FORWARD-LOOKING STATEMENTS
The disclosures in this Form 10-K contain certain forward-looking statements that are subject to
numerous assumptions, risks or uncertainties. The Private Securities Litigation Reform Act of 1995
provides a safe harbor for forward-looking statements. Some of the forward-looking statements can
be identified by the use of words such as “anticipates”, “believes”, “expects”, “projects”,
“estimates”, “intends”, “plans”, “seeks”, “could”, “may”, “should”, “will” or the negative version
of those words or other comparable terminology. Such forward-looking statements include statements
relating to: expectations concerning market and other conditions and their effect on future
premiums, revenues, earnings and investment activities; recoverability of asset values; expected
losses and the adequacy of reserves for asbestos, environmental pollution and mass tort claims;
rate changes; and improved loss experience.
Actual results and/or financial condition could differ materially from those contained in or
implied by such forward-looking statements for a variety of reasons including but not limited to
the following and those discussed in Item 1A — “Risk Factors.”
changes in financial, political and economic conditions, including changes in interest and
inflation rates, currency fluctuations and extended economic recessions or expansions;
performance of securities markets;
AFG’s ability to estimate accurately the likelihood, magnitude and timing of any losses in
connection with investments in the non-agency residential mortgage market;
new legislation or declines in credit quality or credit ratings that could have a material
impact on the valuation of securities in AFG’s investment portfolio;
the availability of capital;
regulatory actions (including changes in statutory accounting rules);
changes in the legal environment affecting AFG or its customers;
tax law and accounting changes;
levels of natural catastrophes and severe weather, terrorist activities (including any
nuclear, biological, chemical or radiological events), incidents of war and other major
losses;
development of insurance loss reserves and establishment of other reserves, particularly
with respect to amounts associated with asbestos and environmental claims;
availability of reinsurance and ability of reinsurers to pay their obligations;
the unpredictability of possible future litigation if certain settlements of current
litigation do not become effective;
trends in persistency, mortality and morbidity;
competitive pressures, including the ability to obtain adequate rates and policy terms; and
changes in AFG’s credit ratings or the financial strength ratings assigned by major ratings
agencies to AFG’s operating subsidiaries.
The forward-looking statements herein are made only as of the date of this report. The Company
assumes no obligation to publicly update any forward-looking statements.
PART I
ITEM 1
Business
Introduction
American Financial Group, Inc. (“AFG”) is a holding company that, through subsidiaries, is engaged
primarily in property and casualty insurance, focusing on specialized commercial products for
businesses, and in the sale of traditional fixed and indexed annuities and a variety of
supplemental insurance products, such as Medicare supplement. Its address is One East Fourth
Street, Cincinnati, Ohio 45202; its phone number is (513) 579-2121. SEC filings, news releases,
AFG’s Code of Ethics applicable to directors, officers and employees and other information may be
accessed free of charge through AFG’s Internet site at: www.AFGinc.com. (Information on AFG’s
Internet site is not part of this Form 10-K.)
Property and Casualty Insurance Operations
General
AFG’s specialty property and casualty insurance operations consist of approximately 30 niche
insurance businesses offering a wide range of commercial coverages. These businesses report to a
single senior executive and operate under a business model that allows local decision-making for
underwriting, claims and policy servicing in each of the niche operations. These businesses are
managed by experienced professionals in particular lines of business or customer groups and operate
autonomously but with certain central controls and accountability. The decentralized approach
allows each unit the autonomy necessary to respond to local and specialty market conditions while
capitalizing on the efficiencies of centralized investment and administrative support functions.
AFG’s property and casualty insurance operations employed approximately 5,100 persons as of
December 31, 2010.
The primary objectives of AFG’s property and casualty insurance operations are to achieve solid
underwriting profitability and provide excellent service to its policyholders and agents.
Underwriting profitability is measured by the combined ratio, which is a sum of the ratios of
losses, loss adjustment expenses (“LAE”), underwriting expenses and policyholder dividends to
premiums. A combined ratio under 100% indicates an underwriting profit. The combined ratio does
not reflect investment income, other income, or federal income taxes.
While many costs included in underwriting are readily determined (commissions, administrative
expenses, and many of the losses on claims reported), the process of determining overall
underwriting results is highly dependent upon the use of estimates in the case of losses incurred
or expected but not yet reported or developed. Actuarial procedures and projections are used to
obtain “point estimates” of ultimate losses. While the process is imprecise and develops amounts
which are subject to change over time, management believes that the liabilities for unpaid losses
and loss adjustment expenses are adequate.
AFG’s statutory combined ratio averaged 86.2% for the period 2008 to 2010 as compared to 103.1% for
the property and casualty industry over the same period (Source: “A.M. Best’s U.S.
Property/Casualty — Review & Preview” — February 2011 Edition). AFG believes that its specialty
niche focus, product line diversification and underwriting discipline have contributed to the
Company’s ability to consistently outperform the industry’s underwriting results. Management’s
philosophy is to refrain from writing business that is not expected to produce an underwriting
profit even if it is necessary to limit premium growth to do so.
Financial data is reported in accordance with U.S. generally accepted accounting principles
(“GAAP”) for shareholder and other investment purposes and reported on a statutory basis for
insurance regulatory purposes. Major differences for statutory accounting include charging policy
acquisition costs to expense as incurred rather than spreading the costs over the periods covered
by the policies; reporting investment grade bonds and redeemable preferred stocks at amortized cost
rather than
fair value; netting of reinsurance recoverables and prepaid reinsurance premiums against the
corresponding liabilities rather than reporting such items separately; and charging to surplus
certain GAAP assets, such as furniture and fixtures and agents’ balances over 90 days old.
Unless indicated otherwise, the financial information presented for the property and casualty
insurance operations herein is presented based on GAAP. Statutory information is provided for
industry comparisons or where comparable GAAP information is not readily available.
Property and Casualty Results
Performance measures such as underwriting profit or loss and related combined ratios are often used
by property and casualty insurers to help users of their financial statements better understand the
company’s performance. See Note C — “Segments of Operations” to the financial statements for the
reconciliation of AFG’s operating profit by significant business segment to the Statement of
Earnings.
The following table shows the performance of AFG’s property and casualty insurance operations
(dollars in millions):
Gross written premiums
Ceded reinsurance
Net written premiums
Net earned premiums
Loss and LAE
Underwriting expenses
Underwriting gain
GAAP ratios:
Loss and LAE ratio
Underwriting expense ratio
Combined ratio
Statutory ratios:
Industry statutory combined ratio (a)
All lines
Commercial lines
Ratios are derived from “A.M. Best’s U.S. Property/Casualty — Review & Preview” (February
2011 Edition).
As with other property and casualty insurers, AFG’s operating results can be adversely affected by
unpredictable catastrophe losses. Certain natural disasters (hurricanes, earthquakes, tornadoes,
floods, etc.) and other incidents of major loss (explosions, civil disorder, terrorist events,
fires, etc.) are classified as catastrophes by industry associations. Losses from these incidents
are usually tracked separately from other business of insurers because of their sizable effects on
overall operations. Total net losses to AFG’s insurance operations from catastrophes, primarily
hailstorms, hurricanes and tornadoes, were $49 million in 2010; $18 million in 2009; and $59
million in 2008.
AFG generally seeks to reduce its exposure to catastrophes through individual risk selection,
including minimizing coastal and known fault-line exposures, and the purchase of reinsurance.
AFG’s property exposure to a catastrophic earthquake that industry models indicate could occur once
in every 500 years (a “500-year event”) is less than 1% of AFG’s shareholders’ equity. Similarly,
AFG has minimal California workers’ compensation exposure (less than 1% of shareholders’ equity)
and minimal windstorm exposure (less than 1.5% of shareholders’ equity) to a 500-year event.
Property and Casualty Insurance Products
AFG is focused on growth opportunities in what it believes to be more profitable specialty
businesses where AFG personnel are experts in particular lines of business or customer groups. The
following are examples of AFG’s specialty businesses:
Property and Transportation
Inland and Ocean Marine
Agricultural-related
Commercial Automobile
Specialty Casualty
Executive and Professional Liability
Umbrella and Excess Liability
Excess and Surplus
General Liability
Targeted Programs
Workers’ Compensation
Specialty Financial
Fidelity and Surety
Lease and Loan Services
Management believes specialization is the key element to the underwriting success of these business
units. These specialty businesses are opportunistic and their premium volume will vary based on
prevailing market conditions. AFG continually evaluates expansion in existing markets and
opportunities in new specialty markets that meet its profitability objectives. For example, in
July 2010, a majority-owned subsidiary of AFG acquired Vanliner Group, Inc. (“Vanliner”), a market
leader in providing insurance for the moving and storage industry. Likewise, AFG will withdraw
from markets that do not meet its profit objectives or business strategy, such as the withdrawal
from certain automotive-related products in 2009 and 2010.
Premium Distribution
The geographic distribution of statutory direct written premiums by AFG’s U.S.-based insurers in
2010 is shown below (premium distribution for 2006 is given to show changes over a four-year
period). Amounts exclude business written under special arrangements on behalf of, and fully
reinsured to, the purchasers of several divisions sold. Approximately 5% of AFG’s direct written
premiums were derived from non U.S.-based insurers, primarily Marketform, a majority-owned United
Kingdom-based Lloyd’s insurer acquired in 2008.
California
Texas
Illinois
New York
Florida
Kansas
Missouri
Iowa
Pennsylvania
less than 2%, included in “Other”
The following table shows the distribution of statutory net written premiums for AFG’s
U.S.-based insurers by statutory annual statement line for 2010 compared to 2006.
Other liability
Allied lines
Workers’ compensation
Auto liability
Inland marine
Commercial multi-peril
Fidelity and surety
Auto physical damage
Ocean marine
Product liability
Collateral protection
Other
Reflects the ceding of unearned premium associated with certain automotive-related
business in a reinsurance transaction that was completed in the third quarter of 2010.
For a discussion of the performance of AFG’s specialty businesses see Management’s Discussion and
Analysis — “Results of Operations — Property and Casualty Insurance — Underwriting.”
Ratings
The following table shows independent ratings and 2010 net written premiums (in millions) of AFG’s
major property and casualty insurance subsidiaries. Such ratings are generally based on concerns
for policyholders and agents and are not directed toward the protection of investors. During 2010,
AFG’s principal property and casualty insurance companies were upgraded by Standard & Poor’s
(“S&P”) to A+. AFG believes that maintaining an S&P rating of at least “A-” is important to
compete successfully in certain lines of business.
Great American Pool(*)
Mid-Continent
Republic Indemnity
American Empire Surplus Lines
National Interstate
Marketform Lloyd’s Syndicate
The Great American Pool represents Great American Insurance
Company (“GAI”) and 10 subsidiaries.
Reinsurance
Consistent with standard practice of most insurance companies, AFG reinsures a portion of its
business with other insurance companies and assumes a relatively small amount of business from
other insurers. AFG uses reinsurance for two primary purposes: (i) to provide higher limits of
coverage than it would otherwise be willing to provide (i.e. large line capacity) and (ii) to
protect its business by reducing the impact of catastrophes. The availability and cost of
reinsurance are subject to prevailing market conditions, which may affect the volume and
profitability of business that is written. AFG is subject to credit risk with respect to its
reinsurers, as the ceding of risk to reinsurers does not relieve AFG of its liability to its
insureds until claims are fully settled.
The commercial marketplace requires large policy limits ($25 million or more) in several of AFG’s
lines of business, including certain executive and professional liability, umbrella and excess
liability, and fidelity and surety coverages. Since these limits exceed management’s desired
exposure to an individual risk, AFG generally enters into reinsurance agreements to reduce its net
exposure under such policies to an acceptable level. Reinsurance continues to be available for
this large line capacity exposure with satisfactory pricing and terms.
AFG has taken steps to limit its exposure to wind and earthquake losses by purchasing catastrophe
reinsurance. In addition, AFG purchases catastrophe reinsurance for its workers’ compensation
businesses. Although the cost of catastrophe reinsurance varies depending on exposure and the
level of worldwide loss activity, AFG has been able to obtain reinsurance coverage in adequate
amounts at acceptable rates due to management’s decision to limit overall exposure to catastrophe
losses through individual risk selection (including minimizing coastal and known fault-line
exposures) and the Company’s limited historical catastrophe losses.
In addition to the large line capacity and catastrophe reinsurance programs discussed above, AFG
purchases reinsurance on a product-by-product basis. AFG regularly reviews the financial strength
of its current and potential reinsurers. These reviews include consideration of credit ratings,
available capital, claims paying history and expertise. This process periodically results in the
transfer of risks to more financially secure reinsurers. Substantially all reinsurance is ceded
to companies with investment grade or better S&P ratings or is secured by “funds withheld” or
other collateral. Under “funds withheld” arrangements, AFG retains ceded premiums to fund ceded
losses as they become due from the reinsurer. Recoverables from the following companies were
individually between 5% and 11% of AFG’s total reinsurance recoverable (net of payables to
reinsurers) at December 31, 2010: Swiss Reinsurance America Corporation, Everest Reinsurance
Company, Munich
Reinsurance America, Inc. and Berkley Insurance Company. In addition, AFG has a reinsurance
recoverable from Ohio Casualty Insurance Company of $221 million related to that company’s
purchase of AFG’s Commercial lines business in 1998.
Reinsurance is provided on one of two bases, facultative or treaty. Facultative reinsurance is
generally provided on a risk by risk basis. Individual risks are ceded and assumed based on an
offer and acceptance of risk by each party to the transaction. AFG purchases facultative
reinsurance, both pro rata and excess of loss, depending on the risk and available reinsurance
markets. Treaty reinsurance provides for risks meeting prescribed criteria to be automatically
ceded and assumed according to contract provisions.
The following table presents (by type of coverage) the amount of each loss above the specified
retention maximum generally covered by treaty reinsurance programs (in millions) as of January 1,
2011:
California Workers’ Compensation
Other Workers’ Compensation
Commercial Umbrella
Property — General
Property — Catastrophe
Reinsurance covers substantial portions of losses in excess of retention.
However, in general, losses resulting from terrorism are not covered.
In addition to the coverage shown above, AFG reinsures a portion of its crop insurance
business through the Federal Crop Insurance Corporation (“FCIC”). The FCIC offers both
proportional (or “quota share”) and non-proportional coverages. The proportional coverage provides
that a fixed percentage of risk is assumed by the FCIC. The non-proportional coverage allows AFG
to select desired retention of risk on a state-by-state, county, crop or plan basis. AFG typically
reinsures 20% to 30% of gross written premium with the FCIC on a quota share basis. AFG also
purchases quota share reinsurance in the private market. This quota share provides for a ceding
commission to AFG and a profit sharing provision. During 2010, AFG reinsured 50% of premiums not
reinsured by the FCIC in the private market and purchased stop loss protection coverage for the
remaining portion of the business. AFG expects to utilize similar levels of reinsurance in 2011.
In 2009 and 2008, AFG reinsured 90% and 50%, respectively, of premiums not reinsured by the FCIC.
Included in the Balance Sheet caption “recoverables from reinsurers” were approximately $75 million
on paid losses and LAE and $2.2 billion on unpaid losses and LAE at December 31, 2010. These
amounts are net of allowances of approximately $28 million for doubtful collection of reinsurance
recoverables. The collectibility of a reinsurance balance is based upon the financial condition of
a reinsurer as well as individual claim considerations.
Reinsurance premiums ceded and assumed are presented in the following table (in millions):
Reinsurance ceded
Reinsurance ceded, excluding crop
Reinsurance assumed — including
involuntary pools and associations
Loss and Loss Adjustment Expense Reserves
The consolidated financial statements include the estimated liability for unpaid losses and LAE of
AFG’s insurance subsidiaries. This liability represents estimates of the ultimate net cost of all
unpaid losses and LAE and is determined by using case-basis evaluations, actuarial projections and
management’s judgment. These estimates are subject to the effects of changes in claim amounts and
frequency and are periodically reviewed and adjusted as additional information becomes known. In
accordance with industry practices, such adjustments are reflected in current year operations.
Generally, reserves for reinsurance assumed and involuntary pools and associations are reflected in
AFG’s results at the amounts reported by those entities.
The following table presents the development of AFG’s liability for losses and LAE, net of
reinsurance, on a GAAP basis for the last ten years. The top line of the table shows the estimated
liability (in millions) for unpaid losses and LAE recorded at the balance sheet date for the
indicated years. The second line shows the re-estimated liability as of December 31, 2010. The
remainder of the table presents intervening development as percentages of the initially estimated
liability. The development results from additional information and experience in subsequent years,
particularly with regard to A&E charges, settlements and reallocations as detailed below. The
middle line shows a cumulative deficiency (redundancy), which represents the aggregate percentage
increase (decrease) in the liability initially estimated. The lower portion of the table indicates
the cumulative amounts paid as of successive periods as a percentage of the original loss reserve
liability. For purposes of this table, reserves of businesses sold are considered paid at the date
of sale. For example, the percentage of the December 31, 2002 reserve liability paid in 2003
includes approximately 20 percentage points for reserves of a former insurance subsidiary at its
sale date in February 2003. See Note O — “Insurance — Property and Casualty Insurance Reserves” to
the financial statements for an analysis of changes in AFG’s estimated liability for losses and
LAE, net and gross of reinsurance, over the past three years on a GAAP basis.
Liability for unpaid losses
and loss adjustment expenses:
As originally estimated
As re-estimated at
December 31, 2010
Liability re-estimated:
One year later
Two years later
Three years later
Four years later
Five years later
Six years later
Seven years later
Eight years later
Nine years later
Ten years later
Cumulative deficiency
(redundancy) (a)
Cumulative paid as of:
(a) Cumulative deficiency
(redundancy):
Special A&E charges,
settlements and
reallocations
Other
Total
The following is a reconciliation of the net liability to the gross liability
for unpaid losses and LAE.
As originally estimated:
Net liability shown above
Add reinsurance
recoverables
Gross liability
As re-estimated at
December 31, 2010:
Gross cumulative
Deficiency (redundancy) (a)
(a) Gross cumulative
deficiency (redundancy):
In evaluating the re-estimated liability and cumulative deficiency (redundancy), it should be
noted that each percentage includes the effects of changes in amounts for prior periods. For
example, AFG’s $12 million special A&E charge related to losses recorded in 2008, but incurred
before 2000, is included in the re-estimated liability and cumulative deficiency (redundancy)
percentage for each of the previous years shown. Conditions and trends that have affected
development of the liability in the past may not necessarily exist in the future. Accordingly, it
may not be appropriate to extrapolate future redundancies or deficiencies based on this table.
A significant portion of the adverse development in the tables is due to A&E exposures for which
AFG has been held liable under general liability policies written prior to 1987, even though such
coverage was not intended. Other factors affecting adverse development included changes in the
legal environment, including more liberal coverage decisions and higher jury awards, higher legal
fees, the general state of the economy and medical cost inflation.
The differences between the liability for losses and LAE reported in the annual statements filed
with the state insurance departments in accordance with statutory accounting principles (“SAP”) and
that reported in the accompanying consolidated financial statements in accordance with GAAP at
December 31, 2010 are as follows (in millions):
Liability reported on a SAP basis, net of $174 million
of retroactive reinsurance
Reinsurance recoverables, net of allowance
Other, including reserves of foreign insurers
Liability reported on a GAAP basis
Asbestos and Environmental (“A&E”) Reserves AFG’s property and casualty group, like many others in
the industry, has A&E claims arising in most cases from general liability policies written in years
before 1987. The establishment of reserves for such A&E claims presents unique and difficult
challenges and is subject to uncertainties significantly greater than those presented by other
types of claims. For a discussion of these uncertainties, see Item 7 — Management’s Discussion and
Analysis — “Uncertainties — Asbestos and Environmental—related Insurance Reserves” and Note M —
“Contingencies” to the financial statements.
Management has conducted comprehensive studies of its asbestos and environmental reserves with the
aid of outside actuarial and engineering firms and specialty outside counsel every two years with
an in-depth internal review during the intervening years. Charges resulting from these studies and
reviews are included in “Incurred losses and LAE” in the table below. During the course of the
in-depth internal review in 2010, there were no newly identified emerging trends or issues that
management believes significantly impact the overall adequacy of AFG’s A&E reserves. The
comprehensive study completed in the second quarter of 2009 relied on a broad exposure analysis and
considered products and non-products exposures, paid claims history, the pattern of new claims,
settlements and projected development. For a discussion of the A&E reserve strengthening, see
Management’s Discussion and Analysis — “Results of Operations — Asbestos and Environmental Reserve
Charges.”
The following table (in millions) is a progression of the property and casualty group’s A&E
reserves.
Reserves at beginning of year
Incurred losses and LAE
Paid losses and LAE
Reserves at end of year, net of
reinsurance recoverable
Reinsurance recoverable, net of allowance
Gross reserves at end of year
Marketing
The property and casualty insurance group directs its sales efforts primarily through independent
property and casualty insurance agents and brokers, although portions are written through employee
agents. Independent agents and brokers generally receive a commission on the sale of each policy.
Some agents and brokers are eligible for a bonus commission based on the overall profitability of
policies placed with AFG by the broker or agent in a particular year. The property and casualty
insurance group writes insurance through several thousand agents and brokers.
Competition
AFG’s property and casualty insurance businesses compete with other individual insurers, state
funds and insurance groups of varying sizes, some of which are mutual insurance companies
possessing competitive advantages in that all their profits inure to their policyholders. See Item
1A — “Risk Factors.” They also compete with self-insurance plans, captive programs and risk
retention groups. Due to the specialty nature of these coverages, competition is based primarily
on service to policyholders and agents, specific characteristics of products offered and reputation
for claims handling. Financial strength ratings, price, commissions and profit sharing terms are
also important factors. Management believes that sophisticated data analysis for refinement of
risk profiles, extensive specialized knowledge and loss prevention service have helped AFG compete
successfully.
Annuity and Supplemental Insurance Operations
AFG’s annuity and supplemental insurance operations are conducted through Great American Financial
Resources, Inc. (“GAFRI”). GAFRI’s primary insurance subsidiaries include Great American Life
Insurance Company (“GALIC”), Annuity Investors Life Insurance Company (“AILIC”), Loyal American
Life Insurance Company (“Loyal”) and United Teacher Associates Insurance Company (“UTA”). These
companies market retirement products, primarily fixed and indexed annuities, and various forms of
supplemental insurance such as Medicare supplement. All of these companies sell their products
through independent producers. GAFRI and its subsidiaries employed approximately 850 persons at
December 31, 2010.
Following is certain information concerning GAFRI’s largest subsidiaries (dollars in millions).
GALIC
AILIC
UTA
Loyal
AFG believes that the ratings assigned by independent insurance rating agencies are important
because agents, potential policyholders and school districts often use a company’s rating as an
initial screening device in considering annuity products. AFG believes that (i) a rating in the
“A” category by A.M. Best is necessary to successfully market tax-deferred annuities to public
education employees and other non-profit groups and (ii) a rating in the “A” category by at least
one rating agency is necessary to successfully compete in other annuity markets. During 2010,
AFG’s principal annuity subsidiaries were upgraded by S&P to A+ and its principal supplemental
insurance subsidiaries were downgraded one notch by A.M. Best to A- and B++. Ratings are an
important competitive factor; AFG believes that these entities can successfully compete in these
markets with their respective ratings.
Statutory premiums of AFG’s annuity and supplemental insurance companies over the last three years
were as follows (in millions):
Non-403(b) indexed annuities
Non-403(b) fixed annuities
403(b) fixed and indexed annuities
Direct bank fixed annuities
Indirect bank fixed annuities
Variable annuities
Total annuities
Supplemental insurance
Life insurance
Annuities
AFG’s principal retirement products are Flexible Premium Deferred Annuities (“FPDAs”) and Single
Premium Deferred Annuities (“SPDAs”). Annuities are long-term retirement saving instruments that
benefit from income accruing on a tax-deferred basis. The issuer of the annuity collects premiums,
credits interest or earnings on the policy and pays out a benefit upon death, surrender or
annuitization. FPDAs are characterized by premium payments that are flexible in both amount and
timing as determined by the policyholder and are generally made through payroll deductions. SPDAs
are generally issued in exchange for a one-time lump-sum premium payment.
Annuity contracts are generally classified as either fixed rate (including indexed) or variable.
With a traditional fixed rate annuity, AFG seeks to maintain a desired spread between the yield on
its investment portfolio and the rate it credits. AFG accomplishes this by: (i) offering crediting
rates that it has the option to change after any initial guarantee period (subject to minimum
interest rate guarantees); (ii) designing annuity products that encourage persistency; and (iii)
maintaining an appropriate matching of assets and liabilities.
An indexed annuity provides policyholders with the opportunity to receive a crediting rate tied, in
part, to the performance of an existing market index (generally the S&P 500) while protecting
against the related downside risk through a guarantee of principal (excluding surrender charges).
AFG purchases call options designed to substantially offset the effect of the index participation
in the liabilities associated with indexed annuities.
As an ancillary product to its traditional fixed rate and indexed annuities, AFG offers variable
annuities. With a variable annuity, the earnings credited to the policy vary based on the
investment results of the underlying investment options chosen by the policyholder, generally
without any guarantee of principal except in the case of death of the insured. Premiums directed
to the underlying investment options maintained in separate accounts are invested in funds managed
by various independent investment managers. AFG earns a fee on amounts deposited into separate
accounts. Subject to contractual provisions, policyholders may also choose to direct all or a
portion of their premiums to various fixed rate options, in which case AFG earns a spread on
amounts deposited.
Supplemental and Life Insurance Products
AFG offers a variety of supplemental insurance products primarily to individuals age 55 and older.
Principal products include coverage for Medicare supplement, cancer and accidental injury. These
products are sold primarily through independent agents, including a former captive career agency
force that was sold by AFG in the fourth quarter of 2010.
AFG ceased new sales of long-term care insurance beginning in January 2010. Renewal premiums on
approximately 64,000 policies will be accepted unless those policies lapse. At December 31, 2010,
AFG’s long-term care insurance reserves were $425 million, net of reinsurance recoverables.
Although GALIC no longer issues new life insurance policies, it continues to service and receive
renewal premiums on its in-force block of approximately 135,000 policies and $21 billion gross ($5
billion net) of life insurance in force at December 31, 2010.
The majority of AFG’s FPDAs are sold in qualified markets under sections 403(b) and 457 of the
Internal Revenue Code. In the 403(b) and 457 markets, schools, government agencies and certain
other non-profit organizations may allow employees to save for retirement through contributions
made on a before-tax basis. Federal income taxes are not payable on pretax contributions or
earnings until amounts are withdrawn.
AFG sells its fixed rate annuities primarily through a network of approximately 200 national
marketing organizations (“NMOs”) and managing general agents (“MGAs”) who, in turn, direct over
2,000 actively producing agents.
