Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended September 30, 2016.
¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
For the transition period from _____________________ to _____________________.
Commission file number 0-4604
CINCINNATI FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
|
| | |
Ohio | | 31-0746871 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. Employer Identification No.) |
| | |
6200 S. Gilmore Road, Fairfield, Ohio | | 45014-5141 |
(Address of principal executive offices) | | (Zip code) |
Registrant’s telephone number, including area code: (513) 870-2000
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
þYes ¨ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
þYes ¨ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a nonaccelerated filer or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company" in Rule 12b-2 of the Exchange Act.
þ Large accelerated filer ¨ Accelerated filer ¨ Nonaccelerated filer ¨ Smaller reporting company
(Do not check if a smaller reporting company)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act):
¨Yes þ No
As of October 21, 2016, there were 164,748,584 shares of common stock outstanding.
CINCINNATI FINANCIAL CORPORATION AND SUBSIDIARIES
FORM 10-Q FOR THE QUARTER ENDED SEPTEMBER 30, 2016
TABLE OF CONTENTS
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 2
Part I – Financial Information
Item 1. Financial Statements (unaudited)
Cincinnati Financial Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
|
| | | | | | | | |
(Dollars in millions except per share data) | | September 30, | | December 31, |
| | 2016 | | 2015 |
Assets | | |
| | |
|
Investments | | |
| | |
|
Fixed maturities, at fair value (amortized cost: 2016—$9,657; 2015—$9,324) | | $ | 10,257 |
| | $ | 9,650 |
|
Equity securities, at fair value (cost: 2016—$3,169; 2015—$2,938) | | 5,304 |
| | 4,706 |
|
Other invested assets | | 81 |
| | 67 |
|
Total investments | | 15,642 |
| | 14,423 |
|
Cash and cash equivalents | | 700 |
| | 544 |
|
Investment income receivable | | 121 |
| | 129 |
|
Finance receivable | | 53 |
| | 62 |
|
Premiums receivable | | 1,518 |
| | 1,431 |
|
Reinsurance recoverable | | 552 |
| | 542 |
|
Prepaid reinsurance premiums | | 68 |
| | 54 |
|
Deferred policy acquisition costs | | 627 |
| | 616 |
|
Land, building and equipment, net, for company use (accumulated depreciation: 2016—$234; 2015—$459) | | 184 |
| | 185 |
|
Other assets | | 200 |
| | 154 |
|
Separate accounts | | 790 |
| | 748 |
|
Total assets | | $ | 20,455 |
| | $ | 18,888 |
|
| | | | |
Liabilities | | |
| | |
|
Insurance reserves | | |
| | |
|
Loss and loss expense reserves | | $ | 4,991 |
| | $ | 4,718 |
|
Life policy and investment contract reserves | | 2,641 |
| | 2,583 |
|
Unearned premiums | | 2,388 |
| | 2,201 |
|
Other liabilities | | 798 |
| | 717 |
|
Deferred income tax | | 879 |
| | 638 |
|
Note payable | | 20 |
| | 35 |
|
Long-term debt and capital lease obligations | | 827 |
| | 821 |
|
Separate accounts | | 790 |
| | 748 |
|
Total liabilities | | 13,334 |
| | 12,461 |
|
| | | | |
Commitments and contingent liabilities (Note 12) | | — |
| | — |
|
| | | | |
Shareholders' Equity | | |
| | |
|
Common stock, par value—$2 per share; (authorized: 2016 and 2015—500 million shares; issued: 2016 and 2015—198.3 million shares) | | 397 |
| | 397 |
|
Paid-in capital | | 1,244 |
| | 1,232 |
|
Retained earnings | | 5,016 |
| | 4,762 |
|
Accumulated other comprehensive income | | 1,752 |
| | 1,344 |
|
Treasury stock at cost (2016—33.6 million shares and 2015—34.4 million shares) | | (1,288 | ) | | (1,308 | ) |
Total shareholders' equity | | 7,121 |
| | 6,427 |
|
Total liabilities and shareholders' equity | | $ | 20,455 |
| | $ | 18,888 |
|
| | | | |
Accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 3
Cincinnati Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Income
|
| | | | | | | | | | | | | | | |
(Dollars in millions except per share data) | Three months ended September 30, | | Nine months ended September 30, |
| 2016 | | 2015 | | 2016 | | 2015 |
Revenues | |
| | |
| | |
| | |
|
Earned premiums | $ | 1,191 |
| | $ | 1,127 |
| | $ | 3,518 |
| | $ | 3,332 |
|
Investment income, net of expenses | 148 |
| | 143 |
| | 442 |
| | 422 |
|
Realized investment gains, net | 56 |
| | 3 |
| | 161 |
| | 110 |
|
Fee revenues | 5 |
| | 4 |
| | 11 |
| | 10 |
|
Other revenues | 2 |
| | 1 |
| | 5 |
| | 5 |
|
Total revenues | 1,402 |
| | 1,278 |
| | 4,137 |
| | 3,879 |
|
Benefits and Expenses | |
| | |
| | |
| | |
|
Insurance losses and contract holders' benefits | 753 |
| | 670 |
| | 2,298 |
| | 2,131 |
|
Underwriting, acquisition and insurance expenses | 380 |
| | 348 |
| | 1,106 |
| | 1,033 |
|
Interest expense | 13 |
| | 14 |
| | 39 |
| | 40 |
|
Other operating expenses | 3 |
| | 3 |
| | 10 |
| | 10 |
|
Total benefits and expenses | 1,149 |
| | 1,035 |
| | 3,453 |
| | 3,214 |
|
Income Before Income Taxes | 253 |
| | 243 |
| | 684 |
| | 665 |
|
