- U.S. listed small cap | 5.0 | % | 7.5 | % | 10.0 | % | ||
| Mutual fund- U.S. listed large cap | 10.0 | % | 15.0 | % | 20.0 | % | ||
| Common/collective trust- foreign listed | 5.0 | % | 7.5 | % | 10.0 | % | ||
| Fixed maturity securities: | ||||||||
| U.S. & foreign government and government agencies and authorities | 6.5 | % | 9.0 | % | 11.5 | % | ||
| Corporate- U.S. & foreign investment grade | 31.0 | % | 33.5 | % | 36.0 | % | ||
| Corporate- U.S. & foreign high yield | 5.0 | % | 7.5 | % | 10.0 | % | ||
| Alternative investment fund: | ||||||||
| Multi-strategy hedge fund | 5.5 | % | 8.0 | % | 10.5 | % | ||
| Commingled real estate fund | 3.5 | % | 6.0 | % | 8.5 | % | ||
| Private equity fund | — | % | 6.0 | % | 8.5 | % |
| (1) | The Plans’ long-term asset allocation targets are 30% equity, 50% fixed income and 20% alternative investment funds. The Company invests certain plan assets in investment funds, examples of which include real estate investment funds and private equity funds. Amounts allocated for these investments are included in the alternative investment funds caption of the asset allocation at December 31, 2017, provided in the section above. |
| (2) | It is understood that these guidelines are targets and that deviations may occur periodically as a result of cash flows, market impact or short-term decisions implemented by either the Investment Committee or their investment managers. |
The assets of the Plans are primarily invested in fixed maturity and equity securities. While equity risk is fully retained, interest rate risk is hedged by aligning the duration of the fixed maturity securities with the duration of the liabilities. Specifically, interest rate swaps are used to synthetically extend the duration of fixed maturity securities to match the duration of the liabilities, as measured on a projected benefit obligation basis. In addition, the Plans’ fixed income securities have exposure to credit risk. In order to adequately diversify and limit exposure to credit risk, the Investment Committee established parameters which include a limit on the asset types that managers are permitted to purchase, maximum exposure limits by sector and by individual issuer (based on asset quality) and minimum required ratings on individual securities. As of December 31, 2017, 72% of plan assets were invested in fixed maturity securities and 13%, 11% and 10% of those securities were concentrated in the financial, communications and consumer non-cyclical industries, with no exposure to any single creditor in excess of 4%, 6% and 5% of those industries, respectively. As of December 31, 2017, 2% of plan assets were invested in equity securities and 60% of the Plans’ equity securities were invested in a mutual fund that attempts to replicate the return of the Standard & Poor’s 500 index (“S&P 500”) by investing its assets in large capitalization stocks that are included in the S&P 500 using a weighting similar to the S&P 500.
The fair value hierarchy for the Company’s qualified pension plan and other postretirement benefit plan assets at December 31, 2017 by asset category, is as follows:
| Qualified Pension Benefits | December 31, 2017 | ||||||||||
| Financial Assets | Total | Level 1 | Level 2 | ||||||||
| Cash and cash equivalents: | |||||||||||
| Short-term investment funds | $ | 90.1 | $ | — | $ | 90.1 | |||||
| Equity securities: | |||||||||||
| Preferred stock | 5.6 | 5.6 | — | ||||||||
| Mutual funds- U.S. listed large cap | 8.3 | 8.3 | — | ||||||||
| Fixed maturity securities: | |||||||||||
| U.S. & foreign government and government agencies and authorities | 184.9 | — | 184.9 | ||||||||
| Corporate- U.S. & foreign investment grade | 314.7 | — | 314.7 | ||||||||
| Corporate- U.S. & foreign high yield | 78.4 | — | 78.4 | ||||||||
| Derivatives: | |||||||||||
| Interest rate swap | 14.4 | — | 14.4 | ||||||||
| Other investments measured at net asset value (1) | 118.6 | — | — | ||||||||
| Total financial assets | $ | 815.0 | (2) | $ | 13.9 | $ | 682.5 |
F-67
| (1) | In accordance with fair value measurements and disclosures guidance, certain investments that are measured at fair value using the net asset value practical expedient have not been classified in the fair value hierarchy. The net asset value of $53.6 million, $8.7 million and $56.3 million for the period ending December 31, 2017 is used as a practical expedient to fair value of the multi-strategy hedge fund, private equity fund and real estate fund, respectively. |
| (2) | The difference between the fair value of plan assets above and the amount used in determining the funded status is due to interest receivable which is not required to be included in the fair value hierarchy. |
| Retirement Health Benefits | December 31, 2017 | ||||||||||
| Financial Assets | Total | Level 1 | Level 2 | ||||||||
| Cash and cash equivalents: | |||||||||||
| Short-term investment funds | $ | 5.5 | $ | — | $ | 5.5 | |||||
| Equity securities: | |||||||||||
| Preferred stock | 0.3 | 0.3 | — | ||||||||
| Mutual funds- U.S. listed large cap | 0.5 | 0.5 | — | ||||||||
| Fixed maturity securities: | |||||||||||
| U.S. & foreign government and government agencies and authorities | 11.2 | — | 11.2 | ||||||||
| Corporate- U.S. & foreign investment grade | 19.0 | — | 19.0 | ||||||||
| Corporate- U.S. & foreign high yield | 4.7 | — | 4.7 | ||||||||
| Derivatives: | |||||||||||
| Interest rate swap | 0.9 | — | 0.9 | ||||||||
| Other investments measured at net asset value (1) | 7.2 | — | — | ||||||||
| Total financial assets | $ | 49.3 | (2) | $ | 0.8 | $ | 41.3 |
| (1) | In accordance with fair value measurements and disclosures guidance, certain investments that are measured at fair value using the net asset value practical expedient have not been classified in the fair value hierarchy. The net asset value of $3.3 million, $0.5 million and $3.4 million for the period ending December 31, 2017 is used as a practical expedient to fair value of the multi-strategy hedge fund, private equity fund and real estate fund, respectively. |
| (2) | The difference between the fair value of plan assets above and the amount used in determining the funded status is due to interest receivable which is not required to be included in the fair value hierarchy. |
The fair value hierarchy for the Company’s qualified pension plan and other post retirement benefit plan assets at December 31, 2016 by asset category, is as follows:
| Qualified Pension Benefits | December 31, 2016 | ||||||||||
| Financial Assets | Total | Level 1 | Level 2 | ||||||||
| Cash and cash equivalents: | |||||||||||
| Short-term investment funds | $ | 29.6 | $ | — | $ | 29.6 | |||||
| Equity securities: | |||||||||||
| Common stock- U.S. listed small cap | 79.9 | 79.9 | — | ||||||||
| Preferred stock | 4.1 | 4.1 | — | ||||||||
| Mutual funds- U.S. listed large cap | 33.0 | 33.0 | — | ||||||||
| Fixed maturity securities: | |||||||||||
| U.S. & foreign government and government agencies and authorities | 133.2 | — | 133.2 | ||||||||
| Corporate- U.S. & foreign investment grade | 246.7 | — | 246.7 | ||||||||
| Corporate- U.S. & foreign high yield | 61.0 | — | 61.0 | ||||||||
| Derivatives: | |||||||||||
| Interest rate swap | 14.0 | — | 14.0 | ||||||||