In 2008, AFG began selling fixed rate annuities through banks directly; in 2010, AFG began selling
fixed rate annuities through banks indirectly. Premiums from the direct bank business are
generated by financial institutions appointed and serviced directly by AFG. Premiums from the
indirect bank business are generated through banks by independent agents or brokers.
PNC Bank is AFG’s primary distribution channel for AFG’s direct bank business and accounted for
approximately 20% of AFG’s annuity premiums in 2010. Regions Bank is the primary distribution
channel for AFG’s indirect bank business and accounted for nearly 10% of AFG’s annuity premiums in
2010. No other bank, NMO or MGA accounted for more than 5% of annuity premiums in 2010.
AFG is licensed to sell its fixed annuity products in all 50 states; it is licensed to sell its
variable products in all states except New York and Vermont. In 2010, no individual state
accounted for more than 8% of AFG’s annuity premiums other than Florida (10%) and California (9%).
At December 31, 2010, AFG had approximately 430,000 annuity policies in force.
AFG’s annuity and supplemental insurance businesses operate in highly competitive markets. They
compete with other insurers and financial institutions based on many factors, including: (i)
ratings; (ii) financial strength; (iii) reputation; (iv) service to policyholders and agents; (v)
product design (including interest rates credited, index participation and premium rates charged);
(vi) commissions; and (vii) number of school districts in which a company has approval to sell.
Since most policies are marketed and distributed through independent agents, the insurance
companies must also compete for agents.
No single insurer dominates the markets in which AFG’s annuity and supplemental insurance
businesses compete. See Item 1A — “Risk Factors.” Competitors include (i) individual insurers and
insurance groups, (ii) mutual funds and (iii) other financial institutions. In a broader sense,
AFG’s annuity and supplemental insurance businesses compete for retirement savings with a variety
of financial institutions offering a full range of financial services.
Sales of annuities, including renewal premiums, are affected by many factors, including: (i)
competitive annuity products and rates; (ii) the general level and volatility of interest rates,
including the slope of the yield curve; (iii) the favorable tax treatment of annuities; (iv)
commissions paid to agents; (v) services offered; (vi) ratings from independent insurance rating
agencies; (vii) other alternative investments; (viii) performance and volatility of the equity
markets; (ix) media coverage of annuities; (x) regulatory developments regarding suitability and
the sales process; and (xi) general economic conditions.
Other Operations
Through subsidiaries, AFG is engaged in a variety of other operations, including commercial real
estate operations in Cincinnati (office buildings and The Cincinnatian Hotel), New Orleans (Le
Pavillon Hotel), Whitefield, New Hampshire (Mountain View Grand Resort), Chesapeake Bay (Skipjack
Cove Yachting Resort and Bay Bridge Marina), Charleston (Charleston Harbor Resort and Marina), Palm
Beach (Sailfish Marina and Resort), Florida City, Florida (retail commercial development) and
apartments in Louisville and Pittsburgh. These operations employed approximately 500 full-time
employees at December 31, 2010.
Investment Portfolio
A summary of AFG’s fixed maturities and equity securities is shown in Note E to the financial
statements. For additional information on AFG’s investments, see Item 7 — Management’s Discussion
and Analysis — “Investments.” Portfolio yields are shown below.
Yield on Fixed Maturities (a):
Excluding realized gains and losses
Including realized gains and losses
Yield on Equity Securities (a):
Based on amortized cost; excludes effects of changes in unrealized
gains and losses. Realized losses include impairment charges.
The table below compares total returns, which include changes in fair value, on AFG’s fixed
maturities and equity securities to comparable public indices. While there are no directly
comparable indices to AFG’s portfolio, the two shown below are widely used benchmarks in the
financial services industry. Both AFG’s performance and the indices include changes in unrealized
gains and losses.
Total return on AFG’s fixed maturities
Barclays Capital U.S. Universal Bond Index
Total return on AFG’s equity securities
Standard & Poor’s 500 Index
Fixed Maturity Investments
AFG’s bond portfolio is invested primarily in taxable bonds. The following table shows AFG’s
available for sale fixed maturities by Standard & Poor’s Corporation or comparable rating as of
December 31, 2010 (dollars in millions).
AAA, AA, A
BBB
Total investment grade
BB
B
CCC, CC, C
D
Total noninvestment grade
AFG invests in bonds and redeemable preferred stocks that have primarily intermediate-term
maturities. This practice is designed to allow flexibility in reacting to fluctuations of interest
rates.
At December 31, 2010, approximately 83% of AFG’s mortgage-backed securities (“MBS”), having a fair
value of $6.1 billion, were rated investment grade (BBB or better) by major rating firms. The
National Association of Insurance Commissioners (“NAIC”)
has retained third-party investment management firms to assist in the determination of appropriate
NAIC designations for MBS based not only on the probability of loss (which is the primary basis of
ratings by the major ratings firms), but also on the severity of loss and statutory carrying value.
At December 31, 2010, 98% (based on Statutory carrying value of $5.7 billion) of AFG’s MBS
portfolio had an NAIC designation of 1 or 2 (the highest of the six designations).
Equity Investments
At December 31, 2010, AFG held common and perpetual preferred stocks with a fair value of $690
million, the largest of which was a $186 million common stock investment in Verisk Analytics,
Inc. (“Verisk”), a provider of risk information for insurance companies. AFG recorded after-tax
gains of $17 million in the third quarter of 2010 and $49 million in the fourth quarter of 2009
on sales of a portion of its investment in Verisk.
Regulation
AFG’s insurance company subsidiaries are subject to regulation in the jurisdictions where they do
business. In general, the insurance laws of the various states establish regulatory agencies with
broad administrative powers governing, among other things, premium rates, solvency standards,
licensing of insurers, agents and brokers, trade practices, forms of policies, maintenance of
specified reserves and capital for the protection of policyholders, deposits of securities for the
benefit of policyholders, investment activities and relationships between insurance subsidiaries
and their parents and affiliates. Material transactions between insurance subsidiaries and their
parents and affiliates generally must receive prior approval of the applicable insurance regulatory
authorities and be disclosed. In addition, while differing from state to state, these regulations
typically restrict the maximum amount of dividends that may be paid by an insurer to its
shareholders in any twelve-month period without advance regulatory approval. Such limitations are
generally based on net earnings or statutory surplus. Under applicable restrictions, the maximum
amount of dividends available to AFG in 2011 from its insurance subsidiaries without seeking
regulatory clearance is approximately $801 million.
The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank Act”), among
other things, established a Federal Insurance Office (“FIO”) within the U.S. Treasury. Under this
law, regulations will need to be created for the FIO to carry out its mandate to focus on systemic
risk oversight. The FIO is required to gather information regarding the insurance industry and
submit to Congress a plan to modernize and improve insurance regulation in the U.S. At this time,
it is difficult to predict the extent to which the Dodd-Frank Act, or any resulting regulations,
will impact AFG’s operations.
Marketform, AFG’s UK-based Lloyd’s insurer, is subject to regulation by the European Union’s
executive body, the European Commission. In 2012, Marketform will be required to adopt new capital
adequacy and risk management regulations known as Solvency II. Implementation is not expected to
be material to AFG.
Most states have created insurance guaranty associations to provide for the payment of claims of
insurance companies that become insolvent. Annual guaranty assessments for AFG’s insurance
companies have not been material.
ITEM 1A
Risk Factors
In addition to the other information set forth in this report, you should carefully consider the
following factors, which could materially affect AFG’s business, financial condition, cash flows or
future results. Any one of these factors could cause our actual results to vary materially from
recent results or from anticipated future results. The risks described below are not the only
risks facing AFG. Additional risks and uncertainties not currently known to us or that we
currently deem to be immaterial also may materially adversely affect AFG’s business, financial
condition and/or operating results.
Adverse developments in the financial markets and deterioration in global economic conditions could
have a material adverse effect on AFG’s results of operations and financial condition.
The highly volatile debt and equity markets, lack of liquidity, widening credit spreads and the
collapse of several financial institutions during 2008 and early 2009 resulted in significant
realized and unrealized losses in AFG’s investment portfolio. Although economic conditions and
financial markets have recently improved, there is continued uncertainty as to whether the
recovery will continue. At December 31, 2010, AFG’s net unrealized gain on fixed maturity
investments was $838 million consisting of gross gains of $1.1 billion and gross losses of $216
million. Although AFG intends to hold its investments with unrealized losses until they recover
in value, its intent may change for a variety of reasons as discussed in Item 7 — “Management’s
Discussion and Analysis” — “Investments.” A change in AFG’s ability or intent with regard to a
security in an unrealized loss position would result in the recognition of a realized loss.
AFG’s investment performance could also be adversely impacted by the types of investments,
industry groups and/or individual securities in which it invests. As of December 31, 2010, 87%
of AFG’s investment portfolio was invested in fixed maturity securities. Certain risks are
inherent in connection with fixed maturity securities including loss upon default and price
volatility in reaction to changes in interest rates and general market factors. AFG’s equity
securities, which represent 3% of its investment portfolio, are subject to market price
volatility.
MBS represented about one-third of AFG’s fixed maturity securities at December 31, 2010. AFG’s
MBS portfolio will continue to be impacted by general economic conditions, including
unemployment levels, real estate values and other factors that could negatively effect the
creditworthiness of borrowers. MBS in which the underlying collateral is subprime mortgages
represented 2% of AFG’s total fixed maturity portfolio at December 31, 2010; MBS in which the
underlying collateral is Alt-A mortgages (risk profile between prime and subprime) represented
approximately 4%. See Item 7A — “Quantitative and Qualitative Disclosures About Market Risk” —
“Fixed Maturity Portfolio.”
AFG cannot predict whether and the extent to which industry sectors in which it maintains
investments may suffer losses as a result of potential declines in commercial and economic
activity, or how any such decline might impact the ability of companies within the affected
industry sectors to pay interest or principal on their securities, or how the value of any
underlying collateral might be affected.
Investment returns are an important part of AFG’s overall profitability. Accordingly, adverse
fluctuations in the fixed income or equity markets could adversely impact AFG’s profitability,
financial condition or cash flows.
In addition, should economic conditions deteriorate or remain weak, it could have a material
adverse effect on AFG’s insureds and reinsurers. However, the impact that this would have on AFG’s
business cannot be predicted.
Intense competition could adversely affect AFG’s profitability.
The specialty insurance business is highly competitive and, except for regulatory considerations,
there are relatively few barriers to entry. AFG’s specialty insurance businesses compete with
other individual insurers, state funds and insurance groups of varying sizes, some of which are
mutual insurance companies possessing competitive advantages in that all their profits inure to
their policyholders. In addition, certain foreign insurers can write business in the U.S. on a
tax-advantaged basis and therefore hold a competitive advantage over AFG. AFG also competes with
self-insurance plans, captive programs and risk retention groups. Peer companies and major
competitors in some or all of AFG’s specialty lines include the following companies and/or their
subsidiaries: ACE Ltd., American International Group Inc. (Chartis and Lexington Insurance), Arch
Capital Group Ltd., Chubb Corp., Cincinnati Financial Corp., CNA Financial Corp., Liberty Mutual,
Markel Corp., Munich Re Group (Midland), Hartford Financial Services Group, HCC Insurance Holdings,
Inc., Ironshore Insurance Ltd., RLI Corp., The Travelers Companies Inc., Tokio Marine Holdings,
Inc. (Philadelphia Consolidated), W.R. Berkley Corp., Wells Fargo Corp. (Rural Community
Insurance), XL Group Plc, Fairfax Financial Holdings Limited (Zenith National) and Zurich Financial
Services Group.
AFG’s annuity and supplemental insurance businesses compete with individual insurers and insurance
groups, mutual funds and other financial institutions. Competitors include the following companies
and/or their subsidiaries: ING Life Insurance and Annuity Company, Metropolitan Life Insurance
Company, American International Group Inc., Life Insurance Company of the Southwest, Midland
National Life Insurance Company, Allianz Life Insurance Company of North America, Aviva Life and
Annuity Company, Mutual of Omaha Insurance Company and Bankers Life and Casualty Company.
Competition is based on many factors, including service to policyholders and agents, product
design, reputation for claims handling, ratings and financial strength. Price, commissions, fees,
profit sharing terms, interest crediting rates, technology and distribution channels are also
important factors. Some of AFG’s competitors have more capital and greater resources than AFG, and
may offer a broader range of products and lower prices than AFG offers. If competition limits
AFG’s ability to write new or renewal business at adequate rates, its results of operations will be
adversely affected.
AFG’s revenues could be negatively affected if it is not able to attract and retain independent
agents.
AFG’s reliance on the independent agency market makes it vulnerable to a reduction in the amount of
business written by agents. Many of AFG’s competitors also rely significantly on the independent
agency market. Accordingly, AFG must compete with other insurance carriers for independent agents’
business. Some of its competitors offer a wider variety of products, lower price for insurance
coverage or higher commissions. Loss of a substantial portion of the business that AFG writes
through independent agents could adversely affect AFG’s revenues and profitability.
The inability to obtain reinsurance or to collect on ceded reinsurance could adversely impact AFG’s
results.
AFG relies on the use of reinsurance to limit the amount of risk it retains. The following amounts
of gross property and casualty premiums have been ceded to other insurers: 2010 — $1.2 billion
(33%); 2009 — $1.5 billion (39%) and 2008 — $1.4 billion (32%). The availability and cost of
reinsurance are subject to prevailing market conditions, which are beyond AFG’s control and which
may affect AFG’s level of business and profitablility. AFG also reinsures the death benefits above
certain retained amounts on its run-off life insurance business. AFG is also subject to credit
risk with respect to its reinsurers, as AFG will remain liable to its insureds if any reinsurer is
unable to meet its obligations under agreements covering the reinsurance ceded.
AFG is subject to comprehensive regulation, and its ability to earn profits may be restricted by
these regulations.
As previously discussed under Item 1 — “Business” — “Regulation,” AFG is subject to comprehensive
regulation by government agencies in the states where its insurance
company subsidiaries are domiciled and where these subsidiaries issue policies and handle claims.
AFG must obtain prior approval for certain corporate actions. The regulations may limit AFG’s
ability to obtain rate increases or take other actions designed to increase AFG’s profitability.
Such regulation is primarily intended for the protection of policyholders rather than
securityholders.
In July 2010, the Dodd-Frank Act was signed into law. Among other things, this law established the
Federal Insurance Office within the U.S. Treasury and authorizes it to gather information regarding
the insurance industry and submit to Congress a plan to modernize and improve insurance regulation
in the U.S.
Existing insurance-related laws and regulations may become more restrictive in the future or new
restrictive laws may be enacted; it is not possible to predict the potential effects of these laws
and regulations. The costs of compliance or the failure to comply with existing or future
regulations could harm AFG’s financial results and its reputation with customers.
New IRS regulations governing 403(b) plans became effective January 1, 2009. As a result, school
districts and other not-for-profit employers are required to assume additional responsibilities for
403(b) plans offered to their employees. One consequence of these new regulations is that many of
these employers have reduced the number of companies allowed to offer 403(b) products to their
employees. AFG’s annuity premiums could be negatively impacted if its insurance company
subsidiaries are excluded from school districts that have historically been the source of a
significant amount of premiums.
The failure of AFG’s insurance subsidiaries to maintain a commercially acceptable financial
strength rating would have a significant negative effect on their ability to compete successfully.
As discussed under Item 1 — “Business” — “Property and Casualty Insurance Operations” and Item 1 —
“Business” — “Annuity and Supplemental Insurance Operations — General,” financial strength ratings
are an important factor in establishing the competitive position of insurance companies and may be
expected to have an effect on an insurance company’s sales. A downgrade out of the “A” category in
AFG’s insurers’ claims-paying and financial strength ratings could significantly reduce AFG’s
business volumes in certain lines of business, adversely impact AFG’s ability to access the capital
markets and increase AFG’s borrowing costs.
The continued threat of terrorism and ongoing military and other actions may adversely affect AFG’s
financial results.
The continued threat of terrorism, both within the United States and abroad, and the ongoing
military and other actions and heightened security measures in response to these types of threats,
may cause significant volatility and declines in the equity markets in the United States, Europe
and elsewhere, loss of life, property damage, additional disruptions to commerce and reduced
economic activity. Actual terrorist attacks could cause losses from insurance claims related to
AFG’s property and casualty and life insurance operations with adverse financial consequences. In
addition, some of the assets in AFG’s investment portfolios may be adversely affected by declines
in the capital markets and economic activity caused by the continued threat of terrorism, ongoing
military and other actions and heightened security measures.
AFG’s results may fluctuate as a result of cyclical pricing changes in the specialty insurance
industry.
The property and casualty group operates in a highly competitive industry that is affected by many
factors that can cause significant fluctuations in its results of operations. The industry has
historically been subject to pricing cycles characterized by periods of intense competition and
lower premium rates (a “downcycle”) followed by periods of reduced competition, reduced
underwriting capacity due to lower policyholders’ surplus and higher premium rates (an “upcycle”).
The trend of AFG’s underwriting results typically follows that of the industry and a prolonged
downcycle could adversely affect AFG’s results of operations.
AFG’s property and casualty reserves may be inadequate, which could significantly affect AFG’s
financial results.
AFG’s property and casualty insurance subsidiaries record reserve liabilities for the estimated
payment of losses and loss adjustment expenses for both reported and unreported claims. Due to the
inherent uncertainty of estimating reserves, it has been necessary in the past, and will continue
to be necessary in the future, to revise estimated liabilities as reflected in AFG’s reserves for
claims and related expenses. The historic development of reserves for losses and loss adjustment
expense may not necessarily reflect future trends in the development of these amounts.
Accordingly, it is not appropriate to extrapolate future redundancies or deficiencies based on
historical information. To the extent that reserves are inadequate and are strengthened, the
amount of such increase is treated as a charge to earnings in the period in which the deficiency is
recognized.
AFG’s results could be negatively impacted by severe weather conditions or other catastrophes.
AFG recorded catastrophe losses of $49 million in 2010 (primarily from hailstorms), $18 million in
2009 and $59 million in 2008 (principally wind-related storm damage from hurricanes Gustav and Ike
and tornadoes). Catastrophes (some of which are seasonal) can be caused by natural events such as
hurricanes, windstorms, tornadoes, hailstorms, severe winter weather, earthquakes, explosions and
fire, and by man-made events, such as terrorist attacks and riots. While not considered a
catastrophe by industry standards, droughts could also have a significant adverse impact on AFG’s
crop insurance results. The extent of losses from a catastrophe is a function of the amount of
insured exposure in the area affected by the event and the severity of the event. In addition,
certain catastrophes could result in both property and non-property claims from the same event. A
severe catastrophe or a series of catastrophes could result in losses exceeding AFG’s reinsurance
protection and may have a material adverse impact on its results of operations or financial
condition.
Climate change and related regulation could adversely affect AFG’s property and casualty insurance
operations.
While AFG does not believe that its operations are likely to be impacted by existing laws and
regulations regarding climate change, it is possible that future regulation in this area could
result in additional compliance costs and demands on management time.
To the extent that global climate change meaningfully alters weather and tidal patterns, or sea
levels, it is possible that the AFG’s property and casualty insurance operations could experience
an increase in claims, primarily in coastal areas and in AFG’s crop and agricultural businesses.
Volatility in crop prices could negatively impact AFG’s financial results.
Weather conditions and the level of crop prices in the commodities market heavily impact AFG’s crop
insurance business. These factors are inherently unpredictable and could result in significant
volatility in the results of the crop insurance business from one year to the next.
Changes in interest rates could adversely impact the spread AFG earns on its annuity products.
The profitability of AFG’s annuity business is largely dependent on spread (the difference between
what it earns on its investments and the crediting rate it pays on its annuity contracts). Most of
AFG’s annuity products have guaranteed minimum crediting rates (ranging from 4% down to currently
1% on new business). During periods of falling interest rates, AFG may not be able to fully offset
the decline in investment earnings with lower crediting rates. During periods of rising rates,
there may be competitive pressure to increase crediting rates to avoid a decline in sales or
increased surrenders, thus resulting in lower spreads. In addition, an increase in surrenders
could require the sale of investments at a time when the prices of those assets are lower due to
the increase in market rates, which may result in realized investment losses.
Variations from the actuarial assumptions used to establish certain assets and liabilities in AFG’s
annuity and supplemental insurance business could negatively impact AFG’s reported financial
results.
The earnings on certain products sold by AFG’s annuity and supplemental insurance business depend
significantly upon the extent to which actual experience is consistent with the assumptions used in
setting reserves and establishing and amortizing deferred policy acquisition costs (“DPAC”). These
assumptions relate to investment yields (and spreads over fixed annuity crediting rates),
mortality, surrenders, annuitizations and, on some policies, the ability to obtain price increases,
and morbidity. Developing such assumptions is complex and involves information obtained from
company-specific and industry-wide data, as well as general economic information. These
assumptions, and therefore AFG’s results of operations, could be negatively impacted by changes in
any of the factors listed above. For example, AFG recorded a $25 million pretax charge in 2010 due
primarily to the impact of changes in assumptions related to future investment yields and
annuitization and death benefits partially offset by the impact of lower expected expenses and
crediting rates in the fixed annuity business.
As a holding company, AFG is dependent on the operations of its insurance company subsidiaries to
meet its obligations and pay future dividends.
AFG is a holding company and a legal entity separate and distinct from its insurance company
subsidiaries. As a holding company without significant operations of its own, AFG’s principal
sources of funds are dividends and other distributions from its insurance company subsidiaries. As
discussed under “Regulation,” state insurance laws limit the ability of insurance companies to pay
dividends or other distributions and require insurance companies to maintain specified levels of
statutory capital and surplus. AFG’s rights to participate in any distribution of assets of its
insurance company subsidiaries are subject to prior claims of policyholders and creditors (except
to the extent that its rights, if any, as a creditor are recognized). Consequently, AFG’s ability
to pay debts, expenses and cash dividends to its shareholders may be limited.
Adverse developments in the financial markets may limit AFG’s access to capital.
Financial markets in the U.S. and elsewhere experienced extreme volatility during the latter part
of 2008 and early 2009. These circumstances exerted downward pressure on stock prices and limited
access to the equity and debt markets for certain issuers, including AFG. Although access to
credit markets eased significantly by 2010, enabling AFG to issue $132 million in 40-year Senior
Notes, there is no assurance that access to these markets will continue.
The three-year revolving credit facility under which AFG can borrow up to $500 million expires in
August 2013. There is no assurance that this facility will be renewed. In addition, AFG’s access
to funds through this facility is dependent on the ability of its banks to meet their funding
commitments. There were no borrowings outstanding under this agreement during 2010.
If AFG cannot obtain adequate capital or sources of credit on favorable terms, or at all, its
business, operating results and financial condition would be adversely affected.
AFG may be adversely impacted by a downgrade in the ratings of its debt securities.
AFG’s debt securities are rated by Standard & Poor’s and Moody’s independent corporate credit
rating agencies. AFG’s senior indebtedness is currently rated BBB+ by Standard & Poor’s and Baa2
by Moody’s. Securities ratings are subject to revision or withdrawal at any time by the assigning
rating organization. A security rating is not a recommendation to buy, sell or hold securities.
An unfavorable
change in either of these ratings could make it more expensive to access the capital markets and
may increase the interest rate charged under AFG’s current multi-bank credit line.
AFG is a party to litigation which, if decided adversely, could impact its financial results.
AFG and its subsidiaries are named as defendants in a number of lawsuits. See Item 1 — “Business”
— “Property and Casualty Insurance Operations — Asbestos and Environmental Reserves (“A&E”),” Item
3 — “Legal Proceedings,” and Item 7 — “Management’s Discussion and Analysis” — “Uncertainties.”
Litigation, by its very nature, is unpredictable and the outcome of these cases is uncertain and
could result in liabilities that may vary from amounts AFG has currently recorded and a material
variance could have a material effect on AFG’s business, operations, profitability or financial
condition.
Certain shareholders exercise substantial control over AFG’s affairs, which may impede a change of
control transaction.
Carl H. Lindner is Chairman of the Board of Directors of AFG, and his sons, Carl H. Lindner III
and S. Craig Lindner, are each Co-Chief Executive Officers and Directors of AFG. Carl H.
Lindner, Carl H. Lindner III and S. Craig Lindner beneficially own 2.6%, 7.2% and 6.2%,
respectively, of AFG’s outstanding Common Stock as of February 1, 2011. As a result, certain
members of the Lindner family have the ability to exercise significant influence over AFG’s
management, including over matters requiring shareholder approval.
The price of AFG Common Stock may fluctuate significantly, which may make it difficult for holders
to resell common stock when they want or at a price they find attractive.
The price of AFG’s Common Stock, listed on the NYSE and Nasdaq Global Select Market, constantly
changes. During 2010, AFG’s Common Stock traded at prices ranging between $23.90 and $32.75.
AFG’s Common Stock price can fluctuate as a result of a variety of factors, many of which are
beyond its control. These factors include but are not limited to:
actual or anticipated variations in quarterly operating results;
actual or anticipated changes in the dividends paid on AFG Common Stock;
rating agency actions;
recommendations by securities analysts;
significant acquisitions or business combinations, strategic partnerships, joint
ventures or capital commitments by or involving AFG or its competitors;
operating and stock price performance of other companies that investors deem comparable
to AFG;
news reports relating to trends, concerns and other issues in AFG’s lines of business;
general economic conditions, including volatility in the financial markets; and
geopolitical conditions such as acts or threats of terrorism or military conflicts.
ITEM 2
Properties
Subsidiaries of AFG own several buildings in downtown Cincinnati. AFG and its affiliates occupy
about half of the aggregate 680,000 square feet of commercial and office space in these buildings.
AFG’s insurance subsidiaries lease the majority of their office and storage facilities in numerous
cities throughout the United States, including Great American’s and GAFRI’s home offices in
Cincinnati and UTA’s home office in Austin. In December 2007, AFG signed a 15-year lease
(commencing in 2011) for space in a new office tower in downtown Cincinnati. The new building will
enable AFG to consolidate operations from several leased locations. A property and casualty
insurance subsidiary owns approximately 177,000 square feet of office space on 17.5 acres of land
in Richfield, Ohio, approximately 90% of which it occupies; the remaining space is leased to
unaffiliated tenants. See Item 1 — “Business” — “Other Operations” for a discussion of AFG’s other
commercial real estate operations.
ITEM 3
Legal Proceedings
AFG and its subsidiaries are involved in various litigation, most of which arose in the ordinary
course of business, including litigation alleging bad faith in dealing with policyholders and
challenging certain business practices of insurance subsidiaries. Except for the following,
management believes that none of the litigation meets the threshold for disclosure under this Item.