Provision for Income Taxes | |
| | |
| | |
| | |
|
Current | 60 |
| | 64 |
| | 173 |
| | 180 |
|
Deferred | 13 |
| | 5 |
| | 20 |
| | 7 |
|
Total provision for income taxes | 73 |
| | 69 |
| | 193 |
| | 187 |
|
Net Income | $ | 180 |
| | $ | 174 |
| | $ | 491 |
| | $ | 478 |
|
Per Common Share | |
| | |
| | |
| | |
|
Net income—basic | $ | 1.09 |
| | $ | 1.06 |
| | $ | 2.98 |
| | $ | 2.91 |
|
Net income—diluted | 1.08 |
| | 1.05 |
| | 2.95 |
| | 2.89 |
|
| | | | | | | |
Accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 4
Cincinnati Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Comprehensive Income
|
| | | | | | | | | | | | | | | | |
(Dollars in millions) | | Three months ended September 30, | | Nine months ended September 30, |
| | 2016 | | 2015 | | 2016 | | 2015 |
Net Income | | $ | 180 |
| | $ | 174 |
| | $ | 491 |
| | $ | 478 |
|
Other Comprehensive (Loss) Income | | |
| | |
| | |
| | |
|
Change in unrealized gains on investments, net of tax of $21, $(127), $224 and $(254), respectively | | 41 |
| | (238 | ) | | 417 |
| | (473 | ) |
Amortization of pension actuarial loss and prior service cost, net of tax of $0, $0, $1 and $1, respectively | | — |
| | 1 |
| | 1 |
| | 3 |
|
Change in life deferred acquisition costs, life policy reserves and other, net of tax of $0, $1, $(4) and $2, respectively | | (3 | ) | | 3 |
| | (10 | ) | | 6 |
|
Other comprehensive income (loss), net of tax | | 38 |
| | (234 | ) | | 408 |
| | (464 | ) |
Comprehensive Income (Loss) | | $ | 218 |
| | $ | (60 | ) | | $ | 899 |
| | $ | 14 |
|
| | | | | | | | |
Accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 5
Cincinnati Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Shareholders' Equity
|
| | | | | | | | |
(Dollars in millions) | | Nine months ended September 30, |
| | 2016 | | 2015 |
Common Stock | | | | |
Beginning of year | | $ | 397 |
| | $ | 397 |
|
Share-based awards | | — |
| | — |
|
End of period | | 397 |
| | 397 |
|
| | | | |
Paid-In Capital | | | | |
Beginning of year | | 1,232 |
| | 1,214 |
|
Share-based awards | | (9 | ) | | (9 | ) |
Share-based compensation | | 18 |
| | 16 |
|
Other | | 3 |
| | 2 |
|
End of period | | 1,244 |
| | 1,223 |
|
| | | | |
Retained Earnings | | | | |
Beginning of year | | 4,762 |
| | 4,505 |
|
Net income | | 491 |
| | 478 |
|
Dividends declared | | (237 | ) | | (227 | ) |
End of period | | 5,016 |
| | 4,756 |
|
| | | | |
Accumulated Other Comprehensive Income | | | | |
Beginning of year | | 1,344 |
| | 1,744 |
|
Other comprehensive income, net | | 408 |
| | (464 | ) |
End of period | | 1,752 |
| | 1,280 |
|
| | | | |
Treasury Stock | | | | |
Beginning of year | | (1,308 | ) | | (1,287 | ) |
Share-based awards | | 29 |
| | 29 |
|
Shares acquired - share repurchase authorization | | (2 | ) | | (41 | ) |
Shares acquired - share-based compensation plans | | (10 | ) | | (11 | ) |
Other | | 3 |
| | 4 |
|
End of period | | (1,288 | ) | | (1,306 | ) |
| | | | |
Total Shareholders' Equity | | $ | 7,121 |
| | $ | 6,350 |
|
| | | | |
(In millions) | | | | |
Common Stock - Shares Outstanding | | | | |
Beginning of year | | 163.9 |
| | 163.7 |
|
Share-based awards | | 0.8 |
| | 1.0 |
|
Shares acquired - share repurchase authorization | | — |
| | (0.8 | ) |
Shares acquired - share-based compensation plans | | (0.1 | ) | | (0.2 | ) |
Other | | 0.1 |
| | 0.1 |
|
End of period | | 164.7 |
| | 163.8 |
|
| | | | |
Accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 6
Cincinnati Financial Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
|
| | | | | | | | |
(Dollars in millions) | | Nine months ended September 30, |
| | 2016 | | 2015 |
Cash Flows From Operating Activities | | |
| | |
|
Net income | | $ | 491 |
| | $ | 478 |
|
Adjustments to reconcile net income to net cash provided by operating activities: | | |
| | |
|
Depreciation and amortization | | 34 |
| | 39 |
|
Realized investment gains, net | | (161 | ) | | (110 | ) |
Stock-based compensation | | 18 |
| | 16 |
|
Interest credited to contract holders' | | 36 |
| | 32 |
|
Deferred income tax expense | | 20 |
| | 7 |
|
Changes in: | | |
| | |
|
Investment income receivable | | 8 |
| | 4 |
|
Premiums and reinsurance receivable | | (111 | ) | | (96 | ) |
Deferred policy acquisition costs | | (31 | ) | | (20 | ) |
Other assets | | (32 | ) | | — |
|
Loss and loss expense reserves | | 273 |
| | 215 |
|
Life policy reserves | | 75 |
| | 70 |
|
Unearned premiums | | 187 |
| | 133 |
|
Other liabilities | | — |
| | (11 | ) |
Current income tax receivable/payable | | 17 |
| | (2 | ) |
Net cash provided by operating activities | | 824 |
| | 755 |
|
Cash Flows From Investing Activities | | |
| | |
|
Sale of fixed maturities | | 15 |
| | 25 |
|
Call or maturity of fixed maturities | | 1,160 |
| | 961 |
|
Sale of equity securities | | 311 |
| | 241 |
|
Purchase of fixed maturities | | (1,465 | ) | | (1,397 | ) |
Purchase of equity securities | | (396 | ) | | (379 | ) |
Purchase of short-term investments | | — |