| Other investments measured at net asset value (1) | 182.2 | — | — | ||||||||
| Total financial assets | $ | 783.7 | (2) | $ | 117.0 | $ | 484.5 |
| (1) | In accordance with fair value measurements and disclosures guidance, certain investments that are measured at fair value using the net asset value practical expedient have not been classified in the fair value hierarchy. The net asset value of $61.7 million, $7.3 million, $53.0 million and $60.2 million for the period ending December 31, 2016 is used as a practical expedient to fair value of the multi-strategy hedge fund, private equity fund, real estate fund and common/collective trust fund, respectively. |
| (2) | The difference between the fair value of plan assets above and the amount used in determining the funded status is due to interest receivable which is not required to be included in the fair value hierarchy. |
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| Retirement Health Benefits | December 31, 2016 | ||||||||||
| Financial Assets | Total | Level 1 | Level 2 | ||||||||
| Cash and cash equivalents: | |||||||||||
| Short-term investment funds | $ | 1.8 | $ | — | $ | 1.8 | |||||
| Equity securities: | |||||||||||
| Common stock- U.S. listed small cap | 4.9 | 4.9 | — | ||||||||
| Preferred stock | 0.3 | 0.3 | — | ||||||||
| Mutual funds- U.S. listed large cap | 2.0 | 2.0 | — | ||||||||
| Fixed maturity securities: | |||||||||||
| U.S. & foreign government and government agencies and authorities | 8.1 | — | 8.1 | ||||||||
| Corporate- U.S. & foreign investment grade | 15.1 | — | 15.1 | ||||||||
| Corporate- U.S. & foreign high yield | 3.7 | — | 3.7 | ||||||||
| Derivatives: | |||||||||||
| Interest rate swap | 0.9 | — | 0.9 | ||||||||
| Other investments measured at net asset value (1) | 11.1 | — | — | ||||||||
| Total financial assets | $ | 47.9 | (2) | $ | 7.2 | $ | 29.6 |
| (1) | In accordance with fair value measurements and disclosures guidance, certain investments that are measured at fair value using the net asset value practical expedient have not been classified in the fair value hierarchy. The net asset value of $3.8 million, $0.4 million, $3.2 million and $3.7 million for the period ending December 31, 2016 is used as a practical expedient to fair value of the multi-strategy hedge fund, private equity fund and real estate fund, respectively. |
| (2) | The difference between the fair value of plan assets above and the amount used in determining the funded status is due to interest receivable which is not required to be included in the fair value hierarchy. |
Level 1 and Level 2 securities are valued using various observable market inputs obtained from a pricing service. The pricing service prepares estimates of fair value measurements for our Level 2 securities using proprietary valuation models based on techniques such as matrix pricing which include observable market inputs. Observable market inputs for Level 1 and 2 securities are consistent with the observable market inputs described in Note 7 - Fair Value Disclosures.
The Company obtains one price for each investment. A quarterly analysis is performed to assess if the evaluated prices represent a reasonable estimate of their fair value. This process involves quantitative and qualitative analysis and is overseen by benefits, investment and accounting professionals. Examples of procedures performed include, but are not limited to, initial and on-going review of pricing service methodologies, review of pricing statistics and trends, and comparison of prices for certain securities with two different appropriate price sources for reasonableness. Following this analysis, the Company uses the best estimate of fair value based upon all available inputs. The pricing service provides information regarding their pricing procedures so that the Company can properly categorize the Plans’ financial assets in the fair value hierarchy.
Due to the Plan's current funding status, no contributions are expected to be made to its qualified pension plan in 2018. No contributions are expected to be made to the retirement health benefit plan in 2018.
The following pension benefits are expected to be paid over the next ten-year period:
| Pension Benefits | Retirement Health Benefits | ||||||
| 2018 | $ | 49.5 | $ | 5.8 | |||
| 2019 | 46.5 | 6.0 | |||||
| 2020 | 55.8 | 6.2 | |||||
| 2021 | 47.0 | 6.3 | |||||
| 2022 | 47.3 | 6.5 | |||||
| 2023 - 2027 | 254.6 | 33.0 | |||||
| Total | $ | 500.7 | $ | 63.8 |
Defined Contribution Plan
The Company and its subsidiaries participate in a defined contribution plan covering substantially all employees. The defined contribution plan provides benefits payable to participants on retirement or disability and to beneficiaries of
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participants in the event of the participant’s death. The amounts expensed by the Company related to this plan were $37.0 million, $60.9 million (including the special contribution referenced below) and $44.5 million in 2017, 2016, and 2015, respectively.
During 2016, in connection with the pension freeze, the Company provided a special, one-time contribution of 3% of eligible pay into the defined contribution plan for all active employees as of December 31, 2016. Employees whose employment ends between March 1 and December 30, 2016 due to death, total disability, retirement (as defined in the Plan) or as part of an involuntary termination without cause initiated by the Company were also eligible. The Company incurred $22.5 million in connection with this special, one-time contribution as of December 31, 2016.
23. Earnings per Common Share
The following table presents net income, the weighted average common shares used in calculating basic earnings per common share ("EPS") and those used in calculating diluted EPS for each period presented below.
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| Numerator | |||||||||||
| Net income | $ | 519.6 | $ | 565.4 | $ | 141.6 | |||||
| Deduct dividends paid | (119.0 | ) | (125.4 | ) | (94.2 | ) | |||||
| Undistributed earnings | $ | 400.6 | $ | 440.0 | $ | 47.4 | |||||
| Denominator | |||||||||||
| Weighted average shares outstanding used in basic earnings per share calculations | 54,986,654 | 61,261,288 | 68,163,825 | ||||||||
| Incremental common shares from: | |||||||||||
| PSUs | 284,835 | 632,731 | 789,547 | ||||||||
| ESPP | 39,543 | 40,755 | 63,837 | ||||||||
| Weighted average shares used in diluted earnings per share calculations | 55,311,032 | 61,934,774 | 69,017,209 | ||||||||
| Earnings per common share – Basic | |||||||||||
| Distributed earnings | $ | 2.16 | $ | 2.05 | $ | 1.38 | |||||
| Undistributed earnings | 7.29 | 7.18 | 0.70 | ||||||||
| Net income | $ | 9.45 | $ | 9.23 | $ | 2.08 | |||||
| Earnings per common share – Diluted | |||||||||||
| Distributed earnings | $ | 2.15 | $ | 2.03 | $ | 1.36 | |||||
| Undistributed earnings | 7.24 | 7.10 | 0.69 | ||||||||
| Net income | $ | 9.39 | $ | 9.13 | $ | 2.05 |
Average PSUs totaling 68,110 and 2,747 for the year ended December 31, 2017 and 2016, respectively, were outstanding but were anti-dilutive and thus not included in the computation of diluted EPS under the treasury stock method. There were no anti-dilutive PSUs outstanding for the years ended December 31, 2015.