AFG’s insurance company subsidiaries and its 100%-owned subsidiary, American Premier Underwriters
(including its subsidiaries, “American Premier”), are parties to litigation and receive claims
alleging injuries and damages from asbestos, environmental and other substances and workplace
hazards and have established loss accruals for such potential liabilities; other than the A.P.
Green Industries proceedings discussed below, none of such litigation or claims is individually
material to AFG. The ultimate loss for these claims may vary materially from amounts currently
recorded as the conditions surrounding resolution of these claims continue to change.
American Premier is a party or named as a potentially responsible party in a number of proceedings
and claims by regulatory agencies and private parties under various environmental protection laws,
including the Comprehensive Environmental Response, Compensation and Liability Act (“CERCLA”),
seeking to impose responsibility on American Premier for hazardous waste or discharge remediation
costs at certain railroad sites formerly owned by its predecessor, Penn Central Transportation
Company (“PCTC”), and at certain other sites where hazardous waste or discharge allegedly generated
by PCTC’s railroad operations and American Premier’s former manufacturing operations is present.
It is difficult to estimate American Premier’s liability for remediation costs at these sites for a
number of reasons, including the number and financial resources of other potentially responsible
parties involved at a given site, the varying availability of evidence by which to allocate
responsibility among such parties, the wide range of costs for possible remediation alternatives,
changing technology and the period of time over which these matters develop. Nevertheless, American
Premier believes that its accruals for potential environmental liabilities are adequate to cover
the probable amount of such liabilities, based on American Premier’s estimates of remediation costs
and related expenses and its estimates of the portions of such costs that will be borne
by other parties. Such estimates are based on information currently available to American Premier
and are subject to future change as additional information becomes available.
As previously reported, Great American Insurance Company and certain other insurers were parties to
declaratory judgment coverage litigation brought in 2001 in the United States District Court for
the Southern District of Ohio (arising from claims alleging asbestos exposure resulted in bodily
injury) under insurance policies issued during the 1970’s and 1980’s to Bigelow-Liptak Corporation
and related companies, subsequently known as A.P. Green Industries, Inc. (“A.P. Green”).
A.P. Green sought to recover defense and indemnity expenses related to those claims from a number
of insurers, including Great American.
In February 2002, A.P. Green filed petitions for bankruptcy under Chapter 11 of the Bankruptcy Code
in the United States Bankruptcy Court for the Western District of Pennsylvania (In Re Global
Industrial Technologies, Inc., et al, filed February 14, 2002) and subsequently (in 2002) commenced
adversary proceedings in that Court against Great American Insurance Company and other companies to
obtain an adjudication of the insured’s rights under the above-referenced insurance policies.
In 2003, Great American Insurance Company entered into an agreement, which was approved by the
Bankruptcy Court, for the settlement of coverage litigation related to A.P. Green asbestos claims.
The settlement of $123.5 million (Great American has the option to pay in cash or over time with
5.25% interest) has been fully accrued and allows up to 10% of the settlement to be paid in AFG
Common Stock. The settlement agreement is conditioned upon confirmation of a plan of
reorganization that includes an injunction prohibiting the assertion against Great American of any
present or future asbestos personal injury claims under policies issued to A.P. Green and related
companies.
During 2007, the Bankruptcy Court confirmed the A. P. Green Plan of Reorganization which includes
the injunction required by Great American’s settlement agreement. Certain parties appealed the
confirmation on issues that management believes ultimately will not impact the Great American
settlement. This matter remains pending before the Third Circuit Court of Appeals.
PART II
ITEM 5
Market for Registrant’s Common Equity, Related Stockholder Matters
and Issuer Purchases of Equity Securities
AFG Common Stock is listed and traded on the New York Stock Exchange and the Nasdaq Global Select
Market under the symbol AFG. The information presented in the table below represents the high and
low sales prices per share reported on the NYSE Composite Tape.
First Quarter
Second Quarter
Third Quarter
Fourth Quarter
There were approximately 7,500 shareholders of record of AFG Common Stock at February 1, 2011. AFG
declared and paid quarterly dividends of $.1375 per share in January, April and July 2010. In
August 2010, AFG increased its quarterly dividend to $.1625 and declared and paid its first
dividend at that rate in October 2010. In 2009, AFG declared and paid quarterly dividends of $.13
per share. The ability of AFG to pay dividends will be dependent upon, among other things, the
availability of dividends and payments under intercompany tax allocation agreements from its
insurance company subsidiaries.
Issuer Purchases of Equity Securities AFG repurchased shares of its common stock during 2010 as
follows:
October
November
December
Represents the remaining shares that may be repurchased
under the Plans authorized by AFG’s
Board of Directors in August 2010. In February 2011, AFG’s Board of Directors
authorized the
repurchase of ten million additional shares. Between January 1, 2011 and February 18,
2011, an
additional 614,000 shares were repurchased at an average price of
$33.62 per share leaving 12.1
million shares authorized under the Plans.
In addition, AFG acquired 1,000 shares of its common stock (at $31.05 per share) in November 2010
and 2,207 shares of its common stock (at $32.43 per share) in December 2010 in connection with its
stock incentive plans.
ITEM 6
Selected Financial Data
The following table sets forth certain data for the periods indicated (dollars in millions, except
per share data).
Earnings Statement Data:
Total Revenues
Operating Earnings Before Income Taxes
Earnings from Continuing Operations
Discontinued Operations
Less: Net Earnings (Loss) Attributable to
Noncontrolling Interests
Net Earnings Attributable to Shareholders
Basic Earnings Per Common Share:
Earnings from Continuing Operations
Discontinued Operations
Net Earnings Attributable to Shareholders
Diluted Earnings Per Common Share:
Cash Dividends Paid Per Share of Common Stock
Ratio of Earnings to Fixed Charges Including
Annuity Benefits (a)
Balance Sheet Data:
Total Assets
Long-term Debt
Shareholders’ Equity
Fixed charges are computed on a “total enterprise” basis. For purposes of calculating the
ratios, “earnings” have been computed by adding to pretax earnings the fixed charges and the
noncontrolling interests in earnings of subsidiaries having fixed charges and the undistributed
equity in losses of investees. Fixed charges include interest (including annuity benefits as
indicated), amortization of debt premium/discount and expense, preferred dividend and distribution
requirements of subsidiaries and a portion of rental expense deemed to be representative of the
interest factor.
The ratio of earnings to fixed charges excluding annuity benefits was 9.09, 11.06, 4.75, 8.49 and
9.15 for 2010, 2009, 2008, 2007 and 2006, respectively. Although the ratio of earnings to fixed
charges excluding annuity benefits is not required or encouraged to be disclosed under Securities
and Exchange Commission rules, some investors and lenders may not consider interest credited to
annuity policyholders’ accounts a borrowing cost for an insurance company, and accordingly, believe
this ratio is meaningful.
ITEM 7
Management’s Discussion and Analysis
of Financial Condition and Results of Operations
INDEX TO MD&A
General
Overview
Critical Accounting Policies
Liquidity and Capital Resources
Ratios
Parent and Subsidiary Liquidity
Contractual Obligations
Off-Balance Sheet Arrangements
Investments
Uncertainties
Managed Investment Entities
Results of Operations
General
Income Items
Expense Items
Recent Accounting Standards
Proposed Accounting Standards
GENERAL
Following is a discussion and analysis of the financial statements and other statistical data that
management believes will enhance the understanding of AFG’s financial condition and results of
operations. This discussion should be read in conjunction with the financial statements beginning
on page F-1.
OVERVIEW
Financial Condition
AFG is organized as a holding company with almost all of its operations being conducted by
subsidiaries. AFG, however, has continuing cash needs for administrative expenses, the payment of
principal and interest on borrowings, shareholder dividends, and taxes. Therefore, certain
analyses are best done on a parent only basis while others are best done on a total enterprise
basis. In addition, because most of its businesses are financial in nature, AFG does not prepare
its consolidated financial statements using a current-noncurrent format. Consequently, certain
traditional ratios and financial analysis tests are not meaningful.
At December 31, 2010, AFG (parent) held approximately $410 million in cash and securities and
had $500 million available under a bank line of credit expiring in August 2013.
Results of Operations
Through the operations of its subsidiaries, AFG is engaged primarily in property and casualty
insurance, focusing on specialized commercial products for businesses and in the sale of
traditional fixed and indexed annuities and a variety of supplemental insurance products such as
Medicare supplement.
The property and casualty business is cyclical in nature with periods of high competition resulting
in low premium rates, sometimes referred to as a “soft market” or “downcycle” followed by periods
of reduced competition and higher premium rates, referred to as a “hard market” or “upcycle.” For
the past several years, AFG’s Specialty insurance operations have experienced soft market
conditions. Overall renewal pricing was flat in 2010 and 2009, after being down about 4% in both
2008 and 2007.
AFG reported net earnings attributable to shareholders of $479 million ($4.33 per share diluted) in
2010 compared to $519 million ($4.45 per share diluted) in 2009. Improved operating results in the
annuity and supplemental insurance group and higher realized gains were more than offset by lower
underwriting profit and lower investment income in the property and casualty operations.
CRITICAL ACCOUNTING POLICIES
Significant accounting policies are summarized in Note A to the financial statements. The
preparation of financial statements in conformity with U.S. generally accepted accounting
principles requires management to make estimates and assumptions that can have a significant effect
on amounts reported in the financial statements. As more information becomes known, these
estimates and assumptions change and thus impact amounts reported in the future. The areas where
management believes the degree of judgment required to determine amounts recorded in the financial
statements make accounting policies critical are as follows:
the establishment of insurance reserves, especially asbestos and environmental-related
reserves,
the recoverability of reinsurance,
the recoverability of deferred acquisition costs,
the establishment of asbestos and environmental reserves of former railroad and
manufacturing operations, and
the valuation of investments, including the determination of “other-than-temporary”
impairments.
See “Liquidity and Capital Resources — Uncertainties” for a discussion of insurance reserves,
recoverables from reinsurers, and contingencies related to American Premier’s former operations and
“Liquidity and Capital Resources — Investments” for a discussion of impairments on investments.
Deferred policy acquisition costs (“DPAC”) and certain liabilities related to annuities and
universal life insurance products are amortized in relation to the present value of expected gross
profits on the policies. Assumptions considered in determining expected gross profits involve
significant judgment and include management’s estimates of assumed interest rates and investment
spreads, surrenders, annuitizations, renewal premiums and mortality. Should actual experience
require management to change its assumptions (commonly referred to as “unlocking”), a charge or
credit would be recorded to adjust DPAC or annuity liabilities to the levels they would have been
if the new assumptions had been used from the inception date of each policy.
LIQUIDITY AND CAPITAL RESOURCES
Ratios AFG’s debt to total capital ratio on a consolidated basis is shown below (dollars
in millions). Management intends to maintain the ratio of debt to capital at or below 25% and
intends to maintain the capital of its significant insurance subsidiaries at or above levels
currently indicated by rating agencies as appropriate for the current ratings.
Long-term debt
Total capital
Ratio of debt to total capital:
Including debt secured by real estate
Excluding debt secured by real estate
The ratio of debt to total capital is a non-GAAP measure that management believes is useful for
investors, analysts and independent ratings agencies to evaluate AFG’s financial strength and
liquidity and to provide insight into how AFG finances its operations. It is calculated by
dividing AFG’s long-term debt by its total capital, which includes long-term debt, noncontrolling
interests and shareholders’ equity (excluding unrealized gains (losses) related to fixed maturity
investments and appropriated retained earnings related to managed investment entities).
AFG’s ratio of earnings to fixed charges, including annuity benefits as a fixed charge, was 2.41
for the year ended December 31, 2010. Excluding annuity benefits, this ratio was 9.09 for 2010.
Although the ratio excluding annuity benefits is not required or encouraged to be disclosed under
Securities and Exchange Commission rules, it is presented because interest credited to annuity
policyholder accounts is not always considered a borrowing cost for an insurance company.
The NAIC’s model law for risk based capital (“RBC”) applies to both life and property and casualty
companies. RBC formulas determine the amount of capital that an
insurance company needs so that it has an acceptable expectation of not becoming financially
impaired. At December 31, 2010, the capital ratios of all AFG insurance companies substantially
exceeded the RBC requirements.
Parent and Subsidiary Liquidity
Parent Holding Company Liquidity Management believes AFG has sufficient resources to meet its
liquidity requirements. If funds generated from operations, including dividends, tax payments and
borrowings from subsidiaries, are insufficient to meet fixed charges in any period, AFG would be
required to utilize parent company cash and marketable securities or to generate cash through
borrowings, sales of other assets, or similar transactions.
In August 2010, AFG replaced its bank credit facility with a three-year, $500 million revolving
credit line. There were no borrowings under this agreement, or any other parent company short-term
borrowing arrangements, during 2010. In September 2010, AFG issued $132 million of 7% Senior Notes
due 2050.
During 2010, AFG repurchased 10.3 million shares of its Common Stock for $292 million. Through
February 18, 2011, an additional 614,000 shares were repurchased for $21 million, using cash on
hand at the parent company.
During 2009, AFG retired $136 million of 7-1/8% Senior Debentures at maturity, issued $350 million
of 9-7/8% Senior Notes due 2019 and repurchased 3.3 million shares of its Common Stock for $81
million.
During 2008, AFG repurchased $37 million of its 7-1/8% Senior Debentures due April 2009, paid $190
million in cash and issued 2.4 million shares of Common Stock to redeem its Senior Convertible
Notes and repurchased 1.8 million shares of its Common Stock for $47 million.
All debentures and notes issued by AFG (and AAG Holding Company, a GAFRI subsidiary) are rated
investment grade by two nationally recognized rating agencies. Under a currently effective shelf
registration statement, AFG can offer additional equity or debt securities. The shelf registration
provides AFG with flexibility to access the capital markets from time to time as market and other
conditions permit.
Under tax allocation agreements with AFG, its 80%-owned U.S. subsidiaries generally pay taxes to
(or recover taxes from) AFG based on each subsidiary’s contribution to amounts due under AFG’s
consolidated tax return.
Subsidiary Liquidity Great American Life Insurance Company (“GALIC”), a wholly-owned annuity and
supplemental insurance subsidiary, became a member of the Federal Home Loan Bank of Cincinnati
(“FHLB”) in 2009. The FHLB makes loans and provides other banking services to member institutions.
Members are required to purchase stock in the FHLB in addition to maintaining collateral deposits
that back any funds borrowed. GALIC’s $15 million investment in FHLB capital stock at December 31,
2010, is included in other investments at cost. Membership in the FHLB provides the annuity and
supplemental insurance operations with a substantial additional source of liquidity. No funds have
been borrowed from the FHLB.
National Interstate Corporation (“NATL”), a 52%-owned property and casualty insurance subsidiary,
can borrow up to $75 million, subject to certain conditions, under an unsecured credit agreement
expiring in December 2012. Amounts borrowed
bear interest at rates ranging from .45% to .9% (currently .65%) over LIBOR based on NATL’s credit
rating. There was $20 million outstanding under this agreement at December 31, 2010. The maximum
outstanding balance under this agreement during 2010 was $45 million.
In 2008, GAFRI used cash on hand to redeem its $28 million in 6-7/8% notes at maturity. In 2008,
NATL redeemed its $15 million in outstanding variable rate debentures at par.
The liquidity requirements of AFG’s insurance subsidiaries relate primarily to the liabilities
associated with their products as well as operating costs and expenses, payments of dividends and
taxes to AFG and contributions of capital to their subsidiaries. Historically, cash flows from
premiums and investment income have
generally provided more than sufficient funds to meet these requirements without requiring a sale
of investments or contributions from AFG. Funds received in excess of cash requirements are
generally invested in additional marketable securities. In addition, the insurance subsidiaries
generally hold a significant amount of highly liquid, short-term investments.
The excess cash flow of AFG’s property and casualty group allows it to extend the duration of its
investment portfolio somewhat beyond that of its claim reserves.
In the annuity business, where profitability is largely dependent on earning a “spread” between
invested assets and annuity liabilities, the duration of investments is generally maintained close
to that of liabilities. With declining rates, AFG receives some protection (from spread
compression) due to the ability to lower crediting rates, subject to guaranteed minimums. In a
rising interest rate environment, significant protection from withdrawals exists in the form of
temporary and permanent surrender charges on AFG’s annuity products.
For statutory accounting purposes, equity securities of non-affiliates are generally carried at
fair value. At December 31, 2010, AFG’s insurance companies owned publicly traded equity
securities with a fair value of $659 million. In addition, GAI’s investment in NATL common stock
had a fair value of $218 million and a statutory carrying value of $173 million at December 31,
2010. Decreases in market prices could adversely affect the insurance group’s capital, potentially
impacting the amount of dividends available or necessitating a capital contribution. Conversely,
increases in market prices could have a favorable impact on the group’s dividend-paying capability.
AFG believes its insurance subsidiaries maintain sufficient liquidity to pay claims and benefits
and operating expenses. In addition, these subsidiaries have sufficient capital to meet
commitments in the event of unforeseen events such as reserve deficiencies, inadequate premium
rates or reinsurer insolvencies. Nonetheless, changes in statutory accounting rules, significant
declines in the fair value of the insurance subsidiaries’ investment portfolios or significant
ratings downgrades on these investments, could create a need for additional capital.
Contractual Obligations The following table shows an estimate (based on historical
patterns and expected trends) of payments to be made for insurance reserve liabilities, as well as
scheduled payments for major contractual obligations (in millions).
Annuity, life, accident and
health liabilities (a)
Property and casualty unpaid
losses and loss adjustment
expenses (b)
Long-term debt, including
interest
Operating leases (c)
Total (d)
Reserve projections include anticipated cash benefit payments only. Projections do not
include any impact for future earnings or additional premiums.
Dollar amounts and time periods are estimates based on historical net payment patterns applied
to the gross reserves and do not represent actual contractual obligations. Based on the same
assumptions, AFG projects reinsurance recoveries related to these reserves totaling $2.2 billion as
follows: Within 1 year — $600 million; 2-3 years — $700 million; 4-5 years — $400 million; and
thereafter — $549 million. Actual payments and their timing could differ significantly from these
estimates.
Includes a 15-year lease for new office space with rentals, including estimated operating
costs, averaging approximately $17 million per year beginning in 2011.
AFG’s $48 million liability for unrecognized tax benefits as of December 31, 2010, is not
included because the period of payment cannot be reliably estimated.
AFG has no material contractual purchase obligations or other long-term liabilities at
December 31, 2010.
Off-Balance Sheet Arrangements See Note P — “Additional Information — Financial
Instruments with Off-Balance Sheet Risk” to the financial statements.
Investments AFG attempts to optimize investment income while building the value of its
portfolio, placing emphasis upon total long-term performance.
AFG’s investment portfolio at December 31, 2010, contained $19.3 billion in “Fixed
maturities” classified as available for sale and $690 million in “Equity securities”,
all carried at fair value with unrealized gains and losses included in a separate component of
shareholders’ equity on an after-tax basis. In addition, $393 million in fixed
maturities were classified as trading with changes in unrealized holding gains or losses included
in investment income.
As detailed under “Net Unrealized Gain on Marketable Securities” in Note E to the financial
statements, unrealized gains and losses on AFG’s fixed maturity and equity securities are included
in Shareholders’ Equity after adjustments for related changes in deferred policy acquisition costs
and certain liabilities related to annuities, noncontrolling interests and deferred income taxes.
DPAC applicable to annuity products is adjusted for the impact of unrealized gains or losses on
investments as if these gains or losses had been realized, with corresponding increases or
decreases (net of tax) included in accumulated other comprehensive income in AFG’s Balance Sheet.
Fixed income investment funds are generally invested in securities with intermediate-term
maturities with an objective of optimizing total return while allowing flexibility to react to
changes in market conditions. At December 31, 2010, the average life of AFG’s fixed maturities was
about six years.
Fair values for AFG’s portfolio are determined by AFG’s internal investment professionals using
data from nationally recognized pricing services as well as non-binding broker quotes. Fair
values of equity securities are generally based on closing prices obtained from the pricing
services. For mortgage-backed securities (“MBS”), which comprise approximately one-third of
AFG’s fixed maturities, prices for each security are generally obtained from both pricing
services and broker quotes. For the other two-thirds of AFG’s fixed maturity portfolio,
approximately 94% are priced using pricing services and the balance is priced internally or by
using non-binding broker quotes. When prices obtained for the same security vary, AFG’s internal
investment professionals select the price they believe is most indicative of an exit price.
The pricing services use a variety of observable inputs to estimate fair value of fixed
maturities that do not trade on a daily basis. Based upon information provided by the pricing
services, these inputs include, but are not limited to, recent reported trades, benchmark yields,
issuer spreads, bids or offers, reference data, and measures of volatility. Included in the
pricing of MBS are estimates of the rate of future prepayments and defaults of principal over the
remaining life of the underlying collateral. Due to the lack of transparency in the process that
brokers use to develop prices, valuations that are based on brokers’ prices are classified as
Level 3 in the GAAP hierarchy unless the price can be corroborated, for example, by comparison to
similar securities priced using observable inputs.
Valuation techniques utilized by pricing services and prices obtained from external sources are
reviewed by AFG’s internal investment professionals who are familiar with the securities being
priced and the markets in which they trade to ensure the fair value determination is
representative of an exit price. To validate the appropriateness of the prices obtained, these
investment managers consider widely published indices (as benchmarks), recent trades, changes in
interest rates, general economic conditions and the credit quality of the specific issuers.
Prices obtained from a broker or pricing service are adjusted only in cases where they are deemed
not to be representative of an appropriate exit price (fewer than 1% of the securities).
In general, the fair value of AFG’s fixed maturity investments is inversely correlated to changes
in interest rates. The following table demonstrates the sensitivity of such fair values to
reasonably likely changes in interest rates by illustrating the estimated effect on AFG’s fixed
maturity portfolio that an immediate increase of 100 basis points in the interest rate yield curve
would have at December 31, 2010 (dollars in millions). Increases or decreases from the 100 basis
points illustrated would be approximately proportional.
Fair value of fixed maturity portfolio
Pretax impact on fair value of 100 bps
increase in interest rates
Pretax impact as % of total fixed maturity portfolio
Approximately 91% of the fixed maturities held by AFG at December 31, 2010, were rated “investment
grade” (credit rating of AAA to BBB) by nationally recognized rating agencies. Investment grade
securities generally bear lower yields and lower degrees of risk than those that are unrated and
noninvestment grade. Management believes that the high quality investment portfolio should
generate a stable and predictable investment return.
AFG’s MBS are subject to significant prepayment risk due to the fact that, in periods of declining
interest rates, mortgages may be repaid more rapidly than scheduled as borrowers refinance higher
rate mortgages to take advantage of lower rates.
Summarized information for AFG’s MBS (including those classified as trading) at December 31, 2010,
is shown (in millions) in the table below. Agency-backed securities are those issued by a U.S.
government-backed agency; Alt-A mortgages are those with risk profiles between prime and subprime.
The majority of the Alt-A securities and substantially all of the subprime securities are backed by
fixed rate mortgages. The average life of the residential and commercial MBS is approximately 4
and 5 years, respectively.
Residential:
Agency-backed
Non-agency prime
Alt-A
Subprime
Commercial
The National Association of Insurance Commissioners (“NAIC”) assigns creditworthiness designations
on a scale of 1 to 6 with 1 being the highest quality and 6 being the lowest quality. The NAIC has
retained third-party investment management firms to assist in the determination of appropriate NAIC
designations for mortgage-backed securities based not only on the probability of loss (which is the
primary basis of ratings by the major ratings firms), but also on the severity of loss and
statutory carrying value. At December 31, 2010, 98% (based on statutory carrying value of $5.7
billion) of AFG’s MBS securities had an NAIC designation of 1 or 2.
Municipal bonds represented approximately 15% of AFG’s fixed maturity portfolio at December 31,
2010. AFG’s municipal bond portfolio is high quality, with 99% of the securities rated investment
grade at that date. The portfolio is well diversified across the states of issuance and individual
issuers. At December 31, 2010, approximately 70% of the municipal bond portfolio was held in
revenue bonds, with the remaining 30% held in general obligation bonds. State general obligation
securities of California, Illinois, New Jersey and New York represented only 2% of this portfolio.
Summarized information for the unrealized gains and losses recorded in AFG’s Balance Sheet at
December 31, 2010, is shown in the following table (dollars in millions). Approximately $282
million of available for sale “Fixed maturities” and $42 million of “Equity securities” had no
unrealized gains or losses at December 31, 2010.
Available for Sale Fixed Maturities
Fair value of securities
Amortized cost of securities
Gross unrealized gain (loss)
Fair value as % of amortized cost
Number of security positions
Number individually exceeding
$2 million gain or loss
Concentration of gains (losses) by
type or industry (exceeding 5% of
unrealized):
Mortgage-backed securities
Banks, savings and credit institutions
Gas and electric services
States and municipalities
Percentage rated investment grade
Equity Securities
Cost of securities
Fair value as % of cost
Includes $163 million on AFG’s investment in Verisk Analytics, Inc.
The table below sets forth the scheduled maturities of AFG’s available for sale fixed maturity
securities at December 31, 2010, based on their fair values. Asset- backed securities and other
securities with sinking funds are reported at average maturity. Actual maturities may differ from
contractual maturities because certain securities may be called or prepaid by the issuers.
One year or less
After one year through five years
After five years through ten years
After ten years
Mortgage-backed securities (average
life of approximately four years)
The table below (dollars in millions) summarizes the unrealized gains and losses on fixed maturity
securities by dollar amount.
Fixed Maturities at December 31, 2010
Securities with unrealized gains:
Exceeding $500,000 (639 issues)
$500,000 or less (2,462 issues)
Securities with unrealized losses:
Exceeding $500,000 (112 issues)
$500,000 or less (1,037 issues)
The following table summarizes (dollars in millions) the unrealized loss for all securities
with unrealized losses by issuer quality and length of time those securities have been in an
unrealized loss position.
Securities with Unrealized Losses at December 31, 2010
Investment grade fixed maturities with losses for:
Less than one year (720 issues)
One year or longer (166 issues)
Non-investment grade fixed maturities with losses for:
Less than one year (74 issues)
One year or longer (189 issues)
Common equity securities with losses for:
Less than one year (6 issues)
One year or longer (6 issues)
Perpetual preferred equity securities with losses for:
Less than one year (11 issues)
One year or longer (11 issues)
When a decline in the value of a specific investment is considered to be
“other-than-temporary,” a provision for impairment is charged to earnings (accounted for as a
realized loss) and the cost basis of that investment is reduced by the amount of the charge. The
determination of whether unrealized losses are “other-than-temporary” requires judgment based on
subjective as well as objective factors. Factors considered and resources used by management
include:
whether the unrealized loss is credit-driven or a result of changes in market
interest rates,
the extent to which fair value is less than cost basis,
historical operating, balance sheet and cash flow data contained in issuer SEC
filings and news releases,
near-term prospects for improvement in the issuer and/or its industry,
third party research and communications with industry specialists,
financial models and forecasts,
the continuity of dividend payments, maintenance of investment grade ratings and
hybrid nature of certain investments,
discussions with issuer management, and
ability and intent to hold the investment for a period of time sufficient to allow
for anticipated recovery in fair value.