| | (75 | ) |
Investment in finance receivables | | (13 | ) | | (10 | ) |
Collection of finance receivables | | 24 |
| | 22 |
|
Investment in buildings and equipment, net | | (9 | ) | | (7 | ) |
Change in other invested assets, net | | (13 | ) | | (1 | ) |
Net cash used in investing activities | | (386 | ) | | (620 | ) |
Cash Flows From Financing Activities | | |
| | |
|
Payment of cash dividends to shareholders | | (229 | ) | | (218 | ) |
Shares acquired - share repurchase authorization | | (2 | ) | | (41 | ) |
Payments of note payable | | (15 | ) | | (14 | ) |
Proceeds from stock options exercised | | 17 |
| | 14 |
|
Contract holders' funds deposited | | 71 |
| | 62 |
|
Contract holders' funds withdrawn | | (118 | ) | | (101 | ) |
Excess tax benefits on stock-based compensation | | 4 |
| | 4 |
|
Other | | (10 | ) | | (13 | ) |
Net cash used in financing activities | | (282 | ) | | (307 | ) |
Net change in cash and cash equivalents | | 156 |
| | (172 | ) |
Cash and cash equivalents at beginning of year | | 544 |
| | 591 |
|
Cash and cash equivalents at end of period | | $ | 700 |
| | $ | 419 |
|
Supplemental Disclosures of Cash Flow Information: | | |
| | |
|
Interest paid | | $ | 26 |
| | $ | 26 |
|
Income taxes paid | | 152 |
| | 179 |
|
Noncash Activities | | |
| | |
|
Conversion of securities | | $ | 4 |
| | $ | — |
|
Equipment acquired under capital lease obligations | | 18 |
| | 16 |
|
Cashless exercise of stock options | | 10 |
| | 11 |
|
Other assets and other liabilities | | 29 |
| | — |
|
| | | | |
Accompanying Notes are an integral part of these Condensed Consolidated Financial Statements.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 7
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
NOTE 1 — Accounting Policies
The condensed consolidated financial statements include the accounts of Cincinnati Financial Corporation and its consolidated subsidiaries, each of which is wholly owned. These statements are presented in conformity with accounting principles generally accepted in the United States of America (GAAP). All intercompany balances and transactions have been eliminated in consolidation.
The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Our actual results could differ from those estimates. Our December 31, 2015, condensed consolidated balance sheet amounts are derived from the audited financial statements but do not include all disclosures required by GAAP.
Our September 30, 2016, condensed consolidated financial statements are unaudited. Certain financial information that is included in annual financial statements prepared in accordance with GAAP is not required for interim reporting and has been condensed or omitted. We believe that we have made all adjustments, consisting only of normal recurring accruals, that are necessary for fair presentation. These condensed consolidated financial statements should be read in conjunction with our consolidated financial statements included in our 2015 Annual Report on Form 10-K. The results of operations for interim periods do not necessarily indicate results to be expected for the full year.
Adopted Accounting Updates
ASU 2014-12, Compensation-Stock Compensation: Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period
In June 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-12, Compensation-Stock Compensation: Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. ASU 2014-12 requires that performance targets that affect vesting and that could be achieved after the requisite service period be treated as performance conditions. The effective date of ASU 2014-12 was for interim and annual reporting periods beginning after December 15, 2015. The company adopted this ASU and it did not have a material impact on our company’s financial position, cash flows or results of operations.
ASU 2015-02, Consolidation-Amendments to the Consolidation Analysis
In February 2015, the FASB issued ASU 2015-02, Consolidation-Amendments to the Consolidation Analysis. ASU 2015-02 makes amendments to the current consolidation guidance, focusing mainly on the investment management industry; however, entities across all industries may be impacted. The effective date of ASU 2015-02 was for interim and annual reporting periods beginning after December 15, 2015. The company adopted this ASU and it did not have a material impact on our company’s financial position, cash flows or results of operations.
Pending Accounting Updates
ASU 2014-09 Revenue from Contracts with Customers
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. ASU 2014-09 requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. Insurance contracts do not fall within the scope of this ASU. The effective date of ASU 2014-09 is for annual reporting periods beginning after December 15, 2017. The ASU has not yet been adopted; however, it is not expected to have a material impact on our company’s financial position, cash flows or results of operations.