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24. Quarterly Results of Operations (Unaudited)
The Company’s quarterly results of operations for the years ended December 31, 2017 and 2016 are summarized in the tables below:
| Three Month Periods Ended | |||||||||||||||
| March 31 | June 30 | September 30 | December 31 | ||||||||||||
| 2017 | |||||||||||||||
| Total revenues | $ | 1,551.5 | $ | 1,600.5 | $ | 1,586.4 | $ | 1,676.6 | |||||||
| Income (loss) before provision (benefit) for income taxes | 215.1 | 178.7 | (107.6 | ) | 158.3 | ||||||||||
| Net income (loss) | 143.8 | 120.2 | (57.3 | ) | 312.9 | ||||||||||
| Basic per share data: | |||||||||||||||
| Income (loss) before provision (benefit) for income taxes | $ | 3.83 | $ | 3.24 | $ | (1.97 | ) | $ | 2.93 | ||||||
| Net income (loss) | $ | 2.56 | $ | 2.18 | $ | (1.05 | ) | $ | 5.79 | ||||||
| Diluted* per share data: | |||||||||||||||
| Income (loss) before provision (benefit) for income taxes | $ | 3.79 | $ | 3.22 | $ | (1.97 | ) | $ | 2.91 | ||||||
| Net income (loss) | $ | 2.53 | $ | 2.16 | $ | (1.05 | ) | $ | 5.76 | ||||||
| March 31 | June 30 | September 30 | December 31 | ||||||||||||
| 2016 | |||||||||||||||
| Total revenues | $ | 2,147.5 | $ | 1,797.8 | $ | 1,834.1 | $ | 1,752.4 | |||||||
| Income before provision for income taxes | 337.6 | 235.5 | 220.9 | 54.6 | |||||||||||
| Net income | 220.4 | 169.3 | 144.4 | 31.3 | |||||||||||
| Basic per share data: | |||||||||||||||
| Income before provision for income taxes | $ | 5.19 | $ | 3.78 | $ | 3.66 | $ | 0.95 | |||||||
| Net income | $ | 3.38 | $ | 2.72 | $ | 2.40 | $ | 0.54 | |||||||
| Diluted per share data: | |||||||||||||||
| Income before provision for income taxes | $ | 5.12 | $ | 3.75 | $ | 3.63 | $ | 0.94 | |||||||
| Net income | $ | 3.34 | $ | 2.70 | $ | 2.37 | $ | 0.54 |
- In accordance with earnings per share guidance, diluted per share amounts are computed in the same manner as basic per share amounts when a loss from operations exists.
Fourth quarter 2017 results were primarily affected by a one-time $177.0 million tax benefit from the reduction of net deferred tax liabilities following the enactment of the U.S. Tax Cuts and Jobs Act. Fourth quarter 2017 results included adjustments related to the understatement of income from certain Lifestyle mobile and vehicle service contracts, primarily related to 2017, 2016 and 2015. These adjustments resulted in an increase to fourth quarter 2017 net income of $5.4 million.
Third quarter 2017 results reflect the impact of $191.8 million after-tax of reportable catastrophes (reportable catastrophe losses, net of reinsurance and client profit sharing adjustments, and including reinstatement and other premiums), primarily related to Hurricanes Harvey, Irma and Maria.
Second quarter 2017 results included adjustments related to the understatement of income from certain Lifestyle vehicle and extended service contracts, primarily related to 2016 and 2015. These adjustments resulted in an increase to second quarter 2017 net income of $3.7 million.
As previously disclosed, the Company sold its Assurant Employee Benefits segment on March 1, 2016. Fourth quarter 2016 results were primarily affected by higher reportable catastrophe losses and declines in premium due to the ongoing normalization of lender-placed insurance in Global Housing. Fourth quarter 2016 results included adjustments related to the understatement of health & welfare liabilities, primarily related to expenses incurred in the first half of 2016. These adjustments resulted in a decrease to fourth quarter 2016 net income of $5.1 million.
We performed both a qualitative and quantitative assessment of the materiality of the adjustments and concluded that the effects were not material to our financial position, results of operations or cash flows for any previously reported quarterly or annual financial statements or for the current period in which they were adjusted.
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25. Commitments and Contingencies
Leases
The Company and its subsidiaries lease office space and equipment under operating lease arrangements. Certain facility leases contain escalation clauses based on increases in the lessors’ operating expenses. At December 31, 2017, the aggregate future minimum lease payments under these operating lease agreements that have initial or non-cancelable terms in excess of one year are:
| 2018 | $ | 21.6 | |
| 2019 | 16.4 | ||
| 2020 | 13.1 | ||
| 2021 | 9.8 | ||
| 2022 | 5.2 | ||
| Thereafter | 3.1 | ||
| Total minimum future lease payments (a) | $ | 69.2 |
(a) Minimum future lease payments exclude $0.8 million of sublease rental income.
Rent expense was $23.8 million, $26.5 million and $31.8 million for 2017, 2016 and 2015, respectively. Sublease income was $5.9 million, $5.6 million and $2.4 million in 2017, 2016 and 2015, respectively.
Future minimum payments under purchase agreements totaled $13.5 million as of December 31, 2017, with payment of $4.5 million each due in 2018, 2019 and 2020.
Letters of Credit
In the normal course of business, letters of credit are issued primarily to support reinsurance arrangements in which the Company is the reinsurer. These letters of credit are supported by commitments under which the Company is required to indemnify the financial institution issuing the letter of credit if the letter of credit is drawn. The Company had $18.1 million and $17.2 million of letters of credit outstanding as of December 31, 2017 and 2016, respectively.