Based on its analysis of the factors listed above, management believes (i) AFG will recover its
cost basis in the securities with unrealized losses and (ii) that AFG has the ability to hold the
securities until they recover in value and, at December 31, 2010, had no intent to sell them.
Although AFG has the ability to continue holding its investments with unrealized losses, its intent
may change due to deterioration in the issuers’ creditworthiness, decisions to lessen exposure to a
particular issuer or industry, asset/liability management decisions, market movements, changes in
views about appropriate asset allocation or the desire to offset taxable realized gains. Should
AFG’s ability or intent change with regard to a particular security, a charge for impairment would
likely be required. While it is not possible to accurately predict if or when a specific security
will become impaired, charges for other-than-temporary impairment could be material to results of
operations in future periods. Significant declines in the fair value of AFG’s investment portfolio
could have a significant adverse effect on AFG’s liquidity. For information on AFG’s realized
gains (losses) on securities, including charges for “other-than-temporary” impairment, see
Management’s Discussion and Analysis — “Results of Operations — Realized Gains (Losses) on
Securities.”
Uncertainties As more fully explained in the following paragraphs, management believes
that the areas posing the greatest risk of material loss are the adequacy of its insurance reserves
and contingencies arising out of its former railroad and manufacturing operations.
Property and Casualty Insurance Reserves Estimating the liability for unpaid losses and loss
adjustment expenses (“LAE”) is inherently judgmental and is influenced by factors that are subject
to significant variation. Determining the liability is a complex process incorporating input from
many areas of the company including actuarial, underwriting, pricing, claims and operations
management.
The estimates of liabilities for unpaid claims and for expenses of investigation and adjustment of
unpaid claims are based upon: (a) the accumulation of case estimates for losses reported prior to
the close of the accounting periods on direct business written (“case reserves”); (b) estimates
received from ceding reinsurers and insurance pools and associations; (c) estimates of claims
incurred but not reported or “IBNR” (including possible development on known claims); (d) estimates
(based on experience) of expense for investigating and adjusting claims; and (e) the current state
of law and coverage litigation.
The process used to determine the total reserve for liabilities involves estimating the ultimate
incurred losses and LAE, adjusted for amounts already paid on the claims. The IBNR reserve is
derived by first estimating the ultimate unpaid reserve liability and subtracting case reserves and
LAE.
In determining management’s best estimate of the ultimate liability, management (including Company
actuaries) considers items such as the effect of inflation on medical, hospitalization, material,
repair and replacement costs, the nature and maturity of lines of insurance, general economic
trends and the legal environment.
In addition, historical trends adjusted for changes in underwriting standards, policy provisions,
product mix and other factors are analyzed using actuarial reserve development techniques.
Weighing all of the factors, the management team determines a single or “point” estimate that it
records as its best estimate of the ultimate liabilities. Ranges of loss reserves are not
developed by Company actuaries. This reserve analysis and review is completed each quarter and for
every line of business.
Each quarterly review includes in-depth analysis of over 500 subdivisions of the business,
employing multiple actuarial techniques. For each particular subdivision, actuaries use informed,
professional judgment to adjust these techniques as necessary to respond to specific conditions in
the data or within the business.
Some of the standard actuarial methods employed for the quarterly reserve analysis may include (but
may not be limited to):
Case Incurred Development Method
Paid Development Method
Projected Claim Count Times Projected Claim Severity
Bornhuetter-Ferguson Method
Incremental Paid LAE to Paid Loss Methods
Management believes that each method has particular strengths and weaknesses and that no single
estimation method is most accurate in all situations. When applied to a particular group of
claims, the relative strengths and weaknesses of each method can change over time based on the
facts and circumstances. Ultimately, the estimation methods chosen are those which management
believes produce the most reliable indication for the particular liabilities under review.
The period of time from the occurrence of a loss through the settlement of the liability is
referred to as the “tail”. Generally, the same actuarial methods are considered for both
short-tail and long-tail lines of business because most of them work properly for both. The
methods are designed to incorporate the effects of the differing length of time to settle
particular claims. For short-tail lines, management tends to give more weight to the Case Incurred
and Paid Development methods, although the various methods tend to produce similar results. For
long-tail lines, more judgment is involved, and more weight may be given to the
Bornhuetter-Ferguson method and the Projected Claim Count times Projected Claim Severity method.
Liability claims for long-tail lines are more susceptible to litigation and can be significantly
affected by changing contract interpretation and the legal environment. Therefore, the estimation
of loss reserves for these classes is more complex and subject to a higher degree of variability.
The level of detail in which data is analyzed varies among the different lines of business. Data
is generally analyzed by major product or by coverage within product, using countrywide data;
however, in some situations, data may be reviewed by state for a few large volume states.
Appropriate segmentation of the data is determined based on data volume, data credibility, mix of
business, and other actuarial considerations.
Supplementary statistical information is also reviewed to determine which methods are most
appropriate to use or if adjustments are needed to particular methods. Such information includes:
Open and closed claim counts
Average case reserves and average incurred on open claims
Closure rates and statistics related to closed and open claim percentages
Average closed claim severity
Ultimate claim severity
Reported loss ratios
Projected ultimate loss ratios
Loss payment patterns
Within each line, results of individual methods are reviewed, supplementary statistical information
is analyzed, and all data from underwriting, operating and claim management are considered in
deriving management’s best estimate of the ultimate liability. This estimate may be the result of
one method, or a weighted average of several methods, or a judgmental selection as the management
team determines is appropriate.
The following table shows (in millions) the breakdown of AFG’s property and casualty reserves
between case reserves, IBNR reserves and LAE reserves (estimated amounts required to adjust, record
and settle claims, other than the claim payments themselves).
Statutory Line of Business
Other liability — occurrence
Other liability — claims made
Commercial auto/truck liability/medical
Special property (fire, allied lines,
inland marine, earthquake)
Other lines
Total Statutory Reserves
Adjustments for GAAP:
Reserves of foreign operations
Deferred gains on retroactive reinsurance
Loss reserve discounting
Total Adjustments for GAAP
Total GAAP Reserves
While current factors and reasonably likely changes in variable factors are considered in
estimating the liability for unpaid losses, there is no method or system that can eliminate the
risk of actual ultimate results differing from such estimates. As shown in footnote (a) to the
reserve development table (loss triangle) on page 8, the original estimates of AFG’s liability for
losses and loss adjustment expenses, net of reinsurance, over the past 10 years have developed
through December 31, 2010, to be deficient (for four years) by as much as 20.2% and redundant (for
six years) by as much as 14.5% (excluding the effect of special charges for asbestos, environmental
and other mass tort exposures). This development illustrates the historical impact caused by
variability in factors considered in estimating insurance reserves.
Following is a discussion of certain critical variables affecting the estimation of loss reserves
of the more significant long-tail lines of business (asbestos and environmental liabilities are
separately discussed below). Many other variables may also impact ultimate claim costs.
An important assumption underlying reserve estimates is that the cost trends implicitly built into
development patterns will continue into the future. However, future results could vary due to an
unexpected change in the underlying cost trends. This unexpected change could arise from a variety
of sources including a general increase in economic inflation, inflation from social programs, new
medical technologies, or other factors such as those listed below in connection with our largest
lines of business. It is not possible to isolate and measure the potential impact of just one of
these variables, and future cost trends could be partially impacted by several such variables.
However, it is reasonable to address the sensitivity of the reserves to potential impact from
changes in these variables by measuring the effect of a possible overall 1% change in future cost
trends that may be caused by one or more variables. Utilizing the effect of a 1% change in overall
cost trends enables changes greater than 1% to be estimated by extrapolation. Each additional 1%
change in the cost trend would increase the effect on net earnings by an amount slightly (about 5%)
greater than the effect of the previous 1%. For example, if a 1% change in cost trends in a line
of business would change net earnings by $20 million, a 2% change would change net earnings by
approximately $41 million.
The estimated cumulative impact that a 1% change in cost trends would have on net earnings is shown
below (in millions).
The judgments and uncertainties surrounding management’s reserve estimation process and the
potential for reasonably possible variability in management’s most recent reserve estimates may
also be viewed by looking at how recent historical estimates of reserves have developed. The
following table shows (in millions) what the impact on AFG’s net earnings would be on the more
significant lines of business if the December 31, 2010, reserves (net of reinsurance) developed at
the same rate as the average development of the most recent five years.
Unfavorable (favorable), net of tax effect.
Excludes asbestos and environmental liabilities.
The following discussion describes key assumptions and important variables that affect the
estimate of the reserve for loss and loss adjustment expenses of the more significant lines of
business and explains what caused them to change from assumptions used in the preceding period.
Other Liability — Occurrence
This long-tail line of business consists of coverages protecting the insured against legal
liability resulting from negligence, carelessness, or a failure to act causing property damage or
personal injury to others. Some of the important variables affecting estimation of loss reserves
for other liability — occurrence include:
Litigious climate
Unpredictability of judicial decisions regarding coverage issues
Magnitude of jury awards
Outside counsel costs
Timing of claims reporting
AFG recorded favorable development of $108 million in 2010, $55 million in 2009 and $72 million in
2008 related to its other liability-occurrence coverage where both the frequency and severity of
claims were lower than previously projected.
While management applies the actuarial methods mentioned above, more judgment is involved in
arriving at the final reserve to be held. For recent accident years, more weight is given to the
Bornhuetter-Ferguson method.
Uncertainty has emerged regarding AFG’s potential exposure for claims arising from the use of
Chinese drywall. The potential exposure arises from insured policyholders who may have been
associated with the installation of Chinese drywall in residential construction. While potential
liability is uncertain and is subject to judicial decisions including interpretation of coverage
provisions, management believes that AFG’s reserves for claims arising from the use of Chinese
drywall are adequate.
Workers’ Compensation
This long-tail line of business provides coverage to employees who may be injured in the course of
employment. Some of the important variables affecting estimation of loss reserves for workers’
compensation include:
Legislative actions and regulatory interpretations
Future medical cost inflation
AFG’s workers’ compensation business is written primarily in California. Significant reforms
passed by the California state legislature in 2003 and in 2004 reduced employer premiums and set
treatment standards for injured workers. AFG recorded favorable prior year loss development of $11
million in 2010, $20 million in 2009 and $32 million in 2008 due primarily to the impact of the
legislation on claim costs being more favorable than previously anticipated. As claims incurred in
2003 through 2007 are now reaching a higher percentage of settlement and maturity, management is
able to estimate the ultimate costs of these claims with more precision.
Management assumes now that the standard actuarial techniques adequately reflect the impact of the
reforms and recent judicial decisions. Several methods (including development methods and those
based on claim count and severity) are weighted together to produce indications of reserve need.
Management continues to review the frequency, severity and loss and LAE ratios implied by the
indications from the standard tests and considers the uncertainties of future costs in determining
the appropriate reserve level.
Other Liability — Claims Made
This long-tail line of business consists mostly of directors’ and officers’ liability. Some of the
important variables affecting estimation of loss reserves for other liability — claims made
include:
The economy
Variability of stock prices
The general state of the economy and the variability of the stock price of the insured can affect
the frequency and severity of shareholder class action suits that trigger coverage under directors’
and officers’ liability policies.
AFG recorded favorable prior year loss development of $40 million in 2010, $26 million in 2009 and
$29 million in 2008 on its directors’ and officers’ liability business as claim severity was
significantly less than expected. The legal professional liability business, which is in run-off,
had favorable development of $18 million in 2010 and $14 million in 2009 after several years of
modest adverse development; as this run-off liability has matured, the claim severity trends have
stabilized and the frequency is also less than expected.
While management applies the actuarial methods mentioned above, more judgment is involved in
arriving at the final reserve to be held. The selection of methods vary by subdivision of the data
within this line. Some businesses within this line use the Paid Development method while others
use the Case Incurred Development method and the Bornhuetter-Ferguson method.
Commercial Auto/Truck Liability/Medical
This line of business is a mix of coverage protecting the insured against legal liability for
property damage or personal injury to others arising from the operation of commercial motor
vehicles. The property damage liability exposure is usually short-tail with relatively quick
reporting and settlement of claims. The
bodily injury and medical payments exposures are longer-tailed; although the claim reporting is
relatively quick, the final settlement can take longer to achieve.
Some of the important variables affecting estimation of loss reserves for commercial auto/truck
liability/medical are similar to other liability — occurrence and include:
Litigious climate and trends
Change in frequency of severe accidents
Health care costs and utilization of medical services by injured parties
AFG recorded favorable prior year loss development of $26 million in 2010, $6 million in 2009 and
$8 million in 2008 for this line of business as claim severity was lower than in prior assumptions.
Commercial Multi-Peril
This long-tail line of business consists of two or more coverages protecting the insured from
various property and liability risk exposures. The commercial multi-peril line of business
includes coverage similar to other liability — occurrence, so in general, variables affecting
estimation of loss reserves for commercial multi-peril include those mentioned above for other
liability — occurrence. In addition, this line includes reserves for a run-off book of
homebuilders business covering contractors’ liability for construction defects. Variables
important to estimating the liabilities for this coverage include:
Changing legal/regulatory interpretations of coverage
Statutes of limitations and statutes of repose in filing claims
Changes in policy forms and endorsements
AFG recorded favorable prior year loss development of $13 million in 2010, $11 million in 2009 and
$6 million in 2008 in its Specialty Human Services division that specializes in products for
non-profit organizations. Claim severity has been less than anticipated in prior estimates.
Reserves of Foreign Operations
Reserves of foreign operations relate primarily to the operations of Marketform Group, Limited,
AFG’s 72%-owned United Kingdom-based Lloyd’s insurer. Historically, the largest line of business
written by Marketform has been non-U.S. medical malpractice, which provides coverage for injuries
and damages caused by medical care providers, including but not limited to, hospitals and their
physicians. Although Marketform offers this product in approximately 30 countries, the majority of
the business has been written in the United Kingdom, Australia and Italy.
Significant variables in estimating the loss reserves for the medical malpractice business
include:
Litigious environment
Magnitude of court awards
A slow moving judicial system including varying approaches to medical malpractice
claims among courts in different regions of Italy
Third party claims administration in Italy
Trends in claim costs, including medical cost inflation and, in Italy, escalating
tables used to establish damages for personal injury
Marketform recorded adverse prior year reserve development of $55 million in 2010 and $56 million
in 2009 related primarily to its Italian public hospital medical malpractice business, which it
ceased writing in 2008. The development resulted from significant issues related to third party
administration of claims and a challenging legal environment in Italy. Management believes that
current reserves, which represent its best estimate of future liabilities, are adequate.
Nonetheless, it concluded that sufficient uncertainty exists with respect to Italian public
hospital medical malpractice reserves to leave open the 2007 year of account, in accordance with
Lloyd’s provisions until a larger percentage of claims have been paid and the ultimate liabilities
can be estimated with greater certainty.
Traditional actuarial techniques are not applicable to the Italian public hospital medical
malpractice business due to the significant changes in this account over time. Accordingly, more
detailed methods are used, including claim count development times average severity, and uplifting
case reserves to historical severity levels.
Recoverables from Reinsurers and Availability of Reinsurance AFG is subject to credit risk with
respect to its reinsurers, as reinsurance contracts do not relieve AFG of
its liability to policyholders. To mitigate this risk, substantially all reinsurance is ceded to
companies with investment grade or better S&P ratings or is secured by “funds withheld” or other
collateral.
The availability and cost of reinsurance are subject to prevailing market conditions, which are
beyond AFG’s control and which may affect AFG’s level of business and profitability. Although the
cost of certain reinsurance programs may increase, management believes that AFG will be able to
maintain adequate reinsurance coverage at acceptable rates without a material adverse effect on
AFG’s results of operations. AFG’s gross and net combined ratios are shown in the table below.
See Item 1 — “Business” — “Property and Casualty Operations — Reinsurance” for more information on
AFG’s reinsurance programs. For additional information on the effect of reinsurance on AFG’s
historical results of operations see Note O — “Insurance — Reinsurance” and the gross loss development table under Item 1 — “Business” —
“Property and Casualty Operations — Loss and Loss Adjustment Expense Reserves.”
The following table illustrates the effect that purchasing reinsurance has had on AFG’s combined
ratio over the last three years.
Before reinsurance (gross)
Effect of reinsurance
Actual (net of reinsurance)
Asbestos and Environmental-related (“A&E”) Insurance Reserves Asbestos and environmental reserves
of the property and casualty group consisted of the following (in millions):
Asbestos
Environmental
A&E reserves, net of reinsurance recoverable
Gross A&E reserves
Asbestos reserves include claims asserting alleged injuries and damages from exposure to asbestos.
Environmental reserves include claims relating to polluted waste sites.
Asbestos claims against manufacturers, distributors or installers of asbestos products were
presented under the products liability section of their policies which typically had aggregate
limits that capped an insurer’s liability. In recent years, a number of asbestos claims are being
presented as “non-products” claims, such as those by installers of asbestos products and by
property owners or operators who allegedly had asbestos on their property, under the premises or
operations section of their policies. Unlike products exposures, these non-products exposures
typically had no aggregate limits, creating potentially greater exposure for insurers. Further, in
an effort to seek additional insurance coverage, some insureds with installation activities who
have substantially eroded their products coverage are presenting new asbestos claims as
non-products operations claims or attempting to reclassify previously settled products claims as
non-products claims to restore a portion of previously exhausted products aggregate limits. AFG,
along with other insurers, is and will be subject to such non-products claims. It is difficult to
predict whether insureds will be successful in asserting claims under non-products coverage or
whether AFG and other insurers will be successful in asserting additional defenses. Therefore, the
future impact of such efforts is uncertain.
Approximately 65% of AFG’s net asbestos reserves relate to policies written directly by AFG
subsidiaries. Claims from these policies generally are product oriented claims with only a limited
amount of non-product exposures, and are dominated by small to mid-sized commercial entities that
are mostly regional policyholders with few national target defendants. The remainder is assumed
reinsurance business that includes exposures for the periods 1954 to 1983. The asbestos and
environmental assumed claims are ceded by various insurance companies under reinsurance treaties.
A majority of the individual assumed claims have exposures of less than $100,000 to AFG. Asbestos
losses assumed include some of the industry known manufacturers, distributors and installers.
Pollution losses include industry known insured names and sites.
Establishing reserves for A&E claims relating to policies and participations in reinsurance
treaties and former operations is subject to uncertainties that are significantly greater than
those presented by other types of claims. For this group of claims, traditional actuarial
techniques that rely on historical loss development trends cannot be used and a meaningful range of
loss cannot be estimated. Case reserves and expense reserves are established by the claims
department as specific policies are identified. In addition to the case reserves established for
known claims, management establishes additional reserves for claims not yet known or reported and
for possible development on known claims. These additional reserves are management’s best estimate
based on periodic comprehensive studies and internal reviews adjusted for payments and identifiable
changes, supplemented by management’s review of industry information about such claims, with due
consideration to individual claim situations.
Management believes that estimating the ultimate liability for asbestos claims presents a unique
and difficult challenge to the insurance industry due to, among other things, inconsistent court
decisions, an increase in bankruptcy filings as a result of asbestos-related liabilities, novel
theories of coverage, and judicial interpretations that often expand theories of recovery and
broaden the scope of coverage. The casualty insurance industry is engaged in extensive litigation
over these coverage and liability issues as the volume and severity of claims against asbestos
defendants continue to increase. Environmental claims likewise present challenges in prediction,
due to uncertainty regarding the interpretation of insurance policies, complexities regarding
multi-party involvements at sites, evolving clean up standards and protracted time periods required
to assess the level of clean up required at contaminated sites.
Emerging trends, such as those named below, could impact AFG’s reserves and payments:
There is a growing interest at the state level to attempt to legislatively address
asbestos liabilities and the manner in which asbestos claims are resolved. These
developments are fluid and could result in piecemeal state-by-state solutions.
The manner by which bankruptcy courts are addressing asbestos liabilities is in flux.
AFG’s insureds may make claims alleging significant non-products exposures.
While management believes that AFG’s reserves for A&E claims are a reasonable estimate of ultimate
liability for such claims, actual results may vary materially from the amounts currently recorded
due to the difficulty in predicting the number of future claims, the impact of recent bankruptcy
filings, and unresolved issues such as whether coverage exists, whether policies are subject to
aggregate limits on coverage, how claims are to be allocated among triggered policies and
implicated years, and whether claimants who exhibit no signs of illness will be successful in
pursuing their claims. A 1% variation in loss cost trends, caused by any of the factors previously
described, would change net income by approximately $16 million.
AFG tracks its A&E claims by policyholder. The following table shows, by type of claim, the number
of policyholders that did not receive any payments in the calendar year separate from policyholders
that did receive a payment. Policyholder counts represent policies written by AFG subsidiaries and
do not include assumed reinsurance.
Number of policyholders with no payments:
Asbestos
Environmental
Number of policyholders with payments:
Total
Amounts paid (net of amounts received from reinsurers) for asbestos and environmental claims,
including loss adjustment expenses, were as follows (in millions):
The survival ratio is a measure often used by industry analysts to compare A&E reserves strength
among companies. This ratio is typically calculated by dividing reserves for A&E exposures by the
three year average of paid losses, and therefore measures the number of years that it would take to
pay off current reserves based on recent average payments. Because this ratio can be significantly
impacted by a number of factors such as loss payout variability, caution should be exercised in
attempting to determine reserve adequacy based simply on the survival ratio. At December
31, 2010, AFG’s three year survival ratios were 12.9 times paid losses for the asbestos reserves
and 9.7 times paid losses for the total A&E reserves. Excluding amounts associated with the
settlements of asbestos-related coverage litigation for A.P. Green Industries (see Item 3 — “Legal
Proceedings”) and another large claim, AFG’s three year survival ratios were 7.0 and 6.1 times paid
losses for the asbestos reserves and total A&E reserves, respectively. Data published by A.M. Best
in February 2011 indicate that industry survival ratios were 8.3 for asbestos reserves and 7.7 for
total A&E reserves at December 31, 2009.
AFG has conducted comprehensive studies of its asbestos and environmental reserves with the aid of
outside actuarial and engineering firms and specialty outside counsel every two years with an
in-depth internal review during the intervening years.
During the second quarter of 2010, AFG completed an in-depth internal review of its asbestos and
environmental exposures relating to the run-off operations of its property and casualty group and
exposures related to former railroad and manufacturing operations and sites. The review relied on
a comprehensive exposure analysis by AFG’s internal A&E claims specialists and actuaries in
consultation with external actuaries and outside specialty counsel. It considered products and
non-products exposures, paid claims history, the pattern of new claims, settlements and projected
development. During the course of the internal review, there were no newly identified emerging
trends or issues that management believes significantly impact the overall adequacy of AFG’s A&E
reserves. During the second quarter of 2009, AFG completed a comprehensive study of its A&E
exposures with the assistance of outside actuarial and engineering firms and specialty outside
counsel. See Management’s Discussion and Analysis — “Results of Operations — Asbestos and
Environmental Reserve Charges” for the amount of A&E reserve strengthening recorded in 2010, 2009
and 2008.
Contingencies related to Subsidiaries’ Former Operations The A&E studies and reviews discussed
above encompassed reserves for various environmental and occupational injury and disease claims
and other contingencies arising out of the railroad
operations disposed of by American Premier’s predecessor and certain manufacturing operations
disposed of by American Premier and its subsidiaries and by GAFRI. Charges resulting from the A&E
studies and review were less than $10 million in 2010, 2009 and 2008. Liabilities for claims and
contingencies arising from these former operations totaled $97 million at December 31, 2010. For
a discussion of the uncertainties in determining the ultimate liability, see Note M —
“Contingencies” to the financial statements.
MANAGED INVESTMENT ENTITIES
Beginning January 1, 2010, new accounting standards require AFG to consolidate its investments in
six collateralized loan obligation (“CLO”) entities that it manages and owns an interest in (in the
form of debt). See Note A — “Accounting Policies — Managed Investment Entities” and Note H —
“Managed Investment Entities.” The effect of consolidating these entities is shown in the tables
below (in millions). The “Before CLO Consolidation” columns include AFG’s investment and earnings
in the CLOs on an unconsolidated basis, which would be comparable to periods prior to adopting the
new standards.
CONDENSED CONSOLIDATING BALANCE SHEET
Assets:
Cash and other investments
Assets of managed investment entities
Other assets
Liabilities:
Unpaid losses, loss adjustment expenses and
unearned premiums
Annuity, life, accident and health benefits
and reserves
Liabilities of managed investment entities
Long-term debt and other liabilities
Shareholders’ Equity:
Common Stock and Capital surplus
Retained earnings:
Appropriated — managed investment entities
Unappropriated
Accumulated other comprehensive income
Noncontrolling interests
Elimination of the fair value of AFG’s investment in CLOs.
CONDENSED CONSOLIDATING STATEMENT OF EARNINGS
Revenues:
Insurance premiums
Investment income
Realized gains (losses) on securities
Realized gains(losses) on subsidiaries
Income (loss) of managed investment entities:
Investment income
Loss on change in fair value of
assets/liabilities
Other income
Costs and Expenses:
Insurance benefits and expenses
Expenses of managed investment entities
Interest on borrowed money and other expenses
Operating earnings before income taxes
Provision for income taxes
Net earnings, including noncontrolling
interests
Less: Net earnings (loss) attributable to
noncontrolling interests
Includes $17 million in realized gains representing the change in fair value of AFG’s CLO
investments plus $15 million in CLO management fees earned.
Elimination of the change in fair value of AFG’s investments in the CLOs, including $7 million
in distributions recorded as interest expense by the CLOs.
Elimination of management fees earned by AFG.
Allocate losses of CLOs attributable to other debt holders to noncontrolling interests.
RESULTS OF OPERATIONS — THREE YEARS ENDED DECEMBER 31, 2010
General AFG’s net earnings attributable to shareholders, determined in accordance with
GAAP, include certain items that may not be indicative of its ongoing core operations. The
following table identifies such items and reconciles net earnings attributable to shareholders to
core net operating earnings, a non-GAAP financial measure that AFG believes is a useful tool for
investors and analysts in analyzing ongoing operating trends (in millions, except per share
amounts):
Core net operating earnings
Special asbestos and environmental charge(*)
Realized gains (losses)(*)
Net earnings attributable to shareholders
Diluted per share amounts:
Core net operating earnings
Special asbestos and environmental charge(*)
Realized gains (losses)(*)
Net earnings attributable to shareholders
The tax effects of reconciling items are shown below (in millions):
Special A&E charges
Realized gains (losses)
In addition, realized gains (losses) are shown net of noncontrolling interests of ($6 million)
in 2010, ($4 million) in 2009 and $10 million in 2008.