ASU 2015-09, Financial Services-Insurance: Disclosures about Short-Duration Contracts
In May 2015, the FASB issued ASU 2015-09, Financial Services-Insurance: Disclosures About Short-Duration Contracts. ASU 2015-09 requires entities to provide additional disclosures about the liability for loss and loss expense reserves to increase the transparency of significant estimates. ASU 2015-09 also requires entities to disclose information about significant changes in methodologies and assumptions used to calculate the liability for loss and loss expense reserves, including reasons for the change and the effects on the financial statements. ASU 2015-09 also requires entities to disclose a rollforward of the liability of loss and loss expense reserves for
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 8
annual and interim reporting periods. The effective date of ASU 2015-09 is for annual reporting periods beginning after December 15, 2015, and interim reporting periods beginning after December 15, 2016. The ASU has not yet been adopted and will not have a material impact on our company’s financial position, cash flows or results of operations, but the ASU will require additional disclosures to our annual and interim reporting periods.
ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities
In January 2016, the FASB issued ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities. ASU 2016-01 revises the accounting related to the classification and measurement of investments in equity securities and the presentation of certain fair value changes for financial liabilities measured at fair value. The effective date of ASU 2016-01 is for interim and annual reporting periods beginning after December 15, 2017. The ASU has not yet been adopted. Management is currently evaluating the impact on our company’s consolidated financial position, cash flows and results of operations.
ASU 2016-02, Leases (Topic 842)
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The main provision of ASU 2016-02 requires the recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous GAAP. The effective date of ASU 2016-02 is for interim and annual reporting periods beginning after December 15, 2018. The ASU has not yet been adopted. Management is currently evaluating the impact on our company’s consolidated financial position, cash flows and results of operations.
ASU 2016-07, Investments - Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting
In March 2016, the FASB issued ASU 2016-07, Equity Method and Joint Ventures (Topic 323): Simplifying the Transition to the Equity Method of Accounting. ASU 2016-07 eliminates the requirement to retroactively adjust an investment, results of operations, and retained earnings once an investment qualifies for use of the equity method. It requires the equity method investor to add the cost of acquiring the additional interest in the investee to the current basis of the investor's previously held interest and adopt the equity method of accounting as of the date the investment becomes qualified for equity method accounting without retroactive adjustment. The effective date of ASU 2016-07 is for interim and annual reporting periods beginning after December 15, 2016. The ASU has not yet been adopted; however, it is not expected to have a material impact on our company's consolidated financial position, cash flows or results of operations.
ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting
In March 2016, the FASB issued ASU 2016-09, Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. ASU 2016-09 simplifies and improves several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The effective date of ASU 2016-09 is for interim and annual reporting periods beginning after December 15, 2016. The ASU has not yet been adopted; however, it is not expected to have a material impact on our company's consolidated financial position, cash flows or results of operations.
ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends previous guidance on the impairment of financial instruments by adding an impairment model that allows an entity to recognize expected credit losses as an allowance rather than impairing as they are incurred. The new guidance is intended to reduce complexity of credit impairment models and result in a more timely recognition of expected credit losses. The effective date of ASU 2016-13 is for interim and annual reporting periods beginning after December 15, 2019. The ASU has not yet been adopted; however, it is not expected to have a material impact on our company's consolidated financial position, cash flows or results of operations.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 9
ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments
In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice. The effective date of ASU 2016-15 is for interim and annual reporting periods beginning after December 15, 2017. The ASU has not yet been adopted; however, it is not expected to have a material impact on our company's consolidated financial position, cash flows or results of operations.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 10
NOTE 2 – Investments