Legal and Regulatory Matters
In January 2015, at the request of the Indiana Department of Insurance, the National Association of Insurance Commissioners (the "NAIC") authorized a multistate targeted market conduct examination regarding the Company's lender placed insurance products. Various underwriting companies, including American Security Insurance Company, are subject to the examination. In December 2016, the Company reached a Regulatory Settlement Agreement (the "RSA") with the participating regulators to resolve the issues raised in the market conduct examination and a separate agreement with the Minnesota Department of Commerce to settle its lender-placed insurance market conduct examination (together with the RSA, the “Settlement Agreements”). The terms of the Settlement Agreements took effect in the first quarter of 2017. They resolve outstanding regulatory matters related to lender-placed insurance within the scope of the examinations and align lender-placed business practices with procedures already implemented across much of the Company's lender-placed business. In April 2017, the Company paid $85.0 million to the participating jurisdictions for examination, compliance and monitoring costs. In accordance with the RSA, the Company will also re-file its lender-placed insurance rates at least once every four years, and modify certain lender-placed business practices to which other significant providers in the lender-placed market will also be subject. The state insurance regulatory agencies have also imposed similar requirements and restrictions on other existing writers of lender-placed insurance and future entrants.
In addition, as previously disclosed, the Company is involved in a variety of litigation relating to its current and past business operations and, from time to time, it may become involved in other such actions. In particular, the Company is a defendant in class actions in a number of jurisdictions regarding its lender-placed insurance programs. These cases assert a variety of claims under a number of legal theories. The plaintiffs seek premium refunds and other relief. The Company continues to defend itself vigorously in these class actions. We have participated and may participate in settlements on terms that we consider reasonable given the strength of our defenses and other factors.
In July 2007 an Assurant subsidiary acquired Swansure Group, a privately held U.K. company, which owned D&D Homecare Limited (“D&D”). D&D was a packager of mortgages and certain insurance products, including Payment Protection Insurance (“PPI”) policies that, for a period of time, were underwritten by an Assurant subsidiary and sold by various alleged agents, including Carrington Carr Home Finance Limited (“CCHFL”), which is now in administration. In early 2014, as a result of consumer complaints alleging that CCHFL missold certain D&D-packaged PPI policies between August 8, 2003 and
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November 1, 2004, the U.K. Financial Ombudsman Service (“FOS”) requested that an Assurant subsidiary, Assurant Intermediary Limited (“AIL”), review complaints relating to CCHFL’s sale of such PPI policies. In late 2015, the FOS issued a provisional decision in favor of AIL’s challenge to the FOS’s jurisdiction on the CCHF population of cases. The provisional decision also provided the parties with the opportunity to provide further submissions before a final decision would be confirmed. In February 2016, the FOS confirmed the provisional decision in favor of AIL.
The Company has established an accrued liability for various legal and regulatory proceedings. However, the possible loss or range of loss resulting from such litigation and regulatory proceedings, if any, in excess of the amounts accrued is inherently unpredictable and uncertain. Consequently, no estimate can be made of any possible loss or range of loss in excess of the accrual. Although the Company cannot predict the outcome of any pending legal or regulatory action, or the potential losses, fines, penalties or equitable relief, if any, that may result, it is possible that such outcome could have a material adverse effect on the Company’s consolidated results of operations or cash flows for an individual reporting period. However, on the basis of currently available information, management does not believe that the pending matters are likely to have a material adverse effect, individually or in the aggregate, on the Company’s financial condition.
Guaranty Fund Assessments
Under state guaranty association laws, certain insurance companies can be assessed (up to prescribed limits) for certain obligations to the policyholders and claimants of impaired or insolvent insurance companies that write the same line or similar lines of business. In 2009, the Pennsylvania Insurance Commissioner (the “Commissioner”) placed long-term care insurer Penn Treaty Network America Insurance Company and one of its subsidiaries (collectively, “Penn Treaty”) in rehabilitation, an intermediate action before insolvency, and subsequently petitioned a state court to convert the rehabilitation into a liquidation. The state court began a hearing in July 2015 to consider the Commissioner’s most recent proposed rehabilitation plan, which contemplates a partial liquidation of Penn Treaty. Given developments in 2016, and the apparent inevitable liquidation of Penn Treaty, the Company accrued $12.5 million for its estimated share of guaranty association assessments in the fourth quarter of 2016. In March 2017, the order of liquidation was granted. During the year ended December 31, 2017, the Company accrued an additional $3.0 million due to a revised estimated total loss of liability and has a net liability of $6.5 million as of December 31, 2017 for remaining obligations related to the insolvency.
26. Acquisitions
On February 1, 2017, the Company acquired 100% of Green Tree Insurance Holdings, Corp. and its subsidiaries Green Tree Insurance Agency and Green Tree Insurance Agency Reinsurance Limited (collectively “Green Tree”) for $125.0 million in cash with a potential earn-out of up to $25.0 million, based on future performance. Green Tree sells housing protection products, including voluntary homeowners’ and manufactured housing policies, and other insurance products. In connection with the acquisition, the Company recorded $10.4 million of net liabilities, $77.5 million of agency relationship and renewal rights intangible assets, all of which are amortizable over periods ranging from 7 to 16 years, and $57.9 million of goodwill, none of which is tax-deductible. The primary factors contributing to the recognition of goodwill is future expected growth of this business and operating synergies within Global Housing. Subsequent to the initial purchase accounting, the Company decreased intangible assets by $7.9 million, with an offset to increase goodwill by $7.9 million. Such changes were made in connection with information assessed during the measurement period related to the Company's finalization of purchase accounting.
On July 1, 2016, the Company acquired 100% of American Title, Inc., a leader in title and valuation services for home equity lenders. The acquisition-date fair value of the initial cash consideration totaled $45.0 million, with a possible earn-out payment based on future expected revenue and gross profits. The contingent payment was determined to have no initial value based on the Company's assessment that the underlying conditions would not be met. However, this may change over time, with any resulting adjustments recorded in earnings when a change in estimated payment is determined. In connection with the acquisition, the Company recorded $32.4 million of customer and technology-based intangible assets, all of which are amortizable over periods ranging from 1 to 12.5 years, and $8.5 million of goodwill, none of which is tax-deductible. The primary factor contributing to the recognition of goodwill is future expected growth of this business within Global Housing.
On March 14, 2016, the Company acquired certain renewal rights to the National Flood Insurance Program block of business of Nationwide Mutual Insurance Company. The estimated acquisition-date fair value of the consideration transferred totaled $20.3 million, which consists of an initial cash payment of $1.0 million and an expected contingent payment of $19.3 million. The contingent consideration arrangement is based on future expected revenue. In connection with this asset acquisition, the Company recorded $20.3 million of renewal rights intangible assets which are amortizable over a five-year period. The contingent payment may change over time, with any resulting adjustments recorded in earnings when a change in estimated payment is determined.
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None of the acquisitions were deemed material to warrant providing pro-forma financial statements.
There were no material acquisitions in 2015.