Net earnings attributable to shareholders and core net operating earnings decreased in 2010
compared to 2009 due primarily to lower underwriting profit and lower investment income in the
property and casualty insurance operations, partially offset by improved results in the annuity and
supplemental insurance operations. Net earnings attributable to shareholders also benefited from
higher realized gains in 2010 than in 2009.
Net earnings attributable to shareholders increased in 2009 compared to 2008 due primarily to
after-tax net realized gains of $26 million in 2009 compared to after-tax net realized losses of
$270 million in 2008. Core net operating earnings increased in 2009 due primarily to improved
underwriting profits in the specialty property and casualty operations and higher investment
income.
Property and Casualty Insurance — Underwriting AFG reports its Specialty insurance
business in the following sub-segments: (i) Property and transportation, (ii) Specialty casualty
and (iii) Specialty financial.
To understand the overall profitability of particular lines, the timing of claims payments and the
related impact of investment income must be considered. Certain “short-tail” lines of business
(primarily property coverages) generally have quick loss payouts, which reduce the time funds are
held, thereby limiting investment income earned thereon. On the other hand, “long-tail” lines of
business (primarily liability coverages and workers’ compensation) generally have payouts that are
either structured over many years or take many years to settle, thereby significantly increasing
investment income earned on related premiums received.
Underwriting profitability is measured by the combined ratio, which is a sum of the ratios of
losses, loss adjustment expenses, underwriting expenses and policyholder dividends to premiums. A
combined ratio under 100% indicates an underwriting profit. The combined ratio does not reflect
investment income, other income or federal income taxes.
While AFG desires and seeks to earn an underwriting profit on all of its business, it is not always
possible to do so. As a result, AFG attempts to expand in the most profitable areas and control
growth or even reduce its involvement in the least profitable ones.
AFG’s combined ratio has been better than the industry average for twenty-three of the last
twenty-five years and excluding AFG’s special A&E charges, for all twenty-five years. Management
believes that AFG’s insurance operations have performed better than the industry as a result of
its specialty niche focus, product line diversification, stringent underwriting discipline and
alignment of compensation incentives.
Premiums and combined ratios for AFG’s property and casualty insurance operations were as follows
(dollars in millions):
Gross Written Premiums
Property and transportation
Specialty casualty
Specialty financial
Net Written Premiums
Combined Ratios
Total Specialty
Aggregate (including discontinued lines)
Gross written premiums decreased 5% in 2010 compared to 2009 due primarily to competitive pressures
and lower spring agricultural commodity prices. Premiums resulting from National Interstate’s
third quarter acquisition of Vanliner, premium growth from Marketform and higher fall agricultural
commodity prices partially offset these declines. The increase in net written premiums in 2010
compared to 2009 is a result of decreased cessions under the crop reinsurance agreement, partially
offset by the decline in premiums resulting from a reinsurance
transaction in the Specialty financial group. Excluding crop operations, gross and net written
premiums decreased 2% and 5%, respectively, in 2010 compared to 2009. Average renewal rates in the
Specialty insurance operations during 2010 were flat compared to the prior year.
The Specialty insurance operations generated an underwriting profit of $308 million in 2010, $116
million lower than in 2009. In addition to soft market conditions, the reduced profit in 2010
compared to 2009 reflects a $35 million decrease in favorable prior year reserve development and a
$31 million increase in catastrophe losses. Results for 2010 include $170 million (6.7 points on
the combined ratio) of favorable reserve development compared to $205 million (8.5 points) in 2009.
Catastrophe losses totaled $49 million (1.9 points) in 2010 compared to $18 million (.7 points) in
2009.
Gross and net written premiums decreased 12% and 20%, respectively, in 2009 compared to 2008. A
soft market, a decision to exit certain automotive-related lines of business, depressed economic
conditions and lower crop prices contributed to the decline in gross written premiums. Increased
cessions under a crop reinsurance agreement further reduced net written premiums. Excluding crop
operations, gross and net written premiums decreased 8% and 10%, respectively, in 2009. Overall
average renewal rates in 2009 were flat when compared with the prior year period.
The Specialty insurance operations generated an underwriting profit of $424 million in 2009, $60
million higher than in 2008. The 2009 combined ratio improved 4.9 points from 2008 primarily as a
result of higher crop underwriting profits and lower catastrophe losses, partially offset by lower
favorable development. Specialty insurance results for 2009 include 8.5 points of favorable
reserve development compared to 8.7 points in 2008 and .7 points of catastrophe losses compared to
2.1 points in 2008.
Property and transportation gross written premiums for 2010 declined from 2009 primarily as a
result of lower spring commodity prices that had the effect of lowering AFG’s crop premium volume.
These declines were partially offset by additional premiums from the Vanliner acquisition in July
2010. AFG returned to historical levels of 50% cessions under its crop reinsurance agreement in
2010, contributing to a substantial increase in this group’s net written premiums. Excluding crop,
this group’s net written premiums for 2010 increased 9% from 2009, primarily as a result of the
Vanliner acquisition. This group reported an underwriting profit of $140 million in 2010, $96
million lower than in 2009 due primarily to lower favorable reserve development and higher
catastrophe losses. While favorable crop yields contributed to strong results in the crop
operations, the results were lower than in 2009. Results for 2010 include $27 million (2.3 points)
of favorable reserve development compared to $52 million (5.7 points) in 2009. Catastrophe losses
for this group were $39 million (3.3 points) in 2010 compared to minimal catastrophe losses in
2009.
In June 2010, the United States Department of Agriculture’s Risk Management Agency released the
2011 Standard Reinsurance Agreement (“SRA”), which governs the FCIC’s reinsurance agreements with
insurers such as AFG. The revised SRA reduces flexibility in managing underwriting risks, limits
potential underwriting gains, and lowers administrative and operating expense reimbursements to
crop insurers. Assuming similar premium levels to 2010, management believes that the impact of the
SRA will reduce AFG’s annual pretax operating income by approximately $20 million beginning in
2011.
Gross and net written premiums decreased significantly in 2009 compared to 2008 as a result of
lower spring commodity prices on crop operations, planned volume reductions in the inland marine
operations and soft market conditions in the property and inland marine and transportation
operations. Increased cessions under a crop reinsurance treaty also reduced net written premiums
in 2009. Excluding crop, net written premiums for this group decreased 11% in 2009 when compared
to the 2008 period. This group reported 2009 underwriting profits of $236 million, a 51%
improvement over the 2008 period. The combined ratio improved 13.8 points to 74.1%. Favorable
crop yields and relatively stable commodity prices resulted in record profitability for the crop
operations and contributed in large measure to these results. The other property and
transportation businesses reported strong underwriting profits notwithstanding soft market
conditions. Results for 2009
include $52 million (5.7 points) of favorable reserve development compared to $65 million (5.0
points) in 2008. Catastrophe losses for this group were $7 million in 2009 compared to $50 million
in 2008.
Specialty casualty gross and net written premiums decreased in 2010 compared to 2009 due primarily
to competitive market conditions in the excess and surplus markets and California workers’
compensation businesses, as well as volume reductions resulting from decreased demand for general
liability coverages in the homebuilders’ market. Growth in gross written premiums in the
Marketform and environmental operations partially offset these declines. Increased retentions in
the executive liability operations helped to offset decreases in net written premiums. This group
reported an underwriting profit of $47 million in 2010, $16 million lower than in 2009. The
decrease was primarily due to lower underwriting profits in the California workers’ compensation
business and the general liability operations (primarily those that serve the homebuilders’
industry). These decreases were partially offset by improved results in the executive liability
and excess and surplus operations. Underwriting results for 2010 and 2009 include $55 million and
$56 million, respectively, in adverse reserve development related to Marketform, primarily its
run-off Italian public hospital medical malpractice business. Included in AFG’s liability for
unpaid losses and loss adjustment expenses at December 31, 2010 are reserves of $126 million
related to this business.
Gross and net written premiums decreased in 2009 due primarily to lower general liability coverages
resulting from the softening in the homebuilders market and strong competition in the excess and
surplus lines, partially offset by premium growth from Marketform, the start-up environmental
operations and the executive liability business. This group reported an underwriting profit of $63
million in 2009, $181 million lower than in 2008. The combined ratio increased 17.3 points from
the 2008 period to 93.2%. These results were considerably lower than 2008 due primarily to $56
million of adverse reserve development in Marketform’s run-off Italian public hospital medical
malpractice business related to 2008 and prior years, and a $45 million decrease in the Califonia
workers’ compensation underwriting results due primarily to a competitive pricing environment and
rising average cost of claims. Also contributing to the Specialty casualty results were higher
losses in a book of targeted program business, lower underwriting profits in the general liability
and excess and surplus lines resulting from a depressed economy, particularly in the homebuilders’
market, and competitive market conditions. Other businesses in this group produced excellent
underwriting profit margins, but at lower levels than 2008.
Specialty financial gross written premiums decreased in 2010 compared to 2009, reflecting the
decision to exit certain automotive lines of business in 2009. During the third quarter of 2010,
AFG ceded the unearned premium related to these businesses in a reinsurance transaction, which
resulted in a reduction of approximately $100 million in net written premiums. Specialty financial
underwriting profit was $112 million in 2010 compared to $134 million in 2009. The lower
underwriting profit in 2010 reflects $51 million less of favorable prior year reserve development
in the run-off residual value insurance (“RVI”) operations than was recorded in 2009. Other
businesses in this group reported strong underwriting profits.
Gross written premiums decreased in 2009 compared to 2008, primarily due to the impact of lower
automobile sales on automotive-related lines of business. The decrease in net written premiums
also reflects the decision to exit certain automotive-related lines of business. Premium growth in
the financial institutions and fidelity and crime businesses partially offset these declines. This
group reported an underwriting profit of $134 million in 2009, compared to an underwriting loss of
$46 million in the comparable 2008 period. The run-off RVI operations reported an underwriting
profit of $94 million in 2009 compared to an underwriting loss of $106 million in 2008, due to
significant improvement in used car sale prices during the year. This group reported a combined
ratio of 74.1%, a 35.1 point improvement over the 2008 period. Excluding the effect of RVI, the
group’s 2009 combined ratio was 91.8%, 5.0 points higher than in 2008 due primarily to losses in
certain automotive-related lines.
Asbestos and Environmental Reserve Charges As previously discussed under “Uncertainties — Asbestos
and Environmental-related (“A&E”) Insurance Reserves,” AFG has established property and casualty
insurance reserves for claims related to environmental exposures and asbestos claims. AFG also has
recorded liabilities for various environmental and occupational injury and disease claims arising
out of former railroad and manufacturing operations. Total charges recorded to increase reserves
(net of reinsurance recoverable) for A&E exposures of AFG’s property and casualty group (included
in loss and loss adjustment expenses) and its former railroad and manufacturing operations
(included in other operating and general expenses) were as follows (in millions):
Property and casualty group
Former operations
Loss development As shown in Note O — “Insurance — Property and Casualty Insurance Reserves,”
AFG’s property and casualty operations recorded favorable loss development of $158 million in 2010,
$198 million in 2009 and $242 million in 2008 related to prior accident years. Major areas of
favorable (adverse) development were as follows (in millions):
Property and transportation
Specialty casualty
Specialty financial
Other specialty
Other, primarily asbestos and
environmental charges
The favorable reserve development in the Property and transportation group in 2010 is due primarily
to lower than expected loss frequency in crop products and lower severity in auto liability
products. The favorable reserve development in the Property and transportation group in 2009 and
2008 reflects lower than expected loss frequency in crop and ocean marine products and lower
severity in farm and crop losses.
Favorable reserve development in the Specialty casualty group in 2010 is due to lower than expected
severity on claims in general liability, directors and officers liability and the run-off legal
professional liability partially offset by adverse development on run-off Italian public hospital
medical malpractice liability products in Marketform. Favorable reserve development in the
Specialty casualty group in 2009 reflects lower severity on claims in general liability and
directors and officers liability as well as lower than expected frequency in the program (leisure
camps, fairs and festivals, and sports and leisure) business; partially offset by adverse
development on Marketform’s run-off Italian medical malpractice reserves. The favorable reserve
development in Specialty casualty in 2008 reflects lower severity on claims in the nursing home
liability product, general liability, homebuilders and executive liability for large accounts,
lower than expected frequency in homebuilders, executive liability for small accounts and the
program (leisure camps, fairs and festivals, and sports and leisure) business and lower than
expected claim severity and frequency on claims in the California workers’ compensation business as
a result of reform legislation passed in 2003 and 2004.
Favorable reserve development in Specialty financial in 2010 and 2009 related to lower than
expected frequency and severity in the run-off RVI operations due to favorable trends in used car
sale prices. Lower loss severity in AFG’s surety, fidelity and crime products contributed to
favorable development in all three years.
The development in Other specialty reflects adjustments to the deferred gain on the retroactive
insurance transaction entered into in connection with the sale of a business in 1998, net of
related amortization.
Annuity and Supplemental Insurance Operations Operating earnings before income taxes
(excluding realized gains (losses)) of the annuity and supplemental insurance segment increased $34
million (21%) in 2010 compared to 2009. Expense savings and higher earnings in the fixed annuity
and supplemental insurance operations were
partially offset by lower earnings in the variable annuity operations. The 2009 results were 3%
higher than 2008 as improved profitability in the annuity operations more than offset lower
earnings in the supplemental insurance operations.
Statutory Annuity Premiums The following table summarizes AFG’s annuity sales (statutory,
in millions).
403(b) Fixed and Indexed Annuities:
First Year
Renewal
Single Sum
Subtotal
Non-403(b) Indexed Annuities
Non-403(b) Fixed Annuities
Bank Annuities — Direct
Bank Annuities — Indirect
Variable Annuities
Total Annuity Premiums
“Bank Annuities — Direct” represent premiums generated by financial institutions appointed and
serviced directly by AFG. “Bank Annuities — Indirect” represent premiums generated through
banks by independent agents or brokers.
The increase in annuity premiums in 2010 compared to 2009 is attributable to higher sales of
single premium annuities through the bank distribution channels and increased sales of indexed
annuities in the non-403(b) single premium market.
The decrease in annuity premiums in 2009 compared to 2008 is attributable to (i) the impact of
the economy and new regulations on 403(b) business, (ii) the impact of lower interest rates and
(iii) AFG’s pricing discipline across its annuity business.
Life, Accident and Health Premiums and Benefits The following table summarizes AFG’s life,
accident and health premiums and benefits as shown in the Consolidated Statement of Earnings (in
millions):
Premiums
Supplemental insurance operations
Life operations (in run-off)
Benefits
The increase in life, accident and health benefits in 2009 compared to 2008 reflects higher claim
reserves and liabilities in the long-term care business, as well as growth in the overall
supplemental insurance business. In January 2010, AFG ceased new sales of long-term care
insurance. Renewal premiums will be accepted unless those policies lapse.
Investment Income The $9 million decrease in investment income in 2010 compared to 2009
reflects lower yields on fixed maturity investments partially offset by higher average invested
assets. Investment income increased $77 million for 2009 compared to 2008 due primarily to higher
yields on certain fixed maturity investments. Investment income includes $66 million in 2010, $130
million in 2009 and $77 million in 2008 of interest income earned on interest-only and similar MBS,
primarily non-agency interest-only securities with interest rates that float inversely with
short-term rates. These MBS, the majority of which were purchased in late 2007 and early 2008, had
a carrying value of $101 million at December 31, 2010. These securities have benefited from slow
prepayments and low short-term interest rates, which are reflective of the weak housing market and
general economic conditions over the past three years.
Since January 1, 2009, the amortized cost of AFG’s portfolio of non-agency residential MBS
decreased $750 million due primarily to paydowns. As these securities paid down, proceeds were
reinvested principally in high quality corporate bonds, highly rated commercial mortgage-backed
securities, municipal bonds and dividend-paying stocks, placing downward pressure on AFG’s
investment portfolio yield. Management estimates that 2011 investment income in AFG’s property and
casualty segment will be approximately 10% lower than in 2010. Given the growth expected in 2011
in the annuity and supplemental insurance business, this segment’s investment income is expected to
exceed that of 2010.
Realized Gains (Losses) on Securities Realized gains (losses) on securities consisted of
the following (in millions):
Realized gains (losses) before impairments:
Disposals
Change in the fair value of derivatives
Adjustments to annuity deferred policy
acquisition costs and related items
Impairment charges:
Securities
Realized gains on disposals for 2010 include a third quarter gain of approximately $26 million on
the sale of 1 million shares of Verisk Analytics, Inc. Realized gains on disposals for 2009
include a fourth quarter gain of approximately $76 million on the sale of 3.6 million shares of
Verisk. Realized losses on disposals for 2008 includes third quarter losses of $80 million on the
sales of securities issued by Fannie Mae, Freddie Mac, Washington Mutual, Lehman Brothers and AIG.
The change in fair value of derivatives includes gains of $50 million in 2010, $157 million in 2009
and $81 million in 2008 from the mark-to-market of MBS, primarily interest-only securities with
interest rates that float inversely with short-term rates. See Note F — “Derivatives.”
Approximately $79 million, $221 million and $246 million of the impairment charges in 2010, 2009
and 2008, respectively, related to fixed maturity investments, primarily corporate bonds and MBS.
See Note A — “Accounting Policies — Investments” for new accounting guidance adopted in 2009. In
2008, $199 million of the impairment charges were attributable to equity investments, primarily in
financial institutions, including $47 million for National City Corporation.
Realized Losses on Subsidiaries In the third quarter of 2010, AFG recorded an impairment
charge of $22 million resulting from management’s decision to de-emphasize the sale of supplemental
health insurance products through career agents, including the sale of a marketing subsidiary.
Partially offsetting this loss was National Interstate’s $7 million gain on the acquisition of
Vanliner in 2010. See Note I — “Goodwill and Other Intangibles” and Note B — “Acquisitions.” In
the third quarter of 2009, AFG recorded an estimated pretax loss of $2 million related to the
October 2009 sale of a subsidiary that represented less than 1% of AFG’s 2009 assets and revenues.
Realized losses on subsidiaries for 2009 also includes a $2 million impairment charge to write off
the goodwill associated with an annuity and supplemental insurance agency subsidiary.
Other Income The $32 million decrease in other income in 2010 compared to 2009 reflects a
decline in income from AFG’s warranty business and lower fee income in certain other businesses,
partially offset by $16 million in income recorded during the third quarter of 2010 from the sale
of real estate and the termination of leases by a tenant. The $68 million decrease in other income
for 2009 compared to 2008 reflects a $25 million decline in income from AFG’s warranty business,
lower income from real estate operations and lower fee income in certain other businesses.
Annuity Benefits Annuity benefits reflect amounts accrued on annuity policyholders’ funds
accumulated. On deferred annuities (annuities in the accumulation phase), interest is generally
credited to policyholders’ accounts at their current stated interest rates. Furthermore, for
“two-tier” deferred annuities (annuities under which a higher interest amount can be earned if a
policy is annuitized rather than surrendered), additional reserves are accrued for (i) persistency
and premium bonuses and (ii) excess benefits expected to be paid for future deaths and
annuitizations. Changes in investment yields, crediting rates, actual surrender, death and
annuitization experience or modifications in actuarial assumptions can affect these additional
reserves and could result in charges (or credits) to earnings in the period the projections are
modified.
In the fourth quarters of 2010, 2009 and 2008, AFG conducted its detailed review of actual results
and future assumptions underlying its annuity operations. As a result of the reviews, AFG recorded
a $3 million expense reduction in 2010 and charges of $5 million in 2009 and $19 million in 2008 to
annuity benefits related to changes in these assumptions. Excluding these items, annuity benefits
increased $17 million in 2010 compared to 2009 reflecting growth in the annuity business partially
offset by lower crediting rates and the impact of changes in interest rates and stock market
performance on the fair value of derivatives related to the indexed annuity business. The $31
million increase in annuity benefits for 2009 compared to 2008 (excluding the charges discussed
above) reflects growth in the annuity business as well as the impact of changes in interest rates
on the fair value of the embedded derivatives related to the indexed annuity business.
Annuity and Supplemental Insurance Acquisition Expenses Annuity and supplemental insurance
acquisition expenses include amortization of annuity, supplemental insurance and life business
deferred policy acquisition costs (“DPAC”) as well as a portion of commissions on sales of
insurance products. Annuity and supplemental insurance acquisition expenses also include
amortization of the present value of future profits of businesses acquired (“PVFP”).
As a result of the 2010 review of actual results and future assumptions discussed above in “Annuity
Benefits,” AFG recorded a $28 million write-off of DPAC due primarily to the impact of changes in
assumptions related to future investment yields and annuitization and death benefits partially
offset by the impact of lower expected expenses and crediting rates in the fixed annuity business.
As a result of the 2009 review, AFG recorded an $8 million write-off of DPAC due primarily to the
impact of changes in assumptions related to future investment yields on the fixed annuity business.
Excluding these charges, insurance acquisition expenses increased $24 million in 2010 compared to
2009 reflecting additional amortization due to growth in the annuity business. As a result of the
2008 review, AFG recorded a $15 million reduction in annuity and supplemental insurance acquisition
expenses due primarily to changes in assumptions related to investment yields. This reduction was
partially offset by $10 million in DPAC write-offs due to the impact of poor stock market
performance on the variable annuity business.
The vast majority of this group’s DPAC asset relates to its annuity and life insurance lines of
business. Unanticipated spread compression, decreases in the stock market, adverse mortality
experience, and higher than expected lapse rates could lead to further write-offs of DPAC or PVFP
in the future.
Interest Charges on Borrowed Money Interest expense increased $11 million (16%) in 2010
compared to 2009 reflecting AFG’s issuance of $132 million of 7% Senior Notes in September 2010 and
$350 million of 9-7/8% Senior Notes in June 2009. Interest expense decreased $3 million (4%) for
2009 compared to 2008 as the impact of the June 2009 issuance of $350 million in 9-7/8% Senior
Notes was more than offset by the effect of lower average indebtedness and lower interest rates on
floating rate borrowings.
Other Operating and General Expenses The $85 million decrease in 2010 compared to 2009
reflects the 2009 sale of a small subsidiary, lower expenses in AFG’s warranty business due to the
run-off of certain products, and lower expenses in the annuity and supplemental insurance
operations.
Income Taxes See Note L — “Income Taxes” to the financial statements for an analysis of
items affecting AFG’s effective tax rate.
Noncontrolling Interests The following table details net earnings (loss) in consolidated
subsidiaries attributable to holders other than AFG (in millions):
Marketform
Managed Investment Entities
National Interstate’s net earnings attributable to noncontrolling shareholders in 2008 reflects net
realized losses from investments and large loss severity related to its charter passenger
transportation business. Marketform’s losses in 2010 and 2009 reflect adverse reserve development
in its run-off Italian public hospital medical malpractice business. As discussed in Notes A and H
to the financial statements, the $64 million loss of Managed Investment Entities in 2010 represents
CLO losses that ultimately inure to holders of CLO debt other than AFG.
RECENT ACCOUNTING STANDARDS
New accounting standards implemented in 2010, are discussed in Note A — “Accounting Policies” under
the following subheadings.
Improvements to Financial Reporting by
Enterprises Involved with Variable
Interest Entities
Fair Value Measurements and Disclosures
In October 2010, the FASB issued Accounting Standards Update 2010-26 to address diversity in
practice regarding which costs related to issuing or renewing insurance contracts qualify for
deferral. To qualify for deferral, the guidance specifies that a cost must be directly related to
the successful acquisition of an insurance contract. The guidance is effective for periods ending
after December 31, 2011, with retrospective application permitted, but not required. AFG expects
that this guidance will result in fewer acquisition costs being capitalized and is currently
assessing the method and impact of adoption.
Proposed Accounting Standards
In November 2008, the Securities and Exchange Commission (“SEC”) issued a proposed roadmap
regarding the use of International Financial Reporting Standards (“IFRS”) by U.S. issuers of
financial statements. Under the proposed roadmap, AFG would be required to prepare its financial
statements in accordance with IFRS instead of U.S. GAAP beginning in 2014. IFRS is a
comprehensive series of accounting standards published by the International Accounting Standards
Board (“IASB”). While U.S. GAAP and IFRS have converged in many areas, the IASB is currently
considering methodologies for valuing insurance contract liabilities that may be significantly
different from the methodologies currently required by GAAP. AFG is currently assessing the
impact that the adoption of IFRS would have on its financial statements and will continue to
monitor the development of the potential implementation of IFRS.
ITEM 7A
Quantitative and Qualitative Disclosures About Market Risk
Market risk represents the potential economic loss arising from adverse changes in the fair value
of financial instruments. AFG’s exposures to market risk relate primarily to its investment
portfolio and annuity contracts, which are exposed to interest rate risk and, to a lesser extent,
equity price risk. To a much lesser extent, AFG’s long-term debt is also exposed to interest rate
risk.
Fixed Maturity Portfolio The fair value of AFG’s fixed maturity portfolio is directly impacted by
changes in market interest rates. AFG’s fixed maturity portfolio is comprised of primarily fixed
rate investments with intermediate-term maturities. This practice is designed to allow flexibility
in reacting to fluctuations of interest rates. The portfolios of AFG’s insurance operations are
managed with an attempt to achieve an adequate risk-adjusted return while maintaining sufficient
liquidity to meet policyholder obligations. AFG’s annuity and run-off life operations attempt to
align the duration of their invested assets to the projected cash flows of policyholder
liabilities.
Consistent with the discussion in Item 7 — “Management’s Discussion and Analysis” — “Investments,”
the following table demonstrates the sensitivity of the fair value of AFG’s fixed maturity
portfolio to reasonably likely changes in interest rates by illustrating the estimated effect on
AFG’s fixed maturity portfolio that an immediate increase of 100 basis points in the interest rate
yield curve would have at December 31 (based on the duration of the portfolio, dollars in
millions). Increases or decreases from the 100 basis points illustrated would be approximately
proportional.
Annuity Contracts Substantially all of AFG’s fixed rate annuity contracts permit AFG to change
crediting rates (subject to minimum interest rate guarantees as determined by applicable law)
enabling management to react to changes in market interest rates. In late 2003, AFG began issuing
products with guaranteed minimum crediting rates of less than 3% in states where required approvals
have been received. The guaranteed minimum crediting rate on virtually all new product sales is
currently 1%. At December 31, 2010, over 85% of AFG’s annuity contracts were at, or within ten
basis points of the guaranteed minimum crediting rate.