The following table provides cost or amortized cost, gross unrealized gains, gross unrealized losses and fair value for our investment portfolio: |
| | | | | | | | | | | | | | | | |
(Dollars in millions) | | Cost or amortized cost | | | | | | |
| | | Gross unrealized | | Fair value |
At September 30, 2016 | | | gains | | losses | |
Fixed maturity securities: | | |
| | |
| | |
| | |
|
Corporate | | $ | 5,621 |
| | $ | 375 |
| | $ | 14 |
| | $ | 5,982 |
|
States, municipalities and political subdivisions | | 3,619 |
| | 222 |
| | 1 |
| | 3,840 |
|
Commercial mortgage-backed | | 290 |
| | 18 |
| | — |
| | 308 |
|
Government-sponsored enterprises | | 108 |
| | — |
| | — |
| | 108 |
|
Foreign government | | 10 |
| | — |
| | — |
| | 10 |
|
Convertibles and bonds with warrants attached | | 5 |
| | — |
| | — |
| | 5 |
|
United States government | | 4 |
| | — |
| | — |
| | 4 |
|
Subtotal | | 9,657 |
| | 615 |
| | 15 |
| | 10,257 |
|
Equity securities: | | |
| | |
| | |
| | |
|
Common equities | | 2,982 |
| | 2,156 |
| | 61 |
| | 5,077 |
|
Nonredeemable preferred equities | | 187 |
| | 40 |
| | — |
| | 227 |
|
Subtotal | | 3,169 |
| | 2,196 |
| | 61 |
| | 5,304 |
|
Total | | $ | 12,826 |
| | $ | 2,811 |
| | $ | 76 |
| | $ | 15,561 |
|
At December 31, 2015 | | |
| | |
| | |
| | |
|
Fixed maturity securities: | | |
| | |
| | |
| | |
|
Corporate | | $ | 5,294 |
| | $ | 255 |
| | $ | 96 |
| | $ | 5,453 |
|
States, municipalities and political subdivisions | | 3,440 |
| | 172 |
| | 1 |
| | 3,611 |
|
Commercial mortgage-backed | | 287 |
| | 4 |
| | 2 |
| | 289 |
|
Government-sponsored enterprises | | 284 |
| | — |
| | 6 |
| | 278 |
|
Foreign government | | 10 |
| | — |
| | — |
| | 10 |
|
Convertibles and bonds with warrants attached | | 5 |
| | — |
| | — |
| | 5 |
|
United States government | | 4 |
| | — |
| | — |
| | 4 |
|
Subtotal | | 9,324 |
| | 431 |
| | 105 |
| | 9,650 |
|
Equity securities: | | |
| | |
| | |
| | |
|
Common equities | | 2,749 |
| | 1,787 |
| | 51 |
| | 4,485 |
|
Nonredeemable preferred equities | | 189 |
| | 32 |
| | — |
| | 221 |
|
Subtotal | | 2,938 |
| | 1,819 |
| | 51 |
| | 4,706 |
|
Total | | $ | 12,262 |
| | $ | 2,250 |
| | $ | 156 |
| | $ | 14,356 |
|
| | | | | | | | |
The net unrealized investment gains in our fixed-maturity portfolio are primarily the result of the continued low interest rate environment that increased the fair value of our fixed-maturity portfolio. Our commercial mortgage-backed securities had an average rating of Aa1/AA at September 30, 2016, and December 31, 2015. The seven largest unrealized investment gains in our common stock portfolio are from Honeywell International Incorporated (NYSE:HON), Exxon Mobil Corporation (NYSE:XOM), The Procter & Gamble Company (NYSE:PG), Johnson & Johnson (NYSE:JNJ), BlackRock Inc. (NYSE:BLK), 3M Co (NYSE:MMM) and Microsoft Corporation (Nasdaq:MSFT), which had a combined gross unrealized gain of $649 million. At September 30, 2016, Apple Inc. (Nasdaq:AAPL) was our largest single common stock holding with a fair value of $158 million, which was 3.1 percent of our publicly traded common stock portfolio and 1.0 percent of the total investment portfolio.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 11
The table below provides fair values and gross unrealized losses by investment category and by the duration of the securities’ continuous unrealized loss positions:
|
| | | | | | | | | | | | | | | | | | | | | | | | |
(Dollars in millions) | | Less than 12 months | | 12 months or more | | Total |
| | Fair value | | Unrealized losses | | Fair value | | Unrealized losses | | Fair value | | Unrealized losses |
At September 30, 2016 | | | | | | |
Fixed maturity securities: | | |
| | |
| | |
| | |
| | |
| | |
|
Corporate | | $ | 166 |
| | $ | 4 |
| | $ | 200 |
| | $ | 10 |
| | $ | 366 |
| | $ | 14 |
|
States, municipalities and political subdivisions | | 128 |
| | 1 |
| | — |
| | — |
| | 128 |
| | 1 |
|
Commercial mortgage-backed | | 8 |
| | — |
| | 3 |
| | — |
| | 11 |
| | — |
|
Government-sponsored enterprises | | 43 |
| | — |
| | — |
| | — |
| | 43 |
| | — |
|
Subtotal | | 345 |
| | 5 |
| | 203 |
| | 10 |
| | 548 |
| | 15 |
|
Equity securities: | | |
| | |
| | |
| | |
| | |
| | |
|
Common equities | | 177 |
| | 6 |
| | 203 |
| | 55 |
| | 380 |
| | 61 |
|
Total | | $ | 522 |
| | $ | 11 |
| | $ | 406 |
| | $ | 65 |
| | $ | 928 |
| | $ | 76 |
|
At December 31, 2015 | | |
| | |
| | |
| | |
| | |
| | |
|
Fixed maturity securities: | | |
| | |
| | |
| | |
| | |
| | |
|
Corporate | | $ | 1,099 |
| | $ | 63 |
| | $ | 133 |
| | $ | 33 |
| | $ | 1,232 |
| | $ | 96 |
|
States, municipalities and political subdivisions | | 47 |
| | 1 |
| | 22 |
| | — |
| | 69 |
| | 1 |
|
Commercial mortgage-backed | | 103 |
| | 2 |
| | 2 |
| | — |
| | 105 |
| | 2 |
|
Government-sponsored enterprises | | 100 |
| | 2 |
| | 127 |
| | 4 |
| | 227 |
| | 6 |
|
Subtotal | | 1,349 |
| | 68 |
| | 284 |
| | 37 |
| | 1,633 |
| | 105 |
|
Equity securities: | | |
| | |
| | |
| | |
| | |
| | |
|
Common equities | | 270 |
| | 51 |
| | — |
| | — |
| | 270 |
| | 51 |
|
Nonredeemable preferred equities | | 35 |
| | — |
| | — |
| | — |
| | 35 |
| | — |
|
Subtotal | | 305 |
| | 51 |
| | — |
| | — |
| | 305 |