27. Subsequent Events
The Warranty Group Acquisition
On January 8, 2018, the Company entered into an Amended and Restated Agreement and Plan of Merger (the “A&R Merger Agreement”), with TWG Holdings Limited, a Bermuda limited company (“TWG Holdings,” and together with its subsidiaries, “TWG”), TWG Re, Ltd., a corporation incorporated in the Cayman Islands (“TWG Re”), Arbor Merger Sub, Inc., a Delaware corporation and a direct wholly owned subsidiary of TWG Holdings (“TWG Merger Sub”) and Spartan Merger Sub, Ltd., a Bermuda exempted limited company and a direct wholly owned subsidiary of Assurant (“Merger Sub”). The A&R Merger Agreement amends and restates in its entirety that certain Agreement and Plan of Merger entered into by the Company, TWG, TWG Re and TWG Merger Sub on October 17, 2017 (the “Original Merger Agreement”). Under the terms of the A&R Merger Agreement and subject to the satisfaction or waiver of the conditions therein, in lieu of the transactions contemplated by the Original Merger Agreement, Assurant will acquire TWG through a transaction in which Merger Sub will merge with and into TWG, with TWG continuing as the surviving corporation and as a wholly owned subsidiary of Assurant. TWG is a global provider of protection plans and related programs and a portfolio company of TPG Capital, a private equity company.
As a result of the proposed acquisition, the equityholders of TWG will receive consideration of 10,400,000 shares of Assurant common stock, which represents approximately 19.8% of Assurant’s currently outstanding shares of common stock, and cash. The cash consideration is subject to a collar mechanism based on the change between Assurant’s 10-day volume-weighted average stock price at the time of closing (the “closing price”) and $95.4762, the reference price as set forth in the A&R Merger Agreement. Pursuant to the collar mechanism, the cash consideration may increase or decrease by the value of the difference between the closing price and the reference price if the percentage change is no more than 10% (in either direction). There is no further adjustment to the cash consideration if the percentage change between the two prices is within 10% - 20% (in either direction). In the event that the percentage change is greater than 20% (in either direction), the disadvantaged party may terminate the agreement unless the other party elects to cure by adjusting the consideration to be received by the TWG Holdings equityholders. Assuming an increase or decrease with respect to the reference price of not more than 10%, the total cash consideration would range from approximately $800.0 million to $1.00 billion, depending on Assurant’s stock price at closing.
The transaction remains valued at $1.90 billion in equity value or $2.50 billion of enterprise value, including TWG's existing debt. The Company currently expects to finance the cash consideration and repayment of $591.3 million of TWG's existing debt through a combination of external financing and available cash at the holding company at the time of close. Refer to Note 16 for more information related to debt agreements.
The transaction is expected to close in the second quarter of 2018, subject to the receipt of regulatory approvals and other customary closing conditions.
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Assurant, Inc.
Schedule I – Summary of Investments Other–Than–Investments in Related Parties
December 31, 2017
| Cost or Amortized Cost | Fair Value | Amount at which shown in balance sheet | |||||||||
| (in millions) | |||||||||||
| Fixed maturity securities: | |||||||||||
| U.S. government and government agencies and authorities | $ | 180.6 | $ | 182.6 | $ | 182.6 | |||||
| States, municipalities and political subdivisions | 302.3 | 326.2 | 326.2 | ||||||||
| Foreign governments | 524.8 | 596.8 | 596.8 | ||||||||
| Asset-backed | 188.4 | 190.2 | 190.2 | ||||||||
| Commercial mortgage-backed | 38.6 | 38.1 | 38.1 | ||||||||
| Residential mortgage-backed | 1,084.2 | 1,109.4 | 1,109.4 | ||||||||
| U.S. corporate | 4,774.2 | 5,371.3 | 5,371.3 | ||||||||
| Foreign corporate | 1,663.4 | 1,848.0 | 1,848.0 | ||||||||
| Total fixed maturity securities | 8,756.5 | 9,662.6 | 9,662.6 | ||||||||
| Equity securities: | |||||||||||
| Common stocks | 9.3 | 17.7 | 17.7 | ||||||||
| Non-redeemable preferred stocks | 307.0 | 350.3 | 350.3 | ||||||||
| Total equity securities | 316.3 | 368.0 | 368.0 | ||||||||
| Commercial mortgage loans on real estate | 670.2 | 679.2 | 670.2 | ||||||||
| Short-term investments | 284.1 | 284.1 | 284.1 | ||||||||
| Other investments | 568.6 | 568.6 | 568.6 | ||||||||
| Total investments | $ | 10,595.7 | $ | 11,562.5 | $ | 11,553.5 |
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Assurant, Inc.
Schedule II – Condensed Balance Sheet (Parent Only)
| December 31, | |||||||
| 2017 | 2016 | ||||||
| (in millions except number of shares) | |||||||
| Assets | |||||||
| Investments: | |||||||
| Equity investment in subsidiaries | $ | 4,674.3 | $ | 4,147.6 | |||
| Fixed maturity securities available for sale, at fair value (amortized cost – $375.4 in 2017 and $428.7 in 2016) | 382.2 | 429.2 | |||||
| Equity securities available for sale, at fair value (amortized cost – $14.6 in 2017 and $20.3 in 2016) | 16.1 | 21.1 | |||||
| Short-term investments | 14.2 | 220.0 | |||||
| Other investments | 115.9 | 92.4 | |||||
| Total investments | 5,202.7 | 4,910.3 | |||||
| Cash and cash equivalents | 136.0 | 264.8 | |||||
| Receivable from subsidiaries, net | 58.4 | 42.5 | |||||
| Income tax receivable | 26.8 | — | |||||
| Accrued investment income | 3.8 | 4.9 | |||||
| Property and equipment, at cost less accumulated depreciation | 118.1 | 134.3 | |||||
| Other assets | 39.7 | 27.5 | |||||
| Total assets | $ | 5,585.5 | $ | 5,384.3 | |||
| Liabilities | |||||||
| Accounts payable and other liabilities | $ | 246.7 | $ | 198.9 | |||
| Income tax payable | — | 20.3 | |||||
| Debt | 1,068.2 | 1,067.0 | |||||
| Total liabilities | 1,314.9 | 1,286.2 | |||||
| Commitments and Contingencies | |||||||
| Stockholders’ equity | |||||||
| Common stock, par value $0.01 per share, 800,000,000 shares authorized, 52,417,812 and 55,941,480 shares outstanding at December 31, 2017 and 2016, respectively | 1.5 | 1.5 | |||||
| Additional paid-in capital | 3,197.9 | 3,175.9 | |||||
| Retained earnings | 5,697.3 | 5,296.7 | |||||
| Accumulated other comprehensive income | 234.0 | 94.6 | |||||
| Treasury stock, at cost; 97,974,792 and 94,041,583 shares at December 31, 2017 and 2016, respectively | (4,860.1 | ) | (4,470.6 | ) | |||
| Total stockholders’ equity | 4,270.6 | 4,098.1 | |||||
| Total liabilities and stockholders’ equity | $ | 5,585.5 | $ | 5,384.3 |
See Accompanying Notes to Condensed Financial Information of Registrant
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Assurant, Inc.