Actuarial assumptions used to estimate DPAC and certain annuity liabilities, as well as AFG’s
ability to maintain spread, could be impacted if a low interest rate environment continues for an
extended period, or if increases in interest rates cause policyholder behavior to differ
significantly from current expectations.
Projected payments (in millions) in each of the subsequent five years and for all years
thereafter on AFG’s fixed annuity liabilities at December 31 were as follows.
2010
2009
Fair value excludes life contingent annuities in the payout phase (carrying value of $208
million and $212 million at December 31, 2010 and 2009, respectively).
At December 31, 2010, the average stated crediting rate on the in-force block of AFG’s principal
fixed annuity products was approximately 3.4%. The current stated crediting rates (excluding bonus
interest) on new sales of AFG’s fixed annuity products generally range from 1.0% to 3.0%. AFG
estimates that its effective weighted-average crediting rate on its in-force business over the next
five years will approximate 3.3%. This rate reflects actuarial assumptions as to (i) expected
investment spreads, (ii) deaths, (iii) annuitizations, (iv) surrenders and (v) renewal premiums.
Actual experience and changes in actuarial assumptions may result in different effective crediting
rates than those above.
AFG’s indexed annuities represented approximately 27% of annuity benefits accumulated at December
31, 2010. These annuities provide policyholders with a crediting rate tied, in part, to the
performance of an existing stock market index. AFG attempts to mitigate the risk in the
index-based component of these products through the purchase of call options on the appropriate
index. AFG’s strategy is designed so that an increase in the liabilities, due to an increase in
the market index, will be generally offset by unrealized and realized gains on the call options
purchased by AFG. Both the index-based component of the annuities and the related call options are
considered derivatives and adjusted to fair value through current earnings as annuity benefits.
Adjusting these derivatives to fair value had a net effect of less than 5% of annuity benefits in
2010 and less than 2% in 2009 and 2008.
Long-Term Debt The following table shows scheduled principal payments (in millions) on fixed-rate
long-term debt of AFG and its subsidiaries and related weighted average interest rates for each of
the subsequent five years and for all years thereafter.
2011
2012
2013
2014
2015
Thereafter
Fair Value
No amounts were outstanding under AFG’s bank credit facility at December 31, 2010 or 2009.
ITEM 8
Financial Statements and Supplementary Data
December 31, 2010 and 2009
Years ended December 31, 2010, 2009, and 2008
“Selected Quarterly Financial Data” has been included in Note N to the
Consolidated Financial Statements.
ITEM 9A
Controls and Procedures
AFG’s management, with participation of its Co-Chief Executive Officers and its principal financial
officer, has evaluated AFG’s disclosure controls and procedures (as defined in Exchange Act Rule
13a-15) as of the end of the period covered by this report. Based on that evaluation, AFG’s
Co-CEOs and principal financial officer concluded that these controls and procedures are effective.
There have been no changes in AFG’s internal control over financial reporting during the fourth
fiscal quarter of 2010 that materially affected, or are reasonably likely to materially affect,
AFG’s internal control over financial reporting. There have been no significant changes in AFG’s
internal controls or in other factors that could significantly affect these controls subsequent to
the date of their evaluation.
MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING
AFG’s management is responsible for establishing and maintaining adequate internal control over
financial reporting, as such term is defined in Securities Exchange Act Rules 13a-15(f). Under the
supervision and with the participation of management, including AFG’s principal executive officers
and principal financial officer, AFG conducted an evaluation of the effectiveness of internal
control over financial reporting as of December 31, 2010, based on the criteria set forth in
“Internal Control — Integrated Framework” issued by the Committee of Sponsoring Organizations of
the Treadway Commission.
In conducting AFG’s evaluation of the effectiveness of its internal control over financial
reporting, AFG has not included Vanliner Group, Inc. which was acquired in 2010. This acquisition
constituted less than 2% of total assets as of December 31, 2010 and less than 2% of total revenues
and net earnings for the year then ended. Refer to Note B to the consolidated financial statements
for further discussion of this acquisition.
There are inherent limitations to the effectiveness of any system of internal controls and
procedures, including the possibility of human error and the circumvention or overriding of the
controls and procedures. Accordingly, even effective internal controls and procedures can only
provide reasonable assurance of achieving their control objectives.
Based on AFG’s evaluation, management concluded that internal control over financial reporting was
effective as of December 31, 2010. The attestation report of AFG’s independent registered public
accounting firm on AFG’s internal control over financial reporting as of December 31, 2010, is set
forth below.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
ON INTERNAL CONTROL OVER FINANCIAL REPORTING
Board of Directors and Shareholders
American Financial Group, Inc.
We have audited American Financial Group, Inc. and subsidiaries’ (the Company’s) internal control
over financial reporting as of December 31, 2010, based on criteria established in Internal Control
- - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (the COSO criteria). The Company’s management is responsible for maintaining effective
internal control over financial reporting, and for its assessment of internal control over
financial reporting included in the accompanying Management’s Report on Internal Control Over
Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control
over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether effective internal control over financial reporting was
maintained in all material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk that a material weakness exists, testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk,
and performing such other procedures as we considered necessary in the circumstances. We believe
that our audit provides a reasonable basis for our opinion.
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 (1)
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the
transactions and dispositions of the assets of the company; (2) 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 (3) 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.
As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting,
management’s assessment of and conclusion on the effectiveness of internal control over financial
reporting did not include the internal controls of the Vanliner Group, Inc., which is included in
the 2010 consolidated financial statements of American Financial Group, Inc. and constituted less
that 2% of total assets as of December 31, 2010, and less than 2% of total revenues and net
earnings for the year then ended. Management did not assess the effectiveness of internal control
over financial reporting at this entity because the Company acquired this entity during 2010. Our
audit of internal control over financial reporting of American Financial Group, Inc. and
subsidiaries also did not include an evaluation of the internal control over financial reporting of
this acquired entity.
In our opinion, American Financial Group, Inc. and subsidiaries maintained, in all material
respects, effective internal control over financial reporting as of December 31, 2010, based on the
COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), the consolidated balance sheets of American Financial Group, Inc. and
subsidiaries as of December 31, 2010 and 2009, and the related consolidated statements of earnings,
changes in equity and cash flows for each of the three years in the period ended December 31, 2010,
and our report dated February 28, 2011, expressed an unqualified opinion thereon.
/s/ ERNST & YOUNG LLP
Cincinnati, Ohio
February 28, 2011
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Board of Directors and Shareholders
American Financial Group, Inc.
We have audited the accompanying consolidated balance sheets of American Financial Group, Inc. and
subsidiaries (the Company) as of December 31, 2010 and 2009, and the related consolidated
statements of earnings, changes in equity and cash flows for each of the three years in the period
ended December 31, 2010. Our audits also included the financial statement schedules listed in the
Index at Item 15(a). These financial statements and schedules are the responsibility of the
Company’s management. Our responsibility is to express an opinion on these financial statements
and schedules based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the consolidated financial position of American Financial Group, Inc. and subsidiaries at
December 31, 2010 and 2009, and the consolidated results of their operations and their cash flows
for each of the three years in the period ended December 31, 2010, in conformity with U.S.
generally accepted accounting principles. Also, in our opinion, the related financial statement
schedules, when considered in relation to the basic financial statements taken as a whole, present
fairly in all material respects the information set forth therein.
As discussed in Note A to the consolidated financial statements, in connection with implementing
new accounting standards, the Company changed its methods of accounting for certain variable
interest entities in 2010 and for noncontrolling interests and other-than-temporary impairments of
investments in fixed maturity securities in 2009.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight
Board (United States), American Financial Group, Inc. and subsidiaries’ internal control over
financial reporting as of December 31, 2010, based on criteria established in Internal Control -
Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
and our report dated February 28, 2011, expressed an unqualified opinion thereon.
AMERICAN FINANCIAL GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEET
(Dollars In Millions)
Assets:
Cash and cash equivalents
Investments:
Fixed maturities, available for sale at fair value
(amortized cost — $18,490 and $16,730)
Fixed maturities, trading at fair value
Equity securities, at fair value (cost — $458 and $228)
Mortgage loans
Policy loans
Real estate and other investments
Total cash and investments
Recoverables from reinsurers
Prepaid reinsurance premiums
Agents’ balances and premiums receivable
Deferred policy acquisition costs
Other receivables
Variable annuity assets (separate accounts)
Goodwill
Total assets
Liabilities and Equity:
Unpaid losses and loss adjustment expenses
Unearned premiums
Annuity benefits accumulated
Life, accident and health reserves
Payable to reinsurers
Long-term debt
Variable annuity liabilities (separate accounts)
Other liabilities
Total liabilities
Shareholders’ equity:
Common Stock, no par value
— 200,000,000 shares authorized
— 105,168,366 and 113,386,343 shares outstanding
Capital surplus
Retained earnings:
Appropriated — managed investment entities
Unappropriated
Accumulated other comprehensive income, net of tax
Total shareholders’ equity
Noncontrolling interests
Total equity
Total liabilities and equity
See notes to consolidated financial statements.
CONSOLIDATED STATEMENT OF EARNINGS
(In Millions, Except Per Share Data)
Revenues:
Property and casualty insurance premiums
Life, accident and health premiums
Realized gains (losses) on:
Securities (*)
Subsidiaries
Loss on change in fair value of assets/liabilities
Total revenues
Costs and Expenses:
Property and casualty insurance:
Losses and loss adjustment expenses
Commissions and other underwriting expenses
Annuity benefits
Life, accident and health benefits
Annuity and supplemental insurance acquisition expenses
Interest charges on borrowed money
Other operating and general expenses
Total costs and expenses
Net earnings, including noncontrolling interests
Net Earnings Attributable to Shareholders
Earnings Attributable to Shareholders per Common Share:
Basic
Diluted
Average number of Common Shares:
Cash dividends per Common Share
(*) Consists of the following:
Realized gains (losses) before impairments
Losses on securities with impairment
Non-credit portion recognized in other comprehensive income (loss)
Impairment charges recognized in earnings
Total realized gains (losses) on securities
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Balance at December 31, 2007
Net earnings
Other comprehensive income (loss),
net of tax:
Change in unrealized gain (loss)
on securities
Change in foreign currency
translation
Change in unrealized pension and
other postretirement benefits
Total comprehensive income (loss)
Dividends on Common Stock
Shares issued:
Redemption of convertible notes
Exercise of stock options
Other benefit plans
Dividend reinvestment plan
Stock-based compensation expense
Shares acquired and retired
Shares exchanged in option exercises
Noncontrolling interest of acquired
subsidiary
Balance at December 31, 2008
Cumulative effect of accounting change
Change in foreign currency translation
Noncontrolling interest of acquired
business
Balance at December 31, 2009
Allocation of losses of managed
investment entities
Balance at December 31, 2010
CONSOLIDATED STATEMENT OF CASH FLOWS
(In Millions)
Operating Activities:
Net earnings, including noncontrolling interests
Adjustments:
Depreciation and amortization
Annuity benefits
Realized (gains) losses on investing activities
Net (purchases) sales of trading securities
Deferred annuity and life policy acquisition costs
Change in:
Reinsurance and other receivables
Other assets
Insurance claims and reserves
Payable to reinsurers
Other liabilities
Other operating activities, net
Net cash provided by operating activities
Investing Activities:
Purchases of:
Fixed maturities
Equity securities
Real estate, property and equipment
Proceeds from:
Maturities and redemptions of fixed maturities
Repayments of mortgage loans
Sales of fixed maturities
Sales of equity securities
Sales of real estate, property and equipment
Change in securities lending collateral
Managed investment entities:
Purchases of investments
Proceeds from sales and redemptions of investments
Cash and cash equivalents of businesses
acquired or sold, net
Other investing activities, net
Net cash used in investing activities
Financing Activities:
Annuity receipts
Annuity surrenders, benefits and withdrawals
Net transfers from (to) variable annuity assets
Additional long-term borrowings
Reductions of long-term debt
Managed investment entities’ retirement of liabilities
Change in securities lending obligation
Issuances of Common Stock
Repurchases of Common Stock
Cash dividends paid on Common Stock
Other financing activities, net
Net cash provided by (used in) financing
activities
Net Change in Cash and Cash Equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
INDEX TO NOTES
| A. |
|
Accounting Policies |
| |
| B. |
|
Acquisitions |
| |
| C. |
|
Segments of Operations |
| |
| D. |
|
Fair Value Measurements |
| |
| E. |
|
Investments |
| |
| F. |
|
Derivatives |
| |
| G. |
|
Deferred Policy Acquisition Costs |
| |
| H. |
|
Managed Investment Entities |
| |
| I. |
|
Goodwill and Other Intangibles |
| |
| J. |
|
Long-Term Debt |
| |
| K. |
|
Shareholders’ Equity |
| |
| L. |
|
Income Taxes |
| |
| M. |
|
Contingencies |
| |
| N. |
|
Quarterly Operating Results (Unaudited) |
| |
| O. |
|
Insurance |
| |
| P. |
|
Additional Information |
| |
| Q. |
|
Condensed Consolidating Information |
| |
|
Basis of Presentation The consolidated financial statements include the accounts of American
Financial Group, Inc. (“AFG”) and its subsidiaries. Certain reclassifications have been made
to prior years to conform to the current year’s presentation. All significant intercompany
balances and transactions have been eliminated. The results of operations of companies since
their formation or acquisition are included in the consolidated financial statements. Events
or transactions occurring subsequent to December 31, 2010, and prior to the filing of this Form
10-K, have been evaluated for potential recognition or disclosure herein. |
| |
|
As a result of a new accounting standard adopted on January 1, 2009, noncontrolling interests
in subsidiaries (formerly referred to as minority interest) is reported in the Balance Sheet as
a separate component of equity and in the Statement of Earnings as an adjustment to net income
in deriving net earnings attributable to AFG’s shareholders. |
| |
|
The preparation of the financial statements in conformity with U.S. generally accepted
accounting principles (“GAAP”) requires management to make estimates and assumptions that
affect the amounts reported in the financial statements and accompanying notes. Changes in
circumstances could cause actual results to differ materially from those estimates. |
| |
|
Fair Value Measurements Accounting standards define fair value as the price that would be
received to sell an asset or paid to transfer a liability (an exit price) in an orderly
transaction between market participants on the measurement date. The standards establish a
hierarchy of valuation techniques based on whether the assumptions that market participants
would use in pricing the asset or liability (“inputs”) are observable or unobservable.
Observable inputs reflect market data obtained from independent sources, while unobservable
inputs reflect AFG’s assumptions about the assumptions market participants would use in pricing
the asset or liability. Except for the acquisition discussed in Note B — “Acquisitions” and
the impairment of goodwill discussed in Note I — “Goodwill and Other Intangibles,” AFG did not
have any significant nonrecurring fair value measurements of nonfinancial assets and
liabilities in 2010. |
| |
|
New accounting guidance adopted by AFG on January 1, 2010, requires additional disclosures
about transfers between levels in the hierarchy of fair value measurements. The guidance also
clarifies existing disclosure requirements related to the level of disaggregation presented and
inputs used in determining fair values. Additional detail relating to the roll-forward of
Level 3 fair values will be required beginning in 2011. |
| |
|
Investments Fixed maturity and equity securities classified as “available for sale” are
reported at fair value with unrealized gains and losses included in accumulated other
comprehensive income (loss) in AFG’s Balance Sheet. Fixed maturity and equity securities
classified as “trading” are reported at fair value with changes in unrealized holding gains or
losses during the period
included in investment income. Mortgage and policy loans are carried primarily at the
aggregate unpaid balance. |
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — CONTINUED
| |
|
Premiums and discounts on fixed maturity securities are amortized using the interest method;
mortgage-backed securities (“MBS”) are amortized over a period based on estimated future
principal payments, including prepayments. Prepayment assumptions are reviewed periodically
and adjusted to reflect actual prepayments and changes in expectations. |
| |
|
Gains or losses on securities are determined on the specific identification basis. When a
decline in the value of a specific investment is considered to be other-than-temporary at the
balance sheet date, a provision for impairment is charged to earnings (included in realized
gains (losses)) and the cost basis of that investment is reduced. |
| |
|
In 2009, AFG adopted new accounting guidance relating to the recognition and presentation of
other-than-temporary impairments. Under the guidance, if management can assert that it does
not intend to sell an impaired fixed maturity security and it is not more likely than not that
it will have to sell the security before recovery of its amortized cost basis, then an entity
may separate other-than-temporary impairments into two components: 1) the amount related to
credit losses (recorded in earnings) and 2) the amount related to all other factors (recorded
in other comprehensive income (loss)). The credit-related portion of an other-than-temporary
impairment is measured by comparing a security’s amortized cost to the present value of its
current expected cash flows discounted at its effective yield prior to the impairment charge.
Both components are required to be shown in the Statement of Earnings. If management intends
to sell an impaired security, or it is more likely than not that it will be required to sell
the security before recovery, an impairment charge to earnings is required to reduce the
amortized cost of that security to fair value. AFG adopted this guidance effective January 1,
2009, and recorded a cumulative effect adjustment of $17 million to reclassify the non-credit
component of previously recognized impairments from retained earnings to accumulated other
comprehensive income (loss). Additional disclosures required by this guidance are contained in
Note E — “Investments.” |
| |
|
Derivatives Derivatives included in AFG’s Balance Sheet are recorded at fair value and consist
primarily of (i) components of certain fixed maturity securities (primarily interest-only MBS)
and (ii) the equity-based component of certain annuity products (included in annuity benefits
accumulated) and related call options (included in other investments) designed to be consistent
with the characteristics of the liabilities and used to mitigate the risk embedded in those
annuity products. Changes in the fair value of derivatives are included in earnings. |
| |
|
Goodwill Goodwill represents the excess of cost of subsidiaries over AFG’s equity in their
underlying net assets. Goodwill is not amortized, but is subject to an impairment test at
least annually. |
| |
|
Reinsurance Amounts recoverable from reinsurers are estimated in a manner consistent with the
claim liability associated with the reinsured policies. AFG’s property and casualty insurance
subsidiaries report as assets (a) the estimated reinsurance recoverable on paid and unpaid
losses, including an estimate for losses incurred but not reported, and (b) amounts paid to
reinsurers applicable to the unexpired terms of policies in force. Payable to reinsurers
includes ceded premiums due to reinsurers as well as ceded premiums retained by AFG’s property
and casualty insurance subsidiaries under contracts to fund ceded losses as they become due.
AFG’s insurance subsidiaries also assume reinsurance from other companies. Earnings on
reinsurance assumed is recognized based on information received from ceding companies. |
| |
|
Certain annuity and supplemental insurance subsidiaries cede life insurance policies to a third
party on a funds withheld basis whereby the subsidiaries retain the assets (securities)
associated with the reinsurance contracts. Interest is credited to the reinsurer based on the
actual investment performance of the retained assets. These reinsurance contracts are
considered to contain embedded derivatives (that must be adjusted to fair value) because the
yield on the payables is based on specific blocks of the ceding companies’ assets, rather than
the overall creditworthiness of the ceding company. AFG determined that changes in the fair
value of the underlying portfolios of fixed maturity securities is an appropriate measure of
the value of the embedded derivative. The securities related to these transactions are
classified as “trading.” The adjustment to fair value on the embedded derivatives offsets the
investment income recorded on the adjustment to fair value of the related trading portfolios. |
| |
|
Deferred Policy Acquisition Costs (“DPAC”) Policy acquisition costs (principally commissions,
premium taxes and other marketing and underwriting expenses) related to the production of new
business are deferred. DPAC also includes capitalized costs associated with sales inducements
offered to fixed annuity policyholders such as enhanced interest rates and premium and
persistency bonuses. |
| |
|
For the property and casualty companies, DPAC is limited based upon recoverability without any
consideration for anticipated investment income and is charged against income ratably over the
terms of the related policies. A premium deficiency is recognized if the sum of expected
claims costs, claims adjustment expenses, unamortized acquisition costs and policy maintenance
costs exceed the related unearned premiums. A premium deficiency is first recognized by
charging any unamortized acquisition costs to expense to the extent required to eliminate the
deficiency. If the premium deficiency is greater than unamortized acquisition costs, a
liability is accrued for the excess deficiency and reported with unpaid losses and loss
adjustment expenses. |
| |
|
DPAC related to annuities is deferred to the extent deemed recoverable and amortized, with
interest, in relation to the present value of actual and expected gross profits on the
policies. Expected gross profits consist principally of estimated future investment margin
(estimated future net investment income less interest credited on policyholder funds) and
surrender, mortality, and other life and variable annuity policy charges, less death and
annuitization benefits in excess of account balances and estimated future policy administration
expenses. To the extent that realized gains and losses result in adjustments to the
amortization of DPAC related to annuities, such adjustments are reflected as components of
realized gains (losses). |
| |
|
DPAC related to traditional life and health insurance is amortized over the expected premium
paying period of the related policies, in proportion to the ratio of annual premium revenues to
total anticipated premium revenues. |
| |
|
DPAC related to annuities is also adjusted, net of tax, for the change in amortization that
would have been recorded if the unrealized gains (losses) from securities had actually been
realized. This adjustment is included in unrealized gains (losses) on marketable securities, a
component of accumulated other comprehensive income (loss) in AFG’s Balance Sheet. |
| |
|
New accounting guidance issued in October 2010 specifies that a cost must be directly related
to the successful acquisition of an insurance contract to qualify for deferral. The guidance
is effective for periods ending after December 31, 2011, with retrospective application
permitted, but not required. AFG expects that this guidance will result in fewer acquisition
costs being capitalized and is currently assessing the method and impact of adoption. |
| |
|
DPAC includes the present value of future profits on business in force of annuity and
supplemental insurance companies acquired (“PVFP”). PVFP represents the portion of the costs
to acquire companies that is allocated to the value of the right to receive future cash flows
from insurance contracts existing at the date of acquisition. PVFP is amortized with interest
in relation to expected gross profits of the acquired policies for annuities and universal life
products and in relation to the premium paying period for traditional life and health insurance
products. |
| |
|
Managed Investment Entities In 2009, the Financial Accounting Standards Board issued a new
standard changing how a company determines if it is the primary beneficiary of, and therefore
must consolidate, a variable interest entity (“VIE”). This determination is based primarily on
a company’s ability to direct the activities of the entity that most significantly impact the
entity’s economic performance and the obligation to absorb losses of, or receive benefits from,
the entity that could potentially be significant to the VIE. |
| |
|
AFG manages, and has minor investments in, six collateralized loan obligations (“CLOs”) that
are VIEs. As further described in Note H, these entities issued securities in various tranches
and invested the proceeds primarily in secured bank loans, which serve as collateral for the
debt securities issued by each particular CLO. Both the management fees (payment of which are
subordinate to other obligations of the CLOs) and the investments in the CLOs are considered
variable interests. Based on the new accounting guidance, AFG has determined that it is the
primary beneficiary of the CLOs because (i) its role as asset manager gives it the power to
direct the activities that most significantly impact the economic performance of the CLOs and
(ii) it has exposure to CLO losses (through its investments in the CLO subordinated debt
tranches) and the right to receive benefits (through its subordinated management fees and
returns on its investments), both of which could potentially be significant to the CLOs.
Accordingly, AFG began consolidating these entities on January 1, 2010. |
| |
|
Because AFG has no right to use the CLO assets and no obligation to pay the CLO liabilities,
the assets and liabilities of the CLOs are shown separately in AFG’s Balance Sheet. As
permitted under the new standard, the assets and liabilities of the CLOs have been recorded at
fair value upon adoption of the new standard on January 1, 2010. At that date, the excess of
fair value of the assets ($2.382 billion) over the fair value of the liabilities ($2.121
billion) of $261 million was included in AFG’s Balance Sheet as appropriated retained earnings
— managed investment entities, representing the cumulative effect of adopting the new standard
that ultimately will inure to the benefit of the CLO debt holders. |
| |
|
At December 31, 2009, AFG’s investments in the CLOs were included in fixed maturity securities
and had a cost of less than $1 million and a fair value of $6 million. Beginning January 1,
2010, these investments are eliminated in consolidation. |
| |
|
AFG has elected the fair value option for reporting on the CLO assets and liabilities to
improve the transparency of financial reporting related to the CLOs. The net gain or loss from
accounting for the CLO assets and liabilities at fair value subsequent to January 1, 2010, is
separately presented in AFG’s Statement of Earnings. CLO earnings attributable to AFG’s
shareholders represent the change in fair value of AFG’s investments in the CLOs and management
fees earned. As further detailed in Note H — “Managed Investment Entities,” all other CLO
earnings (losses) are not attributable to AFG’s shareholders and will ultimately inure to the
benefit of the other CLO debt holders. As a result, such CLO earnings (losses) are included in
net earnings (loss) attributable to noncontrolling interests in AFG’s Statement of Earnings and
in appropriated retained earnings — managed investment entities in the Balance Sheet. As the
CLOs approach maturity (2016 to 2022), it is expected that losses attributable to
noncontrolling interests will reduce appropriated
retained earnings towards zero as the fair values of the assets and liabilities converge and
the CLO assets are used to pay the CLO debt. |
| |
|
Unpaid Losses and Loss Adjustment Expenses The net liabilities stated for unpaid claims and
for expenses of investigation and adjustment of unpaid claims are based upon (a) the
accumulation of case estimates for losses reported prior to the close of the accounting period
on direct business written; (b) estimates received from ceding reinsurers and insurance pools
and associations; (c) estimates of unreported losses (including possible development on known
claims) based on past experience; (d) estimates based on experience of expenses for
investigating and adjusting claims; and (e) the current state of the law and coverage
litigation. Establishing reserves for asbestos, environmental and other mass tort claims
involves considerably more judgment than other types of claims due to, among other things,
inconsistent court decisions, an increase in bankruptcy filings as a result of asbestos-related
liabilities, novel theories of coverage, and judicial interpretations that often expand
theories of recovery and broaden the scope of coverage. |
| |
|
Loss reserve liabilities are subject to the impact of changes in claim amounts and frequency
and other factors. Changes in estimates of the liabilities for losses and loss adjustment
expenses are reflected in the Statement of Earnings in the period in which determined. Despite
the variability inherent in such estimates, management believes that the liabilities for unpaid
losses and loss adjustment expenses are adequate. |
| |
|
Annuity Benefits Accumulated Annuity receipts and benefit payments are recorded as increases
or decreases in annuity benefits accumulated rather than as revenue and expense. Increases in
this liability for interest credited are charged to expense and decreases for surrender charges
are credited to other income. |
| |
|
For certain products, annuity benefits accumulated also includes reserves for accrued
persistency and premium bonuses and excess benefits expected to be paid on future deaths and
annuitizations (“EDAR”). The liability for EDAR is accrued for and modified using assumptions
consistent with those used in determining DPAC and DPAC amortization, except that amounts are
determined in relation to the present value of total expected assessments. Total expected
assessments consist principally of estimated future investment margin, surrender, mortality,
and other life and variable annuity policy charges, and unearned revenues once they are
recognized as income. |
| |
|
Life, Accident and Health Reserves Liabilities for future policy benefits under
traditional life, accident and health policies are computed using the net level premium method.