| | 51 |
|
Total | | $ | 1,654 |
| | $ | 119 |
| | $ | 284 |
| | $ | 37 |
| | $ | 1,938 |
| | $ | 156 |
|
| | | | | | | | | | | | |
Contractual maturity dates for fixed-maturity investments were:
|
| | | | | | | | | | | |
(Dollars in millions) | | Amortized cost | | Fair value | | % of fair value |
At September 30, 2016 | | | |
Maturity dates: | | |
| | |
| | |
|
Due in one year or less | | $ | 446 |
| | $ | 452 |
| | 4.4 | % |
Due after one year through five years | | 3,049 |
| | 3,265 |
| | 31.8 |
|
Due after five years through ten years | | 3,856 |
| | 4,067 |
| | 39.7 |
|
Due after ten years | | 2,306 |
| | 2,473 |
| | 24.1 |
|
Total | | $ | 9,657 |
| | $ | 10,257 |
| | 100.0 | % |
| | | | | | |
Actual maturities may differ from contractual maturities when there is a right to call or prepay obligations with or without call or prepayment penalties.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 12
The following table provides investment income, realized investment gains and losses, the change in unrealized investment gains and losses, and other items:
|
| | | | | | | | | | | | | | | |
(Dollars in millions) | Three months ended September 30, | | Nine months ended September 30, |
| 2016 | | 2015 | | 2016 | | 2015 |
Investment income: | | | | | | | |
Interest | $ | 111 |
| | $ | 108 |
| | $ | 330 |
| | $ | 319 |
|
Dividends | 39 |
| | 37 |
| | 117 |
| | 108 |
|
Other | 1 |
| | 1 |
| | 2 |
| | 2 |
|
Total | 151 |
| | 146 |
| | 449 |
| | 429 |
|
Less investment expenses | 3 |
| | 3 |
| | 7 |
| | 7 |
|
Total | $ | 148 |
| | $ | 143 |
| | $ | 442 |
| | $ | 422 |
|
| | | | | | | |
Realized investment gains and losses summary: | |
| | |
| | |
| | |
|
Fixed maturities: | |
| | |
| | |
| | |
|
Gross realized gains | $ | 10 |
| | $ | 4 |
| | $ | 17 |
| | $ | 14 |
|
Gross realized losses | — |
| | — |
| | (1 | ) | | — |
|
Other-than-temporary impairments | — |
| | (8 | ) | | (2 | ) | | (11 | ) |
Equity securities: | |
| | |
| | |
| | |
|
Gross realized gains | 47 |
| | 6 |
| | 147 |
| | 106 |
|
Gross realized losses | — |
| | — |
| | (1 | ) | | (1 | ) |
Other-than-temporary impairments | — |
| | — |
| | — |
| | (1 | ) |
Other | (1 | ) | | 1 |
| | 1 |
| | 3 |
|
Total | $ | 56 |
| | $ | 3 |
| | $ | 161 |
| | $ | 110 |
|
| | | | | | | |
Change in unrealized investment gains and losses: | |
| | |
| | |
| | |
|
Fixed maturities | $ | (20 | ) | | $ | (15 | ) | | $ | 274 |
| | $ | (153 | ) |
Equity securities | 82 |
| | (350 | ) | | 367 |
| | (574 | ) |
Income tax (provision) benefit | (21 | ) | | 127 |
| | (224 | ) | | 254 |
|
Total | $ | 41 |
| | $ | (238 | ) | | $ | 417 |
| | $ | (473 | ) |
| | | | | | | |
During the three months ended September 30, 2016, there were no equity securities and no fixed-maturity securities other-than-temporarily impaired. During the nine months ended September 30, 2016, there were no equity securities and four fixed-maturity securities other-than-temporarily impaired. There were no credit losses on fixed-maturity securities for which a portion of other-than-temporary impairment (OTTI) has been recognized in other comprehensive income for the three and nine months ended September 30, 2016 and 2015. At September 30, 2016, 36 fixed-maturity investments with a total unrealized loss of $10 million had been in an unrealized loss position for 12 months or more. Of that total, one fixed-maturity investment had a fair value below 70 percent of amortized cost. At September 30, 2016, three equity investments with a total unrealized loss of $55 million had been in an unrealized loss position for 12 months or more. Of that total, one equity investment with a total unrealized loss of $36 million had a fair value below 70 percent of amortized cost.
During 2015, we other-than-temporarily impaired 20 securities. At December 31, 2015, 69 fixed-maturity investments with a total unrealized loss of $37 million had been in an unrealized loss position for 12 months or more. Of that total, five fixed-maturity investments had fair values below 70 percent of amortized cost. There were no equity security investments in an unrealized loss position for 12 months or more as of December 31, 2015.
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 13
NOTE 3 – Fair Value Measurements
In accordance with accounting guidance for fair value measurements and disclosures, we categorized our financial instruments, based on the priority of the observable and market-based data for the valuation technique used, into a three-level fair value hierarchy. The fair value hierarchy gives the highest priority to quoted prices with readily available independent data in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable market inputs (Level 3). When various inputs for measurement fall within different levels of the fair value hierarchy, the lowest observable input that has a significant impact on fair value measurement is used. Our valuation techniques have not changed from those used at December 31, 2015, and ultimately management determines fair value. See our 2015 Annual Report on Form 10-K, Item 8, Note 3, Fair Value Measurements, Page 133, for information on characteristics and valuation techniques used in determining fair value.