Schedule II – Condensed Income Statement (Parent Only)
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| (in thousands) | |||||||||||
| Revenues | |||||||||||
| Net investment income | $ | 11.0 | $ | 7.3 | $ | 7.3 | |||||
| Net realized (losses) gains on investments | (1.0 | ) | 2.9 | 12.5 | |||||||
| Fees and other income | 138.8 | 85.1 | 96.0 | ||||||||
| Gain on pension plan curtailment | — | 29.6 | — | ||||||||
| Equity in net income of subsidiaries | 619.8 | 641.2 | 227.8 | ||||||||
| Total revenues | 768.6 | 766.1 | 343.6 | ||||||||
| Expenses | |||||||||||
| General and administrative expenses | 246.0 | 191.3 | 223.9 | ||||||||
| Interest expense | 49.5 | 57.6 | 55.1 | ||||||||
| Loss on extinguishment of debt | — | 23.0 | — | ||||||||
| Total expenses | 295.5 | 271.9 | 279.0 | ||||||||
| Income before benefit for income taxes | 473.1 | 494.2 | 64.6 | ||||||||
| Benefit for income taxes | 46.5 | 71.2 | 77.0 | ||||||||
| Net income | $ | 519.6 | $ | 565.4 | $ | 141.6 |
See Accompanying Notes to Condensed Financial Information of Registrant
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Assurant, Inc.
Schedule II – Condensed Statements of Comprehensive Income (Parent Only)
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| (in millions) | |||||||||||
| Net income | $ | 519.6 | $ | 565.4 | $ | 141.6 | |||||
| Other comprehensive income (loss): | |||||||||||
| Change in unrealized gains on securities, net of taxes of $(4.3), $(0.4), and $8.8, respectively | 2.5 | 2.5 | (7.9 | ) | |||||||
| Change in foreign currency translation, net of taxes of $0.1, $(0.0), and $(0.0), respectively | (0.1 | ) | — | 0.1 | |||||||
| Amortization of pension and postretirement unrecognized net periodic benefit cost and change in funded status, net of taxes of $11.0, $(35.2), an $(4.1), respectively | (20.4 | ) | 65.4 | 7.6 | |||||||
| Change in subsidiary other comprehensive income | 157.4 | (91.9 | ) | (437.0 | ) | ||||||
| Total other comprehensive income (loss) | 139.4 | (24.0 | ) | (437.2 | ) | ||||||
| Total comprehensive income (loss) | $ | 659.0 | $ | 541.4 | $ | (295.6 | ) |
See Accompanying Notes to Condensed Financial Information of Registrant
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Assurant, Inc.
Schedule II – Condensed Cash Flows (Parent Only)
| Years Ended December 31, | |||||||||||
| 2017 | 2016 | 2015 | |||||||||
| (in millions) | |||||||||||
| Operating Activities | |||||||||||
| Net cash provided by operating activities | $ | 177.1 | $ | 981.1 | $ | 636.9 | |||||
| Investing Activities | |||||||||||
| Sales of: | |||||||||||
| Fixed maturity securities available for sale | 589.8 | 441.0 | 442.8 | ||||||||
| Equity securities available for sale | 9.7 | 10.2 | 32.3 | ||||||||
| Other invested assets | 3.6 | 0.2 | 0.4 | ||||||||
| Property, buildings and equipment | 26.2 | — | — | ||||||||
| Subsidiary (1) | — | 13.3 | — | ||||||||
| Maturities, calls, prepayments, and scheduled redemption of: | |||||||||||
| Fixed maturity securities available for sale | 47.4 | 17.1 | 20.2 | ||||||||
| Purchases of: | |||||||||||
| Fixed maturity securities available for sale | (538.2 | ) | (480.2 | ) | (461.7 | ) | |||||
| Equity securities available for sale | (3.9 | ) | (25.6 | ) | (13.3 | ) | |||||
| Other invested assets | (24.1 | ) | (3.7 | ) | (2.7 | ) | |||||
| Property and equipment and other | (23.5 | ) | (26.3 | ) | (47.5 | ) | |||||
| Capital contributed to subsidiaries | (186.6 | ) | (86.5 | ) | (439.5 | ) | |||||
| Return of capital contributions from subsidiaries | 41.9 | 3.6 | 172.4 | ||||||||
| Change in short-term investments | 248.8 | 154.9 | 5.0 | ||||||||
| Net cash provided by (used in) investing activities | 191.1 | 18.0 | (291.6 | ) | |||||||
| Financing Activities | |||||||||||
| Issuance of debt | — | 249.6 | — | ||||||||
| Repayment of debt, including extinguishment | — | (373.0 | ) | — | |||||||
| Change in tax benefit from share-based payment arrangements | — | 5.6 | (4.0 | ) | |||||||
| Acquisition of common stock | (388.9 | ) | (863.1 | ) | (292.9 | ) | |||||
| Dividends paid | (118.9 | ) | (125.3 | ) | (94.2 | ) | |||||
| Withholding on stock based compensation | 10.8 | 13.1 | 12.4 | ||||||||
| Net cash used in financing activities | (497.0 | ) | (1,093.1 | ) | (378.7 | ) | |||||
| Cash included in held for sale assets | — | 4.7 | (4.7 | ) | |||||||
| Change in cash and cash equivalents | (128.8 | ) | (89.3 | ) | (38.1 | ) | |||||
| Cash and cash equivalents at beginning of period | 264.8 | 354.1 | 392.2 | ||||||||
| Cash and cash equivalents at end of period | $ | 136.0 | $ | 264.8 | $ | 354.1 |
| (1) | Includes amounts related to the sale of Assurant Employee Benefits. See Note 4 for further information. |
See Accompanying Notes to Condensed Financial Information of Registrant
F-79
Notes to Condensed Financial Information of Registrant
Assurant, Inc.'s (the Registrant) investments in consolidated subsidiaries are stated at cost plus equity in income of consolidated subsidiaries. The accompanying condensed financial statements of the Registrant should be read in conjunction with the Consolidated Financial Statements and Notes thereto of Assurant, Inc. and subsidiaries included in the Registrant's 2017 Annual Report on Form 10-K for the year ended December 31, 2017 (2017 Annual Report on Form 10-K) filed with the Securities and Exchange Commission on February 14, 2018.
F-80
Assurant, Inc.