Computations are based on the original projections of investment yields, mortality, morbidity
and surrenders and include provisions for unfavorable deviations. Claim reserves and
liabilities established for accident and health claims are modified as necessary to reflect
actual experience and developing trends. |
| |
|
Variable Annuity Assets and Liabilities Separate accounts related to variable annuities
represent the fair value of deposits invested in underlying investment funds on which AFG earns
a fee. Investment funds are selected and may be changed only by the policyholder, who retains
all investment risk. |
| |
|
AFG’s variable annuity contracts contain a guaranteed minimum death benefit (“GMDB”) to be paid
if the policyholder dies before the annuity payout period commences. In periods of declining
equity markets, the GMDB may exceed the value of the policyholder’s account. A GMDB liability
is established for future excess death benefits using assumptions together with a range of
reasonably possible scenarios for investment fund performance that are consistent with DPAC
capitalization and amortization assumptions. |
| |
|
Premium Recognition Property and casualty premiums are earned generally over the terms of the
policies on a pro rata basis. Unearned premiums represent that portion of premiums written
which is applicable to the unexpired terms of
policies in force. On reinsurance assumed from other insurance companies or written through
various underwriting organizations, unearned premiums are based on information received from
such companies and organizations. For traditional life, accident and health products, premiums
are recognized as revenue when legally collectible from policyholders. For interest-sensitive
life and universal life products, premiums are recorded in a policyholder account, which is
reflected as a liability. Revenue is recognized as amounts are assessed against the
policyholder account for mortality coverage and contract expenses. |
| |
|
Noncontrolling Interests For Balance Sheet purposes, noncontrolling interests represents the
interests of shareholders other than AFG in consolidated entities. In the Statement of
Earnings, net earnings and losses attributable to noncontrolling interests represents such
shareholders’ interest in the earnings and losses of those entities. |
| |
|
Income Taxes Deferred income taxes are calculated using the liability method. Under this
method, deferred income tax assets and liabilities are determined based on differences between
financial reporting and tax bases and are measured using enacted tax rates. Deferred tax
assets are recognized if it is more likely than not that a benefit will be realized. |
| |
|
AFG records a liability for the inherent uncertainty in quantifying its income tax provisions.
Related interest and penalties are recognized as a component of tax expense. |
| |
|
Stock-Based Compensation All share-based grants are recognized as compensation expense on a
straight-line basis over their vesting periods based on their calculated “fair value” at the
date of grant. AFG uses the Black-Scholes pricing model to measure the fair value of employee
stock options. See Note K -“Shareholders’ Equity” for further information on stock options. |
| |
|
Benefit Plans AFG provides retirement benefits to qualified employees of participating
companies through the AFG 401(k) Retirement and Savings Plan, a defined contribution plan. AFG
makes all contributions to the retirement fund portion of the plan and matches a percentage of
employee contributions to the savings fund. Company contributions are expensed in the year for
which they are declared. AFG and many of its subsidiaries provide health care and life
insurance benefits to eligible retirees. AFG also provides postemployment benefits to former
or inactive employees (primarily those on disability) who were not deemed retired under other
company plans. The projected future cost of providing these benefits is expensed over the
period the employees earn such benefits. |
| |
|
Earnings Per Share Basic earnings per share is calculated using the weighted average
number of shares of common stock outstanding during the period. The calculation of diluted earnings per
share includes the following adjustments to weighted average common shares related to
stock-based compensation plans: 2010 — 1.3 million, 2009 — 1.1 million and 2008 — 1.7 million.
Weighted average common shares in 2008 also includes an adjustment of .6 million related to
convertible notes. |
| |
|
AFG’s weighted average diluted shares outstanding excludes the following anti-dilutive
potential common shares related to stock compensation plans: 2010 — 3.5 million, 2009 — 5.7
million and 2008 — 4.4 million. Adjustments to net earnings attributable to shareholders in
the calculation of diluted earnings per share were less than $1 million in the 2010, 2009 and
2008 periods. |
| |
|
Statement of Cash Flows For cash flow purposes, “investing activities” are defined as making
and collecting loans and acquiring and disposing of debt or equity instruments and property and
equipment. “Financing activities” include obtaining resources from owners and providing them
with a return on their
investments, borrowing money and repaying amounts borrowed. Annuity receipts, benefits and
withdrawals are also reflected as financing activities. All other
activities are considered “operating.” Short-term investments having original maturities of
three months or less when purchased are considered to be cash equivalents for purposes of the
financial statements. |
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|
Vanliner Group, Inc. (“Vanliner”) In July 2010, National Interstate (“NATL”), a 52%-owned
subsidiary of AFG, completed the acquisition of Vanliner, a market leader in providing
insurance for the moving and storage industry. Vanliner’s moving and storage insurance
premiums associated with policies in force as of December 31, 2010, totaled approximately $90
million, representing approximately 78% of its total business. The $128 million initial
purchase price (funded primarily with cash on hand) was based on Vanliner’s estimated tangible
book value at the date of closing and is subject to certain adjustments, including a four and
one-half-year balance sheet guarantee whereby both favorable and unfavorable developments
related to the closing balance sheet inure to the seller, UniGroup, Inc. Adjustments
subsequent to closing reduced the initial purchase price to $114 million. In accordance with
accounting standards, all assets acquired and liabilities assumed were recognized at their fair
values as of the acquisition date. The purchase price allocation based on these fair values
resulted in a gain on purchase of $7 million (included in realized gains on subsidiaries). Pro
forma results of operations for AFG assuming the acquisition of Vanliner had taken place at the
beginning of 2010 would not differ significantly from actual reported results. |
| |
|
Marketform Group In January 2008, AFG paid $75 million in cash (including transaction costs)
to acquire approximately 67% of Marketform Group Limited, an agency that focuses on medical
malpractice and other specialty property and casualty insurance products outside of the United
States using a Lloyd’s platform (Syndicate 2468). Approximately $36 million of the acquisition
cost was recorded as an intangible asset for the present value of future profits from the
acquired business and is being amortized over the estimated retention period of seven years. |
| |
|
Strategic Comp Holdings AFG acquired Strategic Comp Holdings, LLC in January 2008 for $37
million in cash. Additional contingent consideration could be due after seven years based on
achieving certain operating milestones. Strategic Comp, headquartered in Louisiana, is a
provider of workers’ compensation programs for mid-size to large commercial accounts. The
entire purchase price was recorded as intangible renewal rights and is being amortized over the
estimated retention period of seven years. |
| C. |
|
Segments of Operations |
| |
|
AFG manages its business as three segments: (i) property and casualty insurance, (ii) annuity
and supplemental insurance and (iii) other, which includes holding company assets and costs and
assets and operations of the managed investment entities. |
| |
|
AFG reports its property and casualty insurance business in the following Specialty
sub-segments: (i) Property and transportation, which includes physical damage and liability
coverage for buses, trucks and recreational vehicles, inland and ocean marine,
agricultural-related products and other property coverages, (ii) Specialty casualty, which
includes primarily excess and surplus, general liability, executive liability, umbrella and
excess liability, customized programs for small to mid-sized businesses and California workers’
compensation, and (iii) Specialty financial, which includes risk management insurance programs
for lending and leasing institutions (including collateral and mortgage protection insurance),
surety and fidelity products and trade credit insurance. AFG’s annuity and supplemental
insurance business markets traditional fixed and indexed annuities and a variety of
supplemental insurance products such as Medicare supplement. |
| |
|
AFG’s reportable segments and their components were determined based primarily upon similar
economic characteristics, products and services. |
| |
|
In 2010, 2009, and 2008, less than 5% of AFG’s revenues were derived from the sale of property
and casualty insurance outside of the United States. |
| |
|
The following tables (in millions) show AFG’s assets, revenues and operating earnings before
income taxes by significant business segment and sub-segment. |
Assets
Property and casualty insurance (a)
Annuity and supplemental insurance
Total assets
Revenues
Property and casualty insurance:
Premiums earned:
Specialty
Property and transportation
Specialty casualty
Specialty financial
Other
Other lines
Total premiums earned
Realized gains (losses)
Total property and casualty insurance
Annuity and supplemental insurance:
Total annuity and supplemental insurance
Operating Earnings Before Income Taxes
Underwriting:
Total underwriting
Investment income, realized gains (losses)
and other
Operations
Other (b)
Total operating earnings before income taxes
| D. |
|
Fair Value Measurements |
| |
|
Accounting standards for measuring fair value are based on inputs used in estimating fair
value. The three levels of the hierarchy are as follows: |
| |
|
Level 1 — Quoted prices for identical assets or liabilities in active markets (markets in which
transactions occur with sufficient frequency and volume to provide pricing information on an
ongoing basis). AFG’s Level 1 financial instruments consist primarily of publicly traded
equity securities and highly liquid government bonds for which quoted market prices in active
markets are available and short-term investments of managed investment entities. |
| |
|
Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical
or similar assets or liabilities in inactive markets (markets in which there are few
transactions, the prices are not current, price quotations vary substantially over time or
among market makers, or in which little information is released publicly); and valuations based
on other significant inputs that are observable in active markets. AFG’s Level 2 financial
instruments include separate account assets, corporate and municipal fixed maturity securities,
MBS and investments of managed investment entities priced using observable inputs. Level 2
inputs include benchmark yields, reported trades, corroborated broker/dealer quotes, issuer
spreads and benchmark securities. When non-binding broker quotes can be corroborated by
comparison to similar securities priced using observable inputs, they are classified as Level
2. |
| |
|
Level 3 — Valuations derived from market valuation techniques generally consistent with those
used to estimate the fair values of Level 2 financial instruments in which one or more
significant inputs are unobservable. The unobservable inputs may include management’s own
assumptions about the assumptions market participants would use based on the best information
available in the circumstances. AFG’s Level 3 is comprised of financial instruments, including
liabilities of managed investment entities, whose fair value is estimated based on non-binding
broker quotes or internally developed using significant inputs not based on, or corroborated
by, observable market information. |
| |
|
AFG’s management is responsible for the valuation process and uses data from outside sources
(including nationally recognized pricing services and broker/dealers) in establishing fair
value. Valuation techniques utilized by pricing services and prices obtained from external
sources are reviewed by AFG’s internal investment professionals who are familiar with the
securities being priced and the markets in which they trade to ensure the fair value
determination is representative of an exit price. To validate the appropriateness of the
prices obtained, these investment managers consider widely published indices (as benchmarks),
recent trades, changes in interest rates, general economic conditions and the credit quality of
the specific issuers. |
| |
|
Assets and liabilities measured at fair value at December 31 are summarized below (in
millions): |
Available for sale (“AFS”) fixed maturities:
U.S. Government and government agencies
States, municipalities and political subdivisions
Foreign government
Residential MBS
Commercial MBS
All other corporate
Total AFS fixed maturities
Trading fixed maturities
Equity securities
Assets of managed investment entities (“MIE”)
Variable annuity assets (separate accounts) (a)
Other investments
Total assets accounted for at fair value
Liabilities of managed investment entities
Derivatives embedded in annuity
benefits accumulated
Total liabilities accounted for at fair value
Fixed maturities:
Available for sale
Trading
Variable annuity assets (separate accounts)(a)
| |
|
During 2010, there were no significant transfers between Level 1 and Level 2.
Approximately 4% of the total assets measured at fair value on December 31, 2010, were Level 3
assets. Approximately 38% of these assets were MBS whose fair values were determined primarily
using non-binding broker quotes; the balance was primarily private placement debt securities
whose fair values were determined internally using significant unobservable inputs, including
the evaluation of underlying collateral and issuer creditworthiness, as well as certain Level 2
inputs such as comparable yields and multiples on similar publicly traded issues. The fair
values of the liabilities of managed investment entities were determined using non-binding
broker quotes, which were reviewed by AFG’s internal investment professionals. |
| |
|
Changes in balances of Level 3 financial assets and liabilities during 2010, 2009 and 2008 are
presented below (in millions). The transfers into and out of Level 3 were due to changes in
the availability of market observable inputs. All transfers are reflected in the table at fair
value as of the end of the reporting period. |
AFS fixed maturities:
State and municipal
Trading fixed
maturities
Assets of MIE
Liabilities of MIE (*)
Embedded derivatives
AFS fixed maturities
Other assets
| |
|
Fair Value of Financial Instruments The following table presents (in millions) the
carrying value and estimated fair value of AFG’s financial instruments at
December 31. |
Cash and cash equivalents
Fixed maturities
Mortgage loans
Policy loans
Other investments — derivatives
Assets of managed investment entities
Variable annuity assets
(separate accounts)
Liabilities:
Annuity benefits accumulated (*)
Variable annuity liabilities
(separate accounts)
Other liabilities — derivatives
| |
|
The carrying amount of cash and cash equivalents approximates fair value. Fair values for
mortgage loans are estimated by discounting the future contractual cash flows using the current
rates at which similar loans would be made to borrowers with similar credit ratings. The fair
value of policy loans is estimated to approximate carrying value; policy loans have no defined
maturity dates and are inseparable from insurance contracts. The fair value of annuity
benefits was estimated based on expected cash flows discounted using forward interest rates
adjusted for the Company’s credit risk and includes the impact of maintenance expenses and
capital costs. Fair values of long-term debt are based primarily on quoted market prices. |
| |
|
Available for sale fixed maturities and equity securities at December 31 consisted of the
following (in millions): |
U.S. Government and
government agencies
States, municipalities and
political subdivisions
Total fixed maturities
Common stocks
Perpetual preferred stocks
| |
|
The non-credit related portion of other-than-temporary impairment charges are included in
other comprehensive income (loss). Such charges taken for securities still owned at December
31, 2010 and 2009, respectively, were $258 million and $284 million for residential MBS, $1
million and $3 million for commercial MBS and $1 million and $4 million for corporate bonds. |
| |
|
The following tables show gross unrealized losses (in millions) on fixed maturities and equity
securities by investment category and length of time that individual securities have been in a
continuous unrealized loss position at December 31, 2010 and 2009. |
| |
|
At December 31, 2010, the gross unrealized losses on fixed maturities of $216 million
relate to approximately 1,150 securities. Investment grade securities (as determined by
nationally recognized rating agencies) represented approximately 58% of the gross unrealized
loss and 82% of the fair value. |
| |
|
Gross Unrealized Losses on MBS At December 31, 2010, gross unrealized losses on AFG’s
residential MBS represented 59% of the total gross unrealized loss on fixed maturity
securities. Of the residential MBS that have been in an unrealized loss position (“impaired”)
for 12 months or more (258 securities), approximately 40% of the unrealized losses and 47% of
the fair value relate to investment grade rated securities. AFG analyzes its MBS for
other-than-temporary impairment each quarter based upon expected future cash flows. Management
estimates expected future cash flows based upon its knowledge of the MBS market, cash flow
projections (which reflect loan to collateral values, subordination, vintage and geographic
concentration) received from independent sources, implied cash flows inherent in security
ratings and analysis of historical payment data. For 2010, AFG recorded in earnings $51
million and $2 million in other-than-temporary impairment charges related to its residential
and commercial MBS, respectively. |
| |
|
Gross Unrealized Losses on All Other Corporates AFG recognized in earnings approximately $24
million in other-than-temporary impairment charges on “all other corporate” securities during
2010. Management concluded that no additional charges for other-than-temporary impairment were
required based on many factors, including AFG’s ability and intent to hold the investments for
a period of time sufficient to allow for anticipated recovery of its amortized cost, the length
of time and the extent to which fair value has been below cost, analysis of historical and
projected company-specific financial data, the outlook for industry sectors, and credit
ratings. |
| |
|
The following table is a progression of the credit portion of other-than-temporary
impairments on fixed maturity securities for which the non-credit portion of an impairment
has been recognized in other comprehensive income (loss) (in millions). |
Balance at January 1
Additional credit impairments on:
Previously impaired securities
Securities without prior impairments
Reductions — disposals
Balance at December 31
| |
|
The table below sets forth the scheduled maturities of available for sale fixed maturities as
of December 31, 2010 (in millions). Securities with sinking funds and other securities that
pay down principal over time are reported at average maturity. Actual maturities may differ
from contractual maturities because certain securities may be called or prepaid by the issuers.
MBS had an average life of approximately four years at December 31, 2010. |
Maturity
MBS
| |
|
Certain risks are inherent in connection with fixed maturity securities, including loss upon
default, price volatility in reaction to changes in interest rates, and general market factors
and risks associated with reinvestment of proceeds due to prepayments or redemptions in a
period of declining interest rates. |
| |
|
There were no investments in individual issuers that exceeded 10% of Shareholders’ Equity at
December 31, 2010 or 2009. |
| |
|
Net Unrealized Gain on Marketable Securities In addition to adjusting equity securities and
fixed maturity securities classified as “available for sale” to fair value, GAAP requires that
deferred policy acquisition costs related to annuities and certain other balance sheet amounts
be adjusted to the extent that unrealized gains and losses from securities would result in
adjustments to those balances had the unrealized gains or losses actually been realized. The
following table shows the components of the net unrealized gain on securities that is included
in accumulated other comprehensive income in AFG’s Balance Sheet. |
December 31, 2010
Unrealized gain on:
Fixed maturity securities
Equity securities
Deferred policy acquisition costs
Annuity benefits and other
liabilities
December 31, 2009
| |
|
Realized gains (losses) and changes in unrealized appreciation (depreciation) related to
fixed maturity and equity security investments are summarized as follows (in millions): |
Realized before impairments
Realized — impairments
Change in unrealized
2008
| |
|
Realized gains include net gains of $50 million in 2010, $157 million in 2009 and $81 million
in 2008 from the mark-to-market of certain MBS, primarily interest-only securities with
interest rates that float inversely with short-term rates. Gross realized gains and losses
(excluding impairment writedowns and mark-to-market of derivatives) on available for sale fixed
maturity and equity security investment transactions included in the Statement of Cash Flows
consisted of the following (in millions): |
Gross gains
Gross losses
Equity securities:
| |
|
As discussed under “Derivatives” in Note A, AFG uses derivatives in certain areas of its
operations. AFG’s derivatives do not qualify for hedge accounting under GAAP; changes in the
fair value of derivatives are included in earnings. |
| |
|
The following derivatives are included in AFG’s Balance Sheet at fair value (in millions): |
MBS with embedded derivatives
Interest rate swaptions
Indexed annuities
(embedded derivative)
Equity index call options
Reinsurance contracts
(embedded derivative)
| |
|
The MBS with embedded derivatives consist primarily of interest-only MBS with interest
rates that float inversely with short-term rates. AFG has elected to measure these securities
(in their entirety) at fair value in its financial statements. These investments are part of
AFG’s overall investment strategy and represent a small component of AFG’s overall investment
portfolio. |
| |
|
AFG has entered into $800 million notional amount of pay-fixed interest rate swaptions (options
to enter into pay-fixed/receive floating interest rate swaps at future dates expiring between
2012 and 2015) to mitigate interest rate risk in its annuity operations. AFG paid $21 million
to purchase these swaptions, which represents its maximum potential economic loss over the life
of the contracts. |
| |
|
AFG’s indexed annuities, which represented 27% of annuity benefits accumulated at December 31,
2010, provide policyholders with a crediting rate tied, in part, to the performance of an
existing stock market index. AFG attempts to mitigate the risk in the index-based component of
these products through the purchase of call options on the appropriate index. AFG’s strategy
is designed so that an increase in the liabilities, due to an increase in the market index,
will be generally offset by unrealized and realized gains on the call options purchased by AFG.
Both the index-based component of the annuities and the related call options are considered
derivatives. |
| |
|
As discussed under “Reinsurance” in Note A, certain reinsurance contracts in AFG’s annuity and
supplemental insurance business are considered to contain embedded derivatives. |
| |
|
The following table summarizes the gain (loss) included in the Statement of Earnings for
changes in the fair value of these derivatives for 2010 and 2009 (in millions): |
| G. |
|
Deferred Policy Acquisition Costs |
| |
|
Deferred policy acquisition costs consisted of the following at December 31 (in millions): |
Property and casualty insurance
Policy acquisition costs
Policyholder sales inducements
Present value of future profits (“PVFP”)
Impact of unrealized gains and losses
on securities
Total annuity and supplemental
| |
|
During 2010, 2009 and 2008, AFG capitalized $33 million, $32 million and $53 million,
respectively, relating to sales inducements offered to annuity policyholders. Amortization of
sales inducements was $36 million, $20 million and $10 million in these periods, respectively. |
| |
|
The PVFP amounts in the table above are net of $174 million and $148 million of accumulated
amortization at December 31, 2010 and 2009, respectively. Amortization of the PVFP was $26
million in 2010, $29 million in 2009 and $30 million in 2008. During each of the next five
years, the PVFP is expected to decrease at a rate of approximately one-sixth of the balance at
the beginning of each respective year. |
| H. |
|
Managed Investment Entities |
| |
|
AFG is the investment manager and has investments ranging from 7.5% to 24.4% of the most
subordinate debt tranche of six collateralized loan obligation entities or “CLOs,” which are
considered variable interest entities. Upon formation between 2004 and 2007, these entities
issued securities in various senior and subordinate classes and invested the proceeds primarily
in secured bank loans, which serve as collateral for the debt securities issued by each
particular CLO. None of the collateral was purchased from AFG. AFG’s investments in these
entities receive residual income from the CLOs only after the CLOs pay operating expenses
(including management fees to AFG), interest on and returns of capital to senior levels of debt
securities. There are no contractual requirements for AFG to provide additional funding for
these entities. AFG has not provided and does not intend to provide any financial support to
these entities. |
| |
|
In analyzing expected cash flows related to these entities, AFG determined that it will not
receive a majority of the residual returns nor absorb a majority of the entities’ expected
losses. Accordingly, AFG was not required to consolidate these variable interest entities
prior to 2010. Beginning in 2010, accounting standards for determining the primary beneficiary
of a variable interest entity changed from the above quantitative assessment to a qualitative assessment as outlined in Note
A - “Accounting Policies, Managed Investment Entities.” Under the new guidance, AFG determined
that it is the primary beneficiary of the CLOs it manages and began consolidating the CLOs on
January 1, 2010. |
| |
|
AFG’s maximum ultimate exposure to economic loss on its CLOs is limited to its investment in
the CLOs, which had an aggregate fair value of $17 million at December 31, 2010. |
| |
|
The revenues and expenses of the CLOs are separately identified in AFG’s Statement of Earnings,
after elimination of $15 million in management fees and $17 million in income attributable to
shareholders of AFG in 2010, as measured by the change in the fair value of AFG’s investments
in the CLOs. AFG’s operating earnings before income taxes for 2010 includes $64 million in CLO
losses attributable to noncontrolling interests. |
| |
|
The net loss from changes in the fair value of assets and liabilities of managed investment
entities included in the Statement of Earnings for 2010 includes gains of $150 million from
changes in the fair value of CLO assets and losses of $220 million from changes in the fair
value of CLO liabilities. The aggregate unpaid principal balance of the CLOs’ fixed maturity
investments exceeded the fair value of the investments by $69 million at December 31, 2010.
The aggregate unpaid principal balance of the CLOs’ debt exceeded its fair value by $301
million at that date. The CLO assets include $6 million in loans (aggregate unpaid principal
balance of $12 million) for which the CLOs are not accruing interest because the loans are in
default. |
| I. |
|
Goodwill and Other Intangibles |
| |
|
Changes in the carrying value of goodwill during 2009 and 2010, by reporting segment, are
presented in the following table (in millions): |
Balance January 1, 2009
Impairment charge
Balance December 31, 2009
Balance December 31, 2010
| |
|
In the third quarter of 2010, management decided to de-emphasize the sale of supplemental
health insurance products through career agents, including the sale of a marketing subsidiary.
As a result of this decision, AFG performed an interim impairment test of the goodwill
associated with the reporting unit using an income valuation method based on discounted cash
flows. Based on the results of this test, AFG recorded a goodwill impairment charge of $22
million (included in realized gains (losses) on subsidiaries) to write off all of the goodwill
related to this reporting unit. |
| |
|
AFG recorded a goodwill impairment charge of $2 million (included in realized gains (losses) on
subsidiaries) in the third quarter of 2009 to write off the goodwill associated with an annuity
and supplemental insurance agency subsidiary. A review for impairment was prompted by a
decrease in estimated future earnings from this agency. Fair value of the agency was estimated
using the present value of expected future cash flows. |
| |
|
Included in other assets in AFG’s Balance Sheet is $49 million at December 31, 2010 and $60
million at December 31, 2009 in amortizable intangible assets related to property and casualty
insurance acquisitions, primarily the 2008 acquisitions of Marketform and Strategic Comp.