Fair Value Disclosures for Assets
The following tables illustrate the fair value hierarchy for those assets measured at fair value on a recurring basis at September 30, 2016, and December 31, 2015. We do not have any material liabilities carried at fair value. There were no transfers between Level 1 and Level 2.
|
| | | | | | | | | | | | | | | | |
(Dollars in millions) | | Quoted prices in active markets for identical assets (Level 1) | | Significant other observable inputs (Level 2) | | Significant unobservable inputs (Level 3) | | Total |
At September 30, 2016 | | | | |
Fixed maturities, available for sale: | | |
| | |
| | |
| | |
|
Corporate | | $ | — |
| | $ | 5,940 |
| | $ | 42 |
| | $ | 5,982 |
|
States, municipalities and political subdivisions | | — |
| | 3,840 |
| | — |
| | 3,840 |
|
Commercial mortgage-backed | | — |
| | 308 |
| | — |
| | 308 |
|
Government-sponsored enterprises | | — |
| | 108 |
| | — |
| | 108 |
|
Foreign government | | — |
| | 10 |
| | — |
| | 10 |
|
Convertibles and bonds with warrants attached | | — |
| | 5 |
| | — |
| | 5 |
|
United States government | | 4 |
| | — |
| | — |
| | 4 |
|
Subtotal | | 4 |
| | 10,211 |
| | 42 |
| | 10,257 |
|
Common equities, available for sale | | 5,077 |
| | — |
| | — |
| | 5,077 |
|
Nonredeemable preferred equities, available for sale | | — |
| | 227 |
| | — |
| | 227 |
|
Separate accounts taxable fixed maturities | | — |
| | 753 |
| | — |
| | 753 |
|
Top Hat savings plan mutual funds and common equity (included in Other assets) | | 24 |
| | — |
| | — |
| | 24 |
|
Total | | $ | 5,105 |
| | $ | 11,191 |
| | $ | 42 |
| | $ | 16,338 |
|
At December 31, 2015 | | | | | | | | |
Fixed maturities, available for sale: | | |
| | |
| | |
| | |
|
Corporate | | $ | — |
| | $ | 5,402 |
| | $ | 51 |
| | $ | 5,453 |
|
States, municipalities and political subdivisions | | — |
| | 3,611 |
| | — |
| | 3,611 |
|
Commercial mortgage-backed | | — |
| | 289 |
| | — |
| | 289 |
|
Government-sponsored enterprises | | — |
| | 278 |
| | — |
| | 278 |
|
Foreign government | | — |
| | 10 |
| | — |
| | 10 |
|
Convertibles and bonds with warrants attached | | — |
| | 5 |
| | — |
| | 5 |
|
United States government | | 4 |
| | — |
| | — |
| | 4 |
|
Subtotal | | 4 |
| | 9,595 |
| | 51 |
| | 9,650 |
|
Common equities, available for sale | | 4,485 |
| | — |
| | — |
| | 4,485 |
|
Nonredeemable preferred equities, available for sale | | — |
| | 218 |
| | 3 |
| | 221 |
|
Separate accounts taxable fixed maturities | | — |
| | 736 |
| | 1 |
| | 737 |
|
Top Hat savings plan mutual funds and common equity (included in Other assets) | | 21 |
| | — |
| | — |
| | 21 |
|
Total | | $ | 4,510 |
| | $ | 10,549 |
| | $ | 55 |
| | $ | 15,114 |
|
| | | | | | | | |
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 14
Each financial instrument that was deemed to have significant unobservable inputs when determining valuation is identified in the following tables by security type with a summary of changes in fair value as of September 30, 2016. Total Level 3 assets continue to be less than 1 percent of financial assets measured at fair value in the condensed consolidated balance sheets. Assets presented in the table below were valued based primarily on broker/dealer quotes for which there is a lack of transparency as to inputs used to develop the valuations. Transfers into Level 3 included situations where a fair value quote was not provided by the company's nationally recognized pricing vendor and as a result the price was stale or had been replaced with a broker quote where the inputs had not been corroborated to be market observable resulting in the security being classified as Level 3. Transfers out of Level 3 included situations where a broker quote was used in the prior period and a fair value quote became available from the company's nationally recognized pricing vendor in the current period. The quantitative detail of these unobservable inputs is neither provided nor reasonably available to us.
The following table provides the change in Level 3 assets for the three months ended September 30:
|
| | | | | | | | | | | | | | | | | | | | |
(Dollars in millions) | | Asset fair value measurements using significant unobservable inputs (Level 3) |
| | Corporate fixed maturities | | Separate accounts taxable fixed maturities | | States, municipalities and political subdivisions fixed maturities | | Nonredeemable preferred equities | | Total |
Beginning balance, July 1, 2016 | | $ | 52 |
| | $ | 1 |
| | $ | — |
| | $ | — |
| | $ | 53 |
|
Total gains or losses (realized/unrealized): | | |
| | | | |
| | |
| | |
|
Included in net income | | — |
| | — |
| | — |
| | — |
| | — |
|
Included in other comprehensive income | | 1 |
| | — |
| | — |
| | — |
| | 1 |
|
Purchases | | — |
| | — |
| | — |
| | — |
| | — |
|
Sales | | (1 | ) | | — |
| | — |
| | — |
| | (1 | ) |
Transfers into Level 3 | | — |
| | — |
| | — |
| | — |
| | — |
|
Transfers out of Level 3 | | (10 | ) | | (1 | ) | | — |