Schedule III – Supplementary Insurance Information
| Segment | Deferred acquisition costs | Future policy benefits and expenses | Unearned premiums | Claims and benefits payable | Premium revenue | Net investment income | Benefits claims, losses and settlement expenses | Amortization of deferred acquisition costs | Other operating expenses(1) | Property and Casualty premiums written | |||||||||||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||||||||||||||||||
| For the year ended December 31, 2017 | |||||||||||||||||||||||||||||||||||||||
| Global Lifestyle | $ | 2,843.7 | $ | 124.9 | $ | 5,518.8 | $ | 280.1 | $ | 2,576.5 | $ | 114.6 | $ | 700.4 | $ | 1,082.3 | $ | 1,481.8 | $ | 596.2 | |||||||||||||||||||
| Global Preneed | 949.9 | 5,779.2 | 380.6 | 27.8 | 59.5 | 262.0 | 259.1 | 54.9 | 70.0 | — | |||||||||||||||||||||||||||||
| Global Housing | 114.4 | — | 1,434.9 | 1,258.8 | 1,761.4 | 75.6 | 958.4 | 194.9 | 953.0 | 1,760.8 | |||||||||||||||||||||||||||||
| Health | 10.5 | 2.1 | 22.3 | 6.7 | 6.5 | (47.3 | ) | — | 48.0 | — | |||||||||||||||||||||||||||||
| Corporate and other | (423.5 | ) | 4,482.8 | (297.8 | ) | 2,193.2 | — | 35.1 | — | — | 165.5 | — | |||||||||||||||||||||||||||
| Total segments | $ | 3,484.5 | $ | 10,397.4 | $ | 7,038.6 | $ | 3,782.2 | $ | 4,404.1 | $ | 493.8 | $ | 1,870.6 | $ | 1,332.1 | $ | 2,718.3 | $ | 2,357.0 | |||||||||||||||||||
| For the year ended December 31, 2016 | |||||||||||||||||||||||||||||||||||||||
| Global Lifestyle | $ | 2,573.9 | $ | 135.9 | $ | 5,046.7 | $ | 263.3 | $ | 2,901.4 | $ | 113.1 | $ | 663.8 | $ | 1,044.0 | $ | 1,903.7 | $ | 516.8 | |||||||||||||||||||
| Global Preneed | 816.3 | 5,401.4 | 313.4 | 24.4 | 61.7 | 259.8 | 250.4 | 54.2 | 62.7 | — | |||||||||||||||||||||||||||||
| Global Housing | 124.4 | 1.8 | 1,424.2 | 577.8 | 1,829.1 | 72.7 | 828.6 | 238.2 | 1,013.7 | 1,804.4 | |||||||||||||||||||||||||||||
| Employee Benefits | — | — | — | — | 178.0 | 17.3 | 118.4 | 5.8 | 61.5 | — | |||||||||||||||||||||||||||||
| Health | — | 9.5 | 4.2 | 109.0 | 37.1 | 8.8 | (52.7 | ) | — | 165.7 | — | ||||||||||||||||||||||||||||
| Corporate and other | (247.2 | ) | 4,564.3 | (162.0 | ) | 2,326.7 | — | 44.0 | — | — | 244.6 | — | |||||||||||||||||||||||||||
| Total segments | $ | 3,267.4 | $ | 10,112.9 | $ | 6,626.5 | $ | 3,301.2 | $ | 5,007.3 | $ | 515.7 | $ | 1,808.5 | $ | 1,342.2 | $ | 3,451.9 | $ | 2,321.2 | |||||||||||||||||||
| For the year ended December 31, 2015 | |||||||||||||||||||||||||||||||||||||||
| Global Lifestyle | $ | 2,457.0 | $ | 151.7 | $ | 4,827.7 | $ | 259.1 | $ | 2,955.4 | $ | 126.9 | $ | 679.8 | $ | 1,021.3 | $ | 1,848.5 | $ | 567.0 | |||||||||||||||||||
| Global Preneed | 691.0 | 5,082.5 | 258.7 | 24.1 | 60.4 | 249.8 | 239.7 | 49.0 | 63.5 | — | |||||||||||||||||||||||||||||
| Global Housing | 134.0 | 2.1 | 1,382.7 | 525.4 | 2,044.7 | 92.8 | 788.5 | 280.4 | 1,010.5 | 1,855.0 | |||||||||||||||||||||||||||||
| Employee Benefits | 33.5 | 32.8 | 9.3 | 1,432.0 | 1,066.8 | 111.0 | 730.2 | 32.9 | 365.9 | — | |||||||||||||||||||||||||||||
| Health | — | 78.7 | 29.6 | 553.0 | 2,223.7 | 24.5 | 2,301.2 | 10.7 | 516.7 | — | |||||||||||||||||||||||||||||
| Corporate and other | (164.6 | ) | 4,118.9 | (84.3 | ) | 1,103.1 | — | 21.2 | 3.1 | — | 127.3 | — | |||||||||||||||||||||||||||
| Total segments | $ | 3,150.9 | $ | 9,466.7 | $ | 6,423.7 | $ | 3,896.7 | $ | 8,351.0 | $ | 626.2 | $ | 4,742.5 | $ | 1,394.3 | $ | 3,932.4 | $ | 2,422.0 |
| (1) | Includes amortization of value of business acquired and underwriting, general and administration expenses. |
F-81
Assurant, Inc.
Schedule IV – Reinsurance
| For the year ended December 31, 2017 | Direct amount | Ceded to other Companies | Assumed from other Companies | Net amount | Percentage of amount assumed to net | |||||||||||||
| Life Insurance in Force | $ | 77,852.8 | $ | 74,851.8 | $ | 614.8 | $ | 3,615.8 | 17.0 | % | ||||||||
| Premiums: | ||||||||||||||||||
| Life insurance | $ | 602.8 | $ | 465.8 | $ | 6.1 | $ | 143.1 | 4.3 | % | ||||||||
| Accident and health insurance | 1,424.4 | 1,272.4 | 4.8 | 156.8 | 3.1 | % | ||||||||||||
| Property and liability insurance | 7,503.6 | 3,542.4 | 143.0 | 4,104.2 | 3.5 | % | ||||||||||||
| Total earned premiums | $ | 9,530.8 | $ | 5,280.6 | $ | 153.9 | $ | 4,404.1 | 3.5 | % | ||||||||
| Benefits: | ||||||||||||||||||
| Life insurance | $ | 666.1 | $ | 404.2 | $ | 14.4 | $ | 276.3 | 5.2 | % | ||||||||
| Accident and health insurance | 775.0 | 802.0 | 0.2 | (26.8 | ) | (0.7 | )% | |||||||||||
| Property and liability insurance | 4,998.4 | 3,590.8 | 213.5 | 1,621.1 | 13.2 | % | ||||||||||||
| Total policyholder benefits | $ | 6,439.5 | $ | 4,797.0 | $ | 228.1 | $ | 1,870.6 | 12.2 | % |
F-82
Assurant, Inc.