These amounts are net of
accumulated amortization of $35 million and $23 million, respectively. Amortization of these
intangibles was $12 million in 2010, $22 million in 2009 and $24 million in 2008. Future
amortization of intangibles (weighted average amortization period of 4 years) is estimated to
be $12 million in each of 2011, 2012, 2013 and 2014, and less than $1 million per year
thereafter. Other assets also include $8 million in non-amortizable intangible assets related
to insurance licenses acquired in the acquisition of Vanliner in 2010. |
| |
|
Long-term debt consisted of the following at December 31 (in millions): |
Direct obligations of AFG:
9-7/8% Senior Notes due June 2019
7% Senior Notes due September 2050
7-1/8% Senior Debentures due February 2034
Subsidiaries:
Obligations of AAG Holding (guaranteed by AFG):
7-1/2% Senior Debentures due November 2033
7-1/4% Senior Debentures due January 2034
Notes payable secured by real estate due 2011 through 2016
Secured borrowings ($18 and $19 guaranteed by AFG)
National Interstate bank credit facility
American Premier Underwriters, Inc. (“American Premier”)
10-7/8% Subordinated Notes due May 2011
Payable to Subsidiary Trusts:
AAG Holding Variable Rate Subordinated Debentures due
May 2033
| |
|
At December 31, 2010, scheduled principal payments on debt for the subsequent five years were
as follows: 2011 — $20 million, 2012 — $32 million, 2013 — $20 million, 2014 — $2 million and
2015 — $14 million. |
| |
|
As shown below at December 31 (in millions), the majority of AFG’s long-term debt is unsecured
obligations of the holding company and its subsidiaries: |
Unsecured obligations
Obligations secured by real estate
Other secured borrowings
| |
|
In August 2010, AFG replaced its credit facility with a three-year, $500 million revolving
credit line. Amounts borrowed under this agreement bear interest at rates ranging from 1.75%
to 3.00% (currently 2%) over LIBOR based on AFG’s credit rating. No amounts were borrowed
under this facility at December 31, 2010. |
| |
|
In September 2010, AFG issued $132 million of 7% Senior Notes due 2050. In April 2009, AFG
paid $136 million to redeem its outstanding 7-1/8% Senior Debentures at maturity. In June
2009, AFG issued $350 million of 9-7/8% Senior Notes due 2019 and used the proceeds to repay
borrowings under the bank credit facility. |
| |
|
In 2009, AFG subsidiaries borrowed a total of $59 million at interest rates ranging from 3.8%
to 4.25% over LIBOR (weighted average interest rate of 4.3% at December 31, 2010). The loans
require principal payments over the next three years. |
| |
|
Cash interest payments on long-term debt were $68 million in 2010, $64 million in 2009 and $58
million in 2008. Interest expense in the Statement of Earnings includes interest credited on
funds held by AFG’s insurance subsidiaries under reinsurance contracts and other similar
agreements as follows: 2010 — $10 million, 2009 — $7 million; and 2008 — $8 million. |
| |
|
AFG is authorized to issue 12.5 million shares of Voting Preferred Stock and
12.5 million shares of Nonvoting Preferred Stock, each without par value. |
| |
|
Stock Incentive Plans Under AFG’s stock incentive plans, employees of AFG and its subsidiaries
are eligible to receive equity awards in the form of stock options, stock appreciation rights,
restricted stock awards, restricted stock units and stock awards. |
| |
|
At December 31, 2010, there were 14.7 million shares of AFG Common Stock reserved for issuance
under AFG’s stock incentive plans. Options are granted with an exercise price equal to the
market price of AFG Common Stock at the date of grant. Options generally become exercisable at
the rate of 20% per year commencing one year after grant; those granted to non-employee
directors of AFG are fully exercisable upon grant. Options expire ten years after the date of
grant. Data for stock options issued under AFG’s stock incentive plans is presented below: |
Outstanding at January 1, 2010
Granted
Exercised
Forfeited/Cancelled
Expired
Outstanding at December 31, 2010
Options exercisable at
December 31, 2010
Options and other awards available
for grant at December 31, 2010
| |
|
The total intrinsic value of options exercised during 2010, 2009 and 2008 was $19 million, $11
million and $14 million, respectively. During 2010, 2009 and 2008, AFG received $27 million,
$10 million and $17 million, respectively, in cash from the exercise of stock options. The
total tax benefit related to the exercises was $6 million, $4 million and $5 million,
respectively. |
| |
|
AFG uses the Black-Scholes option pricing model to calculate the “fair value” of its option
grants. Expected volatility is based on historical volatility over a period equal to the
estimated term. The expected term was estimated based on historical exercise patterns and post
vesting cancellations. The weighted average fair value of options granted during 2010, 2009
and 2008 was $8.90 per share, $5.85 per share and $7.93 per share, respectively, based on the
following assumptions: |
Expected dividend yield
Expected volatility
Expected term (in years)
Risk-free rate
| |
|
The restricted Common Stock that AFG has granted generally vests over a three or four year
period. The $6 million of unamortized expense related to these grants will be expensed over
the weighted average of 3.2 years. Data relating to grants of restricted stock is presented
below: |
Granted
Vested
Forfeited
| |
|
AFG issued 141,264 shares of Common Stock (fair value of $24.83 per share) in the first quarter
of 2010 under the Annual Co-CEO Equity Bonus Plan. |
| |
|
Total compensation expense related to stock incentive plans of AFG and its subsidiaries for
2010, 2009 and 2008 was $20 million, $13 million and $15 million (including $2 million in
non-deductible stock awards), respectively. Related tax benefits totaled $6 million in 2010
and $3 million in both 2009 and 2008. As of December 31, 2010, there was a total of $20
million of total unrecognized compensation expense related to nonvested stock options granted
under AFG’s plans. That cost is expected to be recognized over the weighted average of 2.9
years. |
| |
|
Accumulated Other Comprehensive Income (Loss), Net of Tax Comprehensive income (loss) is
defined as all changes in Shareholders’ Equity except those arising from transactions with
shareholders. Comprehensive income (loss) includes net earnings and other comprehensive income
(loss), which consists primarily of changes in net unrealized gains or losses on available for
sale securities and foreign currency translation. The progression of the components of
accumulated other comprehensive income (loss) follows (in millions): |
Balance at January 1, 2008
Unrealized holding losses on securities
arising during the year
Realized losses included in net income
Foreign currency translation losses
Unrealized holding gains on securities
arising during the year
Realized gains included in net income
Foreign currency translation gains
| |
|
The following is a reconciliation of income taxes at the statutory rate of 35% and income taxes
as shown in the Statement of Earnings (in millions): |
Earnings before income taxes
Income taxes at statutory rate
Effect of:
Losses of managed investment entities
Goodwill impairment charge
Subsidiaries not in AFG’s tax return
Tax exempt interest
Change in valuation allowance
Provision for income taxes as shown
on the Statement of Earnings
| |
|
Total earnings before income taxes include income (losses) subject to tax in foreign
jurisdictions of ($12 million) in 2010, ($71 million) in 2009 and $26 million in 2008. |
| |
|
The total income tax provision (credit) consists of (in millions): |
Current taxes:
Federal
State
Foreign
Deferred taxes:
| |
|
For income tax purposes, AFG and its subsidiaries had the following carryforwards available at
December 31, 2010 (in millions): |
Operating Loss — U.S.
Operating Loss — United Kingdom
| |
|
Deferred income tax assets and liabilities reflect temporary differences between the carrying
amounts of assets and liabilities recognized for financial reporting purposes and the amounts
recognized for tax purposes. The significant components of deferred tax assets and liabilities
included in the Balance Sheet at December 31, were as follows (in millions): |
Deferred tax assets:
Federal net operating loss carryforwards
Foreign underwriting losses
Capital loss carryforwards
Insurance claims and reserves
Employee benefits
Other, net
Total deferred tax assets before valuation allowance
Valuation allowance for deferred tax assets
Total deferred tax assets
Deferred tax liabilities:
Investment securities
Deferred acquisition costs
Total deferred tax liabilities
Net deferred tax asset (liability)
| |
|
AFG’s net deferred tax liability at December 31, 2010, is included in other liabilities in
AFG’s Balance Sheet; its net deferred tax asset at December 31, 2009, is included in other
assets. |
| |
|
“Foreign underwriting losses” in the table above includes the net operating loss carryforward
and other deferred tax assets related to the Marketform Lloyd’s insurance business, which
resulted from underwriting losses in its run-off Italian public hospital medical malpractice
business. These deferred tax assets can be carried forward indefinitely to offset future
taxable income in the United Kingdom. At December 31, 2010, AFG determined that it was more
likely than not that it will be able to utilize these losses based upon the historical and
projected profitability of Marketform’s ongoing operations and the fact that the losses
resulted from a business that has not been written since 2008. |
| |
|
The changes in the deferred tax liabilities related to investment securities and deferred
acquisition costs at year end 2010 compared to 2009 are due primarily to the increase in
unrealized gains on fixed maturity securities. The gross deferred tax asset has been reduced
by a valuation allowance including $50 million related to a portion of AFG’s net operating loss
carryforwards (“NOL”) that is subject to the separate return limitation year (“SRLY”) tax
rules. A SRLY NOL can be used only by the entity that created it and only in years that the
consolidated group has taxable income. |
| |
|
The likelihood of realizing deferred tax assets is reviewed periodically; any adjustments
required to the valuation allowance are made in the period during which developments requiring
an adjustment become known. |
| |
|
A progression of the liability for uncertain tax positions, excluding interest and penalties,
follows (in millions): |
Additions for tax positions of current year
| |
|
In 2010, AFG increased its liability for uncertain tax positions by $16 million, exclusive of
interest, to reflect uncertainty as to the timing of tax return inclusion of income related to
certain securities. Because the ultimate recognition of income with respect to these
securities is highly certain, the recording of this liability resulted in an offsetting
reduction in AFG’s deferred tax liability. Accordingly, the ultimate resolution of this item
will not impact AFG’s annual effective tax rate but could accelerate the payment of taxes. |
| |
|
The total unrecognized tax benefits and related interest that, if recognized, would impact the
effective tax rate is $48 million at December 31, 2010. This amount does not include tax and
interest totaling $17 million paid to the IRS in 2005 and 2006 for which a suit for refund has
been filed (discussed below). AFG’s provision for income taxes included $2 million in both
2010 and 2009 and $3 million in 2008 of interest (net of federal benefit). AFG’s liability for
interest related to unrecognized tax benefits was $12 million at December 31, 2010 and $10
million at December 31, 2009 (net of federal benefit); no penalties were accrued at those
dates. |
| |
|
AFG’s 2010, 2009 and 2008 tax years remain subject to examination by the IRS. In addition, AFG
has several tax years for which there are ongoing disputes. AFG filed a suit for refund in the
U.S. District Court in Southern Ohio as a result of its dispute with the IRS regarding the
calculation of tax reserves for certain annuity reserves pursuant to Actuarial Guideline 33.
Oral arguments on joint motions for summary judgment were presented in June 2009. In March
2010, the Court issued an Order denying both motions. In June 2010, the Court issued a final
judgment in favor of AFG. The IRS has appealed the decision. Ultimate resolution may require
revised tax calculations for the years 1996-2005, possibly requiring a revised application of
tax attribute carryovers or carrybacks, both capital and ordinary, to the affected years, and
is contingent upon formal review and acceptance by the IRS. Resolution of the case could
result in a decrease in the liability for unrecognized tax benefits by up to $36 million and a
decrease in related accrued interest of $12 million. These amounts do not include tax and
interest paid to the IRS in 2005 and 2006, for which the suit was filed, totaling $17 million. |
| |
|
Cash payments for income taxes, net of refunds, were $196 million, $190 million and $199
million for 2010, 2009 and 2008, respectively. |
| |
|
Establishing property and casualty insurance reserves for claims related to environmental
exposures, asbestos and other mass tort claims is subject to uncertainties that are
significantly greater than those presented by other types of claims. In addition, accruals
(included in other liabilities) have been recorded for various environmental and occupational
injury and disease claims and other contingencies arising out of the railroad operations
disposed of by American Premier’s predecessor, Penn Central Transportation Company (“PCTC”) and
its subsidiaries, prior to its bankruptcy reorganization in 1978 and certain manufacturing
operations disposed of by American Premier and GAFRI. |
| |
|
The insurance group’s liability for asbestos and environmental reserves was $416 million at
December 31, 2010; related recoverables from reinsurers (net of allowances for doubtful
accounts) at that date were $74 million. |
| |
|
At December 31, 2010, American Premier and its subsidiaries had liabilities for environmental
and personal injury claims aggregating $90 million. The environmental claims consist of a
number of proceedings and claims seeking to impose responsibility for hazardous waste
remediation costs related to certain sites formerly owned or operated by the railroad and
manufacturing operations. Remediation costs are difficult to estimate for a number of reasons,
including the number and financial resources of other potentially responsible parties, the
range of costs for remediation alternatives, changing technology and the time period over which
these matters develop. The personal injury claims include pending and expected claims,
primarily by former employees of PCTC, for injury or disease allegedly caused by exposure to
excessive noise, asbestos or other substances in the workplace. |
| |
|
At December 31, 2010, GAFRI had a liability of approximately $7 million for environmental costs
and certain other matters associated with the sales of its former manufacturing operations. |
| |
|
While management believes AFG has recorded adequate reserves for the items discussed in this
note, the outcome is uncertain and could result in liabilities that may vary from amounts AFG
has currently recorded. Such amounts could have a material effect on AFG’s future results of
operations and financial condition. |
| N. |
|
Quarterly Operating Results
(Unaudited) |
| |
|
The operations of certain AFG business segments are seasonal in nature. While insurance
premiums are recognized on a relatively level basis, claim losses related to adverse weather
(snow, hail, hurricanes, tornadoes, etc.) may be seasonal. The profitability of AFG’s crop
insurance business is primarily recognized during the second half of the year as crop prices
and yields are determined. Quarterly results necessarily rely heavily on estimates. These
estimates and certain other factors, such as the discretionary sales of assets, cause the
quarterly results not to be necessarily indicative of results for longer periods of time. |
| |
|
The following are quarterly results of consolidated operations for the two years ended December
31, 2010 (in millions, except per share amounts). Quarterly earnings per share do not add to
year-to-date amounts due to changes in shares outstanding. |
Revenues
Net earnings attributable to shareholders
Earnings attributable to shareholders per common share:
| |
|
Pretax realized gains (losses) on securities (including other-than-temporary impairments)
and favorable (unfavorable) prior year development of AFG’s liability for losses and loss
adjustment expenses (“LAE”) were as follows (in millions): |
Realized Gains (Losses) on Securities
Prior Year Development Favorable (Unfavorable)
| |
|
Results for 2010 include pretax catastrophe losses of $34 million in the second quarter,
primarily from hailstorms in Oklahoma. Results for the third quarter of 2010 include a pretax
gain of $26 million from the sale of a portion of AFG’s investment in Verisk Analytics, Inc.
and $39 million in adverse reserve development related to Marketform, primarily its run-off
Italian public hospital medical malpractice business. |
| |
|
Realized gains (losses) on securities in 2009 include pretax charges of $76 million for
other-than-temporary impairments on securities in the first quarter and a pretax gain of $76 million from the sale of shares of Verisk in the fourth
quarter. Prior year development in 2009 includes favorable development of $39 million, $31
million and $21 million in the second, third and fourth quarters, respectively, related to the
run-off residual value insurance operations and $48 million of unfavorable development in the
fourth quarter related to Marketform’s run-off Italian public hospital medical malpractice
business. |
| |
|
Securities owned by U.S.-based insurance subsidiaries having a carrying value of approximately
$1.2 billion at December 31, 2010, were on deposit as required by regulatory authorities. At
December 31, 2010, AFG and its subsidiaries had $144 million in undrawn letters of credit ($43
million of which was collateralized) supporting the underwriting capacity of its U.K.-based
Lloyd’s insurer. |
| |
|
Property and Casualty Insurance Reserves The liability for losses and LAE for long-term
scheduled payments under certain workers’ compensation insurance has been discounted at 6%, an
approximation of long-term investment yields. As a result, the total liability for losses and
loss adjustment expenses at December 31, 2010, has been reduced by $32 million. |
| |
|
The following table provides an analysis of changes in the liability for losses and loss
adjustment expenses, net of reinsurance (and grossed up), over the past three years (in
millions). Favorable development in 2010 was primarily in the Specialty casualty and Specialty
financial sub-segments. Favorable development in 2009 was in the Specialty financial,
Specialty casualty and Property and transportation sub-segments. In 2008, AFG had significant
favorable reserve development in the Specialty casualty and Property and transportation
sub-segments. |
Balance at beginning of period
Provision for losses and LAE occurring
in the current year
Net decrease in provision for claims
of prior years
Total losses and LAE incurred
Payments for losses and LAE of:
Current year
Prior years
Total payments
Reserves of businesses acquired
Foreign — currency translation and other
Balance at end of period
Add back reinsurance recoverables, net
of allowance
Gross unpaid losses and LAE included
in the Balance Sheet
| |
|
Net Investment Income The following table shows (in millions) investment income earned and
investment expenses incurred by AFG’s insurance group. |
Insurance group investment income:
Fixed maturities
Total investment income
Insurance group investment expenses (*)
Net investment income
| |
|
Statutory Information AFG’s U.S.-based insurance subsidiaries are required to file financial
statements with state insurance regulatory authorities prepared on an accounting basis
prescribed or permitted by such authorities (statutory basis). Net earnings (loss) and
policyholders’ surplus on a statutory basis for the insurance subsidiaries were as follows (in
millions): |
Property and casualty companies
Life insurance companies
| |
|
Reinsurance In the normal course of business, AFG’s insurance subsidiaries cede reinsurance to
other companies to diversify risk and limit maximum loss arising from large claims. To the
extent that any reinsuring companies are unable to meet obligations under agreements covering
reinsurance ceded, AFG’s insurance subsidiaries would remain liable. The following table shows
(in millions) (i) amounts deducted from property and casualty written and earned premiums in
connection with reinsurance ceded, (ii) written and earned premiums included in income for
reinsurance assumed and (iii) reinsurance recoveries represent ceded losses and loss adjustment
expenses. |
Direct premiums written
Reinsurance assumed
Direct premiums earned
Reinsurance recoveries
| |
|
AFG has reinsured approximately $18 billion in face amount of life insurance at December 31,
2010 and $19 billion at December 31, 2009. Life premiums ceded were $49 million, $54 million
and $57 million for 2010, 2009 and 2008, respectively. |
| |
|
Variable Annuities At December 31, 2010, the aggregate guaranteed minimum death benefit value
(assuming every variable annuity policyholder died on that date) on AFG’s variable annuity
policies exceeded the fair value of the underlying variable annuities by $52 million, compared to $85 million at December 31, 2009. Death
benefits paid in excess of the variable annuity account balances were less than $1 million in
each of the last three years. |
| P. |
|
Additional Information |
| |
|
Losses and loss adjustment expenses included charges for possible losses on reinsurance
recoverables of less than $1 million in 2010, 2009 and 2008. The aggregate allowance for
losses on reinsurance recoverables amounted to approximately $28 million at December 31, 2010
and 2009. |
| |
|
Operating Leases Total rental expense for various leases of office space and equipment was $42
million in each of 2010, 2009 and 2008. AFG has committed to lease approximately 530,000
square feet of office space under a 15-year lease beginning in 2011. Rentals, which escalate
over the lease term, average approximately $17 million per year. Future minimum rentals,
related principally to office space, required under operating leases having initial or
remaining noncancelable lease terms in excess of one year at December 31, 2010, were as
follows: 2011 — $46 million; 2012 — $46 million; 2013 — $42 million;
2014 — $37 million; 2015 —
$32 million; and $205 million thereafter. |
| |
|
Financial Instruments with Off-Balance-Sheet Risk On occasion, AFG and its subsidiaries have
entered into financial instrument transactions that may present off-balance-sheet risks of both
a credit and market risk nature. These transactions include commitments to fund loans, loan
guarantees and commitments to purchase and sell securities or loans. At December 31, 2010, AFG
and its subsidiaries had commitments to fund credit facilities and contribute limited
partnership capital totaling up to $26 million. |
| |
|
Restrictions on Transfer of Funds and Assets of Subsidiaries Payments of dividends, loans and
advances by AFG’s subsidiaries are subject to various state laws, federal regulations and debt
covenants that limit the amount of dividends, loans and advances that can be paid. Under
applicable restrictions, the maximum amount of dividends available to AFG in 2011 from its
insurance subsidiaries without seeking regulatory clearance is $801 million. Additional
amounts of dividends, loans and advances require regulatory approval. |
| |
|
Benefit Plans AFG expensed approximately $30 million in 2010, $34 million in 2009 and $19
million in 2008 for its retirement and employee savings plans. |
| Q. |
|
Condensed Consolidating Information |
| |
|
AFG has guaranteed all of the outstanding public debt of GAFRI and GAFRI’s wholly-owned
subsidiary, AAG Holding Company, Inc. In addition, GAFRI guarantees AAG Holding’s public debt.
The AFG and GAFRI guarantees are full and unconditional and joint and several. Condensed
consolidating financial statements for AFG are as follows: |
CONDENSED CONSOLIDATING BALANCE SHEET
(In millions)
December 31, 2010
Cash and investments
Recoverables from reinsurers and
prepaid reinsurance premiums
Investment in subsidiaries and
affiliates
Unpaid losses and loss adjustment expenses
and unearned premiums
Annuity, life, accident and health
benefits and reserves
Total liabilities
Total shareholders’ equity
Total liabilities and equity
December 31, 2009
CONDENSED CONSOLIDATING STATEMENT OF EARNINGS
(In millions)
FOR THE YEAR ENDED DECEMBER 31, 2010
Revenues:
Income of managed investment entities
Investment and other income
Equity in earnings of subsidiaries
Provision (credit) for income taxes
FOR THE YEAR ENDED DECEMBER 31, 2009
FOR THE YEAR ENDED DECEMBER 31, 2008
Equity in earnings (loss) of subsidiaries
Operating earnings (loss) before income taxes
Net earnings (loss), including
noncontrolling interests
Net Earnings (Loss) Attributable to
Shareholders
CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
(In millions)
Net earnings, including noncontrolling
interests
Equity in net earnings of subsidiaries
Dividends from subsidiaries
Net cash provided by (used in)
operating activities
Investing Activities:
Purchases of investments, property and
equipment
Purchase of subsidiaries
Capital contributions to subsidiaries
Proceeds from maturities and redemptions
of investments
Proceeds from sales of investments,
property and equipment
Proceeds from sales and redemptions
of investments
Net cash provided by (used in)
investing activities
Annuity surrenders, benefits and
withdrawals
Managed investment entities’ retirement
of liabilities
Capital contributions from parent
Cash dividends paid
Net cash provided by (used in)
financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at beginning
of year
Net earnings (loss), including
noncontrolling interests
Equity in net (earnings) loss
of subsidiaries
PART III
The information required by the following Items will be included in AFG’s definitive Proxy
Statement for the 2011 Annual Meeting of Shareholders which will be filed with the Securities and
Exchange Commission within 120 days after the end of the Registrant’s fiscal year and is
incorporated herein by reference.
|
|
|
| ITEM 10 |
|
Directors, Executive Officers of the Registrant and Corporate Governance |
|
|
|
| ITEM 11 |
|
Executive Compensation |
|
|
|
| ITEM 12 |
|
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters |
|
|
|
| ITEM 13 |
|
Certain Relationships and Related Transactions, and Director Independence |
|
|
|
| ITEM 14 |
|
Principal Accountant Fees and Services |
PART IV
ITEM 15
Exhibits and Financial Statement Schedules
| (a) |
|
Documents filed as part of this Report: |
| |
1. |
|
Financial Statements are included in Part II, Item 8. |
| |
| |
2. |
|
Financial Statement Schedules: |
| |
A. |
|
Selected Quarterly Financial Data is included in Note N to
the Consolidated Financial Statements. |
| |
| |
B. |
|
Schedules filed herewith for 2010, 2009 and 2008: |
| |
|
|
All other schedules for which provisions are made in the applicable
regulation of the Securities and Exchange Commission have been
omitted as they are not applicable, not required, or the
information required thereby is set forth in the Financial
Statements or the notes thereto. |
| |
3. |
|
Exhibits — see Exhibit Index on page E-1. |
AMERICAN FINANCIAL GROUP, INC. — PARENT ONLY
SCHEDULE
CONDENSED FINANCIAL INFORMATION OF REGISTRANT
SCHEDULE I — CONDENSED FINANCIAL INFORMATION OF REGISTRANT
Condensed Balance Sheet
Investment in securities
Investment in subsidiaries (a)
Other investments
Liabilities and Shareholders’ Equity:
Shareholders’ equity
Total liabilities and shareholders’ equity
Condensed Statement of Earnings
Dividends from subsidiaries
Equity in undistributed earnings
of subsidiaries
Realized gains (losses) on investments
Investment and other income (b)
Interest charges on intercompany borrowings
Interest charges on other borrowings
AMERICAN FINANCIAL GROUP, INC. — PARENT ONLY
SCHEDULE I — CONDENSED FINANCIAL INFORMATION OF REGISTRANT — CONTINUED
(In Millions)
Condensed Statement of Cash Flows
Net earnings attributable to shareholders
Balances with affiliates
Purchases of investments, property and equipment
Proceeds from sales of investments, property
and equipment
SUPPLEMENTAL INFORMATION CONCERNING PROPERTY-CASUALTY INSURANCE OPERATIONS
SCHEDULE V — SUPPLEMENTAL INFORMATION CONCERNING
PROPERTY-CASUALTY INSURANCE OPERATIONS
THREE YEARS ENDED DECEMBER 31, 2010
(IN MILLIONS)
2010
2009
2008
Signatures
Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, American
Financial Group, Inc. has duly caused this Report to be signed on its behalf by the undersigned,
duly authorized.
Signed: February 28, 2011
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been
signed below by the following persons on behalf of the Registrant and in the capacities and on the
dates indicated:
/s/ CARL H. LINDNER
Carl H. Lindner
/s/ CARL H. LINDNER III
Carl H. Lindner III
/s/ S. CRAIG LINDNER
S. Craig Lindner
/s/ THEODORE H. EMMERICH
Theodore H. Emmerich
/s/ JAMES E. EVANS
James E. Evans
/s/ TERRY S. JACOBS
Terry S. Jacobs
/s/ GREGORY G. JOSEPH
Gregory G. Joseph
/s/ KENNETH C. AMBRECHT
Kenneth C. Ambrecht
/s/ WILLIAM W. VERITY
William W. Verity
/s/ JOHN I. VON LEHMAN
John I. Von Lehman
/s/ KEITH A. JENSEN
Keith A. Jensen
INDEX TO EXHIBITS
AMERICAN FINANCIAL GROUP, INC.
Amended and Restated Articles of
Incorporation, filed as Exhibit 3(a)
to AFG’s Form 10-K for 1997.
Amended and Restated Code of Regulations, filed as
Exhibit 3 to AFG’s Form 8-K filed on December 11, 2008.
Instruments defining the rights of
security holders.
Material Contracts:
Amended and Restated Directors’ Compensation Plan, filed as
Exhibit 10(a) to AFG’s Form 10-K for 2009.
Amended and Restated Deferred Compensation Plan, filed as
Exhibit 10(b) to AFG’s Form 10-K for 2008.
2010 Annual Co-CEO Equity Bonus Plan, filed as Exhibit 10(c)
to AFG’s Form 10-K for 2009.
2010 Annual Senior Executive Bonus Plan, filed as
Exhibit 10(d) to AFG’s Form 10-K for 2009.
Amended and restated Nonqualified Auxiliary RASP, filed as
Exhibit 10(f) to AFG’s Form 10-K for 2008.
2005 Stock Incentive Plan included in AFG’s 2005 Proxy,
filed on April 15, 2005.
Credit Agreement, dated March 29, 2006 among American
Financial Group, Inc. and AAG Holding Company, Inc.,
each as Borrowers, and several lenders, filed as
Exhibit 10.2 to AFG’s Form 8-K filed on March 30, 2006.
Amendment to Credit Agreement dated March 29, 2006, among
American Financial Group, Inc., AAG Holding Company, Inc.,
each as borrowers, and several lenders, filed as
Exhibit 10(i) to AFG’s Form 10-K for 2007.
Credit Agreement dated August 2, 2010, among American
Financial Group, Inc., Bank of America, N.A., as
Administrative Agent, and several lenders, filed as
Exhibit 99.2 to AFG’s Form 8-K filed on August 3, 2010.
INDEX TO EXHIBITS — CONTINUED