| | — |
| | (11 | ) |
Ending balance, September 30, 2016 | | $ | 42 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 42 |
|
| | | | | | | | | | |
Beginning balance, July 1, 2015 | | $ | 18 |
| | $ | — |
| | $ | 1 |
| | $ | 2 |
| | $ | 21 |
|
Total gains or losses (realized/unrealized): | | |
| | | | |
| | |
| | |
|
Included in net income | | 1 |
| | — |
| | — |
| | — |
| | 1 |
|
Included in other comprehensive income | | 22 |
| | — |
| | — |
| | — |
| | 22 |
|
Purchases | | — |
| | — |
| | — |
| | — |
| | — |
|
Sales | | — |
| | — |
| | — |
| | — |
| | — |
|
Transfers into Level 3 | | — |
| | — |
| | — |
| | — |
| | — |
|
Transfers out of Level 3 | | — |
| | — |
| | (1 | ) | | — |
| | (1 | ) |
Ending balance, September 30, 2015 | | $ | 41 |
| | $ | — |
| | $ | — |
| | $ | 2 |
| | $ | 43 |
|
| | | | | | | | | | |
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 15
The following table provides the change in Level 3 assets for the nine months ended September 30:
|
| | | | | | | | | | | | | | | | | | | | |
(Dollars in millions) | Asset fair value measurements using significant unobservable inputs (Level 3) |
| | Corporate fixed maturities | | Separate accounts taxable fixed maturities | | States, municipalities and political subdivisions fixed maturities | | Nonredeemable preferred equities | | Total |
Beginning balance, January 1, 2016 | | $ | 51 |
| | $ | 1 |
| | $ | — |
| | $ | 3 |
| | $ | 55 |
|
Total gains or losses (realized/unrealized): | | | | | | |
| | |
| | |
|
Included in net income | | — |
| | — |
| | — |
| | — |
| | — |
|
Included in other comprehensive income | | 1 |
| | — |
| | — |
| | (1 | ) | | — |
|
Purchases | | 22 |
| | — |
| | — |
| | — |
| | 22 |
|
Sales | | (1 | ) | | — |
| | — |
| | (2 | ) | | (3 | ) |
Transfers into Level 3 | | — |
| | — |
| | — |
| | — |
| | — |
|
Transfers out of Level 3 | | (31 | ) | | (1 | ) | | — |
| | — |
| | (32 | ) |
Ending balance, September 30, 2016 | | $ | 42 |
| | $ | — |
| | $ | — |
| | $ | — |
| | $ | 42 |
|
| | | | | | | | | | |
Beginning balance, January 1, 2015 | | $ | 18 |
| | $ | — |
| | $ | — |
| | $ | 2 |
| | $ | 20 |
|
Total gains or losses (realized/unrealized): | | | | | | |
| | |
| | |
Included in net income | | — |
| | — |
| | — |
| | — |
| | — |
|
Included in other comprehensive income | | 1 |
| | — |
| | — |
| | — |
| | 1 |
|
Purchases | | 22 |
| | — |
| | — |
| | — |
| | 22 |
|
Sales | | — |
| | — |
| | — |
| | — |
| | — |
|
Transfers into Level 3 | | — |
| | — |
| | 1 |
| | — |
| | 1 |
|
Transfers out of Level 3 | | — |
| | — |
| | (1 | ) | | — |
| | (1 | ) |
Ending balance, September 30, 2015 | | $ | 41 |
| | $ | — |
| | $ | — |
| | $ | 2 |
| | $ | 43 |
|
| | | | | | | | | | |
Additional disclosures for the Level 3 category are not material.
Fair Value Disclosures for Assets and Liabilities Not Carried at Fair Value
The disclosures below are presented to provide timely information about the effects of current market conditions on financial instruments that are not reported at fair value in our condensed consolidated financial statements.
This table summarizes the book value and principal amounts of our long-term debt:
|
| | | | | | | | | | | | | | | | | | | | | |
(Dollars in millions) | | | | Book value | | Principal amount |
| | | | | | September 30, | | December 31, | | September 30, | | December 31, |
Interest rate | | Year of issue | | | | 2016 | | 2015 | | 2016 | | 2015 |
6.900 | % | | 1998 | | Senior debentures, due 2028 | | $ | 26 |
| | $ | 26 |
| | $ | 28 |
| | $ | 28 |
|
6.920 | % | | 2005 | | Senior debentures, due 2028 | | 391 |
| | 391 |
| | 391 |
| | 391 |
|
6.125 | % | | 2004 | | Senior notes, due 2034 | | 369 |
| | 369 |
| | 374 |
| | 374 |
|
|
| | | | Total | | $ | 786 |
| | $ | 786 |
| | $ | 793 |
| | $ | 793 |
|
| | | | | | | | | | | | |
Cincinnati Financial Corporation Third-Quarter 2016 10-Q
Page 16
The following table shows fair values of our note payable and long-term debt:
|
| | | | | | | | | | | | | | | | |
(Dollars in millions) | | Quoted prices in active markets for identical assets (Level 1) | | Significant other observable inputs (Level 2) | | Significant unobservable inputs (Level 3) | | Total |
At September 30, 2016 | | | | |
Note payable | | $ | — |
| | $ | 20 |
| | $ | — |
| | $ | 20 |
|
6.900% senior debentures, due 2028 | | — |
| | 35 |
| | — |
| | 35 |
|
6.920% senior debentures, due 2028 | | — |
| | 511 |
| | — |
| | 511 |
|
6.125% senior notes, due 2034 | | — |
| | 452 |
| | — |
| | 452 |
|
Total | | $ | — |
| | $ | 1,018 |
| | $ | — |
| | $ | 1,018 |
|
| | | | | | | | |
At December 31, 2015 | | | | | | | | |
Note payable | | $ | — |
| | $ | 35 |
| | $ | — |
| | $ | 35 |
|
6.900% senior debentures, due 2028 | | — |
| | 31 |
| | — |
| | 31 |
|
6.920% senior debentures, due 2028 | | — |
| | 480 |
| | — |
| | 480 |
|
6.125% senior notes, due 2034 | | — |
| | 425 |
| | — |
| | 425 |
|
Total | | $ | — |
| | $ | 971 |
| | $ | — |
| | $ | 971 |
|
| | | | | | | | |