Schedule IV – Reinsurance
| For the year ended December 31, 2016 | Direct amount | Ceded to other Companies | Assumed from other Companies | Net amount | Percentage of amount assumed to net | |||||||||||||
| Life Insurance in Force | $ | 87,831.8 | $ | 84,880.2 | $ | 1,369.3 | $ | 4,320.9 | 31.7 | % | ||||||||
| Premiums: | ||||||||||||||||||
| Life insurance | $ | 631.6 | $ | 470.2 | $ | 13.0 | $ | 174.4 | 7.5 | % | ||||||||
| Accident and health insurance | 1,524.9 | 1,299.6 | 66.7 | 292.0 | 22.8 | % | ||||||||||||
| Property and liability insurance | 7,518.3 | 3,267.6 | 290.2 | 4,540.9 | 6.4 | % | ||||||||||||
| Total earned premiums | $ | 9,674.8 | $ | 5,037.4 | $ | 369.9 | $ | 5,007.3 | 7.4 | % | ||||||||
| Benefits: | ||||||||||||||||||
| Life insurance | $ | 719.6 | $ | 453.0 | $ | 19.6 | $ | 286.2 | 6.8 | % | ||||||||
| Accident and health insurance | 1,519.4 | 1,485.3 | 26.1 | 60.2 | 43.4 | % | ||||||||||||
| Property and liability insurance | 3,482.2 | 2,143.7 | 123.6 | 1,462.1 | 8.5 | % | ||||||||||||
| Total policyholder benefits | $ | 5,721.2 | $ | 4,082.0 | $ | 169.3 | $ | 1,808.5 | 9.4 | % |
F-83
Assurant, Inc.
Schedule IV – Reinsurance
| For the year ended December 31, 2015 | Direct amount | Ceded to other Companies | Assumed from other Companies | Net amount | Percentage of amount assumed to net | |||||||||||||
| Life Insurance in Force | $ | 93,926.1 | $ | 26,786.3 | $ | 1,397.2 | $ | 68,537.0 | 2.0 | % | ||||||||
| Premiums: | ||||||||||||||||||
| Life insurance | $ | 664.7 | $ | 316.5 | $ | 16.8 | $ | 365.0 | 4.6 | % | ||||||||
| Accident and health insurance | 3,677.8 | 630.1 | 177.5 | 3,225.2 | 5.5 | % | ||||||||||||
| Property and liability insurance | 7,258.2 | 2,829.1 | 331.7 | 4,760.8 | 7.0 | % | ||||||||||||
| Total earned premiums | $ | 11,600.7 | $ | 3,775.7 | $ | 526.0 | $ | 8,351.0 | 6.3 | % | ||||||||
| Benefits: | ||||||||||||||||||
| Life insurance | $ | 668.0 | $ | 295.5 | $ | 20.0 | $ | 392.5 | 5.1 | % | ||||||||
| Accident and health insurance | 3,536.4 | 774.6 | 153.9 | 2,915.7 | 5.3 | % | ||||||||||||
| Property and liability insurance | 2,757.9 | 1,460.6 | 137.0 | 1,434.3 | 9.6 | % | ||||||||||||
| Total policyholder benefits | $ | 6,962.3 | $ | 2,530.7 | $ | 310.9 | $ | 4,742.5 | 6.6 | % |
F-84
Assurant, Inc.
Schedule V – Valuation and Qualifying Accounts
| Additions | |||||||||||||||||||
| Balance at Beginning of Year | Charged to Costs and Expenses | Charged to Other Accounts | Deductions | Balance at End of Year | |||||||||||||||
| For the year ended December 31, 2017 | |||||||||||||||||||
| Valuation allowance for foreign NOL deferred tax carryforward | $ | 12.6 | $ | (3.3 | ) | $ | — | $ | — | $ | 9.3 | ||||||||
| Valuation allowance for mortgage loans on real estate | 2.3 | (1.3 | ) | — | — | 1.0 | |||||||||||||
| Valuation allowance for uncollectible agents balances | 13.8 | (3.8 | ) | 0.1 | 7.8 | 2.3 | |||||||||||||
| Valuation allowance for uncollectible accounts | 15.8 | (4.7 | ) | 0.1 | 1.0 | 10.2 | |||||||||||||
| Valuation allowance for reinsurance recoverables | 0.3 | — | — | — | 0.3 | ||||||||||||||
| Total | $ | 44.8 | $ | (13.1 | ) | $ | 0.2 | $ | 8.8 | $ | 23.1 | ||||||||
| For the year ended December 31, 2016 | |||||||||||||||||||
| Valuation allowance for foreign NOL deferred tax carryforward | $ | 13.2 | $ | (0.6 | ) | $ | — | $ | — | $ | 12.6 | ||||||||
| Valuation allowance for mortgage loans on real estate | 2.6 | (0.3 | ) | — | — | 2.3 | |||||||||||||
| Valuation allowance for uncollectible agents balances | 13.8 | 0.2 | (0.1 | ) | 0.1 | 13.8 | |||||||||||||
| Valuation allowance for uncollectible accounts | 13.9 | 4.3 | — | 2.4 | 15.8 | ||||||||||||||
| Valuation allowance for reinsurance recoverables | 10.8 | (10.4 | ) | — | 0.1 | 0.3 | |||||||||||||
| Total | $ | 54.3 | $ | (6.8 | ) | $ | (0.1 | ) | $ | 2.6 | $ | 44.8 | |||||||
| For the year ended December 31, 2015 | |||||||||||||||||||
| Valuation allowance for foreign NOL deferred tax carryforward | $ | 18.2 | $ | (5.0 | ) | $ | — | $ | — | $ | 13.2 | ||||||||
| Valuation allowance for mortgage loans on real estate | 3.4 | (0.8 | ) | — | — | 2.6 | |||||||||||||
| Valuation allowance for uncollectible agents balances | 15.7 | (0.2 | ) | — | 1.7 | 13.8 | |||||||||||||
| Valuation allowance for uncollectible accounts | 15.9 | 6.6 | (1.2 | ) | 7.4 | 13.9 | |||||||||||||
| Valuation allowance for reinsurance recoverables | 10.8 | — | — | — | 10.8 | ||||||||||||||
| Total | $ | 64.0 | $ | 0.6 | $ | (1.2 | ) | $ | 9.1 | $ | 54.3 |
F-85
Previous: Item 15. Exhibits and Financial Statement Schedules